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ARKO (ARKO) - 2024 Q4 - Annual Report
ARKO ARKO (US:ARKO)2025-02-26 21:10

Revenue Sources - Cigarettes and other tobacco products accounted for approximately 39% of total merchandise revenues for the year ended December 31, 2024[89]. - Fuel sales represented approximately 79% of total revenues and about 46% of combined fuel, merchandise, and other income margin for the year ended December 31, 2024[91]. - Electric vehicles accounted for approximately 8.1% of all light vehicle sales in the United States in 2024[92]. Market Risks - Significant increases in wholesale cigarette prices and new tobacco regulations could adversely affect demand for tobacco products[90]. - Changes in macro-economic conditions, such as inflation and consumer confidence, could negatively impact demand for fuel and convenience store products[78]. - The volatility of crude oil and wholesale fuel prices could materially impact the company's financial condition and results of operations[91]. - The company faces risks related to the integration of acquired businesses, which could affect anticipated financial benefits[84]. Operational Risks - The company relies on several principal suppliers for fuel and merchandise, and disruptions could adversely affect operations[97]. - The company operates under stringent environmental, health, and safety laws, which may lead to significant compliance costs and liabilities[100]. - The company is vulnerable to cybersecurity risks, with potential breaches leading to significant reputational damage and financial losses[119]. - The company must comply with various data privacy and security regulations, with non-compliance potentially resulting in fines and adverse publicity[122]. - The company relies on third-party carriers for fuel transportation, exposing it to risks such as accidents and environmental pollution[102]. - The company may incur substantial costs for environmental remediation and compliance with evolving regulations related to climate change[106]. Financial Position - As of December 31, 2024, approximately 49% of the company's debt bore interest at variable rates, which could lead to significantly higher debt service requirements if market interest rates increase[132]. - The company's common stock has been volatile, ranging from a high of $8.42 to a low of $4.09 per share between January 1, 2024, and February 17, 2025[142]. - A limited number of stockholders owned approximately 67% of the outstanding voting stock as of December 31, 2024, which may impact corporate governance and decision-making[141]. - The company has 115,771,318 shares of common stock outstanding and warrants to purchase approximately 18.4 million shares, which could affect market price if sold[144]. - Future cash dividends are subject to the discretion of the board and depend on various factors, including cash balances and capital requirements[147]. - The company may face increased tax liabilities due to its corporate structure, particularly with Israeli entities, which could adversely impact financial results[137]. - The company is subject to various financial covenants in its credit facilities, which may restrict its ability to finance operations or expand business activities[133]. Compliance and Governance - The company relies on third-party vendors for PCI DSS compliance, and any failure to comply could result in fines and increased transaction fees[125]. - The company’s insurance policies may not cover all operational risks, potentially leading to significant uninsured losses[130]. - The company’s ability to comply with debt covenants may be impaired by market conditions, risking accelerated repayment of debt[135]. Liquidity and Cash Flow - The company reported a strong liquidity position of approximately $841 million, consisting of $262 million in cash and cash equivalents and $579 million available under lines of credit[251]. - Dividends of $0.03 per share were declared and paid on four occasions in 2024, totaling approximately $14.0 million, with a future dividend of the same amount scheduled for March 21, 2025[252]. - The share repurchase program was increased to $125.0 million, with approximately 4.8 million shares repurchased for about $28.3 million at an average price of $5.89 during 2024[253]. - Cash flows provided by operating activities for the year ended December 31, 2024, were $221.9 million, an increase from $136.1 million in 2023, primarily due to lower net tax payments and dealer deposits[258]. - Cash used in investing activities decreased by $182.0 million to $114.9 million in 2024, with $113.9 million allocated for capital expenditures and $9.5 million for the SpeedyQ Acquisition[260]. - Financing activities included net receipts of $21.2 million from long-term debt, offset by $14.0 million in dividend payments and $32.0 million in common stock repurchases[262]. Debt and Obligations - Total contractual obligations as of December 31, 2024, amounted to $4.4 billion, with debt obligations of $1.1 billion due in various time frames[264]. - The company had $450 million in 5.125% Senior Notes due 2029, which are subject to restrictive covenants limiting certain financial activities[265]. - The PNC Line of Credit provides up to $140 million for working capital, with $8.2 million in letters of credit outstanding as of December 31, 2024[267]. - GPMP has a revolving credit facility with a principal amount of up to $800 million, which can be increased to $1.0 billion[270]. - As of December 31, 2024, approximately $380.8 million was drawn on the Capital One Line of Credit, with $418.7 million available[271]. - The interest on the Capital One Line of Credit ranges from 2.25% to 3.25% above Adjusted Term SOFR, or 1.25% to 2.25% above the alternate base rate, depending on GPMP's leverage[272]. Impairment and Valuation - The annual impairment test for goodwill utilized a discount rate of approximately 8.5% for the GPMP reporting unit and 10.5% for the retail reporting unit[281]. - The long-term growth rate used in the terminal year was (0.6)% for the GPMP reporting unit and 3.0% for the retail reporting unit[281]. - The company evaluates property and equipment for impairment when the carrying values may not be recoverable, comparing estimated future cash flows to carrying values[278]. - Deferred tax assets are recognized based on the likelihood of future taxable profit, with management periodically assessing the recoverability of these assets[283]. - The company estimates environmental costs related to gasoline marketing operations and recognizes liabilities when losses are anticipated and can be reasonably estimated[276]. - The Capital One Line of Credit matures on May 5, 2028, providing flexibility for working capital and permitted acquisitions[271]. - The company performs sensitivity analyses on key assumptions such as discount rates and long-term growth rates to assess potential impairments[282].