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    The Pantry Completes Petro Express Acquisition

    The deal adds 66 stores in the Carolinas and increases existing term loan by $100 million.

    SANFORD, N.C. -- The Pantry Inc., operator of 1,625 convenience stores in the southeastern U.S., completed the previously announced acquisition of 66 Petro Express convenience stores in North and South Carolina from Petro Express Inc., for $275 million.

    "We are very pleased to complete this important strategic acquisition,'' said Chairman and CEO Peter J. Sodini. "We believe the addition of Petro Express significantly strengthens our presence in the Charlotte market and provides us with an excellent platform for future growth in one of the Southeast's fastest-growing metropolitan areas. Not only does Petro Express command a leading market position, but its stores are primarily large, modern facilities that generate average revenues well above those of any previous acquisition in the Company's history.''

    CSNews Online reported in January that the Petro Express stores -- 55 of which are in North Carolina and 11 in South Carolina -- generated revenues of approximately $629 million for the 12 months ended October 2006. Along with the stores, the purchase included the wholesale fuels business of Carolina Petroleum Distributors of Charlotte Inc., which sells over 100 million gallons of fuel per year to more than 450 commercial customers.

    "While we already operate 327 stores in North Carolina, we have not focused on Charlotte and our presence there to date has been nominal, partly because of Petro Express' strength," Sodini said at the time of the announcement. "This acquisition provides us with an excellent platform for future growth in one of the Southeast's most fundamentally attractive metropolitan areas."

    Of the stores, 56 offer a car wash facility. Merchandise and service volumes are strong, with average store sales 50 percent higher than The Pantry's stores, Sodini added.

    Petro Express and Carolina Petroleum are Charlotte, N.C.-based companies that began more than 20 years ago. While courting Petro Express, The Pantry proved that it would continue to further the company's motto of "Simply the Best.''

    "Over the past several months they've proven to us that they are one of the finest convenience store chains in the southeastern United States. We believe this sale offers great opportunities for the employees of our companies to further their careers with The Pantry," vice president Thomas J. Hall said in a written statement at the time of the announcement. "I regret that my co-founder and longtime friend Dan Shaver can't share this moment with me. From our first meeting with representatives of The Pantry, Dan knew this was the right thing for us to do. He started the company with a vision of being 'Simply the Best' and the sale to The Pantry gave him comfort that his vision would continue."

    The Pantry expects the acquisition to be immediately accretive to the company's earnings per share. The purchase was financed with about $160 million of sale-leaseback proceeds and approximately $115 million in cash.

    Meanwhile, The Pantry added $100 million to the existing term loan under its senior secured credit facilities, and is currently renegotiating some terms of its credit facilities to lengthen maturity and provide additional financial flexibility.

    The transaction brings the total number of stores The Pantry acquired or agreed to acquire in fiscal 2007 to 133, already exceeding the total number of stores obtained in the company's fiscal 2006.

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