ARKO Petroleum Corp. Class A Common Stock

Q2 net income was $12.2 million, up from $10 million in the prior-year period. Adjusted EBITDA was $39.8 million versus $38.3 million a year ago, and discretionary cash flow was about $27.1 million versus about $24.2 million. Wholesale fuel contribution increased 3.7% to $26.3 million, fleet fueling fuel contribution was $17.1 million versus $17.8 million, and GPMP fuel contribution from related-party locations was $11.5 million versus $11.3 million. Wholesale gallons were 240.8 million, down 4.6%, and the blended wholesale margin was about $0.109 per gallon versus $0.101 last year; fleet fueling gallons were 36.4 million and the blended margin was $0.469 per gallon. Management maintained full-year guidance for adjusted EBITDA of approximately $156 million and discretionary cash flow of approximately $110 million, and said the USPP deal is expected to close later this year and be generally consistent with guidance assumptions.

Arie Kotler framed the quarter as another period of strong execution and emphasized that the business model remains stable and cash-generative. He said the USPP acquisition is a strategic, accretive step that expands scale, adds terminal and trucking assets, increases vertical integration, and supports the company’s post-IPO growth thesis. His tone was confident and disciplined, repeatedly stressing balance-sheet flexibility, low CapEx, and careful leverage management.

Jordan Mann highlighted Q2 adjusted EBITDA of $39.8 million, net income of $12.2 million, and discretionary cash flow of about $27.1 million, all above the prior year. He noted about $710 million of availability under credit lines, net debt of $324.2 million, and leverage of about 2.2x net debt to adjusted EBITDA at quarter end. He also said the company expects pro forma leverage of 3x to 3.5x after USPP closes and reaffirmed full-year guidance of approximately $156 million of adjusted EBITDA and approximately $110 million of discretionary cash flow.

Analysts focused on how USPP would integrate into APC’s footprint, the size of potential synergies, and whether the deal would be funded toward deleveraging or dividends. Management said the businesses are complementary, with USPP adding about 280 million gallons, more than 400 wholesale locations, two terminals, and trucks that fit APC’s Great Lakes presence. On the earn-out, Arie Kotler said $30 million is the expected base annual adjusted EBITDA for the current business, while the escrowed shares are tied to additional performance above that base; he also described the terminal business as low CapEx and fee-based.