ARKO Corp公布第二季純利增22% 斥2.05億美元收購USPP擴燃油分銷

EX-99.1
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arko-ex99_1.htm
EX-99.1

 
 EX-99.1
 
 
 Exhibit 99.1

 ARKO Petroleum Corp. Reports Second Quarter 2026 Results
~ Signs Agreement to Acquire a Vertically Integrated Fuel Supply and Distribution Platform ~
ARKO Petroleum Corp. (Nasdaq: APC) (“APC” or the “Company”), one of the largest wholesale fuel distributors in the United States, today announced financial results for the second quarter ended June 30, 2026 and reaffirms full-year financial 2026 guidance.
Second Quarter 2026 Key Highlights (vs. Year-Ago Period) 1,2
•Net income for the quarter increased to $12.2 million compared to $10.0 million. 

•Adjusted EBITDA for the quarter increased to $39.8 million compared to $38.3 million. 

•Net cash provided by operating activities for the quarter was $10.4 million compared to $23.2 million. 

•Discretionary Cash Flow for the quarter was $27.1 million compared to $24.2 million. 

•Total debt, net was $184.7 million and Net Debt was $324.2 million, in each case, as of June 30, 2026. 

Strategic Acquisition Announcement
•Today announced entering into an agreement to acquire the business of U.S. Petroleum Partners, LLC ("USPP"), a vertically integrated fuel supply and distribution platform serving customers throughout Great Lakes region. The strategic transaction would meaningfully expand APC’s platform and accelerate the growth strategy outlined at the time of its initial public offering.

•The acquisition is expected to increase the Company's annual fuel volumes by approximately 280 million gallons, or approximately 14% on a trailing twelve-months basis, by adding more than 400 dealer locations and meaningfully enhance the Company's commercial and operational scale.

•The acquisition is expected to be accretive and add approximately $30 million of annual Adjusted EBITDA and enhance Discretionary Cash Flow, further strengthening the Company's earnings diversification and cash generation capability.

•The acquisition is expected to strengthen supplier relationships, enhance vertical integration and expand fee based earnings streams through the addition of two fuel terminals and expanded transportation capabilities. These assets are expected to create additional opportunities for future earnings growth through increased throughput, operational synergies and future acquisition opportunities.

•The consideration at closing will consist of approximately $205 million in cash plus the cost of inventory. Additionally, at closing the Company will issue $30 million in APC Class A common stock that will be held in escrow and released to the seller subject to the acquired business achieving certain EBITDA-based financial targets of the acquired business in the first four full quarters after closing.

Additional details regarding the transaction, including the strategic and financial highlights, can be found in a separate press release and investor presentation issued by the Company today and available on the Investor Relations section of the Company's website at www.arkopetroleum.com.
 
Other Key Highlights
•As part of the ongoing transformation plan of the Company's controlling stockholder, ARKO Corp. (Nasdaq: ARKO) ("ARKO Parent"), 21 ARKO retail convenience stores that sell fuel ("ARKO Retail Sites") were converted to dealer locations in the Company's wholesale segment during the second quarter of 2026, bringing total conversions since program inception in 2024 to 471 sites. ARKO Parent has approximately 70 additional sites committed either under letter of intent, under contract or already converted since quarter end. The Company expects to complete these conversions, along with additional conversions, throughout 2026 and into 2027.

 

 
  

 •The Company is targeting opening 20 new fleet fueling locations in 2026, of which one opened in March 2026, two opened in July 2026, and 17 are in process, reflecting the attractive, durable cash flow profile of its fleet fueling business.

•The Board of Directors declared a quarterly dividend of $0.50 per share of common stock to be paid on August 28, 2026 to stockholders of record as of August 18, 2026, which is consistent with an expected annual dividend rate of $2.00 per share.

"APC delivered another quarter of strong execution, highlighted by growth in Adjusted EBITDA and Discretionary Cash Flow," said Arie Kotler, Chairman, President and Chief Executive Officer of APC. "We saw growth in operating income across all three of our segments, which we believe underscores the resilience of our platform, enabling us to perform even during volatile market conditions. Our strong first-half results reinforce our confidence in the stability of our cash flow generation, and we believe that we remain well positioned to deliver on our full-year guidance."
 
Mr. Kotler continued "We also announced that we agreed to acquire the business of U.S. Petroleum Partners, which represents an important milestone in our growth story. We intentionally positioned APC with a strong balance sheet, significant liquidity and financial flexibility at the time of our IPO so we could pursue accretive and highly strategic opportunities like this one. This transaction is expected to expand our predominantly fee-based and fixed-margin earnings profile, enhance our cash flow generation capabilities and strengthen our ability to create long-term value for shareholders. Combined with our continued organic growth initiatives and disciplined capital allocation strategy, we believe APC is entering an exciting new phase of growth."
 
Second Quarter 2026 Segment Highlights
Wholesale Segment

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
  

 (in thousands)

  

 

 
 Fuel gallons sold – fuel supply locations

  

 203,578

  

  

  

 213,529

  

  

  

 401,978

  

  

  

 404,606

  

 

 
 Fuel gallons sold – consignment agent locations

  

 37,183

  

  

  

 38,929

  

  

  

 72,723

  

  

  

 75,444

  

 

 
 Fuel contribution 1 – fuel supply locations

 $

 15,511

  

  

 $

 13,484

  

  

 $

 28,173

  

  

 $

 24,937

  

 

 
 Fuel contribution 1 – consignment agent locations

 $

 10,810

  

  

 $

 11,905

  

  

 $

 21,039

  

  

 $

 20,499

  

 

 
 Fuel margin, cents per gallon 2 – fuel supply locations

  

 7.6

  

  

  

 6.3

  

  

  

 7.0

  

  

  

 6.2

  

 

 
 Fuel margin, cents per gallon 2 – consignment agent locations

  

 29.1

  

  

  

 30.6

  

  

  

 28.9

  

  

  

 27.2

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

 

 
 1 Calculated as fuel revenue less fuel costs; excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

  

 

 
 2 Calculated as fuel contribution divided by fuel gallons sold.

  

 

 
 Note: Comparable wholesale sites exclude wholesale sites added through ARKO Retail Sites converted to dealer locations until the first quarter in which these sites had a full quarter of wholesale activity in the prior year. Refer to Use of Non-GAAP Measures below.

  

 

 For the second quarter of 2026, wholesale operating income increased by $1.6 million compared to the second quarter of 2025 as a result of additional operating income from ARKO Retail Sites converted to dealer locations, which was partially offset by reduced operating income at comparable wholesale sites.
For the second quarter of 2026, fuel contribution increased by $0.9 million compared to the second quarter of 2025. Fuel contribution for the second quarter of 2026 at fuel supply locations increased by $2.0 million due to incremental contribution from ARKO Retail Sites converted to dealer locations. Fuel margin per gallon at fuel supply locations increased 1.3 cents per gallon compared to the second quarter of 2025, primarily as a result of increased prompt pay discounts related to higher fuel costs.
Fuel contribution for the second quarter of 2026 at consignment agent locations decreased $1.1 million due to reduced fuel contribution at comparable wholesale sites, which was partially offset by $0.5 million of incremental contribution 

 

 
  

 from ARKO Retail Sites converted to dealer locations. Fuel margin per gallon at consignment agent locations decreased 1.5 cents per gallon compared to the second quarter of 2025, primarily due to margin compression during the second quarter of 2026, as market prices declined more quickly than the Company's weighted average inventory cost.
For the second quarter of 2026, other revenues, net increased by $4.5 million, and site operating expenses increased by $4.2 million, in each case as compared to the second quarter of 2025, resulting primarily from ARKO Retail Sites converted to dealer locations.
 
Fleet Fueling Segment

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
  

 (in thousands)

  

 

 
 Fuel gallons sold – proprietary cardlock locations

  

 32,703

  

  

  

 32,997

  

  

  

 63,220

  

  

  

 64,915

  

 

 
 Fuel gallons sold – third-party cardlock locations

  

 3,713

  

  

  

 3,293

  

  

  

 7,159

  

  

  

 6,468

  

 

 
 Fuel contribution 1 – proprietary cardlock locations

 $

 16,755

  

  

 $

 17,070

  

  

 $

 32,697

  

  

 $

 31,776

  

 

 
 Fuel contribution 1 – third-party cardlock locations

 $

 330

  

  

 $

 698

  

  

 $

 1,133

  

  

 $

 1,294

  

 

 
 Fuel margin, cents per gallon 2 – proprietary cardlock   locations

  

 51.2

  

  

  

 51.7

  

  

  

 51.7

  

  

  

 49.0

  

 

 
 Fuel margin, cents per gallon 2 – third-party cardlock   locations

  

 9.0

  

  

  

 21.2

  

  

  

 15.9

  

  

  

 20.0

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

 

 
 1 Calculated as fuel revenue less fuel costs; excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

  

 

 
 2 Calculated as fuel contribution divided by fuel gallons sold.

  

 

  
For the second quarter of 2026, fuel contribution decreased by $0.7 million compared to the second quarter of 2025. At proprietary cardlocks, fuel contribution decreased by $0.3 million, and fuel margin per gallon also decreased for the second quarter of 2026 compared to the second quarter of 2025. At third-party cardlock locations, fuel contribution decreased $0.4 million, and fuel margin per gallon decreased for the second quarter of 2026 compared to the second quarter of 2025. These decreases were primarily due to higher than average fuel margins in the prior year, as well as margin compression during the second quarter of 2026, as indexed prices declined more quickly than the weighted average inventory cost.
GPMP Segment

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
  

 (in thousands)

  

 

 
 Fuel gallons sold – inter-segment

  

 277,313

  

  

  

 246,703

  

  

  

 532,655

  

  

  

 469,561

  

 

 
 Fuel gallons sold – related party locations

  

 191,395

  

  

  

 225,325

  

  

  

 374,127

  

  

  

 436,985

  

 

 
 Fuel contribution 1 – related party locations

 $

 11,458

  

  

 $

 11,266

  

  

 $

 22,423

  

  

 $

 21,849

  

 

 
 Fuel margin, cents per gallon 2 – related party locations

  

 6.0

  

  

  

 5.0

  

  

  

 6.0

  

  

  

 5.0

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

 

 
 1 Calculated as fuel revenue less fuel costs.

  

 

 
 2 Calculated as fuel contribution divided by fuel gallons sold.

  

 

 For the second quarter of 2026, fuel revenue – related party increased by $111.9 million, or 18.5%, compared to the second quarter of 2025, resulting primarily from an increase in the average price of fuel in the second quarter of 2026 compared to the second quarter of 2025, which was partially offset by a 33.9 million, or 15.1%, decrease in gallons sold, reflecting the challenging macroeconomic environment as well as ARKO Retail Sites converted to dealer locations.

 

 
  

 Fuel contribution – related party increased by $0.2 million for the second quarter of 2026 compared to the second quarter of 2025, primarily due to an increase in the fixed margin from 5.0 cents per gallon sold for the second quarter of 2025 to 6.0 cents per gallon sold for the second quarter of 2026, partially offset by fewer gallons sold to ARKO Retail Sites.
 
Liquidity and Capital Expenditures
As of June 30, 2026, the Company’s total liquidity was approximately $724 million, consisting of approximately $15 million of cash and cash equivalents and approximately $709 million of availability under the Company's lines of credit. Total debt, net was approximately $184.7 million, resulting in Net Debt (as defined below) of approximately $324.2 million. For the quarter ended June 30, 2026, maintenance capital expenditures were $2.7 million and growth capital expenditures were $7.1 million, including the investments in new fleet fueling locations, purchase of fuel dispensers and other investments in the Company's sites. 
Quarterly Dividend 
The Company’s ability to return cash to its stockholders through its cash dividend program is consistent with its capital allocation framework and reflects the Company’s confidence in the strength of its cash generation ability and strong financial position.
The Board declared a quarterly dividend of $0.50 per share of common stock to be paid on August 28, 2026 to stockholders of record as of August 18, 2026. This dividend is consistent with an expected annual dividend rate of $2.00 per share. 
Segment Update
The following tables present certain information regarding changes in the wholesale, fleet fueling and GPMP segments for the periods presented:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
 Wholesale Segment 1

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
 Number of sites at beginning of period

  

 2,126

  

  

  

 1,961

  

  

  

 2,099

  

  

  

 1,922

  

 

 
 Newly opened or reopened sites 2

  

 13

  

  

  

 4

  

  

  

 24

  

  

  

 10

  

 

 
 ARKO Retail Sites converted to dealer locations

  

 21

  

  

  

 70

  

  

  

 62

  

  

  

 129

  

 

 
 Closed or divested sites

  

 (31

 )

  

  

 (21

 )

  

  

 (56

 )

  

  

 (47

 )

 

 
 Number of sites at end of period

  

 2,129

  

  

  

 2,014

  

  

  

 2,129

  

  

  

 2,014

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

 

 
 1 Excludes bulk and spot purchasers.

  

 

 
 2 Includes all signed fuel supply agreements irrespective of fuel distribution commencement date.

  

 

  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
 Fleet Fueling Segment

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
 Number of sites at beginning of period

  

 292

  

  

  

 280

  

  

  

 295

  

  

  

 280

  

 

 
 Newly opened or reopened sites

  

 —

  

  

  

 8

  

  

  

 1

  

  

  

 9

  

 

 
 Closed or divested sites

  

 (2

 )

  

  

 (1

 )

  

  

 (6

 )

  

  

 (2

 )

 

 
 Number of sites at end of period

  

 290

  

  

  

 287

  

  

  

 290

  

  

  

 287

  

 

  

 

 
  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
 GPMP Segment – related party sites   (ARKO Retail Sites)

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
 Number of sites at beginning of period

  

 1,056

  

  

  

 1,296

  

  

  

 1,095

  

  

  

 1,356

  

 

 
 Newly opened or reopened sites

  

 1

  

  

  

 —

  

  

  

 3

  

  

  

 1

  

 

 
 ARKO Retail Sites converted to dealer locations

  

 (21

 )

  

  

 (70

 )

  

  

 (62

 )

  

  

 (129

 )

 

 
 Sites closed, divested or converted to rental

  

 (2

 )

  

  

 —

  

  

  

 (2

 )

  

  

 (2

 )

 

 
 Number of sites at end of period

  

 1,034

  

  

  

 1,226

  

  

  

 1,034

  

  

  

 1,226

  

 

  
Full Year 2026 Guidance
The Company is reaffirming its guidance disclosed in March 2026, and currently expects full year 2026 Adjusted EBITDA and Discretionary Cash Flow to be approximately $156 million and approximately $110 million, respectively. 
The Company is not currently providing reconciliations of Adjusted EBITDA to net income or Discretionary Cash Flow to net cash provided by operating activities for the year ending December 31, 2026 due to the unavailability of certain required inputs for providing forecasts of such GAAP measures, and the related reconciliations, that are not available without unreasonable efforts, including depreciation and amortization related to the Company's capital allocation as part of the Company's focus on strategic and organic growth, as well as inputs related to working capital adjustments.
Conference Call and Webcast Details
The Company will host a conference call today, August 6, 2026, to discuss these results at 5:00 p.m. Eastern Time. Investors and analysts interested in participating in the live call can dial 877-407-8306 or 201-689-8481. 
A simultaneous, live webcast will also be available on the Investor Relations section of the Company’s website at https://www.arkopetroleum.com/news-events/ir-calendar. The webcast will be archived for 30 days.
About ARKO Petroleum Corp.
ARKO Petroleum Corp. (Nasdaq: APC) is a growth-oriented, fuel distribution company and one of the largest wholesale fuel distributors by gallons in North America, supplying approximately 2 billion gallons of fuel annually to customers in approximately 3,500 locations in the District of Columbia and more than 30 states across the Mid-Atlantic, Midwestern, Northeastern, Southeastern, and Southwestern United States. We are engaged in (i) wholesale activity, which includes the supply of fuel to gas stations operated by third-party dealers, (ii) fleet fueling, which includes the operation of proprietary and third-party cardlock locations (unstaffed fueling locations) and the issuance of proprietary fuel cards that provide customers access to a nationwide network of fueling sites, and (iii) the wholesale distribution of fuel to substantially all of the retail convenience stores that sell fuel operated by ARKO Corp., our parent company (Nasdaq: ARKO), one of the largest operators of convenience stores in the United States. To learn more about APC, visit: www.arkopetroleum.com. 
Forward-Looking Statements
This document includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, the Company’s expected financial and operational results and the related assumptions underlying its expected results. These forward-looking statements are distinguished by use of words such as “accretive,” “anticipate,” “aim,” “believe,” “continue,” “could,” “estimate,” “expect,” “guidance,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and the negative of these terms, and similar references to future periods. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to, among other things, changes in economic, business and 

 

 
  

 market conditions; the Company’s ability to successfully integrate business that it may acquire, including the business of USPP; the Company’s ability to achieve the benefits that it expects to realize as a result of its acquisitions, including the business of USPP; the potential negative impact on the Company’s financial condition and results of operations if it fails to achieve the benefits that it expects to realize as a result of its business acquisitions, including the business of USPP; liabilities of the businesses that the Company acquires that are not known to the Company; the Company’s ability to maintain the listing of its Class A common stock on the Nasdaq Stock Market; changes in its strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects and plans; expansion plans and opportunities; changes in the markets in which it competes; changes in applicable laws or regulations, including those relating to environmental matters; market conditions and global and economic factors beyond its control; the success of ARKO's transformation plan and its effect on the Company, including the dealerization of retail stores; and the outcome of any known or unknown litigation and regulatory proceedings. Detailed information about these factors and additional important factors can be found in the documents that the Company files with the Securities and Exchange Commission, such as Form 10-K, Form 10-Q and Form 8-K. Forward-looking statements speak only as of the date the statements were made. The Company does not undertake an obligation to update forward-looking information, except to the extent required by applicable law.
Use of Non-GAAP Measures
The Company discloses certain measures on a “comparable wholesale sites” basis, which is a non-GAAP measure. Information disclosed on a “comparable wholesale sites” basis excludes wholesale sites added through ARKO Retail Sites converted to dealer locations until the first quarter in which these sites had a full quarter of wholesale activity in the prior year. The Company believes that this information is useful for its investors, securities analysts, and other interested parties by providing greater comparability regarding its ongoing operating performance. Neither this measure nor those described below should be considered an alternative to measurements presented in accordance with generally accepted accounting principles in the United States (“GAAP”).
The Company defines EBITDA as net income before net interest expense, income taxes, depreciation and amortization. Adjusted EBITDA further adjusts EBITDA by excluding the gain or loss on disposal of assets, impairment charges, acquisition costs, share-based compensation expense, other non-cash items, and other unusual or non-recurring charges. Both EBITDA and Adjusted EBITDA are non-GAAP financial measures.
The Company uses EBITDA and Adjusted EBITDA for operational and financial decision-making and believe these measures are useful in evaluating its performance because they eliminate certain items that it does not consider indicators of its operating performance. EBITDA and Adjusted EBITDA are also used by many of its investors, securities analysts, and other interested parties in evaluating its operational and financial performance across reporting periods. The Company believes that the presentation of EBITDA and Adjusted EBITDA provides useful information to investors by allowing an understanding of key measures that it uses internally for operational decision-making, budgeting, evaluating acquisition targets, and assessing its operating performance.
The Company defines Net Debt as the sum of total debt, net, financing leases and financial liabilities, less cash and cash equivalents. Net Debt is used by management to measure the effective level of our indebtedness.
The Company defines the Ratio of Net Debt to Adjusted EBITDA as the ratio derived by dividing Net Debt by Adjusted EBITDA. The Ratio of Net Debt to Adjusted EBITDA is an important measure used by management to evaluate the Company's access to liquidity, and the Company believes it provides useful information for investors as a representation of its financial strength by presenting the sustainability of its debt levels and its ability to take on additional debt against Adjusted EBITDA, which is used as an operating performance measure. The Ratio of Net Debt to Adjusted EBITDA is also frequently used by investors and credit rating agencies to analyze the Company's operating performance.
The Company defines Discretionary Cash Flow as net cash provided by operating activities, (i) less changes in operating assets and liabilities, maintenance capital expenditures, charges to allowance for credit losses, and non-cash rent expense, and (ii) plus acquisition costs, amortization of deferred income net of prepaid to related party, and certain 

 

 
  

 other expenses (income). Discretionary Cash Flow will not reflect changes in working capital balances. Discretionary Cash Flow is a liquidity measure the Company and third parties, such as industry analysts, investors, lenders, rating agencies and others, use to assess its ability to internally fund its acquisitions, pay dividends, and service or incur additional debt. The Company believes that the presentation of Discretionary Cash Flow provides useful information to investors, securities analysts, and other interested parties for evaluating its liquidity.
EBITDA, Adjusted EBITDA, Net Debt, the Ratio of Net Debt to Adjusted EBITDA and Discretionary Cash Flow should not be considered as alternatives to any financial measure presented in accordance with GAAP, including net income and net cash provided by operating activities. These non-GAAP measures have limitations as analytical tools and should not be considered in isolation, or as substitutes for the analysis of its results as reported under GAAP. The Company strongly encourages investors to review its financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.
Because non-GAAP financial measures are not standardized, comparable wholesale sites, EBITDA, Adjusted EBITDA, Net Debt, the Ratio of Net Debt to Adjusted EBITDA and Discretionary Cash Flow, as defined by the Company, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare the Company’s use of these non-GAAP financial measures with those used by other companies.
Reconciliations of forward looking non-GAAP measures related to the business of USPP following its acquisition included in this press release to the corresponding GAAP financial measures are not included due to variability and difficulty in making accurate forecasts and projections, particularly in light of potential changes in USPP’s business following its acquisition, as well as, because certain information is not currently ascertainable or accessible, and because not all of the information necessary for a quantitative reconciliation of these forward-looking non-GAAP financial measures is available to the Company without unreasonable efforts. For the same reasons, the Company is unable to address the probable significance of the unavailable information, nor can the Company accurately predict all the components of the applicable non-GAAP financial measures and reconciling adjustments thereto; accordingly, the corresponding GAAP measures may be materially different than the non-GAAP measures. Such forward-looking information is also subject to uncertainty and various risks, including those set forth in the risk factors discussed above, and there can be no assurance that any forecasted results or conditions will actually be achieved.
 
Company and Investor Contact
Priya Trivedi
ARKO Petroleum Corp.
[email protected]
 

 

 
  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 Condensed Consolidated Statements of Operations

  

 

 
  

 (Unaudited)

  

 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
  

 (in thousands, except per share amounts)

  

 

 
 Revenues:

  

  

  

  

  

  

  

  

  

  

  

 

 
    Fuel revenue

 $

 1,098,919

  

  

 $

 820,871

  

  

 $

 1,906,517

  

  

 $

 1,577,669

  

 

 
    Fuel revenue – related party

  

 716,008

  

  

  

 604,065

  

  

  

 1,230,492

  

  

  

 1,178,481

  

 

 
    Other revenues, net

  

 20,291

  

  

  

 15,229

  

  

  

 39,393

  

  

  

 28,186

  

 

 
    Other revenues, net – related party

  

 3,370

  

  

  

 3,219

  

  

  

 6,551

  

  

  

 6,374

  

 

 
 Total revenues

  

 1,838,588

  

  

  

 1,443,384

  

  

  

 3,182,953

  

  

  

 2,790,710

  

 

 
 Operating expenses:

  

  

  

  

  

  

  

  

  

  

  

 

 
    Fuel costs

  

 1,054,762

  

  

  

 776,847

  

  

  

 1,821,904

  

  

  

 1,497,058

  

 

 
    Fuel costs – related party

  

 704,550

  

  

  

 592,799

  

  

  

 1,208,069

  

  

  

 1,156,632

  

 

 
 Site operating expenses, including allocated expenses

  

 28,786

  

  

  

 25,389

  

  

  

 55,714

  

  

  

 47,406

  

 

 
 General and administrative expenses, including   allocated expenses

  

 11,764

  

  

  

 10,392

  

  

  

 22,578

  

  

  

 21,140

  

 

 
 Depreciation and amortization, including allocated   expenses

  

 14,716

  

  

  

 13,301

  

  

  

 29,503

  

  

  

 26,804

  

 

 
 Total operating expenses

  

 1,814,578

  

  

  

 1,418,728

  

  

  

 3,137,768

  

  

  

 2,749,040

  

 

 
 Other expenses, net

  

 489

  

  

  

 882

  

  

  

 1,552

  

  

  

 2,077

  

 

 
 Operating income

  

 23,521

  

  

  

 23,774

  

  

  

 43,633

  

  

  

 39,593

  

 

 
    Interest and other financial income, including     allocated income

  

 261

  

  

  

 87

  

  

  

 470

  

  

  

 225

  

 

 
    Interest and other financial expenses, including     allocated expenses

  

 (7,435

 )

  

  

 (10,443

 )

  

  

 (16,671

 )

  

  

 (20,193

 )

 

 
 Income before income taxes

  

 16,347

  

  

  

 13,418

  

  

  

 27,432

  

  

  

 19,625

  

 

 
    Income tax expense

  

 (4,111

 )

  

  

 (3,390

 )

  

  

 (7,114

 )

  

  

 (5,064

 )

 

 
 Net income

 $

 12,236

  

  

 $

 10,028

  

  

 $

 20,318

  

  

 $

 14,561

  

 

 
 Net income per share – basic

 $

 0.26

  

  

 $

 0.29

  

  

 $

 0.46

  

  

 $

 0.42

  

 

 
 Net income per share – diluted

 $

 0.26

  

  

 $

 0.29

  

  

 $

 0.46

  

  

 $

 0.42

  

 

 
 Weighted average shares outstanding:

  

  

  

  

  

  

  

  

  

  

  

 

 
   Basic

  

 47,570

  

  

  

 35,000

  

  

  

 44,373

  

  

  

 35,000

  

 

 
   Diluted

  

 47,604

  

  

  

 35,000

  

  

  

 44,390

  

  

  

 35,000

  

 

  
 

 

 
  

 
 
 
 
 
 
 
 
 
 
 
 

 
  

 Condensed Consolidated Balance Sheets

  

 

 
  

 (Unaudited)

  

 

 
  

 June 30, 2026

  

  

 December 31, 2025

  

 

 
  

 (in thousands)

  

 

 
 Assets

  

  

  

  

  

 

 
 Current assets:

  

  

  

  

  

 

 
    Cash and cash equivalents

 $

 14,563

  

  

 $

 15,556

  

 

 
    Trade receivables, net

  

 142,048

  

  

  

 80,832

  

 

 
    Inventory

  

 29,945

  

  

  

 23,093

  

 

 
    Other current assets

  

 57,214

  

  

  

 43,054

  

 

 
 Total current assets

  

 243,770

  

  

  

 162,535

  

 

 
 Non-current assets:

  

  

  

  

  

 

 
    Property and equipment, net

  

 267,263

  

  

  

 262,743

  

 

 
    Right-of-use assets under operating leases

  

 446,970

  

  

  

 415,179

  

 

 
    Right-of-use assets under financing leases, net

  

 62,847

  

  

  

 62,739

  

 

 
    Goodwill

  

 76,687

  

  

  

 76,687

  

 

 
    Intangible assets, net

  

 143,917

  

  

  

 154,326

  

 

 
    Deferred tax asset

  

 72,335

  

  

  

 70,934

  

 

 
    Other non-current assets

  

 71,548

  

  

  

 68,331

  

 

 
 Total assets

 $

 1,385,337

  

  

 $

 1,273,474

  

 

 
 Liabilities

  

  

  

  

  

 

 
 Current liabilities:

  

  

  

  

  

 

 
    Long-term debt, current portion

 $

 1,306

  

  

 $

 6,783

  

 

 
    Accounts payable

  

 108,813

  

  

  

 75,224

  

 

 
    Other current liabilities

  

 64,881

  

  

  

 53,586

  

 

 
    Operating leases, current portion

  

 29,543

  

  

  

 27,820

  

 

 
    Financing leases, current portion

  

 2,346

  

  

  

 2,095

  

 

 
 Total current liabilities

  

 206,889

  

  

  

 165,508

  

 

 
 Non-current liabilities:

  

  

  

  

  

 

 
    Long-term debt, net

  

 183,404

  

  

  

 385,247

  

 

 
    Asset retirement obligation

  

 50,468

  

  

  

 47,571

  

 

 
    Operating leases

  

 470,301

  

  

  

 431,364

  

 

 
    Financing leases

  

 96,499

  

  

  

 94,638

  

 

 
    Other non-current liabilities

  

 119,999

  

  

  

 113,031

  

 

 
 Total liabilities

  

 1,127,560

  

  

  

 1,237,359

  

 

 
  

  

  

  

  

  

 

 
 Total net investment

  

 —

  

  

  

 36,115

  

 

 
 Total stockholders' equity

  

 257,777

  

  

  

 —

  

 

 
 Total liabilities and stockholders' equity / total net investment

 $

 1,385,337

  

  

 $

 1,273,474

  

 

  

 

 
  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 Condensed Consolidated Statements of Cash Flows

  

 

 
  

 (Unaudited)

  

 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
  

 (in thousands)

  

 

 
 Cash flows from operating activities:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Net income

 $

 12,236

  

  

 $

 10,028

  

  

 $

 20,318

  

  

 $

 14,561

  

 

 
 Adjustments to reconcile net income to net cash   provided by operating activities:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Depreciation and amortization

  

 14,716

  

  

  

 13,301

  

  

  

 29,503

  

  

  

 26,804

  

 

 
 Deferred income taxes

  

 2,083

  

  

  

 (155

 )

  

  

 2,478

  

  

  

 (2,024

 )

 

 
 Loss on disposal of assets and impairment charges,   net

  

 371

  

  

  

 1,122

  

  

  

 826

  

  

  

 2,292

  

 

 
 Amortization of deferred financing costs

  

 630

  

  

  

 369

  

  

  

 1,142

  

  

  

 741

  

 

 
 Amortization of deferred income

  

 (2,446

 )

  

  

 (2,364

 )

  

  

 (4,853

 )

  

  

 (4,508

 )

 

 
 Amortization of prepaid to related party

  

 739

  

  

  

 1,031

  

  

  

 1,503

  

  

  

 2,115

  

 

 
 Accretion of asset retirement obligation

  

 312

  

  

  

 282

  

  

  

 642

  

  

  

 531

  

 

 
 Non-cash rent

  

 265

  

  

  

 746

  

  

  

 441

  

  

  

 1,472

  

 

 
 Charges to allowance for credit losses

  

 342

  

  

  

 338

  

  

  

 621

  

  

  

 544

  

 

 
 Share-based compensation

  

 1,046

  

  

  

 240

  

  

  

 1,394

  

  

  

 502

  

 

 
 Fair value adjustment of financial assets and liabilities

  

 54

  

  

  

 140

  

  

  

 54

  

  

  

 171

  

 

 
 Other operating activities, net

  

 —

  

  

  

 (232

 )

  

  

 —

  

  

  

 (212

 )

 

 
 Changes in assets and liabilities:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Decrease (increase) in trade receivables

  

 9,103

  

  

  

 (2,134

 )

  

  

 (61,837

 )

  

  

 (16,454

 )

 

 
 Decrease (increase) in inventory

  

 145

  

  

  

 765

  

  

  

 (6,852

 )

  

  

 1,508

  

 

 
 Increase in other assets

  

 (6,516

 )

  

  

 (4,048

 )

  

  

 (11,459

 )

  

  

 (4,193

 )

 

 
 Increase in related party assets

  

 (4,053

 )

  

  

 (585

 )

  

  

 (7,376

 )

  

  

 (3,581

 )

 

 
 (Decrease) increase in accounts payable

  

 (13,951

 )

  

  

 (5,338

 )

  

  

 32,729

  

  

  

 (328

 )

 

 
 (Decrease) increase in other current liabilities

  

 (7,356

 )

  

  

 5,130

  

  

  

 12,211

  

  

  

 6,853

  

 

 
 Decrease in asset retirement obligation

  

 (85

 )

  

  

 —

  

  

  

 (257

 )

  

  

 (292

 )

 

 
 Increase in non-current liabilities

  

 2,793

  

  

  

 4,592

  

  

  

 5,758

  

  

  

 11,648

  

 

 
 Net cash provided by operating activities

  

 10,428

  

  

  

 23,228

  

  

  

 16,986

  

  

  

 38,150

  

 

 
 Cash flows from investing activities:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Purchase of property and equipment

  

 (8,787

 )

  

  

 (6,710

 )

  

  

 (14,632

 )

  

  

 (13,438

 )

 

 
 Proceeds from ARKO Parent for the conversion of   ARKO Retail Sites to dealer locations, net

  

 3,456

  

  

  

 -

  

  

  

 3,456

  

  

  

 —

  

 

 
 Proceeds from sale of property and equipment

  

 1,381

  

  

  

 813

  

  

  

 1,412

  

  

  

 820

  

 

 
 Net cash used in investing activities

  

 (3,950

 )

  

  

 (5,897

 )

  

  

 (9,764

 )

  

  

 (12,618

 )

 

 
 Cash flows from financing activities:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Receipt of long-term debt

  

 —

  

  

  

 4,871

  

  

  

 —

  

  

  

 4,871

  

 

 
 Repayment of long-term debt

  

 (534

 )

  

  

 (982

 )

  

  

 (209,974

 )

  

  

 (1,596

 )

 

 
 Repayment of related-party debt

  

 (330

 )

  

  

 —

  

  

  

 (330

 )

  

  

 —

  

 

 
 Principal payments on financing leases

  

 (542

 )

  

  

 (287

 )

  

  

 (1,036

 )

  

  

 (542

 )

 

 
 Proceeds from issuance of Class A shares in IPO, net of   underwriting discounts and commissions

  

 —

  

  

  

 —

  

  

  

 210,426

  

  

  

 —

  

 

 
 Payment of IPO costs

  

 (546

 )

  

  

 —

  

  

  

 (2,163

 )

  

  

 —

  

 

 
 Dividends paid on common stock

  

 (12,368

 )

  

  

 —

  

  

  

 (12,368

 )

  

  

 —

  

 

 
 Pre-IPO net transfers (to) from ARKO Parent

  

 —

  

  

  

 (31,824

 )

  

  

 7,230

  

  

  

 (39,365

 )

 

 
 Net cash used in financing activities

  

 (14,320

 )

  

  

 (28,222

 )

  

  

 (8,215

 )

  

  

 (36,632

 )

 

 
 Net decrease in cash and cash equivalents   and restricted cash

  

 (7,842

 )

  

  

 (10,891

 )

  

  

 (993

 )

  

  

 (11,100

 )

 

 
 Cash and cash equivalents and restricted cash,   beginning of period

  

 22,405

  

  

  

 25,132

  

  

  

 15,556

  

  

  

 25,341

  

 

 

 

 
  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 Cash and cash equivalents and restricted cash, end of   period

 $

 14,563

  

  

 $

 14,241

  

  

 $

 14,563

  

  

 $

 14,241

  

 

  

 

 
  

 Supplemental Disclosure of Non-GAAP Financial Information

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

  

 Reconciliation of Net income to EBITDA and Adjusted EBITDA, Net cash provided by operating activities to Discretionary cash flow, and Adjusted EBITDA to Discretionary cash flow

  

 

 
  

  

 For the Three Months Ended June 30,

  

  

 For the Six MonthsEnded June 30,

  

  

 For the Twelve-Months Ended

  

 

 
  

  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

  

 June 30, 2026

  

 

 
  

  

 (in thousands)

  

 

 
 Net income

  

 $

 12,236

  

  

 $

 10,028

  

  

 $

 20,318

  

  

 $

 14,561

  

  

 $

 38,484

  

 

 
 Interest and other financing expenses, net

  

  

 7,174

  

  

  

 10,356

  

  

  

 16,201

  

  

  

 19,968

  

  

  

 38,325

  

 

 
 Income tax expense

  

  

 4,111

  

  

  

 3,390

  

  

  

 7,114

  

  

  

 5,064

  

  

  

 11,162

  

 

 
 Depreciation and amortization

  

  

 14,716

  

  

  

 13,301

  

  

  

 29,503

  

  

  

 26,804

  

  

  

 57,427

  

 

 
 EBITDA

  

  

 38,237

  

  

  

 37,075

  

  

  

 73,136

  

  

  

 66,397

  

  

  

 145,398

  

 

 
 Acquisition costs (a)

  

  

 240

  

  

  

 106

  

  

  

 896

  

  

  

 213

  

  

  

 1,175

  

 

 
 Loss on disposal of assets and impairment   charges (b)

  

  

 371

  

  

  

 1,122

  

  

  

 826

  

  

  

 2,292

  

  

  

 3,092

  

 

 
 Share-based compensation expense (c)

  

  

 1,046

  

  

  

 240

  

  

  

 1,394

  

  

  

 502

  

  

  

 1,889

  

 

 
 Adjustment to contingent   consideration (d)

  

  

 54

  

  

  

 (209

 )

  

  

 54

  

  

  

 (275

 )

  

  

 (1,878

 )

 

 
 Taxes paid in arrears (e)

  

  

 —

  

  

  

 —

  

  

  

 —

  

  

  

 —

  

  

  

 178

  

 

 
 IPO Costs (f)

  

  

 —

  

  

  

 —

  

  

  

 —

  

  

  

 —

  

  

  

 565

  

 

 
 Other (g)

  

  

 (126

 )

  

  

 (31

 )

  

  

 (122

 )

  

  

 60

  

  

  

 89

  

 

 
 Adjusted EBITDA

  

 $

 39,822

  

  

 $

 38,303

  

  

 $

 76,184

  

  

 $

 69,189

  

  

 $

 150,508

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Net cash provided by operating activities

  

 $

 10,428

  

  

 $

 23,228

  

  

 $

 16,986

  

  

 $

 38,150

  

  

  

  

 

 
 Changes in operating assets and   liabilities (h)

  

  

 18,107

  

  

  

 1,569

  

  

  

 37,256

  

  

  

 4,765

  

  

  

  

 

 
 Maintenance capital expenditures (i)

  

  

 (2,684

 )

  

  

 (943

 )

  

  

 (5,209

 )

  

  

 (2,261

 )

  

  

  

 

 
 Acquisition costs (a)

  

  

 240

  

  

  

 106

  

  

  

 896

  

  

  

 213

  

  

  

  

 

 
 Amortization of deferred income, net of   prepaid to related party

  

  

 1,707

  

  

  

 1,333

  

  

  

 3,350

  

  

  

 2,393

  

  

  

  

 

 
 Charges to allowance for credit losses

  

  

 (342

 )

  

  

 (338

 )

  

  

 (621

 )

  

  

 (544

 )

  

  

  

 

 
 Non-cash rent expense (j)

  

  

 (265

 )

  

  

 (746

 )

  

  

 (441

 )

  

  

 (1,472

 )

  

  

  

 

 
 Other (k)

  

  

 (115

 )

  

  

 (26

 )

  

  

 (121

 )

  

  

 61

  

  

  

  

 

 
 Discretionary Cash Flow

  

 $

 27,076

  

  

 $

 24,183

  

  

 $

 52,096

  

  

 $

 41,305

  

  

  

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Adjusted EBITDA

  

 $

 39,822

  

  

 $

 38,303

  

  

 $

 76,184

  

  

 $

 69,189

  

  

  

  

 

 
 Cash received for interest

  

  

 261

  

  

  

 87

  

  

  

 470

  

  

  

 225

  

  

  

  

 

 
 Cash paid for interest and allocated   interest

  

  

 (6,513

 )

  

  

 (9,721

 )

  

  

 (14,899

 )

  

  

 (18,761

 )

  

  

  

 

 
 Cash paid for taxes

  

  

 (3,810

 )

  

  

 (3,543

 )

  

  

 (4,450

 )

  

  

 (7,087

 )

  

  

  

 

 
 Maintenance capital expenditures (i)

  

  

 (2,684

 )

  

  

 (943

 )

  

  

 (5,209

 )

  

  

 (2,261

 )

  

  

  

 

 
 Discretionary Cash Flow

  

 $

 27,076

  

  

 $

 24,183

  

  

 $

 52,096

  

  

 $

 41,305

  

  

  

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 (a) Eliminates costs incurred that are directly attributable to business acquisitions and salaries of employees whose primary job function is to execute the Company's acquisition strategy and facilitate integration of acquired operations.

  

 

 
 (b) Eliminates the non-cash loss from the sale or disposal of property and equipment, the loss recognized upon the sale of related leased assets and impairment charges on property and equipment and right-of-use assets related to closed and non-performing sites.

  

 

 
 (c) Eliminates non-cash share-based compensation expense related to the Company's and ARKO Parent's equity incentive program to incentivize, retain, and motivate the Company's employees, members of our Board and certain of ARKO Parent's employees.

  

 

 

 

 
  

 
 
 
 
 
 

 
 (d) Eliminates fair value adjustments primarily related to the contingent consideration owed to the seller for the Empire acquisition, which closed in 2020.

  

 

 
 (e) Eliminates the payment of historical fuel and other tax amounts for multiple prior periods.

  

 

 
 (f) Eliminates one-time costs incurred related to the Company's IPO, which closed on February 13, 2026.

  

 

 
 (g) Eliminates other unusual or non-recurring items that the Company does not consider to be meaningful in assessing operating performance.

  

 

 
 (h) Excludes the change in current tax liabilities and accrued interest of $(1.8) million, $(0.1) million, $0.2 million and $(0.1) million for the three and six months ended June 30, 2026 and 2025, respectively.

  

 

 
 (i) Maintenance capital expenditures are capital expenditures made to maintain the Company's long-term operating income or operating capacity, while growth and acquisition capital expenditures are capital expenditures that the Company expects will increase its operating income or operating capacity over the long-term.

  

 

 
 (j) Non-cash rent expense reflects the extent to which GAAP rent expense recognized exceeded (or was less than) cash rent payments. GAAP rent expense varies depending on the terms of the Company's lease portfolio. For newer leases, rent expense recognized typically exceeds cash rent payments, whereas, for more mature leases, rent expense recognized is typically less than cash rent payments.

  

 

 
 (k) Includes other unusual or non-recurring items.

  

 

  

 
 
 
 
 
 
 
 
 
 
 
 

 
  

  

 Reconciliation of Total debt, net to Net Debt

  

 

 
  

  

 As of June 30,2026

  

  

 As of December 31, 2025

  

 

 
  

  

 (in thousands, except ratios)

  

 

 
 Total debt, net

  

 $

 184,710

  

  

 $

 392,030

  

 

 
 Financing leases

  

  

 98,845

  

  

  

 96,733

  

 

 
 Financial liabilities

  

  

 55,212

  

  

  

 53,365

  

 

 
 Cash and cash equivalents

  

  

 (14,563

 )

  

  

 (15,556

 )

 

 
 Net Debt

  

 $

 324,204

  

  

 $

 526,572

  

 

 
 Ratio of total debt, net to net income

  

  

 4.8

 x

  

  

 12.0

 x

 

 
 Ratio of Net Debt to Adjusted EBITDA

  

  

 2.2

 x

  

  

 3.7

 x

 

  
Supplemental Disclosures of Segment Information
Wholesale Segment

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
  

 (in thousands)

  

 

 
 Revenues:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Fuel revenue

 $

 917,696

  

  

 $

 696,103

  

  

 $

 1,591,551

  

  

 $

 1,326,163

  

 

 
 Other revenues, net

  

 16,984

  

  

  

 12,501

  

  

  

 33,514

  

  

  

 22,853

  

 

 
 Other revenues, net – related party

  

 405

  

  

  

 —

  

  

  

 929

  

  

  

 —

  

 

 
 Total revenues

  

 935,085

  

  

  

 708,604

  

  

  

 1,625,994

  

  

  

 1,349,016

  

 

 
 Operating expenses:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Fuel costs 1

  

 891,375

  

  

  

 670,714

  

  

  

 1,542,339

  

  

  

 1,280,727

  

 

 
 Site operating expenses, including allocated   expenses

  

 18,827

  

  

  

 14,648

  

  

  

 35,760

  

  

  

 26,417

  

 

 
 Total operating expenses

  

 910,202

  

  

  

 685,362

  

  

  

 1,578,099

  

  

  

 1,307,144

  

 

 
 Operating income

 $

 24,883

  

  

 $

 23,242

  

  

 $

 47,895

  

  

 $

 41,872

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

 

 
 1 Excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

  

 

  

 

 
  

 Fleet Fueling Segment
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
  

 (in thousands)

  

 

 
 Revenues:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Fuel revenue

 $

 175,343

  

  

 $

 118,121

  

  

 $

 302,642

  

  

 $

 236,527

  

 

 
 Other revenues, net

  

 2,905

  

  

  

 2,245

  

  

  

 5,146

  

  

  

 4,363

  

 

 
 Total revenues

  

 178,248

  

  

  

 120,366

  

  

  

 307,788

  

  

  

 240,890

  

 

 
 Operating expenses:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Fuel costs 1

  

 158,258

  

  

  

 100,353

  

  

  

 268,812

  

  

  

 203,457

  

 

 
 Site operating expenses

  

 6,703

  

  

  

 6,934

  

  

  

 13,734

  

  

  

 13,362

  

 

 
 Total operating expenses

  

 164,961

  

  

  

 107,287

  

  

  

 282,546

  

  

  

 216,819

  

 

 
 Operating income

 $

 13,287

  

  

 $

 13,079

  

  

 $

 25,242

  

  

 $

 24,071

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

 

 
 1 Excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

  

 

  
GPMP Segment
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

 For the Three MonthsEnded June 30,

  

  

 For the Six MonthsEnded June 30,

  

 

 
  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
  

 (in thousands)

  

 

 
 Revenues:

  

  

  

  

  

  

  

  

  

  

  

 

 
 Fuel revenue 1 – inter-segment

 $

 1,039,889

  

  

 $

 651,249

  

  

 $

 1,762,373

  

  

 $

 1,243,336

  

 

 
 Fuel revenue 1 – related party

  

 716,008

  

  

  

 604,065

  

  

  

 1,230,492

  

  

  

 1,178