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Financial Performance - Operating revenues for the three months ended March 31, 2021, were $657,284, compared to $391,695 for the same period in 2020, representing an increase of approximately 68%[21] - Gross profit for the three months ended March 31, 2021, was $54,868, up from $35,729 in the prior year, reflecting a growth of about 53%[21] - The net loss for the three months ended March 31, 2021, was $(3,967), a significant decrease from a net income of $72,061 for the same period in 2020[24] - Operating expenses for the three months ended March 31, 2021, totaled $55,084, compared to $32,430 in the same period of 2020, reflecting an increase of about 70%[21] - The company reported a basic and diluted loss per common unit of $(0.10) for the three months ended March 31, 2021, compared to earnings of $2.00 per unit in the prior year[21] - For the three months ended March 31, 2021, the company reported a net loss of $3,967,000, compared to a net income of $71,928,000 for the same period in 2020[26] - The company experienced a comprehensive loss of $1,719,000 for the three months ended March 31, 2021, compared to a comprehensive income of $71,264,000 for the same period in 2020[26] - Operating income for the consolidated entity was a loss of $0.9 million for Q1 2021, compared to an income of $77.4 million for Q1 2020[101] Assets and Liabilities - Total current assets increased to $80,864 as of March 31, 2021, from $74,821 at December 31, 2020, marking an increase of approximately 8%[17] - Total liabilities rose to $922,531 as of March 31, 2021, compared to $904,674 at December 31, 2020, indicating an increase of about 2%[17] - The total equity as of March 31, 2021, was $87,406,000, a decrease from $109,668,000 at the end of 2020[26] - Total debt and finance lease obligations increased to $545,515,000 as of March 31, 2021, up from $533,187,000 as of December 31, 2020[52] - The revolving credit facility had a balance of $526,141,000 as of March 31, 2021, compared to $513,180,000 as of December 31, 2020[52] - Environmental liabilities recorded on the balance sheet totaled $4,000,000 as of March 31, 2021, slightly up from $3,900,000 as of December 31, 2020[79] Cash Flow - Cash and cash equivalents at the end of the period were $954, up from $513 at the beginning of the period, representing an increase of approximately 86%[24] - Net cash provided by operating activities was $17,668 for the three months ended March 31, 2021, compared to $17,794 in the same period of 2020, showing a slight decrease[24] - Net cash provided by operating activities showed a change of $2,887 thousand for the three months ended March 31, 2021, compared to a negative $810 thousand for the same period in 2020[106] - Cash paid for interest was $2,996 thousand in Q1 2021, down from $5,330 thousand in Q1 2020[107] Inventory and Impairment - Retail site merchandise inventory was valued at $11,437,000 as of March 31, 2021, a decrease from $11,969,000 at the end of 2020[47] - The company recorded impairment charges of $2.3 million during the three months ended March 31, 2021, primarily related to sites classified within assets held for sale[48] Revenue Sources - Revenues from fuel sales to external customers were $398.5 million in the wholesale segment and $197.5 million in the retail segment for Q1 2021, compared to $302.1 million and $65.8 million, respectively, in Q1 2020[101] - Revenues from TopStar, an affiliated entity, were $11,200,000 for the three months ended March 31, 2021, compared to $100,000 for the same period in 2020[63] - Approximately 12% of the company's rental income for the three months ended March 31, 2021, was derived from one multi-site operator[36] Acquisitions and Investments - The company entered into an Asset Purchase Agreement with 7-Eleven to acquire assets related to 106 company-operated sites for an aggregate purchase price of $263.0 million[109] - The acquisition includes real property, leasehold rights, and inventory, with the majority of sites currently operating under the Speedway brand[110] - The transaction is expected to be financed through undrawn capacity under the existing revolving credit facility, cash on hand, and/or additional debt financing[110] - The initial closing of the acquisition is subject to certain conditions, including FTC approval and customary closing conditions[113] - The company expanded its retail operations by acquiring 169 sites on April 14, 2020, which included 154 company-operated sites[41] Other Financial Metrics - The weighted-average common units outstanding increased to 37,869,259 for the three months ended March 31, 2021, from 35,994,972 in the same period of 2020[21] - The partnership declared cash distributions of $0.5250 per common unit for both Q1 2021 and Q1 2020, with total distributions paid amounting to $19.9 million in Q1 2021[96] - The balance of unamortized costs incurred to obtain certain contracts with customers was $8.7 million as of March 31, 2021, compared to $8.3 million at December 31, 2020[103] - The partnership recorded an income tax benefit of $0.3 million for Q1 2021 due to losses incurred by corporate subsidiaries[91] - Phantom units granted in February 2021 included 1,509 units to each of three non-employee directors, vesting in July 2021[88] Market and Risk Factors - No significant changes to market risk have occurred since December 31, 2020[209] - The partnership operates in two segments: Wholesale and Retail, with total revenues from the Wholesale segment at $561.8 million and the Retail segment at $239.9 million for Q1 2021[101] - The partnership is subject to a statutory requirement that non-qualifying income cannot exceed 10% of total gross income for the calendar year, which was adhered to in the reporting period[89]

Financial Data and Key Metrics Changes - For Q4 2020, the wholesale fuel volume increased by 22% compared to Q4 2019, primarily due to acquisitions and exchanges, despite the impact of COVID-19 [9] - The wholesale fuel margin per gallon increased by 15% year-over-year, driving a 39% increase in wholesale fuel gross profit for the quarter [9] - Adjusted EBITDA for Q4 2020 was $24.4 million, a decline of 4% compared to the same period in 2019, while distributable cash flow increased by 40% to $26.2 million [43][44] - For the full year 2020, adjusted EBITDA was $107.4 million, representing a 4% increase, and distributable cash flow increased by 28% to $102.5 million [25][46] Business Line Data and Key Metrics Changes - Rental gross profit for Q4 2020 was $14.2 million, down 14% year-over-year due to lease terminations related to acquisitions [15] - Inside store sales for retail sites were up in the mid- to high single digits year-over-year, despite declines during the COVID-19 mitigation efforts [18] - The average company-operated site count increased to 149 from 0 in Q4 2019, contributing to increased operating expenses [21][46] Market Data and Key Metrics Changes - Same-store volume performance showed a decline in the low double digits year-over-year for Q4 2020, with a sharp drop during Thanksgiving week [10] - The percentage of wholesale fuel gallons from dealer tank wagon (DTW) increased to approximately 29% from 18% in Q4 2019 [13] Company Strategy and Development Direction - The company aims to optimize operations of acquired assets to provide stable cash flows and maximize investment returns [36] - The focus remains on maintaining relationships with major oil companies and exploring acquisition opportunities [37][39] - The company has a disciplined approach to acquisitions, seeking strong sites with long-term prospects at reasonable prices [40] Management's Comments on Operating Environment and Future Outlook - Management noted that the tax benefits realized in 2020 were primarily due to accelerated depreciation from acquisitions, which may not continue in the future [53][54] - The M&A environment remains active, but there is friction between buyers and sellers regarding expectations due to COVID-19 impacts [60] Other Important Information - The company completed several strategic transactions during 2020, including an equity restructuring agreement and multiple asset exchanges [30][31][34] - The company ended Q4 2020 with a leverage ratio of 4.06x, an improvement from 4.7x at the end of 2019 [47] Q&A Session Summary Question: Tax benefits realized in 2020 - Management explained that the main tax benefit was from accelerated depreciation due to acquisitions, and future benefits may decrease if acquisitions slow down [53][54] Question: CapEx spend for the year - Management discussed that CapEx was driven by dispenser upgrades for EMV compliance and brand conversions, with reimbursements expected over time [56][57] Question: Environment for M&A - Management indicated that the M&A environment is active, but there are differing expectations between buyers and sellers regarding the impact of COVID-19 [60]

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Revenue Segments - The Wholesale segment generated revenues of $1.6 billion in 2020, distributing motor fuel to approximately 1,700 sites across 34 states[23]. - The Retail segment generated revenues of $680 million in 2020, including sales from company-operated retail sites and convenience merchandise[41]. - Wholesale motor fuel revenues accounted for 89% of total revenues, with gross profit from motor fuel at 54% of total gross profit for 2020[83]. Operations and Assets - As of December 31, 2020, the company operated 150 retail sites, having acquired retail and wholesale assets on April 14, 2020[20][41]. - The company owns or leases approximately 1,100 sites, with 58% of properties leased to dealers or utilized in retail business[20][37]. - The company has completed acquisitions totaling approximately 900 fee and leasehold sites for a total consideration of approximately $1.2 billion since its IPO[48]. Supply Chain and Distribution - Approximately 90% of the motor fuel distributed in 2020 was branded, with the company being one of the ten largest independent distributors by motor fuel volume in the U.S.[25]. - For 2020, the Wholesale segment purchased approximately 29% of its motor fuel from ExxonMobil, 22% from BP, 13% from Motiva, and 10% from Marathon[51]. - The company relies on four principal suppliers for the majority of its motor fuel, which could impact its operations if any supplier faces issues[67]. Financial Performance and Cash Flow - The company aims to generate sufficient cash flows from operations to make quarterly cash distributions to unitholders, with the potential to increase these distributions over time[47]. - Cash flow, rather than profitability, primarily determines the cash available for distribution, which may lead to distributions during periods of net losses[75]. - Cash available for distribution is influenced by capital expenditures, debt service requirements, and working capital needs[73]. Competition and Market Conditions - The company faces intense competition in both the wholesale motor fuel distribution and retail convenience store industries[65]. - Intense competition in the wholesale and retail motor fuel markets results in narrow margins, impacting overall profitability[87]. - Economic conditions, including inflation and unemployment, could adversely affect consumer spending and demand for motor fuel and convenience items[92]. Risks and Challenges - The company is closely monitoring the impact of the COVID-19 Pandemic on its business operations[63]. - The company faces risks related to soil and groundwater contamination, which may lead to substantial remediation costs[114]. - The company is exposed to significant risks related to the storage and transport of motor fuel, which could lead to environmental pollution and substantial liabilities[132]. Debt and Financing - The company had total debt of $513.2 million as of December 31, 2020, with $188.1 million available under its revolving credit facility[143]. - A significant increase in interest rates could adversely affect the company's ability to service its debt and impact cash flow[146]. - The company expects to rely on external financing sources for acquisitions and expansion capital expenditures[169]. Governance and Management - The General Partner, controlled by the Topper Group, has conflicts of interest and limited fiduciary duties, potentially favoring its own interests over those of unitholders[160]. - The absence of a majority of independent directors on the Board may limit corporate governance protections for unitholders[192]. - The company is dependent on its ability to attract and retain a strong management team, which is critical for its operations[124]. Taxation and Compliance - The company is subject to corporate-level taxes at a rate of 21% for its subsidiaries treated as corporations for tax purposes[198]. - Changes in tax treatment could significantly reduce cash available for distribution to unitholders[194]. - Unitholders are required to pay taxes on their share of income even without cash distributions, which may differ from estimates due to various factors[202].

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Financial Data and Key Metrics Changes - For Q3 2020, adjusted EBITDA was $30 million, a 3% increase compared to Q3 2019 [21] - Distributable cash flow for Q3 2020 was $29.7 million, reflecting a 16% year-over-year increase from $25.7 million in Q3 2019 [21] - Distribution coverage on a paid basis improved to 1.50x, up approximately 5% from 1.42x in Q3 2019 [22] Business Line Data and Key Metrics Changes - Wholesale fuel volume increased by 26% year-over-year, driven by acquisitions and exchanges, despite COVID-19 impacts [9] - Wholesale fuel gross profit rose by 47% year-over-year, attributed to increased fuel margin per gallon [9] - Rental gross profit decreased by 14% year-over-year to $13.7 million due to lease terminations related to acquisitions [12] Market Data and Key Metrics Changes - Same-site year-over-year volume performance showed improvement, with recent weeks reflecting mid- to high single-digit declines compared to the prior year [10] - Inside store sales at company-operated sites remained strong, with year-over-year increases in the high single digits [13] Company Strategy and Development Direction - The company completed its sixth and final asset exchange with Circle K, receiving 23 properties and a cash payment of $6.7 million [16] - The company continues to pursue real estate optimization, having divested seven properties for $3.8 million during the quarter [17][18] - Growth-related capital expenditures increased due to dispenser EMV upgrades and site rebranding, funded by real estate optimization [27] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the ongoing impacts of COVID-19 but noted improvements in volume and margins [6][9] - The company expressed confidence in its positioning as it navigates a challenging environment, highlighting improved coverage and leverage ratios [29] Other Important Information - Eric Javidi was appointed as Chief Financial Officer, bringing extensive experience in the energy industry [7][8] - The company reported a leverage ratio of 3.83x, improved from 3.96x as of June 30, 2020 [25] Summary of Q&A Session - No questions were recorded during the Q&A session, as participants appeared to be focused on external events [29][30]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-35711 CROSSAMERICA PARTNERS LP (Exact name of registrant as specified in its charter) | --- | --- | --- | --- | |-------------- ...

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CrossAmerica Partners LP (NYSE:CAPL) Q2 2020 Earnings Conference Call August 7, 2020 9:00 AM ET Company Participants John Benfield – Interim Chief Financial Officer Charles Nifong – President and Chief Executive Officer Conference Call Participants Walter Morris – Baraboo Growth Sharon Lui – Wells Fargo Operator Good morning, and welcome to the CrossAmerica Partners' Second Quarter 2020 Earnings Call. My name is Brandon, and I'll be your operator for today. At this time, all participants are in a listen-onl ...