Joe Topper - Chairman and CEO Mark Miller - CFO and Treasurer Dave Hrinak - President

Ben Brownlow - Raymond James

Ladies and gentlemen, thank you for standing by. Welcome to the Fourth Quarter 2013 Earnings Conference Call for Lehigh Gas Partners. At this time, all participants are in a listen-only mode. Later, we will conduct a question-and-answer session. Instructions will be given to you at that time on how you may participate. This conference may contain forward-looking statements relation to the Partnership’s future business expectations and predictions and financial conditions and results of operations. These forward-looking statements involve certain risks and uncertainties. The Partnership has listed some of the important factors that may cause actual results to differ materially from those discussed in such forward-looking statements, which are referred to as cautionary statements, in its fourth quarter 2013 earnings news release. The news release may be viewed on the Lehigh Gas Partners’ website at www.lehighgaspartners.com. All subsequent written and oral forward-looking statements attributable to the Partnership or persons acting on its behalf are expressly qualified in their entirety by such cautionary statements. In addition, certain non-GAAP financial measures will be discussed on this call. The Partnership has provided a description of these measures as well as a discussion of why they believe this information is useful to management in its Form 8-K furnished to the SEC yesterday. The Form 8-K may be accessed through a link on the Partnership's website at www.lehighgaspartners.com. In addition to accessing the Form 8-K on the Partnership's website, you can also sign-up for LGP's eBlast communication to keep you up-to-date on the activities of the Partnership and be notified of the latest Partnership news. As a reminder, this conference is being recorded. I will now turn the conference call over to your host, Joe Topper, the Chairman and CEO.

Thank you and good morning. Welcome to Lehigh Gas Partners' fourth quarter 2013 earnings call. Joining me on the call today are Mark Miller, Chief Financial Officer, and Dave Hrinak, President. I will provide a brief overview of our fourth quarter results as well as some initial commentary followed by a review of our fourth consecutive quarterly distribution increase, and then briefly touch on the Manchester acquisition that we completed during the quarter. And finally review our recent financing activity. Mark will then provide a more detailed review of the fourth quarter. Once we’ve conducted our prepared remarks, we will open the section for your questions. Net income for the fourth quarter of 2013 totaled $3.9 million or $0.25 per basic common unit. For the quarter, EBITDA totaled $12.3 million. Adjusted EBITDA totaled $13.2 million and distributable cash flow amounted to $9 million to $0.57 per basin common unit. Our wholesale gross margin for the quarter was $0.063 per gallon. As we’ve discussed on previous calls, our fuel margins will vary generally within the range and tend to be negatively affected by rising gasoline fuel prices. The general trend during the year of declining fuel prices in our markets is the worse during the fourth quarter with the latter half of the fourth quarter having generally rising retail gas prices. From a demand perspective we also were more affected by the weather in the fourth and first quarters. When the storms hit our markets we typically see a slight uptick in retail volumes in advance of the storms and then obviously volumes were down during the periods of the winter weather as peoples stay off the roads. Winter weather events tend to be demand destructive from a motor fuel consumption perspective as people generally don’t make up miles they did…

Thank you, Joe. The fourth quarter 2013 was our fourth full quarter since our IPO on October 30, 2012. Therefore, in addition to the actual results for the quarter, our earnings release provides certain pro forma results for the periods ended December 31, 2012. We believe these pro forma results offer investors a more relevant comparison. During the fourth quarter 2013, we distributed on a wholesale basis 167 million gallons in motor fuels. That resulted in an average selling price of $2.79 per gallon and a $0.063 average wholesale margin per gallon, also gross profit from motor fuel sales totaled $10.5 million for the quarter. In our retail segment which represents our commission aging class of trade, we distributed 15.3 million gallons resulting in an average selling price of $3.33 per gallon and a $0.026 average retail margin per gallon. Retail gross profit from fuel sales was $397,000 for the quarter. Because we wholesale distribute to our retail segment, our aggregate total motor fuel distributed for the quarter is 167 million gallons not 167 million wholesale gallons plus 15 million retail gallons. The fourth quarter 2012 on a pro forma basis, the partnership disposal distributed 153.1 million at an average selling price of approximately $3 per gallon and a $0.093 average margin per gallon. Gross profit from fuel sales for the fourth quarter of 2012 on a pro forma basis totaled $14.2 million. There is no retail segment in the fourth quarter 2012 relative to the pro forma results for the fourth quarter 2012, our wholesale fuel volume increased by %9 and our wholesale gross profit from fuel sales decreased 26% for the fourth quarter 2013. As we have commented at same time 2012, the wholesale gross profit margin in the fourth quarter 2012 was unusually high which drove the…

Pardon the interruption, but this is the conference operator, I’m sorry there was no information left on your recording, the host has requested that I pull your line aside briefly to collect the information, is there someone online. If you’re line is muted could you please…

As Joe noted, rising motor fuel prices tend to depress our motor fuel margins. On sequential basis our wholesale fuel margin….

Pardon the interruption, this is conference operator, I have accessed your line briefly, the host of the call has requested that I verify your name, is there someone online, if your line is muted could you please unmute for me. If you’re on a speaker phone could you please lift up the handset, I’m unable to hear you but I will place you back into your call.

…for continued growth in 2014 and the equity offering reduced our leverage by allowing us to pay down borrowings we had used to finance our acquisitions during the past year. Our general financing strategy is to use our revolver to finance acquisitions we close on them and then issue equity at an appropriate point later in time to pay down that revolver to free up our capacity for more acquisitions. We generally target a 50-50 mix of debt to equity on a long term basis to finance our acquisitions. So over time we will increase permanently our overall revolving utilization as we close on acquisitions. As such our recently completed credit facility provides the native capacity to grow over the long term; it increases our borrowing capacity by a $126 million and extends the term of this facility to five years. In addition it provides us additional flexibility both in structuring and financing additional growth. We were very pleased by the strong response we had syndicating the facility and we have added several new quality institutions as capital providers to the partnership. As of December 31, 2013 the partnership had a $146.3 million of outstanding borrowings under the previous credit facility. Pro forma for the new facility the partnership had $291.4 million available for borrowing, net of outstanding borrowings and lenders’ credit. On the acquisition side the acquisition of the Manchester assets that Joe referenced was financed through our credit facility. The net purchase price for the assets was $10.7 million after certain working capital and other adjustments. Turning to the balance sheet, you will see that the impact of the Manchester acquisition primarily an increase in intangible assets relative to the third quarter. The bulk of the acquired assets consisted a motor fuel distribution contracts. The other significant changes involve the reduction long term debt and the increase in partner’s capital relative to the third quarter as a result of the equity offering. At this time I will turn the call back over to Joe.

Thank you, Mark. That concludes our prepared remarks, operator I’d like to open up the line for questions.

Thank you, (Operator Instructions) and the first question comes from Ben Brownlow from Raymond James.

Good morning, thanks for taking the question. On the retail fuel margins that $0.0266 per gallon that obviously just reflects the gross dollar mark up above what was already made on the wholesale margin.

That’s correct, on the commission classic range you’re talking about.

Yes, and can you just remind us how obviously the, I mean to no surprise those margins are going to be volatile on a quarter to quarter basis but can you just remind us again kind of the annual range or historic annual range that you’ve seen in those margins.

Yes, thanks Ben, historically we’ve been talking about this for this year. Historically, we have been averaging around $0.066 - $0.067 per gallon on a historical average. Historically, the range has been somewhere around 5.3 to 9 to 9.5; so we had a much larger range of variance than we’ve had this year. And as I talked about earlier, without geographic diversity we’ve seen a narrowing of that range of dispersion. So I would expect that the range would narrow from 5.5 to 5.7 to upwards of close to 8. So that we still have some volatility but we will not have this wider volatilities we had in the past.

And next on the retail, the commission sides?

That would be you know, that was on the wholesale side. On the retail side, that volatility on the retail side could be $0.02 to $0.10.

Great, and that stay in your kind of range $0.02 to $0.10.

On an annual basis I would - intend it to be around $0.05.

Okay great, that’s extremely…

And that $0.05 is net credit cards and other expenses that occur.

Great, extremely helpful, and then just one last one from me. On the implied average gallon per independent dealer side, it’s kind of back into; it seems like that average gallon for third-party or independent site as notably higher year-over-year. Is that from extracting lower volume sites in the first-half of ’13? And then just, how should we think about the Virginia acquisition with those 44 sites, you know on a volume basis relative to the existing chain?

The Virginia site, I think we are little bit about the average than we were, I do know the exact numbers. I want to say we’re about 800, 00; I would say the year-over-year increase in the site, it’s because we were buying better performing assets and we were shedding lower performing assets. So our mix was getting better.

And we have no further questions at this moment.

Thank you all for listening, I appreciate your time in investing in Lehigh gas. We look forward to continue and produce good numbers for you. Thank you.

Thank you ladies and gentlemen. This concludes today’s conference. Thank you for participating. You may now disconnect.