CST Brands Enters into Exclusivity Agreement to Acquire the Flash Foods Store Network

CST Brands, Inc. (NYSE: CST), a San Antonio-based Fortune 500 fuel and convenience retailer, announced today that it has entered into an exclusivity agreement to finalize the terms of the definitive agreement for CST to acquire 100 percent of the outstanding shares of Flash Foods, Inc. and certain related entities in Georgia and Florida from the Jones Company.

The closing of this purchase would represent the largest network acquisition in CST’s history and is anticipated to open up a dynamic new region for growth for the company. The acquisition is expected to include the following:

• 164 Flash Foods convenience stores selling Flash Foods-branded fuel located in Georgia and Florida
• 21 branded Quick Service Restaurants, including three standalone locations
• A land bank of 15 real estate sites to build new-to-industry stores
• A merchandise distribution company operating a 90,000 square foot distribution center in Georgia
• A fuel supply company with access to the Colonial and Plantation Pipelines, leased storage and company-owned transportation fleet, distributing fuel to the 164 sites in addition to 10 million gallons to wholesale accounts.

This purchase would create the opportunity for CST to extensively grow its network both by acquiring the existing stores, which average 3,000square feet, and also provides a new foothold to build its larger new-to-industry stores, strengthened by the successful Flash Foods network. The purchase would also allow CST and its controlled subsidiary, CrossAmerica Partners LP (NYSE: CAPL), to connect regional networks across the mid-Atlantic and southern regions of the United States.

Flash Foods is known in the industry as an innovative company and a leader in its use of technology.

“With our largest network purchase to date, we are excited to work with the great people at Flash Foods,” said Kim Lubel, Chairman and CEO of CST Brands. “The Jones family, along with their accomplished leadership team, has built a strong company with a customer-focused culture that aligns perfectly with CST’s core values and strategic vision for growth. We are looking forward to entering this new market with such a solid foundation in Flash Foods, headquartered in Waycross, Georgia.”

“We are happy to have selected CST Brands from a formidable group of potential buyers,” said Jimmy Jones, Chairman and CEO of Flash Foods. “We believe the service culture at CST Brands, and its attitude towards both customers and team members makes CST a great fit for the Flash Foods team. We are excited to work together on finalizing this transaction.”

The Jones Company is being advised in the transaction by Fifth Third Securities, a subsidiary of Fifth Third Bank.

While both parties intend to finalize a definitive agreement as soon as practicable, CST and The Jones Company may not be able to reach a definitive agreement or consummate the proposed transaction.

CST Brands, Inc. (NYSE: CST), a Fortune 500 Company, is one of the largest independent retailers of motor fuels and convenience merchandise in North America. Based in San Antonio, Texas, CST Brands employs 13,500 Team Members at approximately 1,900 locations throughout the United States and Eastern Canada offering a broad array of convenience merchandise, beverages, snacks and fresh food. In the U.S., CST Corner Stores proudly sell fuel and signature products such as Fresh Choices® baked and packaged goods, UForce® energy and sport drinks, Cibolo Mountain® coffee, FC® bottled sodas and Flavors2Go® fountain drinks. In Canada, CST is the exclusive provider of Ultramar fuel and its Dépanneur du Coin and Corner Stores sell signature Transit Café® coffee and pastries. CST also owns the general partner of CrossAmerica Partners LP, a wholesale distributor of fuels that serves more than 1,100 locations across 23 states.

Statements contained in this release that state the Company’s or management’s expectations or predictions of the future are forward-looking statements. The words “believe,” “expect,” “should,” “intends,” “estimates,” “target” and other similar expressions identify forward-looking statements. It is important to note that actual results could differ materially from those projected in such forward-looking statements. For more information concerning factors that could cause actual results to differ from those expressed or forecasted, see CST Brands’ Form 10-Q or Form 10-K filed with the Securities and Exchange Commission, and available on CST Brands’ website at www.cstbrands.com. The Company undertakes no obligation to publicly update or revise any statements in this release, whether as a result of new information, future events or otherwise.

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