Downs Energy is a leading petroleum marketer that operates six high-performing cardlocks with a large fleet card customer base and a delivered fuels and lubricants distribution segment servicing commercial and municipal customers throughout Southern California.
The Company was founded in 1940 when Elvin Downs became a wholesale distributor for Standard Oil Co. in Corona, California. In 1975, Elvin’s son, John, and his wife Catherine, assumed leadership of the Company and introduced a “key lock” system for 24-hour fuel sales at unattended sites, a precursor to today’s cardlock facilities.
During the 1980s, their children, Mike and Sherry, joined the company, helping to cement the family legacy. In 1989, Downs Energy became a member of the then newly established nationwide Commercial Fueling Network (CFN), beginning a long-standing partnership that continues to this day. Mike Downs became President of the Company in 1992, and he and Sherry continued to expand the business by opening three new cardlock sites in the 1990s and acquired two additional cardlocks over the last ten years. The Company also further developed its delivered fuels and lubricants distribution segment, which deliver fuels and Phillips 66 and Petro-Canada lubricants across Southern California.
Matrix was retained to complete a valuation of Downs Energy, and the shareholders ultimately chose to sell the business for estate planning and charitable giving purposes.
Our objective was to customize, execute, and complete a confidential sale process that would allow the Company’s shareholders to realize maximum after-tax value, with a portion donated to a charitable cause. The shareholders also sought to maximize the operating real estate value either through a long-term lease with the buyer or sale of the fee simple real estate.
Matrix provided merger and acquisition advisory services to Downs Energy, which included valuation advisory, marketing the business through a confidential, structured sale process, and negotiation of the sale of the Company and lease of the Downs facilities to the buyer. The transaction was led by Cedric Fortemps, CFA, Co-Head of Matrix’s Downstream Energy & Convenience Retail Investment Banking Group.
Multiple competitive offers were received, and SC Fuels, a subsidiary of Pilot Company, was ultimately selected as the acquirer. Matrix assisted in the negotiation of the purchase agreement and facility leases and coordinated the due diligence and closing process. The transaction with SC Fuels closed in September 2025.

Securities offered by MCMG Capital Advisors, Inc., an affiliate of Matrix Capital Markets Group, Inc., Member FINRA & SIPC

