GPM Investments

GPM Investments, LLC (“GPM”) continues its growth strategy by signing an agreement to acquire Empire Petroleum Partners’ (“Empire”) wholesale fuel distribution operations and retail stores. The transformational transaction will expand GPM’s footprint to distribute over 2.5 billion gallons annually to 2,800+ locations across the United States.

December 18, 2019
 

RICHMOND, VA

GPM
has signed an agreement to acquire substantially all of the assets of Dallas,
TX based Empire, creating a premier national fuel distributor and retailer. The
transaction is expected to materially increase GPM’s footprint with the
combined entity distributing 2.5 billion gallons of fuel annually across 2,800+
sites in 33 states and Washington D.C. The transaction will expand GPM’s
operations into ten new states and add over 225 controlled locations including
77 retail operated sites.  

“Adding 1,457
wholesale fuel locations is a transformational event for our company, bringing
significant strategic benefits and accelerating our next phase of growth” said
Arie Kotler, Chief Executive Officer of GPM. Kotler went on to say, “We welcome
these dealers, along with Empire’s corporate associates and the associates at the
77 retail stores to the GPM family and look forward to continuing the great
service that has been provided by Empire.”

Upon closing, GPM expects to operate its wholesale division out of
Empire’s Dallas, TX offices and will be transitioning Empire’s team, including
its leadership team, to GPM as part of the transaction.

“Empire has a reputation for providing superior quality and service to
its dealers, making it a logical combination with GPM.” said Empire Chief
Executive Officer, Rick Golman. “With a history of successful execution, Empire
will complement GPM’s existing business and serve to fuel their growth moving
forward.” 

Empire is a portfolio
company of American Infrastructure Funds (“AIM”). Barclays and Wells Fargo are acting as co-financial advisors to Empire. The
transaction is expected to close in the first half of 2020, subject to
customary regulatory and other approvals.

About
GPM Investments, LLC

GPM
Investments, LLC, together with its subsidiaries, is the largest
privately-owned company in the convenience store channel of business. The
company, based in Richmond, VA, currently operates or supplies fuel to over
1,400 stores in Arkansas, Connecticut, Delaware, Florida, Illinois, Indiana,
Iowa, Kentucky, Louisiana, Maryland, Michigan, Missouri, Nebraska, New Jersey,
North Carolina, Ohio, Oklahoma, Pennsylvania, South Carolina, Tennessee, Texas
and Virginia and Wisconsin. Its stores offer a large selection of beverages,
coffee, fountain drinks, candy, salty snacks and many other products to meet
the needs of the everyday customer. One feature, setting many of its
convenience stores apart is a wide array of proprietary food offerings ranging
from fresh chicken, fresh-made salads and sandwiches to healthy, grab-and-go
meals.

Visit www.gpminvestments.com to learn more about GPM’s
stores.

About Empire
Petroleum Partners LLC

Empire Petroleum is a
leading motor fuels distributor of top brands including BP, Chevron, Citgo,
Conoco, Exxon, Gulf, Marathon, Mobil, Phillips 66, Shell, Sinclair, Sunoco,
Texaco, and Valero. Headquartered in Dallas, TX, Empire distributes motor fuel
products in the Mid-Atlantic, Southeastern, Southwestern and Midwestern states.
For more information, visit www.empirepetroleum.com.

About
American Infrastructure Funds

AIM
is a leading private investment firm based in the San Francisco Bay Area. With
approximately $3 billion in assets under management, AIM brings innovative
investment capital to support the growth of real property, infrastructure and
natural resource-related businesses. AIM’s strategy is designed to provide
unique advantages for the owners, management teams and businesses in which it
invests, while creating attractive returns and tax-advantaged current income
for investors. For more information, please visit www.aimlp.com.