GLP

Business Context and Reporting Period

Company: GLOBAL PARTNERS LP
Filing Type: Form 8-K (Current Report)
Date of Report: March 22, 2013
Event: Entry into a Material Definitive Agreement and Creation of a Direct Financial Obligation.

Key Financial Metrics

This filing does not report revenue, profit, cash flow, margins, or general liquidity metrics. It specifically addresses a modification to the company's credit facility with the following financial parameters:

• Maximum Receivables Sales Cap: $75,000,000 (aggregate amount of accounts receivable sold to AR Buyers not yet collected).
• Minimum Sale Price: Cash purchase price must be at least the Borrowing Base value or 85% of the face amount of the receivable.
• Use of Proceeds: Cash proceeds must be used to immediately repay outstanding Working Capital (WC) Loans.

Material Changes Versus Prior Period

The company entered into a Tenth Amendment to its Amended and Restated Credit Agreement (originally dated May 14, 2010). The material change permits the Loan Parties to sell certain accounts receivables to lenders or affiliates ("AR Buyers") under specific conditions. All other material terms of the Credit Agreement remain unchanged from the disclosures in the Annual Report on Form 10-K for the year ended December 31, 2012.

Guidance, Outlook, and Risks

Management Commentary: The amendment is designed to facilitate the sale of accounts receivables while maintaining strict controls to protect the credit facility's integrity.
Conditions and Restrictions:

• Sales are prohibited if a Default or Event of Default exists or would result from the sale.
• Receivables must be sold for cash.
• Immediate written notice to the Administrative Agent is required upon sale, repurchase, or termination of the Receivables Sales Agreement.
• Proceeds are restricted to immediate repayment of WC Loans.

Risks: The filing notes that the description of the amendment is qualified by reference to the full text of the Tenth Amendment (Exhibit 10.1).

Investor Verification Checklist

• Verify the full text of the Tenth Amendment to Amended and Restated Credit Agreement filed as Exhibit 10.1.
• Confirm the current status of outstanding Working Capital (WC) Loans to assess the immediate impact of receivables sales.
• Review the definition of "Borrowing Base" in the Credit Agreement to understand the valuation floor for receivables sales.
• Monitor future 8-K filings for notices of actual receivables sales or repurchases as required by the amendment.