Exhibit 99.2

Express Lane, Inc.

Financial Statements

 As of September 30, 2012 and December 31, 2011 and for the Nine Months Ended September 30, 2012 and 2011

Express Lane, Inc.

Table of Contents

As of September 30, 2012 and December 31, 2011 and for the Nine Months Ended September 31, 2012 and 2011

Financial Statements (unaudited)

Express Lane, Inc.

Balance Sheets

(unaudited)

(Continued)

See accompanying notes to financial statements

2

Express Lane, Inc.

Balance Sheets (Continued)

(unaudited)

See accompanying notes to financial statements

3

Express Lane, Inc.

Statements of Comprehensive Income and Retained Earnings

(unaudited)

See accompanying notes to financial statements

4

Express Lane, Inc.

Statements of Cash Flows

(unaudited)

See accompanying notes to financial statements

5

Express Lane, Inc.

Notes to Financial Statements

(unaudited)

NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business

Express Lane, Inc. (the “Company”) was formed in 1984 under the laws of the State of Florida.  As of September 30, 2012, the Company operates fifty-one (51) convenience stores located throughout Northwest Florida and Southern Georgia.  The stores sell gasoline, fast foods, and grocery items.  Substantially all of its revenue is derived from cash sales.

The condensed consolidated financial statements as of September 30, 2012 and for the nine-month period ended September 30, 2012 and 2011 are unaudited, and in the opinion of management include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods. The consolidated balance sheet as of December 31, 2011 was derived from the Company’s annual audited financial statements for fiscal year 2011. Accordingly, they do not include all of the information and footnotes required by U.S. Generally Accepted Accounting Principles (“U.S GAAP”) for complete financial statements and should be read in conjunction with the financial statements and notes in the Company’s annual audited statements for fiscal year 2011. The results reported in these financial statements should not necessarily be taken as indicative of results that may be expected for the entire fiscal year.

Use of Estimates

The presentation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

Fair Value of Financial Instruments

The Company’s assets and liabilities are reported at fair value in the financial statements. The methods used to measure fair value may produce an amount that may not be indicative of net realizable value or reflective of future fair values. Although the Company believes its valuation methods are appropriate and consistent with other market indicators, the use of different methodologies or assumptions to determine the fair value of certain assets and liabilities could result in a different fair value measurement at the reporting date.

The fair value measurement accounting literature establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels:

·                  Level 1: Observable inputs such as quoted prices in active markets;

·                  Level 2: Inputs, other than quoted prices in active markets that are observable either  directly or indirectly; and;

·                  Level 3: Unobservable inputs for which there is little or no market data, which requires the Company to develop assumptions.

NOTE 2 — INVENTORIES

Inventories consisted of the following September 30, 2012 and December 31, 2011:

NOTE 3 — ACQUIRED INTANGIBLE ASSETS

Acquired intangible assets consisted of the following at September 30, 2012 and December 31, 2011:

Amortization expense for lease acquisition costs for the nine months ended September 30, 2012 was $60,493.

The Company did not impair goodwill as a result of its annual impairment tests in the nine months ended September 30, 2012. Additionally, the Company did not become aware of any changes in circumstances or events that would cause management to believe that goodwill impairment was going to occur in the future.  However, there can be no assurances that goodwill will not be impaired at any time in the future.

The combined aggregate estimate amortization expense of intangible assets during each of the five years subsequent to December 31, 2011, is as follows:

NOTE 4— LINES OF CREDIT AND NOTES PAYABLE

The Company has a $750,000 revolving line of credit of which $304,588 was outstanding at September 30, 2012. The line of credit expires in September 2013 and is expected to be extended at its maturity date. The line of credit carries a variable interest rate equal to the lender’s commercial base rate plus .6%, but not less than 4.75%. Interest is due and payable monthly. The line of credit is collateralized by receivables, inventory, equipment, and real estate at eight stores.

The Company also had a $200,000 revolving line of credit of which $0 was outstanding at December 31, 2011. The line of credit expired in April 2012. The line of credit carried a variable interest rate equal to the Wall Street prime rate plus .5%. Interest was due and payable monthly. The line of credit was unsecured.

The Company also had a $1,000,000 revolving line of credit of which $0 was outstanding at December 31, 2011. The line of credit was replaced in September 2012. The line of credit carried a variable interest rate equal to the lender’s commercial base rate plus 1%, but not less than 4.75%. Interest was due and payable monthly. The line of credit was collateralized by receivables, inventory, equipment, and real estate at eight stores.

The Company also had a $500,000 revolving line of credit of which $0 was outstanding at December 31, 2012. The line of credit expired in October 2012. The line of credit carried a variable interest rate equal to the lender’s commercial base rate, but not less than 4%. Interest was due and payable monthly. The line of credit was unsecured.

Notes payable are summarized as follows at September 30, 2012 and December 31, 2011:

NOTE 5 — RELATED PARTIES

The Company leases five stores from entities owned by the family members who are directors of the Company under non-cancellable operating leases. These leases are included in the amounts described under operating leases at Note 6. These leases are for a term of fifteen years, with two renewal options of five years each. Future minimum lease payments due under these leases consist of the following at December 31, 2011:

Rent expense under these leases for the nine months ended September 30, 2012 and 2011, was $204,250 and $180,450, respectively.

NOTE 6 — COMMON CONTROL

The Company’s owners also control other companies whose operations are interrelated with those of the Company.  The existence of this control could result in operating results or financial position of the Company significantly different from those that would have been obtained if the companies were autonomous.  Material transactions with these other companies have been disclosed in Note 5.

NOTE 7 — SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash was paid during the year indicated for:

NOTE 8 - SUBSEQUENT EVENTS

During the fourth quarter of 2012, the Company sold 6 of its convenience stores along with the related equipment, with a net book value of approximately $2.5 million, for approximately $2.5 million.

On December 21, 2012, Lehigh Gas Partners LP announced today it had completed the acquisition of the Company. The aggregate purchase price for the Company was $43 million, subject to certain post closings adjustments.

In preparation of its consolidated financial statements, the Company completed an evaluation of the impact of any other subsequent events through the date these financial statements were able to be issued. No other subsequent event requiring disclosure in or adjustment to these financial statements was noted, other than those disclosed above.