UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):  March 29, 2023
 

GLOBAL PARTNERS LP
(Exact name of registrant as specified in its charter)

Delaware
001-32593
74-3140887
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

P.O. Box 9161
800 South Street
Waltham, Massachusetts 02454-9161
(Address of Principal Executive Offices)


(781) 894-8800
(Registrant’s telephone number, including area code)
 
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 representing limited partner interests
 
GLP
 
New York Stock Exchange
         
9.75% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units representing limited partner interests
 
GLP pr A
 
New York Stock Exchange

       
9.50% Series B Fixed Rate Cumulative Redeemable Perpetual Preferred Units representing limited partner interests
 
GLP pr B
 
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 7.01. 
Regulation FD Disclosure
 
On March 29, 2023, Global Partners LP (the “Partnership”) posted a press release on its website at www.globalp.com under the Investor Relations, News section announcing that the Partnership and ExxonMobil signed an agreement to acquire 64 Houston-area convenience and fueling facilities from the Landmark Group. A copy of this press release is furnished and attached as Exhibit 99.1 and is incorporated by reference into this Item 7.01.
 
The information furnished pursuant to Item 7.01 in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, unless the Partnership specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.
 
Item 9.01.
Financial Statements and Exhibits
  
(d)
Exhibits
 
 
 104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 

SIGNATURES
 
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 thereunto duly authorized.
 
 
GLOBAL PARTNERS LP
 
 
 
 
By:
Global GP LLC
 
 
its general partner
 
 
 
 
 
 
Dated: March 29, 2023
By:
/s/ Sean T. Geary
 
 
Sean T. Geary
 
 
Chief Legal Officer and Secretary

Exhibit 99.1

Global Partners Announces Plan to Expand Retail Operations into the Houston Market

Global would operate the 64 sites being acquired under a joint venture

WALTHAM, Mass.--(BUSINESS WIRE)--March 29, 2023--Global Partners LP (NYSE: GLP) and ExxonMobil have signed an agreement to acquire 64 Houston-area convenience and fueling facilities from the Landmark Group. The deal is subject to regulatory clearance and the satisfaction of closing conditions and is expected to be completed in the second quarter of 2023. If approved, the assets would be purchased under the joint venture, Spring Partners Retail LLC, and Global would act as the management company and operator.

Global has a long-proven track record of acquiring, integrating, optimizing, and operating assets as demonstrated by their growth and performance in the Northeast and mid-Atlantic. In calendar year 2022, Global acquired 120 retail assets across the Northeast and mid-Atlantic, through a mix of company operated retail stores and dealer supply agreements. This latest deal leverages the company’s strategic advantage, relationships and operating excellence to expand outside its current footprint into the Houston, Texas market. Global plans to retain and welcome existing site and above-site employees.

“This acquisition is another example of our commitment to investing in growing markets where we have strategic advantages and where we can deliver value to guests and shareholders,” said Eric Slifka, CEO. “We’re extremely excited to expand into the Texas market. We look forward to serving our Houston area guests and communities with our signature focus on quality food and guest experience.”

About Global Partners LP

With approximately 1,700 locations throughout the Northeast and mid-Atlantic, Global is one of the region’s largest independent owners, suppliers and operators of gasoline stations and convenience markets. Global also owns, controls or has access to one of the largest terminal networks in New England and New York, through which it distributes gasoline, distillates, residual oil and renewable fuels to wholesalers, retailers and commercial customers. In addition, Global engages in the transportation of petroleum products and renewable fuels by rail from the mid-continental U.S. and Canada. For additional information, visit www.globalp.com.

Forward-looking Statements

Certain statements and information in this press release may constitute “forward-looking statements.” The words “believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,” “should,” “would,” “could” or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on Global’s current expectations and beliefs concerning future developments and their potential effect on the Partnership. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting the Partnership will be those that it anticipates. Forward-looking statements involve significant risks and uncertainties (some of which are beyond the Partnership’s control) including, without limitation, uncertainty around the timing of an economic recovery in the United States which will impact the demand for the products we sell and the services that we provide, and assumptions that could cause actual results to differ materially from the Partnership’s historical experience and present expectations or projections.

For additional information regarding known material factors that could cause actual results to differ from the Partnership’s projected results, please see Global’s filings with the SEC, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Global undertakes no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

Contacts

Investor Relations
Gregory B. Hanson
Chief Financial Officer
Global Partners LP
(781) 894-8800

Media
Catie Kerns
SVP, Corporate Affairs and Sustainability
Global Partners LP
(781) 894-8800