ARKO Petroleum Corp. completed its initial public offering on February 13, raising roughly $183.2 million in net proceeds after selling 11,111,111 shares of its Class A common stock at $18.00 per share.
The underwriting group was granted a 30-day option to buy up to an additional 1,666,666 shares at the same offering price to cover any over-allotments. Following the close of the offering, APC's Class A common stock started trading on the Nasdaq Capital Market under the ticker symbol "APC."
After the IPO closed, parent company ARKO Corp. remained the holder of 35,000,000 shares of APC's Class B common stock. That stake equates to 75.9% of APC's economic interests and 94.0% of the combined voting power of both classes of shares. The filing notes that if the underwriters exercise their over-allotment option in full, ARKO's economic interest would decrease to 73.3% and its combined voting power would fall to 93.2%.
UBS Investment Bank, Raymond James and Stifel acted as lead book-running managers for the transaction, while Mizuho and Capital One Securities served as joint book-running managers.
The Securities and Exchange Commission declared the registration statement effective on February 11, clearing the way for the offering to proceed. In its description of the business, ARKO Petroleum identifies itself as one of the largest wholesale fuel distributors in North America by gallons, serving customers across more than 30 states.
ARKO Corp., based in Richmond, Virginia, operates convenience stores and fuel wholesale operations across several business segments and holds a majority ownership in ARKO Petroleum Corp. The completed IPO establishes APC as a publicly traded company while preserving ARKO Corp.'s controlling interest through the Class B shareholdings.
Summary
ARKO Petroleum closed its IPO on February 13, selling 11,111,111 Class A shares at $18.00 each and netting about $183.2 million. The company is now listed on Nasdaq as APC, with its parent, ARKO Corp., retaining a majority economic and voting position through Class B shares.
Key Points
- Equity raised - APC sold 11,111,111 Class A shares at $18.00 per share, producing approximately $183.2 million in net proceeds. (Sectors affected: energy distribution, capital markets)
- Listing and ticker - APC's Class A common stock began trading on the Nasdaq Capital Market under the symbol "APC." (Sectors affected: financial markets)
- Parent control preserved - ARKO Corp. retained 35,000,000 Class B shares, representing 75.9% economic interests and 94.0% combined voting power post-IPO. (Sectors affected: corporate governance, retail convenience and wholesale fuel)
Risks and Uncertainties
- Potential dilution - If underwriters exercise the over-allotment option, ARKO's economic and voting percentages would decline to 73.3% and 93.2%, respectively. (Impacts corporate governance and investor stakes)
- Market listing timing - The SEC declared the registration effective on February 11; the timing and procedures around the effective date were prerequisites for the offering. (Impacts regulatory and capital markets processes)
- Concentration of control - ARKO Corp.'s retained Class B shareholdings result in concentrated voting power, which may shape future strategic decisions for APC. (Impacts corporate decision-making in energy and retail segments)
Conclusion
The completed offering establishes ARKO Petroleum as a Nasdaq-listed wholesale fuel distributor while keeping decisive control with ARKO Corp. The IPO generated substantial net proceeds and included standard underwriter over-allotment provisions. Key stakeholders and market observers will be able to track APC's trading under its new ticker as the company executes its business plans across more than 30 states.