Basic Stats
| LEI | 529900FQY3V2OO9M4Z65 |
| CIK | 1378453 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to TravelCenters of America Inc
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| June 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact name of registrant as specifi |
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| May 26, 2023 |
As filed with the Securities and Exchange Commission on May 26, 2023 As filed with the Securities and Exchange Commission on May 26, 2023 Registration No. |
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| May 26, 2023 |
As filed with the Securities and Exchange Commission on May 26, 2023 As filed with the Securities and Exchange Commission on May 26, 2023 Registration No. |
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| May 26, 2023 |
TRAVELCENTERS OF AMERICA INC. 24601 Center Ridge Road Westlake, Ohio 44145-5639 (440) 808-9100 TRAVELCENTERS OF AMERICA INC. 24601 Center Ridge Road Westlake, Ohio 44145-5639 (440) 808-9100 May 26, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: Withdrawal of TravelCenters of America Inc.’s Registration Statement on Form S-3 (File No. 333-253662) Ladies and Gentlemen: Pursuant to Rule 477 promulgated under the Secur |
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| May 26, 2023 |
As filed with the Securities and Exchange Commission on May 26, 2023 As filed with the Securities and Exchange Commission on May 26, 2023 Registration No. |
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| May 26, 2023 |
As filed with the Securities and Exchange Commission on May 26, 2023 As filed with the Securities and Exchange Commission on May 26, 2023 Registration No. |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 25 OMB APPROVAL OMB Number: 3235-0080 Expires: May 31, 2024 Estimated average burden hours per response 1.00 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-33274 Issuer |
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| May 26, 2023 |
As filed with the Securities and Exchange Commission on May 26, 2023 As filed with the Securities and Exchange Commission on May 26, 2023 Registration No. |
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| May 26, 2023 |
As filed with the Securities and Exchange Commission on May 26, 2023 As filed with the Securities and Exchange Commission on May 26, 2023 Registration No. |
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| May 18, 2023 |
TA / TravelCenters of America Inc / Service Properties Trust - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* TRAVELCENTERS OF AMERICA INC. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 89421B 109 (CUSIP Number) Brian E. Donley Chief Financial Officer and Treasurer Service Properties Trust Two Newton Place, 255 Washington Street, Suite 300 N |
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| May 16, 2023 |
Warning Regarding Forward Looking Statements Exhibit 99.1 TravelCenters of America Inc. Announces Intention to Delist 8.25% Senior Notes Due 2028, 8.00% Senior Notes Due 2029, and 8.00% Senior Notes Due 2030 (Nasdaq: TANNI; TANNL; TANNZ) from the Nasdaq. WESTLAKE, Ohio – May 16, 2023 – TravelCenters of America Inc. (Nasdaq: TA), the nationwide operator and franchisor of the TA, Petro Stopping Centers and TA Express travel center brands, anno |
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| May 16, 2023 |
TA / TravelCenters of America Inc / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) TravelCenters of America Inc. (Name of Issuer) Shares of Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 89421B109 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and |
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| May 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2023 TravelCenters of America Inc. (Exact name of registrant as specified in its charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation or Organi |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 TravelCenters of America Inc. (Exact name of registrant as specified in its charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation or Organi |
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| May 15, 2023 |
Amended and Restated Charter of TravelCenters of America Inc. Exhibit 3.1 TRAVELCENTERS OF AMERICA INC. AMENDED AND RESTATED CHARTER Article 1 Section 1.1 Name. The name of the corporation (the “Corporation”) is: TravelCenters of America Inc. Article 2 Section 2.1 Purpose. The purposes for which the Corporation was formed are to engage in any lawful business or other activity for which corporations may be organized under the Maryland General |
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| May 15, 2023 |
Second Amended and Restated Bylaws of TravelCenters of America Inc. Exhibit 3.2 Adopted: May 15, 2023 SECOND AMENDED AND RESTATED BYLAWS OF TRAVELCENTERS OF AMERICA INC. ARTICLE I Stockholders Section 1.1 Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such date, time and place either within or without the State of Maryland as may be designated by the Board of Directors from time to time. Any other proper business |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 TravelCenters of America Inc. |
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| May 11, 2023 |
Exhibit 99.1 For Immediate Release TravelCenters of America Stockholders Approve Pending BP Transaction Transaction Expected to Close on May 15, 2023 WESTLAKE, Ohio – May 10, 2023 – TravelCenters of America Inc. (Nasdaq: TA), the nationwide operator and franchisor of the TA, Petro Stopping Centers and TA Express travel center brands, today announced that, at its Special Meeting of Stockholders hel |
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| May 5, 2023 |
TA / TravelCenters of America Inc / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 TravelCenters of America Inc. (Name of Issuer) Shares of Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 89421B109 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number |
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| May 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2023 TravelCenters of America Inc. |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 27, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to TravelCenters of America Inc. (Exact na |
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| April 26, 2023 |
TravelCenters of America Inc. Announces First Quarter 2023 Financial Results Exhibit 99.1 Contact: Stephen Colbert, Director of Investor Relations (617) 796-8251 www.ta-petro.com FOR IMMEDIATE RELEASE TravelCenters of America Inc. Announces First Quarter 2023 Financial Results Westlake, OH (April 26, 2023): TravelCenters of America Inc. (Nasdaq: TA) today announced financial results for the quarter ended March 31, 2023. First Quarter 2023 Highlights: •Net loss of $6.3 mill |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 26, 2023 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commi |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2023 TravelCenters of America Inc. |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 17, 2023 |
DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14-A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pr |
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| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 3, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| April 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 29, 2023 |
DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14-A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pr |
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| March 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 27, 2023 |
DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14-A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pr |
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| March 22, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| March 22, 2023 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) TravelCenters of America Inc. |
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| March 1, 2023 |
Subsidiaries of TravelCenters of America Inc. (filed herewith) Exhibit 21.1 TravelCenters of America Inc. Subsidiaries of the Registrant Name of Subsidiary Jurisdiction of Organization TA Operating LLC Delaware TA Franchise Systems LLC Delaware Petro Franchise Systems LLC Delaware TA Operating Nevada LLC Nevada TA Operating Montana LLC Delaware TravelCentres Canada Corporation Ontario, Canada TravelCentres Canada, Inc. Ontario, Canada TravelCentres Canada Lim |
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| March 1, 2023 |
Description of Securities of the Registrant ( Exhibit 4.10 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, TravelCenters of America Inc. (“we,” “us” and “our”) had four classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) shares of common stock, $0.001 par value per share (“comm |
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| March 1, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. |
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| March 1, 2023 |
Exhibit 10.23 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 3 THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 3 (this “Amendment”) is made and entered into as of October 31, 2022 (the “Effective Date”), by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as lan |
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| March 1, 2023 |
Exhibit 10.24 ASSIGNMENT OF LEASE; ACCEPTANCE OF ASSIGNMENT AND ASSUMPTION OF LEASE; LANDLORD'S PARTIAL RELEASE OF ASSIGNOR AND CONSENT TO ASSIGNMENT OF LEASE; AND AMENDMENT OF LEASE This Assignment of Lease; Acceptance of Assignment and Assumption of Lease; Landlord's Partial Release of Assignor and Consent to Assignment of Lease; and Amendment of Lease (“Agreement”), dated for reference purposes |
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| February 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 28, 2023 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Co |
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| February 28, 2023 |
TravelCenters of America Inc. Announces Fourth Quarter and Full Year 2022 Financial Results Exhibit 99.1 Contact: Stephen Colbert, Director of Investor Relations (617) 796-8251 www.ta-petro.com FOR IMMEDIATE RELEASE TravelCenters of America Inc. Announces Fourth Quarter and Full Year 2022 Financial Results Westlake, OH (February 28, 2023): TravelCenters of America Inc. (Nasdaq: TA) today announced financial results for the three months and year ended December 31, 2022. Fourth Quarter 202 |
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| February 22, 2023 |
TA / TravelCenters of America Inc / Service Properties Trust - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* TRAVELCENTERS OF AMERICA INC. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 89421B 109 (CUSIP Number) Brian E. Donley Chief Financial Officer and Treasurer Service Properties Trust Two Newton Place, 255 Washington Street, Suite 300 Newt |
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| February 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| February 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| February 17, 2023 |
DEFA14A 1 tm237083d4defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as |
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| February 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 TravelCenters of America Inc. |
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| February 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 TravelCenters of America Inc. |
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| February 16, 2023 |
Form of Executive Severance Agreement Exhibit 10.2 Form EXECUTIVE SEVERANCE AGREEMENT This Executive Severance Agreement (this “Agreement”), is made and entered into by and between TravelCenters of America Inc., a Maryland corporation (together with all subsidiaries, hereinafter referred to as the “Company”) and [ ] (the “Executive”), effective as of February , 2023 (the “Effective Date”). 1. Severance Benefits. Subject to |
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| February 16, 2023 |
Exhibit 10.1 EXECUTION VERSION CONSENT AND AMENDMENT AGREEMENT THIS CONSENT AND AMENDMENT AGREEMENT (this “Agreement”) is entered into as of February 15, 2023, by and among the parties identified herein as the SVC Parties, the parties identified herein as the TCA Parties and BP Products North America Inc. (“Parent”). RECITALS: WHEREAS, TA LLC leases from the SVC Parties certain real prop |
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| February 16, 2023 |
Exhibit 99.1 For Immediate Release TravelCenters of America to be Acquired by BP for $86.00 Per Share, or Approximately $1.3 Billion Transaction Provides Shareholders with an 84% Premium to Average Share Price of Last 30 Trading Days WESTLAKE, Ohio – Feb. 16, 2023 – TravelCenters of America Inc. (Nasdaq: TA), the nationwide operator and franchisor of the TA, Petro Stopping Centers and TA Express t |
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| February 16, 2023 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER dated as of February 15, 2023 among TRAVELCENTERS OF AMERICA INC., BP PRODUCTS NORTH AMERICA INC., and BLUESTAR RTM INC. TABLE OF CONTENTS Page Article 1 Definitions 2 Section 1.1 Definitions 2 Section 1.2 Other Definitional and Interpretative Provisions 14 Article 2 The Merger 15 Section 2.1 The Merger 15 Section 2.2 Conversion of Shares |
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| February 14, 2023 |
TA / Travelcenters of America Inc / Nantahala Capital Management, LLC - SC 13G/A Passive Investment SC 13G/A 1 tm236168d10sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* TravelCenters of America Inc. (Name of Issuer) Shares of Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 89421B109 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of |
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| December 1, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 1, 2022 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Com |
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| December 1, 2022 |
TravelCenters of America (Nasdaq: TA) November 2022 Investor Presentation Exhibit 99.1 TravelCenters of America (Nasdaq: TA) November 2022 Investor Presentation Warning Concerning Forward - Looking Statements and Non - GAAP Financial Measures 2 This presentation contains statements that constitute forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws . Whenever we use words such as "believe," "e |
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| November 2, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (E |
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| November 1, 2022 |
Exhibit 99.1 Contact: Stephen Colbert, Director of Investor Relations (617) 796-8251 www.ta-petro.com FOR IMMEDIATE RELEASE TravelCenters of America Inc. Announces Third Quarter 2022 Financial Results Company Delivers Continued Financial Improvement Over Prior Year Period $37.0 Million in Net Income Improved by $14.8 Million, or 67% $2.49 in Net Income Per Share Improved by $0.97 $88.6 Million in |
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| November 1, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 1, 2022 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Com |
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| September 20, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 20, 2022 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (C |
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| September 20, 2022 |
Exhibit 99.1 Welcome to Investor Day September 20, 2022 Analyst and Investor Presentation Management Team Presenters Peter Crage EVP, Chief Financial Officer Jonathan Pertchik Chief Executive Officer Brett Hecker DVP, Fuel Lloyd Sanford SVP, Fleet Sales Homer Hogg VP, Truck Service Operations Kevin Kelly SVP, Hospitality Karen Kaminski SVP, Human Resources Sandy Rapp SVP, CIO Tina Arundel Sr Direc |
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| August 2, 2022 |
Exhibit 10.3 CERTAIN INFORMATION IDENTIFIED WITH [****] HAS BEEN EXCLUDED FROM THIS DOCUMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. Fourth Amendment to the Comdata Merchant Agreement This Fourth Amendment (?Amendment?) is dated May 20, 2022 and constitutes an amendment to the December 15, 2010 Comdata Merchant Agreement, as modified by (i |
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| August 2, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact |
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| August 2, 2022 |
Exhibit 10.2 CERTAIN INFORMATION IDENTIFIED WITH [****] HAS BEEN EXCLUDED FROM THIS DOCUMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. Third Amendment to the Comdata Merchant Agreement This Third Amendment (?Amendment?) is dated April 14, 2022 (?2022 Amendment Date?) and constitutes an amendment to the December 15, 2010 Comdata Merchant Agre |
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| August 2, 2022 |
by and between HPT TA Properties Trust and TA Operating LLC (filed herewith) Exhibit 10.1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 1 THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 1 (this "First Amendment") is entered into as of May 6, 2022, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company ("HPT" and, collectively with HPT TA Pr |
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| August 1, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 1, 2022 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 1, 2022 |
Exhibit 99.1 Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com FOR IMMEDIATE RELEASE TravelCenters of America Inc. Announces Second Quarter 2022 Financial Results Company Outperforms Over Prior Year Period $64.0 Million in Net Income Improved by $35.0 Million, or 121% $4.31 in Net Income Per Share Improved by $2.29 67% Increase in Adjusted EBITDA to $122.8 Mill |
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| June 10, 2022 |
Exhibit 10.1 TRAVELCENTERS OF AMERICA INC. Summary of Director Compensation Annual Retainer for each Independent Director: $75,000 Share Grants for all Directors: 3,000 shares of the Company?s common stock annually to be granted to each Director on the day of the first board meeting following the Annual Meeting of Stockholders (or, for Directors who are first elected or appointed at other times, o |
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| June 10, 2022 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2022 TravelCenters of America Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-33274 (Commission File Nu |
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| May 3, 2022 |
Exhibit 10.1 CERTAIN INFORMATION IDENTIFIED WITH [****] HAS BEEN EXCLUDED FROM THIS DOCUMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. Amendment #5 to WEX Merchant Acceptance Agreement This Amendment (the ?Amendment?) is entered into by and between TA Operating LLC (?Merchant?) and WEX Inc. (?WEX?) on the date of the last signature below. WE |
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| May 3, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact |
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| May 2, 2022 |
Exhibit 99.1 Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com FOR IMMEDIATE RELEASE TravelCenters of America Inc. Announces First Quarter 2022 Financial Results $16.3 Million in Net Income Improved by $22.0 Million $1.10 in Net Income Per Share Improved by $1.50 93.5% Increase in Adjusted EBITDA to $55.4 Million 7.1% Increase in Nonfuel Gross Margin to $295.3 |
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| May 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 2, 2022 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commissi |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) Definitive Prox |
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| April 7, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A? Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.??) ? ??Filed by the Registrant ? ? ??Filed by a Party other than the Registrant ? ? ? Check the appropriate box: ? ? ? ? ? ? ? ? Preliminary Proxy Statement ? ? ? ? ? ? ? ? CONFIDENTIAL, FOR USE OF TH |
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| March 3, 2022 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2022 TravelCenters of America Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-33274 (Commission File N |
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| March 3, 2022 |
Letter of RSM US LLP, dated March 3, 2022 Exhibit 16.1 RSM US LLP 1001 Lakeside Ave East Suite 200 Cleveland, OH 44114 March 3, 2022 T +1 216 523 1900 F +1 216 522 1490 www.rsmus.com Securities and Exchange Commission Washington, D.C. 20549 Commissioners: We have read TravelCenters of America Inc.?s statements included under Item 4.01(a) of its Form 8-K filed on March 3, 2022 and we agree with such statements concerning our firm. |
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| February 23, 2022 |
Amendment # 4 to the WEX Merchant Acceptance Agreement, dated as of Exhibit 10.12 CERTAIN INFORMATION IDENTIFIED WITH [****] HAS BEEN EXCLUDED FROM THIS DOCUMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. Amendment #4 to WEX Merchant Acceptance Agreement This Amendment (the ?Amendment?) is entered into by and between TA Operating LLC (?Merchant?) and WEX Inc. (?WEX?) on December 6, 2021. WEX and Merchant are |
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| February 23, 2022 |
Exhibit 10.21 SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 4 THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 4 (this ?Second Amendment?) is entered into as of November 9, 2021, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company (collectively, ?Landlord?), an |
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| February 23, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. |
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| February 23, 2022 |
Subsidiaries of TravelCenters of America Inc. (filed herewith) Exhibit 21.1 TravelCenters of America Inc. Consolidated Subsidiaries As of December 31, 2021 Name of Subsidiary Jurisdiction of Organization TA Operating LLC Delaware TA Franchise Systems LLC Delaware Petro Franchise Systems LLC Delaware TA Operating Nevada LLC Nevada TA Operating Montana LLC Delaware TravelCentres Canada Corporation Ontario, Canada TravelCentres Canada, Inc. Ontario, Canada Trave |
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| February 22, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 22, 2022 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Co |
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| February 22, 2022 |
Exhibit 99.1 Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com FOR IMMEDIATE RELEASE TravelCenters of America Inc. Announces Fourth Quarter and Full Year 2021 Financial Results Company Delivers Solid Financial Improvement over Prior Year Net Income Increased 278% for the 2021 Fourth Quarter Over Prior Year Period Net Income Increased 490% for the Full Year Over |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TravelCenters of America Inc. (Name of Issuer) Shares of Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 89421B109 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box |
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| February 4, 2022 |
VIA EDGAR February 4, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Angela Lumley and Rufus Decker Re: TravelCenters of America Inc. Form 10-K for the Fiscal Year Ended December 31, 2020 Filed February 26, 2021 Item 2.02 Form 8-K filed November 1, 2021 File No. 001-33274 Ladies and Gentlemen: On behalf of TravelCente |
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| January 10, 2022 |
VIA EDGAR January 10, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Angela Lumley and Rufus Decker Re: TravelCenters of America Inc. Form 10-K for the Fiscal Year Ended December 31, 2020 Filed February 26, 2021 Item 2.02 Form 8-K filed November 1, 2021 File No. 001-33274 Ladies and Gentlemen: On behalf of TravelCente |
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| December 9, 2021 |
December 9, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Angela Lumley Re: TravelCenters of America Inc. Form 10-K for the Fiscal Year Ended December 31, 2020 Filed February 26, 2021 Item 2.02 Form 8-K filed November 1, 2021 File No. 001-33274 Ladies and Gentlemen: TravelCenters of America Inc. (the ?Company?) confi |
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| November 2, 2021 |
Amendment # 1 to the WEX Merchant Acceptance Agreement, executed as of January 6, 2017, Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO TRAVELCENTERS OF AMERICA INC. IF PUBLICLY DISCLOSED. EXHIBIT B-2 REDACTED WEX AMENDMENT WEX MERCHANT ACCEPTANCE AGREEMENT Amendment #1 This Amendment Number 1 (this ?Amendment?) is made to the WEX Merchant Acceptance Agree |
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| November 2, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (E |
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| November 2, 2021 |
Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO TRAVELCENTERS OF AMERICA INC. IF PUBLICLY DISCLOSED. WEX MERCHANT ACCEPTANCE AGREEMENT This Agreement is made by and between TA Operating LLC (?MERCHANT?), a Delaware limited liability company with its principal place of b |
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| November 1, 2021 |
Exhibit 99.1 Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com FOR IMMEDIATE RELEASE TravelCenters of America Inc. Announces Third Quarter 2021 Financial Results Company Delivers Continued Financial Improvement Over Prior Year ?Net Income of $22.2 Million Improved $13.5 Million Over Prior Year ?Net Income Per Share of Common Stock Attributable to Common Stockho |
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| November 1, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 1, 2021 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Com |
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| August 3, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact |
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| August 2, 2021 |
Exhibit 99.1 Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com FOR IMMEDIATE RELEASE TravelCenters of America Inc. Announces Second Quarter 2021 Financial Results Company Delivers Significant Financial Improvement in Second Quarter ?Net Income of $28.9 Million Improved $26.8 Million Over Prior Year ?Net Income Per Share of Common Stock Attributable to Common St |
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| August 2, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 2, 2021 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commi |
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| June 14, 2021 |
TravelCenters of America Inc. Second Amended and Restated 2016 Equity Compensation Plan Exhibit 10.1 TRAVELCENTERS OF AMERICA INC. SECOND AMENDED AND RESTATED 2016 EQUITY COMPENSATION PLAN, AS AMENDED 1. PURPOSE The purpose of this TravelCenters of America Inc. Second Amended and Restated 2016 Equity Compensation Plan, as amended (the "Plan") is to encourage employees, officers, directors and other individuals (whether or not employees) who render services to TravelCenters of America |
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| June 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2021 TravelCenters of America Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-33274 (Commission File N |
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| June 14, 2021 |
Exhibit 10.2 TRAVELCENTERS OF AMERICA INC. Summary of Director Compensation Annual Retainer for Independent Directors: $75,000 Share Grants for all Directors: 3,000 annually to be granted on the day of the first board meeting following the Annual Meeting of Stockholders (or, for Directors who are first elected or appointed at other times, on the day of the first board meeting attended) Lead Indepe |
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| June 10, 2021 |
As filed with the Securities and Exchange Commission on June 10, 2021 As filed with the Securities and Exchange Commission on June 10, 2021 Registration No. |
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| May 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) Definitive Prox |
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| May 4, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact |
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| May 4, 2021 |
Exhibit 10.3 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO TRAVELCENTERS OF AMERICA INC. IF PUBLICLY DISCLOSED. AMENDED AND RESTATED AMENDMENT TO COMDATA MERCHANT AGREEMENT This Amended and Restated Amendment to Comdata Merchant Agreement (?Amendment?) is made and entered into as |
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| May 4, 2021 |
Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO TRAVELCENTERS OF AMERICA INC. IF PUBLICLY DISCLOSED. Comdata Merchant Agreement Company TA Operating LLC d/b/a TravelCenters of America & Petro Stopping Centers Date Address 24601 Center Ridge Road, Suite 200 Loc. Code Cit |
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| May 4, 2021 |
Exhibit 10.1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 4 This is a First Amendment to Second Amended and Restated Lease Agreement No. 4 dated as of March 9, 2021 (this ?First Amendment?) by and between HPT TA Properties Trust, a Maryland real estate investment trust and HPT TA Properties LLC, a Maryland limited liability company (collectively, ?Landlord?) and TA Operating |
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| May 3, 2021 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America Inc. Announces First Quarter 2021 Financial Results Net Loss of $5.7 Million Improved $12.8 Million for the 2021 First Quarter Over Prior Year Period Net Loss Per Share of Common Stock Attributable to Common Stockholders of $0.40 Improved $1.83 for the |
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| May 3, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 3, 2021 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commissi |
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| April 6, 2021 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) Definitive Prox |
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| April 5, 2021 |
TRAVELCENTERS OF AMERICA INC. 24601 Center Ridge Road Westlake, Ohio 44145-5639 April 5, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 RE: TravelCenters of America Inc. Registration Statement on Form S-3 (File No. 333-253662) Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the |
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| February 26, 2021 |
TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 26, 2021 Registration No. |
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| February 26, 2021 |
Exhibit 10.30 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO TRAVELCENTERS OF AMERICA INC. IF PUBLICLY DISCLOSED. Second Amendment to the Comdata Merchant Agreement This Second Amendment (?Amendment?) is dated December 4, 2020 (?2020 Amendment Date?) and constitutes an amendment to |
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| February 26, 2021 |
Exhibit 10.29 TRAVELCENTERS OF AMERICA INC. RESTRICTED STOCK AGREEMENT This Restricted Stock Agreement (this ?Agreement?) is made as of ?DATE?, between ?NAME? (the ?Recipient?) and TravelCenters of America Inc. (the ?Company?). In consideration of the mutual promises and covenants contained in this Agreement, and for other valuable consideration, the receipt and sufficiency of which are hereby ack |
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| February 26, 2021 |
Form of Senior Indenture (including form of Senior Note) Exhibit 4.15 TRAVELCENTERS OF AMERICA INC. TO [ ] Indenture Dated as of , 202[ ] Senior Debt Securities Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: Trust Indenture Act Section Indenture Section ? 310(a)(1) 6.09 (a)(2) 6.09 (a)(3) Not Applicable (a)(4) Not Applicable (b) 6.08, 6.10 ? 311(a) 6.13 (b) 6.13 ? 312(a) 7.01 7.02 |
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| February 26, 2021 |
EX-25.1 7 tm217794d2ex25-1.htm EXHIBIT 25.1 Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ¨ U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its |
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| February 26, 2021 |
Form of Subordinated Indenture (including form of Subordinated Note) Exhibit 4.16 TRAVELCENTERS OF AMERICA INC. TO [ ] Indenture Dated as of , 202[ ] Subordinated Debt Securities Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: Act Section Indenture Section ? 310(a)(1) 6.09 (a)(2) 6.09 (a)(3) Not Applicable (a)(4) Not Applicable (b) 6.08, 6.10 ? 311(a) 6.13 (b) 6.13 ? 312(a) 7.01 7.02 (b) 7.02 ( |
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| February 26, 2021 |
of America Inc. (filed herewith) Exhibit 21.1 TravelCenters of America Inc. Consolidated Subsidiaries As of December 31, 2020 Name of Subsidiary Jurisdiction of Organization TA Operating LLC Delaware TA Franchise Systems LLC Delaware Petro Franchise Systems LLC Delaware TA Operating Nevada LLC Nevada TA Operating Montana LLC Delaware TravelCentres Canada Corporation Ontario, Canada TravelCentres Canada, Inc. Ontario, Canada Trave |
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| February 26, 2021 |
Description of Securities of the Registrant ( Exhibit 4.10 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2020, TravelCenters of America Inc. (?we,? ?us? and ?our?) had four classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) shares of common stock, $0.001 par value per share (?comm |
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| February 26, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. |
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| February 25, 2021 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America Inc. Announces Fourth Quarter and Full Year 2020 Financial Results Net Loss of $7.2 Million and Net Loss Per Share of Common Stock Attributable to Common Stockholders of $0.42 for the 2020 Fourth Quarter Adjusted EBITDA Increased 36.1% for the 2020 Four |
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| February 25, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 25, 2021 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Co |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TravelCenters of America Inc. (Name of Issuer) Shares of Common Stock, $0.001 par value (Title of Class of Securities) 89421B109 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d –1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d–2. (Amendment No. )* TravelCenters of America Inc. (Name of Issuer) Common (Title of Class of Securities) 89421B109 (CUSIP Number) January 26, 2021 (Date of Event Which Require |
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| January 19, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 12)* TravelCenters of America Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 89421B 109 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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| December 16, 2020 |
Exhibit 10.2 [Execution] AMENDMENT NO. 4 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND RELEASE AMENDMENT NO. 4 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND RELEASE (this “Amendment”), dated as of December 14, 2020, by and among TravelCenters of America Inc., a Maryland corporation which was formerly a Delaware limited liability company known as TravelCenters of America LLC (“P |
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| December 16, 2020 |
Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT dated as of December 14, 2020 among TRAVELCENTERS OF AMERICA INC., as the Borrower, THE LENDERS PARTY HERETO, CITIBANK, N.A., as Administrative Agent and DELAWARE TRUST COMPANY, as Collateral Agent CITIBANK, N.A., BOFA SECURITIES, INC., PNC CAPITAL MARKETS LLC, U.S. BANK NATIONAL ASSOCIATION and WELLS FARGO SECURITIES, LLC as Joint Lead Arrangers and |
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| December 16, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or other jurisdiction of incorporation) 001-33274 (Commission Fi |
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| November 4, 2020 |
EX-99.1 2 a20200930exhibit991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America Inc. Announces Third Quarter 2020 Financial Results Net Income Per Share of Common Stock Attributable to Common Stockholders of $0.61 for the 2020 Third Quarter Adjusted Net Income Per Share of Common Stock Attr |
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| November 4, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (E |
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| November 4, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 4, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Com |
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| October 13, 2020 |
TA / TravelCenters of America LLC / SCW Capital Management, LP - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TravelCenters of America Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 89421B109 (CUSIP Number) October 8, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| September 30, 2020 |
TA / TravelCenters of America LLC / SCW Capital Management, LP - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TravelCenters of America Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 89421B109 (CUSIP Number) September 21, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| September 30, 2020 |
Joint Filing Agreement (filed herewith). EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT September 30, 2020 Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulat |
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| August 5, 2020 |
Exhibit 10.4 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”) made as of June 28, 2020, by and between TravelCenters of America Inc., a Maryland corporation (the “Company”), and The RMR Group LLC, a Maryland limited liability company (the “Purchaser”). WHEREAS, the Company has filed a registration statement on Form S-3 (File No. 333-223310) under the Securities Act of 1933, as amended |
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| August 5, 2020 |
Exhibit 10.3 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”) made as of June 28, 2020, by and between TravelCenters of America Inc., a Maryland corporation (the “Company”), and Service Properties Trust, a Maryland real estate investment trust (the “Purchaser”). WHEREAS, the Company has filed a registration statement on Form S-3 (File No. 333-223310) under the Securities Act of 1933, |
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| August 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 5, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 5, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact |
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| August 5, 2020 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America Inc. Announces Second Quarter 2020 Financial Results Fuel Gross Margin Increased 19.6% and Adjusted Fuel Gross Margin Increased 9.6% for the 2020 Second Quarter Net Income Increased 78.3%, Adjusted EBITDA Increased 22.1% and Adjusted EBITDAR Increased 6 |
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| July 2, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or other jurisdiction of incorporation) 001-33274 (Commission file n |
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| July 2, 2020 |
Exhibit 1.1 6,100,000 Shares of Common Stock TRAVELCENTERS OF AMERICA INC. (a Maryland corporation) Common Stock par value $0.001 per share UNDERWRITING AGREEMENT June 30, 2020 Citigroup Global Markets Inc. c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 as Representative of the several Underwriters set forth in Schedule A hereto Ladies and Gentlemen: TravelCenters |
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| July 2, 2020 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. |
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| June 29, 2020 |
SUBJECT TO COMPLETION, DATED JUNE 29, 2020 Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. |
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| June 26, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 22, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction (Commission File Number) |
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| June 26, 2020 |
Investor Presentation June 2020 Exhibit 99.1 Investor Presentation June 2020 Warning Concerning Forward - Looking Statements and Non - GAAP Financial Measures This presentation contains statements that constitute forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws . Whenever we use words such as "believe," "expect," "anticipate," "intend," "plan," "est |
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| June 26, 2020 |
Exhibit 3.1 TRAVELCENTERS OF AMERICA INC. ARTICLES OF AMENDMENT TravelCenters of America Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended by deleting therefrom the first two sentences of Section 5.1 of Article V and inserting in lieu thereo |
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| June 15, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 15, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-33274 (Commission File N |
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| June 15, 2020 |
Investor Presentation June 2020 EX-99.1 2 tm2022584d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Investor Presentation June 2020 Warning Concerning Forward - Looking Statements and Non - GAAP Financial Measures This presentation contains statements that constitute forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws . Whenever we use words such as "believe," " |
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| May 22, 2020 |
TravelCenters of America Inc. Second Amended and Restated 2016 Equity Compensation Plan EX-10.1 2 tm2020699d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 TRAVELCENTERS OF AMERICA INC. SECOND AMENDED AND RESTATED 2016 EQUITY COMPENSATION PLAN Effective May 21, 2020 1. PURPOSE The purpose of this TravelCenters of America Inc. Second Amended & Restated 2016 Equity Compensation Plan (the “Plan”) is to encourage employees, officers, directors and other individuals (whether or not employees) who r |
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| May 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in Its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-33274 (Commission File Nu |
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| May 22, 2020 |
EX-10.2 3 tm2020699d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 TRAVELCENTERS OF AMERICA INC. Summary of Director Compensation Annual Retainer for Independent Directors: $75,000 Share Grants for all Directors: 3,000 annually to be granted on the day of the first board meeting following the Annual Meeting of Stockholders (or, for Directors who are first elected or appointed at other times, on the day of |
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| May 21, 2020 |
As filed with the Securities and Exchange Commission on May 21, 2020 Registration No. |
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| May 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) Definitive Prox |
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| May 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 5, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 5, 2020 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America Inc. Announces First Quarter 2020 Financial Results Fuel Sales Volume Increased 3.6% for the 2020 First Quarter Fuel Gross Margin Increased 9.6% for the 2020 First Quarter Westlake, OH (May 5, 2020): TravelCenters of America Inc. (Nasdaq: TA) today anno |
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| May 5, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact |
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| April 2, 2020 |
TA / TravelCenters of America LLC DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) Definitive Prox |
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| April 2, 2020 |
Definitive Proxy Statement for our 2020 Annual Meeting of Stockholders filed on April 2, 2020 Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 4, 2020 |
Exhibit 10.1 February 28, 2020 Mr. William E. Myers 13429 Cliff Drive Lakewood, OH 44107 Dear Bill: You, TravelCenters of America Inc. (“TA”) and The RMR Group LLC (“RMR”) are entering into this letter agreement (this “Agreement”) to confirm the terms and conditions of your separation of employment from TA and RMR on February 28, 2020 (the “Separation Date”). I. SEPARATION A. Separation from TA. E |
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| March 4, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 3, 2020 TravelCenters of America Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-33274 (Commission file n |
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| March 2, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 28, 2020 TravelCenters of America Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-33274 (Commission fi |
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| February 25, 2020 |
Subsidiaries of TravelCenters of America Inc. (filed herewith) Exhibit 21.1 TravelCenters of America Inc. Consolidated Subsidiaries As of December 31, 2019 Name of Subsidiary Jurisdiction of Organization TravelCenters of America Holding Company LLC Delaware TA Operating LLC Delaware TA Franchise Systems LLC Delaware Petro Franchise Systems LLC Delaware TA Operating Nevada LLC Nevada TA Operating Montana LLC Delaware TravelCentres Canada Corporation Ontario, C |
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| February 25, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 25, 2020 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Co |
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| February 25, 2020 |
Exhibit 10.85 TRAVELCENTERS OF AMERICA INC. RESTRICTED STOCK AGREEMENT This Restricted Stock Agreement (this “Agreement”) is made as of “DATE”, between “NAME” (the “Recipient”) and TravelCenters of America Inc. (the “Company”). In consideration of the mutual promises and covenants contained in this Agreement, and for other valuable consideration, the receipt and sufficiency of which are hereby ack |
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| February 25, 2020 |
Form of Indemnification Agreement ( Exhibit 10.57 TRAVELCENTERS OF AMERICA INC. INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”), effective as of [ , 20] (the “Effective Date”), by and between TravelCenters of America Inc., a Maryland corporation (the “Company”), and [] (“Indemnitee”). WHEREAS, Indemnitee currently serves as a director and/or officer of the Company and may, in connection therewith, be subj |
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| February 25, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33274 TravelCenters of America Inc. |
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| February 25, 2020 |
The TravelCenters of America Inc. 2016 Equity Compensation Plan, as amended (filed herewith) Exhibit 10.86 TRAVELCENTERS OF AMERICA INC. AMENDED AND RESTATED 2016 EQUITY COMPENSATION PLAN 1.PURPOSE The purpose of this TravelCenters of America Inc. Amended & Restated 2016 Equity Compensation Plan (the "Plan") is to encourage employees, officers, directors and other individuals (whether or not employees) who render services to TravelCenters of America Inc., a Maryland corporation (the "Comp |
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| February 25, 2020 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America Inc. Announces Fourth Quarter and Full Year 2019 Financial Results Fuel Sales Volume Increased 5.3% for the 2019 Fourth Quarter TA Recognized $70.2 million Federal Biodiesel Blenders' Tax Credit Nonfuel Gross Margin Increased 1.4% for the 2019 Fourth Qu |
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| February 25, 2020 |
Description of Securities of the Registrant (filed herewith) Exhibit 4.10 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2019, TravelCenters of America Inc. (“we,” “us” and “our”) had four classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) shares of common stock, $0.001 par value per share (“comm |
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| December 16, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 13, 2019 TravelCenters of America Inc. (Exact name of registrant as specified in its charter) Maryland 001-33274 20-5701514 (State or other jurisdiction of incorporation) (Co |
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| December 16, 2019 |
Exhibit 10.1 December 13, 2019 Mr. Andrew J. Rebholz 18054 Spyglass Hill Drive Strongsville, Ohio 44136 Dear Andy: You, TravelCenters of America Inc. (“TA”) and The RMR Group LLC (“RMR”) are entering into this letter agreement (this “Agreement”) to confirm the terms and conditions of your retirement from TA and RMR on June 30, 2020 (the “Retirement Date”). I. TRANSITION PERIOD AND RETIREMENT A. Re |
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| November 5, 2019 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristin Brown, Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America Inc. Announces Third Quarter 2019 Financial Results Third Quarter Income From Continuing Operations Increased 17.8%; Fuel Sales Volume Increased 4.3%; TA Enters IHOP Agreement to Rebrand 94 Restaurants to IHOP Brand Westlake, OH (November 5, 2019): Trav |
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| November 5, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 5, 2019 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Com |
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| November 5, 2019 |
Exhibit 10.4 SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 3, dated as of October 14, 2019, by and between HPT TA PROPERTIES TRUST and HPT TA PROPERTIES LLC, AS LANDLORD, AND TA OPERATING LLC, AS TENANT {S2482626; 4} TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 1.1 AAA 1 1.2 Additional Charges 1 1.3 Additional Rent 1 1.4 Affiliated Person 1 1.5 Agreement 2 1.6 Appellate Rules 2 1.7 Applicable |
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| November 5, 2019 |
Exhibit 10.7 AMENDED AND RESTATED GUARANTY AGREEMENT (Second Amended and Restated Lease Agreement No. 1) THIS AMENDED AND RESTATED GUARANTY AGREEMENT (this “Agreement”) is made and given as of October 14, 2019 (the “Effective Date”), by TravelCenters of America Inc., a Maryland corporation (the “Guarantor”), for the benefit of HPT TA Properties Trust, a Maryland real estate investment trust, and H |
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| November 5, 2019 |
Exhibit 10.11 AMENDED AND RESTATED GUARANTY AGREEMENT (Amended and Restated Lease Agreement No. 5) THIS AMENDED AND RESTATED GUARANTY AGREEMENT (this “Agreement”) is made and given as of October 14, 2019 (the “Effective Date”), by TRAVELCENTERS OF AMERICA, INC., a Maryland corporation (the “Guarantor”), for the benefit of HIGHWAY VENTURES PROPERTIES TRUST, a Maryland real estate investment trust, |
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| November 5, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 20-5701514 (State or Other Jurisdi |
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| November 5, 2019 |
Exhibit 10.5 SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 4, dated as of October 14, 2019, by and between HPT TA PROPERTIES TRUST and HPT TA PROPERTIES LLC, AS LANDLORD, AND TA OPERATING LLC, AS TENANT {S2485707; 3} TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 1.1 AAA 1 1.2 Additional Charges 1 1.3 Additional Rent 1 1.4 Affiliated Person 1 1.5 Agreement 2 1.6 Appellate Rules 2 1.7 Applicable |
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| November 5, 2019 |
Exhibit 10.8 AMENDED AND RESTATED GUARANTY AGREEMENT (Second Amended and Restated Lease Agreement No. 2) THIS AMENDED AND RESTATED GUARANTY AGREEMENT (this “Agreement”) is made and given as of October 14, 2019 (the “Effective Date”), by TravelCenters of America Inc., a Maryland corporation (the “Guarantor”), for the benefit of HPT TA Properties Trust, a Maryland real estate investment trust, and H |
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| November 5, 2019 |
Exhibit 10.2 SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 1, dated as of October 14, 2019, by and between HPT TA PROPERTIES TRUST and HPT TA PROPERTIES LLC, AS LANDLORD, AND TA OPERATING LLC, AS TENANT {S2482617; 4} TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 1.1 AAA 1 1.2 Additional Charges 1 1.3 Additional Rent 1 1.4 Affiliated Person 1 1.5 Agreement 2 1.6 Appellate Rules 2 1.7 Applicable |
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| November 5, 2019 |
Exhibit 10.3 SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 2, dated as of October 14, 2019, by and between HPT TA PROPERTIES TRUST and HPT TA PROPERTIES LLC, AS LANDLORD, AND TA OPERATING LLC, AS TENANT {S2482620; 4} TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 1.1 AAA 1 1.2 Additional Charges 1 1.3 Additional Rent 1 1.4 Affiliated Person 1 1.5 Agreement 2 1.6 Appellate Rules 2 1.7 Applicable |
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| November 5, 2019 |
Exhibit 10.6 AMENDED AND RESTATED LEASE AGREEMENT NO. 5, dated as of October 14, 2019, by and among HIGHWAY VENTURES PROPERTIES TRUST and HIGHWAY VENTURES PROPERTIES LLC, AS LANDLORD, AND TA OPERATING LLC, AS TENANT {S2476555; 12} TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 1.1 AAA 1 1.2 Additional Charges 1 1.3 Additional Rent 1 1.4 Affiliated Person 1 1.5 Agreement 2 1.6 Appellate Rules 2 1.7 |
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| November 5, 2019 |
Exhibit 10.9 AMENDED AND RESTATED GUARANTY AGREEMENT (Second Amended and Restated Lease Agreement No. 3) THIS AMENDED AND RESTATED GUARANTY AGREEMENT (this “Agreement”) is made and given as of October 14, 2019 (the “Effective Date”), by TravelCenters of America Inc., a Maryland corporation (the “Guarantor”), for the benefit of HPT TA Properties Trust, a Maryland real estate investment trust, and H |
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| November 5, 2019 |
Exhibit 10.10 AMENDED AND RESTATED GUARANTY AGREEMENT (Second Amended and Restated Lease Agreement No. 4) THIS AMENDED AND RESTATED GUARANTY AGREEMENT (this “Agreement”) is made and given as of October 14, 2019 (the “Effective Date”), by TravelCenters of America Inc., a Maryland corporation (the “Guarantor”), for the benefit of HPT TA Properties Trust, a Maryland real estate investment trust, and |
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| August 15, 2019 |
TA / TravelCenters of America LLC 15-12B - - 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-33274 TRAVELCENTERS OF AMERICA INC. (Exact name of registrant as specifi |
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| August 5, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 5, 2019 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 5, 2019 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Katie Strohacker, Senior Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America Inc. Announces Second Quarter 2019 Financial Results Second Quarter Fuel Sales Volume Increased 3.3% Fuel Gross Margin Increased 3.3% Westlake, OH (August 5, 2019): TravelCenters of America Inc. (Nasdaq: TA) today announced financial results f |
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| August 5, 2019 |
Exhibit 10.1 TRAVELCENTERS OF AMERICA LLC Summary of Director Compensation Annual Retainer for Independent Directors: $75,000 Share Grants for all Directors: 10,000 annually to be granted on the day of the first board meeting following the Annual Meeting of Shareholders (or, for Directors who are first elected or appointed at other times, on the day of the first board meeting attended) Lead Indepe |
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| August 5, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 Commission File Number: 001-33274 TravelCenters of America Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 20-5701514 (State or Other Jurisdiction |
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| August 1, 2019 |
TA / TravelCenters of America LLC POS AM - - POS AM As filed with the Securities and Exchange Commission on August 1, 2019. Registration Statement No. 333-223310 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TRAVEL CENTERS OF AMERICA INC. (Exact name of registrant as specified in its charter) Maryland 20-5701514 (State or oth |
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| August 1, 2019 |
Form of Subordinated Indenture (including form of Subordinated Note) Exhibit 4.13 TRAVELCENTERS OF AMERICA INC. TO [ ] Indenture Dated as of , 20[ ] Subordinated Debt Securities Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: Act Section Indenture Section § 310(a)(1) 6.09 (a)(2) 6.09 (a)(3) Not Applicable (a)(4) Not Applicable (b) 6.08, 6.10 § 311(a) 6.13 (b) 6.13 § 312(a) 7.01 7.02 (b) 7.02 (c |
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| August 1, 2019 |
Form of Senior Indenture (including form of Senior Note) EXHIBIT 4.12 TRAVELCENTERS OF AMERICA INC. TO [ ] Indenture Dated as of , 20[ ] Senior Debt Securities Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: Trust Indenture Act Section Indenture Section § 310(a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (b) 608, 610 § 311(a) 613 (b) 613 § 312(a) 701 702 (b) 702 ( |
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| August 1, 2019 |
Exhibit 4.3 Number *0* Shares *0* SEE REVERSE FOR IMPORTANT NOTICE ON TRANSFER RESTRICTIONS AND OTHER INFORMATION THIS CERTIFICATE IS TRANSFERABLE CUSIP IN THE CITIES OF TRAVELCENTERS OF AMERICA INC. a Corporation Formed Under the Laws of the State of Maryland THIS CERTIFIES THAT **Specimen** is the owner of **Zero (0)** fully paid and nonassessable shares of Common Stock, $0.001 par value per sha |
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| August 1, 2019 |
TA / TravelCenters of America LLC S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on August 1, 2019 Registration No. |
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| August 1, 2019 |
TA / TravelCenters of America LLC S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on August 1, 2019 Registration No. |
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| August 1, 2019 |
TA / TravelCenters of America LLC S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on August 1, 2019 Registration No. |
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| August 1, 2019 |
TA / TravelCenters of America LLC S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on August 1, 2019 Registration No. |
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| August 1, 2019 |
TA / TravelCenters of America LLC S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on August 1, 2019 Registration No. |
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| August 1, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 TRAVELCENTERS OF AMERICA INC. (Exact name of registrant as specified in its charter) Maryland 20-5701514 (State or other jurisdiction of incorporation or organization) (I.R.S. E |
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| August 1, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 TRAVELCENTERS OF AMERICA INC. (Exact name of registrant as specified in its charter) Maryland 20-5701514 (State or other jurisdiction of incorporation or organization) (I.R.S. E |
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| August 1, 2019 |
Exhibit 99.2 RISK FACTORS The risk factors set forth below are being filed for the purpose of modifying and supplementing certain of the risk factors disclosed under the heading “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018, filed with the Securities and Exchange Commission, or the SEC, on February 26, 2019, or our 2018 Annual Report, to reflect (i) o |
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| August 1, 2019 |
EX-99.1 3 a19-163172ex99d1.htm EX-99.1 Exhibit 99.1 DESCRIPTION OF STOCK The following is a summary description of the material terms of our stock, based on our charter (“Charter”), Bylaws (“Bylaws”) and Maryland law. This summary does not purport to be complete and is qualified in its entirety by the provisions of our Charter and Bylaws, copies of which have been previously filed by us with the S |
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| August 1, 2019 |
EX-4.1 2 a19-163172ex4d1.htm EX-4.1 Exhibit 4.1 FOURTH SUPPLEMENTAL INDENTURE by and between TRAVELCENTERS OF AMERICA INC. (as successor by statutory conversion to TRAVELCENTERS OF AMERICA LLC) and U.S. BANK NATIONAL ASSOCIATION DATED AS OF AUGUST 1, 2019 TO THE INDENTURE DATED AS OF JANUARY 15, 2013 STATUTORY CONVERSION OF ISSUER TRAVELCENTERS OF AMERICA INC. This FOURTH SUPPLEMENTAL INDENTURE (t |
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| August 1, 2019 |
MATERIAL UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS Exhibit 99.3 MATERIAL UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS The following is a summary of the material United States federal income tax considerations relating to the completion of the conversion (the “Conversion”) of TravelCenters of America Inc. from a Delaware limited liability company named TravelCenters of America LLC into a Maryland corporation named TravelCenters of America Inc. ( |
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| August 1, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 1, 2019 Date of Report (Date of earliest event reported) TRAVELCENTERS OF AMERICA INC. (Exact name of registrant as specified in its charter) Maryland 001-33274 20-5701514 (State of Incorporation) (Commission File Number) (IRS |
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| July 30, 2019 |
TRAVELCENTERS OF AMERICA INC. As Amended and Restated August 1, 2019 Exhibit 99.5 TRAVELCENTERS OF AMERICA INC. BYLAWS As Amended and Restated August 1, 2019 Table of Contents Page ARTICLE I OFFICES 1 Section 1.1 Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 Section 2.1 Place 1 Section 2.2 Annual Meeting 1 Section 2.3 Special Meetings 1 Section 2.4 Notice of Regular or Special Meetings 3 Section 2.5 Notice of Adjourned Meetings 3 Section 2.6 Meeting Business 4 Se |
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| July 30, 2019 |
Exhibit 99.2 CERTIFICATE OF CONVERSION OF TRAVELCENTERS OF AMERICA LLC PURSUANT TO SECTION 18-216 OF THE DELAWARE LIMITED LIABILITY COMPANY ACT This Certificate of Conversion is being duly executed and filed by TravelCenters of America LLC, a Delaware limited liability company (the “LLC”), to convert the LLC to TravelCenters of America Inc., a Maryland corporation (the “Corporation”), under the De |
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| July 30, 2019 |
Exhibit 99.3 ARTICLES OF CONVERSION converting TRAVELCENTERS OF AMERICA LLC a Delaware limited liability company to TRAVELCENTERS OF AMERICA INC. a Maryland corporation THIS IS TO CERTIFY THAT: FIRST: TravelCenters of America LLC is a Delaware limited liability company formed under the laws of the State of Delaware on October 10, 2006 (the “Converting Entity”) and, by virtue of these Articles of C |
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| July 30, 2019 |
EX-99.1 2 a19-163171ex99d1.htm EX-99.1 Exhibit 99.1 PLAN OF CONVERSION This PLAN OF CONVERSION (“Plan of Conversion”), adopted as of July 29, 2019, sets forth certain terms of the conversion of TravelCenters of America LLC, a Delaware limited liability company (the “Company”), to a Maryland corporation to be named “TravelCenters of America Inc.” (the “Corporation”), pursuant to the provisions of t |
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| July 30, 2019 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 30, 2019 Date of Report (Date of earliest event reported) TRAVELCENTERS OF AMERICA LLC (Exact name of registrant as specified in its charter) Delaware 001-33274 20-5701514 (State of Incorporation) (Commission File Number) (IRS E |
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| July 30, 2019 |
ARTICLES OF INCORPORATION OF TRAVELCENTERS OF AMERICA INC. ARTICLE I FORMATION AND NAME Exhibit 99.4 ARTICLES OF INCORPORATION OF TRAVELCENTERS OF AMERICA INC. ARTICLE I FORMATION AND NAME Section 1.1 Formation. The undersigned, Mark R. Young, whose address is Two Newton Place, 255 Washington Street, Suite 100, Newton, Massachusetts 02458, being at least 18 years of age, by these Articles of Incorporation and by Articles of Conversion effective as of 12:01 a.m., Eastern time, on Augu |
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| July 22, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 19, 2019 TRAVELCENTERS OF AMERICA LLC (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001—33274 20—5701514 (Commiss |
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| July 22, 2019 |
EX-10.1 2 a19-130741ex10d1.htm EX-10.1 Exhibit 10.1 [Execution] AMENDMENT NO. 3 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AMENDMENT NO. 3 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of July 19, 2019, by and among TravelCenters of America LLC, a Delaware limited liability company (“Parent”), TA Operating LLC, a Delaware limited liability company (“TA O |
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| June 21, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2019 TravelCenters of America LLC (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33274 20-5701514 (Commiss |
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| May 24, 2019 |
TravelCenters of America LLC Announces Annual Meeting Results and Plan to Convert to a Corporation Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Katie Strohacker, Senior Director, Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America LLC Announces Annual Meeting Results and Plan to Convert to a Corporation Westlake, OH (May 23, 2019): TravelCenters of America LLC (Nasdaq: TA) today announced the results of its 2019 Annual Meeting of Shareholders, which was held earlier today |
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| May 24, 2019 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2019 TravelCenters of America LLC (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33274 20-5701514 (Commissi |
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| May 24, 2019 |
Summary of Director Compensation Exhibit 10.1 TRAVELCENTERS OF AMERICA LLC Summary of Director Compensation Annual Retainer for Independent Directors: $75,000 Share Grants for all Directors: 10,000 annually to be granted on the day of the first board meeting following the Annual Meeting of Shareholders (or, for Directors who are first elected or appointed at other times, on the day of the first board meeting attended) Lead Indepe |
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| May 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 7, 2019 TravelCenters of America LLC (Exact Name of Registrant as Specified in Charter) Delaware 001-33274 20-5701514 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| May 7, 2019 |
The Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2019, dated May 7, 2019; Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 Commission File Number 001-33274 TravelCenters Of America LLC (Exact Name of Registrant as Specified in its Charter) Delaware 20-5701514 (State or Other Jurisdiction |
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| May 7, 2019 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Katie Strohacker, Senior Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America LLC Announces First Quarter 2019 Financial Results First Quarter Fuel Sales Volume Increased 3.0% Nonfuel Revenues Increased 4.0% Westlake, OH (May 7, 2019): TravelCenters of America LLC (Nasdaq: TA) today announced financial results for the t |
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| March 29, 2019 |
TA / TravelCenters of America LLC DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) Definitive Prox |
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| March 29, 2019 |
TA / TravelCenters of America LLC DEF 14A QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 26, 2019 |
EX-99.1 2 a20181231exhibit991.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Katie Strohacker, Senior Director of Investor Relations (617) 796-8251 www.ta-petro.com TravelCenters of America LLC Announces Fourth Quarter and Full Year 2018 Financial Results Loss from Continuing Operations for the Quarter Improved by $6.9 million, or 49.9% Sale of Minit Mart Stores Generated Net Proceed |
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| February 26, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 26, 2019 TRAVELCENTERS OF AMERICA LLC (Exact name of registrant as specified in its charter) Delaware 001-33274 20-5701514 (State or other jurisdiction of incorporation) (Com |
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| February 26, 2019 |
Subsidiaries of TravelCenters of America LLC (filed herewith) Exhibit 21.1 TravelCenters of America LLC Consolidated Subsidiaries As of December 31, 2018 Name of Subsidiary Jurisdiction of Organization TravelCenters of America Holding Company LLC Delaware TA Operating LLC Delaware TA Franchise Systems LLC Delaware Petro Franchise Systems LLC Delaware TA Operating Nevada LLC Nevada TA Operating Montana LLC Delaware TravelCentres Canada Corporation Ontario, Ca |
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| February 26, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Commission file number 001-33274 TRAVELCENTERS OF AMERICA LLC (Exact Name of Registrant as Specified in Its Charter) Delaware 20-5701514 (State or other jurisdiction of incorporation or organization) (I. |
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| January 29, 2019 |
EX-10.1 2 a19-36421ex10d1.htm EX-10.1 Exhibit 10.1 FOURTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 1 THIS FOURTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 1 (this “Amendment”) is made and entered into as of January 29, 2019, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as l |
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| January 29, 2019 |
EX-10.2 3 a19-36421ex10d2.htm EX-10.2 Exhibit 10.2 EIGHTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 2 THIS EIGHTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 2 (this “Amendment”) is made and entered into as of January 29, 2019, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as l |
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| January 29, 2019 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2019 TravelCenters of America LLC (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33274 20-5701514 (Comm |
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| January 23, 2019 |
Exhibit 10.3 SEVENTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 2 THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 2 (this “Amendment”) is made and entered into as of January 17, 2019, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as landlord (collectively, “Landlord”), |
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| January 23, 2019 |
Exhibit 10.9 AMENDMENT TO LEASE AGREEMENT THIS AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of January 23, 2019, by and among HPT PSC PROPERTIES TRUST, a Maryland real estate investment trust, and HPT PSC PROPERTIES LLC, a Maryland limited liability company (collectively, “Landlord”), and TA OPERATING LLC, a Delaware limited liability company (“Tenant”). W I T N E S S E T H : |
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| January 23, 2019 |
EX-10.2 3 a19-33271ex10d2.htm EX-10.2 Exhibit 10.2 THIRD AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 1 THIS THIRD AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 1 (this “Amendment”) is made and entered into as of January 23, 2019, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as lan |
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| January 23, 2019 |
Exhibit 10.8 AMENDMENT TO LEASE AGREEMENT THIS AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of January 17, 2019, by and among HPT PSC PROPERTIES TRUST, a Maryland real estate investment trust, and HPT PSC PROPERTIES LLC, a Maryland limited liability company (collectively, “Landlord”), and TA OPERATING LLC, a Delaware limited liability company (“Tenant”). W I T N E S S E T H : |
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| January 23, 2019 |
Exhibit 10.1 SECOND AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 1 THIS SECOND AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 1 (this “Amendment”) is made and entered into as of January 17, 2019, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as landlord (collectively, “Landlord”), an |
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| January 23, 2019 |
Exhibit 10.4 THIRD AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 3 THIS THIRD AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 3 (this “Amendment”) is made and entered into as of January 17, 2019, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as landlord (collectively, “Landlord”), and |
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| January 23, 2019 |
Exhibit 10.5 FOURTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 3 THIS FOURTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 3 (this “Amendment”) is made and entered into as of January 23, 2019, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as landlord (collectively, “Landlord”), an |
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| January 23, 2019 |
Exhibit 10.7 TENTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 4 THIS TENTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 4 (this “Amendment”) is made and entered into as of January 23, 2019 by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as landlord (collectively, “Landlord”), and T |
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| January 23, 2019 |
Exhibit 10.6 NINTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 4 THIS NINTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 4 (this “Amendment”) is made and entered into as of January 17, 2019, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as landlord (collectively, “Landlord”), and |
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| January 23, 2019 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2019 TravelCenters of America LLC (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33274 20-5701514 (Comm |
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| January 16, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2019 TravelCenters of America LLC (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33274 20-5701514 (Comm |
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| January 16, 2019 |
EX-10.2 3 a19-30331ex10d2.htm EX-10.2 Exhibit 10.2 SECOND TRANSACTION AGREEMENT by and among HOSPITALITY PROPERTIES TRUST, HPT TA PROPERTIES TRUST, HPT TA PROPERTIES LLC, HPT PSC PROPERTIES TRUST, HPT PSC PROPERTIES LLC, TRAVELCENTERS OF AMERICA LLC, TRAVELCENTERS OF AMERICA HOLDING COMPANY LLC and TA OPERATING LLC JANUARY 16, 2019 TABLE OF CONTENTS SECTION 1 DEFINITIONS 1 1.1 Definitions 1 SECTIO |
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| January 16, 2019 |
EX-99.1 5 a19-30331ex99d1.htm EX-99.1 Exhibit 99.1 Refuel. Replenish. Refresh. T R A V EL CEN T ER SO FA M ERI CA A s s e tP ur c ha s e sa ndLe a s eA m e ndm e n tswi thH P T J a n u a r y16,2019 1 2 W A R N I N GC ON C E R N I N GF OR W A R DL OOK I N GS T A T E M E N T S THIS PRESENTATION CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIE |
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| January 16, 2019 |
EX-10.3 4 a19-30331ex10d3.htm EX-10.3 Exhibit 10.3 THIRD TRANSACTION AGREEMENT by and among HOSPITALITY PROPERTIES TRUST, HPT TA PROPERTIES TRUST, HPT TA PROPERTIES LLC, TRAVELCENTERS OF AMERICA LLC, TRAVELCENTERS OF AMERICA HOLDING COMPANY LLC and TA OPERATING LLC JANUARY 16, 2019 TABLE OF CONTENTS SECTION 1 DEFINITIONS 1 1.1 Definitions 1 SECTION 2 TRANSACTION 4 2.1 Transaction 4 SECTION 3 REPRE |
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| January 16, 2019 |
Exhibit 10.1 FIRST TRANSACTION AGREEMENT by and among HOSPITALITY PROPERTIES TRUST, HPT TA PROPERTIES TRUST, HPT TA PROPERTIES LLC, HPT PSC PROPERTIES TRUST, HPT PSC PROPERTIES LLC, TRAVELCENTERS OF AMERICA LLC, TRAVELCENTERS OF AMERICA HOLDING COMPANY LLC and TA OPERATING LLC JANUARY 16, 2019 TABLE OF CONTENTS SECTION 1 DEFINITIONS 1 1.1 Definitions 1 SECTION 2 TRANSACTION 4 2.1 Transaction 4 2.2 |
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| December 27, 2018 |
TA / TravelCenters of America LLC U.S. Securities and Exchange Commission December 27, 2018 Page 1 VIA EDGAR December 27, 2018 Mr. Bill Thompson Accounting Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: TRAVELCENTERS OF AMERICA LLC Form 10-K for the Fiscal Year Ended December 31, 2017 Comment Letter Dated December 17, 2018 File No. 001-33274 Dear M |
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| December 6, 2018 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 5, 2018 TRAVELCENTERS OF AMERICA LLC (Exact name of registrant as specified in its charter) Delaware 001-33274 20-5701514 (State or other jurisdiction of incorporation) (Comm |
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| December 6, 2018 |
TravelCenters of America LLC Pro Forma Consolidated Financial Statements (Unaudited) Exhibit 99.1 TravelCenters of America LLC Pro Forma Consolidated Financial Statements (Unaudited) On September 1, 2018, TravelCenters of America LLC and its subsidiary, TA Operating LLC, which we collectively refer to as "TA" or "we", "us" and "our", entered into an Asset Purchase Agreement, or the "Agreement", with EG Retail (America), LLC and EG Group Limited, which we collectively refer to as " |
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| December 6, 2018 |
TA / TravelCenters of America LLC U.S. Securities and Exchange Commission December 6, 2018 Page 1 VIA EDGAR December 6, 2018 Mr. Bill Thompson Accounting Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: TRAVELCENTERS OF AMERICA LLC Form 10-K for the Fiscal Year Ended December 31, 2017 Response Dated November 16, 2018 File No. 001-33274 Dear Mr. Thomp |
