Due to the pending arrangement with Sunoco LP that was previously announced on May 5, 2025, Parkland will not host a conference call or webcast to discuss its second quarter results.

About Parkland Corporation

Parkland is a leading international fuel distributor, marketer, and convenience retailer with safe and reliable operations in twenty-six countries across the Americas. Our retail network meets the fuel, and convenience needs of everyday consumers. Our commercial operations provide businesses with fuel to operate, complete projects and better serve their customers. In addition to meeting our customers’ needs for essential fuels, Parkland provides a range of choices to help them lower their environmental impact, including manufacturing and blending renewable fuels, ultra-fast EV charging, a variety of solutions for carbon credits and renewables, and solar power. With approximately 4,000 retail and commercial locations across Canada, the United States, and the Caribbean region, we have developed supply, distribution, and trading capabilities to accelerate growth and business performance.

Our strategy is focused on two interconnected pillars: our Customer Advantage and our Supply Advantage. Through our Customer Advantage, we aim to be the first choice of our customers through our proprietary brands, differentiated offers, extensive network, competitive pricing, reliable service, and compelling loyalty program. Our Supply Advantage is based on achieving the lowest cost to serve among independent fuel marketers and distributors in the hard-to-serve markets in which we operate, through our well-positioned assets, significant scale, and deep supply and logistics capabilities. Our business is underpinned by our people and our values of safety, integrity, community, and respect, which are embedded across our organization.

Appoints Brad Monaco as permanent Chief Financial Officer, effective immediately

CALGARY, AB, April 7, 2025 /PRNewswire-HISPANIC PR WIRE/ — Parkland Corporation (”Parkland”, “we”, the “Company” or “our”) (TSX: PKI) will today file a management information circular and accompanying materials in connection with its upcoming annual general meeting of shareholders (”AGM”), scheduled to take place at 9:00 a.m. (MT) on May 6, 2025, in-person, in Calgary, Canada.

On Friday, April 4, 2025, Parkland received notice from Simpson Oil Limited (”Simpson”), which owns approximately 19.8% of Parkland’s outstanding common shares, of their intention to nominate nine directors for election at the AGM. This is a self-interested attempt by Simpson, a minority shareholder, to seize full control of Parkland without paying a control premium.

We have welcomed Simpson representatives to rejoin the Board numerous times and have invited them to participate on the Special Committee overseeing the strategic review. It is disappointing that Simpson have chosen this adversarial approach, despite Parkland’s Board and management’s repeated, good faith efforts, to engage constructively and reach a resolution that appropriately recognizes their minority shareholding.

“Many members of the Simpson slate lack credibility and relevant experience to meet the standards required to govern a public company of Parkland’s scale and complexity,” said Michael Jennings, Chair of Parkland’s Board. “However, in the interest of resolution and collaboration with Simpson, Parkland has selected three of Simpson’s nominees who meet Parkland’s governance standards and propose to include one of the Simpson nominees on the special committee overseeing the strategic review. Simpson nominees Brian Gibson and Karen Stuckey bring skills that are expected to be additive to our Board. Michael Christiansen brings valuable perspective, as he works for Simpson directly and was previously a nominee of Simpson on the Parkland Board.

“We are committed to maximizing value for all shareholders. We are confident that Parkland’s proposed Board, including three of Simpson’s nominees, is the best choice to oversee the strategic review process, protect the interest of all shareholders and find a resolution with Simpson while ensuring day-to-day operations remain on track.”

Parkland’s nominees for election at the AGM are: Felipe Bayon, Nora Duke, Bob Espey, Sue Gove, Tim Hogarth, Richard Hookway, Angela John, Michael Jennings, James Neate, Mariame McIntosh Robinson, Karen Stuckey, Brian Gibson, and Michael Christiansen.

Parkland’s Board is proposing a slate of thirteen directors, that will best serve shareholders as an experienced and diversely skilled Board. Lisa Colnett is not standing for re-election as she has reached her ten-year term limit. The Company thanks Lisa for her significant contributions and her dedicated stewardship to Parkland. As part of the Board’s ongoing refreshment of longer tenured directors, the Board expects to reduce the size of its membership to 11 before the 2026 annual general meeting of shareholders.

Since 2023, Parkland has added six highly experienced independent directors to the Board. These appointments reinforce our focus on strong corporate governance and demonstrate the Company’s commitment to rigorous, ongoing board renewal. Supporting Parkland’s recommended Board ensures stable, qualified leadership equipped with deep industry knowledge, public company governance, and transactional expertise – qualities essential for executing a successful strategic review and for ensuring the day-to-day operations of the business remain on track.

Parkland has also appointed Brad Monaco as permanent Chief Financial Officer of the Company, effective immediately. Brad has held progressively senior leadership roles within Parkland’s capital markets and Canadian business segment and has served as Interim Chief Financial Officer since January 1, 2025. He has demonstrated strong financial, business, and strategic acumen, and exceptional leadership capabilities within the organization and to Parkland’s stakeholders.

The management information circular and related proxy materials, including the Chairman’s letter to shareholders and a BLUE form of proxy or voting instruction form (”BLUE Proxy”), will be mailed to shareholders of Parkland, available via SEDAR+ at www.sedarplus.com, and on the Company’s website. The Company strongly recommends shareholders vote ONLY ON the BLUE proxy FOR the Parkland Nominees.

Parkland encourages registered shareholders (who require a 15-digit control number) and non-registered shareholders (who require a 16-digit control number) to carefully review the management information circular and vote their common shares in advance of the AGM using the provided methods:

Vote Online:

Registered Shareholders: www.investorvote.com
Beneficial Shareholders: www.proxyvote.com

Vote by Telephone:

Registered Shareholders: Call toll-free at 1-866-732-8683 (in North America) or 1-312-588-4290 (in countries outside of North America)
Beneficial Shareholders: Canada (1-800-474-7493 for English and 1-800-474-7501 for French) and United States (1-800-454-8683)

Questions? Need Help Voting?
Contact Kingsdale Advisors: 1-888-518-6832 (Toll-free in North America) or 1-647-251-9740 (text and call enabled outside North America), or by email at contactus@kingsdaleadvisors.com.

To obtain current information about voting your Parkland common shares, please visit www.ourparkland.ca.

Forward-Looking Statements

Certain statements contained herein constitute forward-looking information and statements (collectively, “forward looking statements”). When used in this news release, the words “aim”, “continue”, “expect”, “will”, “would” and similar expressions are intended to identify forward-looking statements. In particular, this news release contains forward-looking statements with respect to, among other things: the timing of the AGM; the Board, and the composition and attributes thereof; the expected reduction in size of the Board; and the mailing of proxy materials in connection with the AGM and the expected timing thereof.

These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. These forward-looking statements speak only as of the date hereof. Parkland does not undertake any obligations to publicly update or revise any forward-looking statements except as required by securities laws. Actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous risks, assumptions and uncertainties including, but not limited to: general economic, market and business conditions; Parkland’s ability to execute its business strategy; action by other persons or companies; and other factors, many of which are beyond the control of Parkland. See also the risks and uncertainties described under the headings “Cautionary Statement Regarding Forward-Looking Information” and “Risk Factors” in Parkland’s current Annual Information Form, and under the headings “Forward-Looking Information” and “Risk Factors” in Parkland’s Management’s Discussion and Analysis for the most recently completed financial period, each as filed on SEDAR+ and available on Parkland’s website at www.parkland.ca. The forward-looking statements contained herein are expressly qualified by this cautionary statement.

“Felipe and Sue are accomplished executives with expertise in industries and sectors that align with Parkland’s business,” said Michael Jennings, Chair of the Board. “Felipe’s deep energy industry experience in Parkland’s broader international region combined with Sue’s extensive retail experience and governance expertise, will be invaluable as the Company explores all options to maximize value for all shareholders.”

Mr. Bayon brings more than 30 years of leadership experience in the global energy sector. He previously held senior operational roles with BP plc and served as President and Chief Executive Officer of Ecopetrol S.A. (”Ecopetrol”), Colombia’s largest integrated energy company and one of the largest and most influential corporations in Parkland’s international region. While at Ecopetrol, Mr. Bayon spearheaded the company’s transformation into a diversified energy group, delivered record safety and financial performance and strengthened corporate governance.

Ms. Gove has extensive experience in the retail sector, including holding positions as Chief Executive Officer, Chief Financial Officer and Chief Operating Officer. In addition to a deep understanding of consumer behaviour, Ms. Gove has led multiple strategic transformations and brings extensive public and private company board experience including a 12-year tenure at AutoZone Inc., where she spent 8 years as Chair of the Nominating and Governance Committee. Ms. Gove currently serves on the board of directors of LKQ Corporation.

These appointments mark the latest step in Parkland’s ongoing commitment to strong governance and a rigorous, ongoing board renewal process, which has prioritized recruiting directors with deep industry and executive expertise. Additionally, as Parkland undergoes its previously announced strategic review, Mr. Bayon and Ms. Gove’s expertise will provide valuable perspective in evaluating opportunities to maximize value for all shareholders.

With today’s announcement, Parkland has added six highly experienced Independent Directors to the Board over the past two years to ensure a governance structure that blends relevant expertise with fresh perspectives and organizational continuity.

Parkland’s Annual General Meeting of Shareholders is scheduled to take place on May 6, 2025. The Company continues to openly invite Simpson Oil to rejoin the Board and participate on the Special Committee which is leading the Company’s previously announced strategic review.

About Parkland Corporation

Parkland is a leading international fuel distributor, marketer, and convenience retailer with safe and reliable operations in 26 countries across the Americas. Our retail network meets the fuel, and convenience needs of everyday consumers. Our commercial operations provide businesses with fuel to operate, complete projects and better serve their customers. In addition to meeting our customers’ needs for essential fuels, Parkland provides a range of choices to help them lower their environmental impact, including manufacturing and blending renewable fuels, ultra-fast EV charging, a variety of solutions for carbon credits and renewables, and solar power. With approximately 4,000 retail and commercial locations across Canada, the United States, and the Caribbean region, we have developed supply, distribution, and trading capabilities to accelerate growth and business performance.

Our strategy is focused on two interconnected pillars: our Customer Advantage and our Supply Advantage. Through our Customer Advantage, we aim to be the first choice of our customers through our proprietary brands, differentiated offers, extensive network, competitive pricing, reliable service, and compelling loyalty program. Our Supply Advantage is based on achieving the lowest cost to serve among independent fuel marketers and distributors in the hard-to-serve markets in which we operate, through our well-positioned assets, significant scale, and deep supply and logistics capabilities. Our business is underpinned by our people and our values of safety, integrity, community, and respect, which are embedded across our organization.

Forward-Looking Statements

Certain statements contained herein constitute forward-looking information and statements (collectively, “forward-looking statements”). When used the words “expect”, “will”, “could”, “would”, “believe”, “continue”, “pursue” and similar expressions are intended to identify forward-looking statements. In particular, this news release contains forward-looking statements with respect to, among other things: Parkland’s commitment to strong corporate governance and its board renewal process; expectations relating to the newly appointed directors as well as those appointed over the past two years; Parkland’s strategic review and expectations relating thereto, including maximizing value for all shareholders; and Parkland’s Annual General Meeting of Shareholders and the date thereof.

These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These forward-looking statements speak only as of the date of this news release. Parkland does not undertake any obligations to publicly update or revise any forward-looking statements except as required by securities laws. Actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous risks, assumptions and uncertainties including, but not limited to: general economic, market and business conditions; micro and macroeconomic trends and conditions, including increases in interest rates, inflation, imposition of tariffs and fluctuating commodity prices; Parkland’s ability to execute its business strategy, including its board renewal process and its strategic review, and realizing benefits resulting therefrom; Parkland’s Annual General Meeting of Shareholders and the date thereof; and any other factors, many of which are beyond the control of Parkland. See also the risks and uncertainties described under the headings “Cautionary Statement Regarding Forward-Looking Information” and “Risk Factors” in Parkland’s current Annual Information Form, and under the headings “Forward-Looking Information” and “Risk Factors” in Parkland’s Management’s Discussion and Analysis for the most recently completed financial period, each as filed on SEDAR+ and available on Parkland’s website at www.parkland.ca. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

Performance demonstrates success of ongoing initiatives and run rate of the business

Board elects Michael Jennings as the Chair of the Board
Published Annual Sustainability Report

CALGARY, AB, July 31, 2024 /PRNewswire-HISPANIC PR WIRE/ — Parkland Corporation (”Parkland”, “we”, the “Company”, or “our”) (TSX: PKI), today announced its financial and operating results for the three and six months ended June 30, 2024.

“I would like to thank the Parkland team for delivering record second quarter results,” said Bob Espey President and Chief Executive Officer. “Our focus remains steadfast on improving returns by investing in our customer and supply advantages, and strengthening our robust platform for future growth to deliver shareholder value. I have confidence in the rest of the year and our longer term ambitions.”

Q2 2024 Highlights

• Adjusted EBITDA of $504 million, an increase of 7 percent as compared to Q2 2023.
• Net earnings of $70 million ($0.40 per share, basic), a decrease of 10 percent as compared to Q2 2023, and Adjusted earnings² of $156 million ($0.89 per share, basic), an increase of 20 percent from Q2 2023.
• TTM Available cash flow² of $831 million ($4.75 per share), an increase of 60 percent from the same period in 2023, and TTM Cash generated from (used in) operating activities³ of $1,612 million ($9.21 per share), a decrease of 13 percent from the same period in 2023, due to favourable non-cash working capital movements in the prior period.
• Purchased for cancellation approximately 700,000 Parkland common shares for $29 million and maintained Leverage Ratio⁴ of 3.1 times (3.1 times in Q1 2024).
• Return on invested capital² (”ROIC”) increased to 9 percent from 7.7 percent for the trailing twelve months ended June 30, 2024, as compared to the same period in 2023.

Q2 2024 Segment Highlights

• Canada delivered Adjusted EBITDA of $172 million, up 15 percent from Q2 2023 ($150 million). This increase was primarily driven by stronger fuel unit margins and the benefits of our supply advantage, partially offset by the impact of softening industry demand in our retail business. Company same-store volume growth (”Company SSVG)⁵ was (1.0) percent , compared to 9.3 percent in Q2 2023. Food and Company C-Store SSSG (excluding cigarettes)² was (0.7) percent, for the second quarter of 2024, compared to 3.1 percent, in Q2 2023. These were primarily driven by economic conditions that have reduced discretionary spending for consumers. Canada delivered Food and Company C-store revenue of $82 million, consistent with Q2 2023 ($79 million).
• International delivered Adjusted EBITDA of $182 million, up 8 percent from Q2 2023 ($168 million). The increase was primarily driven by improved unit fuel margins in the wholesale business, partially offset by lower volumes, and continued strength in the base retail business and the addition of new sites.
• USA delivered Adjusted EBITDA of $49 million, down 34 percent from Q2 2023 ($74 million). Results reflect lower diesel and gasoline market demand and lower unit fuel margins due to unfavorable commodity price movements.
• Refining delivered Adjusted EBITDA of $121 million, compared to $109 million in Q2 2023. Composite utilization⁵ at the Burnaby Refinery was 98 percent, including record co-processing volumes of 3,000 barrels per day, compared to 91 percent in Q2 2023.
• Consolidated Operating costs and Marketing, general and administrative expenses decreased $5 million compared to Q2 2023, reflecting ongoing cost-reduction initiatives that have successfully offset the impact of inflationary pressures across the business.
• Parkland’s total recordable injury frequency rate⁵ on a trailing-twelve-months basis was 1.21, compared to 0.87 at June 30, 2023.

2024 Guidance

As a result of the unplanned shutdown at the Burnaby Refinery in the first quarter of 2024, and unfavorable market conditions experienced in the first six months of 2024 that may persist for the rest of the year, Parkland has revised its 2024 Adjusted EBITDA Guidance to $1,900 million to $2,000 million.

Governance Update

Parkland’s Board of Directors has elected Michael Jennings as the Chair of the Board effective July 31, 2024, replacing Steven Richardson who is retiring. Mr. Jennings joined Parkland’s Board in February 2024 and is a highly experienced executive and board member with over three decades of international integrated energy experience.

“It has been a privilege to serve on Parkland’s Board for the past seven years, including my tenure as Chair,” said Mr. Richardson. “During this time, we have significantly grown the Company and implemented a strategic board renewal process, recruiting highly experienced and qualified directors, including bringing in Mike as a successor. I would like to thank the Board, management and the broader Parkland team for their support; it has been a pleasure working with such a committed and talented group.”

“I am honoured to be elected as Chair of the Board and I look forward to building on the strong foundation that has been established,” said Mr. Jennings. “I would like to thank Steve for his leadership and contributions to Parkland’s Board. I have the utmost confidence in the Parkland business strategy and the management team, led by Bob Espey. Together, we will work in the interest of all shareholders to deliver sustainable long-term value.”

2023 Sustainability Report

Today, Parkland published its fifth Sustainability Report, which outlines our refreshed strategy to better reflect the strong connection between environment, social and governance (”ESG”) considerations and our corporate strategy. The report highlights the sustainability initiatives underway and our ESG performance for 2023. Among these initiatives are efforts on co-processing low-carbon fuels made from renewable feedstocks, including our plans to grow co-processing to 7,500 barrels per day by 2028; building safer, more diverse, and inclusive work environments; and projects to improve energy efficiency within Parkland’s marketing operations.

Parkland’s 2023 Sustainability Report can be viewed here : https://www.parkland.ca/sustainability/sustainability-reporting

Consolidated Financial Overview

Q2 2024
Conference Call and Webcast Details

Parkland will host a webcast and conference call on Thursday, August 1, 2024 at 6:30 am MT (8:30 am ET) to discuss the results. To listen to the live webcast and watch the presentation, please use the following link: https://app.webinar.net/gaV9np4n75j

Analysts and investors interested in participating in the question and answer session of the conference call may do so by calling 1-888-390-0546 (toll-free) (Conference ID: 41672249). International participants may call 1-800-389-0704 (toll-free) (Conference ID: 41672249).

Please connect and log in approximately 10 minutes before the beginning of the call. The webcast will be available for replay two hours after the conference call ends at the link above. It will remain available for one year and will also be posted at www.parkland.ca.

MD&A and Interim Condensed Consolidated Financial Statements

The Management’s Discussion and Analysis for the three and six months ended June 30, 2024 (the “Q2 2024 MD&A”) and Interim Condensed Consolidated Financial Statements for the three and six months ended June 30, 2024 (the “Q2 2024 Interim Condensed Consolidated Financial Statements”) provide a detailed explanation of Parkland’s operating results for the three and six months ended June 30, 2024. An English version of these documents will be available online at www.parkland.ca and the System for Electronic Data Analysis and Retrieval + (”SEDAR+”) after the results are released by newswire under Parkland’s profile at www.sedarplus.ca. The French versions of the Q2 2024 MD&A and the Q2 2024 Interim Condensed Consolidated Financial Statements will be posted to www.parkland.ca and SEDAR+ as soon as they become available.

About Parkland Corporation

Parkland is an international fuel distributor, marketer, and convenience retailer with operations in 26 countries across the Americas. We serve over one million customers each day. Our retail network meets the fuel and convenience needs of everyday consumers. Our commercial operations provide businesses with industrial fuels so that they can better serve their customers. In addition to meeting our customers’ needs for essential fuels, we provide a range of choices to help them lower their environmental impact. These include renewable fuels sourcing, manufacturing and blending, carbon and renewables trading, solar power, and ultra-fast EV charging. With approximately 4,000 retail and commercial locations across Canada, the United States and the Caribbean region, we have developed supply, distribution and trading capabilities to accelerate growth and business performance.

Our strategy is focused on two pillars: our Customer Advantage and our Supply Advantage. Through our Customer Advantage, we aim to be the first choice of our customers, cultivating their loyalty through proprietary brands, differentiated offers, our extensive network, competitive pricing, reliable service, and our compelling loyalty program. Our Supply Advantage is based on achieving the lowest cost to serve among independent fuel marketers and distributors in the hard-to-serve markets in which we operate, through our well-positioned assets, significant scale, and deep supply and logistics capabilities. Our business is underpinned by our people and our values of safety, integrity, community and respect, which are deeply embedded across our organization.

Forward-Looking Statements

Certain statements contained herein constitute forward-looking information and statements (collectively, “forward-looking statements”). When used in this news release, the words “expect”, “will”, “could”, “would”, “believe”, “continue”, “pursue” and similar expressions are intended to identify forward-looking statements. In particular, this news release contains forward-looking statements with respect to, among other things: business strategies, objectives and initiatives; Parkland’s revised 2024 Adjusted EBITDA guidance; Parkland’s sustainability initiatives, including plans to expand the co-processing capacity of the Burnaby Refinery to 7,500 barrels per day by 2028; and confidence in the rest of the year and our long-term ambitions.

These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These forward-looking statements speak only as of the date of this news release. Parkland does not undertake any obligation to publicly update or revise any forward-looking statements except as required by securities law. Actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous risks and uncertainties, many of which are beyond the control of Parkland, including, but not limited to: general economic, market and business conditions; Parkland’s ability to execute its business strategies, objectives, and initiatives, including the completion, financing and timing thereof, realizing the benefits therefrom, and meeting our targets and commitments relating thereto; realization of the expected impact of the maintenance and refining optimization work completed on the Burnaby Refinery’s utilization and profitability; and the assumptions and risks described under “Cautionary Statement Regarding Forward-Looking Information” and “Risk Factors” in Parkland’s most recent Annual Information Form, and under “Forward-Looking Information” and “Risk Factors” in the Q2 2024 MD&A, which are incorporated by reference herein, each as filed on SEDAR+ and available on the Parkland website at www.parkland.ca. In addition, the revised 2024 Adjusted EBITDA guidance reflects continued integration of acquired businesses, synergy capture, and organic growth initiatives, and the key material assumptions include: an increase in Retail and Commercial Fuel and petroleum product adjusted gross margin of approximately 5 percent and Food, convenience and other adjusted gross margin of approximately 5 percent as compared to the year ended December 31, 2023; the realization of $100 million of run-rate marketing, general and administrative expense cost efficiencies by the end of 2024; Refining adjusted gross margin of approximately $40 to $41 per barrel and average Burnaby Refinery composite utilization of 75 percent to 80 percent (factoring in the unplanned outage) based on the Burnaby Refinery’s crude processing capacity of 55,000 barrels per day; enhancements to operations, utilization and optimization of supply at the Burnaby Refinery during 2024; and implementation of ongoing cost reductions across the business. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

Specified Financial Measures

This news release contains total of segments measures, non-GAAP financial measures and non-GAAP financial ratios, supplementary financial measures and capital management measures (collectively, “specified financial measures”). Parkland’s management uses certain specified financial measures to analyze the operating and financial performance, leverage, and liquidity of the business. These specified financial measures do not have any standardized meaning under International Financial Reporting Standards as issued by the International Accounting Standards Board (”IFRS Accounting Standards”) and are therefore unlikely to be comparable to similar measures presented by other companies. The specified financial measures should not be considered in isolation or used in substitute for measures of performance prepared in accordance with the IFRS Accounting Standards. See Section 16 of the Q2 2024 MD&A, which is incorporated by reference into this news release, for further details regarding specified financial measures used by Parkland.

Non-GAAP Financial Measures and Ratios

Adjusted earnings (loss) is a non-GAAP financial measure and Adjusted earnings (loss) per share is a non-GAAP financial ratio, each representing the underlying core operating performance of business activities of Parkland at a consolidated level. The most directly comparable financial measure to Adjusted earnings (loss) and Adjusted earnings (loss) per share is Net earnings (loss).

Adjusted earnings (loss) and Adjusted earnings (loss) per share represent how well Parkland’s operational business is performing, while considering depreciation and amortization, interest on leases and long-term debt, accretion and other finance costs, and income taxes. The Company uses these measures because it believes that Adjusted earnings (loss) and Adjusted earnings (loss) per share are useful for management and investors in assessing the Company’s overall performance, as they exclude certain significant items that are not reflective of the Company’s underlying business operations.

See Section 16 of the Q2 2024 MD&A, which is incorporated by reference into this news release, for the detailed definition and composition of Adjusted earnings (loss) and Adjusted earnings (loss) per share.

Please see below for the reconciliation of Adjusted earnings (loss) to net earnings (loss) and calculation of Adjusted earnings (loss) per share.

Available cash flow is a non-GAAP financial measure and Available cash flow per share is a non-GAAP financial ratio. The most directly comparable financial measure for Available cash flow and Available cash flow per share is cash generated from (used in) operating activities. Parkland uses these measures to monitor its ability to generate cash flow for capital allocation, including distributions to shareholders, investment in the growth of the business, and deleveraging. Available cash flow is calculated as cash generated from (used in) operating activities adjusted for items such as (i) net change in (a) non-cash working capital and (b) other assets and other liabilities, (ii) maintenance capital expenditures, (iii) dividends received from investments in associates and joint ventures, (iv) interest on leases and long-term debt, and (v) payments on principal amounts on leases. Available cash flow per share is calculated as Available cash flow divided by the weighted average number of outstanding common shares. See following table for a calculation of historical Available cash flow and Available cash flow per share and a reconciliation to cash generated from (used in) operating activities.

Return on invested capital (”ROIC”) is a non-GAAP financial ratio. The measure is calculated as a ratio of Net operating profit after tax (”NOPAT”) divided by average invested capital. NOPAT describes the profitability of Parkland’s base operations, excluding the impact of leverage and certain other items of income and expenditure that are not considered representative of Parkland’s underlying core operating performance. NOPAT is based on Adjusted EBITDA, defined in Section 16 of the Q2 2024 MD&A, less depreciation expense and the estimated tax expense using the expected average tax rate estimated using statutory tax rates in each jurisdiction where Parkland operates. Average invested capital is the amount of capital deployed by Parkland that represents the average of opening and closing debt and shareholder’s equity, including equity reserves, net of cash and cash equivalents. We use this non-GAAP measure to assess Parkland’s efficiency in investing capital.

CALGARY, AB, June 5, 2024 /PRNewswire-HISPANIC PR WIRE/ — Parkland Corporation (”Parkland”, “we”, the “Company”, or “our”) (TSX: PKI), announced today it has entered into an agreement with Avenir Energy Ltd. to divest its Canadian commercial propane business for cash consideration of approximately $115 million, and to exclusively supply fuel for ten years (the “Divestment”).

“This transaction is a big step toward achieving our target of $500 million from the divestment of non-core assets by the end of 2025,” says Ian White, President of Parkland Canada. “By focusing on our core assets, we are simplifying our business to improve returns. Driven by our customer focus, we continue to see tremendous opportunity to deliver growth and value from our Canadian business.”

Subject to certain closing conditions, the transaction is expected to close in the fourth quarter of 2024. Scotiabank is acting as the financial advisor for the Divestment.

Parkland is an international fuel distributor, marketer, and convenience retailer with operations in 26 countries across the Americas. We serve over one million customers each day. Our retail network meets the fuel and convenience needs of everyday consumers. Our commercial operations provide businesses with industrial fuels so that they can better serve their customers. In addition to meeting our customers’ needs for essential fuels, we provide a range of choices to help them lower their environmental impact. These include renewable fuels sourcing, manufacturing, and blending, carbon and renewables trading, solar power, and ultra-fast EV charging. With approximately 4,000 retail and commercial locations across Canada, the United States, and the Caribbean region, we have developed supply, distribution, and trading capabilities to accelerate growth and business performance.

Our strategy is focused on two pillars: our Customer Advantage and our Supply Advantage. Through our Customer Advantage, we aim to be the first choice of our customers, cultivating their loyalty through proprietary brands, differentiated offers, our extensive network, competitive pricing, reliable service, and our compelling loyalty program. Our Supply Advantage is based on achieving the lowest cost to serve among independent fuel marketers and distributors in the hard-to-serve markets in which we operate, through our well-positioned assets, significant scale, and deep supply and logistics capabilities. Our business is underpinned by our people and our values of safety, integrity, community, and respect, which are deeply embedded across our organization.

Certain statements contained in this news release constitute forward-looking information and statements (collectively, “forward-looking statements”). When used in this news release the words “expect”, “will”, “achieving”, “see”, “continue”, “pursue” and similar expressions are intended to identify forward-looking statements. In particular, this news release contains forward-looking statements with respect to, among other things, the successful completion of the Divestment and the timing thereof; expected benefits of the Divestment, including: the potential to complete $500 million in divestments by the end of 2025 and the continued growth of Parkland’s Canadian business.

These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These forward-looking statements speak only as of the date of this news release. Parkland does not undertake any obligations to publicly update or revise any forward-looking statements except as may be required by securities law. Actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous risks and uncertainties including, but not limited to, failure to complete the Divestment; failure to satisfy the conditions to closing of the Divestment; failure to realize all or any of the anticipated benefits of the Divestment; general economic, market and business conditions; competitive action by other companies; the ability of suppliers to meet commitments; actions by governmental authorities and other regulators including but not limited to increases in taxes or restricted access to markets; changes and developments in environmental and other regulations; and other factors, many of which are beyond the control of Parkland. See also the risks and uncertainties described in “Forward-Looking Information” and “Risk Factors” included in Parkland’s Annual Information Form dated February 27, 2024, and “Forward-Looking Information” and “Risk Factors” included in the Q4 2023 MD&A dated February 27, 2024 and the Q1 2024 MD&A dated May 1, 2024, each filed on SEDAR and available on the Parkland website at www.parkland.ca.