CST Brands, Inc. (NYSE: CST) and Lehigh Gas Partners (NYSE: LGP) today
announced CST’s completion of the purchase of 100% of the membership
interests of Lehigh Gas GP LLC, the general partner of Lehigh Gas
Partners LP (NYSE: LGP) from Lehigh Gas Corporation and all of the
outstanding IDRs of LGP. The aggregate consideration was $17 million in
cash and 2.044 million shares of CST common stock.
Joe Topper, the Chairman and CEO of the general partner of LGP prior to
CST’s acquisition, will continue to serve as President and CEO of the
general partner and has joined the Board of Directors of CST Brands. Kim
Lubel, the Chairman and CEO of CST Brands, will assume the role of
Chairman of the general partner. “This is a very exciting day for all of
us, and signals the start of a new chapter of growth for both CST and
the partnership,” said Lubel. “I am happy to welcome Joe Topper to our
leadership team and, on behalf of the CST Board of Directors, to the CST
Board.”
The companies also announced today that Lehigh Gas Partners LP has
changed its name to CrossAmerica Partners LP effective today, October 1,
2014. Beginning on October 6th, CrossAmerica will begin
trading under the symbol “CAPL” and the partnership’s common units will
continue to trade on the New York Stock Exchange. “I believe that the
new name, CrossAmerica Partners, truly reflects our combined vision of
growth of CST and CrossAmerica across the North American continent,”
said Topper. “Collectively, CST and CrossAmerica distribute fuel to
approximately 3,000 locations in 27 states from California to Virginia,
Florida to Maine, and across Eastern Canada.”
In connection with the closing of the acquisition, CST’s credit
agreement was amended to, among other things, extend the maturity of the
loans under the agreement from May 2018 to September 2019, and to permit
the closing of the acquisition and contemplated transactions with
CrossAmerica, including potential future drop-down asset sales to
CrossAmerica, subject to certain conditions.
Also in connection with the closing of the acquisition, CrossAmerica’s
credit agreement was amended to permit the closing of the acquisition
and to allow for the acquisition of potential drop-downs from CST, along
with certain other items. In addition, the size of the partnership’s
credit facility was increased from $450 million to $550 million.
BofA Merrill Lynch acted as a financial advisor and Paul Hastings LLP
and Baker Botts LLP acted as legal counsel to CST. Barclays acted as
financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP acted as
legal counsel to Lehigh Gas Corporation and its affiliates. Vinson &
Elkins LLP acted as legal counsel to CrossAmerica.
CST Brands
CST Brands, Inc., a Fortune 500 Company, is one of the largest
independent retailers of motor fuels and convenience merchandise in
North America. Based in San Antonio, Texas, CST employs nearly 12,000
Team Members at nearly 1,900 locations throughout the Southwestern
United States and Eastern Canada offering a broad array of convenience
merchandise, beverages, snacks and fresh food. In the U.S., CST Corner
Stores proudly sell fuel and signature products such as Fresh Choices
baked and packaged goods, U Force energy and sport drinks, Cibolo
Mountain coffee, FC Soda and Flavors2Go fountain drinks. In Canada, CST
is the exclusive provider of Ultramar fuel and its Dépanneur du Coin and
Corner Stores sell signature Transit Café coffee and pastries. For more
information about CST, please visit cstbrands.com.
CrossAmerica Partners (formerly Lehigh Gas
Partners)
CrossAmerica Partners LP, headquartered in Allentown, PA, is a leading
wholesale distributor of motor fuels and owner and lessee of real estate
used in the retail distribution of motor fuels. Formed in 2012, the
company distributes fuel to over 1,050 locations and owns or leases more
than 625 sites in sixteen states: Pennsylvania, New Jersey, Ohio,
Florida, New York, Massachusetts, Kentucky, New Hampshire, Maine,
Tennessee, Maryland, Delaware, West Virginia, Virginia, Illinois and
Indiana. The company is affiliated with several major oil brands,
including ExxonMobil, BP, Shell, Chevron, Sunoco, Valero, Gulf and
Citgo. CrossAmerica ranks as one of ExxonMobil's largest distributors by
fuel volume in the United States and in the top 10 for many additional
brands. For additional information, please visit www.crossamericapartners.com
(formerly www.lehighgaspartners.com).
Forward-Looking Statements
This press release and any oral statements made regarding the subjects
of this release may contain forward-looking statements of CST Brands and
CrossAmerica Partners. The words “believe,” “expect,” “should,”
“intends,” “estimates,” and other similar expressions identify
forward-looking statements. It is important to note that actual results
could differ materially from those projected in such forward-looking
statements. For more information concerning factors that could cause
actual results to differ from those expressed or forecasted, see CST
Brand’s and CrossAmerica’s (formerly Lehigh Gas Partners’) Form 10-Qs or
Form 10-K filed with the Securities and Exchange Commission, available
at www.sec.gov.
Neither CST Brands or CrossAmerica Partners undertake any obligation to
publicly update or revise any statements in this release, whether as a
result of new information, future events or otherwise.
Copyright Business Wire 2014