Global Partners LP

Good day, everyone, and welcome to the Global Partners first quarter 2021 financial results conference call. Today's call is being recorded. At this time, all participants are in a listen-only mode. A brief question and answer session will follow the formal presentation. If anyone should require operator assistance during today's call, please press star zero on your telephone keypad. With us from Global Partners are President and Chief Executive Officer, Mr. Eric Sliska, Chief Financial Officer, Ms. Daphne Foster, Chief Operating Officer, Mr. Mark Romain, Treasurer and incoming CFO, Mr. Gregory Hanson, and Executive Vice President of the General Counsel, Mr. Edward Fanuel. At this time, I'd like to turn the call over to Mr. Fanuel for opening remarks. Please go ahead, sir.

Good morning, everyone. Thank you for joining us today. Before we begin, let me remind everyone that this morning we will be making forward-looking statements within the meaning of federal securities law. These statements may include, but are not limited to, projections, beliefs, goals, and estimates concerning the future financial and operational performance of global partners. Forward-looking statements are based on assumptions regarding market conditions, such as the crude oil market business cycles, demand for petroleum products, including gasoline and gasoline sun stocks, and renewable fuels, Utilizations of assets and facilities, weather, credit markets, demand for convenience store offerings, the regulatory and permitting environment, and the forward product pricing curve, which could influence quarterly financial results. These statements involve significant risk and uncertainties, some of which are beyond the partnership's control, including without limitation the impact and duration of the COVID-19 pandemic, 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 we provide. Uncertainty around the impact of the COVID-19 pandemic to our counterparties and our customers and their corresponding ability to perform their obligations and or utilize the products we sell and or the services we provide. Uncertainty around the impact and duration of federal, state, and municipal regulations and directives related to the COVID-19 pandemic and assumptions that could cause actual results to differ materially from the partnership's historical experience and present expectations or projections. We believe these assumptions are reasonable given currently available information. Our assumptions and future performance are subject to a wide range of business risks and uncertainties. In addition, such performance is subject to risk factors, including but not limited to those described in our filings with the Securities and Exchange Commission. Global Partners undertakes no obligation to revise or publicly release the results of any revision to any forward-looking statements that may be made during today's conference call. With Regulation FD in effect, it is our policy that 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 purposes of Regulation FD. Now, it is my pleasure to turn the call over to our President and Chief Executive Officer, Eric Smith.

Thank you, Edward, and good morning, everyone. Before we review the quarter, let me take a moment to welcome our Treasurer, Greg Hansen, to his inaugural call. As we announced in March, Greg assumes the role of CFO in September upon Daphne's retirement from Global. I'll have more to say on our Q2 call in August about Daphne's outstanding contributions to Global over the past 14 years and the great work Greg has done in the lead-up to his promotion. Welcome, Greg. With more than one-third of the U.S. now fully vaccinated against COVID-19 and a growing number of businesses reopening, The economic landscape is improving, and industry-wide fuel demand is increasing as more people take to the roads. In the first quarter of 2021, our fuel volumes in GDSO, though still off from the same period in 2020, showed signs of rebounding from COVID lows, while retail fuel margins remained relatively strong despite a significant first-quarter spike in wholesale gasoline prices which were up more than 70 cents through mid-March. In our wholesale segment, product margin in the first quarter of 2021 was $25 million better than the same period a year earlier. The improvement was driven by more favorable market conditions, primarily in gasoline and other oils and related products, as well as colder temperatures. Looking at recent highlights, in the first quarter we launched Project Carbon Freedom, a pioneering coalition designed to responsibly decarbonize home heat and help states meet their climate policies that expand the use of biofuels in New England, New York, and throughout the Northeast. This initiative brings together heating oil distributors, farmers, domestic biodiesel producers, and policymakers from the Northeast and Midwest. Through outreach, education, and advocacy, the coalition aims to bring awareness to several important realities that aren't addressed by climate bills calling to electrify home heating across our region. Project Carbon Freedom supports optimizing existing supply chain infrastructures in order to meet state and federal decarbonization targets with domestically produced renewable biofuels, which are already being used to heat homes across the Northeast and beyond. Since the March launch, we have seen tremendous support across a number of sectors for this common sense approach. In just two months, we mobilized over 700 advocates from 21 states more than 500 state and federal legislators and signed up nearly 90 coalition members. Complementing the rollout of Project Carbon Freedom, we continue to increase our ability to move renewable fuels and help customers reduce their carbon footprint. Towards that end, we recently secured a U.S. Department of Agriculture grant that will allow us to expand biofuel capabilities at five of our terminals and distribute higher blends of low-carbon biodiesel to customers in the Northeast. Turning to GDSOs, to our GDSO segment. We are continuing to expand our retail footprint in the greater Philadelphia market with the addition of more than 30 sites since mid-2020, which strengthens the integration with our terminal network in the Pennsylvania and New Jersey markets. We have an expansion CapEx range of $40 to $50 million in 2021 and plan to deploy that capital across a broad range of projects, including raise and rebuilds, new to industry sites, and remodels. From a strategic standpoint, our focused real estate investments are vital to the future delivery of motoring products, whether they be liquid fuels, electric charging stations, or other forms of energy. Appealing to a growing consumer niche and an investment in sustainability, we continue to broaden our homegrown, all-town fresh market footprint. Our market provides fresh, locally sourced, chef-driven meals and provisions, and cafe-inspired spaces to sit and enjoy freshly brewed coffee. With seven currently in operation, we plan to open seven more in 2020 or early 2022. On the M&A front, the pipeline is very active. We continue to evaluate opportunities to expand our geographic footprint, complement our service offerings, and drive profitability and growth. As I've noted on previous calls, our capital investments and strategic acquisition initiatives are designed with a goal of mid-teen returns or higher. We spoke with you last quarter about our acquisition of retail fuel and convenience store assets of Consumer Petroleum of Connecticut. We now expect this transaction to close in the third quarter. Turning to our distribution, last month the Board of Directors of our General Partner declared a quarterly castor distribution of $57.50 per common unit or $2.30 on an annualized basis on all outstanding units for the period from January 1 to March 31, 2021. This marks the fourth consecutive quarter in which the Board has raised the distribution, which is an important component of our overall capital allocation strategy and commitment to drive value for our unit holders. Looking at the demand forecast for the upcoming summer driving season, Energy Information Administration projects that U.S. gasoline consumption will improve slightly from 2020 but still remain below 2019. While the EIA expects ongoing effects from the pandemic to have a significant effect on petroleum markets this summer, those effects are expected to lessen through 2021 as an increasing percentage of the U.S. population is vaccinated. For our retail fuel business, which operates across 10 states, improving demand trends depend very much on the pace at which each region's schools, youth sports, and other extracurricular activities fully reopens. the return of rush hour commuters, and all the other events that put people in their cars. Heading into summer, we're encouraged by the data that appears to show many states turning a corner in terms of the pandemic. We'll have to see how the rest of the year plays out. Now, without, let me turn the call over to Daphne for her financial review. Daphne?

Thank you, Eric, and good morning, everyone. Let me begin this morning by discussing our recently completed Series B Preferred Unit Offering, which further positions us to capitalize on acquisitions and organic expansion opportunities. A total of 3 million units were sold at $25 per unit, generating net proceeds of approximately $17.2 million, which were used to reduce indebtedness under our credit agreement. Distributions on the Series B units will be payable quarterly at a fixed rate of 9.5% per annum. As previously announced, the prorated initial distribution of 3,365 will be payable on May 17 to holders of record as of the opening of business on May 3. Turning to our results, adjusted EBITDA for the first quarter of 2021 was $40.4 million, compared with $45.4 million for the same period of 2020. The $5 million delta reflects a decrease in combined product margins due largely to lower volume and retail fuel margins in our GDSO segment, as well as an increase in SG&A expenses. The net loss attributable to the partnership was $4.3 million in the first quarter of 2021, compared with net income of $3.3 million for the same period of 2020. DCF was $14 million in the first quarter of 2021 compared with $22 million in the prior year period. Both net income and DCF in the first quarter of 2020 included a tax benefit of $6.3 million related to the carryback of net operating losses afforded under the CARES Act. In the first quarter of 2021, we received $15.8 million in cash refunds associated with that carryback. TTM distribution coverage as of March 31, 2021 was 2.04 times or 1.94 times after factoring in distribution to our preferred unit holders. Turning to our segment details, GDSO product margin in Q1 was $130.4 million, down $25.5 million with the year-earlier period, primarily reflecting lower retail fuel margins as well as the impact of COVID-19 for a full quarter on retail fuel volume. The gasoline distribution contribution to product margin was down $27 million in the quarter to $80.2 million, reflecting a $0.065 per gallon decrease in fuel margin to $0.24 per gallon, coupled with a 4.9% decrease in fuel volume. Volumes in the first quarter of 2021 outperformed our expectations, and we were pleased with the fuel margin performance in light of the sharp increase in wholesale gasoline prices. Wholesale gasoline prices were up more than 20 cents in January, 30 cents in February, and an additional 20 cents by mid-March before prices started to recede. In contrast, the fuel margin in last year's first quarter benefited from a rapid decline in wholesale gasoline prices, which fell 97 cents per gallon between the beginning and the end of March. Station operations contributed $50.2 million to product margins, up $1.5 million from the first quarter of 2020, primarily reflecting increases in rent and sundries. At the end of Q1, our GDSO portfolio consisted of 1,566 sites comprised of 283 company-operated stores, 281 commissions agencies, 206 lefty dealers, and 796 contract dealers. Looking at the wholesale segment, first quarter 2021 product margin increased $25 million to $30.5 million, driven by more favorable market conditions and temperatures that were 16% colder year over year. Keep in mind that wholesale margin in the first quarter of 2020 was one of the lowest in many years, as pandemic-related demand disruption and a price war between Saudi Arabia and Russia caused a rapid decline in prices, resulting in a steepening of the forward product pricing curve. While that steepening adversely affected margins in the quarter, storage capacity in our terminal network positioned us to take advantage of the contango market. Gasoline and gasoline blend stock product margins contributed $16.4 million to wholesale product margins, up $6.9 million from the same period in 2020, but was negatively impacted by end-of-quarter point-in-time valuation of inventory positions. Product margins from other oils and related products, which include distillate and residual oil, increased $18.2 million to $18.6 million, Product margin from crude oil was negative 4.5 million in the first quarter of 2021 and 2020. Turning to the commercial segment, product margins decreased 1.1 million to 4.2 million in the first quarter of 2021, reflecting a decline in our bunkering business due to the pandemic. Looking at expenses, operating expenses decreased 2 million to 80.5 million in the first quarter. The decrease reflects lower expenses at our GDSO sites, including lower salary expense, in part due to reduced store hours, lower maintenance and repair expense, and lower commissions and credit card fees related to the reduction in volume, all of which was partly the result of the pandemic. SG&A expenses increased $5.4 million to $46.3 million in the first quarter, reflecting increases in accrued incentive compensation, salaries and benefits, and acquisition-related expenses primarily related to the consumer's petroleum transaction. Interest expense is $20.4 million in Q1 compared to $21.6 million in the year-earlier period, primarily due to lower balances on our credit facilities as well as lower interest rates. CapEx in the first quarter was approximately $16.9 million, consisting of $7 million of maintenance CapEx and $9.9 million of expansion CapEx, excluding acquisitions, most of which relates to our gas station business. For full year 2021, we continue to expect maintenance CapEx in the range of $45 million to $55 million and expansion CapEx in the range of $40 million to $50 million. with the majority consisting of investments in our gasoline station and convenience stores. Our balance sheet remains strong, with leverage defined in our credit agreement that's funded at the EBITDA of approximately 2.8 times at the end of the first quarter. We continue to have ample excess capacity under our credit facility. As of March 31st, total borrowings were $385.8 million, including $352.4 million under our $770 million working capital revolving credit facility and $33.4 million outstanding under our $400 million revolving credit facility. Adding to our financial flexibility, this month we entered into an amended credit agreement with our bank group. Among other things, the agreement extends the maturity date from April 2022 to May 2024, reduces the applicable rate for borrowings and letters of credit, increases the working capital revolving credit facility from $770 million to $800 million, and increases the revolving credit facility from $400 million to $450 million. Looking at our investor calendar, we will be participating virtually in several upcoming events, including the EIC Investor Conference, the B of A Energy Credit Conference, and the CFOL Cross-Sector Insight Conference. For those of you who will be attending, we look forward to meeting with you. Now, let me turn the call back to Eric for closing comments.

Thanks, Daphne. Looking ahead, we're following through on a number of strategic initiatives and positioning ourselves to take advantage of our infrastructure, low-carbon fuel, and other opportunities. We remain focused on our strategy to grow through organic initiatives and strategic M&A. We have a robust pipeline of retail investments and other projects planned for 2021 and believe that we are well positioned for the future. Now, Daphne and I are happy to take your questions. Operator?

Thank you. We will now be conducting a question and answer session. If you would like to ask a question, please press star 1 on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star 2 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. Once again, if you would like to ask a question, press star 1 on your telephone keypad. One moment, please, while we poll for questions. Thank you. Our first question comes from the line of Selma and Akhil with Steeple. Please receive your questions.

Thank you. Good morning.

Good morning.

Can you maybe talk a little bit more about what you're seeing in the M&A market?

Yeah, hi. It's Eric. You know, it's just very busy. You know, it's just very busy. So, you know, we continue to sort of look at companies and try to do deals that will fit us and deals where we can bring value and be disciplined. I don't know if people are being driven by taxes or other things, but it just continues to be busy and there's a lot out there.

Are you seeing sellers' expectations more reasonable, more in line?

I think for us, we're not going to win every deal. We do the deals that fit us, that fit into... our network and our system. Whether somebody thinks it's a lot or a little, I think we should try to stay disciplined and make sure that we can get the returns for our investors and for the company.

Got it. I think previously you had installed one or two charging stations at some of your stations, and I'm just curious how that was going.

Yeah, I mean, so on one, we've partnered with Electrify America, and that's a high-speed charging station. I don't know the exact usage rate, but, you know, very low single digits. It might be 1%, 2%.

Got it. And then last one. You guys have been consistently growing the distribution. Is there any comments you can make going forward?

Hi, Phil. No, I don't think there's any comment we can give you in terms of, you know, forward guidance and distributions. I think, you know, to the comment that we made in the script and how we've always thought about it, you know, we're looking at what the investment opportunities are for us and how to provide the best return for investors, which does include distribution. So, you know, making sure the balance sheet's in good shape and deciding it quarterly.

All right. Thank you very much.

Our next question comes from the line of Theresa Chen with Barclays. Please receive your question.

Good morning. Thank you for taking my questions. I wanted to touch on the biofuels front and just wanted to ask about your early learnings on your renewable diesel handling activities at Classical 9 and if any of those lessons are translatable to what you're trying to do in the Northeast.

Yeah, I mean, in terms of I'd say renewable diesel on the West Coast, for us, the handling of it has been, I'd say, pretty seamless. I think the production side of it is maybe a little bit different than that and just how it gets transported. But in terms of the facilities and our ability to take it and our ability to control it and manage it, it's been seamless.

Got it. And just understanding a little bit on the, you know, puts and takes of the economic process related to this. So is the product primarily being distributed within Oregon, or do you also handle the transportation of it to California?

So, yeah, in that facility, it's just a throughput. It's a long-term throughput agreement. And, you know, and the business partner, you know, takes it out by barge or ship and they deliver it to wherever they want to take it.

Understood.

It's likely it's going to California. But, you know, I can't tell you that with 100% certainty.

Got it. And as incremental production capacity is likely coming online and need throughput agreements for destination terminals, when you renegotiate or when you contract these agreements to begin with, what do you think about the economics of the fee relative to what a traditional petroleum product would typically command?

Yeah, I mean, I don't think they're all that much different. I mean, it's a, you know, that particular facility has rail in or rail out. It has tankage, and it has a large dock, right? And those are really the premises that, you know, help the asset to be positioned well. in the marketplace. And so, you know, the real question isn't on the rates per se, but you've got to have those certain attributes to be competitive for that business.

Got it. And as Washington state recently passed its own clean fuel standard legislation to the state assembly, is that incremental opportunity for that terminal to handle additional products since there will be more demand in the Pacific Northwest?

I mean, specifically, I believe that there will continue to be additional pressure on every state to lower their carbon footprint. Historically, California sort of led the way on that. I'm not sure every state is going to follow it exactly. But I do believe as we move forward, whether it's a renewable diesel or some other liquid fuel, that there's going to be opportunities on the inside. And I think it's just generally, just very generally, going to become a broader fuel that gets used not just on the West Coast, but really throughout the country. So at the end of the day, we have this base infrastructure. And how do we take that infrastructure and move those renewable fuels for, you know, either for ourselves or for partners? Because I do believe it's going to, over time, take a, you know, a piece of demand away from what I would say is historical, you know, historical fuels. So it's going to be, I think it's an opportunity. You know, so all this change, and this is just very generally All this change may create some anxiety, but it creates a lot of opportunity because you have to change with the opportunities. They're new and they're different. You've just got to be aware of them and then try to market into them, right? So I look at it as a glass is half full.

Got it. Thank you.

Our next question comes from the line of Ned Baramoff with Wells Fargo. Please proceed with your question.

Hi, good morning. First off, Daphne, congrats on your retirement, and Greg, good luck in your new role. My first question is on fuel margins in the GDSO segment. Could you maybe talk about how fuel margins have been trending in the month of April and May? And what your expectation is for the rest of the year, given rising crude oil prices and likely higher fuel demand as this driving season shapes up to be more normal than what we saw last year?

Not sure I'll give you the specifics on April in terms of margin, but I would say that overall we've continued to see this over the last couple of years and certainly saw this this past quarter in terms of in an up market, margins continue to be better. And I was actually looking back at first quarter of 19. You know, first quarter of 19, prices were going up sort of 50 cents the last two months of that year. And then going back to 19 against 2020 is obviously an aberration. and our margins were 23 cents per gallon. This quarter, they were 24 cents per gallon, and prices increased 70 cents through mid-March and then backed up about 20 cents. we continue to be pleased with the margins in an up market. And so our bias would be that that should continue and has been somewhat of an offset to shortfall in volume. But the expectation is that bonds will continue to pick up as motor and traffic increase.

Got it. Thanks for this. And then could you talk about the closing of the Connecticut acquisition? It seems that it's delayed by a quarter or so, so just wondering what's driving the longer process here. And also, to the extent you can comment on this, can you provide any financial metrics related to this transaction?

Yeah, so, you know, we just, in terms of the timing, it's, you know, just slipped a little bit. You know, we continue to work with government agencies to, come to a resolution. But we really feel like it's just slipped a little bit there. What was the second question again?

If you could provide any financial metrics related to this transaction. I totally understand if you can't really comment on this given how close you are to the completion of the deal.

Yeah, you know, what I would say is, you know, in our comments earlier in the call, you know, we said our deals are, you know, roughly, you know, mid-teen kind of deals. I'd say that's consistent.

Okay, got it. Thank you. And then last question. I presume the preferred issuance in March. If there is the funding or if there is the bulk of the funding, you need to close the Connecticut deal. As you look at other potential M&A transactions, how do you think about the potential funding of future acquisitions?

Good morning, Ned. Well, we have $33 million outstanding under our revolver today and a $450 million revolver. So, you know, we have, you know, sizable flexibility, if you will. Having said that, we're always going to be looking at our leverage and making sure that our balance sheet is in good order. But, you know, we upsize back up to $450 on the revolver and obviously raise the prep, being opportunistic more than anything else.

Makes sense. That's all I had. Thank you so much.

There are no further questions at this time. I would like to turn the floor back over to Mr. Slifka for closing comments.

Thank you for joining us this morning. We look forward to keeping you updated on our progress. Everybody enjoy the weekend. Thank you.

This concludes today's teleconference. You may disconnect your lines at this time. Thank you for your participation.