Annual report pursuant to Section 13 and 15(d)

GPM Investments, LLC

GPM Investments, LLC
12 Months Ended
Dec. 31, 2021
Noncontrolling Interest [Abstract]  
Limited Partnership

3. Limited Partnership

Formation of GPMP

GPMP commenced its operation in January 2016 and from thereafter the following applies:

Fuel distribution agreements – GPMP is a party to agreements with fuel suppliers relating to the supply of fuel to GPM and its subsidiaries, and GPM guarantees the obligations under certain of such agreements.
Distribution agreement with GPM – GPM and its subsidiaries are engaged with GPMP in an exclusive supply agreement pursuant to which they purchase fuel from GPMP at GPMP’s cost of fuel including taxes and transportation plus a fixed margin. Such supply arrangements have a duration of 10 years from the date they were entered into and, with respect to acquired sites, for 10 years from the date of the applicable acquisition.

Purchase of the minority interests in GPMP

At December 31, 2021 and 2020, GPM’s (direct and indirect) interest in GPMP was approximately 99.8% and 99.7%, respectively, of the limited partnership interests of GPMP.

Just prior to the Merger Transaction, third parties owned approximately 19.3% of the limited partnership interests in GPMP. On December 21, 2020, GPM purchased such interests except for units held by the Riiser Seller which represented, at that time, 0.29% of the limited partnership interests in GPMP, for a total consideration of approximately $98.0 million, plus consideration for the amount of outstanding distributions not yet distributed, which was funded from GPM’s own sources. Part of the proceeds paid by GPM were used to purchase shares of Haymaker in privately negotiated transactions and upon consummation of the Merger Transaction, these shares automatically converted into shares of the Company.

The units which the Riiser Seller continues to hold are pledged to GPM to secure certain indemnification and payment obligations granted to GPM by the Riiser Seller. GPM has the right to purchase these units for approximately $3.0 million, to be paid by cash or shares as to be determined by GPM and the Riiser Seller has the right to cause certain payment obligations to be satisfied by tendering the units to the Company.