CrossAmerica Partners Enters Material Definitive Agreement

TL;DR

**CrossAmerica Partners just inked a material definitive agreement, signaling a potentially big move for the company.**

AI Summary

CrossAmerica Partners LP filed an 8-K on February 23, 2024, reporting an event that occurred on February 20, 2024. The filing indicates an 'Entry into a Material Definitive Agreement' and 'Regulation FD Disclosure', along with 'Financial Statements and Exhibits'. The company, based in Allentown, PA, operates in wholesale petroleum and petroleum products.

Why It Matters

This filing signals a significant new agreement for CrossAmerica Partners LP, which could impact its future operations, financial performance, and strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement but lacks specific details, creating uncertainty about its potential impact.

Key Players & Entities

• CrossAmerica Partners LP (company) — Registrant
• February 20, 2024 (date) — Date of earliest event reported
• February 23, 2024 (date) — Filed as of date
• Allentown, PA (company) — Business address location
• 001-35711 (dollar_amount) — Commission File Number
• 610-625-8000 (dollar_amount) — Registrant's telephone number

FAQ

Key Financial Figures

• $16.9 million — 9 locations, for total consideration of $16.9 million. The Partnership will also acquire for

Filing Documents

• capl-20240220.htm (8-K) — 43KB
• capl-ex10_1.htm (EX-10.1) — 127KB
• 0000950170-24-019023.txt ( ) — 301KB
• capl-20240220.xsd (EX-101.SCH) — 30KB
• capl-20240220_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On February 20, 2024, in connection with the Applegreen Acquisition (defined under Item 7.01 below), CrossAmerica Partners LP, a Delaware limited partnership (the "Partnership"), and its subsidiary, Lehigh Gas Wholesale Services, Inc., a Delaware corporation (together with the Partnership, the "Borrowers"), entered into an amendment (the "Amendment") to the Borrowers' Credit Agreement, dated as of April 1, 2019 (as amended and restated by the Amendment and Restatement Agreement, dated as of March 31, 2023, the "Credit Agreement"), among the Borrowers, the guarantors from time to time party thereto, the lenders from time to time party thereto, and Citizens Bank, N.A., as administrative agent and collateral agent. The Amendment, among other things, modifies the definition of Consolidated EBITDA contained in the Credit Agreement to permit the full addback of certain lease termination expenses incurred in connection with the Applegreen Acquisition and the addback of other lease termination expenses incurred in connection with future transactions, subject to certain terms and conditions. The Amendment does not become effective until the closing of at least one transaction under the Applegreen Purchase Agreement (defined under Item 7.01 below). All other terms and conditions of the Credit Agreement remain in full force and effect. The foregoing description of the Amendment is qualified in its entirety by the full text of the Amendment which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 1.01.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On January 26, 2024, the Partnership entered into an agreement ("Applegreen Purchase Agreement") to acquire certain assets from Applegreen Midwest LLC and Applegreen Florida, LLC (collectively, the "Sellers") (the "Applegreen Acquisition"). The assets will be acquired via the termination of the Partnership's existing lease agreements with the Sellers at 59 locations, for total consideration of $16.9 million. The Partnership will also acquire for cash the inventory at the locations. The terms of the Partnership's existing leases with Applegreen Midwest LLC and Applegreen Florida, LLC can be extended to 2049 and 2048, respectively, including all renewal options. The termination of the existing lease agreements pursuant to the Applegreen Purchase Agreement is contemplated to occur during the first and second quarters of 2024 and is subject to customary closing conditions. In addition, the Applegreen Purchase Agreement contains customary representations and warranties of the parties as well as indemnification obligations by the Sellers and the Partnership, respectively, to each other. The information in this Item 7.01 is being furnished pursuant to Regulation FD and, according to general instruction B.2. of Form 8-K, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 7.01 shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended. By filing this Current Report on Form 8-K and furnishing the information in this Item 7.01, the Partnership makes no admission as to the materiality of any such information that the Partnership chooses to disclose solely because of Regulation FD.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 10.1 First Amendment to Amended and Restated Credit Agreement, dated as of February 20, 2024, by and among CrossAmerica Partners LP, Lehigh Gas Wholesale Services, Inc., certain entities listed on the signature pages thereto, as guarantors, the lenders and L/C issuers party thereto, and Citizens Bank, N.A., as administrative agent and collateral agent 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CrossAmerica Partners LP By: CrossAmerica GP LLC its general partner By: /s/ Keenan D. Lynch Name: Keenan D. Lynch Title: General Counsel and Chief Administrative Officer Dated: February 22, 2024

View Full Filing

View this 8-K filing on SEC EDGAR