ARKO Corp. (Nasdaq: ARKO) (“ARKO” or the “Company”), a Fortune 500 company and one of the largest convenience store operators in the United States, today announced financial results for the third quarter ended September 30, 2025.
Third Quarter 2025 Key Highlights (vs. Year-Ago Quarter) 1,2
•
Net income for the quarter was $13.5 million compared to $9.7 million.
•
Adjusted EBITDA for the quarter was $75.2 million compared to $78.8 million.
•
Merchandise margin for the quarter increased to 33.7% compared to 32.8%.
•
Retail fuel margin for the quarter was 43.6 cents per gallon compared to 41.3 cents per gallon.
Other Key Highlights
•
As part of the Company’s ongoing transformation plan, the Company converted 65 retail stores to dealer sites during the three months ended September 30, 2025, for a total of 194 stores converted in the nine months ended September 30, 2025. The Company continues to expect that, at scale, its channel optimization will deliver a cumulative annualized operating income benefit of more than $20 million, before G&A savings. In addition, the Company has identified more than $10 million in expected annual structural G&A savings with an opportunity for upside as the Company continues to execute the dealerization program in 2026.
•
The Company advanced its retail store remodeling pilot program, which is designed to elevate the customer experience through improved layouts and a stronger food-forward focus that emphasizes hot grab-and-go breakfast, lunch and snacking, bakery, pizza, and an expanded dispensed hot, cold and frozen beverage assortment. Two remodeled stores reopened in the summer of 2025, and the Company plans to reopen a third location during the fourth quarter of 2025 and the remaining four stores in the first half of 2026.
•
The Company continued to expand its network through new-to-industry (NTI) locations, opening a Dunkin’ and two new stores in 2025, including one in Kinston, North Carolina in July 2025. The Company has begun working on three more NTI stores, of which two are targeted to open in the fourth quarter of 2025. Additionally, the Company is advancing a number of NTI cardlock locations with target openings during 2026, reflecting the attractive, recurring cash flow profile of this business.
•
The Board declared a quarterly dividend of $0.03 per share of common stock to be paid on December 1, 2025 to stockholders of record as of November 17, 2025.
“Our third quarter results demonstrate continued and steady progress as we execute our transformation plan,” said Arie Kotler, Chairman, President and Chief Executive Officer of ARKO. “While the consumer environment remains difficult, we are staying disciplined, advancing our dealerization program, focusing on efficiency, and improving how our stores operate. We’re encouraged by the early performance of our new format stores, the solid execution within our wholesale and fleet fueling operations, and the strength of our loyalty and OTP programs.”
Mr. Kotler continued: “We continue to focus on what we can control—operating efficiently, managing costs, and improving cash generation. We believe that these actions, together with the ongoing benefits from dealerization, are strengthening our platform and positioning ARKO to navigate the current environment and build lasting value. We are
1 See Use of Non-GAAP Measures below.
2 All figures for fuel costs, fuel contribution and fuel margin per gallon exclude the estimated fixed margin or fixed fee paid to the Company’s wholesale fuel distribution subsidiary, GPM Petroleum LP (“GPMP”), for the cost of fuel (intercompany charges by GPMP).
seeing the structural advantages of our model take hold. At the same time, we remain disciplined in how we deploy capital and return cash to stockholders, while continuing to strengthen our foundation for long-term value creation.”
Third Quarter 2025 Segment Highlights
Retail
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands)
Fuel gallons sold
238,622
283,189
703,987
822,134
Same store fuel gallons sold decrease (%) 1
(4.7
%)
(6.6
%)
(5.8
%)
(6.6
%)
Fuel contribution 2
$
104,127
$
117,090
$
297,272
$
328,004
Fuel margin, cents per gallon 3
43.6
41.3
42.2
39.9
Same store fuel contribution 1, 2
$
102,336
$
103,589
$
289,577
$
294,918
Same store merchandise sales decrease (%) 1
(2.2
%)
(7.7
%)
(4.4
%)
(5.7
%)
Same store merchandise sales excluding cigarettes decrease (%) 1
(0.9
%)
(5.7
%)
(3.0
%)
(4.3
%)
Merchandise revenue
$
389,727
$
469,616
$
1,144,338
$
1,358,519
Merchandise contribution 4
$
131,479
$
154,019
$
383,534
$
444,696
Merchandise margin 5
33.7
%
32.8
%
33.5
%
32.7
%
Same store merchandise contribution 1, 4
$
128,833
$
129,504
$
372,296
$
383,267
Same store site operating expenses 1
$
167,022
$
164,084
$
504,123
$
504,866
1 Same store is a common metric used in the convenience store industry. The Company considers a store a same store beginning in the first quarter in which the store had a full quarter of activity in the prior year. Refer to Use of Non-GAAP Measures below for discussion of this measure.
2 Calculated as fuel revenue less fuel costs; excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.
3 Calculated as fuel contribution divided by fuel gallons sold.
4 Calculated as merchandise revenue less merchandise costs.
5 Calculated as merchandise contribution divided by merchandise revenue.
Merchandise contribution for the third quarter of 2025 decreased $22.5 million, or 14.6%, compared to the third quarter of 2024, while merchandise margin increased to 33.7% for the third quarter of 2025 compared to 32.8% for the prior year period. The decrease in merchandise contribution was due to a $22.2 million decrease related to retail stores that were closed or converted to dealers since the middle of 2024 and a $0.7 million decrease in same store merchandise contribution, primarily caused by a decline in customer transactions reflecting the challenging macroeconomic environment.
Fuel contribution for the third quarter of 2025 decreased $13.0 million, or 11.1%, compared to the third quarter of 2024, primarily due to a $11.9 million decrease in retail fuel contribution related to retail stores that were closed or converted to dealers since the middle of 2024 and a same store fuel contribution decrease of $1.3 million attributable to gallon demand declines, reflecting the challenging macroeconomic environment. Fuel margin of 43.6 cents per gallon increased 2.3 cents per gallon compared to the third quarter of 2024.
Wholesale
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands)
Fuel gallons sold – fuel supply locations
220,220
203,187
624,826
593,479
Fuel gallons sold – consignment agent locations
40,191
39,155
115,635
115,997
Fuel contribution 1 – fuel supply locations
$
13,917
$
12,077
$
38,854
$
35,926
Fuel contribution 1 – consignment agent locations
$
11,151
$
11,283
$
31,650
$
32,150
Fuel margin, cents per gallon 2 – fuel supply locations
6.3
5.9
6.2
6.1
Fuel margin, cents per gallon 2 – consignment agent locations
27.7
28.8
27.4
27.7
1 Calculated as fuel revenue less fuel costs; excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.
2 Calculated as fuel contribution divided by fuel gallons sold.
Note: Comparable wholesale sites exclude retail stores converted to dealers, until the first quarter in which these dealer sites had a full quarter of wholesale activity in the prior year. Refer to Use of Non-GAAP Measures below.
For the third quarter of 2025, wholesale operating income increased $3.8 million compared to the third quarter of 2024. Additional operating income from retail sites converted to dealers more than offset reduced operating income at comparable wholesale sites, which reflected the challenging macroeconomic environment.
Fuel contribution was $25.1 million for the third quarter of 2025 compared to $23.4 million for the third quarter of 2024. Fuel contribution for the third quarter of 2025 at fuel supply locations increased $1.8 million, and fuel margin per gallon increased 0.4 cents per gallon compared to the third quarter of 2024, due principally to incremental contribution from retail stores converted to dealers, which was partially offset by lower volumes at comparable fuel supply wholesale sites and decreased prompt pay discounts related to lower fuel costs. Fuel contribution at consignment agent locations decreased $0.1 million, and fuel margin per gallon also decreased 1.1 cents per gallon.
For the third quarter of 2025, other revenues, net increased by approximately $6.9 million, and site operating expenses increased by $4.8 million in each case as compared to the third quarter of 2024, resulting primarily from retail stores that the Company converted to dealers.
Fleet Fueling
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands)
Fuel gallons sold – proprietary cardlock locations
33,124
34,089
98,039
103,216
Fuel gallons sold – third-party cardlock locations
Fuel margin, cents per gallon 2 – proprietary cardlock locations
48.9
46.1
48.9
45.3
Fuel margin, cents per gallon 2 – third-party cardlock locations
15.3
15.5
18.4
12.2
1 Calculated as fuel revenue less fuel costs; excludes the estimated fixed fee paid to GPMP for the cost of fuel.
2 Calculated as fuel contribution divided by fuel gallons sold.
Fuel contribution for the third quarter of 2025 increased by $0.6 million compared to the third quarter of 2024. At proprietary cardlocks, fuel contribution increased by $0.5 million, and fuel margin per gallon also increased for the third
quarter of 2025 compared to the third quarter of 2024, primarily due to favorable diesel margins. At third-party cardlock locations, fuel contribution increased by $0.1 million, while fuel margin per gallon decreased slightly for the third quarter of 2025 compared to the third quarter of 2024.
Site Operating Expenses
For the three months ended September 30, 2025, convenience store operating expenses decreased $29.2 million, or 14.5%, compared to the prior year period primarily due to $33.0 million of reduced expenses related to retail stores that were closed or converted to dealers, partially offset by an increase in same store operating expenses of $2.9 million, or 1.8%, primarily due to higher repair and maintenance expenses, which were slightly offset by lower personnel costs and credit card fees.
Liquidity and Capital Expenditures
As of September 30, 2025, the Company’s total liquidity was approximately $891 million, consisting of approximately $307 million of cash and cash equivalents and approximately $584 million of availability under the Company's lines of credit. Outstanding debt was approximately $912 million, resulting in net debt, excluding lease related financing liabilities, of approximately $605 million. Capital expenditures were approximately $24.9 million for the quarter ended September 30, 2025, including investments in NTI stores and remodeling of the new format stores, EV chargers, upgrades to fuel dispensers and other investments in stores.
Quarterly Dividend and Share Repurchase Program
The Company’s ability to return cash to its stockholders through its cash dividend program and share repurchase 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 $0.03 per share of common stock to be paid on December 1, 2025 to stockholders of record as of November 17, 2025.
During the quarter, the Company repurchased approximately 0.9 million shares of common stock under its previously announced repurchase program for approximately $4.2 million, or an average price of $4.45 per share. There was approximately $7.2 million remaining under the share repurchase program as of September 30, 2025.
Company-Operated Retail Store Count and Segment Update
The following tables present certain information regarding changes in the retail, wholesale and fleet fueling segments for the periods presented:
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
Retail Segment
2025
2024
2025
2024
Number of sites at beginning of period
1,254
1,548
1,389
1,543
Acquired sites
—
—
—
21
Newly opened or reopened sites
1
1
3
2
Company-controlled sites converted to
consignment or fuel supply locations, net
(65
)
(49
)
(194
)
(51
)
Sites closed, divested or converted to rentals
(8
)
(9
)
(16
)
(24
)
Number of sites at end of period
1,182
1,491
1,182
1,491
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
Wholesale Segment 1
2025
2024
2025
2024
Number of sites at beginning of period
2,014
1,794
1,922
1,825
Newly opened or reopened sites 2
6
10
16
30
Consignment or fuel supply locations converted
from Company-controlled sites, net
65
49
194
51
Closed or divested sites
(32
)
(21
)
(79
)
(74
)
Number of sites at end of period
2,053
1,832
2,053
1,832
1 Excludes bulk and spot purchasers.
2 Includes all signed fuel supply agreements irrespective of fuel distribution commencement date.
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
Fleet Fueling Segment
2025
2024
2025
2024
Number of sites at beginning of period
287
294
280
298
Newly opened or reopened sites
2
1
11
1
Closed or divested sites
(1
)
(14
)
(3
)
(18
)
Number of sites at end of period
288
281
288
281
Fourth Quarter and Full Year 2025 Guidance Range
The Company currently expects fourth quarter 2025 Adjusted EBITDA to range between $50 million and $60 million, with an assumed range of average retail fuel margin from 42.5 to 44.5 cents per gallon. The Company is updating its full-year 2025 Adjusted EBITDA guidance and currently expects full year 2025 Adjusted EBITDA to range between $233 million and $243 million.
The Company is not providing guidance on net income at this time due to the volatility of certain required inputs that are not available without unreasonable efforts, including future fair value adjustments associated with its stock price, as well as depreciation and amortization related to its capital allocation as part of its focus on accelerating organic growth.
Conference Call and Webcast Details
The Company will host a conference call today, November 5, 2025, to discuss these results at 5:00 p.m. Eastern Time. Investors and analysts interested in participating in the live call can dial 877-605-1792 or 201-689-8728.
A simultaneous, live webcast will also be available on the Investor Relations section of the Company’s website at https://www.arkocorp.com/news-events/ir-calendar. The webcast will be archived for 30 days.
About ARKO Corp.
ARKO Corp. (Nasdaq: ARKO) is a Fortune 500 company that owns 100% of GPM Investments, LLC and is one of the largest operators of convenience stores and wholesalers of fuel in the United States. Based in Richmond, VA, our highly recognizable Family of Community Brands offers delicious, prepared foods, beer, snacks, candy, hot and cold beverages, and multiple popular quick serve restaurant brands. We operate in four reportable segments: retail, which includes convenience stores selling merchandise and fuel products to retail customers; wholesale, which supplies fuel to independent dealers and consignment agents; fleet fueling, which includes the operation of proprietary and third-party cardlock locations, and issuance of proprietary fuel cards that provide customers access to a nationwide network of fueling sites; and GPM Petroleum, which sells and supplies fuel to our retail and wholesale sites and charges a fixed fee,
primarily to our fleet fueling sites. To learn more about GPM stores, visit: www.gpminvestments.com. To learn more about ARKO, visit: www.arkocorp.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 maintain the listing of its common stock and warrants 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 the Company's transformation plan, 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 “same store basis,” which is a non-GAAP measure. Information disclosed on a “same store basis” excludes the results of any store that is not a “same store” for the applicable period. A store is considered a same store beginning in the first quarter in which the store had a full quarter of 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 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 retail sites converted to dealers 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.
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 and divestiture 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.
EBITDA and Adjusted EBITDA should not be considered as alternatives to any financial measure derived in accordance with GAAP, including net income. The presentations of 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, same store measures, comparable wholesale sites, EBITDA and Adjusted EBITDA, 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.
Company Contact
Jordan Mann
ARKO Corp.
investors@gpminvestments.com
Investor Contact
Sean Mansouri, CFA
Elevate IR
(720) 330-2829
Condensed Consolidated Statements of Operations
(Unaudited)
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands, except per share amounts)
Revenues:
Fuel revenue
$
1,599,990
$
1,783,871
$
4,616,448
$
5,302,734
Merchandise revenue
389,727
469,616
1,144,338
1,358,519
Other revenues, net
31,116
25,749
88,471
78,600
Total revenues
2,020,833
2,279,236
5,849,257
6,739,853
Operating expenses:
Fuel costs
1,453,175
1,626,399
4,195,877
4,855,462
Merchandise costs
258,248
315,597
760,804
913,823
Site operating expenses
198,491
222,744
600,925
665,366
General and administrative expenses
40,048
38,636
122,403
123,230
Depreciation and amortization
32,944
33,132
101,433
98,425
Total operating expenses
1,982,906
2,236,508
5,781,442
6,656,306
Other expenses (income), net
2,003
1,159
(13,035
)
3,896
Operating income
35,924
41,569
80,850
79,651
Interest and other financial income
3,340
3,135
16,397
26,462
Interest and other financial expenses
(23,485
)
(26,759
)
(69,911
)
(73,910
)
Income before income taxes
15,779
17,945
27,336
32,203
Income tax expense
(2,368
)
(8,300
)
(6,546
)
(9,139
)
Income from equity investment
48
29
95
79
Net income attributable to ARKO Corp.
$
13,459
$
9,674
$
20,885
$
23,143
Series A redeemable preferred stock dividends
(1,450
)
(1,446
)
(4,301
)
(4,305
)
Net income attributable to common shareholders
$
12,009
$
8,228
$
16,584
$
18,838
Net income per share attributable to common shareholders – basic
$
0.11
$
0.07
$
0.15
$
0.16
Net income per share attributable to common shareholders – diluted
$
0.10
$
0.07
$
0.14
$
0.16
Weighted average shares outstanding:
Basic
112,723
115,771
114,196
116,262
Diluted
115,202
117,888
115,489
117,342
Condensed Consolidated Balance Sheets
(Unaudited)
September 30, 2025
December 31, 2024
(in thousands)
Assets
Current assets:
Cash and cash equivalents
$
306,932
$
261,758
Restricted cash
18,797
30,650
Short-term investments
6,295
5,330
Trade receivables, net
112,343
95,832
Inventory
202,290
231,225
Other current assets
106,497
97,413
Total current assets
753,154
722,208
Non-current assets:
Property and equipment, net
733,372
747,548
Right-of-use assets under operating leases
1,360,130
1,386,244
Right-of-use assets under financing leases, net
145,744
157,999
Goodwill
299,973
299,973
Intangible assets, net
165,581
182,355
Equity investment
3,103
3,009
Deferred tax asset
62,066
67,689
Other non-current assets
63,861
53,633
Total assets
$
3,586,984
$
3,620,658
Liabilities
Current liabilities:
Long-term debt, current portion
$
36,994
$
12,944
Accounts payable
180,403
190,212
Other current liabilities
158,795
159,239
Operating leases, current portion
76,604
71,580
Financing leases, current portion
12,846
11,515
Total current liabilities
465,642
445,490
Non-current liabilities:
Long-term debt, net
874,581
868,055
Asset retirement obligation
88,501
87,375
Operating leases
1,390,194
1,408,293
Financing leases
200,151
211,051
Other non-current liabilities
194,789
223,528
Total liabilities
3,213,858
3,243,792
Series A redeemable preferred stock
100,000
100,000
Shareholders' equity:
Common stock
12
12
Treasury stock
(127,037
)
(106,123
)
Additional paid-in capital
287,559
276,681
Accumulated other comprehensive income
9,119
9,119
Retained earnings
103,473
97,177
Total shareholders' equity
273,126
276,866
Total liabilities, redeemable preferred stock and equity
$
3,586,984
$
3,620,658
Condensed Consolidated Statements of Cash Flows
(Unaudited)
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands)
Cash flows from operating activities:
Net income
$
13,459
$
9,674
$
20,885
$
23,143
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
32,944
33,132
101,433
98,425
Deferred income taxes
6,064
2,269
5,623
(3,660
)
Loss on disposal of assets and impairment charges
1,407
1,752
5,486
5,137
Gain from sale-leaseback
—
—
(20,777
)
—
Foreign currency (gain) loss
(15
)
(16
)
(76
)
41
Gain from issuance of shares as payment of deferred consideration related to business acquisition
—
—
—
(2,681
)
Gain from settlement related to business acquisition
—
—
—
(6,356
)
Amortization of deferred financing costs and debt discount
749
668
2,107
2,000
Amortization of deferred income
(6,579
)
(3,757
)
(15,344
)
(10,126
)
Accretion of asset retirement obligation
643
628
1,877
1,871
Non-cash rent
2,995
3,634
9,405
10,805
Charges to allowance for credit losses
277
92
819
733
Income from equity investment
(48
)
(29
)
(95
)
(79
)
Share-based compensation
3,884
2,149
10,878
8,262
Fair value adjustment of financial assets and liabilities
(1,498
)
1,443
(9,109
)
(10,763
)
Other operating activities, net
21
66
(191
)
752
Changes in assets and liabilities:
(Increase) decrease in trade receivables
(275
)
37,596
(17,330
)
16,112
Decrease in inventory
4,183
14,655
28,218
17,427
(Increase) decrease in other assets
(5,944
)
8,066
(9,540
)
13,909
Decrease in accounts payable
(9,429
)
(32,614
)
(9,506
)
(6,137
)
Increase in other current liabilities
386
23,768
16,542
17,844
Decrease in asset retirement obligation
(261
)
(163
)
(604
)
(283
)
Increase in non-current liabilities
6,459
6,143
27,308
22,754
Net cash provided by operating activities
49,422
109,156
148,009
199,130
Cash flows from investing activities:
Purchase of property and equipment
(24,902
)
(29,269
)
(97,641
)
(77,781
)
Proceeds from sale of property and equipment
1,592
1,058
3,868
51,353
Business acquisitions, net of cash
—
(91
)
—
(54,549
)
Loans to equity investment, net
17
14
48
42
Net cash used in investing activities
(23,293
)
(28,288
)
(93,725
)
(80,935
)
Cash flows from financing activities:
Receipt of long-term debt, net
—
—
37,302
47,556
Repayment of debt
(6,379
)
(6,714
)
(18,624
)
(20,563
)
Principal payments on financing leases
(1,504
)
(1,274
)
(4,315
)
(3,580
)
Early settlement of deferred consideration related to business acquisition
—
—
—
(17,155
)
Common stock repurchased
(4,182
)
—
(20,773
)
(31,989
)
Dividends paid on common stock
(3,378
)
(3,473
)
(10,288
)
(10,542
)
Dividends paid on redeemable preferred stock
(1,450
)
(1,446
)
(4,301
)
(4,305
)
Net cash used in financing activities
(16,893
)
(12,907
)
(20,999
)
(40,578
)
Net increase in cash and cash equivalents and restricted cash
9,236
67,961
33,285
77,617
Effect of exchange rate on cash and cash equivalents and restricted cash
6
11
36
(27
)
Cash and cash equivalents and restricted cash, beginning of period
316,487
251,039
292,408
241,421
Cash and cash equivalents and restricted cash, end of period
$
325,729
$
319,011
$
325,729
$
319,011
Supplemental Disclosure of Non-GAAP Financial Information
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands)
Net income
$
13,459
$
9,674
$
20,885
$
23,143
Interest and other financing expenses, net
20,145
23,624
53,514
47,448
Income tax expense
2,368
8,300
6,546
9,139
Depreciation and amortization
32,944
33,132
101,433
98,425
EBITDA
68,916
74,730
182,378
178,155
Acquisition and divestiture costs (a)
2,815
1,729
5,097
3,919
Loss (gain) on disposal of assets and impairment charges (b)
1,407
1,752
(15,291
)
5,137
Share-based compensation expense (c)
3,884
2,149
10,878
8,262
Income from equity investment (d)
(48
)
(29
)
(95
)
(79
)
Fuel and franchise taxes received in arrears (e)
—
(862
)
—
(1,427
)
Adjustment to contingent consideration (f)
(1,541
)
(706
)
(1,816
)
(998
)
Expenses related to wage and hour claim settlement (g)
28
—
2,051
—
Other (h)
(300
)
14
(248
)
(957
)
Adjusted EBITDA
$
75,161
$
78,777
$
182,954
$
192,012
Additional information
Non-cash rent expense (i)
$
2,995
$
3,634
$
9,405
$
10,805
(a) Eliminates costs incurred that are directly attributable to business acquisitions and divestitures (including conversion of retail stores to dealer sites) and salaries of employees whose primary job function is to execute the Company's acquisition and divestiture 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, including a $20.8 million gain related to the expiration in the second quarter of 2025 of a real estate purchase option received in 2021 that was accounted for as a sale-leaseback.
(c) Eliminates non-cash share-based compensation expense related to the equity incentive program in place to incentivize, retain, and motivate the Company's employees and members of the Board.
(d) Eliminates the Company's share of income attributable to its unconsolidated equity investment.
(e) Eliminates the receipt of historical fuel and franchise tax amounts for multiple prior periods.
(f) Eliminates fair value adjustments primarily related to the contingent consideration owed to the seller for the 2020 Empire acquisition.
(g) Eliminates non-recurring expenses accrued in net income related to a wage and hour collective action settlement.
(h) Eliminates other unusual or non-recurring items that the Company does not consider to be meaningful in assessing operating performance.
(i) 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.
Supplemental Disclosures of Segment Information
Retail Segment
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands)
Revenues:
Fuel revenue
$
744,405
$
929,783
$
2,183,194
$
2,730,583
Merchandise revenue
389,727
469,616
1,144,338
1,358,519
Other revenues, net
14,715
16,082
43,884
49,496
Total revenues
1,148,847
1,415,481
3,371,416
4,138,598
Operating expenses:
Fuel costs 1
640,278
812,693
1,885,922
2,402,579
Merchandise costs
258,248
315,597
760,804
913,823
Site operating expenses
172,851
202,097
526,699
602,664
Total operating expenses
1,071,377
1,330,387
3,173,425
3,919,066
Operating income
$
77,470
$
85,094
$
197,991
$
219,532
1 Excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.
Wholesale Segment
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands)
Revenues:
Fuel revenue
$
725,990
$
720,646
$
2,052,153
$
2,147,853
Other revenues, net
13,697
6,751
36,550
20,459
Total revenues
739,687
727,397
2,088,703
2,168,312
Operating expenses:
Fuel costs 1
700,922
697,286
1,981,649
2,079,777
Site operating expenses
14,637
9,817
41,054
28,682
Total operating expenses
715,559
707,103
2,022,703
2,108,459
Operating income
$
24,128
$
20,294
$
66,000
$
59,853
1 Excludes the estimated fixed margin or fixed fee paid to GPMP for the cost of fuel.
Fleet Fueling Segment
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2025
2024
2025
2024
(in thousands)
Revenues:
Fuel revenue
$
122,692
$
125,933
$
359,219
$
398,266
Other revenues, net
2,240
2,335
6,603
7,004
Total revenues
124,932
128,268
365,822
405,270
Operating expenses:
Fuel costs 1
105,952
109,752
309,409
350,309
Site operating expenses
6,769
5,876
20,131
18,861
Total operating expenses
112,721
115,628
329,540
369,170
Operating income
$
12,211
$
12,640
$
36,282
$
36,100
1 Excludes the estimated fixed fee paid to GPMP for the cost of fuel.