ARKO Corp. Reports First Quarter 2024 Results

RICHMOND, Va., May 07, 2024 (GLOBE NEWSWIRE) -- ARKO Corp. (Nasdaq: ARKO) (โ€œARKOโ€ or the โ€œCompanyโ€), a Fortune 500 company and one of the largest convenience store operators in the United States, today announced financial results for the first quarter ended Marchย 31, 2024.

First Quarter 2024 Key Highlights (vs. Year-Ago Quarter)1,2

  • Net loss for the quarter was $0.6 million compared to $2.5 million.
  • Adjusted EBITDA for the quarter was $36.6 million compared to $47.5 million, with the variance driven by lower fuel contribution, regulatory state-wide elimination of Virginia gaming income, and increases in same store operating expenses.
  • Merchandise revenue increased 3.6% to $414.7 million.
  • Merchandise contribution increased by 9.7% to $134.9 million.ย  Merchandise margin expanded approximately 180 basis points to 32.5%, supported by key marketing and merchandising initiatives.
  • Retail fuel contribution increased 5.5% to $92.9 million, with margin increasing to 36.4 cents per gallon from 35.4.ย  Retail same store fuel gallons sold decreased 6.7% compared to a decrease in national OPIS average same-station fuel gallon volume of approximately 5.9%.

Other Key Highlights

  • As part of the Companyโ€™s focus on accelerating organic growth, it is in the process of developing a multi-year transformation plan, including the following elements:ย 
    • More aggressive and targeted capital allocation toward strategic sub-segments of its retail stores to drive traffic and improve profitability.ย 
    • Continued development and execution of a pilot program to improve customer experience and value proposition, in partnership with a nationally renowned consulting firm, with plans to expand refined offering across larger store network.
    • Fully leveraging the Companyโ€™s unique, multi-segment operating model through more active conversion of retail stores to dealer sites within its wholesale segment to improve profitability.
  • Additional details will be provided in further investor communications and will be detailed in full at the Companyโ€™s investor day that will take place later this year.
  • Continuation of the Companyโ€™s enhanced food program rollout, including its January 2024 new pizza program launch and the upcoming re-launch of its hot dog and roller grill program anchored by Nathanโ€™s Famous as its new supplier of quality, 100% all beef hot dogs.
  • ARKOโ€™s Board of Directors (โ€œBoardโ€) approved the expansion of the Companyโ€™s stock repurchase program from $100 million to $125 million.
  • The Board declared a quarterly dividend of $0.03 per share of common stock to be paid on May 31, 2024 to stockholders of record as of May 20, 2024.

1 See Use of Non-GAAP Measures below.
2 All figures for fuel contribution and fuel margin per gallon exclude the estimated fixed margin or fixed fee paid to the Companyโ€™s wholesale fuel distribution subsidiary, GPM Petroleum LP (โ€œGPMPโ€) for the cost of fuel (intercompany charges by GPMP).

โ€œOur first quarter results reflect our ongoing efforts to navigate the current macroeconomic environment, while aggressively positioning ARKO for future organic growth and improved profitability,โ€ said Arie Kotler, Chairman, President and Chief Executive Officer of ARKO. โ€œOver the past decade, we have gained significant scale through acquisitions and believe there is meaningful value embedded within our network of retail stores. We have a strong balance sheet and substantial available liquidity, which we plan to use to selectively and methodically increase our investments in our retail store base to drive traffic and improve profitability."

Mr. Kotler continued:ย  โ€œWe firmly believe our current valuation does not fully reflect the underlying value of our business, which has grown to become one of the largest convenience store operators in the United States and a Fortune 500 company. Given this disconnect, I am pleased to announce that the Board has approved an expansion of our share repurchase program to $125 million, which we believe will support long-term value creation for our valued stockholders.โ€ย 

First Quarter 2024 Segment Highlights

Retail

ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Fuel gallons soldย 255,464ย ย ย 248,906ย 
Same store fuel gallons sold decrease (%)1ย (6.7%)ย ย (5.8%)
Fuel contribution2$92,933ย ย $88,096ย 
Fuel margin, cents per gallon3ย 36.4ย ย ย 35.4ย 
Same store fuel contribution1,2$82,048ย ย $84,832ย 
Same store merchandise sales (decrease) increase (%)1ย (4.1%)ย ย 3.8%
Same store merchandise sales excluding cigarettes (decrease)increase (%)1ย (3.0%)ย ย 7.6%
Merchandise revenue$414,655ย ย $400,408ย 
Merchandise contribution4$134,918ย ย $122,965ย 
Merchandise margin5ย 32.5%ย ย 30.7%
Same store merchandise contribution1,4$118,676ย ย $117,814ย 
Same store site operating expenses1$172,619ย ย $167,112ย 
ย ย ย ย ย ย 
1Same store is a common metric used in the convenience store industry. We consider a store a same store beginning in the first quarter in which the store had a full quarter of activity in the prior year. Refer toUse of Non-GAAP Measuresbelow for discussion of this measure.ย 
ย ย ย ย ย ย 
2Calculated as fuel revenue less fuel costs; excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.ย 
ย ย ย ย ย ย 
3Calculated as fuel contribution divided by fuel gallons sold.ย 
ย ย ย ย ย ย 
4Calculated as merchandise revenue less merchandise costs.ย 
ย ย ย ย ย ย 
5Calculated as merchandise contribution divided by merchandise revenue.ย 


Same store merchandise sales, excluding cigarettes, decreased 3.0% for the first quarter of 2024 compared to the first quarter of 2023. Same store merchandise sales decreased 4.1% for the first quarter of 2024 compared to the prior year period.

Total merchandise contribution for the first quarter of 2024 increased $12.0 million, or 9.7%, compared to the first quarter of 2023, due to $11.3 million of incremental merchandise contribution from acquisitions closed in 2023, as well as an increase in merchandise contribution at same stores of approximately $0.9 million.

Merchandise contribution at same stores increased in the first quarter of 2024 primarily due to higher contribution from other tobacco products and franchises partially offset by lower contribution from the Companyโ€™s core destination categories. Merchandise margin increased 180 basis points to 32.5% for the first quarter of 2024, supported by key marketing and merchandising initiatives.

For the first quarter of 2024, retail fuel contribution increased $4.8 million to $92.9 million compared to the prior year period, with resilient fuel margin capture of 36.4 cents per gallon, an increase of 1.0 cent per gallon for the first quarter of 2024 as compared to the first quarter of 2023. Same store fuel contribution was $82.0 million for the first quarter of 2024, compared to $84.8 million for the prior year quarter. This decrease in same store fuel contribution was offset by approximately $7.8 million of incremental fuel contribution from acquisitions closed in 2023.

Wholesale

ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Fuel gallons sold โ€“ fuel supply locationsย 186,731ย ย ย 182,427ย 
Fuel gallons sold โ€“ consignment agent locationsย 37,504ย ย ย 37,962ย 
Fuel contribution1โ€“ fuel supply locations$11,562ย ย $11,156ย 
Fuel contribution1โ€“ consignment locations$9,168ย ย $10,039ย 
Fuel margin, cents per gallon2โ€“ fuel supply locationsย 6.2ย ย ย 6.1ย 
Fuel margin, cents per gallon2โ€“ consignment agent locationsย 24.4ย ย ย 26.4ย 
ย ย ย ย ย ย 
1Calculated as fuel revenue less fuel costs; excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.ย 
ย ย ย ย ย ย 
2Calculated as fuel contribution divided by fuel gallons sold.ย 


In wholesale, total fuel contribution was approximately $20.7 million for the first quarter of 2024. Fuel contribution from fuel supply locations increased by $0.4 million for the quarter compared to the prior year period, and fuel margin increased, primarily due to incremental contribution from acquisitions closed in 2023, which was partially offset by decreased prompt pay discounts related to lower fuel costs and lower volumes at comparable wholesale sites.

Fuel contribution from consignment agent locations decreased by $0.9 million for the first quarter of 2024 compared to the prior year period. Fuel margin also decreased for the quarter ended Marchย 31, 2024 compared to the prior year period, primarily due to lower rack-to-retail margins and decreased prompt pay discounts related to lower fuel costs, which was partially offset by the incremental contribution from acquisitions closed in 2023.

Fleet Fueling

ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Fuel gallons sold โ€“ proprietary cardlock locationsย 33,449ย ย ย 31,016ย 
Fuel gallons sold โ€“ third-party cardlock locationsย 3,199ย ย ย 1,610ย 
Fuel contribution1โ€“ proprietary cardlock locations$13,669ย ย $13,813ย 
Fuel contribution1โ€“ third-party cardlock locations$247ย ย $22ย 
Fuel margin, cents per gallon2โ€“ proprietary cardlock locationsย 40.9ย ย ย 44.5ย 
Fuel margin, cents per gallon2โ€“ third-party cardlock locationsย 7.7ย ย ย 1.3ย 
ย ย ย ย ย ย 
1Calculated as fuel revenue less fuel costs; excludes the estimated fixed fee paid to GPMP for the cost of fuel.ย 
ย ย ย ย ย ย 
2Calculated as fuel contribution divided by fuel gallons sold.ย 


Fuel contribution increased $0.1 million to approximately $13.9 million for the first quarter of 2024 compared to the prior year period. At proprietary cardlocks, fuel margin decreased by 3.6 cents per gallon as compared to the first quarter of 2023, when diesel margins were at significantly elevated levels. At third-party cardlock locations, fuel margin per gallon increased by 6.4 cents per gallon for the first quarter of 2024 compared to the first quarter of 2023. These changes were primarily due to higher volumes and the cardlocks acquired in the WTG Acquisition.

Site Operating Expenses

For the quarter ended Marchย 31, 2024, convenience store operating expenses increased $22.5 million, or 12.8% as compared to the prior year period, primarily due to $18.5 million of incremental expenses related to acquisitions closed in 2023. Same store expenses were up $5.5 million from the prior year period, or 3.3%, with the increase related to hourly wage rate growth, accelerated repair and maintenance, and elevated workerโ€™s compensation claims related to first quarter events.ย  The increase in site operating expenses was partially offset by underperforming retail stores that were closed or converted to dealers.

Liquidity and Capital Expenditures

As of Marchย 31, 2024, the Companyโ€™s total liquidity was approximately $764 million, consisting of approximately $184 million of cash and cash equivalents and approximately $579 million of availability under lines of credit. Outstanding debt was $885 million, resulting in net debt, excluding lease related financing liabilities, of approximately $700 million. The Companyโ€™s program agreement with affiliates of Oak Street, a division of Blue Owl Capital, provides for an aggregate up to $1.5 billion of capacity, almost all of which is currently available to the Company through September 30, 2024. Capital expenditures were approximately $29.2 million for the quarter ended Marchย 31, 2024, including the purchase of certain fee properties, upgrades to fuel dispensers and other investments in stores.

Quarterly Dividend and Share Repurchase Program

The Companyโ€™s ability to return cash to its stockholders through its cash dividend program and share repurchase program is consistent with its capital allocation framework and reflects the Companyโ€™s confidence in the strength of its cash generation ability and financial position and its belief that the Companyโ€™s current share price does not fully reflect the underlying value of its business.

The Board declared a quarterly dividend of $0.03 per share of common stock to be paid on May 31, 2024 to stockholders of record as of May 20, 2024.

During the quarter, the Company repurchased approximately 4.8 million shares of common stock under the repurchase program for approximately $28.3 million, or an average share price of $5.89. Repurchases during the quarter included the repurchase of shares originally issued to the sellers in the Companyโ€™s TEG acquisition.ย  There was approximately $0.7 million remaining under the share repurchase program as of Marchย 31, 2024.ย 

Subsequent to quarter-end, the Board approved the expansion of the Companyโ€™s share repurchase program to $125 million, up from $100 million.

Company-Operated Retail Store Count and Segment Update

The following tables present certain information regarding changes in the retail, wholesale and fleet fueling segments for the periods presented:

ย For the Three Months
Ended Marchย 31,
ย 
Retail Segment2024ย ย 2023ย 
Number of sites at beginning of periodย 1,543ย ย ย 1,404ย 
Acquired sitesย โ€”ย ย ย 135ย 
Newly opened or reopened sitesย 1ย ย ย 1ย 
Company-controlled sites converted to consignment or fuel supply locations, netย โ€”ย ย ย (5)
Closed, relocated or divested sitesย (4)ย ย (4)
Number of sites at end of periodย 1,540ย ย ย 1,531ย 


ย For the Three Months
Ended Marchย 31,
ย 
Wholesale Segment12024ย ย 2023ย 
Number of sites at beginning of periodย 1,825ย ย ย 1,674ย 
Acquired sitesย โ€”ย ย ย 192ย 
Newly opened or reopened sites2ย 9ย ย ย 7ย 
Consignment or fuel supply locations converted from Company-controlled or fleet fueling sites, netย โ€”ย ย ย 5ย 
Closed, relocated or divested sitesย (18)ย ย (26)
Number of sites at end of periodย 1,816ย ย ย 1,852ย 
ย ย ย ย ย ย 
1Excludes bulk and spot purchasers.ย 
2Includes all signed fuel supply agreements irrespective of fuel distribution commencement date.ย 


ย For the Three Months
Ended Marchย 31,
ย 
Fleet Fueling Segment2024ย ย 2023ย 
Number of sites at beginning of periodย 298ย ย ย 183ย 
Closed, relocated or divested sitesย (2)ย ย โ€”ย 
Number of sites at end of periodย 296ย ย ย 183ย 


Full Year and Second Quarter 2024 Guidance Range

The Company currently expects second quarter 2024 Adjusted EBITDA in the range of $70 to $77 million, with an assumed range of average retail fuel margin from 37 to 40 cents per gallon. The Company is maintaining its full year total Company Adjusted EBITDA range of $250 to $290 million, with an assumed range of average retail fuel margin from 36 to 40 cents per gallon.ย 

The Company is not providing guidance on net income at this time due to the volatility of certain required inputs that are not available without unreasonable efforts, including future fair value adjustments associated with its stock price, as well as depreciation and amortization related to its capital allocation as part of its focus on accelerating organic growth.

Conference Call and Webcast Details

The Company will host a conference call to discuss these results at 5:00 p.m. Eastern Time on May 7, 2024. Investors and analysts interested in participating in the live call can dial 800-267-6316 or 203-518-9783.

A simultaneous, live webcast will also be available on the Investor Relations section of the Companyโ€™s website at www.arkocorp.com/news-events/ir-calendar. The webcast will be archived for 30 days.

About ARKO Corp.

ARKO Corp. (Nasdaq: ARKO) is a Fortune 500 company that owns 100% of GPM Investments, LLC and is one of the largest operators of convenience stores and wholesalers of fuel in the United States. Based in Richmond, VA, we operate A Family of Community Brands that offer delicious, prepared foods, beer, snacks, candy, hot and cold beverages, and multiple popular quick serve restaurant brands. Our high value fas REWARDSยฎ loyalty program offers exclusive savings on merchandise and gas. We operate in four reportable segments: retail, which includes convenience stores selling merchandise and fuel products to retail customers; wholesale, which supplies fuel to independent dealers and consignment agents; GPM Petroleum, which sells and supplies fuel to our retail and wholesale sites and charges a fixed fee, primarily to our fleet fueling sites; and fleet fueling, which includes the operation of proprietary and third-party cardlock locations, and issuance of proprietary fuel cards that provide customers access to a nationwide network of fueling sites. To learn more about GPM stores, visit: www.gpminvestments.com. To learn more about ARKO, visit: www.arkocorp.com.

Forward-Looking Statements

This document includes certain โ€œforward-looking statementsโ€ within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, the Companyโ€™s expected financial and operational results and the related assumptions underlying its expected results. These forward-looking statements are distinguished by use of words such as โ€œanticipate,โ€ โ€œaim,โ€ โ€œbelieve,โ€ โ€œcontinue,โ€ โ€œcould,โ€ โ€œestimate,โ€ โ€œexpect,โ€ โ€œguidance,โ€ โ€œintends,โ€ โ€œmay,โ€ โ€œmight,โ€ โ€œplan,โ€ โ€œpossible,โ€ โ€œpotential,โ€ โ€œpredict,โ€ โ€œproject,โ€ โ€œshould,โ€ โ€œwill,โ€ โ€œwouldโ€ and the negative of these terms, and similar references to future periods. These statements are based on managementโ€™s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to, among other things, changes in economic, business and market conditions; the Companyโ€™s ability to maintain the listing of its common stock and warrants on the Nasdaq Stock Market; changes in its strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects and plans; expansion plans and opportunities; changes in the markets in which it competes; changes in applicable laws or regulations, including those relating to environmental matters; market conditions and global and economic factors beyond its control; and the outcome of any known or unknown litigation and regulatory proceedings. Detailed information about these factors and additional important factors can be found in the documents that the Company files with the Securities and Exchange Commission, such as Form 10-K, Form 10-Q and Form 8-K. Forward-looking statements speak only as of the date the statements were made. The Company does not undertake an obligation to update forward-looking information, except to the extent required by applicable law.

Use of Non-GAAP Measures

The Company discloses certain measures on a โ€œsame store basis,โ€ which is a non-GAAP measure. Information disclosed on a โ€œsame store basisโ€ excludes the results of any store that is not a โ€œsame storeโ€ for the applicable period. A store is considered a same store beginning in the first quarter in which the store had a full quarter of activity in the prior year. The Company believes that this information provides greater comparability regarding its ongoing operating performance. Neither this measure nor those described below should be considered an alternative to measurements presented in accordance with generally accepted accounting principles in the United States (โ€œGAAPโ€).

The Company defines EBITDA as net income before net interest expense, income taxes, depreciation and amortization. Adjusted EBITDA further adjusts EBITDA by excluding the gain or loss on disposal of assets, impairment charges, acquisition costs, other non-cash items, and other unusual or non-recurring charges. Each of Operating Income, as adjusted, EBITDA and Adjusted EBITDA is a non-GAAP financial measure.

At the segment level, the Company defines Operating Income, as adjusted as operating income excluding the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.

The Company uses EBITDA and Adjusted EBITDA for operational and financial decision-making and believe these measures are useful in evaluating its performance because they eliminate certain items that it does not consider indicators of its operating performance. Additionally, the Company believes Operating Income, as adjusted provides greater comparability regarding its ongoing segment operating performance by eliminating intercompany charges at the segment level. EBITDA and Adjusted EBITDA are also used by many of its investors, securities analysts, and other interested parties in evaluating its operational and financial performance across reporting periods. The Company believes that the presentation of EBITDA and Adjusted EBITDA provides useful information to investors by allowing an understanding of key measures that it uses internally for operational decision-making, budgeting, evaluating acquisition targets, and assessing its operating performance.

Operating Income, as adjusted, EBITDA and Adjusted EBITDA are not recognized terms under GAAP and should not be considered as a substitute for net income or any other financial measure presented in accordance with GAAP. These measures have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of its results as reported under GAAP. The Company strongly encourages investors to review its financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.

Because non-GAAP financial measures are not standardized, same store measures, Operating Income, as adjusted, EBITDA and Adjusted EBITDA, as defined by the Company, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare the Companyโ€™s use of these non-GAAP financial measures with those used by other companies.

Company Contact
Jordan Mann
ARKO Corp.
investors@gpminvestments.com

Investor Contact
Sean Mansouri, CFA or James Bonifer
Elevate IR
(720) 330-2829
ARKO@elevate-ir.com


ย Condensed Consolidated Statements of Operationsย 
ย ย ย 
ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Revenues:ย ย ย ย ย 
Fuel revenue$1,631,332ย ย $1,661,664ย 
Merchandise revenueย 414,655ย ย ย 400,408ย 
Other revenues, netย 26,467ย ย ย 26,424ย 
Total revenuesย 2,072,454ย ย ย 2,088,496ย 
Operating expenses:ย ย ย ย ย 
Fuel costsย 1,502,302ย ย ย 1,537,882ย 
Merchandise costsย 279,737ย ย ย 277,443ย 
Site operating expensesย 218,931ย ย ย 192,683ย 
General and administrative expensesย 42,158ย ย ย 40,416ย 
Depreciation and amortizationย 31,716ย ย ย 28,399ย 
Total operating expensesย 2,074,844ย ย ย 2,076,823ย 
Other expenses, netย 2,476ย ย ย 2,720ย 
Operating (loss) incomeย (4,866)ย ย 8,953ย 
Interest and other financial incomeย 22,014ย ย ย 7,210ย 
Interest and other financial expensesย (24,471)ย ย (20,812)
Loss before income taxesย (7,323)ย ย (4,649)
Income tax benefitย 6,707ย ย ย 2,158ย 
Income (loss) from equity investmentย 22ย ย ย (36)
Net loss$(594)ย $(2,527)
Less: Net income attributable to non-controlling interestsย โ€”ย ย ย 53ย 
Net loss attributable to ARKO Corp.$(594)ย $(2,580)
Series A redeemable preferred stock dividendsย (1,414)ย ย (1,418)
Net loss attributable to common shareholders$(2,008)ย $(3,998)
Net loss per share attributable to common shareholders โ€“ basic and diluted$(0.02)ย $(0.03)
Weighted average shares outstanding:ย ย ย ย ย 
Basic and dilutedย 117,275ย ย ย 120,253ย 


ย Condensed Consolidated Balance Sheetsย 
ย ย ย ย ย ย 
ย Marchย 31, 2024ย ย Decemberย 31, 2023ย 
ย (in thousands)ย 
Assetsย ย ย ย ย 
Current assets:ย ย ย ย ย 
Cash and cash equivalents$184,480ย ย $218,120ย 
Restricted cashย 21,234ย ย ย 23,301ย 
Short-term investmentsย 4,588ย ย ย 3,892ย 
Trade receivables, netย 158,712ย ย ย 134,735ย 
Inventoryย 250,405ย ย ย 250,593ย 
Other current assetsย 116,144ย ย ย 118,472ย 
Total current assetsย 735,563ย ย ย 749,113ย 
Non-current assets:ย ย ย ย ย 
Property and equipment, netย 743,394ย ย ย 742,610ย 
Right-of-use assets under operating leasesย 1,365,200ย ย ย 1,384,693ย 
Right-of-use assets under financing leases, netย 160,357ย ย ย 162,668ย 
Goodwillย 292,173ย ย ย 292,173ย 
Intangible assets, netย 207,416ย ย ย 214,552ย 
Equity investmentย 2,907ย ย ย 2,885ย 
Deferred tax assetย 62,368ย ย ย 52,293ย 
Other non-current assetsย 51,505ย ย ย 49,377ย 
Total assets$3,620,883ย ย $3,650,364ย 
Liabilitiesย ย ย ย ย 
Current liabilities:ย ย ย ย ย 
Long-term debt, current portion$17,297ย ย $16,792ย 
Accounts payableย 233,960ย ย ย 213,657ย 
Other current liabilitiesย 150,569ย ย ย 179,536ย 
Operating leases, current portionย 68,403ย ย ย 67,053ย 
Financing leases, current portionย 9,392ย ย ย 9,186ย 
Total current liabilitiesย 479,621ย ย ย 486,224ย 
Non-current liabilities:ย ย ย ย ย 
Long-term debt, netย 867,661ย ย ย 828,647ย 
Asset retirement obligationย 85,063ย ย ย 84,710ย 
Operating leasesย 1,378,302ย ย ย 1,395,032ย 
Financing leasesย 212,174ย ย ย 213,032ย 
Other non-current liabilitiesย 236,822ย ย ย 266,602ย 
Total liabilitiesย 3,259,643ย ย ย 3,274,247ย 
ย ย ย ย ย ย 
Series A redeemable preferred stockย 100,000ย ย ย 100,000ย 
ย ย ย ย ย ย 
Shareholders' equity:ย ย ย ย ย 
Common stockย 12ย ย ย 12ย 
Treasury stockย (106,055)ย ย (74,134)
Additional paid-in capitalย 267,671ย ย ย 245,007ย 
Accumulated other comprehensive incomeย 9,119ย ย ย 9,119ย 
Retained earningsย 90,493ย ย ย 96,097ย 
Total shareholders' equityย 261,240ย ย ย 276,101ย 
Non-controlling interestย โ€”ย ย ย 16ย 
Total equityย 261,240ย ย ย 276,117ย 
Total liabilities, redeemable preferred stock and equity$3,620,883ย ย $3,650,364ย 


ย Condensed Consolidated Statements of Cash Flowsย 
ย ย ย ย ย ย 
ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Cash flows from operating activities:ย ย ย ย ย 
Net loss$(594)ย $(2,527)
Adjustments to reconcile net loss to net cash provided by operating activities:ย ย ย ย ย 
Depreciation and amortizationย 31,716ย ย ย 28,399ย 
Deferred income taxesย (10,075)ย ย (10,230)
Loss on disposal of assets and impairment chargesย 2,664ย ย ย 287ย 
Foreign currency lossย 27ย ย ย 34ย 
Gain from issuance of shares as payment of deferred consideration related to business acquisitionย (2,681)ย ย โ€”ย 
Gain from settlement related to business acquisitionย (6,356)ย ย โ€”ย 
Amortization of deferred financing costs and debt discountย 664ย ย ย 592ย 
Amortization of deferred incomeย (1,946)ย ย (1,860)
Accretion of asset retirement obligationย 616ย ย ย 491ย 
Non-cash rentย 3,484ย ย ย 2,798ย 
Charges to allowance for credit lossesย 327ย ย ย 283ย 
(Income) loss from equity investmentย (22)ย ย 36ย 
Share-based compensationย 3,329ย ย ย 4,069ย 
Fair value adjustment of financial assets and liabilitiesย (10,772)ย ย (4,228)
Other operating activities, netย 624ย ย ย 329ย 
Changes in assets and liabilities:ย ย ย ย ย 
Increase in trade receivablesย (24,304)ย ย (11,182)
Decrease (increase) in inventoryย 188ย ย ย (2,845)
Decrease in other assetsย 5,095ย ย ย 3,545ย 
Increase in accounts payableย 21,347ย ย ย 5,940ย 
Decrease in other current liabilitiesย (4,152)ย ย (127)
(Decrease) increase in asset retirement obligationย (55)ย ย 67ย 
Increase in non-current liabilitiesย 3,631ย ย ย 2,012ย 
Net cash provided by operating activitiesย 12,755ย ย ย 15,883ย 
Cash flows from investing activities:ย ย ย ย ย 
Purchase of property and equipmentย (29,228)ย ย (23,380)
Proceeds from sale of property and equipmentย 2,039ย ย ย 208,436ย 
Business acquisitions, net of cashย โ€”ย ย ย (338,342)
Prepayment for acquisitionย (1,000)ย ย โ€”ย 
Loans to equity investment, netย 14ย ย ย โ€”ย 
Net cash used in investing activitiesย (28,175)ย ย (153,286)
Cash flows from financing activities:ย ย ย ย ย 
Receipt of long-term debt, netย 41,588ย ย ย 55,000ย 
Repayment of debtย (6,635)ย ย (5,592)
Principal payments on financing leasesย (1,135)ย ย (1,418)
Early settlement of deferred consideration related to business acquisitionย (17,155)ย ย โ€”ย 
Proceeds from sale-leasebackย โ€”ย ย ย 51,604ย 
Common stock repurchasedย (31,921)ย ย (2,310)
Dividends paid on common stockย (3,596)ย ย (3,609)
Dividends paid on redeemable preferred stockย (1,414)ย ย (1,418)
Net cash (used in) provided by financing activitiesย (20,268)ย ย 92,257ย 
Net decrease in cash and cash equivalents and restricted cashย (35,688)ย ย (45,146)
Effect of exchange rate on cash and cash equivalents and restricted cashย (19)ย ย (21)
Cash and cash equivalents and restricted cash, beginning of periodย 241,421ย ย ย 316,769ย 
Cash and cash equivalents and restricted cash, end of period$205,714ย ย $271,602ย 


Supplemental Disclosure of Non-GAAP Financial Information

ย Reconciliation of EBITDA and Adjusted EBITDAย 
ย ย ย ย ย ย 
ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Net loss$(594)ย $(2,527)
Interest and other financing expenses, netย 2,457ย ย ย 13,602ย 
Income tax benefitย (6,707)ย ย (2,158)
Depreciation and amortizationย 31,716ย ย ย 28,399ย 
EBITDAย 26,872ย ย ย 37,316ย 
Non-cash rent expense (a)ย 3,484ย ย ย 2,798ย 
Acquisition costs (b)ย 680ย ย ย 3,576ย 
Loss on disposal of assets and impairment charges (c)ย 2,664ย ย ย 287ย 
Share-based compensation expense (d)ย 3,329ย ย ย 4,069ย 
(Income) loss from equity investment (e)ย (22)ย ย 36ย 
Fuel taxes received in arrears (f)ย (565)ย ย โ€”ย 
Adjustment to contingent consideration (g)ย 18ย ย ย (702)
Other (h)ย 189ย ย ย 104ย 
Adjusted EBITDA$36,649ย ย $47,484ย 
ย ย ย ย ย ย 
(a)ย Eliminates the non-cash portion of rent, which reflects the extent to which our GAAP rent expense recognized exceeded (or was less than) our cash rent payments. The GAAP rent expense adjustment can vary depending on the terms of our lease portfolio, which has been impacted by our recent acquisitions. For newer leases, our rent expense recognized typically exceeds our cash rent payments, whereas, for more mature leases, rent expense recognized is typically less than our cash rent payments.ย 
ย ย ย ย ย ย 
(b)ย Eliminates costs incurred that are directly attributable to business acquisitions and salaries of employees whose primary job function is to execute our acquisition strategy and facilitate integration of acquired operations.ย 
ย ย ย ย ย ย 
(c)ย Eliminates the non-cash loss from the sale of property and equipment, the loss recognized upon the sale of related leased assets, and impairment charges on property and equipment and right-of-use assets related to closed and non-performing sites.ย 
ย ย ย ย ย ย 
(d)ย Eliminates non-cash share-based compensation expense related to the equity incentive program in place to incentivize, retain, and motivate our employees, certain non-employees and members of the Board.ย 
ย ย ย ย ย ย 
(e)ย Eliminates our share of (income) loss attributable to our unconsolidated equity investment.ย 
ย ย ย ย ย ย 
(f)ย Eliminates the receipt of historical fuel tax amounts for multiple prior periods.ย 
ย ย ย ย ย ย 
(g)ย Eliminates fair value adjustments to the contingent consideration owed to the seller for the 2020 Empire acquisition.ย 
ย ย ย ย ย ย 
(h)ย Eliminates other unusual or non-recurring items that we do not consider to be meaningful in assessing operating performance.ย 


Supplemental Disclosures of Segment Information

Retail Segment

ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Revenues:ย ย ย ย ย 
Fuel revenue$824,428ย ย $843,473ย 
Merchandise revenueย 414,655ย ย ย 400,408ย 
Other revenues, netย 16,679ย ย ย 18,555ย 
Total revenuesย 1,255,762ย ย ย 1,262,436ย 
Operating expenses:ย ย ย ย ย 
Fuel costsย 744,241ย ย ย 767,808ย 
Merchandise costsย 279,737ย ย ย 277,443ย 
Site operating expensesย 198,017ย ย ย 175,554ย 
Total operating expensesย 1,221,995ย ย ย 1,220,805ย 
Operating incomeย 33,767ย ย ย 41,631ย 
Intercompany charges by GPMP1ย 12,746ย ย ย 12,431ย 
Operating income, as adjusted$46,513ย ย $54,062ย 
ย ย ย ย ย ย 
1Represents the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.ย 


The tables below shows financial information and certain key metrics of recent acquisitions in the Retail Segment that do not have (or have only partial) comparable information for the prior period.

ย For the Three Months Ended Marchย 31, 2024ย 
ย TEG1ย ย Uncle's
(WTG)2
ย ย Speedy's3ย ย Totalย 
ย (in thousands)ย 
Date of Acquisition:Mar 1, 2023ย ย Jun 6, 2023ย ย Aug 15, 2023ย ย ย ย 
Revenues:ย ย ย ย ย ย ย ย ย ย ย 
Fuel revenue$80,249ย ย $19,769ย ย $4,268ย ย $104,286ย 
Merchandise revenueย 34,127ย ย ย 9,147ย ย ย 2,265ย ย ย 45,539ย 
Other revenues, netย 1,293ย ย ย 228ย ย ย 52ย ย ย 1,573ย 
Total revenuesย 115,669ย ย ย 29,144ย ย ย 6,585ย ย ย 151,398ย 
Operating expenses:ย ย ย ย ย ย ย ย ย ย ย 
Fuel costsย 74,431ย ย ย 17,064ย ย ย 3,895ย ย ย 95,390ย 
Merchandise costsย 22,896ย ย ย 5,873ย ย ย 1,442ย ย ย 30,211ย 
Site operating expensesย 18,112ย ย ย 4,690ย ย ย 1,190ย ย ย 23,992ย 
Total operating expensesย 115,439ย ย ย 27,627ย ย ย 6,527ย ย ย 149,593ย 
Operating incomeย 230ย ย ย 1,517ย ย ย 58ย ย ย 1,805ย 
Intercompany charges by GPMP4ย 1,281ย ย ย 291ย ย ย 71ย ย ย 1,643ย 
Operating income, as adjusted$1,511ย ย $1,808ย ย $129ย ย $3,448ย 
Fuel gallons soldย 25,616ย ย ย 5,821ย ย ย 1,416ย ย ย 32,853ย 
Fuel contribution5$7,099ย ย $2,996ย ย $444ย ย $10,539ย 
Merchandise contribution6$11,231ย ย $3,274ย ย $823ย ย $15,328ย 
Merchandise margin7ย 32.9%ย ย 35.8%ย ย 36.3%ย ย ย 
ย ย ย ย ย ย ย ย ย ย ย ย 
1Acquisition from Transit Energy Group and affiliates ("TEG"); includes only the retail stores acquired in the TEG acquisition.ย 
ย ย ย ย ย ย ย ย ย ย ย ย 
2Acquisition from WTG Fuels Holdings, LLC ("WTG"); includes only the retail stores acquired in the WTG acquisition.ย 
ย ย ย ย ย ย ย ย ย ย ย ย 
3Acquisition of seven Speedy's retail stores.ย 
ย ย ย ย ย ย ย ย ย ย ย ย 
4Represents the estimated fixed margin paid to GPMP for the cost of fuel.ย 
ย ย ย ย ย ย ย ย ย ย ย ย 
5Calculated as fuel revenue less fuel costs; excludes the estimated fixed margin paid to GPMP for the cost of fuel.ย 
ย ย ย ย ย ย ย ย ย ย ย ย 
6Calculated as merchandise revenue less merchandise costs.ย 
ย ย ย ย ย ย ย ย ย ย ย ย 
7Calculated as merchandise contribution divided by merchandise revenue.ย 


Wholesale Segment

ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Revenues:ย ย ย ย ย 
Fuel revenue$664,514ย ย $684,848ย 
Other revenues, netย 6,858ย ย ย 6,491ย 
Total revenuesย 671,372ย ย ย 691,339ย 
Operating expenses:ย ย ย ย ย 
Fuel costsย 655,113ย ย ย 674,691ย 
Site operating expensesย 9,299ย ย ย 9,098ย 
Total operating expensesย 664,412ย ย ย 683,789ย 
Operating incomeย 6,960ย ย $7,550ย 
Intercompany charges by GPMP1ย 11,329ย ย ย 11,038ย 
Operating income, as adjusted$18,289ย ย $18,588ย 
ย ย ย ย ย ย 
1Represents the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.ย 


The tables below shows financial information and certain key metrics of recent acquisitions in the Wholesale Segment that do not have (or have only partial) comparable information for prior period.

ย For the Three Months Ended Marchย 31, 2024ย 
ย TEG1ย ย WTG2ย ย Totalย 
ย (in thousands)ย 
Date of Acquisition:Mar 1, 2023ย ย Jun 6, 2023ย ย ย ย 
Revenues:ย ย ย ย ย ย ย ย 
Fuel revenue$80,952ย ย $3,084ย ย $84,036ย 
Other revenues, netย 758ย ย ย 15ย ย ย 773ย 
Total revenuesย 81,710ย ย ย 3,099ย ย ย 84,809ย 
Operating expenses:ย ย ย ย ย ย ย ย 
Fuel costsย 80,424ย ย ย 2,959ย ย ย 83,383ย 
Site operating expensesย 874ย ย ย 68ย ย ย 942ย 
Total operating expensesย 81,298ย ย ย 3,027ย ย ย 84,325ย 
Operating incomeย 412ย ย ย 72ย ย ย 484ย 
Intercompany charges by GPMP3ย 1,363ย ย ย 44ย ย ย 1,407ย 
Operating income, as adjusted$1,775ย ย $116ย ย $1,891ย 
Fuel gallons soldย 27,448ย ย ย 871ย ย ย 28,319ย 
ย ย ย ย ย ย ย ย ย 
1Includes only the wholesale business acquired in the TEG acquisition.ย 
ย ย ย ย ย ย ย ย ย 
2Includes only the wholesale business acquired in the WTG acquisition.ย 
ย ย 
3Represents the estimated fixed margin paid to GPMP for the cost of fuel.ย 


Fleet Fueling Segment

ย For the Three Months
Ended Marchย 31,
ย 
ย 2024ย ย 2023ย 
ย (in thousands)ย 
Revenues:ย ย ย ย ย 
Fuel revenue$132,193ย ย $127,494ย 
Other revenues, netย 2,385ย ย ย 951ย 
Total revenuesย 134,578ย ย ย 128,445ย 
Operating expenses:ย ย ย ย ย 
Fuel costsย 120,058ย ย ย 115,231ย 
Site operating expensesย 6,543ย ย ย 4,790ย 
Total operating expensesย 126,601ย ย ย 120,021ย 
Operating incomeย 7,977ย ย ย 8,424ย 
Intercompany charges by GPMP1ย 1,781ย ย ย 1,572ย 
Operating income, as adjusted$9,758ย ย $9,996ย 
ย ย ย ย ย ย 
1Represents the estimated fixed fee paid to GPMP for the cost of fuel.ย 


The table below shows financial information and certain key metrics of recent acquisitions in the Fleet Fueling Segment that do not have comparable information for the prior period.

ย For the Three Months Ended
Marchย 31, 2024
ย 
ย WTG1ย 
ย (in thousands)ย 
Date of Acquisition:Jun 6, 2023ย 
Revenues:ย ย 
Fuel revenue$16,235ย 
Other revenues, netย 1,170ย 
Total revenuesย 17,405ย 
Operating expenses:ย ย 
Fuel costsย 14,738ย 
Site operating expensesย 1,111ย 
Total operating expensesย 15,849ย 
Operating incomeย 1,556ย 
Intercompany charges by GPMP2ย 232ย 
Operating income, as adjusted$1,788ย 
Fuel gallons soldย 4,556ย 
ย ย ย 
1Includes only the fleet fueling business acquired in the WTG acquisition.ย 
ย ย ย 
2Represents the estimated fixed fee paid to GPMP for the cost of fuel.ย 

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