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8-K - 8-K - TravelCenters of America Inc. /MD/a12-25693_18k.htm

Exhibit 99.1

 

GRAPHIC

 

FOR IMMEDIATE RELEASE

 

 

Contacts:

 

Timothy A. Bonang, Vice President of Investor Relations, or

 

Carlynn Finn, Senior Manager of Investor Relations

 

(617) 796-8251

 

www.tatravelcenters.com

 

TravelCenters of America LLC Announces Third Quarter 2012 Results

 

Westlake, OH (November 6, 2012): TravelCenters of America LLC (NYSE MKT: TA) today announced financial results for the three and nine months ended September 30, 2012.

 

At September 30, 2012, TA’s business included 242 sites, 171 of which were operated under the “TravelCenters of America” or “TA” brand names and 71 of which were operated under the “Petro Stopping Centers” or “Petro” brand name.

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands, except per share amounts)

 

Revenues

 

$

2,034,153

 

$

2,087,285

 

$

6,070,529

 

$

5,964,356

 

Net income

 

$

18,990

 

$

20,793

 

$

34,657

 

$

26,049

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

Basic and diluted

 

$

0.66

 

$

0.74

 

$

1.20

 

$

1.15

 

 

 

 

 

 

 

 

 

 

 

Supplemental Data:

 

 

 

 

 

 

 

 

 

Total fuel sales volume (gallons)

 

511,373

 

543,959

 

1,552,998

 

1,574,394

 

Total fuel revenues

 

$

1,666,810

 

$

1,734,621

 

$

5,039,010

 

$

4,989,927

 

Fuel gross margin

 

$

84,980

 

$

81,322

 

$

249,563

 

$

227,984

 

 

 

 

 

 

 

 

 

 

 

Total nonfuel revenues

 

$

363,402

 

$

348,790

 

$

1,020,299

 

$

963,676

 

Nonfuel gross margin

 

$

199,385

 

$

196,010

 

$

565,098

 

$

548,328

 

 

 

 

 

 

 

 

 

 

 

EBITDAR (1)

 

$

83,604

 

$

83,069

 

$

227,425

 

$

210,530

 

 


(1)  A reconciliation that shows the calculation of earnings before interest, taxes, depreciation, amortization and rent, or EBITDAR, from net income determined in accordance with generally accepted accounting principles, or GAAP, appears in the supplemental data below.

 

Business Commentary

 

TA’s net income of $19.0 million for the third quarter of 2012 decreased by $1.8 million as compared to the net income in the 2011 third quarter.  TA’s results included improvement in fuel margin, nonfuel revenues, nonfuel gross margin and EBITDAR, which increased by $0.5 million, or 0.6%, over the 2011 third quarter to $83.6 million in the 2012 third quarter, despite a decline in fuel sales volume.  Nonfuel revenues for the 2012 third quarter increased $14.6 million, or 4.2%, above the 2011 third quarter.  Fuel gross margin increased $3.7 million, or 4.5%, nonfuel gross margin increased $3.4 million, or 1.7%, and total gross margin increased $7.1 million, or 2.5%, each in the 2012 third quarter as compared to the 2011 third quarter.  The improvements in nonfuel revenues and gross margin in the third quarter of 2012 resulted, in large part, from the travel centers acquired or opened since July 1, 2011, increased fuel gross margin per gallon and increased customer spending for nonfuel products and services in TA’s travel centers.

 



 

Capital Investment

 

During the nine months ended September 30, 2012, TA made capital investments of $94.2 million for improvements to existing travel centers and $17.4 million to improve the travel centers TA acquired during 2011 and 2012.  During the nine months ended September 30, 2012, TA purchased nine travel centers and acquired the business of a sublease tenant franchisee for an aggregate of $41.2 million.  During the nine months ended September 30, 2012, TA sold to Hospitality Properties Trust, or HPT, $48.3 million of improvements at sites leased from HPT, which resulted in increased rent due to HPT under the lease terms.

 

Supplemental Data

 

In addition to the historical financial results prepared in accordance with GAAP, TA furnishes supplemental data that it believes may help investors better understand TA’s business.  Included in this supplemental data is same site operating data that includes operating data for the travel centers that were operated by TA continuously since the beginning of the earliest applicable periods presented.  A presentation of EBITDAR, and a reconciliation that shows the calculation of EBITDAR from net income, the most directly comparable financial measure calculated and presented in accordance with GAAP, also appears in the supplemental data.

 

Conference Call:

 

Later today, at 10:00 a.m. Eastern Time, TA will host a conference call to discuss its financial results and other activities for the three months ended September 30, 2012.  Following management’s remarks, there will be a question and answer period.

 

The conference call telephone number is (800) 230-1059.  Participants calling from outside the United States and Canada should dial (612) 234-9960.  No pass code is necessary to access the call from either number.  Participants should dial in about 15 minutes prior to the scheduled start of the call.  A replay of the conference call will be available for about a week after the call.  To hear the replay, dial (320) 365-3844.  The replay pass code is 260116.

 

A live audio webcast of the conference call will also be available in a listen only mode on our web site at www.tatravelcenters.com.  To access the webcast, participants should visit our web site about five minutes before the call.  The archived webcast will be available for replay on our web site for about one week after the call.

 

The recording and retransmission in any way of TA’s third quarter conference call is strictly prohibited without the prior written consent of TA.

 

About TravelCenters of America LLC:

 

TA’s travel centers operate under the “TravelCenters of America”, “TA”, “Petro Stopping Centers” and “Petro” brand names and offer diesel and gasoline fueling, restaurants, truck repair facilities, stores and other services.  TA’s nationwide business includes travel centers located in 41 U.S. states and in Canada.

 

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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.  ALSO, WHENEVER TA USES WORDS SUCH AS ‘‘BELIEVE’’, ‘‘EXPECT’’, ‘‘ANTICIPATE’’, ‘‘INTEND’’, ‘‘PLAN’’, ‘‘ESTIMATE’’ 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 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:

 

·                  THIS PRESS RELEASE STATES THAT THE IMPROVEMENT IN TA’S NONFUEL REVENUES AND GROSS MARGIN RESULTED IN LARGE PART FROM THE TRAVEL CENTERS ACQUIRED OR OPENED SINCE JULY 1, 2011, INCREASED FUEL MARGIN PER GALLON AND INCREASED CUSTOMER SPENDING FOR NONFUEL PRODUCTS AND SERVICES IN TA’S TRAVEL CENTERS.  AN IMPLICATION OF THESE STATEMENTS MAY BE THAT TA WILL BE ABLE TO OPERATE PROFITABLY IN THE FUTURE. IN FACT, THERE ARE MANY FACTORS WHICH WILL IMPACT TA’ S FUTURE OPERATIONS THAT MAY CAUSE TA TO OPERATE UNPROFITABLY IN ANNUAL AND/OR QUARTERLY PERIODS IN ADDITION TO THOSE STATED ITEMS, INCLUDING SOME FACTORS WHICH ARE BEYOND TA’S CONTROL SUCH AS SEASONALITY, THE CONDITION OF THE U.S. ECONOMY GENERALLY, THE FUTURE DEMAND FOR TA’S GOODS AND SERVICES AND COMPETITION IN TA’S BUSINESS; AND

 

·                  THIS PRESS RELEASE STATES THAT AT SEPTEMBER 30, 2012, TA HAD $101.6 MILLION OF CASH AND CASH EQUIVALENTS, THAT THERE WERE NO AMOUNTS OUTSTANDING UNDER TA’S BANK CREDIT FACILITY ON SEPTEMBER 30, 2012, AND THAT DURING THE NINE MONTHS ENDED SEPTEMBER 30, 2012, TA RECEIVED $48.3 MILLION FROM HPT FOR SALES TO HPT OF QUALIFYING IMPROVEMENTS UNDER TA’S LEASES WITH HPT.  THESE STATEMENTS MAY IMPLY THAT TA HAS ABUNDANT WORKING CAPITAL AND LIQUIDITY.  IN FACT, TA’S REGULAR OPERATIONS REQUIRE LARGE AMOUNTS OF WORKING CASH. AS OF SEPTEMBER 30, 2012, $58.2 MILLION OF TA’S BANK CREDIT FACILITY WAS USED TO PROVIDE LETTERS OF CREDIT TO TA’S SUPPLIERS, INSURERS AND TAXING AUTHORITIES AND TA HAS COLLATERALIZED ITS BANK FACILITY WITH SUBSTANTIALLY ALL OF TA’S CASH, ACCOUNTS RECEIVABLE, INVENTORIES, EQUIPMENT AND INTANGIBLE ASSETS. IN ADDITION, TA’S BUSINESS REQUIRES IT TO MAKE SIGNIFICANT CAPITAL EXPENDITURES TO MAINTAIN ITS COMPETITIVENESS AND HPT IS NOT OBLIGATED TO PURCHASE ANY FUTURE IMPROVEMENTS TA MAY MAKE TO ITS TRAVEL CENTERS IT LEASES FROM HPT.  ACCORDINGLY, TA MAY NOT HAVE SUFFICIENT WORKING CAPITAL OR LIQUIDITY.

 

THESE AND OTHER UNEXPECTED RESULTS MAY BE CAUSED BY VARIOUS FACTORS, SOME OF WHICH ARE BEYOND TA’S CONTROL, INCLUDING:

 

·                  THE IMPACT OF CHANGES IN THE ECONOMY AND THE CAPITAL MARKETS ON TA, ITS CUSTOMERS AND ITS FRANCHISEES;

 

·                  COMPLIANCE WITH, AND CHANGES TO, FEDERAL, STATE AND LOCAL LAWS AND REGULATIONS, ACCOUNTING RULES, TAX RATES AND SIMILAR MATTERS;

 

·                  COMPETITION WITHIN THE TRAVEL CENTER INDUSTRY;

 

·                  FUTURE FUEL PRICE INCREASES, FUEL PRICE VOLATILITY, COMPETITION OR OTHER FACTORS MAY CAUSE TA TO NEED MORE WORKING CAPITAL TO MAINTAIN ITS INVENTORIES AND CARRY ITS ACCOUNTS RECEIVABLE THAN TA NOW EXPECTS;

 

·                  THE ACQUISITION OF TRAVEL CENTERS MAY SUBJECT TA TO ADDITIONAL OR GREATER RISKS THAN TA’S CONTINUING OPERATIONS, INCLUDING THE ASSUMPTION OF UNKNOWN LIABILITIES;

 

·                  MOST OF TA’S TRUCKING CUSTOMERS TRANSACT BUSINESS WITH TA BY USE OF FUEL CARDS, WHICH ARE ISSUED BY THIRD PARTY FUEL CARD COMPANIES.  THE FUEL CARD INDUSTRY HAS ONLY A FEW SIGNIFICANT PARTICIPANTS.  FUEL CARD COMPANIES FACILITATE PAYMENTS TO TA, AND CHARGE TA FEES FOR THESE

 

3



 

SERVICES.  COMPETITION, OR LACK THEREOF, AMONG THE FUEL CARD COMPANIES MAY RESULT IN FUTURE INCREASES IN TA’S TRANSACTION FEE EXPENSES OR WORKING CAPITAL REQUIREMENTS, OR BOTH;

 

·                  IN THE PAST, INCREASES IN FUEL PRICES HAVE REDUCED THE DEMAND FOR THE PRODUCTS AND SERVICES THAT TA SELLS BECAUSE HIGH FUEL PRICES MAY HAVE ENCOURAGED FUEL CONSERVATION, DIRECTED FREIGHT BUSINESS AWAY FROM TRUCKING OR OTHERWISE ADVERSELY AFFECTED THE BUSINESS OF TA’S CUSTOMERS.  FUTURE INCREASES IN FUEL PRICES MAY HAVE SIMILAR AND OTHER ADVERSE EFFECTS ON TA’S BUSINESS AND SOME OF THESE PAST CONSEQUENCES MAY CONTINUE, WHICH MAY ADVERSELY AFFECT TA’S BUSINESS EVEN IF FUEL PRICES DO NOT INCREASE;

 

·                  TA’S SUPPLIERS MAY BE UNWILLING OR UNABLE TO MAINTAIN TA’S CURRENT TERMS FOR PURCHASES ON CREDIT.  IF TA IS UNABLE TO PURCHASE GOODS ON REASONABLE CREDIT TERMS, TA’S REQUIRED WORKING CAPITAL MAY INCREASE AND TA MAY INCUR MATERIAL LOSSES.  IN TIMES OF RISING FUEL AND NONFUEL PRICES, TA’S SUPPLIERS MAY BE UNWILLING OR UNABLE TO INCREASE THE CREDIT AMOUNTS THEY EXTEND TO TA, WHICH MAY REQUIRE TA TO INCREASE ITS WORKING CAPITAL INVESTMENT.  ALSO, IN LIGHT OF THE RECENT CREDIT MARKET CONDITIONS AND TA’S HISTORICAL OPERATING LOSSES, THE AVAILABILITY AND THE TERMS OF ANY CREDIT TA MAY BE ABLE TO OBTAIN ARE UNCERTAIN;

 

·                  TA IS ROUTINELY INVOLVED IN LITIGATION AND OTHER LEGAL MATTERS INCIDENTAL TO THE ORDINARY COURSE OF ITS BUSINESS.  DISCOVERY AND COURT DECISIONS DURING LITIGATION OFTEN HAVE UNANTICIPATED RESULTS.  LITIGATION IS EXPENSIVE AND DISTRACTING TO MANAGEMENT.  TA CAN PROVIDE NO ASSURANCE AS TO THE OUTCOME OF ANY OF THE LITIGATION MATTERS IN WHICH IT IS OR MAY BECOME INVOLVED;

 

·                  ACTS OF TERRORISM, GEOPOLITICAL RISKS, WARS, OUTBREAKS OF SO CALLED PANDEMICS OR OTHER MANMADE OR NATURAL DISASTERS BEYOND TA’S CONTROL MAY ADVERSELY AFFECT TA’S OPERATING RESULTS;

 

·                  ALTHOUGH TA BELIEVES THAT IT BENEFITS FROM ITS CONTINUING RELATIONSHIPS WITH HPT, REIT MANAGEMENT & RESEARCH LLC, OR RMR, AND THEIR AFFILIATED AND RELATED PERSONS AND ENTITIES, ACTUAL AND POTENTIAL CONFLICTS OF INTEREST WITH TA’S MANAGING DIRECTORS, HPT, RMR AND AFFILIATED AND RELATED PERSONS AND ENTITIES MAY PRESENT A CONTRARY PERCEPTION OR RESULT IN LITIGATION;

 

·                  AS A RESULT OF CERTAIN TRADING IN TA’S SHARES DURING 2007, TA EXPERIENCED AN OWNERSHIP CHANGE AS DEFINED BY SECTION 382 OF THE INTERNAL REVENUE CODE, OR THE CODE.  CONSEQUENTLY, TA IS UNABLE TO USE ITS NET OPERATING LOSS GENERATED IN 2007 TO OFFSET ANY FUTURE TAXABLE INCOME.  IF TA EXPERIENCES ADDITIONAL OWNERSHIP CHANGES, AS DEFINED IN THE CODE, ITS NET OPERATING LOSSES GENERATED AFTER 2007 COULD ALSO BE SUBJECT TO USAGE LIMITATIONS; AND

 

·                  TA’S LIMITED LIABILITY COMPANY AGREEMENT AND BYLAWS AND CERTAIN OF TA’S OTHER AGREEMENTS INCLUDE VARIOUS PROVISIONS WHICH MAY DETER A CHANGE OF CONTROL OF TA AND, AS A RESULT, TA’S SHAREHOLDERS MAY BE UNABLE TO REALIZE A TAKE OVER PREMIUM FOR THEIR SHARES.

 

TA ACCUMULATED A SIGNIFICANT DEFICIT DURING THE YEARS 2007 THROUGH 2010.  ALTHOUGH TA GENERATED NET INCOME FOR THE YEAR ENDED DECEMBER 31, 2011, AND THE NINE MONTHS ENDED SEPTEMBER 30, 2012, AND TA’S PLANS ARE INTENDED TO GENERATE NET INCOME IN FUTURE PERIODS, THERE CAN BE NO ASSURANCE THAT THESE PLANS WILL SUCCEED.

 

RESULTS THAT DIFFER FROM THOSE STATED OR IMPLIED BY TA’S FORWARD LOOKING STATEMENTS MAY ALSO BE CAUSED BY VARIOUS CHANGES IN TA’S BUSINESS OR MARKET CONDITIONS, AS DESCRIBED MORE FULLY IN TA’S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2011, UNDER “WARNING CONCERNING FORWARD LOOKING STATEMENTS,” AND “RISK FACTORS” AND UNDER “WARNING CONCERNING FORWARD LOOKING STATEMENTS” AND ELSEWHERE IN TA’S QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2012.  COPIES OF THAT TA ANNUAL REPORT ARE AVAILABLE, AND COPIES OF THAT TA QUARTERLY REPORT WILL BE AVAILABLE, AT THE WEBSITE OF THE U.S. SECURITIES AND EXCHANGE COMMISSION: WWW.SEC.GOV.

 

YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS.  EXCEPT AS REQUIRED BY LAW, TA UNDERTAKES NO OBLIGATION TO UPDATE OR REVISE ANY FORWARD LOOKING STATEMENTS AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.

 

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TRAVELCENTERS OF AMERICA LLC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in thousands, except per share data)

 

 

 

Three Months Ended September 30,

 

 

 

2012

 

2011

 

Revenues:

 

 

 

 

 

Fuel

 

$

1,666,810

 

$

1,734,621

 

Nonfuel

 

363,402

 

348,790

 

Rent and royalties

 

3,941

 

3,874

 

Total revenues

 

2,034,153

 

2,087,285

 

 

 

 

 

 

 

Cost of goods sold (excluding depreciation):

 

 

 

 

 

Fuel

 

1,581,830

 

1,653,299

 

Nonfuel

 

164,017

 

152,780

 

Total cost of goods sold (excluding depreciation)

 

1,745,847

 

1,806,079

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Site level operating

 

179,737

 

176,274

 

Selling, general & administrative

 

25,577

 

22,360

 

Real estate rent

 

49,185

 

48,202

 

Depreciation and amortization

 

12,874

 

11,770

 

Total operating expenses

 

267,373

 

258,606

 

 

 

 

 

 

 

Income from operations

 

20,933

 

22,600

 

 

 

 

 

 

 

Equity in income of equity investees

 

801

 

497

 

Acquisition costs

 

(189

)

 

Interest income

 

512

 

319

 

Interest expense

 

(2,638

)

(2,364

)

 

 

 

 

 

 

Income before income taxes

 

19,419

 

21,052

 

Provision for income taxes

 

429

 

259

 

Net income

 

$

18,990

 

$

20,793

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

Basic and diluted

 

$

 0.66

 

$

0.74

 

Weighted average shares outstanding:

 

 

 

 

 

Basic and diluted (1)

 

28,810

 

28,053

 

 


(1)             Includes unvested shares granted under our share award plan.

 

These financial statements should be read in conjunction with TA’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012, to be filed with the Securities and Exchange Commission, including the condensed consolidated financial statements and notes thereto that describe certain revisions to the financial information for the three months ended September 30, 2011, that TA determined are not material.

 

5



 

TRAVELCENTERS OF AMERICA LLC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in thousands, except per share data)

 

 

 

Nine Months Ended September 30,

 

 

 

2012

 

2011

 

Revenues:

 

 

 

 

 

Fuel

 

$

5,039,010

 

$

4,989,927

 

Nonfuel

 

1,020,299

 

963,676

 

Rent and royalties

 

11,220

 

10,753

 

Total revenues

 

6,070,529

 

5,964,356

 

 

 

 

 

 

 

Cost of goods sold (excluding depreciation):

 

 

 

 

 

Fuel

 

4,789,447

 

4,761,943

 

Nonfuel

 

455,201

 

415,348

 

Total cost of goods sold (excluding depreciation)

 

5,244,648

 

5,177,291

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Site level operating

 

525,962

 

511,035

 

Selling, general & administrative

 

73,110

 

65,768

 

Real estate rent

 

148,030

 

143,339

 

Depreciation and amortization

 

37,138

 

34,399

 

Total operating expenses

 

784,240

 

754,541

 

 

 

 

 

 

 

Income from operations

 

41,641

 

32,524

 

 

 

 

 

 

 

Equity in income of equity investees

 

1,263

 

714

 

Acquisition costs

 

(647

)

(446

)

Interest income

 

1,094

 

655

 

Interest expense

 

(7,632

)

(6,688

)

 

 

 

 

 

 

Income before income taxes

 

35,719

 

26,759

 

Provision for income taxes

 

1,062

 

710

 

Net income

 

$

34,657

 

$

26,049

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

Basic and diluted

 

$

1.20

 

$

1.15

 

Weighted average shares outstanding:

 

 

 

 

 

Basic and diluted (1)

 

28,793

 

22,687

 

 


(1)             Includes unvested shares granted under our share award plan.

 

These financial statements should be read in conjunction with TA’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012, to be filed with the Securities and Exchange Commission, including the condensed consolidated financial statements and notes thereto that describe certain revisions to the financial information for the nine months ended September 30, 2011, that TA determined are not material.

 

6



 

TRAVELCENTERS OF AMERICA LLC

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands)

 

 

 

September 30,

 

December 31,

 

 

 

2012

 

2011

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

101,610

 

$

118,255

 

Accounts receivable, net

 

176,782

 

130,672

 

Inventories

 

187,176

 

168,267

 

Other current assets

 

61,782

 

67,056

 

Total current assets

 

527,350

 

484,250

 

 

 

 

 

 

 

Property and equipment, net

 

555,612

 

479,943

 

Intangible assets, net

 

20,139

 

21,957

 

Other noncurrent assets

 

26,787

 

30,381

 

Total assets

 

$

1,129,888

 

$

1,016,531

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

199,533

 

$

149,051

 

Current HPT Leases liabilities

 

26,006

 

25,141

 

Other current liabilities

 

148,010

 

113,624

 

Total current liabilities

 

373,549

 

287,816

 

 

 

 

 

 

 

Noncurrent HPT Leases liabilities

 

353,814

 

365,085

 

Other noncurrent liabilities

 

47,456

 

45,029

 

Total liabilities

 

774,819

 

697,930

 

 

 

 

 

 

 

Shareholders’ equity

 

355,069

 

318,601

 

Total liabilities and shareholders’ equity

 

$

1,129,888

 

$

1,016,531

 

 

These financial statements should be read in conjunction with TA’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012, to be filed with the Securities and Exchange Commission.

 

7



 

TRAVELCENTERS OF AMERICA LLC

CONSOLIDATED SUPPLEMENTAL DATA

(in thousands)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Calculation of EBITDAR:(1)

 

 

 

 

 

 

 

 

 

Net income

 

$

18,990

 

$

20,793

 

$

34,657

 

$

26,049

 

Add: income taxes

 

429

 

259

 

1,062

 

710

 

Add: depreciation and amortization

 

12,874

 

11,770

 

37,138

 

34,399

 

Deduct: interest income

 

(512

)

(319

)

(1,094

)

(655

)

Add: interest expense(2)

 

2,638

 

2,364

 

7,632

 

6,688

 

Add: real estate rent expense(3)

 

49,185

 

48,202

 

148,030

 

143,339

 

EBITDAR(1)

 

$

83,604

 

$

83,069

 

$

227,425

 

$

210,530

 

 


 

(1)

TA calculates EBITDAR as earnings before interest, taxes, depreciation, amortization and rent.  TA believes EBITDAR is a useful indication of its operating performance and its ability to pay rent or service debt, make capital expenditures and expand its business.  TA believes that EBITDAR is a meaningful disclosure that may help interested persons to better understand its financial performance, including comparing its performance between periods and to the performance of other companies.  However, EBITDAR as presented may not be comparable to similarly titled amounts calculated by other companies.  This information should not be considered as an alternative to net income, income from continuing operations, operating profit, cash flow from operations or any other operating or liquidity performance measure prescribed by GAAP.

 

 

 

 

(2)

Interest expense included the following:

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

HPT rent classified as interest expense

 

$

1,816

 

$

1,847

 

$

5,436

 

$

5,541

 

Amortization of deferred financing costs

 

89

 

72

 

263

 

214

 

Other

 

733

 

445

 

1,933

 

933

 

 

 

$

2,638

 

$

2,364

 

$

7,632

 

$

6,688

 

 

8



 

 

(3)

Real estate rent expense recognized under GAAP differs from TA’s obligation to pay cash for rent under its leases.  Cash paid under real property lease agreements was $54,321 and $51,778 during the three month periods ended September 30, 2012 and 2011, respectively, while the total rent amounts expensed during the three months ended September 30, 2012 and 2011, were $49,185 and $48,202, respectively.  Cash paid under lease agreements was $162,692 and $154,135 during the nine month periods ended September 30, 2012 and 2011, respectively, while the total rent amounts expensed during the nine months ended September 30, 2012 and 2011, were $148,030 and $143,339, respectively.  GAAP requires recognition of minimum lease payments payable during the lease term in equal amounts on a straight line basis over the lease term.  In addition, under GAAP, a portion of the rent TA pays to HPT is classified as interest expense and a portion of the rent payments to HPT is applied to amortize a sale/leaseback financing obligation.  Also, under GAAP, TA amortizes as a reduction of rent expense the deferred tenant improvement allowance that HPT paid to TA during the four years from 2007 through 2010.  A reconciliation of these amounts is as follows.

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Cash payments to HPT for rent (a)

 

$

51,867

 

$

49,313

 

$

155,390

 

$

146,778

 

Other cash rental payments

 

2,454

 

2,465

 

7,302

 

7,357

 

Total cash payments under real property leases

 

54,321

 

51,778

 

162,692

 

154,135

 

Adjustments for:

 

 

 

 

 

 

 

 

 

Accrued estimated percentage rent not yet paid

 

76

 

 

76

 

 

Noncash straight line rent accrual – HPT

 

(1,172

)

408

 

(2,723

)

2,644

 

Noncash straight line rent accrual – other

 

29

 

67

 

191

 

163

 

Interest paid on deferred rent obligation

 

 

 

 

(1,450

)

Amortization of sale/leaseback financing obligation

 

(543

)

(512

)

(1,641

)

(1,535

)

Portion of rent payments classified as interest expense

 

(1,816

)

(1,847

)

(5,436

)

(5,541

)

Amortization of deferred tenant improvements allowance

 

(1,692

)

(1,692

)

(5,077

)

(5,077

)

Amortization of deferred gain on sale/leaseback transactions

 

(18

)

 

(52

)

 

Total amount expensed as rent

 

$

49,185

 

$

48,202

 

$

148,030

 

$

143,339

 

 


(a)              Includes the final payment of interest on TA’s deferred rent obligation made in January 2011.

 

9



 

SUPPLEMENTAL SAME SITE OPERATING DATA

 

The following table presents operating data for all of the travel centers in operation on September 30, 2012, that were operated by TA continuously since the beginning of the earliest applicable periods presented.  This data excludes revenues and expenses that were not generated at travel centers TA operates, such as rents and royalties from franchises, and corporate level selling, general and administrative expenses.

 

TRAVELCENTERS OF AMERICA LLC

SAME SITE OPERATING DATA(1)

(in thousands, except for number of travel centers and percentage amounts)

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2012

 

2011

 

Change

 

2012

 

2011

 

Change

 

Number of company operated travel centers

 

192

 

192

 

 

184

 

184

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total fuel sales volume (gallons)

 

481,316

 

516,585

 

-6.8

%

1,424,568

 

1,476,869

 

-3.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total fuel revenues

 

$

1,570,767

 

$

1,650,111

 

-4.8

%

$

4,630,438

 

$

4,687,655

 

-1.2

%

Total fuel gross margin

 

$

82,459

 

$

80,506

 

2.4

%

$

239,045

 

$

222,412

 

7.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total nonfuel revenues

 

$

354,843

 

$

348,508

 

1.8

%

$

984,222

 

$

949,751

 

3.6

%

Total nonfuel gross margin

 

$

194,806

 

$

195,849

 

-0.5

%

$

545,796

 

$

540,724

 

0.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total gross margin

 

$

277,265

 

$

276,355

 

0.3

%

$

784,841

 

$

763,136

 

2.8

%

Site level operating expenses

 

$

174,068

 

$

173,270

 

0.5

%

$

498,079

 

$

497,398

 

0.1

%

Net site level gross margin in excess of site level operating expense

 

$

103,197

 

$

103,085

 

0.1

%

$

286,762

 

$

265,738

 

7.9

%

 


(1)                       Excludes two travel centers TA operates that are owned by a joint venture and travel centers operated by TA’s franchisees.

 

(End)

 

10