ARKO Corp.

Previous wording

Based in Richmond, VA, we are a leading independent convenience store operator and, as of March 31, 2025, we were one of the largest convenience store chains in the United States (“U.S.”) ranked by store count, operating 1,329 retail convenience stores. As of March 31, 2025, we also supplied fuel to 1,961 dealers locations and operated 280 cardlock locations (unstaffed fueling locations). We are well diversified geographically and, as of March 31, 2025, operated in the District of Columbia and more than 30 states in the Mid-Atlantic, Midwestern, Northeastern, Southeastern and Southwestern U.S.

Current wording

Based in Richmond, VA, we are a leading independent convenience store operator and, as of June 30, 2025, we were one of the largest convenience store chains in the United States (“U.S.”) ranked by store count, operating 1,254 retail convenience stores. As of June 30, 2025, we also supplied fuel to 2,014 dealers locations and operated 287 cardlock locations (unstaffed fueling locations). We are well diversified geographically and, as of June 30, 2025, operated in the District of Columbia and more than 30 states in the Mid-Atlantic, Midwestern, Northeastern, Southeastern and Southwestern U.S.

Previous wording

Our retail segment includes the operation of a chain of retail stores, which includes convenience stores selling fuel products and merchandise to retail customers, from which we generate a significant portion of our revenue and a large proportion of our profitability. As of March 31, 2025, we operated the stores under more than 25 regional store brands including 1-Stop, Admiral, Apple Market®, BreadBox, Corner Mart, Dixie Mart, ExpressStop, E-Z Mart®, fas mart®, fastmarket®, Flash Market, Handy Mart, Jetz, Jiffi Stop®, Jiffy Stop, Li’l Cricket, Market Express, Next Door Store®, Pride, Roadrunner Markets, Rose Mart, Rstore, Scotchman®, shore stop®, Speedy’s, SpeedyQ, Town Star, Uncle’s, Village Pantry® and Young’s. We focus our marketing and merchandising initiatives at our retail stores on offering our customers an assortment of products with an attractive value proposition. Our retail offering includes a wide array of cold and hot foodservice, beverages, cigarettes and other tobacco products, candy, salty snacks, grocery, beer and general merchandise. We have foodservice offerings at approximately 1,130 stores, which include hot and fresh grab-n-go foods, deli, fried chicken, bakery, pizza, roller grill items and other prepared foods. We supplement our foodservice offering with approximately 110 quick service major national brand restaurants. Relevant and delicious food offerings are a key strategic priority for us, and we expect to maintain a high degree of focus on frozen grab-n-go and enhanced hot food capabilities. Additionally, we provide a number of traditional convenience store services, including lottery, prepaid products, gift cards, money orders, ATMs, gaming, and other ancillary product and service offerings. We also generate revenues from car washes at approximately 70 of our locations.

Current wording

Our retail segment includes the operation of a chain of retail stores, which includes convenience stores selling fuel products and merchandise to retail customers, from which we generate a significant portion of our revenue and a large proportion of our profitability. As of June 30, 2025, we operated the stores under more than 25 regional store brands including 1-Stop, Admiral, Apple Market®, BreadBox, Corner Mart, Dixie Mart, ExpressStop, E-Z Mart®, fas mart®, fastmarket®, Flash Market, Handy Mart, Jetz, Jiffi Stop®, Jiffy Stop, Li’l Cricket, Market Express, Next Door Store®, Pride, Roadrunner Markets, Rose Mart, Rstore, Scotchman®, shore stop®, Speedy’s, SpeedyQ, Town Star, Uncle’s, Village Pantry® and Young’s. We focus our marketing and merchandising initiatives at our retail stores on offering our customers an assortment of products with an attractive value proposition. Our retail offering includes a wide array of cold and hot foodservice, beverages, cigarettes and other tobacco products, candy, salty snacks, grocery, beer and general merchandise. We have foodservice offerings at approximately 1,070 stores, which include hot and fresh grab-n-go foods, deli, fried chicken, bakery, pizza, roller grill items and other prepared foods. We supplement our foodservice offering with approximately 100 quick service major national brand restaurants. Relevant and delicious food offerings are a key strategic priority for us with the launch of the flagship location of our new format store program in June 2025. Additionally, we provide a number of traditional convenience store services, including lottery, prepaid products, gift cards, money orders, ATMs, gaming, and other ancillary product and service offerings. We also generate revenues from car washes at approximately 70 of our locations.

Previous wording

We had approximately 2.32 million enrolled members in our fas REWARDS® loyalty program at the end of the first quarter of 2025, representing an increase of 10.9% from the end of the first quarter of 2024. Our fas REWARDS® loyalty program is available in the majority of our stores and offers enrolled loyalty members in store exclusive promotional pricing, in-app member only deals not available without the app, as well as the ability to earn points that can be redeemed for either fuel or merchandise savings. Other in-app features include order and delivery, age verified offers on tobacco and alcohol, and a store locator with current gas prices at GPM stores nearby to members.

Current wording

We had approximately 2.35 million enrolled members in our fas REWARDS® loyalty program at the end of the second quarter of 2025, representing an increase of 9.8% from the end of the second quarter of 2024. Our fas REWARDS® loyalty program is available in all of our retail stores and offers enrolled loyalty members in store exclusive promotional pricing, in-app member only deals not available without the app, as well as the ability to earn points that can be redeemed for either fuel or merchandise savings. Other in-app features include order and delivery, age verified offers on tobacco and alcohol, and a store locator with current gas prices at GPM stores nearby.

Previous wording

Our wholesale distribution of fuel, the sale of fuel at cardlock locations, and commissions earned from the sales of fuel using proprietary fuel cards that provide customers access to a nationwide network of fueling sites provide stable, ratable cash flows that, together with free cash flow from our retail segment, can be deployed to pursue accretive acquisitions and investments in our retail stores. The wholesale segment adds significant fuel volumes to our robust retail fuel sales, which we believe enhances our purchasing power for our entire platform, including our retail segment, and improves our competitiveness as an acquirer of choice.

Current wording

Starting in the middle of 2024, we have expanded our wholesale fuel distribution network by converting a meaningful number of retail locations to dealer sites, which we expect will yield greater profitability. These sites, coupled with the sale of fuel at cardlock locations and commissions earned from the sales of fuel using proprietary fuel cards that provide customers access to a nationwide network of fueling sites, provide stable, ratable cash flows that, together with free cash flow from our retail segment, can be deployed to pursue accretive acquisitions and invest in our business. The wholesale segment adds significant fuel volumes to our robust retail fuel sales, which we believe enhances our purchasing power for our entire platform, including our retail segment, and improves our competitiveness as an acquirer of choice.

Previous wording

Our GPMP segment engages in the wholesale distribution of fuel to substantially all of our sites that sell fuel in the retail and wholesale segments. GPM Petroleum LP (“GPMP”) sells fuel at GPMP’s cost of fuel (including taxes and transportation) plus a fixed margin and charges a fixed fee primarily to sites in the fleet fueling segment which are not supplied by GPMP.

Current wording

Our GPMP segment primarily engages in inter-segment transactions of wholesale distribution of fuel to substantially all of our sites that sell fuel in the retail and wholesale segments. GPM Petroleum LP (“GPMP”) sells and supplies fuel at GPMP’s cost of fuel (including taxes and transportation) plus a fixed margin to such supplied sites and charges an inter-segment fixed fee primarily to sites in the fleet fueling segment which are not supplied by GPMP. The effect of these inter-segment transactions was eliminated in the consolidated financial statements.

Previous wording

We are currently continuing to develop and implement our Transformation Plan, which includes the following elements, among others:

Current wording

We continue to develop and implement our Transformation Plan, which includes the following elements, among others:

Previous wording

Leveraging our unique, multi-segment operating model through more active conversion of retail stores within our retail segment to dealer sites within our wholesale segment. Following our review of our retail store portfolio, we have identified and expect to convert a meaningful number of retail locations to dealer sites, which we expect will yield greater profitability. Conversions of certain retail stores benefit both our dealers and us. Dealers are able to leverage their own scale by taking additional sites, while we realize higher profit from ongoing fuel supply agreements and rental income than from continuing to operate these stores in our retail segment. These conversions also will allow us to focus and better prioritize future investments in our remaining retail stores. During the three months ended March 31, 2025, we converted 59 retail stores to dealer sites, and we expect to convert a meaningful number of additional stores throughout 2025.

Current wording

Leveraging our unique, multi-segment operating model through more active conversion of retail stores within our retail segment to dealer sites within our wholesale segment. We have identified and expect to convert a meaningful number of retail locations to dealer sites, which we expect will yield greater profitability. Conversions of certain retail stores benefit both our dealers and us. Dealers are able to leverage their own scale by taking additional sites, while we realize higher profit from ongoing fuel supply agreements and rental income than from continuing to operate these stores in our retail segment. These conversions also will allow us to focus and better prioritize future investments in our remaining retail stores. During the three months ended June 30, 2025, we converted 70 retail stores to dealer sites, for a total of 129 stores converted in the six months ended June 30, 2025, and a total of 282 stores converted since the beginning of the retail store conversion initiative in the middle of 2024. We expect to convert a meaningful number of additional stores throughout 2025 and into 2026.

Previous wording

Additional targeted capital allocation toward strategic sub-segments of our retail stores, with a goal of increasing traffic and improving profitability. These investments will be guided by a pilot program, the development of which was initiated in 2024, designed to enhance the customer experience and strengthen our value proposition. Elements of this program are expected to include an expanded and refined merchandise assortment across our store network, with a focus on food and an enhanced in-store experience. Our current foodservice offering, which varies by store, primarily consists of hot and fresh grab-n-go foods, deli, fried chicken, bakery, pizza, roller grill items and other prepared foods. We have historically relied upon a limited number of franchised quick service restaurants and in-store delis to drive customer traffic. As a result, we believe that our under-penetration of foodservice presents an opportunity to expand foodservice offerings and margin in response to changing consumer behavior. The pilot program consists of seven stores within one of our regions, with plans for a region-wide rollout before, ultimately, the expansion of this program across our retail footprint. We started construction on one of the remodels in early May 2025 and expect to start work on the second remodel in the middle of May 2025.

Current wording

Additional targeted capital allocation toward strategic sub-segments of our retail stores, with a goal of increasing traffic and improving profitability. These investments will be guided by our pilot program of new format stores, the development of which was initiated in 2024, designed to elevate the customer experience and better reflect our commitment to foodservice, convenience, efficiency, and community connection. This new format includes a completely new inside and outside the store, a modernized layout, and we have introduced our new food and beverage concept, fas craves, which elevates our assortment of hot, cold and grab-n-go food and dispensed beverage offerings. The program consists of seven stores in the new format within one of our regions, with plans for a region-wide rollout before, ultimately, the expansion of this program across our retail footprint. One new format store opened in June 2025 and another opened in early August 2025.

Previous wording

We achieved strong store growth over the last decade, driven primarily by a highly successful acquisition strategy, inclusive of 26 completed acquisitions from 2013 through March 31, 2025. Most recently, on April 9, 2024, we completed our acquisition of 21 SpeedyQ Markets convenience stores located in Michigan (the “SpeedyQ Acquisition”). Our strategic acquisitions, as well as the conversion of a meaningful number of retail locations to dealer sites, have had, and may continue to have, a significant impact on our reported results, which can make period to period comparisons of results difficult.

Current wording

We achieved strong store growth over the last decade, driven primarily by a highly successful acquisition strategy, inclusive of 26 completed acquisitions from 2013 through June 30, 2025. Most recently, on April 9, 2024, we completed our acquisition of 21 SpeedyQ Markets convenience stores located in Michigan (the “SpeedyQ Acquisition”). Our strategic acquisitions, as well as the conversion of a meaningful number of retail locations to dealer sites, have had, and may continue to have, a significant impact on our reported results, which can make period to period comparisons difficult.

Previous wording

In the first quarter of 2025, we opened a Dunkin’ store and a fastmarket® location. Additionally, four NTI (new to industry) stores are in our development pipeline. We have started construction on three of these, with one store awaiting a final permit. These NTIs are expected to open in the second half of 2025.

Current wording

In the first quarter of 2025, we opened a Dunkin’ store and a fastmarket® location. Additionally, one NTI (new to industry) store opened in July 2025 and we have began working on three more NTI stores, out of which two are targeted to open in the second half of 2025.

Previous wording

The cost of our main products, gasoline and diesel fuel, is greatly impacted by the wholesale cost of fuel in the United States. We attempt to pass wholesale fuel cost changes to our customers through retail price changes; however, we are not always able to do so. Competitive conditions primarily affect the timing of any related increase or decrease in retail prices. As a result, we tend to experience lower fuel margins when the cost of fuel is increasing gradually over a longer period and higher fuel margins when the cost of fuel is declining or more volatile over a shorter period of time. Depending on future market and geopolitical conditions, the supply of fuel, including diesel fuel in particular, may become constrained. Accordingly, we maintain terminal storage of diesel fuel for short-term supply needs for our fleet fueling sites.

Current wording

The cost of our main products, gasoline and diesel fuel, is greatly impacted by the wholesale cost of fuel in the United States. We attempt to pass wholesale fuel cost changes to our customers through retail price changes; however, we are not always able to do so. Competitive conditions primarily drive the timing of any increases or decreases in retail prices. We tend to realize lower fuel margins when the cost of fuel is increasing gradually over a longer period and higher fuel margins when the cost of fuel is declining or more volatile over a shorter period of time. Because market and geopolitical conditions constrain, from time to time, the supply of fuel, including diesel fuel in particular, we maintain terminal storage of diesel fuel for short-term supply needs for our fleet fueling sites.

Previous wording

Additionally, the significant increase in the rate of inflation in the U.S. in recent years and the effect of higher prevailing interest rates have increased merchandise cost and reduced consumer purchasing power. We have mitigated the impact of a portion of these higher costs on operating results with retail price increases. The persistence of, or increase in, inflation or high interest rates could negatively impact the demand for our products and services, including due to consumers reducing travel, which could reduce sales volumes. Because of recent and current labor market conditions and the prevailing wage rates in the markets in which we operate, we have increased wages, which has increased, and may continue to increase, our costs associated with recruiting and retaining qualified personnel. Additionally, any major changes in tax or trade policy between the U.S. and countries from which we or our suppliers source merchandise and other products for our sites, such as the imposition of additional tariffs or duties on imported products, could require us to take certain actions, including raising prices on products we sell and seeking alternative sources of supply. Further, any major changes could lead to significant cost increases and delays in opening remodeled or new convenience stores or other improvements to our sites.

Current wording

Additionally, the significant increase in the rate of inflation in the U.S. in recent years and the effect of higher prevailing interest rates have increased merchandise cost and reduced consumer purchasing power. We have mitigated the impact of a portion of these higher costs on operating results with retail price increases. The persistence of, or increase in, inflation or high interest rates could negatively impact the demand for our products and services, including due to consumers reducing travel, which could reduce sales volumes. Because of recent and current labor market conditions and the prevailing wage rates in the markets in which we operate, we have increased wages, which has increased, and may continue to increase, our costs associated with recruiting and retaining qualified personnel. Additionally, any major changes in tax or trade policy between the U.S. and countries from which we or our suppliers source merchandise and other products for our sites, such as the imposition of additional tariffs or duties on imported products, could require that we take certain actions, including raising prices on products we sell and seeking alternative sources of supply. Further, any major changes could lead to significant cost increases and delays in opening remodeled or new convenience stores or other improvements to our sites.

Previous wording

We also operate in a highly competitive retail convenience market that includes businesses with operations and services that are similar to those that we provide. We believe that convenience stores managed by individual operators who offer branded or non-branded fuel are also significant competitors in the local markets in which we operate. Often, operators of both chains and individual stores compete by selling unbranded fuel at lower retail prices relative to the market. The convenience store industry is also experiencing competition from other retail sectors including grocery stores, large warehouse retail stores, dollar stores and pharmacies.

Current wording

We also operate in a highly competitive retail convenience market that includes businesses with operations and services that are similar to those that we provide. We believe that convenience stores managed by individual operators that offer branded or non-branded fuel are also significant competitors in the local markets in which we operate. Often, operators of both chains and individual stores compete by selling unbranded fuel at lower retail prices relative to the market. The convenience store industry is also experiencing competition from other retail sectors including grocery stores, large warehouse retail stores, dollar stores and pharmacies.

Previous wording

Results of Operations for the three months ended March 31, 2025 and 2024

Current wording

Results of Operations for the three and six months ended June 30, 2025 and 2024

Previous wording

The table below shows our consolidated results for the three months ended March 31, 2025 and 2024, together with certain key metrics.

Current wording

The table below shows our consolidated results for the three and six months ended June 30, 2025 and 2024, together with certain key metrics.

Previous wording

4 Refer to “Use of Non-GAAP Measures” below for discussion of this non-GAAP performance measure and related reconciliation to net loss.

Current wording

4 Refer to “Use of Non-GAAP Measures” below for discussion of this non-GAAP performance measure and related reconciliation to net income.

Previous wording

For the three months ended March 31, 2025, merchandise revenue decreased by $60.2 million, or 14.5%, compared to the first quarter of 2024, primarily due to a decrease in merchandise revenue from retail stores that we closed or converted to dealers in the trailing 12 month period and a decrease in same store merchandise revenues.

Current wording

For the three months ended June 30, 2025, merchandise revenue decreased by $74.1 million, or 15.6%, compared to the second quarter of 2024, primarily due to a decrease in merchandise revenue from retail stores that we closed or converted to dealers in the trailing 12 month period and a decrease in same store merchandise revenues.

Previous wording

For the three months ended March 31, 2025, other revenues, net increased by $1.0 million, or 3.9%, compared to the first quarter of 2024, primarily due to the net impact of additional income from retail stores that we converted to dealers in the trailing 12 month period and additional revenue from the SpeedyQ Acquisition.

Current wording

For the three months ended June 30, 2025, other revenues, net increased by $3.5 million, or 13.1%, compared to the second quarter of 2024, primarily due to the net impact of additional income from retail stores that we converted to dealers in the trailing 12 month period.

Previous wording

For the three months ended March 31, 2025, general and administrative expenses decreased $0.5 million, or 1.3%, compared to the first quarter of 2024.

Current wording

For the three months ended June 30, 2025, general and administrative expenses decreased $1.7 million, or 4.0%, compared to the second quarter of 2024.

Previous wording

For the three months ended March 31, 2025, net loss attributable to the Company was $12.7 million compared to $0.6 million for the three months ended March 31, 2024.

Current wording

For the three months ended June 30, 2025, net income attributable to the Company was $20.1 million compared to $14.1 million for the three months ended June 30, 2024.

Previous wording

For the three months ended March 31, 2025, Adjusted EBITDA was $30.9 million compared to $33.2 million for the three months ended March 31, 2024. Refer to “Use of Non-GAAP Measures” below for discussion of this non-GAAP performance measure and related reconciliation to net loss.

Current wording

For the three months ended June 30, 2025, Adjusted EBITDA was $76.9 million compared to $80.1 million for the three months ended June 30, 2024. Refer to “Use of Non-GAAP Measures” below for discussion of this non-GAAP performance measure and related reconciliation to net income.

Previous wording

For the three months ended March 31, 2025, fuel revenue decreased by $184.4 million, or 11.3%, compared to the first quarter of 2024. The decrease in fuel revenue was attributable primarily to a decrease in the average price of fuel compared to the first quarter of 2024 and fewer gallons sold in the first quarter of 2025 compared to the first quarter of 2024 due to a challenging macroeconomic environment, as well as severe weather conditions in January and February 2025 in certain of the markets in which we operate.

Current wording

For the six months ended June 30, 2025, fuel revenue decreased by $502.4 million, or 14.3%, compared to the first half of 2024. The decrease in fuel revenue was attributable primarily to a decrease in the average price of fuel compared to the first half of 2024 and fewer gallons sold in the first half of 2025 compared to the first half of 2024, due to a challenging macroeconomic environment, as well as severe weather conditions in January and February 2025 in certain of the markets in which we operate.

Previous wording

For the three months ended March 31, 2025, total operating expenses decreased by $236.4 million compared to the first quarter of 2024. Fuel costs decreased $177.2 million, or 11.8%, compared to the first quarter of 2024, and merchandise costs decreased $42.8 million, or 15.3%, compared to the first quarter of 2024, consistent with the reduction in fuel and merchandise revenues. For the three months ended March 31, 2025, site operating expenses decreased $19.0 million, or 8.7%, compared to the first quarter of 2024 due to a decrease in same store expenses, including lower personnel costs and credit card fees partially offset by higher snow removal expenses resulting from severe weather conditions in certain of the markets in which we operate, and expenses from retail stores that we closed or converted to dealers, slightly offset by incremental expenses as a result of the SpeedyQ Acquisition.

Current wording

For the six months ended June 30, 2025, total operating expenses decreased by $621.3 million, or 14.1%, compared to the first half of 2024. Fuel costs decreased $486.4 million, or 15.1%, compared to the first half of 2024, and merchandise costs decreased $95.7 million, or 16.0%, compared to the first half of 2024, consistent with the reduction in fuel and merchandise revenues. For the six months ended June 30, 2025, site operating expenses decreased $40.2 million, or 9.1%, compared to the first half of 2024 due to a decrease in same store expenses, including lower personnel costs and credit card fees partially offset by higher snow removal expenses resulting from severe weather conditions in certain of the markets in which we operate, and lower expenses due to retail stores that we closed or converted to dealers, slightly offset by incremental expenses as a result of the SpeedyQ Acquisition.

Previous wording

For the three months ended March 31, 2025, depreciation and amortization expenses increased $3.2 million, or 10.0%, compared to the first quarter of 2024 primarily due to assets acquired in the trailing 12 month period.

Current wording

For the six months ended June 30, 2025, depreciation and amortization expenses increased $3.2 million, or 4.9%, compared to the first half of 2024 primarily due to assets acquired in the trailing 12 month period.

Previous wording

For the three months ended March 31, 2025, other expenses, net decreased by $0.3 million, or 10.5%, compared to the first quarter of 2024 primarily due to fewer losses on disposal of assets and impairment charges, partially offset by greater acquisition and divestiture costs in the first quarter of 2025 compared to the first quarter of 2024.

Current wording

For the six months ended June 30, 2025, other income, net increased by $17.8 million, compared to the first half of 2024, primarily due to a gain of approximately $20.8 million related to the expiration of a real estate purchase option received in 2021 in connection with our acquisition of certain ExpressStop convenience stores that was accounted for as a sale-leaseback, partially offset by greater losses on disposal of assets and impairment charges and higher acquisition and divestiture costs in the first half of 2025 compared to the first half of 2024.

Previous wording

For the three months ended March 31, 2025, operating loss was $11.8 million compared to $4.9 million for the three months ended March 31, 2024. The decrease was primarily due to lower same store merchandise and fuel contribution, partially offset by the benefit from retail stores that we closed or converted to dealers in the trailing 12 month period. Higher depreciation and amortization expenses also added to the increase in operating loss.

Current wording

For the six months ended June 30, 2025, operating income was $44.9 million compared to $38.1 million for the six months ended June 30, 2024. The increase was primarily due to the gain on the aforementioned sale-leaseback and the benefit from retail stores that we closed or converted to dealers in the trailing 12 month period, partially offset by lower same store merchandise and fuel contribution and higher depreciation and amortization expenses.

Previous wording

For the three months ended March 31, 2025, interest and other financial expenses, net increased by $11.4 million compared to the first quarter of 2024, primarily related to a decrease of $3.8 million in income recorded in the first quarter of 2025 compared to the prior year period for fair value adjustments related to the Public Warrants, Private Warrants and Additional Deferred Shares (each as defined in Note 9 to the Quarterly Financial Statements) and approximately $9.2 million recorded as financial income in the first quarter of 2024 related to the issuance of the shares as payment of deferred consideration and the settlement of deferred consideration related to the TEG acquisition, partially offset by higher interest income generated and lower average interest rates in the first quarter of 2025.

Current wording

For the six months ended June 30, 2025, interest and other financial expenses, net increased by $9.5 million compared to the first half of 2024, primarily related to a decrease of $4.3 million in income recorded in the first half of 2025 compared to the first half of 2024 for fair value adjustments related to the Public Warrants, Private Warrants and Additional Deferred Shares (each as defined in Note 9 to the Quarterly Financial Statements) and approximately $9.2 million recorded as financial income in the first half of 2024 related to the issuance of the shares as payment of deferred consideration and the settlement of deferred consideration related to the TEG acquisition, partially offset by higher interest income generated and lower average interest rates in the first half of 2025.

Previous wording

The table below shows the results of the retail segment for the three months ended March 31, 2025 and 2024, together with certain key metrics for the segment.

Current wording

The table below shows the results of the retail segment for the three and six months ended June 30, 2025 and 2024, together with certain key metrics for the segment.

Previous wording

The table below shows financial information and certain key metrics of the SpeedyQ Acquisition within the retail segment, for which there is no comparable information for the prior period.

Current wording

The table below shows financial information and certain key metrics of the SpeedyQ Acquisition within the retail segment, for which there is only partial comparable information for the prior periods.

Previous wording

For the three months ended March 31, 2025, fuel revenue decreased by $133.7 million, or 16.2%, compared to the first quarter of 2024. The decrease in fuel revenue was attributable to a decrease in gallons sold at same stores of approximately 6.2%, or 14.6 million gallons, reflecting the challenging macroeconomic environment as well as severe weather conditions in January and February 2025 in certain of the markets in which we operate, and a $0.16 per gallon decrease in the average retail price of fuel in the first quarter of 2025 compared to the first quarter of 2024, primarily due to market factors. Retail stores which we closed or converted to dealers in the trailing 12 month period also negatively impacted gallons sold by 19.2 million gallons. Partially offsetting these decreases was an incremental 3.1 million gallons sold, or $9.2 million in fuel revenue, contributed by the SpeedyQ Acquisition.

Current wording

For the six months ended June 30, 2025, fuel revenue decreased by $362.0 million, or 20.1%, compared to the first half of 2025. The decrease in fuel revenue was attributable to a decrease in same store gallons sold of approximately 6.4%, or 30.6 million gallons, reflecting the challenging macroeconomic environment as well as severe weather conditions in January and February 2025 in certain of the markets in which we operate, and a $0.25 per gallon decrease in the average retail price of fuel in the first half of 2025 compared to the first half of 2024, primarily due to market factors. Retail stores which we closed or converted to dealers in the trailing 12 month period also negatively impacted gallons sold by 46.0 million gallons. Partially offsetting these decreases were an incremental 2.6 million gallons sold, or $6.2 million in fuel revenue, contributed by the SpeedyQ Acquisition.

Previous wording

For the three months ended March 31, 2025, merchandise revenue decreased by $60.2 million, or 14.5%, compared to the first quarter of 2024, primarily caused by a decline in customer transactions reflecting the challenging macroeconomic environment as well as severe weather conditions in January and February 2025 in certain of the markets in which we operate, and a decrease in merchandise revenue of $40.5 million from retail stores that we closed or converted to dealers in the trailing 12 month period. The SpeedyQ Acquisition contributed approximately $5.7 million of incremental merchandise revenue. Same store merchandise sales decreased $25.5 million, or 6.9%, for the first quarter of 2025 compared to the first quarter of 2024. More than half of the decline in same store merchandise revenue was caused by lower revenues from cigarettes.

Current wording

For the six months ended June 30, 2025, merchandise revenue decreased by $134.3 million, or 15.1%, compared to the first half of 2024, primarily caused by a decline in customer transactions reflecting the challenging macroeconomic environment as well as severe weather conditions in January and February 2025 in certain of the markets in which we operate, and a decrease in merchandise revenue of $97.7 million from retail stores that we closed or converted to dealers in the trailing 12 month period. Same store merchandise sales decreased $42.2 million, or 5.5%, for the first half of 2025 compared to the first half of 2024. Approximately half of the decline in same store merchandise revenue was caused by lower revenues from cigarettes. The SpeedyQ Acquisition contributed approximately $5.6 million of incremental merchandise revenue.

Previous wording

For the three months ended March 31, 2025, other revenues, net decreased by $2.1 million, or 12.8%, compared to the first quarter of 2024, primarily due to a decrease of $1.4 million in same store other revenues principally due to reduced lottery commissions and a decrease in other revenues of $1.0 million from retail stores that we closed or converted to dealers in the trailing 12 month period, partially offset by additional income from the SpeedyQ Acquisition.

Current wording

For the six months ended June 30, 2025, other revenues, net decreased by $4.2 million, or 12.7%, compared to the first half of 2024, primarily due to a decrease of $2.1 million in same store other revenues principally due to reduced lottery commissions and a decrease in other revenues of $2.5 million from retail stores that we closed or converted to dealers in the trailing 12 month period, partially offset by additional income from the SpeedyQ Acquisition.

Previous wording

For the three months ended March 31, 2025, fuel contribution decreased $7.7 million, or 8.2%, compared to the first quarter of 2024. The same store fuel contribution decrease of $3.2 million was partially offset by incremental fuel contribution from the SpeedyQ Acquisition of approximately $1.3 million. Fuel margin per gallon at same stores for the first quarter of 2025 increased to

Current wording

For the six months ended June 30, 2025, fuel contribution decreased $17.8 million, or 8.4%, compared to the same period in 2024. The decrease in fuel contribution was due to a decrease of $15.2 million related to retail stores that we closed or converted to dealers in the trailing 12 month period. In addition, the same store fuel contribution decrease of $4.1 million was partially offset by incremental fuel contribution from the SpeedyQ Acquisition of approximately $1.2 million. Same store fuel margin per gallon for the first half of 2025 increased to 41.5 cents per gallon from 39.7 cents per gallon for the first half of 2024.

Previous wording

For the three months ended March 31, 2025, merchandise contribution decreased $17.3 million, or 12.9%, compared to the same period in 2024, while merchandise margin increased to 33.2% compared to 32.5% in the prior period. The decrease in merchandise contribution was due to a decrease in merchandise contribution of $12.8 million related to retail stores that we closed or converted to dealers in the trailing 12 month period and a decrease in same store merchandise contribution of approximately $6.6 million, partially offset by $1.8 million in incremental merchandise contribution from the SpeedyQ Acquisition. Same store merchandise contribution decreased in the first quarter of 2025 primarily due to lower contributions from several core destination categories and cigarettes. Same store merchandise margin was 33.2% in the first quarter of 2025 compared to 32.7% in the first quarter of 2024.

Current wording

For the six months ended June 30, 2025, merchandise contribution decreased $38.6 million, or 13.3%, compared to the same period in 2024, while merchandise margin increased to 33.4% compared to 32.7% in the prior period. The decrease in merchandise contribution was due to a $30.8 million decrease related to retail stores that we closed or converted to dealers in the trailing 12 month period and a decrease in same store merchandise contribution of approximately $10.3 million, partially offset by $2.1 million in incremental merchandise contribution from the SpeedyQ Acquisition. Same store merchandise margin was 33.5% in the first half of 2025 compared to 33.0% in the first half of 2024.

Previous wording

For the three months ended March 31, 2025, site operating expenses decreased $20.8 million, or 10.5%, compared to the three months ended March 31, 2024 primarily due $22.2 million of reduced expenses related to retail stores that we closed or converted to dealers in the trailing 12 month period, and a decrease in same store operating expenses of $2.3 million, or 1.4%, related to lower personnel costs and credit card fees partially offset by higher snow removal expenses resulting from severe weather conditions in certain of the markets in which we operate. These decreases were partially offset by $3.3 million of incremental expenses related to the SpeedyQ Acquisition.

Current wording

For the six months ended June 30, 2025, site operating expenses decreased $46.7 million, or 11.7%, compared to the six months ended June 30, 2024, primarily due $47.6 million of reduced expenses related to retail stores that we closed or converted to dealers in the trailing 12 month period, and a decrease in same store operating expenses of $3.7 million, or 1.1%, related to lower personnel costs and credit card fees partially offset by higher snow removal expenses resulting from severe weather conditions in certain of the markets in which we operate. These decreases were partially offset by $3.7 million of incremental expenses related to the SpeedyQ Acquisition.

Previous wording

The table below shows the results of the wholesale segment for the three months ended March 31, 2025 and 2024, together with certain key metrics for the segment.

Current wording

The table below shows the results of the wholesale segment for the three and six months ended June 30, 2025 and 2024, together with certain key metrics for the segment.

Previous wording

For the three months ended March 31, 2025, fuel revenue decreased by $35.0 million, or 5.3%, compared to the first quarter of 2024, primarily due to a decrease in the average price of fuel in the first quarter of 2025 compared to the first quarter of 2024, partially offset by a 3.4 million, or 1.5%, increase in gallons sold. Of total gallons sold, the retail stores that we converted to dealers in the trailing 12 month period contributed 13.7 million gallons, which were partially offset by lower volumes at comparable wholesale sites.

Current wording

For the three months ended June 30, 2025, fuel revenue decreased by $66.0 million, or 8.7%, compared to the second quarter of 2024, primarily due to a decrease in the average price of fuel in the second quarter of 2025 compared to the second quarter of 2024, partially offset by a 9.6 million, or 3.9%, increase in gallons sold. Of total gallons sold, the retail stores that we converted to dealers in the trailing 12 month period contributed 19.4 million gallons, which were partially offset by lower volumes at comparable wholesale sites.

Previous wording

For the three months ended March 31, 2025, wholesale operating income increased $0.3 million, compared to the first quarter of 2024. Additional operating income from retail sites converted to dealers in the trailing 12 month period more than offset reduced operating income at comparable wholesale sites. An increase of approximately $3.5 million in other revenues, net, was partially offset by a decrease in fuel contribution of approximately $0.7 million and an increase in site operating expenses of $2.5 million in the first quarter of 2025 compared to the first quarter of 2024. The increase in other revenues, net and site operating expenses was primarily due to retail stores we converted to dealers in the trailing 12 month period.

Current wording

For the three months ended June 30, 2025, wholesale operating income increased $2.0 million, compared to the second quarter of 2024. Additional operating income from retail sites converted to dealers in the trailing 12 month period more than offset reduced operating income at comparable wholesale sites. An increase of approximately $5.7 million in other revenues, net, combined with an increase in fuel contribution of approximately $1.4 million was partially offset by an increase in site operating expenses of $5.1 million in the second quarter of 2025 compared to the second quarter of 2024. These increases were primarily due to retail stores we converted to dealers in the trailing 12 month period.

Previous wording

At fuel supply locations, fuel contribution decreased by $0.1 million, and fuel margin per gallon also decreased for the first quarter of 2025 compared to the first quarter of 2024, due principally to lower volumes at comparable wholesale sites primarily due to severe weather conditions in January and February 2025 in certain of the markets in which we operate, which was partially offset by incremental contribution from the retail stores converted to dealers of $1.0 million.

Current wording

At fuel supply locations, fuel contribution increased by $1.1 million, and fuel margin per gallon also increased for the first half of 2025 compared to the first half of 2024, due to $2.6 million of incremental contribution from the retail stores converted to dealers, which was partially offset by lower volumes at comparable wholesale sites primarily due to severe weather conditions in January and February 2025 in certain of the markets in which we operate.

Previous wording

At consignment agent locations, fuel contribution decreased $0.6 million, and fuel margin per gallon also decreased for the first quarter of 2025 compared to the first quarter of 2024, due to lower volumes at comparable wholesale sites primarily due to severe weather conditions in January and February 2025 in certain of the markets in which we operate, which was partially offset by the incremental contribution of $0.3 million from retail stores converted to dealers. Fuel margin per gallon also decreased due to a change in the composition of consignment agent locations compared to the first quarter of 2024.

Current wording

At consignment agent locations, fuel contribution decreased $0.4 million due to lower volumes at comparable wholesale sites primarily due to severe weather conditions in January and February 2025 in certain of the markets in which we operate, which was partially offset by the incremental contribution of $0.8 million from retail stores converted to dealers. Fuel margin per gallon for the first half of 2025 remained consistent with the first half of 2024, impacted by a change in the composition of consignment agent locations compared to the first half of 2024.