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CrossAmerica Partners (NYSE: CAPL) boosts 2025 profit and cuts leverage with asset sales

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

CrossAmerica Partners LP reported stronger full-year 2025 results with net income of $41.8 million, up from $22.5 million in 2024. Adjusted EBITDA held essentially flat at $146.0 million versus $145.5 million, while Distributable Cash Flow edged up to $87.8 million from $86.0 million.

Retail segment performance was a key driver, with 2025 retail gross profit rising to $302.2 million from $289.7 million on higher fuel and merchandise margins, despite modest volume declines. Wholesale gross profit declined to $100.5 million from $108.6 million as site conversions and asset sales reduced rent income and volumes.

The partnership executed a sizable real estate optimization program, selling 107 properties in 2025 for $103.3 million in proceeds and recording net gains of $45.9 million. Leverage, as defined in the credit facility, improved to 3.51x at December 31, 2025 from 4.36x a year earlier, and the full-year distribution coverage ratio increased to 1.10x. The quarterly cash distribution remained $0.5250 per common unit.

Positive

  • Profitability and coverage improved: 2025 net income rose to $41.8 million from $22.5 million, and full-year Distribution Coverage increased to 1.10x while maintaining an annual cash distribution of $2.1000 per common unit.
  • Leverage and balance sheet strengthened: leverage, as defined in the CAPL Credit Facility, improved to 3.51x at December 31, 2025 from 4.36x a year earlier, supported by $103.3 million of asset sale proceeds used to reduce debt.

Negative

  • None.

Insights

Full-year profitability and cash coverage improved, aided by asset sales and stronger retail margins.

CrossAmerica Partners delivered 2025 net income of $41.8 million, an 86% increase from $22.5 million in 2024, while Adjusted EBITDA was broadly stable at $146.0 million. Distributable Cash Flow rose slightly to $87.8 million, supporting a higher distribution coverage ratio of 1.10x versus 1.08x.

Fourth-quarter 2025 results highlight margin-driven strength: retail gross profit grew 10% year over year to $82.9 million and wholesale motor fuel gross profit increased 6%, despite lower volumes in both segments. The quarter’s Adjusted EBITDA increased 22% to $43.4 million, while Distribution Coverage improved to 1.43x from 1.06x.

Real estate optimization was a major contributor. In 2025 the partnership sold 107 properties for $103.3 million in proceeds, realizing net gains of $45.9 million. Management indicates these proceeds were used to materially reduce debt, which helped lower leverage—defined in the credit facility—to 3.51x at December 31, 2025, down from 4.36x, and reduce interest expense by $4.2 million year over year.

0001538849false 00015388492026-02-252026-02-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 25, 2026

CrossAmerica Partners LP

(Exact name of registrant as specified in its charter)

 

Delaware

001-35711

45-4165414

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

645 Hamilton Street, Suite 400

Allentown, PA

18101

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (610) 625-8000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Units

CAPL

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.


 

Item 2.02 Results of Operations and Financial Condition.

On February 25, 2026, CrossAmerica Partners LP (“CrossAmerica” or the “Partnership”) issued a press release announcing its financial results for the year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 7.01 Regulation FD Disclosure.

Furnished herewith as Exhibit 99.2 are slides that senior management of CrossAmerica will utilize in CrossAmerica’s fourth quarter 2025 earnings call. The slides are available on the Webcasts & Presentations page of CrossAmerica’s website at www.crossamericapartners.com.

The information in Item 2.02, Item 7.01 and Exhibits 99.1 and 99.2 of Item 9.01 of this report, according to general instruction B.2., shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended. By furnishing this information, the Partnership makes no admission as to the materiality of such information that the Partnership chooses to disclose solely because of Regulation FD.

Safe Harbor Statement

Statements contained in the exhibits to this report that state the Partnership’s or its management’s expectations or predictions of the future are forward-looking statements. It is important to note that the Partnership’s actual results could differ materially from those projected in such forward-looking statements. Factors that could affect those results include those mentioned in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2025 and in subsequent filings that the Partnership has filed with the Securities and Exchange Commission (the “SEC”). The Partnership undertakes no duty or obligation to publicly update or revise the information contained in this report, although the Partnership may do so from time to time as management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

Exhibit No.

Description

99.1

Press Release dated February 25, 2026 regarding CrossAmerica's earnings

99.2

Investor Presentation Slides of CrossAmerica

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

CrossAmerica Partners LP

By:

CrossAmerica GP LLC

its general partner

By:

/s/ Keenan D. Lynch

Name:

Keenan D. Lynch

Title:

General Counsel and Chief Administrative Officer

Dated: February 25, 2026


 

Exhibit 99.1

img129285707_0.jpg

CrossAmerica Partners LP Reports Fourth Quarter and Full Year 2025 Results

-
Reported Fourth Quarter of 2025 Net Income of $10.2 million, Adjusted EBITDA of $43.4 million and Distributable Cash Flow of $28.5 million compared to Fourth Quarter of 2024 Net Income of $16.9 million, Adjusted EBITDA of $35.5 million and Distributable Cash Flow of $21.1 million
-
Generated Full Year of 2025 Net Income of $41.8 million, Adjusted EBITDA of $146.0 million and Distributable Cash Flow of $87.8 million compared to Full Year of 2024 Net Income of $22.5 million, Adjusted EBITDA of $145.5 million and Distributable Cash Flow of $86.0 million
-
Reported Fourth Quarter of 2025 Gross Profit for the Retail Segment of $82.9 million compared to $75.1 million of Gross Profit for the Fourth Quarter of 2024 and Fourth Quarter of 2025 Gross Profit for the Wholesale Segment of $24.2 million compared to $25.9 million of Gross Profit for the Fourth Quarter of 2024
-
Generated Full Year of 2025 Gross Profit for the Retail Segment of $302.2 million compared to $289.7 million of Gross Profit for the Full Year of 2024 and Full Year of 2025 Gross Profit for the Wholesale Segment of $100.5 million compared to $108.6 million of Gross Profit for the Full Year of 2024
-
Leverage, as defined in the CAPL Credit Facility, was 3.51 times as of December 31. 2025, compared to 4.36 times as of December 31, 2024
-
The Distribution Coverage Ratio was 1.43 times for the Fourth Quarter of 2025 compared to 1.06 times for the Fourth Quarter of 2024 and for the Full Year of 2025 was 1.10 times compared to 1.08 times for the comparable period of 2024

 

Allentown, PA February 25, 2026 – CrossAmerica Partners LP (NYSE: CAPL) (“CrossAmerica” or the “Partnership”), a leading wholesale fuels distributor, convenience store operator, and owner and lessor of real estate used in the retail distribution of motor fuels, today reported financial results for the fourth quarter and full year ended December 31, 2025.

 

“We delivered a solid fourth quarter, driven by strong retail and wholesale fuel margins, along with growth in same-store sales and store margin percentage, resulting in performance well above the prior year,” said Charles Nifong, President & CEO of CrossAmerica. “The quarter highlights the benefits of our strategic site conversions to retail, which enabled us to capitalize on a favorable margin environment. Throughout the year, we successfully divested non-core locations, generating over $100 million in proceeds that we used to materially reduce our debt and enhance our financial flexibility. As a result, we enter 2026 with a solid core business and a strong balance sheet to support future growth.”

 

1

 


 

Fourth Quarter and Full Year Results

 

Consolidated Results

 

Key Operating Metrics

Q4 2025

Q4 2024

 

FY2025

FY2024

Net Income

$10.2M

$16.9M

 

$41.8M

$22.5M

 

 

 

 

 

 

Adjusted EBITDA

$43.4M

$35.5M

 

$146.0M

$145.5M

Distributable Cash Flow

$28.5M

$21.1M

 

$87.8M

$86.0M

Distribution Coverage Ratio

1.43x

1.06x

 

1.10x

1.08x

 

CrossAmerica reported increases in Adjusted EBITDA, Distributable Cash Flow and its Distribution Coverage Ratio for the fourth quarter of 2025 compared to the fourth quarter of 2024. These increases were primarily driven by an increase in motor fuel margin per gallon in the retail and wholesale segments, an increase in merchandise gross profit in the retail segment and a decline in operating expenses. Net Income for the quarter declined year-over-year primarily due to lower net gains on asset dispositions compared to the prior-year period.

 

For the full year of 2025, CrossAmerica reported increases in Net Income, Adjusted EBITDA, Distributable Cash Flow and its Distribution Coverage Ratio when compared to the full year of 2024 primarily due to an increase in motor fuel and merchandise gross profit in the retail segment. The year-over-year increase in Net Income, Distributable Cash Flow and Distribution Coverage was primarily driven by the increase in Adjusted EBITDA noted above in addition to a $4.2 million decrease in interest expense due to a lower average interest rate along with a lower average outstanding debt balance.

 

Retail Segment

 

Key Operating Metrics

Q4 2025

Q4 2024

 

FY2025

FY2024

Retail segment gross profit

$82.9M

$75.1M

 

$302.2M

$289.7M

 

 

 

Retail segment motor fuel gallons distributed

132.1M

141.4M

 

542.1M

554.5M

Same store motor fuel gallons distributed

121.8M

131.8M

 

444.2M

463.9M

Retail segment motor fuel gross profit

$46.5M

$39.8M

 

$157.2M

$150.9M

Retail segment margin per gallon, before deducting credit card fees and commissions

$0.449

$0.376

 

$0.386

$0.368

 

 

 

Same store merchandise sales excluding cigarettes*

$65.4M

$64.6M

 

$215.7M

$210.9M

Merchandise gross profit*

$28.8M

$28.1M

 

$116.2M

$109.9M

Merchandise gross profit percentage*

29.1%

28.4%

 

28.5%

28.2%

 

 

 

Operating Expenses

$51.5M

$52.2M

 

$204.7M

$196.2M

Retail Sites (end of period)

583

594

 

583

594

*Includes only company operated retail sites

 

Retail Segment - Fourth Quarter

 

For the fourth quarter of 2025, the retail segment generated a 10% increase in gross profit compared to the fourth quarter of 2024, driven by higher motor fuel and merchandise margins, partially offset by lower fuel volumes. Operating expenses declined year-over-year for the quarter as well. Average site count in the segment declined 2% year-over-year due to the sale of certain company operated sites in connection with its real estate optimization effort, partially offset by the conversion of certain lessee dealer sites to company operated and commission agent sites.

 

2

 


 

Motor fuel gross profit increased $6.7 million or 17%, attributable to a 19% increase in the margin per gallon for the quarter compared to prior year, partially offset by a 7% decline in volume primarily driven by a decline in same store volumes, relative to a particularly strong fourth quarter in 2024, when same store volumes were up 2% over the prior year.

 

Merchandise gross profit increased 3% year-over-year, despite a 4% decline in the average company operated site count for the quarter compared to the prior year. Same store merchandise sales excluding cigarettes increased 1% and merchandise gross profit percentage expanded to 29.1% from 28.4% for the prior-year period. The increase in merchandise gross profit was partially due to the transition of certain merchandise products from a scan-based trading model to a gross profit model.

 

Operating expenses for the retail segment declined 1% or $0.7 million primarily driven by the 2% decline in average segment site count and, to a lesser extent, a decline in same store operating expenses.

 

Retail Segment - Full Year

 

For the full year of 2025, CrossAmerica's retail segment generated a 4% increase in gross profit compared to the full year of 2024. The increase was driven by higher motor fuel and merchandise gross margins, offset partially by higher operating expenses. Average site count in the segment increased 4% year-over-year due to the conversion of certain lessee dealer sites to company operated sites, partially offset by the sale of certain company operated sites in connection with its real estate optimization effort.

 

The retail segment's motor fuel gross profit increased $6.3 million or 4%, attributable to a 5% increase in the margin per gallon, driven by improved sourcing costs, the relative movement in crude oil prices over the periods, and local retail market dynamics. This was partially offset by a 2% decline in volume primarily driven by a 4% decrease in same store volumes compared to the prior year.

 

Merchandise gross profit increased $6.3 million or 6% year-over-year, driven by an increase in sales in CrossAmerica's base business and a 2% increase in the average company operated site count. Same store merchandise sales excluding cigarettes increased 2% for the year and merchandise gross profit percentage increased to 28.5% from 28.2%. The increase in merchandise gross profit was partially due to the transition of certain merchandise products from a scan-based trading model to a gross profit model.

 

Operating expenses increased 4% primarily due to the 4% increase in the average segment site count. Increased labor expense due to the opening of branded food operations as same store locations during the year also contributed to the operating expense increase for the year.

 

Wholesale Segment

Key Operating Metrics

Q4 2025

Q4 2024

 

FY2025

FY2024

Wholesale segment gross profit

$24.2M

$25.9M

 

$100.5M

$108.6M

Wholesale motor fuel gallons distributed

168.9M

180.5M

 

688.7M

743.5M

Average wholesale gross margin per gallon

$0.093

$0.082

 

$0.091

$0.085

3

 


 

Wholesale Segment – Fourth Quarter

During the fourth quarter of 2025, CrossAmerica’s wholesale segment gross profit decreased 7% compared to the fourth quarter of 2024. This was driven by a decline in rent gross profit primarily due to the conversion of sites to the retail segment. Motor fuel gross profit increased 6% during the fourth quarter of 2025, primarily driven by a 13% increase in margin per gallon, partially offset by a 6% decline in wholesale volume. The increase in margin per gallon was primarily driven by better sourcing costs and the relative movement of crude oil prices in the two periods. The decline in wholesale volumes was largely attributable to the continued conversion of wholesale locations to the retail class of trade. The total average site count in the wholesale segment during the fourth quarter of 2025 declined 6% compared to the fourth quarter of 2024, including a 23% decline in lessee dealer locations, primarily due to the sale of certain lessee dealer sites, often with supply, in connection with CrossAmerica’s real estate optimization effort.

 

Wholesale Segment – Full Year

 

For the full year of 2025, the wholesale segment's gross profit declined 7% year-over-year. The decline was driven by lower rent gross profit and fuel volumes. Total average segment site count declined 8% year-over-year, including a 23% decline in lessee dealer locations, primarily due to the real estate optimization efforts. Motor fuel gross profit declined 1%, with a 7% decrease in wholesale volume distributed, partially offset by a 7% increase in margin per gallon, due to the factors noted previously. The decline in wholesale volume was largely attributable to the conversion of lessee dealer sites to the retail segment, the net loss of independent dealer contracts and lower same store volumes. These decreases were partially offset by asset sales with continued fuel supply, which convert sites to independent dealer sites, which are included in wholesale volumes.

 

Rent gross profit decreased $7.9 million or 19%, reflecting site sales and conversions associated with CrossAmerica’s real estate and portfolio optimization strategy.

 

Divestment Activity

 

During the three months ended December 31, 2025, CrossAmerica sold eleven sites for $8.8 million in proceeds, resulting in net gains of $3.4 million. CrossAmerica maintained a supply relationship post sale with substantially all of the locations divested during the quarter. For the twelve months ended December 31, 2025, CrossAmerica sold 107 properties for $103.3 million in proceeds, resulting in net gains of $45.9 million. In comparison, for the twelve months ended December 31, 2024, CrossAmerica sold thirty sites for $36.3 million in proceeds, resulting in net gains of $23.3 million.

 

Liquidity and Capital Resources

 

As of December 31, 2025, CrossAmerica had $692.3 million outstanding under its CAPL Credit Facility. As of February 20, 2026, after taking into consideration debt covenant restrictions, approximately $216.6 million was available for future borrowings under the CAPL Credit Facility. Leverage, as defined in the CAPL Credit Facility, was 3.51 times as of December 31, 2025, compared to 4.36 times as of December 31, 2024. As of December 31, 2025, CrossAmerica was in compliance with its financial covenants under the credit facility.

Distributions

 

On January 21, 2026, the Board of the Directors of CrossAmerica’s General Partner (“Board”) declared a quarterly distribution of $0.5250 per limited partner unit attributable to the fourth quarter of 2025. As previously announced, the distribution was paid on February 12, 2026, to all unitholders of record as of February 2, 2026. The amount and timing of any future distributions is subject to the discretion of the Board as provided in CrossAmerica’s Partnership Agreement.

 

4

 


 

Conference Call

 

The Partnership will host a conference call on February 26, 2026, at 9:00 a.m. Eastern Time to discuss the fourth quarter and full year 2025 earnings results. The conference call numbers are 800-717-1738 or 646-307-1865 and the passcode for both is 288997. A live audio webcast of the conference call and the related earnings materials, including reconciliations of any non-GAAP financial measures to GAAP financial measures and any other applicable disclosures, will be available on that same day on the investor section of the CrossAmerica website (www.crossamericapartners.com). After the live conference call, an archive of the webcast will be available on the investor section of the CrossAmerica site at https://caplp.gcs-web.com/webcasts-presentations within 24 hours after the call for a period of sixty days.

 

Non-GAAP Measures and Same Store Metrics

 

Non-GAAP measures used in this release include EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio. These Non-GAAP measures are further described and reconciled to their most directly comparable GAAP measures in the Supplemental Disclosure Regarding Non-GAAP Financial Measures section of this release.

 

Same store fuel volume and same store merchandise sales include aggregated individual store results for all stores that had fuel volume or merchandise sales in all months for both periods within the same segment. Same store merchandise sales excludes other revenues such as lottery commissions and car wash sales. Certain merchandise products have been transitioned from a scan-based trading model (whereby a third party owns the inventory and CrossAmerica records a commission in other revenues) to a gross profit model (whereby CrossAmerica owns the inventory and records merchandise sales and cost of sales). Same store merchandise sales for the three and twelve months ended December 31, 2024, were adjusted to gross it up for the sales that would have been recorded had CrossAmerica been on the gross profit model in the prior year.

 

 

5

 


 

CROSSAMERICA PARTNERS LP

CONSOLIDATED BALANCE SHEETS

(Thousands of Dollars, except unit data)

 

 

 

December 31,

 

 

 

2025

 

 

2024

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

3,137

 

 

$

3,381

 

Accounts receivable, net of allowances of $635 and $757, respectively

 

 

28,566

 

 

 

31,603

 

Accounts receivable from related parties

 

 

687

 

 

 

634

 

Inventory

 

 

59,610

 

 

 

63,169

 

Assets held for sale

 

 

9,690

 

 

 

8,994

 

Current portion of interest rate swap contracts

 

 

801

 

 

 

2,958

 

Other current assets

 

 

8,590

 

 

 

8,091

 

Total current assets

 

 

111,081

 

 

 

118,830

 

Property and equipment, net

 

 

547,686

 

 

 

656,300

 

Right-of-use assets, net

 

 

121,636

 

 

 

136,430

 

Intangible assets, net

 

 

61,638

 

 

 

77,242

 

Goodwill

 

 

99,409

 

 

 

99,409

 

Deferred tax assets

 

 

760

 

 

 

1,001

 

Interest rate swap contracts, less current portion

 

 

325

 

 

 

5,133

 

Other assets

 

 

22,199

 

 

 

20,380

 

Total assets

 

$

964,734

 

 

$

1,114,725

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Current portion of debt and finance lease obligations

 

$

3,465

 

 

$

3,266

 

Current portion of operating lease obligations

 

 

34,715

 

 

 

35,065

 

Accounts payable

 

 

63,413

 

 

 

73,986

 

Accounts payable to related parties

 

 

6,536

 

 

 

7,729

 

Current portion of interest rate swap contracts

 

 

697

 

 

 

 

Accrued expenses and other current liabilities

 

 

27,378

 

 

 

24,044

 

Motor fuel and sales taxes payable

 

 

19,013

 

 

 

18,756

 

Total current liabilities

 

 

155,217

 

 

 

162,846

 

Debt and finance lease obligations, less current portion

 

 

687,187

 

 

 

763,932

 

Operating lease obligations, less current portion

 

 

91,267

 

 

 

106,296

 

Deferred tax liabilities, net

 

 

7,409

 

 

 

7,424

 

Asset retirement obligations

 

 

45,014

 

 

 

48,251

 

Interest rate swap contracts, less current portion

 

 

1,390

 

 

 

311

 

Other long-term liabilities

 

 

49,289

 

 

 

50,448

 

Total liabilities

 

 

1,036,773

 

 

 

1,139,508

 

 

 

 

 

 

 

 

Commitments and contingencies (Notes 15 and 16)

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred membership interests

 

 

30,289

 

 

 

28,993

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

Common units— 38,135,078 and 38,059,702 units issued and
   outstanding at December 31, 2025 and 2024, respectively

 

 

(101,280

)

 

 

(61,371

)

Accumulated other comprehensive (loss) income

 

 

(1,048

)

 

 

7,595

 

Total deficit

 

 

(102,328

)

 

 

(53,776

)

Total liabilities and equity

 

$

964,734

 

 

$

1,114,725

 

6

 


 

CROSSAMERICA PARTNERS LP

CONSOLIDATED STATEMENTS OF OPERATIONS

(Thousands of Dollars, Except Unit and Per Unit Amounts)

 

 

 

(Unaudited)
Three Months Ended
December 31,

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Operating revenues (a)

 

$

866,287

 

 

$

944,222

 

 

$

3,662,534

 

 

$

4,098,288

 

Cost of sales (b)

 

 

759,156

 

 

 

843,239

 

 

 

3,259,827

 

 

 

3,699,969

 

Gross profit

 

 

107,131

 

 

 

100,983

 

 

 

402,707

 

 

 

398,319

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses (c)

 

 

57,348

 

 

 

59,367

 

 

 

231,712

 

 

 

227,986

 

General and administrative expenses

 

 

7,243

 

 

 

6,716

 

 

 

27,988

 

 

 

28,756

 

Depreciation, amortization and accretion expense

 

 

19,916

 

 

 

18,080

 

 

 

89,587

 

 

 

75,983

 

Total operating expenses

 

 

84,507

 

 

 

84,163

 

 

 

349,287

 

 

 

332,725

 

Gain on dispositions and lease terminations, net

 

 

3,440

 

 

 

11,512

 

 

 

44,229

 

 

 

4,966

 

Operating income

 

 

26,064

 

 

 

28,332

 

 

 

97,649

 

 

 

70,560

 

Other income, net

 

 

159

 

 

 

176

 

 

 

577

 

 

 

780

 

Interest expense

 

 

(10,941

)

 

 

(13,402

)

 

 

(48,140

)

 

 

(52,320

)

Income before income taxes

 

 

15,282

 

 

 

15,106

 

 

 

50,086

 

 

 

19,020

 

Income tax expense (benefit)

 

 

5,090

 

 

 

(1,755

)

 

 

8,253

 

 

 

(3,433

)

Net income

 

 

10,192

 

 

 

16,861

 

 

 

41,833

 

 

 

22,453

 

Accretion of preferred membership interests

 

 

679

 

 

 

650

 

 

 

2,720

 

 

 

2,561

 

Net income available to limited partners

 

$

9,513

 

 

$

16,211

 

 

$

39,113

 

 

$

19,892

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per common unit

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.25

 

 

$

0.43

 

 

$

1.03

 

 

$

0.52

 

Diluted

 

$

0.25

 

 

$

0.42

 

 

$

1.02

 

 

$

0.52

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common units:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

38,120,481

 

 

 

38,046,688

 

 

 

38,101,239

 

 

 

38,027,587

 

Diluted

 

 

38,258,380

 

 

 

38,192,104

 

 

 

38,247,289

 

 

 

38,172,434

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental information:

 

 

 

 

 

 

 

 

 

 

 

 

(a) includes excise taxes of:

 

$

77,674

 

 

$

82,583

 

 

$

316,968

 

 

$

321,798

 

(a) includes rent income of:

 

 

14,718

 

 

 

17,225

 

 

 

62,546

 

 

 

71,184

 

(b) excludes depreciation, amortization and accretion

 

 

 

 

 

 

 

 

 

 

 

 

(b) includes rent expense of:

 

 

4,791

 

 

 

5,030

 

 

 

19,443

 

 

 

20,651

 

(c) includes rent expense of:

 

 

4,724

 

 

 

4,468

 

 

 

18,698

 

 

 

17,440

 

 

7

 


 

CROSSAMERICA PARTNERS LP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Thousands of Dollars)

 

 

 

For the Year Ended December 31,

 

 

 

2025

 

 

2024

 

 

2023

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

Net income

 

$

41,833

 

 

$

22,453

 

 

$

42,592

 

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

 

 

 

 

 

 

 

 

 

Depreciation, amortization and accretion expense

 

 

89,587

 

 

 

75,983

 

 

 

77,158

 

Amortization of deferred financing costs

 

 

1,939

 

 

 

1,937

 

 

 

3,287

 

Credit loss expense

 

 

 

 

 

157

 

 

 

40

 

Deferred income tax (benefit) expense

 

 

(161

)

 

 

(6,147

)

 

 

1,572

 

Equity-based employee and director compensation expense

 

 

1,854

 

 

 

1,508

 

 

 

3,031

 

Gain on dispositions and lease terminations, net

 

 

(44,229

)

 

 

(4,966

)

 

 

(4,737

)

Changes in operating assets and liabilities, net of acquisitions

 

 

673

 

 

 

(3,143

)

 

 

(5,860

)

Net cash provided by operating activities

 

 

91,496

 

 

 

87,782

 

 

 

117,083

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

Principal payments received on notes receivable

 

 

118

 

 

 

152

 

 

 

213

 

Proceeds from sale of assets

 

 

104,052

 

 

 

35,374

 

 

 

6,234

 

Capital expenditures

 

 

(35,729

)

 

 

(26,318

)

 

 

(34,628

)

Lease termination payments to Applegreen, including inventory
   purchases

 

 

 

 

 

(25,517

)

 

 

 

Net cash provided by (used in) investing activities

 

 

68,441

 

 

 

(16,309

)

 

 

(28,181

)

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

Borrowings under the Credit Facility

 

 

77,795

 

 

 

113,000

 

 

 

240,900

 

Repayments on the Credit Facility

 

 

(153,000

)

 

 

(101,500

)

 

 

(91,037

)

Repayments on the Term Loan Facility

 

 

 

 

 

 

 

 

(158,980

)

Payments of finance lease obligations

 

 

(3,261

)

 

 

(3,082

)

 

 

(2,890

)

Payments of deferred financing costs

 

 

 

 

 

(74

)

 

 

(7,106

)

Distributions paid on distribution equivalent rights

 

 

(284

)

 

 

(260

)

 

 

(241

)

Income tax distributions paid on preferred membership interests

 

 

(1,424

)

 

 

(1,312

)

 

 

(900

)

Distributions paid on common units

 

 

(80,007

)

 

 

(79,854

)

 

 

(79,712

)

Net cash used in financing activities

 

 

(160,181

)

 

 

(73,082

)

 

 

(99,966

)

Net decrease in cash and cash equivalents

 

 

(244

)

 

 

(1,609

)

 

 

(11,064

)

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

 

3,381

 

 

 

4,990

 

 

 

16,054

 

Cash and cash equivalents at end of period

 

$

3,137

 

 

$

3,381

 

 

$

4,990

 

 

8

 


 

 

Segment Results

Retail

The following table highlights the results of operations and certain operating metrics of the Retail segment (in thousands, except for the number of retail sites and per gallon amounts):

 

 

Three Months Ended
December 31,

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Gross profit:

 

 

 

 

 

 

 

 

 

 

 

 

Motor fuel

 

$

46,538

 

 

$

39,832

 

 

$

157,239

 

 

$

150,916

 

Merchandise

 

 

28,835

 

 

 

28,124

 

 

 

116,235

 

 

 

109,910

 

Rent

 

 

2,563

 

 

 

2,442

 

 

 

9,885

 

 

 

9,411

 

Other revenue

 

 

4,986

 

 

 

4,689

 

 

 

18,834

 

 

 

19,467

 

Total gross profit

 

 

82,922

 

 

 

75,087

 

 

 

302,193

 

 

 

289,704

 

Operating expenses

 

 

(51,521

)

 

 

(52,246

)

 

 

(204,693

)

 

 

(196,232

)

Operating income

 

$

31,401

 

 

$

22,841

 

 

$

97,500

 

 

$

93,472

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail sites (end of period):

 

 

 

 

 

 

 

 

 

 

 

 

Company operated retail sites (a)

 

 

352

 

 

 

365

 

 

 

352

 

 

 

365

 

Commission agents (b)

 

 

231

 

 

 

229

 

 

 

231

 

 

 

229

 

Total retail sites

 

 

583

 

 

 

594

 

 

 

583

 

 

 

594

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total retail segment statistics:

 

 

 

 

 

 

 

 

 

 

 

 

Volume of gallons sold

 

 

132,115

 

 

 

141,377

 

 

 

542,137

 

 

 

554,490

 

Same store total system gallons sold (c)

 

 

121,822

 

 

 

131,810

 

 

 

444,183

 

 

 

463,873

 

Average retail fuel sites

 

 

584

 

 

 

595

 

 

 

594

 

 

 

569

 

Margin per gallon, before deducting credit card fees and
   commissions

 

$

0.449

 

 

$

0.376

 

 

$

0.386

 

 

$

0.368

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Company operated site statistics:

 

 

 

 

 

 

 

 

 

 

 

 

Average retail fuel sites

 

 

352

 

 

 

368

 

 

 

361

 

 

 

354

 

Same store fuel volume (c)

 

 

86,820

 

 

 

92,446

 

 

 

312,456

 

 

 

323,262

 

Margin per gallon, before deducting credit card fees

 

$

0.483

 

 

$

0.401

 

 

$

0.414

 

 

$

0.394

 

Same store merchandise sales (c)

 

 

91,331

 

 

 

91,151

 

 

 

302,793

 

 

 

298,475

 

Same store merchandise sales excluding cigarettes (c)

 

 

65,402

 

 

 

64,626

 

 

 

215,686

 

 

 

210,946

 

Merchandise gross profit percentage

 

 

29.1

%

 

 

28.4

%

 

 

28.5

%

 

 

28.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Commission site statistics:

 

 

 

 

 

 

 

 

 

 

 

 

Average retail fuel sites

 

 

232

 

 

 

227

 

 

 

233

 

 

 

215

 

Margin per gallon, before deducting credit card fees and
   commissions

 

$

0.366

 

 

$

0.318

 

 

$

0.320

 

 

$

0.309

 

 

(a) The decrease in the company operated site count from December 31, 2024 to December 31, 2025 was primarily attributable to the sale of certain company operated sites in connection with CrossAmerica's real estate rationalization effort, partially offset by the conversion of certain lessee dealer to company operated sites.

(b) The increase in the commission agent site count from December 31, 2024 to December 31, 2025 was primarily attributable to the conversion of certain lessee dealer sites to commission agent sites, partially offset by the sale of certain commission sites in connection with CrossAmerica's real estate rationalization effort.

(c) Same store fuel volume and same store merchandise sales include aggregated individual store results for all stores that had fuel volume or merchandise sales in all months for both periods. Same store merchandise sales excludes other revenues such as lottery commissions and car wash sales. Certain merchandise products have been transitioned from a scan-based trading model (whereby a third party owns the inventory and CrossAmerica records a commission in other revenues) to a gross profit model (whereby CrossAmerica owns the inventory and records merchandise sales and cost of sales). Same store merchandise sales for the three and twelve months ended December 31, 2024, were adjusted to gross it up for the sales that would have been recorded had CrossAmerica been on the gross profit model in the prior year.

 

9

 


 

Wholesale

The following table highlights the results of operations and certain operating metrics of the Wholesale segment (thousands of dollars, except for the number of distribution sites and per gallon amounts):

 

 

Three Months Ended
December 31,

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Gross profit:

 

 

 

 

 

 

 

 

 

 

 

 

Motor fuel gross profit

 

$

15,686

 

 

$

14,780

 

 

$

62,333

 

 

$

62,892

 

Rent gross profit

 

 

7,364

 

 

 

9,753

 

 

 

33,218

 

 

 

41,122

 

Other revenues

 

 

1,159

 

 

 

1,363

 

 

 

4,963

 

 

 

4,601

 

Total gross profit

 

 

24,209

 

 

 

25,896

 

 

 

100,514

 

 

 

108,615

 

Operating expenses

 

 

(5,827

)

 

 

(7,121

)

 

 

(27,019

)

 

 

(31,754

)

Operating Income

 

$

18,382

 

 

$

18,775

 

 

$

73,495

 

 

$

76,861

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Motor fuel distribution sites (end of period): (a)

 

 

 

 

 

 

 

 

 

 

 

 

Independent dealers (b)

 

 

653

 

 

 

607

 

 

 

653

 

 

 

607

 

Lessee dealers (c)

 

 

333

 

 

 

434

 

 

 

333

 

 

 

434

 

Total motor fuel distribution sites

 

 

986

 

 

 

1,041

 

 

 

986

 

 

 

1,041

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average motor fuel distribution sites

 

 

986

 

 

 

1,044

 

 

 

1,007

 

 

 

1,093

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Volume of gallons distributed

 

 

168,852

 

 

 

180,453

 

 

 

688,673

 

 

 

743,535

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Margin per gallon

 

$

0.093

 

 

$

0.082

 

 

$

0.091

 

 

$

0.085

 

 

(a) In addition, CrossAmerica distributed motor fuel to sub-wholesalers who distributed to additional sites.

(b) The increase in the independent dealer site count from December 31, 2024 to December 31, 2025 was primarily attributable to the sale of certain lessee dealer, company operated and commission agent sites but with continued fuel supply, partially offset by the net loss of independent dealer contracts.

(c) The decrease in the lessee dealer site count from December 31, 2024 to December 31, 2025 was primarily attributable to the sale of certain lessee dealer sites in connection with CrossAmerica's real estate rationalization effort (generally with continued fuel supply, thereby converting the site to an independent dealer site) as well as the conversion of certain lessee dealer sites to company operated and commission agent sites.

10

 


 

 

Supplemental Disclosure Regarding Non-GAAP Financial Measures

 

CrossAmerica uses the non-GAAP financial measures EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio. EBITDA represents net income (loss) before deducting interest expense, income taxes and depreciation, amortization and accretion (which includes certain impairment charges). Adjusted EBITDA represents EBITDA as further adjusted to exclude equity-based compensation expense, gains or losses on dispositions and lease terminations, net and certain discrete acquisition related costs, such as legal and other professional fees, separation benefit costs and certain other discrete non-cash items arising from purchase accounting. Distributable Cash Flow represents Adjusted EBITDA less cash interest expense, sustaining capital expenditures and current income tax expense. The Distribution Coverage Ratio is computed by dividing Distributable Cash Flow by distributions paid on common units.

 

EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio are used as supplemental financial measures by management and by external users of CrossAmerica's financial statements, such as investors and lenders. EBITDA and Adjusted EBITDA are used to assess CrossAmerica’s financial performance without regard to financing methods, capital structure or income taxes and the ability to incur and service debt and to fund capital expenditures. In addition, Adjusted EBITDA is used to assess the operating performance of the Partnership’s business on a consistent basis by excluding the impact of items which do not result directly from the wholesale distribution of motor fuel, the leasing of real property, or the day to day operations of CrossAmerica’s retail site activities. EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio are also used to assess the ability to generate cash sufficient to make distributions to CrossAmerica’s unitholders.

 

CrossAmerica believes the presentation of EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio provides useful information to investors in assessing the financial condition and results of operations. EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio should not be considered alternatives to net income or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP. EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio have important limitations as analytical tools because they exclude some but not all items that affect net income. Additionally, because EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio may be defined differently by other companies in the industry, CrossAmerica’s definitions may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

 

11

 


 

The following table presents reconciliations of EBITDA, Adjusted EBITDA, and Distributable Cash Flow to net income, the most directly comparable U.S. GAAP financial measure, for each of the periods indicated (in thousands, except for the Distribution Coverage Ratio):

 

 

 

Three Months Ended
December 31,

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Net income

 

$

10,192

 

 

$

16,861

 

 

$

41,833

 

 

$

22,453

 

Interest expense

 

 

10,941

 

 

 

13,402

 

 

 

48,140

 

 

 

52,320

 

Income tax expense (benefit)

 

 

5,090

 

 

 

(1,755

)

 

 

8,253

 

 

 

(3,433

)

Depreciation, amortization and accretion expense

 

 

19,916

 

 

 

18,080

 

 

 

89,587

 

 

 

75,983

 

EBITDA

 

 

46,139

 

 

 

46,588

 

 

 

187,813

 

 

 

147,323

 

Equity-based employee and director compensation expense

 

 

501

 

 

 

374

 

 

 

1,854

 

 

 

1,508

 

Gain on dispositions and lease terminations, net (a)

 

 

(3,440

)

 

 

(11,512

)

 

 

(44,229

)

 

 

(4,966

)

Acquisition-related costs (b)

 

 

153

 

 

 

13

 

 

 

576

 

 

 

1,674

 

Adjusted EBITDA

 

 

43,353

 

 

 

35,463

 

 

 

146,014

 

 

 

145,539

 

Cash interest expense

 

 

(10,456

)

 

 

(12,918

)

 

 

(46,201

)

 

 

(50,384

)

Sustaining capital expenditures (c)

 

 

(1,398

)

 

 

(2,125

)

 

 

(8,522

)

 

 

(8,287

)

Current income tax (expense) benefit (d)

 

 

(2,977

)

 

 

662

 

 

 

(3,505

)

 

 

(864

)

Distributable Cash Flow

 

$

28,522

 

 

$

21,082

 

 

$

87,786

 

 

$

86,004

 

Distributions paid

 

$

20,013

 

 

$

19,975

 

 

$

80,007

 

 

$

79,854

 

Distribution Coverage Ratio

 

1.43x

 

 

1.06x

 

 

1.10x

 

 

1.08x

 

 

(a) During the three months ended December 31, 2025, CrossAmerica recorded $3.4 million in net gains in connection with the Partnership's ongoing real estate rationalization effort. During the three months ended December 31, 2024, CrossAmerica recorded $11.6 million in net gains in connection with the Partnership's ongoing real estate rationalization effort. The Partnership also recorded $0.1 million of other net losses on lease terminations and asset disposals. During the twelve months ended December 31, 2025, CrossAmerica recorded $45.9 million in net gains in connection with the Partnership's ongoing real estate rationalization effort, partially offset by $1.7 million of net losses on lease terminations and asset disposals. During the twelve months ended December 31, 2024, CrossAmerica recorded $23.3 million in net gains in connection with its ongoing real estate rationalization effort. The Partnership also recorded a $16.0 million loss on lease terminations with Applegreen, including a $1.5 million non-cash write-off of deferred rent income. In addition, CrossAmerica recorded $2.4 million of other net losses on lease terminations and asset disposals.

(b) Relates to certain acquisition-related costs, such as legal and other professional fees, separation benefit costs and purchase accounting adjustments associated with recent acquisitions.

(c) Under the Partnership Agreement, sustaining capital expenditures are capital expenditures made to maintain CrossAmerica's long-term operating income or operating capacity. Examples of sustaining capital expenditures are those made to maintain existing contract volumes or to maintain the sites in conditions suitable to operate or lease, such as parking lot or roof replacement/renovation, or to replace equipment required to operate the existing business.

(d) Excludes current income tax (benefit) expense related to sales of sites amounting to $(0.6) million and $0.3 million for the fourth quarter 2025 and 2024 and $4.9 million and $1.9 million for 2025 and 2024, respectively.

 

About CrossAmerica Partners LP

CrossAmerica Partners LP is a leading wholesale distributor of motor fuels, convenience store operator, and owner and lessee of real estate used in the retail distribution of motor fuels. Its general partner, CrossAmerica GP LLC, is indirectly owned and controlled by entities affiliated with Joseph V. Topper, Jr., the founder of CrossAmerica Partners and a member of the board of the general partner since 2012. Formed in 2012, CrossAmerica Partners LP is a distributor of branded and unbranded petroleum for motor vehicles in the United States and distributes fuel to approximately 1,600 locations and owns or leases approximately 1,000 sites. With a geographic footprint covering 34 states, the Partnership has well-established relationships with several major oil brands, including ExxonMobil, BP, Shell, Marathon, Valero, Phillips 66 and other major brands. CrossAmerica Partners LP ranks as one of ExxonMobil’s largest distributors by fuel volume in the United States and in the top 10 for additional brands. For additional information, please visit www.crossamericapartners.com.

12

 


 

Contact

Investor Relations: Randy Palmer, rpalmer@caplp.com or 610-625-8000

Cautionary Statement Regarding Forward-Looking Statements

Statements contained in this release that state the Partnership’s or management’s expectations or predictions of the future are forward-looking statements. The words “believe,” “expect,” “should,” “intends,” “estimates,” “target” and other similar expressions identify forward-looking statements. It is important to note that actual results could differ materially from those projected in such forward-looking statements. For more information concerning factors that could cause actual results to differ from those expressed or forecasted, see CrossAmerica’s Form 10-K or Forms 10-Q filed with the Securities and Exchange Commission, and available on CrossAmerica’s website at www.crossamericapartners.com. The Partnership undertakes no obligation to publicly update or revise any statements in this release, whether as a result of new information, future events or otherwise.

 

13

 


Slide 1

February 2026 Fourth Quarter and Full Year 2025 Earnings Call Exhibit 99.2


Slide 2

Forward Looking Statement Statements contained in this presentation that state the Partnership’s or management’s expectations or predictions of the future are forward-looking statements. The words “believe,” “expect,” “should,” “intends,” “anticipates”, “estimates,” “target” and other similar expressions identify forward-looking statements. It is important to note that actual results could differ materially from those projected in such forward-looking statements. For more information concerning factors that could cause actual results to differ from those expressed or forecasted, see CrossAmerica’s annual reports on Form 10-K, quarterly reports on Form 10-Q and other reports filed with the Securities and Exchange Commission and available on the Partnership’s website at www.crossamericapartners.com. If any of these factors materialize, or if our underlying assumptions prove to be incorrect, actual results may vary significantly from what we projected. Any forward-looking statement you see or hear during this presentation reflects our current views as of the date of this presentation with respect to future events. We assume no obligation to publicly update or revise these forward-looking statements for any reason, whether as a result of new information, future events, or otherwise.


Slide 3

CrossAmerica Business Overview Charles Nifong, CEO & President


Slide 4

Fourth Quarter Operations OPERATING RESULTS (in thousands, except for margin per gallon and merchandise gross margin percentage) Three Months ended Dec 31, 2025 2024 % Change Retail Segment: Gross Profit $82,922 $75,087 10% Operating Income $31,401 $22,841 37% Motor Fuel Gross Profit $46,538 $39,832 17% Merchandise Gross Profit* $28,835 $28,124 3% Retail Margin Per Gallon $0.449 $0.376 19% Volume of Gallons Sold 132,115 141,377 (7%) Same Store Sales Excluding Cigarettes* $65,402 $64,626 1% Merchandise Gross Margin Percentage* 29.1% 28.4% 70 bps Wholesale Segment: Gross Profit $24,209 $25,896 (7%) Operating Income $18,382 $18,775 (2%) Motor Fuel Gross Profit $15,686 $14,780 6% Wholesale Margin Per Gallon $0.093 $0.082 13% Volume of Gallons Distributed 168,852 180,453 (6%) *Includes only company operated retail sites


Slide 5

Full Year Operations OPERATING RESULTS (in thousands, except for margin per gallon and merchandise gross margin percentage) Full Year 2025 2024 % Change Retail Segment: Gross Profit $302,193 $289,704 4% Operating Income $97,500 $93,472 4% Motor Fuel Gross Profit $157,239 $150,916 4% Merchandise Gross Profit* $116,235 $109,910 6% Retail Margin Per Gallon $0.386 $0.368 5% Volume of Gallons Sold 542,137 554,490 (2%) Same Store Sales Excluding Cigarettes* $215,686 $210,946 2% Merchandise Gross Margin Percentage* 28.5% 28.2% 30 bps Wholesale Segment: Gross Profit $100,514 $108,615 (7%) Operating Income $73,495 $76,861 (4%) Motor Fuel Gross Profit $62,333 $62,892 (1%) Wholesale Margin Per Gallon $0.091 $0.085 7% Volume of Gallons Distributed 688,673 743,535 (7%) *Includes only company operated retail sites


Slide 6

Strategy Overview Provide a great experience, great service and value to our customers, both retail and wholesale Improve the business through increasing our operational efficiency and realizing benefits of our scale Position the portfolio for the future Divesting assets and recycling capital into growth opportunities within the portfolio Expanding retail operations at controlled sites to benefit from industry market dynamics


Slide 7

CrossAmerica Financial Overview Maura Topper, Chief Financial Officer


Slide 8

Fourth Quarter and Full Year Results Summary OPERATING RESULTS (in thousands, except for distributions per unit and coverage) Three Months ended Dec. 31, 2025 2024 % Change Full Year 2025 2024 % Change Net Income $10,192 $16,861 (40%) $41,833 $22,453 86% Adjusted EBITDA $43,353 $35,463 22% $146,014 $145,539 0% Distributable Cash Flow $28,522 $21,082 35% $87,786 $86,004 2% Weighted Avg. Diluted Units 38,258 38,192 0% 38,247 38,172 0% Distribution Paid per LP Unit $0.5250 $0.5250 0% $2.1000 $2.1000 0% Distributions Paid $20,013 $19,975 0% $80,007 $79,854 0% Distribution Coverage (Paid Basis) 1.43x 1.06x 35% 1.10x 1.08x 2% Note: See the reconciliation of Adjusted EBITDA and Distributable Cash Flow (or “DCF”) to net income and the definitions of EBITDA, Adjusted EBITDA and DCF in the appendix of this presentation.


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Capital Strength Capital Expenditures Fourth quarter 2025 capital expenditures of $7.1 million with $5.7 million of growth capex Total 2025 capital expenditures of $35.7 million with $27.2 million of growth capex Growth capital projects during the year included targeted material renovations as well as projects to increase food offerings Leverage Credit facility balance at 12/31/25: $692.3 million Continue to manage debt levels and leverage ratio Leverage ratio was 3.51x at 12/31/25 Effective interest rate at 12/31/25: 5.6% Ongoing benefit of interest rate swaps in elevated rate environment Continued Focus on Execution, Cash Flows, and Strong Balance Sheet


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Appendix Fourth Quarter and Full Year 2025 Earnings Call


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Non-GAAP Financial Measures Non-GAAP Financial Measures We use the non-GAAP financial measures EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio. EBITDA represents net income (loss) before deducting interest expense, income taxes and depreciation, amortization and accretion (which includes certain impairment charges). Adjusted EBITDA represents EBITDA as further adjusted to exclude equity-based compensation expense, gains or losses on dispositions and lease terminations, net and certain discrete acquisition related costs, such as legal and other professional fees, separation benefit costs and certain other discrete non-cash items arising from purchase accounting. Distributable Cash Flow represents Adjusted EBITDA less cash interest expense, sustaining capital expenditures and current income tax expense. The Distribution Coverage Ratio is computed by dividing Distributable Cash Flow by distributions paid on common units. EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio are used as supplemental financial measures by management and by external users of our financial statements, such as investors and lenders. EBITDA and Adjusted EBITDA are used to assess our financial performance without regard to financing methods, capital structure or income taxes and the ability to incur and service debt and to fund capital expenditures. In addition, Adjusted EBITDA is used to assess the operating performance of our business on a consistent basis by excluding the impact of items which do not result directly from the wholesale distribution of motor fuel, the leasing of real property, or the day to day operations of our retail site activities. EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio are also used to assess the ability to generate cash sufficient to make distributions to our unitholders. We believe the presentation of EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio provides useful information to investors in assessing the financial condition and results of operations. EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio should not be considered alternatives to net income or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP. EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio have important limitations as analytical tools because they exclude some but not all items that affect net income. Additionally, because EBITDA, Adjusted EBITDA, Distributable Cash Flow and Distribution Coverage Ratio may be defined differently by other companies in our industry, our definitions may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.


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Non-GAAP Reconciliation The following table presents reconciliations of EBITDA, Adjusted EBITDA, and Distributable Cash Flow to net income, the most directly comparable U.S. GAAP financial measure, for each of the periods indicated (in thousands, except for the Distribution Coverage Ratio):         Three Months Ended December 31,     Year Ended December 31,       2025     2024     2025     2024   Net income   $ 10,192     $ 16,861     $ 41,833     $ 22,453   Interest expense     10,941       13,402       48,140       52,320   Income tax expense (benefit)     5,090       (1,755 )     8,253       (3,433 ) Depreciation, amortization and accretion expense     19,916       18,080       89,587       75,983   EBITDA     46,139       46,588       187,813       147,323   Equity-based employee and director compensation expense     501       374       1,854       1,508   Gain on dispositions and lease terminations, net (a)     (3,440 )     (11,512 )     (44,229 )     (4,966 ) Acquisition-related costs (b)     153       13       576       1,674   Adjusted EBITDA     43,353       35,463       146,014       145,539   Cash interest expense     (10,456 )     (12,918 )     (46,201 )     (50,384 ) Sustaining capital expenditures (c)     (1,398 )     (2,125 )     (8,522 )     (8,287 ) Current income tax (expense) benefit (d)     (2,977 )     662       (3,505 )     (864 ) Distributable Cash Flow   $ 28,522     $ 21,082     $ 87,786     $ 86,004   Distributions paid   $ 20,013     $ 19,975     $ 80,007     $ 79,854   Distribution Coverage Ratio   1.43x     1.06x     1.10x     1.08x   (a)     During the three months ended December 31, 2025, CrossAmerica recorded $3.4 million in net gains in connection with the Partnership's ongoing real estate rationalization effort. During the three months ended December 31, 2024, CrossAmerica recorded $11.6 million in net gains in connection with the Partnership's ongoing real estate rationalization effort. The Partnership also recorded $0.1 million of other net losses on lease terminations and asset disposals. During the twelve months ended December 31, 2025, CrossAmerica recorded $45.9 million in net gains in connection with the Partnership's ongoing real estate rationalization effort, partially offset by $1.7 million of net losses on lease terminations and asset disposals. During the twelve months ended December 31, 2024, CrossAmerica recorded $23.3 million in net gains in connection with its ongoing real estate rationalization effort. The Partnership also recorded a $16.0 million loss on lease terminations with Applegreen, including a $1.5 million non-cash write-off of deferred rent income. In addition, CrossAmerica recorded $2.4 million of other net losses on lease terminations and asset disposals. (b)     Relates to certain acquisition-related costs, such as legal and other professional fees, separation benefit costs and purchase accounting adjustments associated with recent acquisitions. (c)     Under the Partnership Agreement, sustaining capital expenditures are capital expenditures made to maintain CrossAmerica's long-term operating income or operating capacity. Examples of sustaining capital expenditures are those made to maintain existing contract volumes or to maintain the sites in conditions suitable to operate or lease, such as parking lot or roof replacement/renovation, or to replace equipment required to operate the existing business. (d) Excludes current income tax (benefit) expense related to sales of sites amounting to $(0.6) million and $0.3 million for the fourth quarter 2025 and 2024 and $4.9 million and $1.9 million for 2025 and 2024, respectively.

FAQ

How did CrossAmerica Partners (CAPL) perform financially in full-year 2025?

CrossAmerica Partners generated 2025 net income of $41.8 million, up from $22.5 million in 2024. Adjusted EBITDA was $146.0 million versus $145.5 million a year earlier, and Distributable Cash Flow increased to $87.8 million from $86.0 million, modestly strengthening cash coverage.

What were CrossAmerica Partners’ key fourth-quarter 2025 results?

In Q4 2025, CrossAmerica reported net income of $10.2 million versus $16.9 million a year earlier. Adjusted EBITDA rose to $43.4 million from $35.5 million, and Distributable Cash Flow increased to $28.5 million from $21.1 million, lifting the distribution coverage ratio to 1.43x.

How did CAPL’s retail and wholesale segments perform in 2025?

In 2025, the retail segment gross profit rose to $302.2 million from $289.7 million, driven by higher fuel and merchandise margins. The wholesale segment gross profit declined to $100.5 million from $108.6 million as site conversions and asset sales reduced rent income and fuel volumes.

What real estate divestments did CrossAmerica Partners complete in 2025?

CrossAmerica sold 107 properties in 2025, generating $103.3 million in proceeds and net gains of $45.9 million. In 2024, it sold 30 sites for $36.3 million in proceeds and $23.3 million in net gains, highlighting a significantly expanded optimization program in 2025.

How has CAPL’s leverage and liquidity position changed by year-end 2025?

At December 31, 2025, CrossAmerica had $692.3 million outstanding under its credit facility and a leverage ratio of 3.51x, improved from 4.36x in 2024. As of February 20, 2026, about $216.6 million was available for future borrowings under the facility, subject to covenants.

What distributions did CrossAmerica Partners pay related to Q4 2025?

For Q4 2025, the board declared a quarterly distribution of $0.5250 per common unit, matching the prior year’s level. The cash payment was made on February 12, 2026, to unitholders of record as of February 2, 2026, maintaining an annualized $2.1000 per unit rate.

How did CAPL’s distribution coverage ratio change in 2025?

The distribution coverage ratio improved to 1.43x in Q4 2025 from 1.06x in Q4 2024, reflecting higher Distributable Cash Flow. For full-year 2025, coverage increased to 1.10x from 1.08x, indicating slightly more cash generated relative to distributions paid on common units.

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754.02M
18.12M
Oil & Gas Refining & Marketing
Wholesale-petroleum & Petroleum Products (no Bulk Stations)
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United States
ALLENTOWN