ARKO Corp. Closes its 21st Acquisition with the Purchase of one the Largest Fleet Fueling Cardlock Operators on the U.S. East Coast
Company Will Retain Nearly 100 Quarles Petroleum, Incorporated Employees
RICHMOND, Va., July 25, 2022 (GLOBE NEWSWIRE) -- ARKO Corp. (Nasdaq: ARKO) (“ARKO”, the “Company” or “we”), one of the largest convenience store operators and fuel wholesalers in the United States, announced today that GPM Investments, LLC, (“GPM”) a wholly owned subsidiary of ARKO, acquired from Quarles Petroleum, Incorporated (“Quarles”) certain assets (the “Quarles Acquisition”), including 121 proprietary Quarles-branded cardlock sites, management of 63 third party cardlock sites for fleet fueling operations, 46 independent dealer locations, including certain lessee-dealer sites, and a small transportation fleet.
“We plan to continue to pursue acquisitions like the Quarles Acquisition as we focus on strategic growth that generates long-term shareholder value,” said Arie Kotler, President and CEO of ARKO. “The acquired Quarles assets comprise a complementary business that has operated continuously for more than 80 years, and we believe we can grow and expand the Company’s fleet fueling platform and continue to provide best-in-class fuel services and solutions to our customers. In addition, nearly 100 Quarles employees will be retained and become employees of GPM. They are accomplished operators, and we welcome them into our Family of Community Brands.”
The Quarles Acquisition is ARKO’s 21st acquisition since 2013, emphasizing the Company’s aggressive growth strategy. The Quarles Acquisition includes proprietary cardlock locations that fulfill the fuel needs of multiple industries at easily accessible, unmanned fuel sites in prime locations in Virginia, North Carolina, Maryland, Pennsylvania, and the District of Columbia, management of third-party fueling sites, and the marketing of fuel cards that give customers access to a nationwide network of fueling sites.
Using estimated forward-looking non-GAAP measures, the Company expects that the Quarles Acquisition will add approximately $17.5 million of adjusted EBITDA on an annualized basis after incremental rent of approximately $7.8 million to be paid to Oak Street Real Estate Capital, a Division of Blue Owl Capital, the private equity real estate firm that funded approximately $130 million of the aggregate purchase price.1
The Quarles Acquisition is expected to add approximately 160 million gallons, primarily diesel, to the approximately two billion gallons ARKO currently sells annually, as well as fleet fueling card operations that are expected to facilitate the sale of approximately 50 million gallons at third-party locations nationwide.
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. Our high value fas REWARDS® loyalty program offers exclusive savings on merchandise and gas. We operate in four reportable segments: retail, which includes convenience stores selling fuel products and other merchandise to retail customers; wholesale, which supplies fuel to independent dealers and consignment agents; GPM Petroleum, which sells and supplies fuel to our retail and wholesale sites; and fleet fueling, which operates proprietary cardlock locations, manages third-party fueling sites, and markets fuel cards with access to a nationwide network of 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, our expected financial and operational results and the related assumptions underlying our expected results. These forward-looking statements are distinguished by use of words such as “anticipate,” “aim,” “believe,” “continue,” “could,” “estimate,” “expect,” “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; our ability to maintain the listing of our common stock and warrants on the Nasdaq Stock Market; changes in our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects and plans; expansion plans and opportunities; changes in the markets in which we compete; changes in applicable laws or regulations, including those relating to environmental matters; market conditions and global and economic factors beyond our control, including the potential adverse effects of the ongoing global coronavirus (COVID-19) pandemic on capital markets (including with respect to new variants of the virus), general economic conditions, unemployment and our liquidity, operations and personnel; 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 ARKO 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. ARKO assumes no obligation to update forward-looking information, except as required by applicable law.
Use of Non-GAAP Measures
We define EBITDA as net income (loss) before net interest expense, income taxes, depreciation and amortization. Adjusted EBITDA further adjusts EBITDA by excluding the gain or loss on disposal of assets, impairment charges, acquisition costs, other non-cash items, and other unusual or non-recurring charges. Each of EBITDA and Adjusted EBITDA is a non-GAAP financial measure.
EBITDA and Adjusted EBITDA are not recognized terms under GAAP and should not be considered as a substitute for net income (loss) or any other financial measure presented in accordance with GAAP. These measures have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of our results as reported under GAAP. We strongly encourage investors to review our 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, EBITDA and Adjusted EBITDA, as defined by us, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare our use of these non-GAAP financial measures with those used by other companies.
Media Contact
Andrew Petro
Matter on behalf of ARKO
(978) 518-4531
apetro@matternow.com
Investor Contact
Ross Parman
ARKO Corp.
investors@gpminvestments.com
1 At this time, ARKO is unable to provide a quantitative reconciliation of estimated forward-looking non-GAAP performance measures without unreasonable efforts due to the carve-out nature of the Quarles Acquisition
Released July 25, 2022