Subsequent Event

6 Months Ended

Oct. 31, 2024

Subsequent Events [Abstract]

Subsequent Event

Subsequent Events

Subsequent to quarter end, on November 1, 2024, the Company closed on the acquisition of Fikes Wholesale, owner of CEFCO Convenience Stores, and Group Petroleum Services (collectively “Fikes”) through an equity purchase agreement with an aggregate purchase price of $1,145,000, subject to post-closing adjustments. As part of the acquisition, the Company acquired 100% of the equity of Fikes. The transaction includes 198 retail locations, a fuel terminal,

commissary, and dealer network, where the Company will manage fuel wholesale supply agreements to certain dealer locations. The acquisition will bring 148 additional stores to Texas, as well as 50 stores in Alabama, Florida, and Mississippi.

The Fikes acquisition was financed with the Incremental Term Loan of $850,000, the issuance of the Series I and J Notes in the amount of $250,000, and cash on hand. For further information, see Note 4.

The proceeds of the Incremental Term Loan and Series I and J Notes were received by the Company on October 30, 2024. However, the Fikes acquisition did not close until November 1, 2024, subsequent to quarter end. As such, as of October 31, 2024 the Company had $1,160,118 in a funding account governed by an escrow and disbursing agreement, primarily to use for the acquisition of Fikes, as well as other related adjustments and transaction costs. As a result, we have recognized this balance as restricted cash within long-term assets in the condensed consolidated balance sheets. The cash was subsequently paid on November 1, 2024, primarily to fund the acquisition.

Due to the proximity of the Fikes acquisition to the filing of our Form 10-Q, we have not yet completed the accounting for the business combination, including the opening balance sheet. Accordingly, the Company is unable to provide amounts recognized as of the acquisition dates for major classes of assets and liabilities. Moreover, we are unable to provide pro-forma financial information related to the combined entity. This information, at least on a provisional basis, will be available in the Form 10-Q to be filed for the quarter ended January 31, 2025.