Lehigh Gas Partners LP Finalizes the Rocky Top Markets Acquisition in East Tennessee

KNOXVILLE, TN – Seven and a half weeks after announcing that it entered into an asset purchase agreement with Rocky Top Markets, LLC and Rocky Top Properties, LLC (collectively “Rocky Top”), Lehigh Gas Partners LP (NYSE: LGP) (the “Partnership”) has completed all outstanding operational and regulatory hurdles, and has officially concluded the acquisition of the 34 store chain in Tennessee.

The transaction enhances the Partnership’s geographic diversity and provides it access to a new market region. The 34 sites are located in and around the Knoxville, TN region and along Interstate 40 and 75. In aggregate, including the assumed third party supply contracts, the total portfolio sold 34.1 million gallons of motor fuel in 2012. Thirty-one of the 34 sites are Shell branded.

“I am happy to report that the acquisition of my business was successfully concluded and very pleased with the spirit of cooperation and professionalism of both Lehigh and my management team that kept the overall pre-closing process on track and on schedule. I look forward to beginning a new chapter in my life and am confident that the Rocky Top brand will grow and prosper under Lehigh’s capable leadership,” said Rocky Top owner, Steve Kirkham.

The Partnership will lease or sublease the 34 sites in a 15 year agreement to Lehigh Gas - Ohio, LLC (“LGO”), which separately purchased fuel and merchandise inventory and certain other assets at the sites from Rocky Top. The Partnership will also supply fuel to LGO at these sites under a 15 year agreement.

“Steve Kirkham and Rocky Top have been valued clients of ours for many years. We sincerely enjoyed working on Steve’s behalf to reach an optimal deal structure that enabled him to meet his divestiture goals.  Deals of this nature are complicated and full of many pitfalls that can derail the best intended plans. By matching the Rocky Top business with a quality company like Lehigh Gas Partners helped insure that the overall undertaking would reach a successful and mutually rewarding conclusion,” said Mark Radosevich, President of PetroActive Real Estate Services, LLC the exclusive advisor to Rocky Top Markets.