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  4. [8-K] CrossAmerica Partners LP Reports Material Event

CrossAmerica Partners (NYSE: CAPL) extends loan maturity and revises leverage covenants

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

CrossAmerica Partners LP and its subsidiary Lehigh Gas Wholesale Services, Inc. entered into a Second Amendment to their Amended and Restated Credit Agreement with Citizens Bank, N.A. as administrative and collateral agent. The amendment extends the credit facility’s maturity date from March 31, 2028 to July 15, 2031, while leaving all other terms and conditions in place.

The amendment also removes the SOFR credit spread adjustment and revises the financial covenant on leverage. The Partnership must maintain a Consolidated Leverage Ratio not greater than 5.00 to 1.00 for fiscal quarters ending June 30, 2026 through September 30, 2027, and not greater than 4.75 to 1.00 for the quarter ending December 31, 2027 and thereafter.

Positive

  • None.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
New maturity date July 15, 2031 Extended maturity of the Credit Agreement after the Second Amendment
Previous maturity date March 31, 2028 Original maturity date before the July 15, 2026 amendment
Max leverage ratio through Sept 2027 5.00 to 1.00 Required Consolidated Leverage Ratio for quarters ending June 30, 2026 to September 30, 2027
Max leverage ratio from Dec 2027 4.75 to 1.00 Required Consolidated Leverage Ratio for the quarter ending December 31, 2027 and thereafter
Consolidated Leverage Ratio financial
"amends the applicable financial covenant to require the Partnership to maintain a Consolidated Leverage Ratio"
A consolidated leverage ratio measures a business group's total debt compared with its ability to pay, by using combined figures for the parent company and its subsidiaries. Think of it like comparing the total mortgage across all properties you own to your overall income or net worth; investors use it to judge how risky the company’s capital structure is and how vulnerable it may be to rising interest rates or income drops.
SOFR credit spread adjustment financial
"The Amendment, among other things, (x) extends the maturity date ... (y) removes the SOFR credit spread adjustment"
administrative agent and collateral agent financial
"Citizens Bank, N.A., as administrative agent and collateral agent"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What agreement did CrossAmerica Partners (CAPL) enter into on July 15, 2026?
CrossAmerica Partners LP entered into a Second Amendment to its Amended and Restated Credit Agreement with Citizens Bank, N.A. The amendment involves the Partnership, its subsidiary Lehigh Gas Wholesale Services, Inc., various guarantors, lenders, and L/C issuers as parties.

How did the July 15, 2026 amendment change CAPL’s credit facility maturity?
The amendment extends the credit facility maturity from March 31, 2028 to July 15, 2031. This lengthens the time before the Borrowers must repay or refinance the facility, while leaving other terms and conditions of the Credit Agreement in effect.

What new Consolidated Leverage Ratio covenants apply to CAPL after the amendment?
The Partnership must maintain a Consolidated Leverage Ratio not greater than 5.00 to 1.00 for quarters ending June 30, 2026 through September 30, 2027, and not greater than 4.75 to 1.00 for the quarter ending December 31, 2027 and for all subsequent fiscal quarters.

What change was made to the SOFR credit spread adjustment for CAPL’s facility?
The amendment removes the SOFR credit spread adjustment from the Credit Agreement. This change affects how interest based on the Secured Overnight Financing Rate is calculated, although the amendment does not detail specific rate levels or margins in this disclosure.

Who are the key parties to CrossAmerica Partners’ amended Credit Agreement (CAPL)?
The key parties are CrossAmerica Partners LP and Lehigh Gas Wholesale Services, Inc. as Borrowers, certain guarantor entities, the lenders and L/C issuers from time to time party to the agreement, and Citizens Bank, N.A. acting as administrative agent and collateral agent.

From which date does the tighter 4.75 to 1.00 leverage covenant apply to CAPL?
The maximum 4.75 to 1.00 Consolidated Leverage Ratio applies for the fiscal quarter ending December 31, 2027 and for every fiscal quarter thereafter. Before that, quarters through September 30, 2027 are subject to a higher 5.00 to 1.00 limit.
false 000153884900015388492026-07-152026-07-15

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): July 15, 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 1.01 Entry into a Material Definitive Agreement.

On July 15, 2026, CrossAmerica Partners LP, a Delaware limited partnership (the “Partnership”), and its subsidiary, Lehigh Gas Wholesale Services, Inc., a Delaware corporation (together with the Partnership, the “Borrowers”), entered into an amendment (the “Amendment”) to the Borrowers’ Credit Agreement, dated as of April 1, 2019 (as amended and restated by the Amendment and Restatement Agreement, dated as of March 31, 2023, and as further amended by the First Amendment to Amended and Restated Credit Agreement, dated as of February 20, 2024, the “Credit Agreement”), among the Borrowers, the guarantors from time to time party thereto, the lenders from time to time party thereto, and Citizens Bank, N.A., as administrative agent and collateral agent. The Amendment, among other things, (x) extends the maturity date from March 31, 2028 to July 15, 2031, (y) removes the SOFR credit spread adjustment and (z) amends the applicable financial covenant to require the Partnership to maintain a Consolidated Leverage Ratio (as defined in the Credit Agreement) of (i) for each fiscal quarter ending June 30, 2026, September 30, 2026, December 31, 2026, March 31, 2027, June 30, 2027 and September 30, 2027, not greater than 5.00 to 1.00, and (ii) for each fiscal quarter ending December 31, 2027 and thereafter, not greater than 4.75 to 1.00. All other terms and conditions of the Credit Agreement remain in full force and effect.

The foregoing description of the Amendment is qualified in its entirety by the full text of the Amendment which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 1.01.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

Exhibit No.

Description

10.1

Second Amendment to Amended and Restated Credit Agreement, dated as of July 15, 2026, by and among CrossAmerica Partners LP, Lehigh Gas Wholesale Services, Inc., certain entities listed on the signature pages thereto, as guarantors, the lenders and L/C issuers party thereto, and Citizens Bank, N.A., as administrative agent and collateral agent

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: July 15, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

2 documents

Agreements & Contracts

Other Documents