Form 8-K

8-K — GLOBAL PARTNERS LP

Accession: 0001104659-26-092378

Filed: 2026-08-07

Period: 2026-08-07

CIK: 0001323468

SIC: 5171 (WHOLESALE-PETROLEUM BULK STATIONS & TERMINALS)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2622227d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2622227d1_ex99-1.htm)

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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):

August 7, 2026

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.)

275 Grove Street

Suite 3-400

Newton, Massachusetts 02466

(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

9.50% 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 2.02. Results of Operations and Financial Condition

On August 7, 2026, Global Partners

LP (the “Partnership”) issued a press release announcing its second quarter 2026 financial results. The press release contains

measures that may be deemed non-GAAP financial measures as defined in Item 10 of Regulation S-K under the Securities Exchange Act

of 1934, as amended (the “Exchange Act”). The most directly comparable generally accepted accounting principles (“GAAP”)

financial measures and information reconciling the GAAP and non-GAAP financial measures are also included in the press release. A copy

of the Partnership’s press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information furnished pursuant

to Item 2.02 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 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 7.01. Regulation FD Disclosure

The

information set forth under Item 2.02 of this Current Report on Form 8-K is hereby incorporated in Item 7.01

by reference.

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 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

99.1

Global Partners LP Press Release dated August 7, 2026

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: August 7, 2026

By:

/s/ Kristin K. Seabrook

Kristin K. Seabrook

Chief Legal Officer and Secretary

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2622227d1_ex99-1.htm · Sequence: 2

FOR

IMMEDIATE RELEASE

Contacts:

Gregory B. Hanson

Kristin K. Seabrook

Chief Financial Officer

Chief Legal Officer and Secretary

Global Partners LP

(781) 894-8800

Global

Partners LP Reports Second-Quarter 2026 Financial Results

Newton,

Mass., August 7, 2026 – Global Partners LP (NYSE: GLP) today reported financial results for the second quarter ended June 30,

2026.

CEO Commentary

“The second quarter was marked by strong contributions in all

of our segments, with our business executing well in a dynamic market environment,” said Eric Slifka, the Partnership’s President

and Chief Executive Officer. “The breadth of our liquid energy platform enables us to create and capture value across market conditions,

as reflected in our performance this quarter.

Looking ahead, we remain committed to pursuing growth where it

creates durable value, deploying capital with discipline and managing the business for the long term,” Slifka said. “The

quality of our assets and the strength of our balance sheet provide flexibility and position us to deliver attractive returns for

our unitholders.”

Second-Quarter

2026 Financial Highlights

Net

income in the second quarter of 2026 was $71.0 million, or $1.86 per diluted common limited partner unit, compared with net income of

$25.2 million, or $0.55 per diluted common limited partner unit, in the same period of 2025.

Earnings

before interest, taxes, depreciation and amortization (EBITDA) was $146.0 million in the second quarter of 2026 compared with $95.7 million

in the same period of 2025.

Adjusted

EBITDA was $148.2 million in the second quarter of 2026 versus $98.2 million in the same period of 2025.

Distributable

cash flow (DCF) was $92.6 million in the second quarter of 2026 compared with $52.0 million in the same period of 2025.

Adjusted

DCF was $92.5 million in the second quarter of 2026 compared with $52.3 million in the same period of 2025.

EBITDA,

adjusted EBITDA, DCF and adjusted DCF for the second quarter of 2025 included a loss on early extinguishment of debt of $2.8 million

related to the 2025 redemption of the Partnership’s 7.00% senior notes due 2027.

Gross

profit in the second quarter of 2026 was $328.9 million compared with $272.4 million in the same period of 2025.

Combined

product margin, which is gross profit adjusted for depreciation allocated to cost of sales, was $362.2 million in the second quarter

of 2026 compared with $305.7 million in the same period of 2025.

Combined

product margin, EBITDA, adjusted EBITDA, DCF and adjusted DCF are non-GAAP (Generally Accepted Accounting Principles) financial measures,

which are explained in greater detail below under “Use of Non-GAAP Financial Measures.” Please refer to Financial Reconciliations

included in this news release for reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial

measures for the three and six months ended June 30, 2026, and 2025.

Gasoline

Distribution and Station Operations (GDSO) segment product margin was $245.2 million in the second quarter of 2026 compared with $207.9

million in the same period of 2025. Product margin from gasoline distribution increased to $175.0 million from $137.9 million in the

year-earlier period, primarily due to higher fuel margins (cents per gallon). Product margin from station operations was $70.2 million

compared with $70.0 million in the second quarter of 2025.

Wholesale

segment product margin was $106.5 million in the second quarter of 2026 compared with $91.7 million in the same period of 2025. Gasoline

and

gasoline blendstocks product margin increased to $78.4 million from $58.8 million in the same period of 2025, primarily reflecting

more favorable market conditions in gasoline. Product margin from distillates and other oils decreased to $28.1 million in the second

quarter of 2026 from $32.9 million in the same period of 2025, primarily due to less favorable market conditions in residual oil.

Commercial

segment product margin increased to $10.5 million in the second quarter of 2026 from $6.1 million in the same period of 2025, primarily

reflecting more favorable market conditions in bunkering.

Total

sales were $6.8 billion in the second quarter of 2026 compared with $4.6 billion in the same period of 2025. Wholesale segment sales

were $4.9 billion in the second quarter of 2026 compared with $3.1 billion in the same period of 2025. GDSO segment sales were $1.5 billion

in the second quarter of 2026 compared with $1.2 billion in the same period of 2025. Commercial segment sales were $370.2 million in

the second quarter of 2026 compared with $275.8 million in the same period of 2025.

Total

volume was 2.0 billion gallons in the second quarters of 2026 and 2025. Wholesale segment volume was 1.5 billion gallons in the second

quarters of 2026 and 2025. GDSO volume was 351.2 million gallons in the second quarter of 2026 compared with 382.4 million gallons in

the same period of 2025. Commercial segment volume was 123.3 million gallons in the second quarter of 2026 compared with 141.9 million

gallons in the same period of 2025.

Recent

Developments

· Global

Partners fully redeemed all of its outstanding Series B Fixed Rate Cumulative Redeemable

Perpetual Preferred Units (the “Series B Preferred Units”) at a redemption

price of $25.00 per share, plus a $0.49479167 per unit cash distribution for the period from

May 15, 2026 through July 29, 2026. Effective July 30, 2026, the Series B

Preferred Units are no longer outstanding.

· Global

Partners announced a cash distribution of $0.7800 per unit ($3.12 per unit on an annualized

basis) on all of its outstanding common units from April 1, 2026 through June 30,

2026. The distribution will be paid on August 14, 2026 to unitholders of record as of

the close of business on August 10, 2026.

Financial

Results Conference Call

Management

will review the Partnership’s second-quarter 2026 financial results in a teleconference call for analysts and investors today.

Time:

10:00 a.m.ET

Dial-in numbers:

(877) 709-8155 (U.S. and Canada)

(201)

689-8881 (International)

Please

plan to dial in to the call at least 10 minutes prior to the start time. The call also will be webcast live and archived on Global Partners’

website, https://ir.globalp.com

About

Global Partners LP

Building

on a legacy that began more than 90 years ago, Global Partners has evolved into a Fortune 500 company and industry-leading integrated

owner, supplier, and operator of liquid energy terminals, fueling locations, and guest-focused retail experiences. Global Partners operates

or maintains dedicated storage at 54 liquid energy terminals—with connectivity to strategic rail, pipeline, and marine assets—spanning

from Maine to Florida and into the U.S. Gulf States. Through this extensive network, the company distributes gasoline, distillates, residual

oil, and renewable fuels to wholesalers, retailers, and commercial customers. In addition, Global Partners has a large portfolio

of owned, leased and/or supplied retail locations across the Northeast states, the Mid-Atlantic, and Texas, providing the fuels

people need to keep them on the go at their unique guest-focused convenience destinations. Recognized as one of Fortune’s Most

Admired Companies, Global Partners is embracing progress and diversifying to meet the needs of the energy transition.

Global

Partners, a master limited partnership, trades on the New York Stock Exchange under the ticker symbol “GLP.” For additional

information, visit www.globalp.com.

Use

of Non-GAAP Financial Measures

Product

Margin

Global

Partners views product margin as an important performance measure of the core profitability of its operations. The Partnership reviews

product margin monthly for consistency and trend analysis. Global Partners defines product margin as product sales minus product costs.

Product sales primarily include sales of unbranded and branded gasoline, distillates, residual oil, renewable fuels and crude oil, as

well as convenience store and prepared food sales, gasoline station rental income and revenue generated from logistics activities when

the Partnership engages in the storage, transloading and shipment of products owned by others. Product costs include the cost of acquiring

products and all associated costs including shipping and handling costs to bring such products to the point of sale as well as product

costs related to convenience store items and costs associated with logistics activities. The Partnership also looks at product margin

on a per unit basis (product margin divided by volume). Product margin is a non-GAAP financial measure used by management and external

users of the Partnership’s consolidated financial statements to assess its business. Product margin should not be considered an

alternative to net income, operating income, cash flow from operations, or any other measure of financial performance presented in accordance

with GAAP. In addition, product margin may not be comparable to product margin or a similarly titled measure of other companies.

EBITDA

and Adjusted EBITDA

EBITDA

and adjusted EBITDA are non-GAAP financial measures used as supplemental financial measures by management and may be used by external

users of Global Partners’ consolidated financial statements, such as investors, commercial banks and research analysts, to assess

the Partnership’s:

· compliance

with certain financial covenants included in its debt agreements;

· financial

performance without regard to financing methods, capital structure, income taxes or historical

cost basis;

· ability

to generate cash sufficient to pay interest on its indebtedness and to make distributions

to its partners;

· operating

performance and return on invested capital as compared to those of other companies in the

wholesale, marketing, storing and distribution of refined petroleum products, gasoline blendstocks,

renewable fuels, crude oil and propane, and in the gasoline stations and convenience stores

business, without regard to financing methods and capital structure; and

· viability

of acquisitions and capital expenditure projects and the overall rates of return of alternative

investment opportunities.

Adjusted

EBITDA is EBITDA further adjusted for gains or losses on the sale and disposition of assets, goodwill and long-lived asset impairment

charges and Global Partners’ proportionate share of EBITDA related to its Spring Partners Retail LLC joint venture, which is accounted

for using the equity method. EBITDA and adjusted EBITDA should not be considered as alternatives to net income, operating income, cash

flow from operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. EBITDA and

adjusted EBITDA exclude some, but not all, items that affect net income, and these measures may vary among other companies. Therefore,

EBITDA and adjusted EBITDA may not be comparable to similarly titled measures of other companies.

Distributable

Cash Flow and Adjusted Distributable Cash Flow

Distributable

cash flow is an important non-GAAP financial measure for the Partnership’s limited partners since it serves as an indicator of

Global Partners’ success in providing a cash return on their investment. Distributable cash flow as defined by the Partnership’s

partnership agreement (the “partnership agreement”) is net income plus depreciation and amortization minus maintenance capital

expenditures, as well as adjustments to eliminate items approved by the audit committee of the board of directors of the Partnership’s

general partner that are extraordinary or non-recurring in nature and that would otherwise increase distributable cash flow.

Distributable

cash flow as used in the partnership agreement also determines Global Partners’ ability to make cash distributions on its incentive

distribution rights. The investment community also uses a distributable cash flow metric similar to the metric used in the partnership

agreement with respect to publicly traded partnerships to indicate whether or not such partnerships have generated sufficient earnings

on a current or historical level that can sustain distributions on preferred or common units or support an increase in quarterly cash

distributions on common units. The partnership agreement does not permit adjustments for certain non-cash items, such as net losses on

the sale and disposition of assets and goodwill and long-lived asset impairment charges.

Adjusted

distributable cash flow is a non-GAAP financial measure intended to provide management and investors with an enhanced perspective of

the Partnership’s financial performance. Adjusted distributable cash flow is distributable cash flow (as defined in the partnership

agreement) further adjusted for Global Partners’ proportionate share of distributable cash flow related to its Spring Partners

Retail LLC joint venture, which is accounted for using the equity method. Adjusted distributable cash flow is not used in the partnership

agreement to determine the Partnership’s ability to make cash distributions and may be higher or lower than distributable cash

flow as calculated under the partnership agreement.

Distributable

cash flow and adjusted distributable cash flow should not be considered as alternatives to net income, operating income, cash flow from

operations, or any other measure of financial performance presented in accordance with GAAP. In addition, the Partnership’s distributable

cash flow and adjusted distributable cash flow may not be comparable to distributable cash flow or similarly titled measures of other

companies.

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 Partners’ 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. We believe these assumptions are reasonable given currently available information. Our assumptions

and future performance are subject to a wide range of business risks, uncertainties and factors, which are described in our filings with

the Securities and Exchange Commission (SEC).

For

additional information regarding known material factors that could cause actual results to differ from the Partnership’s projected

results, please see Global Partners’ 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 Partners 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.

GLOBAL PARTNERS LP

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per unit data)

(Unaudited)

Three Months Ended

Six Months Ended

June 30,

2026

2025

2026

2025

Sales

$ 6,792,088

$ 4,626,925

$ 12,113,888

$ 9,219,122

Cost of sales

6,463,147

4,354,563

11,452,780

8,691,519

Gross profit

328,941

272,362

661,108

527,603

Costs and operating expenses:

Selling, general and administrative expenses

83,031

74,775

182,381

148,492

Operating expenses

136,834

135,663

266,068

262,378

Amortization expense

1,269

1,376

2,539

2,788

Net loss (gain) on sale and disposition of assets

444

271

(2,982 )

(2,219 )

Long-lived asset impairment

211

Total costs and operating expenses

221,578

212,296

448,006

411,650

Operating income

107,363

60,066

213,102

115,953

Other income (expense):

Income from equity method investments

1,983

2,350

2,722

2,416

Interest expense

(33,084 )

(34,523 )

(68,587 )

(70,562 )

Loss on early extinguishment of debt

(2,795 )

Income before income tax (expense) benefit

76,262

25,098

147,237

45,012

Income tax (expense) benefit

(5,277 )

112

(6,116 )

(1,118 )

Net income

70,985

25,210

141,121

43,894

Less: General partner's interest in net income, including incentive distribution

rights

5,876

4,615

11,269

9,027

Less: Preferred limited partner interest in net income

1,781

3,562

Net income attributable to common limited partners

$ 63,328

$ 18,814

$ 126,290

$ 31,305

Basic net income per common limited partner unit (1)

$ 1.87

$ 0.55

$ 3.72

$ 0.92

Diluted net income per common limited partner unit (1)

$ 1.86

$ 0.55

$ 3.70

$ 0.92

Basic weighted average common limited partner units outstanding

33,928

33,918

33,909

33,902

Diluted weighted average common limited partner units outstanding

34,117

34,095

34,152

34,204

(1) Under the Partnership's partnership agreement, for any quarterly

period, the incentive distribution rights ("IDRs") participate in net income only to the extent of the amount of cash distributions

actually declared, thereby excluding the IDRs from participating in the Partnership's undistributed net income or losses. Accordingly,

the Partnership's undistributed net income or losses is assumed to be allocated to the common unitholders and to the General Partner's

general partner interest. Net income attributable to common limited partners is divided by the weighted average common units

outstanding in computing the net income per limited partner unit.

GLOBAL PARTNERS LP

CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

June 30,

December 31,

2026

2025

Assets

Current assets:

Cash and cash equivalents

$ 23,913

$ 12,243

Accounts receivable, net

706,324

530,142

Accounts receivable - affiliates

3,539

2,627

Inventories

577,826

549,118

Brokerage margin deposits

18,337

17,804

Derivative assets

10,960

17,067

Prepaid expenses and other current assets

85,126

98,486

Total current assets

1,426,025

1,227,487

Property and equipment, net

1,651,936

1,657,444

Right of use assets, net

361,390

378,358

Intangible assets, net

10,811

13,350

Goodwill

421,913

Equity method investments

117,415

113,755

Other assets

32,061

38,410

Total assets

$ 4,021,551

$ 3,850,717

Liabilities and partners' equity

Current liabilities:

Accounts payable

$ 714,317

$ 573,202

Working capital revolving credit facility - current portion

74,600

126,100

Lease liability - current portion

72,065

73,775

Environmental liabilities - current portion

7,443

7,193

Trustee taxes payable

78,695

83,801

Accrued expenses and other current liabilities

204,693

207,580

Derivative liabilities

43,895

4,540

Total current liabilities

1,195,708

1,076,191

Working capital revolving credit facility - less current portion

100,000

Revolving credit facility

103,500

Senior notes

1,234,197

1,232,723

Lease liability - less current portion

297,846

311,429

Environmental liabilities - less current portion

85,966

88,772

Financing obligations

125,807

128,505

Deferred tax liabilities

67,657

64,534

Other long-term liabilities

62,303

69,520

Total liabilities

3,272,984

3,175,174

Partners' equity

748,567

675,543

Total liabilities and partners' equity

$ 4,021,551

$ 3,850,717

GLOBAL PARTNERS LP

FINANCIAL RECONCILIATIONS

(In thousands)

(Unaudited)

Three Months Ended

Six Months Ended

June 30,

2026

2025

2026

2025

Reconciliation of gross profit to product margin:

Wholesale segment:

Gasoline and gasoline blendstocks

$ 78,410

$ 58,794

$ 179,577

$ 115,963

Distillates and other oils

28,086

32,938

81,011

69,409

Total

106,496

91,732

260,588

185,372

Gasoline Distribution and Station Operations segment:

Gasoline distribution

174,990

137,916

311,714

263,667

Station operations

70,243

69,972

132,811

132,084

Total

245,233

207,888

444,525

395,751

Commercial segment

10,482

6,105

22,176

13,250

Combined product margin

362,211

305,725

727,289

594,373

Depreciation allocated to cost of sales

(33,270 )

(33,363 )

(66,181 )

(66,770 )

Gross profit

$ 328,941

$ 272,362

$ 661,108

$ 527,603

Reconciliation of net income to EBITDA and adjusted EBITDA:

Net income

$ 70,985

$ 25,210

$ 141,121

$ 43,894

Depreciation and amortization

36,643

36,124

72,232

72,029

Interest expense

33,084

34,523

68,587

70,562

Income tax expense (benefit)

5,277

(112 )

6,116

1,118

EBITDA (1)

145,989

95,745

288,056

187,603

Net loss (gain) on sale and disposition of assets

444

271

(2,982 )

(2,219 )

Long-lived asset impairment

211

Income from equity method investment (2)

(1,828 )

(931 )

(2,456 )

(876 )

EBITDA related to equity method investment (2)

3,561

2,862

5,898

4,699

Adjusted EBITDA (1)

$ 148,166

$ 98,158

$ 288,516

$ 189,418

Reconciliation of net cash provided by operating activities to EBITDA and adjusted EBITDA:

Net cash provided by operating activities

$ 309,422

$ 216,320

$ 204,722

$ 164,730

Net changes in operating assets and liabilities and certain non-cash items

(201,794 )

(154,986 )

8,631

(48,807 )

Interest expense

33,084

34,523

68,587

70,562

Income tax expense (benefit)

5,277

(112 )

6,116

1,118

EBITDA (1)

145,989

95,745

288,056

187,603

Net loss (gain) on sale and disposition of assets

444

271

(2,982 )

(2,219 )

Long-lived asset impairment

211

Income from equity method investment (2)

(1,828 )

(931 )

(2,456 )

(876 )

EBITDA related to equity method investment (2)

3,561

2,862

5,898

4,699

Adjusted EBITDA (1)

$ 148,166

$ 98,158

$ 288,516

$ 189,418

Reconciliation of net income to distributable cash flow and adjusted distributable cash flow:

Net income

$ 70,985

$ 25,210

$ 141,121

$ 43,894

Depreciation and amortization

36,643

36,124

72,232

72,029

Amortization of deferred financing fees

2,083

1,785

3,953

3,658

Amortization of routine bank refinancing fees

(1,236 )

(1,234 )

(2,471 )

(2,427 )

Maintenance capital expenditures

(15,872 )

(9,912 )

(25,831 )

(19,492 )

Distributable cash flow (1)(3)(4)

92,603

51,973

189,004

97,662

Income from equity method investment (2)

(1,828 )

(931 )

(2,456 )

(876 )

Distributable cash flow from equity method investment (2)

1,754

1,239

2,796

2,036

Adjusted distributable cash flow (1)(4)

92,529

52,281

189,344

98,822

Distributions to preferred unitholders (5)

(1,781 )

(3,562 )

Adjusted distributable cash flow after distributions to preferred unitholders

$ 90,748

$ 50,500

$ 185,782

$ 95,260

Reconciliation of net cash provided by operating activities to distributable cash flow and adjusted distributable cash flow:

Net cash provided by operating activities

$ 309,422

$ 216,320

$ 204,722

$ 164,730

Net changes in operating assets and liabilities and certain non-cash items

(201,794 )

(154,986 )

8,631

(48,807 )

Amortization of deferred financing fees

2,083

1,785

3,953

3,658

Amortization of routine bank refinancing fees

(1,236 )

(1,234 )

(2,471 )

(2,427 )

Maintenance capital expenditures

(15,872 )

(9,912 )

(25,831 )

(19,492 )

Distributable cash flow (1)(3)(4)

92,603

51,973

189,004

97,662

Income from equity method investment (2)

(1,828 )

(931 )

(2,456 )

(876 )

Distributable cash flow from equity method investment (2)

1,754

1,239

2,796

2,036

Adjusted distributable cash flow (1)(4)

92,529

52,281

189,344

98,822

Distributions to preferred unitholders (5)

(1,781 )

(3,562 )

Adjusted distributable cash flow after distributions to preferred unitholders

$ 90,748

$ 50,500

$ 185,782

$ 95,260

(1) EBITDA, adjusted EBITDA, distributable cash flow ("DCF")

and adjusted DCF include a loss on early extinguishment of debt of $2.8 million for each of the three and six months ended June 30, 2025

related to the 2025 redemption of the Partnership's 7.00% senior notes due 2027.

(2) Represents the Partnership's proportionate share of income or

loss, EBITDA and DCF, as applicable, related to the Partnership's 49.99% interest in its Spring Partners Retail LLC joint venture, which

is accounted for using the equity method.

(3) As defined by the Partnership's partnership agreement, DCF is

not adjusted for certain non-cash items, such as net losses on the sale and disposition of assets and goodwill and long-lived asset impairment

charges.

(4) DCF and adjusted DCF include a net (loss) gain on sale and disposition of assets and long-lived asset

impairment of ($0.4 million) and ($0.5 million) for the three months ended June 30, 2026 and 2025, respectively, and $3.0 million

and $2.0 million for the six months ended June 30, 2026 and 2025, respectively. DCF also includes income of $1.8 million

and $0.9 million for the three months ended June 30, 2026 and 2025, respectively, and $2.4 million and $0.9 million for the six

months ended June 30, 2026 and 2025, respectively, related to the Partnership's 49.99% interest in its Spring Partners Retail LLC

joint venture, which is accounted for using the equity method.

(5) Distributions to preferred unitholders represent the distributions

payable to the Series B preferred unitholders earned during the period. Distributions on the Series B preferred units were cumulative

and payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year. On July 30, 2026, all of

the Partnership's Series B preferred units were redeemed and are no longer outstanding.

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