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Global Partners - Q2 2023

August 4, 2023

Transcript

Operator (participant)

Good day, everyone, and welcome to the Global Partners Q2 2023 financial results conference call. Today's call is being recorded. There will be an opportunity for questions at the end of the call. If anyone should require operator assistance, please press star zero on your telephone keypad. With us from Global Partners, our President and Chief Executive Officer, Mr. Eric Slifka; Chief Financial Officer, Mr. Gregory Hanson; Chief Operating Officer, Mr. Mark Romaine; and Chief Legal Officer, Mr. Sean Geary. At this time, I'd like to turn the call over to Mr. Geary for opening remarks. Please go ahead, sir.

Sean Geary (Chief Legal Officer)

Good morning, everyone. Thank you for joining us. Today's call will include forward-looking statements within the meaning of federal securities laws. These statements include projections, expectations, and estimates concerning the future financial and operational performance of Global Partners, which are based on assumptions regarding market conditions, demand for liquid energy products and convenience store products, the regulatory and permitting environment, the forward product pricing curve, and other factors which could influence our financial results. We believe these assumptions are reasonable, given currently available information. Our assumptions and future performance are subject to a wide range of business risks, uncertainties, and factors, which are described in our files with the Securities and Exchange Commission, and which could cause actual results to differ materially from the partnership's historical experience and present expectations or projections. Global Partners undertakes no obligation to revise or update any forward-looking statements.

Any material comments concerning future results of operations will be communicated through news releases, publicly announced conference calls, or other means that will constitute public disclosure for the purpose of Regulation FD. It's now my pleasure to turn the call over to our President and Chief Executive Officer, Eric Slifka.

Eric Slifka (President and CEO)

Thank you, Sean. Good morning, everyone. Let me begin this morning by recognizing the terrific work of our entire team in contributing to a solid Q2, with our wholesale and GDSO segments performing above our expectations. From our fueling stations and convenience markets to our liquid energy terminals, the relationships created by our team members with customers and guests every day is a key differentiator that allows us to maintain a competitive advantage across our businesses. From an operating perspective, we bring an exceptionally high level of technical, marketing, and M&A expertise amassed over decades in the energy industry. This expertise powers the 3 core tenets of our growth strategy: acquire, invest, and optimize. We continue to advance our strategy in the Q2.

In June, the joint venture owned by subsidiaries of Global and ExxonMobil completed its acquisition of 64 convenience and food fueling facilities in the Greater Houston area, which expands our footprint into Texas. We invested approximately $69.5 million in cash for a 49.9% ownership interest in the joint venture, and under an operations and maintenance agreement, we operate and manage these locations. Our planned acquisitions of five of Gulf's refined product terminals in New England and New Jersey continues to work its way through the regulatory review process. We remain hopeful that the acquisition will close in the second half of this year. Including Gulf, in less than two years, we will have announced or completed more than $570 million of acquisitions while maintaining the strength and flexibility of our balance sheet.

Applying our target mid-teens returns, these deals are transformative for Global, building on our competitive position and driving increased value for unitholders. We continue to put our energy to work in the clean fuel space. In June, we were the title sponsor for the inaugural Northeast Hydrogen Infrastructure Summit, held at the Federal Reserve Bank of Boston. Through our team's vision, the event brought together a dynamic group of leaders in the hydrogen infrastructure, transportation, and policy space, as well as potential users to develop solutions to scale the Northeast hydrogen economy. We also recently brought in our first cargo of renewable diesel to our Albany terminal. From Albany, the product can be distributed throughout the Northeast. New York's ambitious climate goals, coupled with sustainability-oriented customers eager to decarbonize their footprint, made Albany the perfect location to test the product.

We are encouraged by the early demand and interest from customers, both existing and new. Our infrastructure is positioned to play a vital role in storing and distributing fuels that will help our country decarbonize. We will continue to create opportunities in the low-carbon transportation and power sectors through cultivation of relationships, policy advocacy, and problem-solving. Turning to our distribution, in July, the board agreed upon a quarterly cash distribution of $67.50 or $2.70 on an annualized basis on all our outstanding common units for the period of April 1 to June 30, 2023. The distribution will be paid on August 14th to unitholders of record as of the close of business on August 8th, 2023. Now let me turn the call over to Greg for the financial review. Greg?

Gregory Hanson (CFO)

Thank you, Eric. Good morning, everyone. We are very pleased with our Q2 results. However, I will note that the year-over-year comparison is challenging, given the exceptionally strong results of our wholesale segment in the Q2 of 2022, which were driven by the historically steep backwardation of the forward product pricing curves in that period. In comparing our year-over-year performance, keep in mind that net income, EBITDA, and DCF for the Q2 of 2022 included a net gain on sale and disposition of assets of $76.8 million, primarily related to the sale of our Revere terminal in June of last year. For the Q2 of 2023, Adjusted EBITDA was $91.6 million, compared with $134.9 million for the same period in 2022.

Net income was $41.4 million, compared with $162.8 million, and DCF was $54.8 million, compared with $178.2 million in the same period last year. TTM distribution coverage continues to be strong at June 30th, 2023. Including the Q4 2022 special distribution, it was 2.3x, or 2.1x after factoring in distributions to our preferred unitholders. Turning to our segment details, GDSO product margin was up $0.2 million in the quarter to $199.1 million. The gasoline distribution contribution to product margin was down $2 million to $127.9 million, in part due to a decline in volume sold.

Fuel margins continued to be strong at $0.31 per gallon in the Q2 of 2023, essentially flat compared with the Q2 of 2022. Station operations product margin, which includes convenience store and prepared food sales, sundries, and rental income, increased $2.2 million to $71.2 million from the Q2 of 2022, primarily due to an increase in activity at our convenience stores, in part due to the acquisition of Tidewater Convenience last September. At the end of the Q2, our GDSO portfolio consisted of 1,646 sites, comprised of 341 company-operated sites, 298 commission agents, 187 lessee dealers, and 820 contract dealers. The 341 company-operating sites excludes the 64 sites in our joint venture in Texas.

Looking at the wholesale segment, Q2 2023 product margin decreased $30.8 million to $59.7 million, primarily due to less favorable market conditions in distillates and residual oil. As I mentioned earlier, we experienced historically strong margins in our wholesale segment during the Q2 of 2022 as a result of steep backwardation and tight inventory conditions. Gasoline and gasoline blendstock product margin contributed $39 million, down $2 million from the same period in 2022, primarily due to less favorable market conditions than gasoline, partially offset by more favorable market conditions in gasoline blendstocks.

Product margin from distillates and other oils decreased $28.8 million to $20.7 million, primarily due to less favorable market conditions in distillates and residual oil, partially offset by an increase in crude oil due to the expiration of a pipeline connection agreement in December of 2022. Our commercial segment product margin decreased $5.7 million to $6.8 million, primarily due to less favorable market conditions in bunkering. Looking at expenses, operating expenses increased $1.9 million to $110.4 million in the Q2 of 2023, reflecting increases related to our acquisitions, partially offset by lower credit card fees related to decreases in price.

SG&A expense increased $5.9 million in the Q2 to $66.7 million, reflecting increases associated with the sale of our Revere terminal, higher wages and benefits, and various other expenses, partially offset by a decrease in accrued discretionary incentive compensation. Interest expense was $21.8 million in the Q2 of 2023 versus $21 million in the same period of 2022. CapEx in the Q2 was $22.1 million, consisting of $13.6 million of maintenance CapEx and $8.5 million of expansion CapEx, primarily related to investments in our gasoline station business. Through the first half of the year, we had $23.2 million in maintenance CapEx and $14.1 million in expansion CapEx.

For full year 2023, we continue to expect maintenance capital expenditures in the range of $50 million to 60 million and expansion capital expenditures, excluding acquisitions, in the range of $55 million to 65 million, relating primarily to investments in our gasoline station business. These current estimates depend, in part, on the timing of completion of projects, availability of equipment and workforce, weather and unanticipated events or opportunities requiring additional maintenance or investments. Our balance sheet remains strong at 6/30, with leverage, which is defined in our credit agreement, as funded debt to EBITDA of approximately 1.94x at the end of the Q2. We continue to have ample excess capacity in our credit facility. As of June 30, 2023, total borrowings outstanding in our credit agreements were $208.4 million.

This consisted of $89.4 million in borrowings outstanding under our $950 million working capital revolving credit facility and $119 million outstanding under our $600 million revolving credit facility. Looking ahead on our investor relations calendar, on August 22nd and 23rd, we will be participating in the Citi Midstream Energy Infrastructure Conference. We hope to see many of you out there. Now, let me turn the call back to Eric for closing comments.

Eric Slifka (President and CEO)

Thank you, Greg. We have a healthy and well-capitalized balance sheet that continues to position us positively for long-term growth. Looking ahead, we remain focused on executing our strategic priorities to maintain our competitive position and drive value for our unitholders. Now, Greg, Mark, and I would be happy to take any questions. Operator?

Operator (participant)

Thank you. We will now be conducting a question-and-answer session. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press Star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. One moment please while we poll for questions. Thank you. Our first question comes from the line of Gregg Brody with Bank of America. Please proceed with your question.

Gregg Brody (Managing Director and Senior High Yield Research Analyst)

Hey, good morning, guys, and thanks for the time here.

Speaker 6

Greg, good morning.

Gregg Brody (Managing Director and Senior High Yield Research Analyst)

Can you talk a little, can you talk a little bit about what you're seeing on, on the demand side in terms of behavior of the consumer at the pump, and your observations there, and just, you know, every quarter we talk about how the breakevens are improving. From your perspective, are, are they going higher, which helps you for your marginal provider of gasoline? Can you talk a little bit how that's trending?

Speaker 6

Yeah, I missed the, I missed the end of that, Greg, but I, I think on the, on the demand side of the equation, gasoline demand has been good at our, at our stations, and, you know, we're pleased with that year-over-year number. We still compare things to 2019, and we're still off, you know, similar to what we were seeing last year versus 2019. From a gasoline standpoint, you know, we've been tracking positively. From a, from a diesel demand standpoint, we've seen a different story, and we're down, we're down year-over-year in diesel, but I think that's consistent with the rest of the industry. I didn't hear the end part of that, so I'm not sure if, if there was a question before.

Gregg Brody (Managing Director and Senior High Yield Research Analyst)

I can repeat. Just at the GDSO segment, if when we every quarter, we talk about how the margins seem to be getting better, and it's the one of the arguments is that the break evens keep going up. Can you talk a little bit how that's trending? Or do you see anything, not anything different anything that's breaking that trend or it continues?

Speaker 6

I think overall, I mean, we're gonna see. You know, we'll see some ups and downs. We'll see margins expand and compress. I mean, that's just the nature of the business. I think overall, we, we continue to see, we continue to see margins trend positively. I just think it's our overall bias that as we go forward, you know, you're gonna see that, you know, margins expand, on somewhat due to increased cost to run the business. You know, we have seen expansion in, in margins, and our, our bias is that, that will continue.

Gregg Brody (Managing Director and Senior High Yield Research Analyst)

Then just moving over to the wholesale, I, I think it was last year where we started talking about how much more volatility there was in the business that was allowing you to earn greater margins. I think, you know, last year was a special year. I'm just curious, is that, is that element still there, or is that, or, or has that died down?

Speaker 6

I would say that, last year was, as you said, it was a special year. Last year was very unique market conditions. You know, I would say market, market conditions like we had never seen before, and that's, you know, that was true in 2020 as well. We've seen extremes in market conditions. I would say that what we're seeing this year is much more normalized. Last year, you know, we saw how everything was higher last year. Margins were higher, costs were higher, risks were higher. What we're seeing, you know, we're seeing the market kinda normalize back to what we're used to, both on the volume and the margin side of the wholesale business.

Gregg Brody (Managing Director and Senior High Yield Research Analyst)

And then, then just last one on the M&A side. just talk a little bit about the opportunity set, and, and I don't know if you can give us specifics on the most recent acquisition, how much you're paying for them, how much synergies you're seeing, or just whatever you're comfortable telling us there.

Eric Slifka (President and CEO)

Sure, Greg, it's Eric Slifka. Just, you know, I'd say it, it continues to be very active. There's lots of opportunities out there, whether it's terminals, whether it's retail, it's just finding the ones that fit us best, and then trying to go after them and, you know, be the successful winner. I'd say, and I've said this in the past, you know, the good news is we don't win every one. I think that tells us that we're not overpaying, and we're in the right, in the right zone. We continue to work hard to look at deals and be competitive, and, you know, the ones where we can bring the most value to is, are, are likely the ones that we're gonna be the winners of, right?

In terms of multiples, you know, maybe they're off a little bit. I wouldn't say that it sort of depends on the assets, right? As usual, there, there always seems to be a bidder who, who may think it fits them a little bit better, and maybe they're willing to pay another 0.5 turn or 1 turn more, right? It really depends on the assets.

Gregg Brody (Managing Director and Senior High Yield Research Analyst)

When you say it's off a little bit, are you saying valuations are lower or, or-?

Eric Slifka (President and CEO)

Yeah, I think.

Gregg Brody (Managing Director and Senior High Yield Research Analyst)

how much do you-

Eric Slifka (President and CEO)

Yeah, I mean, I, I think it's, you know, I think, well, cost of money is higher and, and that people have to have more discipline, right? Even longer-term financing is, is more expensive, too, and that has to get baked in. I think it's hard to, to, to pretend that your, your, cost interest isn't higher, you know? Most of the competitors that are acquirers, you know, they're borrowing money, right? They may not even be borrowing it from banks, right? They've got more expensive money, you know, and that has to depress multiples a little bit, right? Once again, it depends, right?

Because everybody's got a slightly different set of economics, and, and somebody could say, "Oh, we're gonna stretch a little for this," because for them, it's really not a stretch. It just looks it to the market, right? Because they have more value that they, that they can bring to a particular transaction....That's it for me, guys. Thank you for the time.

Gregory Hanson (CFO)

Thanks, Rick.

Operator (participant)

As a reminder, if you would like to ask a question, press star one on your telephone keypad. One moment please, while we re-poll for any additional questions. Thank you. Our next question comes from the line of Tyler Rakers with Stifel. Please proceed with your question.

Tyler Rakers (Research Associate)

Hi, good morning, Tyler Rakers on for Selman. Could you guys share some colors to the GDSO volumes being a little down year-over-year, just given the acquisitions made during that period?

Gregory Hanson (CFO)

Yeah. We, we were 1.2% down year-over-year, Tyler, on a total basis. You know, as, as Mark mentioned, you know, we've seen diesel off year-over-year, as I think a lot of the other industry participants have seen. We also. You know, it was not a great quarter from a weather traffic standpoint up here in the Northeast, and can't quantify how much that played a role, but definitely was a, was a very wet June for us, and I think it rained... We had a rainy day every weekend of June. You know, that, that factors in. I think, you know, I think, overall, we're, we're pretty happy where the volumes are. Overall, could they be better? Definitely, they could be better, but, you know, I think gasoline demand is, is still decent out there.

Eric Slifka (President and CEO)

Yeah. Let me just, let me just clarify a comment I made earlier with regard to gasoline demand. Well, the comments I made were specific to our company-operated stations. Right? You know, I think part of that is got to do with, you know, when you talk about volume and margin, I think part of that's due to, you know, how we're running our sites, the quality of sites that we run, and, and, you know, the experience that we create for the guests. I just wanna clarify that those comments around volume were specific to our company-operated sites.

Tyler Rakers (Research Associate)

Great, thanks. If I could ask with the, as you said, regarding the M&A environment, with the higher interest we're seeing, if maybe we'd see, as well as with the Exxon deal, if we'd see more of these JV structure deals in going forward?

Eric Slifka (President and CEO)

Oh, I, yeah, I don't, I don't, I, you know, I don't really know. I mean, I, I'd say, you know, we're gonna try to be opportunistic, right? You know, and the concept, at least with the JV with Exxon is, you know, can we expand it? You know, it's, you know, we're already in Texas. We've been in Texas for a while doing wholesale. We think this is a natural extension for Global, regardless of that. You know, and, you know, what I'd say generally is we're having more conversations now because we're recognized differently in that market, which is frankly, you know, how we've built the business over decades of, of doing what we do, right?

Tyler Rakers (Research Associate)

Great. Appreciate the color.

Gregory Hanson (CFO)

Thanks, Tyler.

Operator (participant)

Thank you. We have reached the end of the question and answer session. Mr. Slifka, I'd now like to turn the floor back over to you for closing comments.

Gregory Hanson (CFO)

Thank you for joining us this morning. We look forward to keeping you updated on our progress. Enjoy the weekend, everyone. Thank you.

Operator (participant)

Ladies and gentlemen, this does conclude today's teleconference. You may disconnect your lines at this time. Thank you for your participation, and have a wonderful day.