Business Context and Reporting Period
This Form 8-K Current Report was filed by CrossAmerica Partners LP on July 7, 2016. The filing serves as a Regulation FD disclosure regarding a specific transaction adjustment related to the Partnership's investment in CST Brands, Inc. (CST).
Key Financial Metrics
The filing does not provide comprehensive financial statements, revenue, profit, cash flow, or debt metrics for the reporting period. The sole financial figure disclosed is a one-time purchase price adjustment.
- Purchase Price Adjustment: Approximately $18.2 million to be received by the Partnership.
Material Changes
The material change reported is an adjustment to the purchase price paid by CrossAmerica Partners LP for its 17.5% interest in CST's wholesale fuel business. This adjustment was triggered by CST's sale of 79 fuel stores in California and Wyoming to 7-Eleven. Following this sale, CST will no longer supply fuel to these locations, necessitating the price adjustment.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on future operations, or specific risk factors beyond the transaction details. The document explicitly states that the information is furnished pursuant to Regulation FD and is not deemed "filed" for purposes of Section 18 of the Exchange Act, nor will it be incorporated by reference into any registration statement.
Investor Verification Checklist
- Verify the final settlement amount of the $18.2 million purchase price adjustment.
- Confirm the impact of the 79-store sale on CST's future wholesale fuel volume and the Partnership's revenue share.
- Review the attached press release (Exhibit 99.1) for detailed terms of the adjustment agreement.