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Convenience Store Insight

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Investment Banking Fall 2020 IN THIS ISSUE CONVENIENCE STORE INSIGHT Recent, Notable M&A Transactions Macroeconomic Indicators MERGERS & ACQUISITIONS, PUBLIC & PRIVATE CAPITAL Debt and Equity Market Conditions AND FINANCIAL ADVISORY SERVICES What We’re Reading FOR INSTITUTIONAL USE ONLY CONVENIENCE STORE INSIGHT Fall 2020 Deal Spotlight 7-Eleven Inc. Acquires Speedway LLC Haymaker Acquisition Corp Announces Business Combination with ARKO Holdings LTD and GPM Investments, Inc. • Announced: August 2, 2020 • Announced: July 13, 2020 • Rationale: 7-Eleven, Inc. will acquire Speedway from its parent • Transaction Detail: Special Purpose Acquisition Company (SPAC) company, Marathon Petroleum Corp. Rarely do portfolios of this Business Combination size and scope come to market, and 7-Eleven made sure that they • Rationale: Haymaker has signed an LOI to enter into a business would continue to expand their industry-leading footprint. combination with leading convenience store operator, GPM Investments. • Target: Speedway is a subsidiary of Marathon Petroleum Corp, Once complete, the transaction will bring a new entrant to a public c- which is a leading downstream energy company based in Findlay, store sector that has realized strong returns over the last decade. Ohio. Its convenience store subsidiary, Speedway, is the third- • Target: GPM Investments, Inc. is a leading U.S. convenience store largest convenience store in the United States, with ~3,900 sites operator that has grown rapidly both organically and through a series of across the country. successful acquisitions and platform integrations. GPM Investments is owned by Arko Holdings Ltd and a group of institutional investors. Raymond James served as advisor to ARKO Holdings Ltd Tri Star Energy LLC Acquires Hollingsworth Oil Co. Inc. GPM Investments LLC (“GPMI”) Acquired Empire Petroleum Partners • Closed: July 8, 2020 (“EPP”) • Closed: October 6, 2020 • Rationale: Tri Star Energy LLC completed the acquisition of • Transaction Value: $360 million Hollingsworth Oil Co. Inc. and its 53 convenience stores operating under the retail brand Sudden Service and its 172 • Rationale: GPMI acquired EPP’s wholesale fuel distribution operations dealer accounts. and retail business totaling approximately 1,500 supplied sites and • Target: Springfield, Tennessee-based Hollingsworth controls approximately 85 company operated locations; acquisition will both Hollingsworth Oil and C&H Properties. Hollingsworth’s increase GPMI’s annual gallons distributed to over 2 billion gallons convenience network consists of 53 company-operated sites, and expand its U.S. footprint into 10 new states while also providing branded and unbranded fuel through its 172 • Target: EPP was founded in 1988 and is one of the largest fuel dealer accounts. distributors in the U.S., growing primarily through 22 acquisitions Raymond James served as advisor to Hollingsworth Oil Co. Inc. completed since 2011 RAYMOND JAMES INVESTMENT BANKING 2 CONVENIENCE STORE INSIGHT Fall 2020 Notable M&A Transactions 2020 YTD Retail Announced Acquiror Target TEV ($MM) Store Target Description Date Count Empire Petroleum is one of the largest fuel distributors in the U.S., distributing over one billion gallons of fuel 10/6/2020(1) GPM Investments LLC Empire Petroleum Partners 85 annually to ~1,500 supplied sites, as well as approximately 85 company-operated convenience stores. Based in Winston-Salem, NC, Beroth Oil Company owns and operates 23 convenience stores under the "Four 9/22/2020 Quality Oil Beroth Oil Co. 23 Brothers" brand. They have operated throughout North Carolina for over 60 years. Tradewinds Markets operates 15 units throughout Maine, including convenience stores, car washes, and 9/2/2020 Energy North Tradewinds Markets 7 supermarkets. The locations offer CITGO-branded fuel and feature a variety of eateries. Wadsworth Oil was founded in the 1920s in Tuskegee, Alabama as a wholesale fuel supplier. The company 8/13/2020 Circle K Wadsworth Oil 10 expanded into convenience retail in the 1980s and 1990s, building a 10-store portfolio. Speedway is a subsidiary of Marathon Petroleum Corp, a leading downstream energy company based in 8/3/2020 7-Eleven Inc. Speedway 21,000.0 3,900 Findlay, Ohio. Speedway is the third-largest c-store chain in the United States. Platinum Energy, based in Agoura Hills, California, is a wholesale fuel distributor serving more than 200 7/30/2020 United Pacific Platinum Energy 95 locations on the West Coast. 7/29/2020 Kwik Trip Stop-N-Go 36 Stop-N-Go, based in Madison, WI, operates 36 convenience stores in southern Wisconsin and northern Illinois. Based in Springfield, Tenn, Hollingsworth controls Hollingsworth Oil and C & H Properties with a network of 53 6/25/2020 Tri Star Energy Hollingsworth Oil 53 c-stores under the Sudden Service name. Gresham Petroleum Based in Indianola, MS, Gresham Petroleum operates 48 convenience stores under the "Double Quick" brand; 2/13/2020 ReFuel LLC 48 (Double Quick) additionally operates a wholesale division which was not included in the transaction. 7-Eleven stores Of 7-Eleven of Oklahoma is independently owned and operated 108 retail locations throughout the greater 1/17/2020 7-Eleven Inc. 108 Oklahoma Oklahoma City metropolitan area. Source: Public company filings, press releases and Capital IQ. (1) 10/6/2020 represents closing date; deal was originally announced on 12/18/2019. RAYMOND JAMES INVESTMENT BANKING 3 CONVENIENCE STORE INSIGHT Fall 2020 M&A Transactions Most Active Acquirors(1) M&A Activity By Store Count(1) # of Stores Acquired 2015 2016 2017 2018 2019 2020 6,000 4,500 1,800 4,101 4,000 1,600 5,000 3,500 1,400 3,000 1,200 4,000 2,500 2,355 1,000 1,953 3,000 2,000 800 1,500 1,369 600 1,169 990 2,000 860 1,000 748 400 608 607 387 500 245 200 1,000 91 64 0 0 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 '17 '17 '17 '18 '18 '18 '18 '19 '19 '19 '19 '20 '20 '20 0 (3) Quarterly 3.1% 3.2% 2.9% 2.2% 4.2% 3.5% 2.2% 3.1% 2.0% 2.1% 2.1% (5.0%) (31.4%) 20.0%(2) GDP LTM Rolling Average 1) Source: Public company filings and press releases; count as of announcement date. Includes only U.S. deals. All data as of 10/9/20. RAYMOND JAMES INVESTMENT BANKING 4 2) S&P Global Ratings Q3 forecast as of 10/9/20. 3) Includes 3,9000 Speedway stores expected to close in Q1 2021. CONVENIENCE STORE INSIGHT Fall 2020 Macroeconomic Indicators Real GDP Growth Weekly Jobless Claims (seasonally adjusted annual rates) (in millions) 10.0% 2.3% 2.2% 3.2% 3.5% 2.5% 3.5% 2.9% 1.1% 3.1% 2.0% 2.1% 2.1% 8.0 0.0% 6.0 Week Ended (10.0%) (5.0%) Weekly unemployment claims 10/3/20 Q2 2020 GDP was down 31.4%, 4.0 (20.0%) remained below one million 0.84 but S&P Global Ratings analysts 2.0 for the sixth week (30.0%) project 20% GDP Growth for Q3 (31.4%) (40.0%) 0.0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Oct-19 Dec-19 Feb-20 Apr-20 Jun-20 Aug-20 Oct-20 '17 '17 '17 '17 '18 '18 '18 '18 '19 '19 '19 '19 '20 '20 Consumer Spending Growth Purchasing Managers Index (Real PCE % change, seasonally adjusted at annual rates) (annual rate) 10.0% 4.6% 4.0% 4.6% 2.4% 2.4% 2.4% 1.7% 3.5% 1.4% 1.1% 3.2% 1.8% 65.0 0.0% 60.0 September 2020 (10.0%) (6.9%) 55.4 55.0 (20.0%) Real Personal Consumption fell 34.6% in Q2 2020, marking the 50.0 (30.0%) second consecutive negative quarter Industrial production has risen 45.0 35% since its April low of 41.5 (40.0%) (34.6%) Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 40.0 '17 '17 '17 '17 '18 '18 '18 '18 '19 '19 '19 '19 '20 '20 Sep-17 Jan-18 May-18 Sep-18 Jan-19 May-19 Sep-19 Jan-20 May-20 Sep-20 Note: PMI Index figures above 50 indicate expansion Source: Bureau of Economic Analysis, St. Louis Federal Reserve, Bureau of Labor Statistics, Institute for Supply Management and Capital IQ. All data as of 10/9/20. RAYMOND JAMES INVESTMENT BANKING 5 CONVENIENCE STORE INSIGHT Fall 2020 Macroeconomic Indicators (cont’d) West Texas Intermediate Inflation vs. 10-Year Treasury ($ per barrel) $100 3.5% $80 3.0% 10/5/20 $39.12 $60 2.5% $40 2.0% Aug 2020 1.3% $20 1.5% $0 1.0% -$20 0.5% 10/5/20 0.78% -$40 0.0% Oct-17 Apr-18 Oct-18 Apr-19 Oct-19 Apr-20 Oct-20 Oct-16 Apr-17 Oct-17 Apr-18 Oct-18 Apr-19 Oct-19 Apr-20 Oct-20 Inflation (CPI) 10-Year U.S. Treasury Yield Source: Bureau of Economic Analysis, St. Louis Federal Reserve, Bureau of Labor Statistics, Institute for Supply Management and Capital IQ. All data as of 10/9/20. RAYMOND JAMES INVESTMENT BANKING 6 CONVENIENCE STORE INSIGHT Fall 2020 C-Store Industry Fuel Margin Performance Quarterly National Retail Gasoline Margins National Retail Fuel Margins – Monthly Trends (cents per gallon) 65¢ 80¢ 60¢ 70¢ 55¢ 50¢ 60¢ 45¢ 50¢ 40¢ 35¢ 40¢ 30¢ 25¢ 30¢ 20¢ 20¢ 15¢ 10¢ 10¢ Mar Jun Sep Dec Dec Jan Feb Mar Apr May June Jul Aug Sep Oct Nov 2016 2017 2018 2019 2020 5 yr. Average 2016/17 2017/18 2018/19 2019/20 4 yr.
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