Murphy Usa Inc. · NYSE:MUSA

Murphy Usa — Merger or Acquisition (December 2020)

15 slides from Murphy Usa's merger presentation, Dec 14, 2020

  1. Slide 1: Supplemental Presentation: Agreement to Acquire QuickChek

    Supplemental Presentation: Agreement to Acquire QuickChek December 2020 Murphy USA Inc. 1

  2. Slide 2: Safe Harbor and Non-GAAP Disclosure

    Safe Harbor and Non-GAAP Disclosure This presentation contains forward-looking statements. These statements, which express management’s current views concerning future events or results, are subject to inherent risks and uncertainties. Factors that could cause actual results to differ materially fro

  3. Slide 3: Strategic Rationale

    Strategic Rationale • Murphy USA delivers a foundational element of its strategy with the acquisition of QuickChek – In its October 2020 capital allocation strategy update, MUSA stated it would consider targeted M&A to secure an at-scale food and beverage (F&B) capability to accelerate its capabilit

  4. Slide 4: Transaction Overview

    Transaction Overview • Murphy USA Inc. to acquire QuickChek Overview ̶ 157 locations across New Jersey and New York ̶ LTM October 2020E EBITDA of $47M • $645M in all-cash transaction Purchase Price • $625M net value adjusting for tax benefits valued at $20M Synergies • Expect $28M in synergies achie

  5. Slide 5: QuickChek Overview

    QuickChek Overview Company Overview Key Stats • Founded in 1967 as an extension of Durling Farms, a door- to-door milk and fresh dairy products delivery service that $542M 272M $47M originally opened in 1888 LTM Merchandise LTM Fuel Gallons LTM Adjusted • 157 well-positioned convenience stores in ce

  6. Slide 6: Merchandise Programs

    Merchandise Programs Food & Beverage Menu Offering Merchandise Gross Profit Per Store $ in thousands $1,396 SUBS & MACS & ICED $1,289 SANDWICHES SNACKS DRINKS SALADS & FRESH $674 WRAPS BREAKFAST TO GO $481 $475 $469 $282 FOUNTAIN FROZEN BEVERAGES DRINKS SOUPS NACS Fuel Stores Average Merchandise % o

  7. Slide 7: Innovation Drives Engagement

    Innovation Drives Engagement SELF-CHECKOUT TOUCHSCREENS  First in the industry to introduce  Implemented in 2006  Self-checkout in 69 stores today  Improved order accuracy and engaged  Results in 35%+ greater throughput and customers to upsize effectively eliminating queue times  Can customize

  8. Slide 8: Complementary Fuel Performance

    Complementary Fuel Performance Industry-Leading Fuel Volumes Fuel Supply Potential Fuel Gallons per Store (in thousands) 3,548 Murphy USA’s advanced supply capability can drive performance 2,979 1,965 1,710 1,365 1,070 771 NACS Average Leverage Murphy Capabilities  Take advantage of Murphy Retail P

  9. Slide 9: Established Growth

    Established Growth Food & Beverage Performance Fuel Gallons In Millions % of Total Merchandise Sales % of Total Merchandise Gross Profit +12.7% -8.7% 53% 52% 52% 53% 52% 298 272 45% 185 29% 29% 29% 30% 30% 27% 2015 2016 2017 2018 2019 LTM Merchandise Sales $ in Millions +3.1% 0.4% $540 $542 2015¹ 20

  10. Slide 10: Synergy Overview

    Synergy Overview Projected Synergies Expected 3-year Synergy Type Value Formula Impact Opportunity Areas Run Rate • Retail Pricing Capabilities Fuel Contribution • S&D Contracting Scale • Tobacco Pricing Capabilities Merchandise Margin • Loyalty Program Incentives Direct • Labor Modeling Practices O

  11. Slide 11: Enhances Murphy USA's Growth Profile

    Enhances Murphy USA’s Growth Profile Historical and Future Store Plans QuickChek Up to 10 9 QuickChek Large Format 8 8 7 Development Capabilities 5 • Established real estate team with proven ability to identify and develop profitable FY16 FY17 FY18 FY19 FY20 Planned new stores in existing markets An

  12. Slide 12: Financial Impact

    Financial Impact Transaction Summary EBITDA Bridge ($M) Tax + • Expect $20M of tax benefits Benefits $28 $773 $47 $699 • Expect to deliver run-rate synergies of Synergies approximately $28M by year three • Expected to be accretive to FY 2022E EPS EPS Impact (first calendar year of operations post-cl

  13. Slide 13: Enhanced Value Creation

    Enhanced Value Creation MUSA Value Creation Drivers Strategy Enhanced Levers Build/Rebuild • Accelerate build-out of QuickChek Organic locations Growth assets where we have a • Optimize MUSA format and right to win consolidated capital expenditures * Fuel Contribution • Enhance existing QuickChek +

  14. Slide 14: Appendix

    Appendix eG IY Murphy USA Inc. 14 “f

  15. Slide 15: Non-GAAP adjusted EBITDA reconciliation

    Non-GAAP adjusted EBITDA reconciliation (Millions of dollars) Murphy USA QuickChek LTM as of 9/30/20 LTM as of 10/30/20 (fn) Net Income $ 373 $ 8 Income taxes 118 3 Interest expense, net of interest income 50 5 Depreciation and amortization 158 29 EBITDA $ 698 $ 45 Net settlement proceeds $ - $ - Ac

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