CrossAmerica Partners amends revolver’s leverage ratio covenant

By Marisa Wong

Morgantown, W.Va., Dec. 19 – CrossAmerica Partners LP and subsidiary Lehigh Gas Wholesale Services, Inc. amended their amended and restated credit agreement dated March 4, 2014 with Citizens Bank of Pennsylvania as administrative agent to update a covenant and modify some terms and definitions, according to an 8-K filing with the Securities and Exchange Commission.

The credit agreement is a senior secured revolving credit facility due March 4, 2019 with a total borrowing capacity of $550 million and is secured by substantially all of the assets of CrossAmerica and its subsidiaries.

The amendment covers the following:

• Terms and definitions, including change of control, were updated to reflect the pending acquisition of 100% of the issued and outstanding equity interests of CST Brands, Inc., the current indirect owner of the general partner of CrossAmerica, by Alimentation Couche-Tard Inc.;

• The period of the permitted increase in total leverage ratio from not greater than 4.50 to 1.00 to 5.00 to 1.00 after the closing of a material acquisition was amended to extend to three quarters (previously two), combined with an amendment to reduce the threshold of material acquisition to $30 million from $50 million;

• The aggregate principal amount of swingline loans outstanding at any time was increased to $25 million from $10 million; and

• Some terms and definitions, including asset sales, were amended to increase the partnership’s flexibility to engage in sale leaseback transactions, and terms relating to excluded real property assets for real property acquired after the effective date of the amendment were added.

The credit facility prohibits the partnership from making distributions to its unitholders if any potential default or event of default occurs or would result from the distribution or if the partnership is not in compliance with its financial covenants, the filing noted.

CrossAmerica is an Allentown, Pa.-based wholesale distributor of motor fuels and lessor of real estate for fuel retailers.

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