0001556587-19-000012.txt : 20190827 0001556587-19-000012.hdr.sgml : 20190827 20190827162347 ACCESSION NUMBER: 0001556587-19-000012 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190826 FILED AS OF DATE: 20190827 DATE AS OF CHANGE: 20190827 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Topper Joseph V. Jr. CENTRAL INDEX KEY: 0001556587 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35711 FILM NUMBER: 191057564 MAIL ADDRESS: STREET 1: 702 WEST HAMILTON STREET STREET 2: SUITE 203 CITY: ALLENTOWN STATE: PA ZIP: 18101 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CrossAmerica Partners LP CENTRAL INDEX KEY: 0001538849 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM & PETROLEUM PRODUCTS (NO BULK STATIONS) [5172] IRS NUMBER: 454165414 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 600 HAMILTON STREET STREET 2: SUITE 500 CITY: ALLENTOWN STATE: PA ZIP: 18101 BUSINESS PHONE: 610-625-8000 MAIL ADDRESS: STREET 1: 600 HAMILTON STREET STREET 2: SUITE 500 CITY: ALLENTOWN STATE: PA ZIP: 18101 FORMER COMPANY: FORMER CONFORMED NAME: Lehigh Gas Partners LP DATE OF NAME CHANGE: 20120105 4 1 wf-form4_156693741245908.xml FORM 4 X0306 4 2019-08-26 0 0001538849 CrossAmerica Partners LP CAPL 0001556587 Topper Joseph V. Jr. 600 WEST HAMILTON ST., SUITE 500 ALLENTOWN PA 18101 1 0 1 0 Common Units 2019-08-26 4 J 0 133000 0 A 1651197 I See Footnote Common Units 68972 I By The Patricia Dunne Topper Trust for the Family of Joseph V. Topper, Jr. Common Units 62107 D Common Units 1854943 I By Energy Realty Partners, LLC Common Units 3782216 I By Dunne Manning Inc. On May 17, 2018, the Reporting Person filed a Form 4 reporting that the beneficial ownership of 133,000 Common Units had been transferred to a third party as a result of the transfer by The Patricia Dunne Topper Trust for the Family of Joseph V. Topper, Jr. (the "Trust"), which is controlled by the Reporting Person, of all of the membership interests of ERNJ, LLC, the owner of the 133,000 Common Units, to a third party. On August 26, 2019, the parties to the initial transaction rescinded the transaction on its original terms, voiding the initial transfer. As a result, the 133,000 Common Units continue to be indirectly beneficially owned by the Reporting Person. Does not include 229,333 Common Units held by The Topper Foundation, a 501(c)(3) non-profit corporation. Mr. Topper, who makes investment and voting decisions with respect to the Common Units held by The Topper Foundation, has no pecuniary interest in these Common Units. The Common Units listed here are owned directly by several entities that are controlled by the Reporting Person, as follows: 133,000 Common Units held by ERNJ, LLC (100% owned by the Trust, which is controlled by the Reporting Person); 637,264 Common Units held by MMSCC-2, LLC (the Reporting Person controls 100% of the voting shares), and 880,933 Common Units held by JVT-JMG EROP Holdings, LP (the Reporting Person controls the general partner and the Trust holds a 45% limited partner interest). The Reporting Person disclaims beneficial ownership of these Common Units except to the extent of his pecuniary interest therein, and the inclusion of these Common Units in this report shall not be deemed an admission of beneficial ownership of all of the reported Common Units for purposes of Section 16 or for any other purpose. Held directly by the Trust, which is controlled by the Reporting Person. Held directly by Energy Realty Partners, LLC, which is 100% owned by the Trust and the Reporting Person is its sole manager. Held directly by Dunne Manning Inc., which is owned 100% by the Trust and the Reporting Person is its sole director. /s/ Michael W. Federer as Attorney-in-Fact for Joseph V. Topper, Jr. 2019-08-27 EX-24 2 topperpowerofattorney_dece.htm TOPPER POA 120518

POWER OF ATTORNEY
       KNOW ALL BY THESE PRESENTS, that the undersigned hereby appoints Michael W. Federer as the undersigned's true and lawful attorney-in-fact to act for and on behalf of and in the name, place and stead of the undersigned to:
1. prepare, execute and file, for and on behalf of the undersigned any and all documents and filings that are required or advisable to be made with the United States Securities and Exchange Commission, any stock exchange or similar authority, under Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder, including without limitation any Form 3, 4, or 5 (or any successor schedules or forms adopted under the Exchange Act) and any amendments to any of the foregoing; and
2. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.
       The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, herby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.
       All prior Powers of Attorney are hereby revoked.  This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to an attorney-in-fact.
       This Power of Attorney shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without giving effect to any principles of conflicts of laws.
       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 5th day of December, 2018.

                                    /s/
                            Joseph V. Topper, Jr.