2. Safe Harbor Statement
Some of the statements in this presentation constitute “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act
of 1995. All statements other than those of historical facts included herein,
including those related to the company’s financial outlook, goals, business
strategy, projected plans and objectives of management for future operations
and liquidity, are forward-looking statements. These forward-looking
statements are based on the company’s plans and expectations and involve a
number of risks and uncertainties that could cause actual results to vary
materially from the results and events anticipated or implied by such forward-
looking statements. Please refer to the company’s Annual Report on Form
10-K and its other filings with the SEC for a discussion of significant risk
factors applicable to the company. In addition, the forward-looking
statements included in this presentation are based on the company’s
estimates and plans as of the date of this presentation. While the company
may elect to update these forward-looking statements at some point in the
future, it specifically disclaims any obligation to do so.
1
3. Our Business
Leading independently operated
convenience store chain in the
Southeast and 3rd largest in the U.S.
Over 1,650 stores located across 11
states
Primarily branded Kangaroo Express
Last twelve months as of March 27,
2008 sales of $8.1 billion and LTM
EBITDA of $221.4 million
Stores offer a broad selection of
merchandise, motor fuel and food
service offerings designed to meet
convenience needs of consumers
2
4. Key Investment Highlights
Leading market positions in attractive Southeastern markets
Significant scale advantages vs. primary competitors
Benefiting from consumer trends toward convenience formats
Leveraging infrastructure to drive profitability
Sector growth and consolidation potential
Strong Cash Flow Generation to Reinvest in Our Business,
De-lever and Drive Earnings Growth
3
5. Attractive Industry Fundamentals
U.S. C-Store Sales and Growth (1)
C-
Large and rapidly growing sector
cted
roje 6.8%
($ in Billions)
Defensive growth characteristics P $727
R=
CAG
$700
.8%
600
R = 11 $524
l CAG R = 7.1%
Increasing consumer demand for $475
ica
Histor
500
CAG
Total Historical
$160
$395
$145
400
e
r $337
smaller-box, fill-in convenience In-Sto $283 $290 $132
$269
300
$234 $116
$186 $109
shopping $174 $112
$166 $104
200 $154 $100 $364
$330
$86
$81 $263
$77
$75 $221
100 $181
$171
$165
$134
$100
$89 $93
$79
0
Relative to hypermarkets, large 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2011E
supermarkets, etc. Gasoline In Store
5-Year In-Store Sales CAGR vs. Other Sectors (1)(2)
In-
Increasing amount of food
consumed away from home and on 7.4%
the run 6.0% 6.0% 6.0%
Highly fragmented market with 2.9%
ample consolidation opportunities
(1.3%)
Co venience Drug Sto res Restaurants To tal Retail Gro cery Disco unt
_____________________
Sto res Sto res Department
(1) Source: NACS 2007 NACS State of the Industry Report and Retail Forward, Inc.
Sto res
(2) Source: Retail Forward, Inc. CAGR for 5-year period from 2001-2006.
4
6. Leading Convenience Store Retailer Concentrated in
the Southeastern United States
1,659 Stores Located in Eleven Southeastern States
Indiana
Indiana
Arlington
Arlington
Indianapolis
Indianapolis
Covington
Covington
Hampton
Hampton
Richmond
Richmond
Frankfort Norfolk
Norfolk
Frankfort
Virginia
Virginia Chesapeake
Chesapeake
Kentucky
Kentucky
PA0021GM_1.WOR
Bowling Green
Bowling Green Durham
Durham
Paducah
Paducah Raleigh
Raleigh
North Carolina
North Carolina
Nashville
Nashville
Tennessee
Tennessee
Columbia
Columbia Wilmington
Wilmington
South
South
NY0010DP_1.WOR Carolina
Carolina
Atlanta
Atlanta
Mississippi
Mississippi
Georgia
Georgia
Clinton
Clinton Montgomery
Montgomery
Vicksburg
Vicksburg
Meridian
Meridian
Alabama
Alabama
Jackson
Jackson
Jacksonville
Jacksonville
Louisiana
Louisiana Tallahassee
Tallahassee
Daytona Beach
Daytona Beach
Gulfport
Gulfport
Baton Rouge
Baton Rouge
Orlando
Orlando
St. Petersburg
St. Petersburg Tampa
Tampa
Pantry Store Locations
Florida
Florida Boca Raton
Boca Raton
Miami
Miami
_____________________
Note: Map as of fiscal year ended September 27, 2007.
5
7. Key Markets Possess Highly Attractive Growth
Characteristics
Core Markets Projected to Experience Rapid Growth Throughout Next Several Years;
High Degree of Fragmentation Provides Continued Consolidation Opportunities
Population Growth CAGRs (2005-2015) Market Fragmentation
25.0%
Florida North Carolina
21.1% (7,356 stores) (5,447 stores)
Pantry
20.0 Pantry >50 Store
Operators
>50 Store
14% 7%
6% 1 Store
Operators 1 Store
Operators Operators
31%
15.0% 2-50 Store
21%
Operators
15.0
54% 58%
9%
2-50 Store
Operators
9.5% 9.1%
9.0%
10.0
South Carolina Tennessee
(2,872 stores) (3,697 stores)
5.0
Pantry Pantry
>50 Store >50 Store
Operators Operators
17% 10% 3% 1 Store
1 Store 17% Operators
0.0 Operators
Florida North South Tennessee U.S. 21%
2-50 Store 20%
Carolina Carolina 2-50 Store 52% 60%
Operators
Operators
Pantry Stores: 457 387 281 104 1,659
_____________________
Note: Pantry’s store counts as of quarter ended March 27, 2008.
Source: U.S. Census Bureau and 2007 NACS State of the Industry Report.
6
8. Strong Track Record of Top Line Growth…
Merchandise Revenue Retail Gas Gallons Sold Total Revenue
($ in mm) (Gallons in mm) ($ in mm)
$9,000
2,500
$2,000 %
5.9
2
7=
5.0% $8,089
%
11.8 =1 ’0
’07 2,143
7= –
–
’0 ’03
8,000
’03
03 – $1,642 R
R’ 2,033
CAG GR
CAG $1,576 CA $6,911
2,000
7,000
1,758
1,500 $1,386
$5,962
$1,229 6,000
1,497
$1,170
1,500 1,372
5,000 $4,429
$1,010
1,161
1,000
$3,493
4,000
1,000
$2,750
3,000
500
2,000
500
1,000
0
0
0
2003 2004 2005 2006 2007 LTM
2003 2004 2005 2006 2007 LTM
2003 2004 2005 2006 2007 LTM
Fiscal Year Fiscal Year Fiscal Year
_____________________
Note: Fiscal year ends in September. Last twelve months as of March 27, 2008.
7
9. …And Substantial EBITDA Generation
Gross Profit Reported EBITDA
($ in mm) ($ in mm)
’03-’07
$900 $300
$840 CAGR $279
$811
$779
800
250
$233 11.6% $221
$663
700 $225 $214
$214
$281
$591
600 200
$173
$511 $214
$165
500
$136
150
$145
400
$607 12.5%
300 100
$586
$518
$425 $449
200 $366
50
100
0 0
2003 2004 2005 2006 2007 LTM 2003 2004 2005 2006 2007 LTM
Fiscal Year Fiscal Year
Merchandise Gasoline
_____________________
Note: Fiscal year ends in September. Last twelve months as of March 27, 2008.
8
10. Strong Growth in Merchandise Sales Per Store
Improved Store Portfolio and Stronger Consumer Offering
Driving Increased Average Merchandise Sales per Store
Average Merchandise Sales per Store
($ in Thousands)
%
7: 6.0
’03-’0
CAGR
$1,000
$999
$1,000
$954
950
$898
900
$857
850
$792
800
750
700
2003 2004 2005 2006 2007 LTM
Fiscal Year
Stores 1,258 1,361 1,400 1,493 1,644 1,659
_____________________
Note: Fiscal year ends in September. Last twelve months for the quarter ending March 27, 2008.
9
11. Consistently Strong Merchandise Margins
Superior Merchandise offering leads to above average margins
Merchandise Gross Margin
Proprietary branded offerings 40.0%
37.4% 37.2% 37.0%
36.6%
36.3%
36.2%
Private label products in high velocity 35.0
categories Industry
Avg.(1):
29.3%
30.0
Selective expansion of nationally branded
quick service restaurants (QSRs)
25.0
Leveraging scale with merchandise
vendors 20.0
2003 2004 2005 2006 2007 LTM
Fiscal Year
Merch. Comps 2.1% 3.4% 5.3% 4.9% 2.3% N/A
_____________________
Note: Fiscal year ends in September. Last twelve months for the quarter ending March 27, 2008.
(1) Industry average for 2006 based on the 2007 NACS State of the Industry Report.
10
12. Proprietary Merchandise and Food Service Concepts
Drive Revenue and Margins
Celeste Candy Lane
Bean Street Coffee Grilling Depot & Chill Zone
11
13. QSR Food Service Offering Differentiates Our
Stores and Drives Traffic and Margins
We Currently Operate 234 Nationally Branded and
Proprietary Quick Service Restaurants
12
14. Gasoline Strategy Maximizes Fuel Gross Profit Dollars
We Balance Average Gallons Sold per Store and Gasoline Margins
to Maximize Overall Gross Profit Dollars
Gasoline Gross Profit $
Average Gallons Sold per Store
(Gallons in Thousands) ($ in mm)
%
% 11. 6
8 .3
’07 = ’07 =
– –
1,400 R ’03 $300 R ’03 $281
CAG CAG
1,323
1,306
1,300 $239
250
1,242
$225
$214
1,200
200
1,118
$165
1,100
$145
1,026
150
1,000
941
100
900
50
800
700 0
2003 2004 2005 2006 2007 LTM 2003 2004 2005 2006 2007 LTM
Fiscal Year Fiscal Year
CPG (1)
Comps 0.7% 2.0% 4.7% 3.1% 1.0% N/A 12.5¢ 12.0¢ 14.3¢ 15.9¢ 10.9¢ 11.1¢
_____________________
Note: Fiscal year ends in September. Last twelve months for the quarter ending March 27, 2008.
(1) Net of credit card fees and repairs and maintenance. Last twelve months excludes 1.6¢ hedging loss in Q2 ’08.
13
15. Unprecedented Inflation in Recent Oil and Gas Prices
$150.00 $5.00
$138.54
$119.75
125.00
4.00
Avg. Crude Oil Price per Barrel
$97.59 +25% in last 3 mos.
100.00
$90.61
Avg. Retail Price per Gasoline Gallon
$75.13
$60.13 $70.95 $70.89 $60.74
75.00 3.00
$65.44
$63.34 $63.82
$58.74
$53.58
$50.03
50.00
2.00
25.00
1.00
0.00
Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3TD Current
FY2005 FY2006 FY2008
FY2007
Avg. Crude Oil Price per Barrel Avg. Retail Price per Gasoline Gallon
Note: Fiscal year ends in September. As of June 6, 2008.
Source: FactSet. Average futures price per barrel of light sweet crude and national average retail price per gasoline gallon.
14
16. Gasoline CPG Can Be Volatile on a Quarterly Basis…
Recent Margins Impacted by Higher Credit Card Fees and Repairs and Maintenance Expense,
and a 1.6¢ Loss on Fuel Hedging Activity in Q2
Our Quarterly Retail Gasoline CPG (Net of Credit Card Fees and Repairs and Maintenance)
22.5¢ 21.2¢
19.4¢
20.0
17.3¢
17.5
14.6¢
15.0 14.0¢
12.8¢
12.3¢
12.5 11.4¢
11.1¢
10.6¢ 10.6¢
10.5¢
9.9¢
10.0 1.6¢ Hedging
8.6¢
Loss
9.0¢
7.5
5.0
(1)
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2
FY2005 FY2006 FY2007 FY2008
(1)
Net CPG Hedging Loss
_____________________
Note: Fiscal year ends September.
(1) Includes 1.6¢ per gallon loss on hedging operations.
15
17. …But Annual CPG Tends to Remain Relatively Stable
Annual Net CPG Typically Ranges from 11¢ - 13¢
20.0¢
17.0
15.9¢
14.3¢
13.4¢
14.0 13.2¢
12.8¢ 12.3¢ 12.5¢ 12.5¢
12.0¢
10.9¢
10.4¢
11.0
8.0
5.0
1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007
Fiscal Year
_____________________
Note: Fiscal year ends in September. Shaded area represents average historical CPG range.
CPG is net of credit card fees and repairs and maintenance
16
18. Recent Macroeconomic Factors Negatively Impacting
Our Sector
Extremely Challenging Operating Environment Industry-Wide
Supply / demand dynamics driving oil and gas prices to all-time highs
Higher gasoline prices impacting consumers’ disposable income and
demand for gasoline and convenience merchandise
Lower disposable income also leading to decreased recreational
travel
East Coast resort areas especially impacted
Florida market hard hit by the downturn in the housing market, softer
construction activity
17
19. What are We Doing to Manage This Challenging
Environment?
Promotional activity to drive Bolstering liquidity by accessing
traffic delayed draw on term loan
Reducing store level and Temporarily suspending
overhead costs acquisition activity until
calendar year-end
Accelerating ethanol roll-out
Reducing non-essential capex
Discontinuing fuel hedging
strategy Temporarily suspending share
repurchases
Collectively, These Actions Should Better Leverage Our Operating Model and
Help Stabilize Results Given the Challenging Environment
18
20. Focus on Reducing Operating Expenses
Initiative Maximizes Operating Expense Leverage and Better Positions Us for
Profitable Growth as Market Conditions Improve
Reorganized field management structure to streamline operations
Improved overall quality / efficiency of staffing
Improved store-level controllable expenses
Reduced bad check expense
Lowered cash over and short by moving to prepaid on gasoline
Tangible financial results achieved, more expected throughout year
Achieved flat average per store expenses in Q2 despite higher utility costs
Reduced corporate overhead spend despite an additional 104 stores
Lowered FY ’08 OG&A guidance by $13mm - $18mm in January, current
run-rate tracking at low-end of $615mm - $630mm range
19
21. Update on Ethanol Roll-out
Introduced ethanol-blended products
in 2007
Lower-cost alternative versus 100%
gasoline
Ethanol blending tax credit received
Environmental benefits
Currently, approximately 59% of our
locations offer ethanol products
Reduced chain-wide cost per gallon by
$0.01 in most recent quarter
By the end of fiscal 2008, ~66% of
locations will offer ethanol
Chain-wide costs per gallon benefit of
approximately $0.02
Ultimate effect on margin will be
determined by competitive forces
20
22. Lease Finance Obligations Cause Valuation and
Leverage Confusion
Adjusting EBITDA by Treating Sale-Leasebacks as Operating Leases and Subtracting Sale-
Leaseback Rent Allows for Better Comparison to Other Retailers
Reported Adjustments Adjusted
Balance sheet Data as of 3/27/08 (1)
Total Debt (ex. Lease Finance Obligations) $848 $848
Cash ($129) ($129)
Net Debt (ex. Lease Finance Obligations) $719 $719
Lease Finance Obligations $463 ($463) –
Total Net Debt $1,182 ($463) $719
Market Cap 6/6/08 $252 $252
Enterprise Value $1,434 ($463) $971
LTM EBITDA as of 3/27/08 $221 ($45) $177
EV / EBITDA Multiple 6.5x 5.5x
Total Net Debt/EBITDA 5.3x 4.1x
_____________________
(1) Reflects $100 million of delayed term loan, with proceeds used to paydown revolver and increase cash.
21
23. Meaningful Liquidity / Financial Flexibility
Meaningful liquidity
$129 million in cash-on-hand (pro forma for term loan delayed draw)
$250 million revolver – $0 drawn, over $145 million available after LOCs
Long-term debt profile; earliest maturity is the convertible debt in 2012
Covenant-light bank facility – financial flexibility (1)
6.5x Adj. Net Debt / EBITDAR Leverage – Currently 5.7x
2.25x Interest Coverage – Currently 2.68x
_____________________
(1) Per credit facility covenant calculations (8x rent methodology).
22
24. Fiscal 2008 Financial Outlook
Full Year Impact of 2007 Acquisitions Should Drive Significant Revenue Growth in 2008;
Continuing Discipline on Expenses Should Lower OG&A and Drive Earnings
Merchandise sales to grow to $1.6 - $1.7 billion
Merchandise gross margin to be about 37%
Retail gasoline gallons sold to be 2.1 - 2.2 billion gallons
Retail gasoline margins targeted at between 10 and 12 cents per gallon
Operating, general and administrative expenses expected to be at the low
end of the previously announced range of $615 - $630 million
Capital expenditure plans reduced by $40 million to $90 million
23
25. Key Investment Highlights
Leading market positions in attractive Southeastern markets
Significant scale advantages vs. primary competitors
Benefiting from consumer trends toward convenience formats
Leveraging infrastructure to drive profitability
Sector growth and consolidation potential
Strong Cash Flow Generation to Reinvest in Our Business,
De-lever and Drive Earnings Growth
24
26. Reconciliation of Non-GAAP Measures
Adjusted EBITDA/EBITDA Reconciled to Net Income
LTM
($ in mm)
Mar-08 2007 2006 2005 2004 2003
Adjusted EBITDA $ 177 $ 178 $ 254 $ 189 $ 150 $ 127
Payments made for lease finance obligations 45 36 25 24 23 13
Cumulative effect adjustment - - - - - (3)
Reported EBITDA $ 221 $ 214 $ 279 $ 214 $ 173 $ 136
Interest expense, net and loss on extinguishment of debt 89 74 56 54 87 60
Depreciation and amortization 106 96 76 64 61 56
Provision for income taxes 10 17 57 37 9 9
Net income $ 16 $ 27 $ 89 $ 58 $ 16 $ 11
_____________________
Note: Fiscal year ends in September. Last twelve months as of March 27, 2008.
25
27. Reconciliation of Non-GAAP Measures
Adjusted EBITDA/EBITDA Reconciled to Cash Flows
TTM
($ in mm)
Mar-08 2007 2006 2005 2004 2003
Adjusted EBITDA $ 177 $ 178 $ 254 $ 189 $ 150 $ 127
Payments made for lease finance obligations 45 36 25 24 23 13
Cumulative effect adjustment - - - - - (3)
Reported EBITDA $ 221 $ 214 $ 279 $ 214 $ 173 $ 136
Interest expense, net and loss on extinguishment of debt (89) (74) (56) (54) (87) (60)
Provision for income taxes (10) (17) (57) (37) (9) (9)
Non-cash stock based compensation 4 4 3 - - -
Changes in operating assets and liabilities (5) 8 (13) (7) 0 (20)
Non-cash loss on extinguishment of debt 2 2 2 - 23 3
Other 2 4 (3) 19 17 19
Net cash provided by operating activities $ 125 $ 141 $ 154 $ 134 $ 117 $ 69
Net cash used in investing activities $ (472) $ (529) $ (219) $ (166) $ (227) $ (24)
Net cash provided by financing activities $ 330 $ 339 $ 74 $ 36 $ 145 $ (14)
_____________________
Note: Fiscal year ends in September. Last twelve months as of March 27, 2008.
26
