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GLOBAL PARTNERS LP

For the period ended Jun 30, 2025. Filed Aug 7, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 7, 2025

GLP$41.46-7.9%Stored close · as of Nov 9, 2026

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Notes to Consolidated Financial Statements

Note 1. Organization and Basis of Presentation

Organization

Global Partners LP (the “Partnership”) is a master limited partnership formed in March 2005. The Partnership owns, controls or has access to a large terminal network of refined petroleum products and renewable fuels—with connectivity to strategic rail, pipeline and marine assets—spanning from Maine to Florida and into the U.S. Gulf States. The Partnership is one of the largest independent owners, suppliers and operators of gasoline stations and convenience stores, primarily in Massachusetts, Maine, Connecticut, Vermont, New Hampshire, Rhode Island, New York, New Jersey and Pennsylvania (collectively, the “Northeast”) and Maryland and Virginia. As of June 30, 2025, the Partnership had a portfolio of 1,553 owned, leased and/or supplied gasoline stations, including 295 directly operated convenience stores, primarily in the Northeast, as well as 66 gasoline stations located in Texas that are operated or supplied by the Partnership’s joint venture, Spring Partners Retail LLC (“SPR”). The Partnership is also one of the largest distributors of gasoline, distillates, residual oil and renewable fuels to wholesalers, retailers and commercial customers in the New England states and New York. The Partnership engages in the purchasing, selling, gathering, blending, storing and logistics of transporting petroleum and related products, including gasoline and gasoline blendstocks (such as ethanol), distillates (such as home heating oil, diesel and kerosene), residual oil, renewable fuels, crude oil and propane and in the transportation of petroleum products and renewable fuels by rail from the mid-continent region of the United States and Canada.

Global GP LLC, the Partnership’s general partner (the “General Partner”), manages the Partnership’s operations and activities and employs its officers and substantially all of its personnel, except for most of its gasoline station and convenience store employees who are employed by Global Montello Group Corp. (“GMG”), a wholly owned subsidiary of the Partnership and for substantially all of the employees who primarily or exclusively provide services to SPR, who are employed by SPR Operator LLC (“SPR Operator”), also a wholly owned subsidiary of the Partnership.

The General Partner, which holds a 0.67% general partner interest in the Partnership, is owned by affiliates of the Slifka family. As of June 30, 2025, affiliates of the General Partner, including its directors and executive officers and their affiliates, owned 6,284,877 common units, and the General Partner held 94,548 common units on behalf of the Partnership pursuant to its repurchase program for future Long-Term Incentive Plan (“LTIP”) obligations, representing in the aggregate a 18.8% limited partner interest.

2025 Events

2033 Notes Offering and 2027 Notes Tender Offer and Redemption—On June 23, 2025, the Partnership and GLP Finance Corp. (the “Issuers”) issued $450.0 million aggregate principal amount of 7.125% senior notes due 2033 (the “2033 Notes”) in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The Partnership used the net proceeds from the offering to fund the purchase of a portion of its 7.00% senior notes due 2027 (the “2027 Notes”) in a cash tender offer and to repay a portion of the borrowings outstanding under its credit agreement.

On June 23, 2025, the Issuers delivered a Notice of Full Redemption to Regions Bank, as trustee, for all of the outstanding 2027 Notes not purchased in the tender offer. The redemption of the remaining 2027 Notes occurred on August 1, 2025. See Note 6, “Debt and Financing Obligations—Senior Notes” for additional information on the 2033 Notes.

Amendment to the Credit Agreement—On March 20, 2025, the Partnership and certain of its subsidiaries entered into the eleventh amendment to the third amended and restated credit agreement which, among other things, (i) extended the maturity date from May 2, 2026 to March 20, 2028, (ii) increased the working capital revolving credit facility from

$950.0 million to $1.0 billion, and (iii) decreased the revolving credit facility from $600.0 million to $500.0 million. See Note 6 for additional information on the credit agreement.

Investment in Real Estate—On January 23, 2025, the Partnership, through its wholly owned subsidiary, Global HQ 2 LLC, invested in BIG GRP 275 Grove JVLLC, a joint venture formed with unrelated third parties to acquire and operate an office building located in Newton, Massachusetts. Also on January 23, 2025, the Partnership signed a 12-year lease arrangement for space in this property that will serve as the Partnership’s principal executive office at the termination of its existing leased space in Waltham, Massachusetts in 2026. See Note 10 for additional information.

Basis of Presentation

The accompanying consolidated financial statements as of June 30, 2025 and December 31, 2024 and for the three and six months ended June 30, 2025 and 2024 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated.

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial condition and operating results for the interim periods. The interim financial information, which has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), should be read in conjunction with the consolidated financial statements for the year ended December 31, 2024 and notes thereto contained in the Partnership’s Annual Report on Form 10-K.

The results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of the results of operations that will be realized for the entire year ending December 31, 2025. The consolidated balance sheet at December 31, 2024 has been derived from the audited consolidated financial statements included in the Partnership’s Annual Report on Form** **10-K for the year ended December 31, 2024.

The significant accounting policies described in Note 2, “Summary of Significant Accounting Policies,” of the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024 are the same used in preparing the accompanying consolidated financial statements, including the following:

Leases

The Partnership, as lessee, has gasoline station and convenience store leases, primarily of land and buildings. The Partnership has terminal and dedicated storage facility lease arrangements with various petroleum terminals and third parties, of which certain arrangements have minimum usage requirements. The Partnership leases barges through various time charter lease arrangements and railcars through various lease arrangements. The Partnership also has leases for office space, computer and convenience store equipment and automobiles. The Partnership’s lease arrangements have various expiration dates with options to extend.

Supplemental Information Related to Lessee Lease Arrangements

The following table presents supplemental information related to leases for the periods presented (in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​
​ · Six Months Ended · ​
​June 30,
​ · 2025 · 2024
Cash paid for amounts included in the measurement of lease liabilities$40,594​$41,773​
Right-of-use assets obtained in exchange for new lease liabilities$37,413​$49,782​

Concentration of Risk

Due to the nature of the Partnership’s businesses and its reliance, in part, on consumer travel and spending patterns, the Partnership may experience more demand for gasoline during the late spring and summer months than during the fall and winter months. Travel and recreational activities are typically higher in these months in the geographic areas in which the Partnership operates, increasing the demand for gasoline. Therefore, the Partnership’s volumes in gasoline are typically higher in the second and third quarters of the calendar year. As demand for some of the Partnership’s refined petroleum products, specifically home heating oil and residual oil for space heating purposes, is generally greater during the winter months, heating oil and residual oil volumes are generally higher during the first and fourth quarters of the calendar year. These factors may result in fluctuations in the Partnership’s quarterly operating results.

The following table presents the Partnership’s product sales and other revenues as a percentage of the consolidated sales for the periods presented:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​​Three Months Ended​Six Months Ended​
​​June 30,​June 30,​
​ · 2025 · 2024 · 2025 · 2024
Gasoline sales: gasoline and gasoline blendstocks (such as ethanol)70%70%65%65%
Distillates (home heating oil, diesel and kerosene), residual oil and crude oil sales27%27%32%32%
Convenience store and prepared food sales, rental income and sundries​3%3%3%3%
Total100%100%100%100%

The following table presents the Partnership’s product margin by segment as a percentage of the consolidated product margin for the periods presented:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​​Three Months Ended​Six Months Ended​
​​June 30,​June 30,​
​ · 2025 · 2024 · 2025 · 2024
Wholesale segment30%29%31%25%
Gasoline Distribution and Station Operations segment68%69%67%73%
Commercial segment​2%2%2%2%
Total100%100%100%100%

See Note 13, “Segment Reporting,” for additional information on the Partnership’s operating segments.

None of the Partnership’s customers accounted for greater than 10% of total sales for the three and six months ended June 30, 2025 and 2024.

Note 2. Revenue from Contracts with Customers

Disaggregation of Revenue

The following table provides the disaggregation of revenue from contracts with customers and other sales by segment for the periods presented (in thousands):

​​​​​​​​​​​​​​
​ · ​ · Three Months Ended June 30, 2025
Revenue from contracts with customers: · Wholesale · GDSO · Commercial · Total
Petroleum and related product sales​$676,614​$1,077,203​$210,796​$1,964,613​
Station operations​—​120,228​—​120,228​
Total revenue from contracts with customers​​676,614​​1,197,431​​210,796​​2,084,841​
Other sales:​​​​​​​​​
Revenue originating as physical forward sale contracts and exchange agreements​​2,454,816​​—​​65,055​​2,519,871​
Revenue from leases​1,070​21,143​—​22,213​
Total other sales​​2,455,886​​21,143​​65,055​​2,542,084​
Total sales​$3,132,500​$1,218,574​$275,851​$4,626,925​
​​​​​​​​​​​​​​
​ · ​ · Three Months Ended June 30, 2024
Revenue from contracts with customers: · Wholesale · GDSO · Commercial · Total
Petroleum and related product sales​$643,808​$1,316,548​$193,105​$2,153,461​
Station operations​—​128,456​—​128,456​
Total revenue from contracts with customers​​643,808​​1,445,004​​193,105​​2,281,917​
Other sales:​​​​​​​​​
Revenue originating as physical forward sale contracts and exchange agreements​​2,018,044​​—​​87,832​​2,105,876​
Revenue from leases​836​21,069​—​21,905​
Total other sales​​2,018,880​​21,069​​87,832​​2,127,781​
Total sales​$2,662,688​$1,466,073​$280,937​$4,409,698​
​​​​​​​​​​​​​​
​ · ​ · Six Months Ended June 30, 2025
Revenue from contracts with customers: · Wholesale · GDSO · Commercial · Total
Petroleum and related product sales​$1,542,803​$2,082,558​$413,307​$4,038,668​
Station operations​—​220,582​—​220,582​
Total revenue from contracts with customers​​1,542,803​​2,303,140​​413,307​​4,259,250​
Other sales:​​​​​​​​​​​​​
Revenue originating as physical forward sale contracts and exchange agreements​​4,778,131​​—​​137,596​​4,915,727​
Revenue from leases​2,002​42,143​—​44,145​
Total other sales​​4,780,133​​42,143​​137,596​​4,959,872​
Total sales​$6,322,936​$2,345,283​$550,903​$9,219,122​
​​​​​​​​​​​​​​
​ · ​ · Six Months Ended June 30, 2024
Revenue from contracts with customers: · Wholesale · GDSO · Commercial · Total
Petroleum and related product sales​$1,457,227​$2,413,825​$375,226​$4,246,278​
Station operations​—​238,288​—​238,288​
Total revenue from contracts with customers​​1,457,227​​2,652,113​​375,226​​4,484,566​
Other sales:​​​​​​​​​
Revenue originating as physical forward sale contracts and exchange agreements​​3,843,229​​—​​184,310​​4,027,539​
Revenue from leases​1,580​41,405​—​42,985​
Total other sales​​3,844,809​​41,405​​184,310​​4,070,524​
Total sales​$5,302,036​$2,693,518​$559,536​$8,555,090​

Contract Balances

A receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets, is recognized in the period the Partnership provides services when its right to consideration is unconditional. In contrast, a contract asset will be recognized when the Partnership has fulfilled a contract obligation but must perform other obligations before being entitled to payment. The Partnership hadno significant contract assets at both June 30, 2025 and December 31, 2024.

The nature of the receivables related to revenue from contracts with customers and other revenue, as well as contract assets, are the same, given they are related to the same customers and have the same risk profile and securitization. Payment terms on invoiced amounts are typically 2 to 30 days.

A contract liability is recognized when the Partnership has an obligation to transfer goods or services to a customer for which the Partnership has received consideration (or the amount is due) from the customer. The Partnership hadno significant contract liabilities at both June 30, 2025 and December 31, 2024.

Note 3. Inventories

The Partnership hedges substantially all of its petroleum and ethanol inventory using a variety of instruments, primarily exchange-traded futures contracts. These futures contracts are entered into when inventory is purchased and are either designated as fair value hedges against the inventory on a specific barrel basis for inventories qualifying for fair value hedge accounting or not designated and maintained as economic hedges against certain inventory of the Partnership on a specific barrel basis. Changes in fair value of these futures contracts, as well as the offsetting change in fair value on the hedged inventory, are recognized in earnings as an increase or decrease in cost of sales. All hedged inventory designated in a fair value hedge relationship is valued using the lower of cost, as determined by specific identification, or net realizable value, as determined at the product level. All petroleum and ethanol inventory not designated in a fair value hedging relationship is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Renewable Identification Numbers (“RINs”) inventory is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Convenience store inventory is carried at the lower of historical cost, based on a weighted average cost method, or net realizable value.

Inventories consisted of the following (in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​​June 30,​December 31,​
​ · 2025 · 2024 · ​
Distillates: home heating oil, diesel and kerosene​$124,484​$234,486​
Gasoline​209,298​222,092​
Gasoline blendstocks​77,729​50,870​
Residual oil​52,820​55,908​
Renewable identification numbers (RINs)​2,435​3,313​
Convenience store inventory​28,835​27,403​
Total​$495,601​$594,072​

In addition to its own inventory, the Partnership has exchange agreements for petroleum products and ethanol with unrelated third-party suppliers, whereby it may draw inventory from these other suppliers and suppliers may draw inventory from the Partnership. Positive exchange balances are accounted for as accounts receivable and amounted to$2.8 million and $1.6 million at June 30, 2025 and December 31, 2024, respectively. Negative exchange balances are accounted for as accounts payable and amounted to$31.7 million and $13.1 million at June 30, 2025 and December 31, 2024, respectively. Exchange transactions are valued using current carrying costs.

Note 4. Goodwill

Goodwill, all of which has been allocated to the Gasoline Distribution and Station Operations (“GDSO”) segment, was $421.9 million at both June 30, 2025 and December 31, 2024. There wereno changes to goodwill during the six months ended June 30, 2025.

Note 5. Property and Equipment

Property and equipment consisted of the following (in thousands):

​​​​​​​​
​ · ​ · June 30, · ​ · December 31, · ​
​ · 2025 · 2024
Buildings and improvements​$1,977,197​$1,948,849​
Land​680,526​678,687​
Fixtures and equipment​61,286​56,700​
Idle plant assets​​30,500​​30,500​
Construction in process​60,277​71,436​
Capitalized internal use software​36,933​33,846​
Total property and equipment​2,846,719​2,820,018​
Less accumulated depreciation​1,178,352​1,113,413​
Total​$1,668,367​$1,706,605​

Property and equipment includes retail gasoline station assets held for sale of $5.3 million and $5.2 million at June 30, 2025 and December 31, 2024, respectively.

At June 30, 2025, the Partnership had a $37.7 million remaining net book value of long-lived assets at its West Coast facility, including $30.5 million related to the Partnership’s ethanol plant acquired in 2013. The Partnership would need to take certain measures to prepare the facility for ethanol production in order to place the plant into service and commence depreciation. Therefore, the$30.5 million related to the ethanol plant was included in property and equipment and classified as idle plant assets at both June 30, 2025 and December 31, 2024.

If the Partnership is unable to generate cash flows to support the recoverability of the plant and facility assets, this may become an indicator of potential impairment of the West Coast facility. The Partnership believes these assets are recoverable but continues to monitor the market for ethanol, the continued business development of this facility for ethanol or other product transloading, and the related impact this may have on the facility’s operating cash flows and whether this would constitute an impairment indicator.

Evaluation of Long-Lived Asset Impairment

The Partnership recognized impairment charges relating to construction in process assets allocated to the GDSO segment in the amount of $0.2 million for each of the three and six months ended June 30, 2025, which are included in long-lived asset impairment in the accompanying consolidated statements of operations. No impairment charges were recognized for the three and six months ended June 30, 2024.

Note 6. Debt and Financing Obligations

Credit Agreement

Certain subsidiaries of the Partnership, as borrowers, and the Partnership and certain of its subsidiaries, as guarantors, have a $1.50 billion senior secured credit facility (the “Credit Agreement”). The Credit Agreement matures on March 20, 2028.

On March 20, 2025, the Partnership and certain of its subsidiaries entered into the eleventh amendment to the third amended and restated credit agreement (the “Eleventh Amendment”) which, among other things, (i) extended the maturity date from May 2, 2026 to March 20, 2028, (ii) increased the working capital revolving credit facility from $950.0 million to $1.0 billion and (iii) decreased the revolving credit facility from $600.0 million to $500.0 million. All other material terms of the Credit Agreement remain substantially the same as disclosed in Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.

As of June 30, 2025, there weretwo facilities under the Credit Agreement:

●a working capital revolving credit facility to be used for working capital purposes and letters of credit in the principal amount equal to the lesser of the Partnership’s borrowing base and $1.0 billion; and
●a $500.0 million revolving credit facility to be used for general corporate purposes.

The Credit Agreement has an accordion feature whereby the Partnership may request on the same terms and conditions then applicable to the Credit Agreement, provided no Default (as defined in the Credit Agreement) then exists, an increase to the working capital revolving credit facility, the revolving credit facility, or both, by up to another $300.0 million, in the aggregate, for a total credit facility of up to $1.80 billion. Any such request for an increase must be in a minimum amount of$25.0 million. The Partnership cannot provide assurance, however, that its lending group and/or other lenders outside its lending group will agree to fund any request by the Partnership for additional amounts in excess of the total available commitments of$1.50 billion.

In addition, the Credit Agreement includes a swing line pursuant to which Bank of America, N.A., as the swing line lender, may make swing line loans in U.S. dollars in an aggregate amount equal to the lesser of (a) $100.0 million and (b)the Aggregate WC Commitments (as defined in the Credit Agreement). Swing line loans will bear interest at the Base Rate (as defined in the Credit Agreement). The swing line is a sub-portion of the working capital revolving credit facility and is not an addition to the total available commitments of$1.50 billion.

Availability under the working capital revolving credit facility is subject to a borrowing base which is redetermined from time to time and based on specific advance rates on eligible current assets. Availability under the borrowing base may be affected by events beyond the Partnership’s control, such as changes in petroleum product prices, collection cycles, counterparty performance, advance rates and limits and general economic conditions.

The average interest rates for the Credit Agreement were 6.7% and 7.6% for the three months ended June 30, 2025 and 2024, respectively, and 6.6% and 7.5% for the six months ended June 30, 2025 and 2024, respectively.

The Partnership classifies a portion of its working capital revolving credit facility as a current liability and a portion as a long-term liability. The portion classified as a long-term liability represents the amounts expected to be outstanding throughout the next twelve months based on an analysis of historical daily borrowings under the working capital revolving credit facility, the seasonality of borrowings, forecasted future working capital requirements and forward product curves, and because the Partnership has a multi-year, long-term commitment from its bank group. Accordingly, at June 30, 2025, the Partnership estimated working capital revolving credit facility borrowings will equal or exceed $100.0 million over the next twelve months.

The table below presents the total borrowings and availability under the Credit Agreement (in thousands):

​​​​​​​​
​ · ​ · June 30, · ​ · December 31, · ​
​ · 2025 · 2024
Total available commitments​$1,500,000​$1,550,000​
​​​​​​​​
Working capital revolving credit facility-current portion​​98,500​​129,500​
Working capital revolving credit facility-less current portion​​100,000​​100,000​
Revolving credit facility​​88,200​​167,000​
Total borrowings outstanding​​286,700​​396,500​
​​​​​​​​
Less outstanding letters of credit​​83,200​​100,200​
​​​​​​​​
Total remaining availability for borrowings and letters of credit (1)​$1,130,100​$1,053,300​
(1)Subject to borrowing base limitations.

The Credit Agreement also includes certain baskets, including: (i) a $35.0 million general secured indebtedness basket, (ii) a $30.0 million general investment basket, (iii) a $100.0 million secured indebtedness basket to permit the borrowers to enter into a Contango Facility (as defined in the Credit Agreement), (iv) a Sale/Leaseback Transaction (as defined in the Credit Agreement) basket of $150.0 million, and (v) a basket of $150.0 million in an aggregate amount for the purchase of common units of the Partnership, provided that, among other things, no Default exists or would occur immediately following such purchase(s).

The Credit Agreement imposes financial covenants that require the Partnership to maintain certain minimum working capital amounts, a minimum combined interest coverage ratio, a maximum senior secured leverage ratio and a maximum total leverage ratio. The Partnership was in compliance with the foregoing covenants at June 30, 2025.

Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024 for additional information on the Credit Agreement.

Supplemental cash flow information

The following table presents supplemental cash flow information related to the Credit Agreement for the periods presented (in thousands):

​​​​​​​​
​ · ​ · Six Months Ended · ​
​ · ​ · June 30, · ​
​ · ​ · 2025 · 2024
Borrowings from working capital revolving credit facility​$1,280,300​$1,278,400​
Payments on working capital revolving credit facility​​(1,311,300)​​(1,014,000)​
Net (payments on) borrowings from working capital revolving credit facility​$(31,000)​$264,400​
Borrowings from revolving credit facility​$—​$218,800​
Payments on revolving credit facility​​(78,800)​​(398,800)​
Net payments on revolving credit facility​$(78,800)​$(180,000)​

Senior Notes

The Partnership had 7.00% senior notes due 2027 (discussed below),6.875% senior notes due 2029,8.250% senior notes due 2032 and 7.125% senior notes due 2033 (discussed below) outstanding at June 30, 2025. Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024 for additional information on the 6.875% senior notes due 2029 and the 8.250%senior notes due 2032.

7.125%Senior Notes Due 2033

On June 23, 2025, the Issuers issued $450.0 million aggregate principal amount of 7.125% senior notes due 2033 to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S under the Securities Act. The Partnership used the net proceeds from the offering to fund the purchase of a portion of the 2027 Notes in a cash tender offer and to repay a portion of the borrowings outstanding under its Credit Agreement.

On June 23, 2025, the Partnership redeemed $360 .3 million of the 2027 Notes, and the Issuers delivered a Notice of Full Redemption to Regions Bank, as trustee, for all of the outstanding 2027 Notes not purchased in the tender offer.

As a result of the redemption of $360.3 million of the 2027 Notes, the Partnership recorded a $2.8 million loss from early extinguishment of debt for each of the three and six months ended June 30, 2025, consisting of a $1.7 million non-cash write-off of a portion of the remaining unamortized original issue discount and a $1.1 million cash call premium.

On August 1, 2025, the Partnership redeemed the remaining portion of the 2027 Notes in the amount of $39.7 million, which is included in senior notes in the accompanying consolidated balance sheet at June 30, 2025, with available funds under its revolving credit facility.

2033 Notes Indenture

In connection with the issuance of the 2033 Notes on June 23, 2025, the Issuers and the subsidiary guarantors and Regions Bank, as trustee, entered into an indenture (the “2033 Notes Indenture”).

The 2033 Notes will mature on July 1, 2033 with interest accruing at a rate of 7.125% per annum. Interest is payable beginning January 1, 2026 and thereafter semi-annually in arrears on January 1 and July 1 of each year. The 2033 Notes are guaranteed on a joint and several senior unsecured basis by certain subsidiaries of the Partnership. Upon

a continuing event of default, the trustee or the holders of at least 25% in principal amount of the outstanding 2033 Notes may declare the 2033 Notes immediately due and payable, except that an event of default resulting from entry into a bankruptcy, insolvency or reorganization with respect to the Issuers, any restricted subsidiary of the Partnership that is a significant subsidiary or any group of its restricted subsidiaries that, taken together, would constitute a significant subsidiary of the Partnership, will automatically cause the outstanding 2033 Notes to become due and payable.

At any time prior to July 1, 2028, the Issuers have the option to redeem up to 35% of the 2033 Notes, in an amount not greater than the net cash proceeds of certain equity offerings, at a redemption price (expressed as a percentage of principal amount) of 107.125%, plus accrued and unpaid interest, if any, to the redemption date. The Issuers have the option to redeem all or part of the 2033 Notes at any time on or after July 1, 2028, at the redemption prices (expressed as percentages of principal amount) of 103.563% for the twelve-month period beginning July 1, 2028,101.781% for the twelve-month period beginning July 1, 2029, and 100% beginning on July 1, 2030 and at any time thereafter, plus accrued and unpaid interest, if any, to the redemption date. In addition, prior to July 1, 2028, the Issuers may redeem all or part of the 2033 Notes at a redemption price equal to the sum of the principal amount thereof, plus a make whole premium, plus accrued and unpaid interest, if any, to the redemption date. The holders of the 2033 Notes may require the Issuers to repurchase the 2033 Notes following certain asset sales or a Change of Control Triggering Event (as defined in the 2033 Notes Indenture) at the prices and on the terms specified in the 2033 Notes Indenture.

The 2033 Notes Indenture contains covenants that limit the Partnership’s ability to, among other things, incur additional indebtedness and issue preferred securities, make certain dividends and distributions, make certain investments and other restricted payments, restrict distributions by its subsidiaries, create liens, sell assets or merge with other entities. Events of default under the 2033 Notes Indenture include, but are not limited to, (i) a default in payment of principal of, or interest or premium, if any, on, the 2033 Notes, (ii) breach of the Partnership’s covenants under the 2033 Notes Indenture, (iii) certain events of bankruptcy and insolvency, (iv) any payment default or acceleration of indebtedness of the Partnership or certain subsidiaries if the total amount of such indebtedness unpaid or accelerated exceeds$50.0 million and (v) failure to pay within 60 days uninsured final judgments exceeding $50.0 million.

Financing Obligations

The Partnership had financing obligations outstanding at June 30, 2025 and December 31, 2024 associated with historical sale-leaseback transactions that did not meet the criteria for sale accounting. Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024 for additional information on these financial obligations.

Deferred Financing Fees

The Partnership incurs bank fees related to its Credit Agreement and other financing arrangements. These deferred financing fees are capitalized and amortized over the life of the Credit Agreement or other financing arrangements. In 2025, the Partnership capitalized additional financing fees of$16.4 million, consisting of $8.6 million in connection with the issuance of the 2033 Notes and $7.8 million in connection with the Eleventh Amendment. These expenses are included in interest expense in the accompanying consolidated statement of operations for the six months ended June 30, 2025. The Partnership had unamortized deferred financing fees of$31.0 million and $19.9 million at June 30, 2025 and December 31, 2024, respectively.

Unamortized fees related to the Credit Agreement are included in other current assets and other long-term assets and amounted to $11.8 million and $6.2 million at June 30, 2025 and December 31, 2024, respectively. Unamortized fees related to the senior notes are presented as a direct deduction from the carrying amount of that debt liability and amounted to$18.8 million and $13.3 million at June 30, 2025 and December 31, 2024, respectively. Unamortized fees related to the Partnership’s sale-leaseback transactions are presented as a direct deduction from the carrying amount of the financing obligation and amounted to$0.4 million at both June 30, 2025 and December 31, 2024.

Amortization expense of approximately $1.8 million and $1.9 million for the three months ended June 30, 2025 and 2024, respectively, and $3.7 million and $3.7 million for the six months ended June 30, 2025 and 2024, respectively, is included in interest expense in the accompanying consolidated statements of operations.

Note 7. Derivative Financial Instruments

The Partnership principally uses derivative instruments, which include regulated exchange-traded futures and options contracts (collectively, “exchange-traded derivatives”) and physical and financial forwards and over-the-counter (“OTC”) swaps (collectively, “OTC derivatives”), to reduce its exposure to unfavorable changes in commodity market prices. The Partnership uses these exchange-traded and OTC derivatives to hedge commodity price risk associated with its inventory and undelivered forward commodity purchases and sales (“physical forward contracts”). The Partnership accounts for derivative transactions in accordance with ASC Topic 815, “Derivatives and Hedging,” (“ASC 815”) and recognizes derivatives instruments as either assets or liabilities in the consolidated balance sheets and measures those instruments at fair value. The changes in fair value of the derivative transactions are presented in earnings, unless specific hedge accounting criteria are met.

The following table summarizes the notional values related to the Partnership’s derivative instruments outstanding at June 30, 2025:

​​​​​​
​ · Units (1) · Unit of Measure
Exchange-Traded Derivatives​​​​​
Long​84,375Thousands of barrels​
Short​(86,278)Thousands of barrels​
​​​​​​
OTC Derivatives (Petroleum/Ethanol)​​​​​
Long​134,589Thousands of barrels​
Short​(9,163)Thousands of barrels​
(1)Number of open positions and gross notional values do not measure the Partnership’s risk of loss, quantify risk or represent assets or liabilities of the Partnership, but rather indicate the relative size of the derivative instruments and are used in the calculation of the amounts to be exchanged between counterparties upon settlements.

Derivatives Accounted for as Hedges

Fair Value Hedges

The Partnership’s fair value hedges include exchange-traded futures contracts and OTC derivative contracts that are hedges against inventory with specific futures contracts matched to specific barrels. The change in fair value of these futures contracts and the change in fair value of the underlying inventory generally provide an offset to each other in the consolidated statements of operations.

The following table presents the gains and losses from the Partnership’s derivative instruments involved in fair value hedging relationships recognized in the consolidated statements of operations for the periods presented (in thousands):

​​​​​​​​​​​​​​​​
​ · ​ · Location of Gain (Loss) · ​ · Three Months Ended · ​ · Six Months Ended
​ · ​ · Recognized in Income on · ​ · June 30, · ​ · June 30,
​ · ​ · Derivatives · ​ · 2025 · ​ · 2024 · ​ · 2025 · ​ · 2024
Derivatives in fair value hedging relationship · ​ · ​ · ​ · ​ · ​ · ​
Exchange-traded futures contracts and OTC derivative contracts for petroleum commodity productsCost of sales​$18,503​$3,222​$21,125​$3,394​
Hedged items in fair value hedge relationship​​​​​​​​​​​​​​​
Physical inventoryCost of sales​$(17,810)​$(3,074)​$(24,619)​$(6,605)​

Derivatives Not Accounted for as Hedges

The Partnership utilizes petroleum and ethanol commodity contracts to hedge price risk in certain commodity inventories and physical forward contracts.

The following table presents the gains and losses from the Partnership’s derivative instruments not involved in a hedging relationship recognized in the consolidated statements of operations for the periods presented (in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Location of Gain (Loss) · ​ · Three Months Ended · ​ · Six Months Ended · ​
Derivatives not designated as · ​ · Recognized in · ​ · June 30, · ​ · June 30, · ​
hedging instruments · Income on Derivatives · 2025 · 2024 · 2025 · ​ · 2024
Commodity contractsCost of sales​$1,525​$(843)​$(9,942)​$(250)​

The Partnership’s commodity contracts and other derivative activity include: (i) exchange-traded derivative contracts that are hedges against inventory and either do not qualify for hedge accounting or are not designated in a hedge accounting relationship, (ii) undelivered physical forward contracts, (iii) exchange-traded derivative contracts used to economically hedge physical forward contracts, (iv) financial forward and OTC swap agreements used to economically hedge physical forward contracts and (v)the derivative instruments under the Partnership’s controlled trading program. The Partnership does not take the normal purchase and sale exemption available under ASC 815 for any of its physical forward contracts.

The following table presents the fair value of each classification of the Partnership’s derivative instruments and its location in the consolidated balance sheets at June 30, 2025 and December 31, 2024 (in thousands):

​​​​​​​​​​​​​
​ · ​ · ​ · ​ · June 30, 2025
​ · ​ · ​ · ​ · Derivatives · ​ · Derivatives Not · ​ · ​ · ​
​ · ​ · ​ · ​ · Designated as · ​ · Designated as · ​ · ​ · ​
​ · ​ · ​ · ​ · Hedging · ​ · Hedging · ​ · ​ · ​
​ · ​ · Balance Sheet Location · ​ · Instruments · ​ · Instruments · ​ · Total
Asset Derivatives: · ​ · ​ · ​ · ​
Exchange-traded derivative contractsBroker margin deposits​$5,649​$44,057​$49,706​
Forward derivative contracts (1)Derivative assets​​—​​18,182​​18,182​
Total asset derivatives​​​$5,649​$62,239​$67,888​
​​​​​​​​​​​​​
Liability Derivatives:​​​​​​​​​​​
Exchange-traded derivative contractsBroker margin deposits​$—​$(78,354)​$(78,354)​
Forward derivative contracts (1)​Derivative liabilities​​—​​(13,931)​​(13,931)​
Total liability derivatives​​​$—​$(92,285)​$(92,285)​
​​​​​​​​​​​​​
​ · ​ · ​ · ​ · December 31, 2024
​ · ​ · ​ · ​ · Derivatives · ​ · Derivatives Not · ​ · ​ · ​
​ · ​ · ​ · ​ · Designated as · ​ · Designated as · ​ · ​ · ​
​ · ​ · ​ · ​ · Hedging · ​ · Hedging · ​ · ​ · ​
​ · ​ · Balance Sheet Location · ​ · Instruments · ​ · Instruments · ​ · Total
Asset Derivatives: · ​ · ​ · ​ · ​
Exchange-traded derivative contractsBroker margin deposits​$(9,355)​$38,483​$29,128​
Forward derivative contracts (1)Derivative assets​​—​​13,710​​13,710​
Total asset derivatives​​​$(9,355)​$52,193​$42,838​
​​​​​​​​​​​​​
Liability Derivatives:​​​​​​​​​​​
Exchange-traded derivative contracts​Broker margin deposits​$—​$(30,936)​$(30,936)​
Forward derivative contracts (1)Derivative liabilities​​—​​(6,105)​​(6,105)​
Total liability derivatives​​​$—​$(37,041)​$(37,041)​
(1)Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps.

Credit Risk

The Partnership’s derivative financial instruments do not contain credit risk related to other contingent features that could cause accelerated payments when these financial instruments are in net liability positions.

The Partnership is exposed to credit loss in the event of nonperformance by counterparties to the Partnership’s exchange-traded and OTC derivative contracts, but the Partnership has no current reason to expect any material nonperformance by any of these counterparties. Exchange-traded derivative contracts, the primary derivative instrument utilized by the Partnership, are traded on regulated exchanges, greatly reducing potential credit risks. The Partnership utilizes major financial institutions as its clearing brokers for all New York Mercantile Exchange (“NYMEX”), Chicago Mercantile Exchange (“CME”) and Intercontinental Exchange (“ICE”) derivative transactions and the right of offset exists with these financial institutions under master netting agreements. Accordingly, the fair value of the Partnership’s exchange-traded derivative instruments is presented on a net basis in the consolidated balance sheets. Exposure on OTC derivatives is limited to the amount of the recorded fair value as of the balance sheet dates.

Please read Note 2 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024 for additional information on derivative financial instruments.

Note 8. Fair Value Measurements

The following tables present, by level within the fair value hierarchy, the Partnership’s financial assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024 (in thousands):

​​​​​​​​​​​​​​
​ · ​ · Fair Value at June 30, 2025
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Cash Collateral · ​ · ​ · ​
​ · Level 1 · Level 2 · Netting · Total
Assets:​​​​​​​​​​​​​
Forward derivative contracts (1)​$—​$18,182​$—​$18,182​
Exchange-traded/cleared derivative instruments (2)​(28,648)​—​52,527​23,879​
Total assets​$(28,648)​$18,182​$52,527​$42,061​
​​​​​​​​​​​​​​
Liabilities:​​​​​​​​​​​​​
Forward derivative contracts (1)​$—​$(13,931)​$—​$(13,931)​
​​​​​​​​​​​​​​
​ · ​ · Fair Value at December 31, 2024
​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Cash Collateral · ​ · ​ · ​
​ · Level 1 · Level 2 · Netting · Total
Assets:​​​​​​​​​​​​​
Forward derivative contracts (1)​$—​$13,710​$—​$13,710​
Exchange-traded/cleared derivative instruments (2)​(1,808)​—​21,943​20,135​
Pension plans​3,936​—​—​3,936​
Total assets​$2,128​$13,710​$21,943​$37,781​
​​​​​​​​​​​​​​
Liabilities:​​​​​​​​​​​​​
Forward derivative contracts (1)​$—​$(6,105)​$—​$(6,105)​
(1)Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps.
(2)Amount includes the effect of cash balances on deposit with clearing brokers.

This table excludes cash on hand and assets and liabilities that are measured at historical cost or any basis other than fair value. The carrying amounts of certain of the Partnership’s financial instruments, including cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate fair value due to their short maturities. The carrying value of the credit facility approximates fair value due to the variable rate nature of these financial instruments.

The determination of the fair values above incorporates factors including not only the credit standing of the counterparties involved, but also the impact of the Partnership’s nonperformance risks on its liabilities.

The Partnership estimates the fair values of its senior notes using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates, which are considered

Level 2 inputs. The fair values of the senior notes, estimated by observing market trading prices of the respective senior notes, were as follows (in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · June 30, 2025 · ​ · December 31, 2024 · ​
​ · 2025 · ​ · 2024 · ​
​Face​Fair​Face​Fair​
​Value​Value​Value​Value​
7.00% senior notes due 2027$39,684​$39,684​$400,000​$400,500​
6.875% senior notes due 2029$350,000​$353,938​$350,000​$347,813​
8.250% senior notes due 2032$450,000​$471,375​$450,000​$464,063​
7.125% senior notes due 2033$450,000​$455,625​$—​$—​

Non-Recurring Fair Value Measurements

Certain nonfinancial assets and liabilities are measured at fair value on a non-recurring basis and are subject to fair value adjustments in certain circumstances, such as acquired assets and liabilities, losses related to firm non-cancellable purchase commitments or long-lived assets subject to impairment. For assets and liabilities measured on a non-recurring basis during the period, accounting guidance requires quantitative disclosures about the fair value measurements separately for each major category.

Note 9. Environmental Liabilities

The following table presents a summary roll forward of the Partnership’s environmental liabilities at June 30, 2025 (in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · Balance at · ​ · ​ · Other · Balance at
​ · ​ · December 31, · ​ · Payments · ​ · Adjustments · ​ · June 30,
Environmental Liability Related to: · ​ · 2024 · ​ · 2025 · ​ · 2025 · ​ · 2025
Retail gasoline stations​$58,344​$(1,771)​$450​$57,023​
Terminals​40,727​(659)​27​40,095​
Total environmental liabilities​$99,071​$(2,430)​$477​$97,118​
Current portion​$7,704​​​​​​​$7,704​
Long-term portion​91,367​​​​​​​89,414​
Total environmental liabilities​$99,071​​​​​​​$97,118​

In addition to environmental liabilities related to the Partnership’s retail gasoline stations, the Partnership retains some of the environmental obligations associated with certain gasoline stations that the Partnership has sold.

The Partnership’s estimates used in these environmental liabilities are based on all known facts at the time and its assessment of the ultimate remedial action outcomes. Among the many uncertainties that impact the Partnership’s estimates are the necessary regulatory approvals for, and potential modification of, its remediation plans, the amount of data available upon initial assessment of the impact of soil or water contamination, changes in costs associated with environmental remediation services and equipment, relief of obligations through divestitures of sites and the possibility of existing legal claims giving rise to additional claims. Dispositions generally represent relief of legal obligations through the sale of the related property with no retained obligation. Other adjustments generally represent changes in estimates for existing obligations or obligations associated with new sites. Therefore, although the Partnership believes that these environmental liabilities are adequate, no assurances can be made that any costs incurred in excess of these environmental liabilities or outside of indemnifications or not otherwise covered by insurance would not have a material adverse effect on the Partnership’s financial condition, results of operations or cash flows.

Note 10. Equity Method Investments

BIG GRP 275 Grove JV LLC

On January 23, 2025, the Partnership, through its wholly owned subsidiary, Global HQ 2 LLC, invested in BIG GRP 275 Grove JV LLC (“BGRP”), ajoint venture formed with unrelated third parties to acquire and operate an office building located in Newton, Massachusetts. Also on January 23, 2025, the Partnership signed a 12-year lease arrangement for space in this property that will serve as the Partnership’s principal executive office at the termination of its existing leased space in Waltham, Massachusetts in 2026.

The Partnership accounts for its less than 20% interest in BGRP as an equity method investment. Under this method with regard to BGRP, the investment is carried originally at cost, increased by any allocated share of the investee’s net income and contributions made, and decreased by any allocated share of the investee’s net losses and distributions received. The investee’s allocated share of income and losses is based on the rights and priorities outlined in the joint venture agreement.

The Partnership recognized income of $1.4 million and $1.5 million for the three and six months ended June 30, 2025, respectively, which is includedin income (loss) from equity method investments in the accompanying consolidated statements of operations. The Partnership’s investment balance in the joint venture was$13.9 million at June 30, 2025 which is includedin equity method investments in the accompanying consolidated balance sheet.

Everett Landco GP, LLC

On October 23, 2023, the Partnership, through its wholly owned subsidiary, Global Everett Landco, LLC, entered into a Limited Liability Company Agreement (the “Everett LLC Agreement”) of Everett Landco GP, LLC (“Everett”), a Delaware limited liability company formed as a joint venture with Everett Investor LLC (the “Everett Investor”), an entity controlled by an affiliate of The Davis Companies, a company primarily involved in the acquisition, development, management and sale of commercial real estate. In accordance with the Everett LLC Agreement, the Partnership agreed to invest up to$30.0 million for an initial 30% ownership interest in the joint venture.

The joint venture was formed to invest, directly or indirectly, in Everett Landco, LLC, (“Landco”), an entity formed to acquire from ExxonMobil Corporation (“ExxonMobil”) specified real estate (formerly operated as a refined products terminal), consisting of, in part, multiple facilities used to store and transport petroleum products including oil storage tanks and related facilities located in Everett, Massachusetts (the “Project Site”) and thereafter proceed with certain decommissioning, demolition, environmental remediation, entitlement, horizontal development, and other development activities with respect to the Project Site in one or more phases.

Everett is a variable interest entity for which the Partnership is not the primary beneficiary and, therefore, is not consolidated in the Partnership’s consolidated financial statements. The Partnership accounts for its investment in Everett as an equity method investment as the Partnership has significant influence, but not a controlling interest in the investee.

The Partnership recognized income of $0 for each of the three months ended June 30, 2025 and 2024, and $0 and $0.2 million for the six months ended June 30, 2025 and 2024, respectively, which is includedin income (loss) from equity method investments in the accompanying consolidated statements of operations. The Partnership’s investment balance in the joint venture was$20.5 million and $17.2 million at June 30, 2025 and December 31, 2024, respectively, which is includedin equity method investments in the accompanying consolidated balance sheets.

On December 5, 2023, Landco completed the purchase of the Project Site. In addition, the Partnership provided certain financial guarantees of Everett’s performance pursuant to a Terminal Demolition and Remediation

Responsibilities Agreement (“TDRRA”) between Landco and ExxonMobil (the “Remediation Guaranty”). The Remediation Guaranty was executed at the closing of the Project Site purchase, concurrently with Landco’s execution of the TDRRA. The Remediation Guaranty was provided to ExxonMobil to provide security for Landco’s obligations to perform and complete the demolition and remediation responsibilities set forth in the TDRRA. The maximum amount of financial assurances liability of the Partnership under the Remediation Guaranty is$75.0 million (the “Guaranty Threshold”). The Guaranty Threshold will be reduced on a dollar-for-dollar basis as Landco undertakes demolition and remediation activities under the TDRRA. Through June 30, 2025, Everett expended approximately $28.7 million on such demolition and remediation activities, which reduced the Guaranty Threshold to $46.3 million.

The Partnership received financial assurances from the Everett Investor and certain of its affiliates that allow the Partnership to recover 70% of any amounts paid under the Remediation Guaranty, up to $52.5 million. The Partnership’s loss exposure for the Everett investment is limited to the Partnership’s investment in the joint venture and any amounts due under the Remediation Guaranty. The Partnership recognized its performance obligation under the Remediation Guaranty at fair value, which was immaterial at both June 30, 2025 and December 31, 2024.

Spring Partners Retail LLC

On March 1, 2023, the Partnership entered into a Limited Liability Company Agreement, as amended (the “SPR LLCAgreement”) of SPR, a Delaware limited liability company formed as a joint venture with ExxonMobil for the purpose of engaging in the business of operating retail locations in the state of Texas and such other states as may be approved by SPR’s board of managers. In accordance with the SPR LLC Agreement, the Partnership invested approximately$69.5 million in cash for a 49.99% ownership interest. ExxonMobil has the remaining 50.01% ownership interest in SPR. SPR is managed by atwo-person board of managers, one of whom is designated by the Partnership. The day-to-day activities of SPR are operated by SPR Operator, a wholly owned subsidiary of the Partnership. SPR Operator provides administrative and support functions, such as operations and management support, accounting, legal and human resources and information technology services and systems to SPR for an annual fixed fee.

The Partnership accounts for its investment in SPR as an equity method investment as the Partnership has significant influence, but not a controlling interest in the investee. Under this method with regard to SPR, the investment is carried originally at cost, increased by any allocated share of the investee’s net income and contributions made, and decreased by any allocated share of the investee’s net losses and distributions received. The investee’s allocated share of income and losses is based on the rights and priorities outlined in the joint venture agreement.

On June 1, 2023, SPR acquired a portfolio of 64 Houston-area convenience and fueling facilities from Landmark Industries, LLC and its related entities. The portfolio included 66 sites as of June 30, 2025.

The Partnership recognized income (loss) of $0.9 million and ($0.3 million) for the three months ended June 30, 2025 and 2024, respectively, and $0.9 million and ($1.9 million) for the six months ended June 30, 2025 and 2024, respectively, which is includedin income (loss) from equity method investments in the accompanying consolidated statements of operations. The Partnership’s investment balance in the joint venture was$76.3 million and $75.5 million at June 30, 2025 and December 31, 2024, respectively, which is includedin equity method investments in the accompanying consolidated balance sheets.

Note 11. Related Party Transactions

Services Agreement—The Partnership is a party to a services agreement with various entities which own limited partner interests in the Partnership and interests in the General Partner and which are 100% owned by members of the Slifka family (the “Slifka Entities Services Agreement”), pursuant to which the Partnership provides certain tax, accounting, treasury, and legal support services and such Slifka entities pay the Partnership an annual services fee of $20,000, and which Slifka Entities Services Agreement has been approved by the Conflicts Committee of the board of

directors of the General Partner. The Slifka Entities Services Agreement is for an indefinite term and any party may terminate some or all of the services upon ninety (90) days’ advance written notice. As of June 30, 2025, no such notice of termination had been given by any party to the Slifka Entities Services Agreement.

General Partner—Affiliates of the Slifka family own 100% of the ownership interests in the General Partner. The General Partner employs substantially all of the Partnership’s employees, except for most of its gasoline station and convenience store employees, who are employed by GMG, and for substantially all of the employees who primarily or exclusively provide services to SPR, who are employed by SPR Operator. The Partnership reimburses the General Partner for expenses incurred in connection with these employees. These expenses, including bonus, payroll and payroll taxes, were$55.2 million and $50.8 million for the three months ended June 30, 2025 and 2024, respectively, and $132.8 million and $110.3 million for the six months ended June 30, 2025 and 2024, respectively. The Partnership also reimburses the General Partner for its contributions under the General Partner’s 401(k) Savings and Profit Sharing Plan.

Spring Partners Retail LLC—The Partnership, through its subsidiary, SPR Operator, is party to an operations and maintenance agreement with the Partnership’s joint venture, SPR (see Note 10). Pursuant to this agreement, certain employees of the Partnership provide SPR with services including administrative and support functions, such as operations and management support, accounting, legal and human resources and information technology services and systems to SPR for which SPR pays SPR Operator, and therefore the Partnership, an annual fixed fee. The Partnership received approximately$0.5 million and $0.9 million from SPR associated with the operations and management agreement for the three months ended June 30, 2025 and 2024, respectively, and $1.2 million and $1.9 million for the six months ended June 30, 2025 and 2024, respectively, which are included in selling, general and administrative expenses in the accompanying consolidated statements of operations. In addition, SPR Operator employs substantially all of the employees who primarily or exclusively provide services to the Partnership’s joint venture. SPR reimburses the Partnership for direct expenses incurred in connection with these employees, which amounted to$3.3 million and $4.5 million for the three months ended June 30, 2025 and 2024, respectively, and $6.9 million and $8.9 million for the six months ended June 30, 2025 and 2024, respectively.

Accounts receivable–affiliates consisted of the following (in thousands):

​​​​​​​​
​ · ​ · June 30, · ​ · December 31, · ​
​ · 2025 · 2024
Receivables from the General Partner (1)​$5,632​$5,156​
Receivables from Spring Partners Retail LLC (2)​​1,500​​1,094​
Total​$7,132​$6,250​
(1)Receivables from the General Partner reflect the Partnership’s prepayment of payroll taxes and payroll accruals to the General Partner and are due to the timing of the payroll obligations.
(2)Receivables from SPR reflect the Partnership’s payment of direct expenditures on behalf of SPR under the operations and maintenance agreement.

BIG GRP 275 Grove JV LLC—On January 23, 2025, the Partnership, through its wholly owned subsidiary, Global HQ 2 LLC, entered into a Limited Liability Company Agreement, as amended, of BGRP, a Delaware limited liability company formed as a joint venture with unrelated third parties to acquire and operate an office building located in Newton, Massachusetts. Also on January 23, 2025, the Partnership signed a 12-year lease arrangement for space in this property that will serve as the Partnership’s principal executive office at the termination of its existing leased space in Waltham, Massachusetts in 2026. See Note 10.

Everett Landco GP, LLC—On October 23, 2023, the Partnership, through its wholly owned subsidiary, Global Everett Landco, LLC, entered into the Everett LLC Agreement of Everett, a Delaware limited liability company formed

as a joint venture with the Everett Investor, an entity controlled by an affiliate of The Davis Companies, a company primarily involved in the acquisition, development, management and sale of commercial real estate. See Note 10.

Sale of the Revere Terminal—On June 28, 2022, the Partnership completed the sale of its terminal located on Boston Harbor in Revere, Massachusetts (the “Revere Terminal”) to Revere MA Owner LLC (the “Revere Buyer”) for a purchase price of $150.0 million in cash. In connection with closing under the purchase agreement between the Partnership and the Revere Buyer, the Partnership entered into a leaseback agreement, which meets the criteria for sale accounting, with the Revere Buyer pursuant to which the Partnership leases back key infrastructure at the Revere Terminal, including certain tanks, dock access rights, and loading rack infrastructure, to allow the Partnership to continue business operations at the Revere Terminal. The Partnership terminated the leaseback agreement on September 30, 2024.

Pursuant to the terms of the purchase agreement the Partnership entered into with affiliates of the Slifka family (the “Initial Sellers”), related parties, in 2015 to acquire the Revere Terminal, the Initial Sellers were entitled to an amount equal tofifty percent of the net proceeds (as defined in the 2015 purchase agreement) (the “Initial Sellers Share”) from the sale of the Revere Terminal. At the time of the 2022 closing, the preliminary calculation of the Initial Sellers Share was approximately$44.3 million, which amount was subject to future revisions.

The final calculation of the Initial Sellers Share, including a sharing of any additional expenses in order to satisfy outstanding obligations under the Partnership’s then current government storage contract at the Revere Terminal and potential operating losses or profits relating to the operation of the Revere Terminal during the initial leaseback term, was expected to occur upon the expiration of such storage contract. The Partnership recorded$0 and approximately $21.5 million of such additional expenses due to the Initial Sellers which are included in accrued expenses and other current liabilities in the accompanying consolidated balance sheets as of June 30, 2025 and December 31, 2024, respectively.

On January 17, 2025, the Partnership preliminarily settled its obligations under the purchase agreement and the storage contract at the Revere Terminal and paid an additional $22.1 million relating to the final calculation of the Initial Sellers Share, as adjusted for shared expenses and potential operating losses or profits. On May 6, 2025, the final calculation of the Initial Sellers share was determined and resulted in an amount due from the Initial Sellers of$0.7 million which was reimbursed to the Partnership.

Note 12. Partners’ Equity and Cash Distributions

Partners’ Equity

Common Units and General Partner Interest

At June 30, 2025, there were 33,995,563 common units issued, including 6,284,877 common units held by affiliates of the General Partner, including directors and executive officers, and 94,548 common units held by the General Partner on behalf of the Partnership pursuant to its repurchase program for future LTIP obligations, collectively representing a 99.33% limited partner interest in the Partnership, and 230,303 general partner units representing a 0.67% general partner interest in the Partnership. There were no changes to common units or the general partner interest during the three and six months ended June 30, 2025.

Series A Preferred Units

On April 15, 2024 the Partnership redeemed all 2,760,000 of its Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (the “Series* *A Preferred Units”) at a redemption price of$25.00 per unit, plus a

$0.514275 per unit cash distribution for the period from February 15, 2024 through April 14, 2024. Effective April 15, 2024, the Series A Preferred Units areno longer outstanding.

Series B Preferred Units

At June 30, 2025, there were 3,000,000 9.50% Series* B Fixed Rate Cumulative Redeemable Perpetual Preferred Units issued representing limited partners interests (the “Series B Preferred Units”) for $25.00 per Series *B Preferred Unit outstanding. There were no changes to the Series B Preferred Units during the three and six months ended June 30, 2025.

Cash Distributions

Common Units

The Partnership intends to make cash distributions to common unitholders on a quarterly basis, although there is no assurance as to the future cash distributions since they are dependent upon future earnings, capital requirements, financial condition and other factors. The Credit Agreement prohibits the Partnership from making cash distributions if any potential default or Event of Default, as defined in the Credit Agreement, occurs or would result from the cash distribution. The indentures governing the Partnership’s outstanding senior notes also limit the Partnership’s ability to make distributions to its common unitholders in certain circumstances.

Within 45 days after the end of each quarter, the Partnership will distribute all of its Available Cash (as defined in its partnership agreement) to common unitholders of record on the applicable record date.

The Partnership will make distributions of Available Cash from distributable cash flow for any quarter in the following manner:99.33% to the common unitholders, pro rata, and 0.67% to the General Partner, until the Partnership distributes for each outstanding common unit an amount equal to the minimum quarterly distribution for that quarter; and thereafter, cash in excess of the minimum quarterly distribution is distributed to the common unitholders and the General Partner based on the percentages as provided below.

As holder of the IDRs, the General Partner is entitled to incentive distributions if the amount that the Partnership distributes with respect to any quarter exceeds specified target levels shown below:

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · ​ · ​ · Marginal Percentage
​ · ​ · Total Quarterly Distribution · ​ · Interest in Distributions
​ · Target Amount · Unitholders · General Partner
First Target Distribution​​up to $0.462599.33%0.67%
Second Target Distribution​above $0.4625 up to $0.537586.33%13.67%
Third Target Distribution​above $0.5375 up to $0.662576.33%23.67%
Thereafter​above $0.662551.33%48.67%

The Partnership paid the following cash distributions to common unitholders during 2025 (in thousands, except per unit data):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · For the · Per Unit · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
Cash Distribution · ​ · Quarter · ​ · Cash · ​ · Common · ​ · General · ​ · Incentive · ​ · Total Cash
Payment Date · Ended · ​ · Distribution · ​ · Units · ​ · Partner · ​ · Distribution · ​ · Distribution
2/14/2025 (1)​12/31/24​$0.7400​$25,157​$198​$4,128​$29,483​
5/15/2025 (1)​03/31/25​0.7450​25,327​201​4,287​29,815​
(1)This distribution resulted in the Partnership exceeding its third target level distribution for this quarter. As a result, the General Partner, as the holder of the IDRs, received an incentive distribution.

In addition, on July 25, 2025, the board of directors of the General Partner declared a quarterly cash distribution of $0.7500 per unit ($3.00 per unit on an annualized basis) on all of its outstanding common units for the period from April 1, 2025 through June 30, 2025. On August 14, 2025, the Partnership will pay this cash distribution to its common unitholders of record as of the close of business on August 8, 2025.

Series A Preferred Units

Prior to the April 15, 2024 redemption of the Series A Preferred Units discussed above, distributions on the Series A Preferred Units were cumulative from August 7, 2018, the original issue date of the Series A Preferred Units, and were payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year (each, a “Series A Distribution Payment Date”), commencing on November 15, 2018, to holders of record as of the opening of business on the February 1, May 1, August 1 or November 1 next preceding the Series A Distribution Payment Date, in each case, when, as, and if declared by the General Partner out of legally available funds for such purpose. Distributions on the Series A Preferred Units were paid out of Available Cash with respect to the quarter immediately preceding the applicable Series A Distribution Payment Date.

Series B Preferred Units

Distributions on the Series B Preferred Units are cumulative from March 24, 2021, the original issue date of the Series B Preferred Units, and payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year (each, a “Series B Distribution Payment Date”), commencing on May 15, 2021, to holders of record as of the opening of business on the February 1, May 1, August 1 or November 1 next preceding the Series B Distribution Payment Date, in each case, when, as, and if declared by the General Partner out of legally available funds for such purpose. Distributions on the Series B Preferred Units will be paid out of Available Cash with respect to the quarter immediately preceding the applicable Series B Distribution Payment Date.

The distribution rate for the Series B Preferred Units is 9.50% per annum of the $25.00 liquidation preference per Series B Preferred Unit (equal to $2.375 per Series B Preferred Unit per annum).

At any time on or after May 15, 2026, the Partnership may redeem, in whole or in part, the Series B Preferred Units at a redemption price in cash of $25.00 per Series B Preferred Unit plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption, whether or not declared. The Partnership must provide not less than 30 days’ and not more than 60 days’ advance written notice of any such redemption.

The Partnership paid the following cash distributions on the Series B Preferred Units during 2025 (in thousands, except per unit data):

​​​​​​​​​​
​ · ​ · For the · Per Unit · ​ · ​
Cash Distribution · ​ · Quarterly Period · ​ · Cash · ​ · Total Cash
Payment Date · Covering · Distribution · Distribution
2/18/2025​11/15/24 - 2/14/25​$0.59375​$1,781​
5/15/2025​2/15/25 - 5/14/25​​0.59375​​1,781​

On July 14, 2025, the board of directors of the General Partner declared a quarterly cash distribution of $0.59375 per unit ($2.375 per unit on an annualized basis) on the Series B Preferred Units for the period from May 15, 2025 through August 14, 2025. This distribution will be payable on August 15, 2025 to holders of record as of the opening of business on August 1, 2025.

Note 13. Segment Reporting

Summarized financial information for the Partnership’s reportable segments is presented in the table below (in thousands):

​​​​​​​​​​​​​​
​ · ​ · Three Months Ended · ​ · Six Months Ended · ​
​ · ​ · June 30, · ​ · June 30,
​ · 2025 · 2024 · 2025 · ​ · 2024
Wholesale Segment:​​​​​​​​​​​​​
Sales​​​​​​​​​​​​​
Gasoline and gasoline blendstocks​$2,139,272​$1,745,666​$3,860,692​$3,119,258​
Distillates and other oils (1)​993,228​917,022​2,462,244​2,182,778​
Total​$3,132,500​$2,662,688​$6,322,936​$5,302,036​
Product margin​​​​​​​​​​​​​
Gasoline and gasoline blendstocks​$58,794​$70,412​$115,963​$100,173​
Distillates and other oils (1)​32,938​21,453​69,409​41,112​
Total​$91,732​$91,865​$185,372​$141,285​
Gasoline Distribution and Station Operations Segment:​​​​​​​​​​​​​
Sales​​​​​​​​​​​​​
Gasoline​$1,077,203​$1,316,548​$2,082,558​$2,413,825​
Station operations (2)​141,371​149,525​262,725​279,693​
Total​$1,218,574​$1,466,073​$2,345,283​$2,693,518​
Product margin​​​​​​​​​​​​​
Gasoline​$137,916​$147,313​$263,667​$268,943​
Station operations (2)​69,972​74,154​132,084​140,241​
Total​$207,888​$221,467​$395,751​$409,184​
Commercial Segment:​​​​​​​​​​​​​
Sales​$275,851​$280,937​$550,903​$559,536​
Product margin​$6,105​$6,222​$13,250​$13,190​
Combined sales and Product margin:​​​​​​​​​​​​​
Sales​$4,626,925​$4,409,698​$9,219,122​$8,555,090​
Product margin (3)​$305,725​$319,554​$594,373​$563,659​
Depreciation allocated to cost of sales​(33,363)​(31,670)​(66,770)​(60,640)​
Combined gross profit​$272,362​$287,884​$527,603​$503,019​
(1)Distillates and other oils (primarily residual oil and crude oil).
(2)Station operations consist of convenience store and prepared food sales, rental income and sundries.
(3)Product margin is a non-GAAP financial measure used by management and external users of the Partnership’s consolidated financial statements to assess its business. The table above includes a reconciliation of product margin on a combined basis to gross profit, a directly comparable GAAP measure.

Approximately 119 million gallons and 121 million gallons of the GDSO segment’s sales for the three months ended June 30, 2025 and 2024, respectively, and 226 million gallons and 220 million gallons of the GDSO segment’s sales for the six months ended June 30, 2025 and 2024, respectively, were supplied from petroleum products and renewable fuels sourced by the Wholesale segment. The Commercial segment’s sales were predominantly sourced by the Wholesale segment. These intra-segment sales are not reflected as sales in the Wholesale segment as they are eliminated.

The following tables provide the Partnership’s significant segment operating expenses for each reportable segment, as well as a reconciliation of the totals reported for the reportable segments to the applicable line items in the accompanying consolidated financial statements for the periods presented (in thousands):

​​​​​​​​​​​​​​
​ · ​ · Three Months Ended June 30, 2025
​ · Wholesale · GDSO · Commercial · Consolidated
Sales​$3,132,500​$1,218,574​$275,851​$4,626,925​
Cost of products​3,040,768​1,010,686​269,746​4,321,200​
Product margin​​91,732​​207,888​​6,105​​305,725​
Operating expenses allocated to operating segments:​​​​​​​​​​​​​
Wages and benefits (1)​​10,985​​29,463​​—​​40,448​
Occupancy costs (2)​​5,385​​27,126​​—​​32,511​
Transactional operating costs (3)​​—​​22,636​​—​​22,636​
Maintenance (4)​​19,083​​11,586​​—​​30,669​
Other segment operating expenses​​4,517​​4,882​​—​​9,399​
Total operating expenses allocated to operating segments​$39,970​$95,693​$—​​135,663​
Operating expenses not allocated to operating segments:​​​​​​​​​​​​​
Depreciation allocated to cost of sales​​​​​​​33,363​
Selling, general and administrative expenses​​​​​​​​​​​74,775​
Amortization expense​​​​​​​​​​​1,376​
Net loss on sale and disposition of assets​​​​​​​​​​​271​
Long-lived asset impairment​​​​​​​​​​​211​
Total operating expenses not allocated to operating expenses​​​​​​​​​​​109,996​
Operating income​​​​​​​​​​​60,066​
Income from equity method investments​​​​​​​​​​​2,350​
Interest expense​​​​​​​​​​​(34,523)​
Loss on early extinguishment of debt​​​​​​​​​​​(2,795)​
Income tax benefit​​​​​​​​​​​112​
Net income​​​​​​​​​​$25,210​
(1)Includes salary and wages, payroll taxes, fringe benefits and other employee expenses
(2)Includes rent and leases expenses, property taxes and utilities
(3)Includes commissions and credit card fees
(4)Includes maintenance and repairs, environmental and seasonal site maintenance expenses
​​​​​​​​​​​​​​
​ · ​ · Three Months Ended June 30, 2024
​ · Wholesale · GDSO · Commercial · Consolidated
Sales​$2,662,688​$1,466,073​$280,937​$4,409,698​
Cost of products​2,570,823​1,244,606​274,715​4,090,144​
Product margin​​91,865​​221,467​​6,222​​319,554​
Operating expenses allocated to operating segments:​​​​​​​​​​​​​
Wages and benefits (1)​​11,397​​30,225​​—​​41,622​
Occupancy costs (2)​​5,556​​26,259​​—​​31,815​
Transactional operating costs (3)​​—​​24,285​​—​​24,285​
Maintenance (4)​​12,373​​10,132​​—​​22,505​
Other segment operating expenses​​4,247​​5,485​​—​​9,732​
Total operating expenses allocated to operating segments​$33,573​$96,386​$—​​129,959​
Operating expenses not allocated to operating segments:​​​​​​​​​​​​​
Depreciation allocated to cost of sales​​​​​​​31,670​
Selling, general and administrative expenses​​​​​​​​​​​72,370​
Amortization expense​​​​​​​​​​​1,989​
Net gain on sale and disposition of assets​​​​​​​​​​​(303)​
Total operating expenses not allocated to operating expenses​​​​​​​​​​​105,726​
Operating income​​​​​​​​​​​83,869​
Loss from equity method investments​​​​​​​​​​​(346)​
Interest expense​​​​​​​​​​​(35,531)​
Income tax expense​​​​​​​​​​​(1,843)​
Net income​​​​​​​​​​$46,149​
(1)Includes salary and wages, payroll taxes, fringe benefits and other employee expenses
(2)Includes rent and leases expenses, property taxes and utilities
(3)Includes commissions and credit card fees
(4)Includes maintenance and repairs, environmental and seasonal site maintenance expenses
​​​​​​​​​​​​​​
​ · ​ · Six Months Ended June 30, 2025
​ · Wholesale · GDSO · Commercial · Consolidated
Sales​$6,322,936​$2,345,283​$550,903​$9,219,122​
Cost of products​6,137,564​1,949,532​537,653​8,624,749​
Product margin​​185,372​​395,751​​13,250​​594,373​
Operating expenses allocated to operating segments:​​​​​​​​​​​​​
Wages and benefits (1)​​22,863​​58,873​​—​​81,736​
Occupancy costs (2)​​11,308​​53,500​​—​​64,808​
Transactional operating costs (3)​​—​​43,348​​—​​43,348​
Maintenance (4)​​30,731​​23,040​​—​​53,771​
Other segment operating expenses​​8,703​​10,012​​—​​18,715​
Total operating expenses allocated to operating segments​$73,605​$188,773​$—​​262,378​
Operating expenses not allocated to operating segments:​​​​​​​​​​​​​
Depreciation allocated to cost of sales​​​​​​​66,770​
Selling, general and administrative expenses​​​​​​​​​​​148,492​
Amortization expense​​​​​​​​​​​2,788​
Net gain on sale and disposition of assets​​​​​​​​​​​(2,219)​
Long-lived asset impairment​​​​​​​​​​​211​
Total operating expenses not allocated to operating expenses​​​​​​​​​​​216,042​
Operating income​​​​​​​​​​​115,953​
Income from equity method investments​​​​​​​​​​​2,416​
Interest expense​​​​​​​​​​​(70,562)​
Loss on early extinguishment of debt​​​​​​​​​​​(2,795)​
Income tax expense​​​​​​​​​​​(1,118)​
Net income​​​​​​​​​​$43,894​
(1)Includes salary and wages, payroll taxes, fringe benefits and other employee expenses
(2)Includes rent and leases expenses, property taxes and utilities
(3)Includes commissions and credit card fees
(4)Includes maintenance and repairs, environmental and seasonal site maintenance expenses
​​​​​​​​​​​​​​
​ · ​ · Six Months Ended June 30, 2024
​ · Wholesale · GDSO · Commercial · Consolidated
Sales​$5,302,036​$2,693,518​$559,536​$8,555,090​
Cost of products​5,160,751​2,284,334​546,346​7,991,431​
Product margin​​141,285​​409,184​​13,190​​563,659​
Operating expenses allocated to operating segments:​​​​​​​​​​​​​
Wages and benefits (1)​​21,916​​61,578​​—​​83,494​
Occupancy costs (2)​11,125​51,828​—​62,953​
Transactional operating costs (3)​​—​​45,231​​—​​45,231​
Maintenance (4)​​18,814​​21,709​​—​​40,523​
Other segment operating expenses​​7,571​​10,337​​—​​17,908​
Total operating expenses allocated to operating segments​$59,426​$190,683​$—​​250,109​
Operating expenses not allocated to operating segments:​​​​​​​​​​​​​
Depreciation allocated to cost of sales​​​​​​​​​​​60,640​
Selling, general and administrative expenses​​​​​​​​​​​142,151​
Amortization expense​​​​​​​​​​​3,858​
Net gain on sale and disposition of assets​​​​​​​​​​​(2,804)​
Total operating expenses not allocated to operating expenses​​​​​​​​​​​203,845​
Operating income​​​​​​​​​​​109,705​
Loss from equity method investments​​​​​​​​​​​(1,725)​
Interest expense​​​​​​​​​​​(65,227)​
Income tax expense​​​​​​​​​​​(2,206)​
Net income​​​​​​​​​​$40,547​
(1)Includes salary and wages, payroll taxes, fringe benefits and other employee expenses
(2)Includes rent and leases expenses, property taxes and utilities
(3)Includes commissions and credit card fees
(4)Includes maintenance and repairs, environmental and seasonal site maintenance expenses

The Partnership’s foreign assets and foreign sales were immaterial as of and for the three and six months ended June 30, 2025 and 2024.

Segment Assets

The Partnership’s terminal assets are allocated to the Wholesale segment, and its retail gasoline stations are allocated to the GDSO segment. Due to the commingled nature and uses of the remainder of the Partnership’s assets, it is not reasonably possible for the Partnership to allocate these assets among its reportable segments.

The table below presents total assets by reportable segment at June 30, 2025 and December 31, 2024 (in thousands):

​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​
​ · ​ · Wholesale · ​ · GDSO · ​ · Commercial · ​ · Unallocated (1) · ​ · Total
June 30, 2025$1,217,271$1,846,021$—$721,046$3,784,338
December 31, 2024$1,333,102$1,859,417$—$595,679$3,788,198
(1)Includes the Partnership’s equity method investments (see Note 10).

Note 14. Net Income Per Common Limited Partner Unit

Under the Partnership’s partnership agreement, for any quarterly period, the incentive distribution rights (“IDRs”) participate in net income only to the extent of the amount of cash distributions actually declared, thereby excluding the IDRs from participating in the Partnership’s undistributed net income or losses. Accordingly, the Partnership’s undistributed net income or losses is assumed to be allocated to the common unitholders and to the General Partner’s general partner interest.

Common units outstanding as reported in the accompanying consolidated financial statements at June 30, 2025 and December 31, 2024 excludes 94,548 and 327,307 common units, respectively, held on behalf of the Partnership pursuant to its repurchase program. These units are not deemed outstanding for purposes of calculating net income per common limited partner unit (basic and diluted). For all periods presented below, the Partnership’s preferred units are not potentially dilutive securities based on the nature of the conversion feature.

The following table provides a reconciliation of net income and the assumed allocation of net income to the common limited partners (after deducting amounts allocated to preferred unitholders) for purposes of computing net income per common limited partner unit for the periods presented (in thousands, except per unit data):

​​​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · Three Months Ended June 30, 2025 · ​ · ​ · Three Months Ended June 30, 2024
​ · ​ · ​ · ​ · Common · General · ​ · ​ · ​ · ​ · Common · General · ​ · ​
​ · ​ · ​ · ​ · ​ · Limited · ​ · Partner · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Limited · ​ · Partner · ​ · ​ · ​
Numerator: · Total · Partners · Interest · IDRs · Total · Partners · Interest · IDRs
Net income​$25,210​$20,595​$4,615​$—​​$46,149​$42,347​$3,802​$—​
Declared distribution​$30,146​$25,497​$203​$4,446​​$28,159​$24,477​$189​$3,493​
Assumed allocation of undistributed net (loss) income​(4,936)​(4,902)​(34)​—​​17,990​17,870​120​—​
Assumed allocation of net income​$25,210​$20,595​$169​$4,446​​$46,149​$42,347​$309​$3,493​
Less: Preferred limited partner interest in net income​​​​​1,781​​​​​​​​​​​​2,097​​​​​​​
Less: Redemption of Series A preferred limited partner units​​​​​—​​​​​​​​​​​​2,634​​​​​​​
Net income attributable to common limited partners​​​​$18,814​​​​​​​​​​​$37,616​​​​​​​
Denominator:​​​​​​​​​​​​​​​​​​​​​​​​​​
Basic weighted average common units outstanding​​​​33,918​​​​​​​​​​​33,910​​​​​​​
Dilutive effect of phantom units​​​​177​​​​​​​​​​​368​​​​​​​
Diluted weighted average common units outstanding​​​​34,095​​​​​​​​​​​34,278​​​​​​​
Basic net income per common limited partner unit​​​​$0.55​​​​​​​​​​​$1.11​​​​​​​
Diluted net income per common limited partner unit​​​​$0.55​​​​​​​​​​​$1.10​​​​​​​
​​​​​​​​​​​​​​​​​​​​​​​​​​​
​ · ​ · Six Months Ended June 30, 2025 · Six Months Ended June 30, 2024
​ · ​ · ​ · ​ · Common · General · ​ · ​ · ​ · ​ · ​ · ​ · Common · General · ​ · ​
​ · ​ · ​ · ​ · ​ · Limited · ​ · Partner · ​ · ​ · ​ · ​ · ​ · ​ · ​ · ​ · Limited · ​ · Partner · ​ · ​ · ​
Numerator: · ​ · Total · ​ · Partners · ​ · Interest · ​ · IDRs · Total · Partners · Interest · IDRs
Net income​$43,894​$34,867​$9,027​$—​​$40,547​$33,609​$6,938​$—​
Declared distribution​$59,961​$50,824​$404​$8,733​​$55,655​$48,614​$374​$6,667​
Assumed allocation of undistributed net loss​(16,067)​(15,957)​(110)​—​​(15,108)​(15,005)​(103)​—​
Assumed allocation of net income​$43,894​$34,867​$294​$8,733​​$40,547​$33,609​$271​$6,667​
Less: Preferred limited partner interest in net income​​​​​3,562​​​​​​​​​​​​6,013​​​​​​​
Less: Redemption of Series A preferred limited partner units​​​​​—​​​​​​​​​​​​2,634​​​​​​​
Net income attributable to common limited partners​​​​$31,305​​​​​​​​​​​$24,962​​​​​​​
Denominator:​​​​​​​​​​​​​​​​​​​​​​​​​​
Basic weighted average common units outstanding​​​​33,902​​​​​​​​​​​33,936​​​​​​​
Dilutive effect of phantom units​​​​302​​​​​​​​​​​337​​​​​​​
Diluted weighted average common units outstanding​​​​34,204​​​​​​​​​​​34,273​​​​​​​
Basic net income per common limited partner unit​​​​$0.92​​​​​​​​​​​$0.74​​​​​​​
Diluted net income per common limited partner unit​​​​$0.92​​​​​​​​​​​$0.73​​​​​​​

See Note 12, “Partners’ Equity and Cash Distributions” for information on declared cash distributions.

Note 15. Legal Proceedings

General

Although the Partnership may, from time to time, be involved in litigation and claims arising out of its operations in the normal course of business, the Partnership does not believe that it is a party to any litigation that will have a material adverse impact on its financial condition or results of operations. Except as described below and in Note 9 included herein, the Partnership is not aware of any significant legal or governmental proceedings against it or contemplated to be brought against it. The Partnership maintains insurance policies with insurers in amounts and with coverage and deductibles as its general partner believes are reasonable and prudent. However, the Partnership can provide no assurance that this insurance will be adequate to protect it from all material expenses related to potential future claims or that these levels of insurance will be available in the future at economically acceptable prices.

Other

In December 2024, the Conservation Law Foundation (“CLF”) served the Partnership with a complaint alleging that past and present discharges at and from the Partnership’s terminal located on Broadway Street in Chelsea, MA and the Partnership’s former terminal located in Revere, MA exceeded the numeric effluent limits permitted under the terminals’ respective National Pollution Discharge Elimination System (“NPDES”) permits. The complaint was filed by the CLF in July 2024. In August 2024, a month after the CLF filed its complaint, the EPA and the Partnership executed an administrative order on consent to address the exceedances at both terminals under each terminal’s respective NPDES permit. The issuance of the administrative order on consent by the EPA may significantly lessen, if not eliminate entirely, the ability for the CLF to seek and recover relief through its complaint against the Partnership. The Partnership believes it has meritorious defenses and intends to vigorously contest the allegations raised in the complaint.

In May 2024, a petition was filed against the Partnership’s joint venture, SPR, and the Partnership’s wholly owned subsidiary, SPR Operator, in the District Court of Harris County, Texas, alleging, among other things, the wrongful death of a customer at a retail site in Houston, Texas. SPR and SPR Operator have meritorious defenses to the allegations in the petition and will vigorously contest this matter.

The Partnership received a letter from the Office of the Attorney General of the State of Connecticut (“CT AG”) dated June 28, 2022 seeking information from the Partnership related to its sales of motor fuel to retailers within the State of Connecticut from February 3, 2022 through June 28, 2022. The Partnership has been advised that the CTAG’s office sent similar requests for information to market participants across the petroleum industry. The Partnership has complied with the CT AG’s request and submitted information responsive thereto.

The Partnership received a Subpoena Duces Tecum dated May 13, 2022 from the Office of the Attorney General of the State of New York (“NYAG”) requesting information regarding charges paid by retailers, distributors, or consumers for oil and gas products in or within the proximity of the State of New York during the disruption of the market triggered by Russia’s 2022 invasion of Ukraine. The Partnership has been advised that the NY AG’s office sent similar subpoena requests for information to market participants across the petroleum industry. The Partnership submitted information to the NY AG’s office and cooperated with the NY AG’s office with respect to its obligations under the subpoena.

The Partnership received letters from the EPA dated November 2, 2011 and March 29, 2012, containing requirements and testing orders (collectively, the “Requests for Information”) for information under the Clean Air Act (“CAA”). The Requests for Information were part of an EPA investigation to determine whether the Partnership has violated sections of the CAA at certain of its terminal locations in New England with respect to residual oil and asphalt. On June 6, 2014, a Notice of Violation was received from the EPA, alleging certain violations of its Air Emissions License issued by the Maine Department of Environmental Protection, based upon the test results at the South Portland, Maine terminal. The Partnership met with and provided additional information to the EPA with respect to the alleged violations. On April 7, 2015, the EPA issued a Supplemental Notice of Violation modifying the allegations of violations of the terminal’s Air Emissions License. The Partnership has entered into a consent decree (the “Consent Decree”) with the EPA and the United States Department of Justice (the “Department of Justice”), which was filed in the U.S. District Court for the District of Maine (the “Court”) on March 25, 2019. The Consent Decree was entered by the Court on December 19, 2019. The Partnership believes that compliance with the Consent Decree and implementation of the requirements of the Consent Decree will have no material impact on its operations.

Note 16. New Accounting Standards

There have been no recently issued accounting standards that are expected to have a material impact on the Partnership’s consolidated financial statements.

Note 17. Subsequent Events

Redemption of Senior Notes**—**On August 1, 2025, the Partnership redeemed the remaining portion of the 2027 Notes not purchased in the tender offer in the amount of $39.7 million with available funds under its revolving credit facility. See Note 6.

Distribution to Common Unitholders—On July 25, 2025, the board of directors of the General Partner declared a quarterly cash distribution of $0.7500 per unit ($3.00 per unit on an annualized basis) for the period from April 1, 2025 through June 30, 2025. On August 14, 2025, the Partnership will pay this cash distribution to its common unitholders of record as of the close of business on August 8, 2025.

Distribution to Series B Preferred Unitholders—On July 14, 2025, the board of directors of the General Partner declared a quarterly cash distribution of $0.59375 per unit ($2.375 per unit on an annualized basis) on the Series B Preferred Units, covering the period from May 15, 2025 through August 14, 2025. This distribution will be payable on August 15, 2025 to holders of record as of the opening of business on August 1, 2025.

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