This excerpt taken from the PTRY 10-K filed Dec 13, 2005.
NOTE 2ACQUISITION OF RELATED BUSINESS
We generally focus on selectively acquiring convenience store chains within and contiguous to our existing market areas. Certain of the fiscal 2005 acquisitions were completed to provide us an entrance into the Alabama market, while the fiscal 2004 acquisitions expanded our presence in Tennessee and Georgia. Each of these acquisitions increased our market share in the southeastern United States. Our ability to create synergies due to our relative size and geographic concentration contribute to a purchase price that is in excess of the fair value of assets acquired and liabilities assumed, which results in the recognition of goodwill.
This excerpt taken from the PTRY 10-K filed Aug 31, 2005.
NOTE 3ACQUISITION OF RELATED BUSINESS
On October 16, 2003, we completed the acquisition of 138 convenience stores operating in Tennessee and Georgia under the Golden Gallon® banner from Ahold USA, Inc. The acquired assets include 138 operating convenience stores, 131 of which are fee-owned stores, a dairy plant and related assets, a fuel hauling operation, corporate headquarters buildings and 25 undeveloped sites. Other than the dairy plant and related assets, the fuel hauling operation and the corporate headquarters buildings, we intend to use the acquired assets in the convenience store retail business. Simultaneous with the closing, we sold the dairy plant and related assets and the fuel hauling operation to our existing suppliers.
The acquisition was structured as two simultaneous transactions, whereby 114 of the 131 fee-owned stores were purchased and financed through a $94.5 million lease finance transaction, and the Golden Gallon® operations and the balance of the real estate assets were purchased with cash. We funded the second transaction with $80.0 million of debt through borrowings under an amendment to our existing senior secured credit facility, see Note 7Long-Term Debt, and available cash.
The following purchase price allocations for the Golden Gallon® acquisition are based on the fair values on the date of the acquisition (amounts in thousands):
The following unaudited pro forma information presents a summary of our consolidated results of operations and the acquired assets as if the transaction occurred at the beginning of the fiscal year for each of the periods presented (amounts in thousands, except per share data):
During fiscal 2004, we also acquired one store located in South Carolina in a separate immaterial acquisition.
This excerpt taken from the PTRY 10-Q filed Aug 9, 2005.
NOTE 3ACQUISITION OF RELATED BUSINESS
On April 21, 2005, we completed the acquisition of D&D Oil Company, Inc., or D&D Oil, which operates 53 convenience stores operating under the Cowboys® banner. The purchase price was funded from available cash and approximately $23.8 million in proceeds from the partial settlement of a forward equity sale agreement we executed in October 2004, see Note 12Forward Sale of Equity. We are leasing all of the stores under operating leases, primarily from the seller. Additionally, during fiscal 2005 we have acquired six stores in four separate transactions.
On June 16, 2005, we signed a definitive agreement to acquire 23 convenience stores in Virginia from Angus I. Hines, Inc., which have been operating under the Sentry Food Mart Banner. We anticipate this transaction closing during the fourth quarter of fiscal 2005.
The following are the purchase price allocations for the 59 stores acquired since the beginning of the fiscal year. These allocations are preliminary estimates based on available information and certain assumptions management believes to be reasonable. These values are subject to change until certain third party valuations have been finalized and changes in these values could have a material impact on the purchase price allocation. Until this purchase price allocation is finalized, there may be material adjustments to the fair values of the assets and liabilities disclosed in this preliminary opening balance sheet. The allocations are based on the fair values on the date of the acquisitions (amounts in thousands):
The following unaudited pro forma information presents a summary of our condensed consolidated results of operations and the acquired assets as if the transactions occurred at the beginning of the fiscal year for each of the periods presented (amounts in thousands, except per share data):
THE PANTRY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Continued)
The unaudited pro forma information set forth above is presented for informational purposes only. In managements opinion, the unaudited pro forma information set forth above is not necessarily indicative of actual results that would have occurred had the acquisitions been consummated at the beginning of fiscal 2004 or fiscal 2005, or of future operations of the Company.