Company Exits Non-Core Business for an Aggregate Sale Price of $330.8
WESTLAKE, Ohio–(BUSINESS WIRE)–TravelCenters of America LLC (Nasdaq: TA) today announced the completion
of its previously announced sale of 225 standalone convenience stores,
one standalone restaurant, five parcels of land and certain related
assets, or the convenience stores business, for an aggregate sale price
of $330.8 million. The estimated net proceeds of $321.4 million after
transaction related costs are expected to be used to reduce the
company’s future rent and/or interest payment obligations. Andrew J.
Rebholz, TA's Chief Executive Officer, made the following statement
regarding the disposition:
“This strategic divestment is a significant step in support of TA’s
strategy to be a more focused leader in the travel center industry. The
sale of the convenience stores business will allow us to address the
company’s leverage, focus more on our core travel centers business and
thoughtfully pursue our growth programs.”
The aggregate sale price amount is subject
to a customary post-closing adjustment based on the final working
capital balance, but TA currently expects that any such adjustment will
not be material.
A Form 8-K will be filed in conjunction with the sale that includes pro
forma financial statements.
About TravelCenters of America LLC:
TA's nationwide business includes travel centers located in 43 U.S.
states and in Canada and standalone restaurants in 13 states. TA's
travel centers operate under the "TravelCenters of America," "TA," "TA
Express," "Petro Stopping Centers" and "Petro" brand names and offer
diesel and gasoline fueling, restaurants, truck repair services,
travel/convenience stores and other services designed to provide
attractive and efficient travel experiences to professional drivers and
other motorists. TA's standalone restaurants operate principally under
the "Quaker Steak & Lube" brand name.
WARNING CONCERNING FORWARD LOOKING STATEMENTS
THIS PRESS RELEASE CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING
STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. WHENEVER TA USES WORDS
SUCH AS "BELIEVE," "EXPECT," "ANTICIPATE," "INTEND," "PLAN," "ESTIMATE,"
"WILL," "MAY" AND NEGATIVES OR DERIVATIVES OF THESE OR SIMILAR
EXPRESSIONS, TA IS MAKING FORWARD LOOKING STATEMENTS. THESE FORWARD
LOOKING STATEMENTS ARE BASED UPON TA'S PRESENT INTENT, BELIEFS OR
EXPECTATIONS, BUT FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO OCCUR
AND MAY NOT OCCUR. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE
CONTAINED IN OR IMPLIED BY TA'S FORWARD LOOKING STATEMENTS AS A RESULT
OF VARIOUS FACTORS. AMONG OTHERS, THE FORWARD LOOKING STATEMENTS WHICH
APPEAR IN THIS PRESS RELEASE THAT MAY NOT OCCUR INCLUDE:
- STATEMENTS THAT NET PROCEEDS OF $321.4 MILLION AFTER TRANSACTION
RELATED COSTS ARE EXPECTED TO BE USED TO REDUCE THE COMPANY’S FUTURE
RENT AND/OR INTEREST PAYMENT OBLIGATIONS MAY IMPLY THAT TA’S FUTURE
RENT AND/OR INTEREST PAYMENT OBLIGATIONS WILL BE REDUCED. HOWEVER, THE
USE OF PROCEEDS MAY DIFFER FROM TA’S CURRENT EXPECTATION AND TA’S
FUTURE RENT AND/OR INTEREST PAYMENT OBLIGATIONS MAY NOT BE REDUCED
AND, IF THEY ARE REDUCED, FUTURE INCREASES IN TA’S RENT AND/OR
INTEREST PAYMENT OBLIGATIONS MAY EXCEEDTHE REDUCTIONS. FURTHER, THE
AMOUNT OF NET PROCEEDS MAY BE LESS THAN $321.4 MILLION.
- THE STATEMENT THAT THE SALE OF THE NON-CORE BUSINESS WILL ALLOW TA TO
ADDRESS THE COMPANY’S LEVERAGE, FOCUS MORE ON ITS CORE TRAVEL CENTERS
BUSINESS AND PURSUE GROWTH PROGRAMS MAY IMPLY THAT TA WILL BE
SUCCESSFUL IN REDUCING THE COMPANY’S LEVERAGE, FOCUSING ON ITS CORE
TRAVEL CENTERS BUSINESS AND PURSUING GROWTH PROGRAMS BUT, IN FACT, TA
MAY NOT BE SUCCESSFUL IN ANY OR ALL OF THESE ACTIVITIES.
- THE STATEMENT THAT TA EXPECTS THE AMOUNT OF THE POST-CLOSING
ADJUSTMENT TO THE AGGREGATE SALES PRICE BASED ON THE FINAL WORKING
CAPITAL BALANCE WILL NOT BE MATERIAL. HOWEVER, THE AMOUNT OF ANY SUCH
ADJUSTMENT MAY BE MATERIAL.
THE INFORMATION CONTAINED IN TA'S PERIODIC REPORTS, INCLUDING TA'S
ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2017, WHICH
HAS BEEN FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, OR SEC,
AND TA'S QUARTERLY REPORTS ON FORM 10-Q FOR THE PERIODS ENDED MARCH 31,
2018, JUNE 30, 2018 AND SEPTEMBER 30, 2018, WHICH HAVE BEEN FILED WITH
THE SEC, UNDER THE CAPTION "RISK FACTORS," OR ELSEWHERE IN THOSE
REPORTS, OR INCORPORATED THEREIN, IDENTIFIES OTHER IMPORTANT FACTORS
THAT COULD CAUSE DIFFERENCES FROM TA'S FORWARD LOOKING STATEMENTS. TA'S
FILINGS WITH THE SEC ARE AVAILABLE ON THE SEC'S WEBSITE AT WWW.SEC.GOV.
YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS.
EXCEPT AS REQUIRED BY LAW, TA DOES NOT INTEND TO UPDATE OR CHANGE ANY
FORWARD LOOKING STATEMENT AS A RESULT OF NEW INFORMATION, FUTURE EVENTS
Senior Director of Investor Relations