CrossAmerica Partners LP
For the period ended Dec 31, 2023. Filed Feb 27, 2024.
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FY2023 · Filed Feb 27, 2024
CAPL$19.11-3.3%Stored close · as of Nov 9, 2026
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Commonly Used Defined Terms
The following is a list of certain acronyms and terms generally used in the industry and throughout this document:
| CrossAmerica Partners LP and subsidiaries: | ||
|---|---|---|
| CrossAmerica | CrossAmerica Partners LP, the Partnership, CAPL, we, us, our | |
| LGW | Lehigh Gas Wholesale LLC, an indirect wholly-owned subsidiary of CrossAmerica | |
| LGPR | LGP Realty Holdings LP, an indirect wholly-owned subsidiary of CrossAmerica | |
| LGWS | Lehigh Gas Wholesale Services, Inc., an indirect wholly-owned subsidiary of CrossAmerica | |
| Holdings | CAPL JKM Holdings LLC, an indirect wholly-owned subsidiary of CrossAmerica and sole member of CAPL JKM Partners | |
| CAPL JKM Partners | CAPL JKM Partners LLC, a wholly-owned subsidiary of Holdings | |
| CAPL JKM Wholesale | CAPL JKM Wholesale LLC, a wholly-owned subsidiary of CAPL JKM Partners | |
| Joe’s Kwik Marts | Joe’s Kwik Marts LLC, a wholly-owned subsidiary of CAPL JKM Partners | |
| CrossAmerica Partners LP related parties: | ||
| DMI | Dunne Manning Inc. (formerly Lehigh Gas Corporation), an entity affiliated with the Topper Group | |
| DMP | Dunne Manning Partners LLC, an entity affiliated with the Topper Group and controlled by Joseph V. Topper, Jr. Since November 19, 2019, DMP has owned 100% of the membership interests in the sole member of the General Partner. | |
| General Partner | CrossAmerica GP LLC, the General Partner of CrossAmerica, a Delaware limited liability company, indirectly owned by the Topper Group | |
| Topper Group | Joseph V. Topper, Jr., collectively with his affiliates and family trusts that have ownership interests in the Partnership. Joseph V. Topper, Jr. is the founder of the Partnership and a member of the Board. The Topper Group is a related party and large holder of our common units. | |
| TopStar | TopStar Inc., an entity affiliated with a family member of Joseph V. Topper, Jr. TopStar is an operator of convenience stores that leases sites from us, and since April 14, 2020, also purchases fuel from us. | |
| Other Defined Terms: | ||
| 7-Eleven | 7-Eleven, Inc. | |
| 2022 Plan | In connection with the IPO, the General Partner adopted the Lehigh Gas Partners LP 2012 Incentive Award Plan, a long-term incentive plan for employees, officers, consultants and directors of the General Partner and any of its affiliates who perform services for the Partnership. The plan expired and was replaced by the CrossAmerica Partners LP 2022 Incentive Award Plan, effective October 23, 2022. | |
| ASC | Accounting Standards Codification | |
| AOCI | Accumulated other comprehensive income | |
| ASU | Accounting Standards Update | |
| Board | Board of Directors of our General Partner | |
| Bonus Plan | The Performance-Based Bonus Compensation Policy is one of the key components of “at-risk” compensation. The Bonus Plan is utilized to reward short-term performance achievements and | |
| to motivate and reward employees for their contributions toward meeting financial and strategic goals. | |
| BP | BP p.l.c. |
|---|---|
| CAPL Credit Facility | Credit Agreement, dated as of April 1, 2019, as amended by the First Amendment to Credit Agreement, dated as of November 19, 2019, and by the Second Amendment to Credit Agreement, dated as of July 28, 2021, and by the Third Amendment to Credit Agreement, dated as of November 9, 2022, and as amended and restated by the Amendment and Restatement Agreement, dated as of March 31, 2023, as amended by the First Amendment to Amendment and Restatement Agreement, dated as of February 20, 2024, among the Partnership and Lehigh Gas Wholesale Services, Inc., as borrowers, the guarantors from time to time party thereto, the lenders from time to time party thereto and Citizens Bank, N.A., as administrative agent. |
| Circle K | Circle K Stores Inc., a Texas corporation, and a wholly owned subsidiary of Alimentation Couche-Tard Inc. |
| COVID-19 Pandemic | In December 2019, a novel strain of coronavirus was reported to have surfaced. In March 2020, the World Health Organization declared the outbreak a pandemic. |
| CSS | Community Service Stations, Inc. |
| DTW | Dealer tank wagon contracts, which are variable market-based cent per gallon priced wholesale motor fuel distribution or supply contracts; DTW also refers to the pricing methodology under such contracts |
| EBITDA | Earnings before interest, taxes, depreciation, amortization and accretion, a non-GAAP financial measure |
| EMV | Payment method based upon a technical standard for smart payment cards, also referred to as chip cards |
| Exchange Act | Securities Exchange Act of 1934, as amended |
| ExxonMobil | ExxonMobil Corporation |
| FASB | Financial Accounting Standards Board |
| Internal Revenue Code | Internal Revenue Code of 1986, as amended |
| IPO | Initial public offering of CrossAmerica Partners LP on October 30, 2012 |
| IRS | Internal Revenue Service |
| JKM Credit Facility | Credit Agreement, dated as of July 16, 2021, as amended on July 29, 2021 among CAPL JKM Partners, Holdings and Manufacturers and Traders Trust Company, as administrative agent, swingline lender and issuing bank. The Term Loan Facility was paid off and the JKM Credit Facility was terminated on March 31, 2023. |
| LIBOR | London Interbank Offered Rate |
| MD&A | Management’s Discussion and Analysis of Financial Condition and Results of Operations |
| Marathon | Marathon Petroleum Company LP |
| Motiva | Motiva Enterprises, LLC |
| NYSE | New York Stock Exchange |
| Omnibus Agreement | The Omnibus Agreement, effective January 1, 2020, by and among the Partnership, the General Partner and DMI. The terms of the Omnibus Agreement were approved by the independent conflicts committee of the Board, which is composed of the independent directors of the Board. Pursuant to the Omnibus Agreement, DMI agrees, among other things, to provide, or cause to be provided, to the Partnership certain management services at cost without markup. |
| Partnership Agreement | Second Amended and Restated Agreement of Limited Partnership of CrossAmerica Partners LP, dated as of February 6, 2020 |
|---|---|
| Predecessor Entity | Wholesale distribution contracts and real property and leasehold interests contributed to the Partnership in connection with the IPO |
| Qualifying Income | Income and gains received by nontaxable subsidiaries of CrossAmerica or directly by CrossAmerica from qualifying activities, which generally include interest and dividends, real property rents, gains on the sale or other disposition of real property and income and gains from the wholesale distribution of motor fuels as further described in Section 7704(d) of the Internal Revenue Code; such income and gains are not taxed at the CrossAmerica level but rather passed through and taxed at the unitholder level |
| SEC | U.S. Securities and Exchange Commission |
| SOFR | Secured Overnight Financing Rate |
| Tax Cuts and Jobs Act | U.S. tax legislation, formally known as Public Law No. 115-97, signed into law on December 22, 2017. |
| Term Loan Facility | $185 million delayed draw term loan facility provided under the JKM Credit Facility, which was paid off and terminated March 31, 2023 |
| U.S. GAAP | U.S. Generally Accepted Accounting Principles |
| UST | Underground storage tank |
| Valero | Valero Energy Corporation and, where appropriate in context, one or more of its subsidiaries, or all of them taken as a whole |
| WTI | West Texas Intermediate crude oil |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.