Related-Party Transactions	6 Months Ended
Jun. 30, 2023
Related Party Transactions [Abstract]
Related-Party Transactions	Note 9. RELATED-PARTY TRANSACTIONS Wholesale Motor Fuel Sales and Real Estate Rentals Revenues from TopStar, an entity affiliated with the Topper Group, were $13.2 million and $22.7 million for the three months ended June 30, 2023 and 2022 and $24.9 million and $39.8 million for the six months ended June 30, 2023 and 2022, respectively. Accounts receivable from TopStar was $0.7 million at June 30, 2023 and December 31, 2022. CrossAmerica leases real estate from the Topper Group. Rent expense under these lease agreements was $2.6 million for the three months ended June 30, 2023 and 2022 and $5.2 million and $4.8 million for the six months ended June 30, 2023 and 2022, respectively. Omnibus Agreement We incurred expenses under the Omnibus Agreement, including costs for store level personnel at our company operated sites, totaling $25.5 million and $20.5 million for the three months ended June 30, 2023 and 2022 and $47.6 million and $40.6 million for the six months ended June 30, 2023 and 2022, respectively. Such expenses are included in operating expenses and general and administrative expenses in the statements of operations. Amounts payable to the Topper Group related to expenses incurred by the Topper Group on our behalf in accordance with the Omnibus Agreement totaled $6.8 million and $6.1 million at June 30, 2023 and December 31, 2022, respectively. Common Unit Distributions and Other Equity Transactions We distributed $7.7 million to the Topper Group related to its ownership of our common units during each of the three months ended June 30, 2023 and 2022 and $15.3 million for each of the six months ended June 30, 2023 and 2022. We distributed $2.6 million to affiliates of John B. Reilly, III related to their ownership of our common units during each of the three months ended June 30, 2023 and 2022 and $5.2 million for each of the six months ended June 30, 2023 and 2022. We recorded accretion on the preferred membership interests issued in March 2022 to related parties of $0.6 million for the three months ended June 30, 2023 and 2022 and $1.2 million and $0.6 million for the six months ended June 30, 2023 and 2022, respectively. We paid income tax distributions of $0.1 million related to the preferred membership interests for the three and six months ended June 30, 2023. Maintenance and Environmental Costs Certain maintenance and environmental remediation activities are performed by an entity affiliated with the Topper Group, as approved by the independent conflicts committee of the Board. We incurred charges with this related party of $0.6 million for each of the three months ended June 30, 2023 and 2022 and $1.3 million and $0.9 million for the six months ended June 30, 2023 and 2022, respectively. Accounts payable to this related party amounted to $0.4 million and $0.3 million at June 30, 2023 and December 31, 2022, respectively. Convenience Store Products We purchase certain convenience store products from an affiliate of John B. Reilly, III and Joseph V. Topper, Jr., members of the Board, as approved by the independent conflicts committee of the Board. Merchandise costs amounted to $5.3 million and $5.4 million for three months ended June 30, 2023 and 2022 and $10.1 million and $9.9 million for the six months ended June 30, 2023 and 2022, respectively. Amounts payable to this related party amounted to $1.6 million and $1.4 million at June 30, 2023 and December 31, 2022, respectively. Vehicle Lease In connection with the services rendered under the Omnibus Agreement, we lease certain vehicles from an entity affiliated with the Topper Group, as approved by the independent conflicts committee of the Board. Lease expense was an insignificant amount for the three months ended June 30, 2023 and 2022, and $0.1 million and an insignificant amount for the six months ended June 30, 2023 and 2022, respectively. Principal Executive Offices Our principal executive offices are in Allentown, Pennsylvania. We lease office space from an affiliate of John B. Reilly, III and Joseph V. Topper, Jr., members of our Board, as approved by the independent conflicts committee of the Board. Rent expense amounted to $0.2 million for each of the three months ended June 30, 2023 and 2022 and $0.5 million for each of the six months ended June 30, 2023 and 2022. Public Relations and Website Consulting Services We have engaged a company affiliated with John B. Reilly, III, member of the Board, for public relations and website consulting services. The cost of these services was insignificant for the three and six months ended June 30, 2023 and 2022.

Related-Party Transactions

6 Months Ended

Jun. 30, 2023

Note 9. RELATED-PARTY TRANSACTIONS

Wholesale Motor Fuel Sales and Real Estate Rentals

Revenues from TopStar, an entity affiliated with the Topper Group, were $13.2 million and $22.7 million for the three months ended June 30, 2023 and 2022 and $24.9 million and $39.8 million for the six months ended June 30, 2023 and 2022, respectively. Accounts receivable from TopStar was $0.7 million at June 30, 2023 and December 31, 2022.

CrossAmerica leases real estate from the Topper Group. Rent expense under these lease agreements was $2.6 million for the three months ended June 30, 2023 and 2022 and $5.2 million and $4.8 million for the six months ended June 30, 2023 and 2022, respectively.

Omnibus Agreement

We incurred expenses under the Omnibus Agreement, including costs for store level personnel at our company operated sites, totaling $25.5 million and $20.5 million for the three months ended June 30, 2023 and 2022 and $47.6 million and $40.6 million for the six months ended June 30, 2023 and 2022, respectively. Such expenses are included in operating expenses and general and administrative expenses in the statements of operations. Amounts payable to the Topper Group related to expenses incurred by the Topper Group on our behalf in accordance with the Omnibus Agreement totaled $6.8 million and $6.1 million at June 30, 2023 and December 31, 2022, respectively.

Common Unit Distributions and Other Equity Transactions

We distributed $7.7 million to the Topper Group related to its ownership of our common units during each of the three months ended June 30, 2023 and 2022 and $15.3 million for each of the six months ended June 30, 2023 and 2022.

We distributed $2.6 million to affiliates of John B. Reilly, III related to their ownership of our common units during each of the three months ended June 30, 2023 and 2022 and $5.2 million for each of the six months ended June 30, 2023 and 2022.

We recorded accretion on the preferred membership interests issued in March 2022 to related parties of $0.6 million for the three months ended June 30, 2023 and 2022 and $1.2 million and $0.6 million for the six months ended June 30, 2023 and 2022, respectively. We paid income tax distributions of $0.1 million related to the preferred membership interests for the three and six months ended June 30, 2023.

Maintenance and Environmental Costs

Certain maintenance and environmental remediation activities are performed by an entity affiliated with the Topper Group, as approved by the independent conflicts committee of the Board. We incurred charges with this related party of $0.6 million for each of the three months ended June 30, 2023 and 2022 and $1.3 million and $0.9 million for the six months ended June 30, 2023 and 2022, respectively. Accounts payable to this related party amounted to $0.4 million and $0.3 million at June 30, 2023 and December 31, 2022, respectively.

Convenience Store Products

We purchase certain convenience store products from an affiliate of John B. Reilly, III and Joseph V. Topper, Jr., members of the Board, as approved by the independent conflicts committee of the Board. Merchandise costs amounted to $5.3 million and $5.4 million for three months ended June 30, 2023 and 2022 and $10.1 million and $9.9 million for the six months ended June 30, 2023 and 2022, respectively. Amounts payable to this related party amounted to $1.6 million and $1.4 million at June 30, 2023 and December 31, 2022, respectively.

Vehicle Lease

In connection with the services rendered under the Omnibus Agreement, we lease certain vehicles from an entity affiliated with the Topper Group, as approved by the independent conflicts committee of the Board. Lease expense was an insignificant amount for the three months ended June 30, 2023 and 2022, and $0.1 million and an insignificant amount for the six months ended June 30, 2023 and 2022, respectively.

Principal Executive Offices

Our principal executive offices are in Allentown, Pennsylvania. We lease office space from an affiliate of John B. Reilly, III and Joseph V. Topper, Jr., members of our Board, as approved by the independent conflicts committee of the Board. Rent expense amounted to $0.2 million for each of the three months ended June 30, 2023 and 2022 and $0.5 million for each of the six months ended June 30, 2023 and 2022.

Public Relations and Website Consulting Services

We have engaged a company affiliated with John B. Reilly, III, member of the Board, for public relations and website consulting services. The cost of these services was insignificant for the three and six months ended June 30, 2023 and 2022.