Matrix Serves as M&A Advisor on the Successful Sale of the Motor Fuels & Convenience Retail Business of Miller Oil Company, Inc.
Augustus C.“Gus”Miller, a former ESSO & Exxon executive, founded Miller Oil Company Inc. (“Miller” or the “Company”) in 1977 when he purchased Exxon Company USA’s home heating oil business in Norfolk, VA. The Company experienced significant growth through the 1980’s as the business expanded into convenience retailing and petroleum marketing and, during the 2000’s, the Company expanded its fuels distribution business into southern Florida. The company was managed for the last twenty-five years by Jeffrey “Jeff ” Miller, Gus Miller’s son, who served as the Company’s President.
At the time of the sale, the Company operated 21 petroleum marketing and convenience retail stores, two company owned dealer sites, and over 70 wholesale dealer accounts.
Over the last decade, Matrix performed various valuation assignments and, in 2020 was once again engaged to perform a valuation of the Company. After meeting with Gus and Jeff to review the valuation and recommended sale process, the shareholders decided to exit the retail convenience store, petroleum marketing, and fuels distribution businesses to diversify family wealth and focus on other ventures.
Matrix’s objective was to design and execute a customized and confidential sale process that would allow the Company’s shareholders to realize maximum after-tax value.
As a result, multiple competitive purchase offers were received for each package which provided Miller the needed leverage in order to achieve the best possible deal for their assets in the market at that time.
Global Partners LP was ultimately selected as the acquirer for the Virginia/North Carolina assets and Sunshine Gasoline Distributors Inc. acquired the Florida assets.
To maximize value from the sale for our client, Matrix recommended marketing Miller’s wholesale fuels business in Florida separately from the Virginia and North Carolina convenience retail and wholesale fuels business.
Selling the businesses separately based on geography yielded significantly more value for Miller Oil Company, Inc.
As part of the Global transaction and their expressed desires, Miller was able to retain certain real estate and lease the real estate to Global Partners LP. Matrix led the negotiation of the purchase agreements and lease agreement and coordinated the due diligence and closing process for both transactions. In addition to designing and executing the customized sale process, Matrix assisted Miller and their tax advisors in helping them understand the tax implications of various transaction scenarios to maximize after-tax proceeds to the shareholders.
The transaction with Sunshine Gasoline Distributors Inc. closed in November 2021 and the transaction with Global Partners LP closed in February 2022.
About Matrix’s Downstream Energy & Convenience Retail Investment Banking Group:
Matrix’s Downstream Energy & Convenience Retail Investment Banking Group is recognized as the national leader in providing transactional advisory services to companies in the downstream energy and multi-site retail sectors including convenience retailing, petroleum marketing & distribution, propane distribution, heating oil distribution, lubricants distribution, petroleum logistics, terminals and car washes. Group members are dedicated to these sectors and draw upon complementary experiences to provide advisory services to complete sophisticated merger and acquisition transactions, debt and equity capital raises, corporate valuations, special situations and strategic planning engagements. Since 1997, our Downstream Energy & Convenience Retail Investment Banking Group has successfully completed over 260 engagements with a total transaction value of more than $13 billion.
Cedric C. Fortemps, CFA
Co-Head of Downstream Energy
& Convenience Retail Investment Banking