For Immediate Release

Waud Capital Partners Completes Investment in Simons Petroleum

Lake Forest, Illinois, April 2004–Waud Capital Partners (“WCP”) has completed an investment and has made a substantial follow-on commitment to fund SPI Petroleum, LLC (“SPI” or “the Company”), a holding company established by three private equity firms to pursue an acquisition and growth strategy focused on the $225 billion petroleum marketing and distribution industry. WCP’s private equity partners include the private equity funds of Northwest Capital Appreciation (Seattle, Washington) and RBC Capital Partners (through its private equity energy investment managers, Cadent Energy Partners, Purchase, New York). WCP and its private equity partners share equal ownership stakes and controlling interests in SPI. To complete the capitalization of the Company, SPI has secured a $40 million senior debt facility from PNC Bank, N.A. and Fifth Third Bank. In aggregate, SPI has $90 million of initial capital commitments to pursue it strategy.

In conjunction with its capitalization, SPI completed a merger and investment transaction with Simons Petroleum, Inc., (“Simons”), an Oklahoma City-based integrated petroleum products distribution company that supplies wholesale fuels, lubricants, specialty chemicals and related products and services to a nationwide customer base of commercial and industrial end users and a network of full-service truck stops in 43 states. Commenting on the transaction, Roger Simons, Simons Chief Executive Officer, offered, “We are excited to have partnered with an outstanding group of investors to pursue a strategy to become the largest marketer and distributor of fuels, lubricants and related products and services in the United States through a combination of select strategic acquisitions and internal growth.” Roger Simons will serve as SPI’s Chief Executive Officer and retains a significant economic interest in the company. Additionally, the entire Simons’ management team and organization will remain intact and will be augmented with the addition of two seasoned acquisition executives, Chet Jachimiec, who will serve as President of SPI and Rick Rouse, who will serve as a Senior Vice President.

Reeve Waud, Managing Partner of Waud Capital Partners, said, “SPI’s strategy recognizes the opportunity to accelerate growth through acquisitions at a time when market conditions are especially favorable. We believe the substantial equity and debt commitment SPI has received positions it to become a multi-billion dollar petroleum distribution company over the next several years.”

Consistent with SPI’s strategy, the Company is currently evaluating a number of expansion opportunities and additional acquisition targets in selected markets. To contact SPI regarding potential acquisitions or strategic partnerships, please call Chet Jachimiec at (713) 651-8071. For further information on Simons, visit the Company's website at www.simonspetroleum.com. To learn more about the transaction or Waud Capital Partners, contact Reeve B. Waud or Wendy Chronister at (847) 604-9550 or visit the firm's website at www.waudcapital.com.

About Waud Capital Partners, L.L.C.
Waud Capital Partners, L.L.C. is a private equity investment firm founded in 1993 that partners with outstanding managers to invest in middle market buyouts, recapitalizations, industry consolidations and growth equity investments. The firm seeks to invest $5 million to $30 million in business services, healthcare, industrial/specialty distribution and niche manufacturing businesses with enterprise values between $20 million and $100 million. To date, Waud Capital Partners has successfully acquired over thirty businesses in a wide range of industries, including adhesives, alarm monitoring, automotive components, coatings, consumer products, lighting, litigation services, petroleum distribution, pharmaceuticals, publishing, sealants and specialty hospitals. The firm is backed by a number of institutions, including Citigroup, Middlebury College, SunAmerica, The St. Paul Travelers Companies and the University of Chicago Hospitals, among others.

For Further Information:
Reeve Waud, Founder and Managing Partner
Waud Capital Partners, L.L.C.
560 Oakwood Avenue, Suite 203
Lake Forest, IL 60045
847-604-9550
rwaud@waudcapital.com
www.waudcapital.com

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