ARKO Petroleum (APC) Registration Filing summary

Company overview and business model

• Operates as a major wholesale fuel distributor in North America, supplying over 2.1 billion gallons annually to more than 3,499 sites across 30+ states, with three segments: Wholesale, Fleet Fueling, and GPMP.

• Business model centers on fee-based, long-term contracts with ARKO Parent and third-party dealers, focusing on stable cash flows and limited commodity price exposure.

• Growth driven by acquisitions, organic expansion, and conversion of ARKO Retail Sites to dealer sites under a multi-year transformation plan.

• Maintains a cost- and capital-efficient operating model, enabling high conversion of gross profit to Adjusted EBITDA and Discretionary Cash Flow.

Financial performance and metrics

• For the year ended December 31, 2024: $6.37 billion in total revenues, $40.2 million net income, $139.2 million Adjusted EBITDA, and $79.9 million Discretionary Cash Flow.

• Nine months ended September 30, 2025: $4.27 billion in revenues, $24.7 million net income, $106.6 million Adjusted EBITDA, and $67.8 million Discretionary Cash Flow.

• Fuel margin per gallon averaged 9.8–10.3 cents, with related party margins fixed at 5.0 cents per gallon.

• As of September 30, 2025: $33.0 million cash, $389 million debt, and $451.7 million liquidity (including $418.7 million available under the Capital One Line of Credit).

• Targeting a Net Debt to Adjusted EBITDA ratio below 2.5x post-offering.

Use of proceeds and capital allocation

• Net proceeds from the IPO will be used primarily to repay outstanding borrowings under the Capital One revolving credit facility, with any remainder for general corporate purposes.

• Capital allocation prioritizes maintaining a conservative balance sheet, supporting organic growth, acquisitions, and consistent dividend payments.