BP AMOCO Marketers Association News

BP-ArcLight Joint Venture Acquires Thorntons

Louisville, Ky.-based Thorntons Inc. said today that it is being acquired by a
joint venture created by affiliates of ArcLight Capital Partners and BP.

OPIS first reported that the 191-store chain was put on the sales block at the
end of May, retaining investment bank Lazard to explore the sale of the chain.

The transaction will be subject to customary regulatory approvals. According to
the Thorntons announcement, the joint venture will continue to operate all the
existing stores under the Thorntons name as well as retain the team members
working out of the Store Support Center in Louisville. Terms of the deal were
not disclosed.

"My family and the Thorntons team are incredibly proud of the company we have
built over the last 47 years. While we are proud of where we are today, our
vision extends well beyond 191 in 6 states and we know this new joint venture
will help us to accelerate store growth and serve even more guests every
day,"Matt Thornton, chairman and CEO of Thorntons, said in a company release.

The Thorntons chain is well-regarded and known for high volumes, particularly
in its home state of Kentucky. Thorntons also operates stores in Indiana,
Illinois, Ohio and Tennessee. According to the most recent OPIS data, Thorntons
has some of the strongest efficiency ratings in Kentucky (percentage of market
share divided by percentage of total outlets in a given area) with the
sixth-strongest efficiency rating, while its market share is in the top 15 in
Kentucky, according to data from OPIS MarketsharePro. Thorntons is also one of
the more aggressive brands on the street, pricing on average 3.6cts below the
local competition.

--Denton Cinquegrana, dcinquegrana@opisnet.com