CrossAmerica Partners LP - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by CrossAmerica Partners LP (CAPL) on August 18, 2021. The filing details the ongoing completion of an asset acquisition from 7-Eleven, Inc., involving the purchase of 106 convenience store sites in the Mid-Atlantic and Northeast regions of the U.S.
Key Financial Metrics and Transaction Details
- Total Transaction Value: $263.0 million for 106 sites (90 fee-owned, 16 leased).
- Acquisition Progress (as of Aug 18, 2021): 45 properties acquired for an aggregate purchase price of $146.3 million.
- Initial Closing (Late June 2021): 2 properties acquired for $4.2 million.
- Remaining Acquisition: 61 properties expected to be acquired for approximately $131.0 million.
- Funding Sources: Senior secured credit facility (CAPL JKM Partners LLC), undrawn capacity under the CAPL Credit Facility, and cash on hand.
- Financial Statements: Historical financial statements and pro forma financial information are not included in this filing; they are scheduled to be filed in an amendment (Form 8-K/A) within 71 days.
Material Changes and Operational Updates
The filing reports a material change in the company's asset base through the rolling acquisition of 7-Eleven/Speedway sites. The vast majority of acquired sites previously operated under the Speedway brand and are being rebranded upon closing. The acquisition is proceeding on a rolling basis, generally closing ten sites per week.
Outlook, Risks, and Contingencies
Management expects to complete the acquisition of the remaining 61 properties for approximately $131.0 million, subject to adjustments per the Asset Purchase Agreement. The filing notes that the description of the agreement is qualified by reference to the full agreement filed as Exhibit 2.1 to the May 11, 2021 Form 10-Q. No specific risks or unusual items beyond the standard acquisition contingencies are detailed in this text.
Key Facts for Investor Verification
- Verify the final purchase price adjustments for the remaining 61 properties against the $131.0 million estimate.
- Review the upcoming Form 8-K/A (due within 71 days) for historical financial statements of the acquired businesses and pro forma financial information.
- Confirm the rebranding timeline and operational integration costs for the 45 sites already acquired.
- Monitor the utilization of the CAPL Credit Facility and the senior secured credit facility to ensure sufficient liquidity for the remaining $131.0 million obligation.