Acquisitions - Additional Information (Details)
|
|
|
|
|
|
|
|
3 Months Ended |
12 Months Ended |
|
|
|
Nov. 09, 2021
USD ($)
StoresAndGasStation
|
Nov. 09, 2021
USD ($)
StoresAndGasStation
|
May 18, 2021
USD ($)
StoresAndGasStation
|
May 18, 2021
USD ($)
StoresAndGasStation
|
Oct. 06, 2020
USD ($)
GasStation
StoresAndGasStation
|
Oct. 05, 2020
USD ($)
|
Dec. 03, 2019
USD ($)
PurchasedSite
|
Oct. 06, 2019
USD ($)
|
Apr. 02, 2019
USD ($)
StoresAndGasStation
|
Mar. 31, 2022
USD ($)
|
Dec. 31, 2021
USD ($)
|
Dec. 31, 2020
USD ($)
|
Dec. 31, 2019
USD ($)
|
Oct. 31, 2021 |
Oct. 16, 2019 |
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Right-of-use assets under operating leases |
|
|
|
|
|
|
|
|
|
|
$ 1,064,982,000
|
$ 961,561,000
|
|
|
|
| Operating leases, current portion |
|
|
|
|
|
|
|
|
|
|
51,261,000
|
48,878,000
|
|
|
|
| Goodwill recorded on the Cash and Sons Acquisition |
|
|
|
|
|
|
|
|
|
|
197,648,000
|
173,937,000
|
$ 133,952,000
|
|
|
| gain on bargain purchase |
|
|
|
|
|
|
|
|
|
|
0
|
0
|
406,000
|
|
|
| Property and equipment |
|
|
|
|
|
|
|
|
|
|
548,969,000
|
491,513,000
|
|
|
|
| Oak Street [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Lease agreements period |
|
|
|
|
|
|
|
|
|
|
|
|
|
20 years
|
|
| Express Stop |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of sites leased | StoresAndGasStation |
|
|
60
|
60
|
|
|
|
|
|
|
|
|
|
|
|
| Acquisition related cost |
|
|
$ 87,000,000
|
|
|
|
|
|
|
|
|
|
|
|
|
| Financial liability |
|
|
|
|
|
|
|
|
|
|
44,200,000
|
|
|
|
|
| Operating leases, current portion |
|
|
|
|
|
|
|
|
|
|
30,000,000.0
|
|
|
|
|
| Other Payments to Acquire Businesses |
|
|
|
|
|
|
|
|
|
|
15,900,000
|
|
|
|
|
| Goodwill recorded on the Cash and Sons Acquisition |
|
|
$ 7,556,000
|
$ 7,556,000
|
|
|
|
|
|
|
|
|
|
|
|
| Goodwill recognized for tax deductible for US income tax purpose |
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
| Acquisition related cost recognized as other (income) expenses |
|
|
|
|
|
|
|
|
|
|
2,500,000
|
|
|
|
|
| Revenue through closing date of acquisition till period end date |
|
|
|
|
|
|
|
|
|
|
130,000,000.0
|
|
|
|
|
| Net income through acquisition date till period end date |
|
|
|
|
|
|
|
|
|
|
$ 2,000,000.0
|
|
|
|
|
| Date of acquisition agreement |
|
|
May 18, 2021
|
|
|
|
|
|
|
|
|
|
|
|
|
| Consideration paid in cash by the company |
|
|
|
16,191,000
|
|
|
|
|
|
|
|
|
|
|
|
| Consideration paid in cash |
|
|
|
94,687,000
|
|
|
|
|
|
|
|
0
|
0
|
|
|
| Property and equipment |
|
|
$ 76,550,000
|
76,550,000
|
|
|
|
|
|
|
|
|
|
|
|
| Trade names |
|
|
2,740,000
|
2,740,000
|
|
|
|
|
|
|
|
|
|
|
|
| Deferred tax asset |
|
|
$ 2,435,000
|
$ 2,435,000
|
|
|
|
|
|
|
|
|
|
|
|
| Number of real estate | StoresAndGasStation |
|
|
60
|
60
|
|
|
|
|
|
|
|
|
|
|
|
| Express Stop | Trade Names |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Useful life of assets acquired |
|
|
|
|
|
|
|
|
|
|
5 years
|
|
|
|
|
| Handy Mart Acquisition |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of sites leased | StoresAndGasStation |
36
|
36
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business combination value of inventory and cash |
|
|
|
|
|
|
|
|
|
|
$ 12,000,000
|
|
|
|
|
| The amount of inventory and cash in the stores recognized as of the closing date of the acquisition date |
|
|
|
|
|
|
|
|
|
|
12,000,000
|
|
|
|
|
| Goodwill recorded on the Cash and Sons Acquisition |
$ 0
|
$ 0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Combination Acquisition Related Costs |
|
|
|
|
|
|
|
|
|
|
600,000
|
|
|
|
|
| Revenue through closing date of acquisition till period end date |
|
|
|
|
|
|
|
|
|
|
32,700,000
|
|
|
|
|
| Net income through acquisition date till period end date |
|
|
|
|
|
|
|
|
|
|
900
|
|
|
|
|
| Date of acquisition agreement |
Nov. 09, 2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Consideration paid in cash by the company |
|
17,541,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Consideration paid in cash |
|
110,743,000
|
|
|
|
|
|
|
|
|
|
0
|
0
|
|
|
| Property and equipment |
$ 105,838,000
|
105,838,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Trade names |
$ 1,290,000
|
$ 1,290,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Acquisition-related costs |
|
|
|
|
|
|
|
|
|
|
600,000
|
|
|
|
|
| Business Combination Consideration Paid By Others |
|
|
|
|
|
|
|
|
|
$ 6,700,000
|
$ 93,200,000
|
|
|
|
|
| Number of real estate | StoresAndGasStation |
36
|
36
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Handy Mart Acquisition | Trade Names |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Useful life of assets acquired |
|
|
|
|
|
|
|
|
|
|
5 years
|
|
|
|
|
| handy mart 1 [member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Consideration paid in cash |
|
$ 112,000,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Empire Acquisition |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of gas stations | GasStation |
|
|
|
|
1,453
|
|
|
|
|
|
|
|
|
|
|
| Number of sites leased | StoresAndGasStation |
|
|
|
|
84
|
|
|
|
|
|
|
|
|
|
|
| Consideration paid |
|
|
|
|
$ 351,000,000
|
|
|
|
|
|
|
|
|
|
|
| Paid for cash and inventory in stores |
|
|
|
|
$ 10,600,000
|
|
|
|
|
|
|
|
|
|
|
| Frequency of consideration payment |
|
|
|
|
each of the first five anniversaries of the Closing Date
|
|
|
|
|
|
|
|
|
|
|
| Annual consideration payment |
|
|
|
|
$ 4,000,000.0
|
|
|
|
|
|
|
|
|
|
|
| Additional consideration |
|
|
|
|
20,000,000.0
|
|
|
|
|
|
|
|
|
|
|
| Contigent consideration |
|
|
|
|
$ 45,000,000.0
|
|
|
|
|
|
|
|
|
|
|
| Earnout period |
|
|
|
|
5 years
|
|
|
|
|
|
|
|
|
|
|
| Option to purchase asset period |
|
|
|
|
5 years
|
|
|
|
|
|
|
|
|
|
|
| Consideration liability incurred |
|
|
|
|
|
$ 350,000,000
|
|
|
|
|
|
|
|
|
|
| Goodwill recorded on the Cash and Sons Acquisition |
|
|
|
|
|
56,140,000
|
|
|
|
|
|
|
|
|
|
| Business Combination Acquisition Related Costs |
|
|
|
|
|
|
|
|
|
|
$ 300,000
|
4,200,000
|
1,500,000
|
|
|
| Net income through acquisition date till period end date |
|
|
|
|
|
|
|
|
|
|
|
7,700,000
|
|
|
|
| GPMP Capital One Line of Credit |
|
|
|
|
|
350,000,000
|
|
|
|
|
|
|
|
|
|
| Consideration paid in cash by the company |
|
|
|
|
|
361,790,000
|
|
|
|
|
|
|
|
|
|
| Consideration paid in cash |
|
|
|
|
|
386,555,000
|
|
|
|
|
2,100,000
|
|
|
|
|
| Property and equipment |
|
|
|
|
|
109,317,000
|
|
|
|
|
|
|
|
|
|
| Trade names |
|
|
|
|
|
|
|
|
|
|
2,800,000
|
|
|
|
|
| Deferred tax asset |
|
|
|
|
|
11,459,000
|
|
|
|
|
|
|
|
|
|
| Acquisition-related costs |
|
|
|
|
|
|
|
|
|
|
300,000
|
4,200,000
|
1,500,000
|
|
|
| Goodwill, period increase (decrease) |
|
|
|
|
|
|
|
|
|
|
16,200,000
|
|
|
|
|
| Depreciation and amortization expenses |
|
|
|
|
|
|
|
|
|
|
2,300,000
|
800,000
|
|
|
|
| Revenue from acquisition |
|
|
|
|
|
|
|
|
|
|
477,300,000
|
|
|
|
|
| Number of real estate | StoresAndGasStation |
|
|
|
|
84
|
|
|
|
|
|
|
|
|
|
|
| Business Combination Consideration Transferred Liabilities Incurred |
|
|
|
|
|
$ 350,000,000
|
|
|
|
|
|
|
|
|
|
| Empire Acquisition | GPMP Segment [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Goodwill recorded on the Cash and Sons Acquisition |
|
|
|
|
$ 56,100,000
|
|
|
|
|
|
|
|
|
|
|
| Empire Acquisition | Wholesale Fuel Supply Contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Weighted average discount rate |
|
|
|
|
13.00%
|
|
|
|
|
|
|
|
|
|
|
| Weighted average useful life |
|
|
|
|
12 years
|
|
|
|
|
|
|
|
|
|
|
| Empire Acquisition | Capital One Line of Credit [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Consideration liability incurred |
|
|
|
|
$ 350,000,000
|
|
|
|
|
|
|
|
|
|
|
| GPMP Capital One Line of Credit |
|
|
|
|
350,000,000
|
|
|
|
|
|
|
|
|
|
|
| Business Combination Consideration Transferred Liabilities Incurred |
|
|
|
|
350,000,000
|
|
|
|
|
|
|
|
|
|
|
| Empire Acquisition | Delayed Term Loan A [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Acquisition related cost |
|
|
|
|
60,000,000
|
|
|
|
|
|
|
|
|
|
|
| Consideration liability incurred |
|
|
|
|
63,000,000
|
|
|
|
|
|
|
|
|
|
|
| GPMP Capital One Line of Credit |
|
|
|
|
63,000,000
|
|
|
|
|
|
|
|
|
|
|
| Business Combination Consideration Transferred Liabilities Incurred |
|
|
|
|
$ 63,000,000
|
|
|
|
|
|
|
|
|
|
|
| Riiser Acquisition |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of sites leased | PurchasedSite |
|
|
|
|
|
|
64
|
|
|
|
|
|
|
|
|
| Consideration liability incurred |
|
|
|
|
|
|
$ 14,600,000
|
|
|
|
14,600,000
|
|
|
|
|
| Goodwill recorded on the Cash and Sons Acquisition |
|
|
|
|
|
|
29,921,000
|
|
|
|
29,900,000
|
|
|
|
|
| Goodwill recognized for tax deductible for US income tax purpose |
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
| Business Combination Acquisition Related Costs |
|
|
|
|
|
|
|
|
|
|
|
500,000
|
900,000
|
|
|
| Revenue through closing date of acquisition till period end date |
|
|
|
|
|
|
|
|
|
|
|
|
15,200,000
|
|
|
| Payments of annual rent |
|
|
|
|
|
|
7,600,000
|
|
|
|
|
|
|
|
|
| Cash consideration |
|
|
|
|
|
|
27,800,000
|
|
|
|
|
|
|
|
|
| Cash payment |
|
|
|
|
|
|
13,200,000
|
|
|
|
|
|
|
|
|
| Payment for cash and inventory |
|
|
|
|
|
|
6,800,000
|
|
|
|
|
|
|
|
|
| GPMP Capital One Line of Credit |
|
|
|
|
|
|
14,600,000
|
|
|
|
14,600,000
|
|
|
|
|
| Cash payment |
|
|
|
|
|
|
320,000
|
|
|
|
|
|
|
|
|
| Consideration paid in cash by the company |
|
|
|
|
|
|
27,786,000
|
|
|
|
|
|
|
|
|
| Consideration paid in cash |
|
|
|
|
|
|
39,911,000
|
|
|
|
0
|
|
|
|
|
| Property and equipment |
|
|
|
|
|
|
15,345,000
|
|
|
|
|
|
|
|
|
| Trade names |
|
|
|
|
|
|
1,000,000
|
|
|
|
|
|
|
|
|
| Deferred tax asset |
|
|
|
|
|
|
$ 3,324,000
|
|
|
|
|
|
|
|
|
| Acquisition-related costs |
|
|
|
|
|
|
|
|
|
|
|
500,000
|
900,000
|
|
|
| Number of real estate | PurchasedSite |
|
|
|
|
|
|
64
|
|
|
|
|
|
|
|
|
| Business Combination Consideration Transferred Liabilities Incurred |
|
|
|
|
|
|
$ 14,600,000
|
|
|
|
$ 14,600,000
|
|
|
|
|
| Riiser Acquisition | Trade Names |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Useful life of assets acquired |
|
|
|
|
|
|
|
|
|
|
5 years
|
|
|
|
|
| Riiser Acquisition | Riiser Seller [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cash payment |
|
|
|
|
|
|
$ 15,100,000
|
|
|
|
|
|
|
|
|
| Purchase obligation |
|
|
|
|
|
|
|
|
|
|
$ 3,400,000
|
|
|
|
|
| Town Star Acquisition |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of sites leased | StoresAndGasStation |
|
|
|
|
|
|
|
|
18
|
|
|
|
|
|
|
| Consideration liability incurred |
|
|
|
|
|
|
|
|
$ 4,100,000
|
|
|
|
|
|
|
| Goodwill recorded on the Cash and Sons Acquisition |
|
|
|
|
|
|
|
|
$ 300,000
|
|
|
|
|
|
|
| Business Combination Acquisition Related Costs |
|
|
|
|
|
|
|
|
|
|
0
|
0
|
2,000,000.0
|
|
|
| Revenue through closing date of acquisition till period end date |
|
|
|
|
|
|
|
|
|
|
|
|
46,100,000
|
|
|
| Net income through acquisition date till period end date |
|
|
|
|
|
|
|
|
|
|
|
|
700,000
|
|
|
| Date of acquisition agreement |
|
|
|
|
|
|
|
|
Apr. 02, 2019
|
|
|
|
|
|
|
| GPMP Capital One Line of Credit |
|
|
|
|
|
|
|
|
$ 4,100,000
|
|
|
|
|
|
|
| Consideration paid in cash by the company |
|
|
|
|
|
|
|
|
$ 1,200,000
|
|
|
|
|
|
|
| Fuel supply agreement term |
|
|
|
|
|
|
|
|
10 years
|
|
|
|
|
|
|
| Useful life of options to acquire ownership rights |
|
|
|
|
|
|
|
|
10 years
|
|
|
|
|
|
|
| gain on bargain purchase |
|
|
|
|
|
|
|
|
$ 400,000
|
|
|
|
|
|
|
| Fair value of the assets acquired and liabilities recognized |
|
|
|
|
|
|
|
|
3,300,000
|
|
|
|
|
|
|
| Consideration paid in cash |
|
|
|
|
|
|
|
|
$ 2,900,000
|
|
|
|
|
|
|
| Acquisition-related costs |
|
|
|
|
|
|
|
|
|
|
0
|
$ 0
|
$ 2,000,000.0
|
|
|
| Number of real estate | StoresAndGasStation |
|
|
|
|
|
|
|
|
18
|
|
|
|
|
|
|
| Business Combination Consideration Transferred Liabilities Incurred |
|
|
|
|
|
|
|
|
$ 4,100,000
|
|
|
|
|
|
|
| Cash And Sons Acquisition |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Number of sites leased | GasStation |
|
|
|
|
5
|
|
|
|
|
|
|
|
|
|
|
| Date of acquisition agreement |
|
|
|
|
|
|
|
Oct. 16, 2019
|
|
|
|
|
|
|
|
| Payment for cash and inventory |
|
|
|
|
|
|
|
$ 500,000
|
|
|
|
|
|
|
|
| Consideration paid in cash by the company |
|
|
|
|
|
|
|
$ 3,000,000.0
|
|
|
|
|
|
|
|
| Lease term |
|
|
|
|
|
|
|
As part of the purchase agreement, GPM leases the stores under a master lease from the seller for 15 years, with six additional five year options
|
|
|
|
|
|
|
|
| Number of real estate | GasStation |
|
|
|
|
5
|
|
|
|
|
|
|
|
|
|
|
| Cash And Sons Acquisition | Seven Sites | Minimum [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Lease agreements period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15 years
|
| Ownership [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Acquisition related cost |
|
|
|
|
|
|
|
|
|
|
78,000,000
|
|
|
|
|
| Ownership [Member] | Empire Acquisition |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business Acquisition [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Property and equipment |
|
|
|
|
|
|
|
|
|
|
16,300,000
|
|
|
|
|
| Deferred tax asset |
|
|
|
|
|
|
|
|
|
|
$ 3,100,000
|
|
|
|
|