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 OR OTHERWISE.