CrossAmerica Partners LP (NYSE:CAPL) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form of Indemnification Agreement. On July 21, 2017, the Board of Directors (the “Board”) of CrossAmerica GP LLC, the general partner (the “General Partner”) of CrossAmerica Partners LP, a publicly traded Delaware limited partnership (the “Partnership”), approved a new form of standard indemnification agreement (each, an “Indemnification Agreement”) for use with each of the members of its Board and certain of its officers (the “Indemnitees”).

to the Indemnification Agreements, the Partnership agrees to indemnify the Indemnitees against all expenses, liability and loss, subject to certain limitations, arising out of their respective duties with the General Partner. The Indemnification Agreements provide indemnification in addition to the indemnification provided by the Limited Liability Company Agreement of the General Partner, the First Amended and Restated Agreement of Limited Partnership of the Partnership, each as amended, insurance and applicable law. Among other things, the Indemnification Agreements expressly provide indemnification for the Indemnitees for expenses, judgments, fines, penalties and amounts paid in settlement actually and reasonably incurred by each of them in connection with certain legal, administrative, regulatory or investigative proceedings (each, a “Proceeding”), subject to certain exclusions. The Indemnification Agreements also provide for indemnification of expenses actually and reasonably incurred by Indemnitee or on his or her behalf in connection with a Proceeding in the right of the Partnership, but only if the Indemnitee is not finally adjudged to be liable to the Partnership. In addition, the Partnership has agreed to advance expenses, subject to certain limitations, incurred by Indemnitees in connection with any Proceeding to which they are a party or are threatened to be made a party as a result of their respective duties with the General Partner. In the event an Indemnitee believes it was not properly indemnified by the Partnership as described above, such Indemnitee is entitled to request that the Delaware Court of Chancery adjudicate the matter and the Partnership is required to advance the Indemnitee the fees for such an action.

Item 5.02 Regulation FD Disclosure.

On July 26, 2017, the Partnership issued a press release announcing that the Board of Directors of its general partner had approved a quarterly distribution of $0.6225 per unit attributable to the second quarter of 2017 (annualized $2.49 per unit), representing a 0.8% increase in the Partnership’s cash distribution per unit from $0.6175 per quarter ($2.47 per unit annualized) paid with respect to the first quarter of 2017 and a 3.3% increase compared with the distribution per unit attributable to the second quarter of 2016. The distribution attributable to the second quarter is payable on August 14, 2017 to all unitholders of record on August 7, 2017.

The information in this Item 5.02 is being furnished to RegulationFD. The information in Item 5.02 and Exhibit 99.1 of Item 5.02 of this report, according to general instruction B.2., shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement to the Securities Act of 1933, as amended. By filing this report on Form 8-K and furnishing this information, the Partnership makes no admission as to the materiality of any information in this report that the Partnership chooses to disclose solely because of Regulation FD.

Item 5.02FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits. The information set forth in the attached Exhibit 99.1 is being “furnished” to the Securities and Exchange Commission and shall not be deemed to be “filed” for purposes of Section18 of the Exchange Act.

CrossAmerica Partners LP Exhibit
EX-99.1 2 capl-ex991_118.htm EX-99.1 capl-ex991_118.htm Exhibit 99.1 NEWS RELEASE CrossAmerica Partners LP Declares 13th Consecutive Quarterly Distribution Increase   • Quarterly distribution of $0.6225 per unit attributable to the second quarter of 2017   • Distribution is 3.3% increase in distributions per unit over second quarter of 2016 ALLENTOWN,…
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About CrossAmerica Partners LP (NYSE:CAPL)

CrossAmerica Partners LP is a limited partnership engaged in the wholesale distribution of motor fuel, and the ownership and leasing of real estate used in the retail distribution of motor fuel. The Company operates in two segments: wholesale and retail. The Company’s sites are located in Pennsylvania, New Jersey, Ohio, New York, Massachusetts, Kentucky, New Hampshire, Maine, Florida, Maryland, Delaware, Tennessee, Virginia, Illinois, Indiana and West Virginia. The Company also distributes motor fuel in Georgia and North Carolina. It distributes motor fuels at approximately 1,100 sites located in over 20 states. In addition, the Company, through One Stop convenience stores network, owns over 40 stores in Charleston, West Virginia. The Company purchases branded and unbranded motor fuel from integrated oil companies, refiners and unbranded fuel suppliers. It owns or leases and operates convenience stores and retains all profits from motor fuel and convenience store operations.