TravelCenters of America LLC Announces Fourth Quarter and Year End 2013 Results

  TravelCenters of America LLC Announces Fourth Quarter and Year End 2013   Results                                  Fourth Quarter                               Gross Margin Up 7.9%                  Gross Margin Over Site Operating Costs Up 8.2%                    Contribution from Acquisitions Accelerates  Business Wire  WESTLAKE, Ohio -- June 9, 2014  TravelCenters of America LLC (NYSE:TA) today announced financial results for the fourth quarter and year ended December 31, 2013.  At December 31, 2013, TA’s business included 247 travel centers, 172 of which were operated under the “TravelCenters of America” or “TA” brand names and 75 of which were operated under the “Petro” brand name. At December 31, 2013, TA also operated 34 convenience stores with retail gasoline stations, primarily under the “Minit Mart” brand name. TA’s results were:                                                                  Three Months Ended              Year Ended                                                                                                December 31,                    December 31,                  2013           2012            2013           2012                  (in thousands, except per share amounts)                   Revenues         $ 1,906,530     $ 1,925,195     $ 7,944,731     $ 7,995,724 Net income       $ 11,975        $ (2,459    )   $ 31,623        $ 32,198 (loss)                                                                               Net income (loss) per share: Basic and        $ 0.39          $ (0.08     )   $ 1.06          $ 1.12 diluted                                                                               Supplemental Data: Total fuel sales volume       498,157         486,963         2,034,929       2,039,960 (gallons) Total fuel       $ 1,553,281     $ 1,597,287     $ 6,481,252     $ 6,636,297 revenues Fuel gross       $ 84,086        $ 76,484        $ 342,172       $ 326,047 margin                                                                               Total nonfuel    $ 350,238       $ 324,456       $ 1,450,792     $ 1,344,755 sales Nonfuel gross    $ 193,554       $ 180,183       $ 797,968       $ 745,281 margin Nonfuel gross margin             55.3      %     55.5      %     55.0      %     55.4      % percentage                                                                               EBITDAR^(1)      $ 58,162        $ 65,598        $ 289,589       $ 293,023 Adjusted         $ 68,162        $ 65,598        $ 299,589       $ 293,023 EBITDAR^(2)                                                                                (1) A reconciliation that shows the calculation of earnings before interest, taxes, depreciation, amortization and rent, or EBITDAR and Adjusted EBITDAR, from net income (loss) determined in accordance with U.S. generally accepted accounting principles, or GAAP, appears in the supplemental data below.  (2) Excludes a $10 million charge in the 2013 fourth quarter related to a previously disclosed settlement of litigation.  Business Commentary  TA’s Adjusted EBITDAR for the fourth quarter of 2013 increased by approximately $2.6 million, or 3.9%, to $68.2 million, versus EBITDAR for the 2012 fourth quarter of $65.6 million. The increase in Adjusted EBITDAR is primarily attributable to an increase in fuel gross margin per gallon, which was $0.169 during the 2013 fourth quarter versus $0.157 during the 2012 fourth quarter.  Net income for the fourth quarter of 2013 improved by approximately $14.4 million, to $12.0 million ($0.39 per share), versus a net loss for the 2012 fourth quarter of $2.5 million ($0.08 per share). The increase is primarily due to the $29.9 income tax benefit from the reversal of TA’s valuation allowance on most of its deferred tax assets, partially offset by the $10 million litigation settlement described above and an increase in depreciation and amortization expense attributable to acquisitions and other capital investments TA has made during 2012 and 2013 and the related acquisition and financing costs.  The improvements to travel center properties TA acquires are often substantial and require a long period of time to plan, design, permit and complete, and after completion the acquired sites then require a period of time to produce stabilized financial results and become part of our customers’ networks. TA estimates that the travel centers it has acquired generally will reach financial stabilization in approximately the third year after acquisition, but the actual result can vary widely from this estimate due to many factors. The table below shows the gross revenues in excess of cost of goods sold and site level operating expenses for the properties TA began to operate for its own account since the beginning of 2011, whether by way of acquisition from franchisees or others or takeover of operations upon termination of a franchisee sublease, from the beginning of the period shown (or the dates TA began to operate such sites for its own account, if later).                              Revenues in Excess of Cost of Goods Sold and Site                              Level Operating Costs                              Three Months Ended        Year Ended                              December 31,               December 31, (amounts in thousands)       2013         2012        2013         2012 Properties acquired in       $   3,171     $  1,130     $  9,437     $  5,260 2011 (6 sites) Properties acquired in           3,833        555          14,100        643 2012 (14 sites) Properties acquired in          1,254       -           2,941        - 2013 (41 sites)* Total                        $   8,258     $  1,685     $  26,478     $  5,903  * Includes 31 convenience stores acquired in December 2013.  Thomas M. O’Brien, TA’s CEO, made the following statement:  “Although the administrative process of completing our fourth quarter and full year 2013 financial results did not end with a timely communication of those results, I am pleased to report growth in EBITDAR and other key measures, adjusting for our previously disclosed litigation settlement charge and our recognition of benefits related to income taxes. My view of our operating metrics during these reported periods and continuing currently, and my view of our business outlook, remains positive. We continue to make progress acquiring new locations and integrating them into our nationwide network.  "Our pre tax income this quarter was lower than last year, but this was largely the result of the litigation charge and higher depreciation and interest costs in 2013 arising from recently acquired sites. Our plan is to offset the depreciation and interest costs from acquisitions as the operations at these sites are improved and begin to achieve stabilized financial results.”  Investment Activities  During the year ended December31, 2013, TA made capital expenditures of $164.2 million, including $45.3 million to upgrade the travel centers and businesses we acquired in 2011, 2012 and 2013 and including certain capital expenditures which were sold to Hospitality Properties Trust, or HPT, our primary lessor.  From the beginning of 2011 through December 31, 2013, TA invested or expects to invest $325.6 million to acquire and improve 30 travel centers and 31 convenience stores. While the costs of ownership are fully reflected in TA’s results for the periods since each acquisition, TA believes the potential returns from these acquired properties are not yet fully reflected in its results of operations. TA believes that the improvements it has made and plans to make at the acquired travel centers may continue to improve the financial results at these locations. Typical improvements TA makes at acquired travel centers include adding truck repair facilities and quick serve restaurants, or QSRs, paving parking lots, replacing outdated fuel dispensers, installing diesel exhaust fluid dispensing systems, changing signage, installing point of sale and other IT systems and general building upgrades.  The table below shows the number of properties acquired by year and the amounts TA plans to invest and has invested through December 31, 2013, in these properties.                                                                                                                                       Estimated                                                 Renovation Cost     Renovation                                   Acquisition   Incurred Through    Cost to be                      Site Count   Cost^(1)      December 31, 2013   Spent Properties acquired  6            $  36,333     $       47,731      $   - in 2011 Properties acquired  14              46,910             32,513          - in 2012 Properties acquired  41             111,602           17,203         33,355 in 2013^(2) Total                61           $  194,845    $       97,447      $   33,355                                                                           ^(1) Includes only cash amounts paid that were recorded as property and equipment or intangible assets. Excludes working capital assets and asset retirement obligations.  ^(2) Includes 31 convenience stores acquired in December 2013.  As of December 31, 2013, TA had agreed to purchase an additional travel center for $3.0 million, which purchase was completed in January 2014. During 2014 to the date of this press release, TA has entered agreements to acquire two additional travel centers for a total of $21.5 million and expects to complete these acquisitions before September 30, 2014; but these purchases are subject to conditions and may not occur, may be delayed or the terms may change. TA currently intends to continue its efforts to selectively acquire additional travel centers and convenience stores and to otherwise expand its business.  Capital Activity  During 2013, TA sold to HPT, $83.9 million of improvements to sites leased from HPT. On January 15, 2013, TA issued $110 million of 8.25% Senior Notes due 2028 in a public offering for net proceeds of approximately $105.1 million after underwriters discount and commission and other offering expenses. In December 2013, TA issued 7,475,000 common shares in a public offering, raising net proceeds of approximately $65.1 million after underwriters’ discounts and other costs of that offering.  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, and acquired operations data that includes operating data for the travel centers and convenience stores TA began to operate for its own account since the beginning of 2011. A presentation of EBITDAR and Adjusted EBITDAR, and a reconciliation that shows the calculation of EBITDAR and Adjusted 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, at10:00 a.m. Eastern Time, TA will host a brief conference call to discuss its financial results and other activities for the three months and year endedDecember 31, 2013. Following management's remarks, there will be a question and answer period.  The conference call telephone number is (800) 288 8968. Participants calling from outsidethe United StatesandCanadashould dial (612) 332 0345. 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 328471.  A live audio webcast of the conference call will also be available in a listen only mode on our web site atwww.ta-petro.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 transcription, recording and retransmission in any way of this conference call is strictly prohibited without the prior written consent of TA.The Company's website is not incorporated as part of this press release.  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 43 U.S. states and in Canada. TA also operates convenience stores with gasoline stations under the Minit Mart brand name, primarily in Kentucky.                  WARNING CONCERNING FORWARD LOOKING STATEMENTS  THIS PRESS RELEASE CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORMACT 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 MAYNOT OCCUR. ACTUAL RESULTS MAYDIFFER 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 OPERATIONS AT MANY OF TA’S SITES     ACQUIRED IN 2011, 2012 AND 2013 HAVE NOT YET REACHED THE STABILIZED     FINANCIAL RESULTS TA CURRENTLY EXPECTS AND THAT TA ESTIMATES THAT ACQUIRED     SITES GENERALLY WILL REACH STABILIZATION IN APPROXIMATELY THE THIRD YEAR     AFTER ACQUISITION. THE IMPLICATIONS OF THESE STATEMENTS ARE THAT     OPERATIONS AT THESE ACQUIRED SITES WILL IMPROVE TO A LEVEL THAT WILL     RESULT IN INCREASES IN TA’S OPERATING INCOME AND NET INCOME IN THE FUTURE.     MANY OF THE LOCATIONS TA HAS ACQUIRED PRODUCED OPERATING RESULTS WHICH     CAUSED THE PRIOR OWNERS TO EXIT THESE BUSINESSES AND TA’S ABILITY TO     OPERATE THESE LOCATIONS PROFITABLY DEPENDS UPON MANY FACTORS, INCLUDING     TA’S ABILITY TO INTEGRATE NEW OPERATIONS INTO ITS EXISTING OPERATIONS. IN     FACT, THERE ARE MANY FACTORS WHICH WILL IMPACT TA’S FUTURE OPERATIONS THAT     MAY CAUSE TA TO OPERATE LESS PROFITABLY OR UNPROFITABLY IN ANNUAL AND/OR     QUARTERLY PERIODS IN ADDITION TO THESE 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;   *THIS PRESS RELEASE STATES THAT TA CURRENTLY INTENDS TO CONTINUE ITS     EFFORTS TO SELECTIVELY ACQUIRE ADDITIONAL PROPERTIES. THE IMPLICATIONS OF     THESE STATEMENTS MAY BE THAT TA WILL BE ABLE TO CONTINUE TO IDENTIFY AND     COMPLETE ADDITIONAL ACQUISITIONS. HOWEVER, TA MAY NOT SUCCEED IN     IDENTIFYING AND/OR ACQUIRING OTHER PROPERTIES;   *THIS PRESS RELEASE REFERENCES ACQUISITIONS WHICH HAVE BEEN AGREED BUT THAT     HAVE NOT BEEN COMPLETED AS OF THE DATE OF THIS PRESS RELEASE. IMPLICATIONS     OF THESE STATEMENTS MAY BE THAT THESE ACQUISITIONS WILL BE COMPLETED AND     THAT THEY MAY IMPROVE TA’S FUTURE PROFITS. HOWEVER, THESE ACQUISITIONS ARE     SUBJECT TO CONDITIONS AND MAY NOT BE COMPLETED OR MAY BE DELAYED OR THEIR     TERMS MAY CHANGE. MOREOVER, MANAGING AND INTEGRATING OPERATIONS OF     ACQUIRED TRAVEL CENTERS AND CONVENIENCE STORES CAN BE DIFFICULT TO     CONDUCT, TIME CONSUMING AND/OR MORE EXPENSIVE THAN ANTICIPATED AND INVOLVE     RISKS OF FINANCIAL LOSSES. TA MAY NOT OPERATE ITS ACQUIRED LOCATIONS AS     PROFITABLY AS IT NOW EXPECTS;   *THIS PRESS RELEASE STATES THAT DURING 2013 TA MADE CAPITAL INVESTMENTS OF     $164.2 MILLION FOR IMPROVEMENTS TO EXISTING AND ACQUIRED TRAVEL CENTERS,     AND SOLD TO HPT $83.9 MILLION OF IMPROVEMENTS TO TRAVEL CENTERS LEASED     FROM HPT. TA’S REGULAR OPERATIONS REQUIRE LARGE AMOUNTS OF CAPITAL     INVESTMENT TO MAINTAIN THE COMPETITIVENESS OF TA’S LOCATIONS AND HPT IS     NOT OBLIGATED TO PURCHASE IMPROVEMENTS TO LEASED TRAVEL CENTERS FROM TA.     THERE CAN BE NO ASSURANCE THAT TA WILL HAVE SUFFICIENT WORKING CAPITAL OR     CASH LIQUIDITY TO FUND FUTURE CAPITAL INVESTMENTS; AND   *THIS PRESS RELEASE STATES THAT TA HAS REVERSED ITS VALUATION ALLOWANCE ON     MOST OF ITS DEFERRED TAX ASSETS. THIS MAY IMPLY THAT TA WILL BE PROFITABLE     IN 2014 AND THEREAFTER. HOWEVER, THERE CAN BE NO ASSURANCE TA WILL BE     PROFITABLE IN 2014 OR THEREAFTER, AND TA’S ESTIMATES AND ASSUMPTIONS     REGARDING THE REVERSAL OF ITS DEFERRED TAX ASSET VALUATION ALLOWANCE MAY     NOT BE REALIZED.  THESE AND OTHER UNEXPECTED RESULTS MAY BE CAUSED BY VARIOUS FACTORS, SOME OF WHICH ARE BEYOND TA’S CONTROL, INCLUDING:    *THE TREND TOWARDS IMPROVED FUEL EFFICIENCY OF MOTOR VEHICLE ENGINES AND     OTHER FUEL CONSERVATION PRACTICES EMPLOYED BY TA’S CUSTOMERS MAY CONTINUE     TO REDUCE THE DEMAND FOR DIESEL FUEL AND MAY ADVERSELY AFFECT TA’S     BUSINESS;   *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, ENVIRONMENTAL REGULATIONS AND     SIMILAR MATTERS;   *COMPETITION WITHIN THE TRAVEL CENTER AND CONVENIENCE STORE INDUSTRIES;   *FUTURE FUEL PRICE INCREASES, FUEL PRICE VOLATILITY OR OTHER FACTORS MAY     CAUSE TA TO NEED MORE WORKING CAPITAL TO MAINTAIN ITS INVENTORIES AND     CARRY ITS ACCOUNTS RECEIVABLE THAN TA NOW EXPECTS;   *ACQUISITIONS OR PROPERTY DEVELOPMENT MAY SUBJECT TA TO ADDITIONAL OR     GREATER RISKS THAN TA’S CONTINUING OPERATIONS, INCLUDING THE ASSUMPTION OF     UNKNOWN LIABILITIES;   *FUTURE INCREASES IN FUEL PRICES MAY REDUCE THE DEMAND FOR THE PRODUCTS AND     SERVICES THAT TA SELLS BECAUSE HIGH FUEL PRICES MAY ENCOURAGE FUEL     CONSERVATION, DIRECT FREIGHT BUSINESS AWAY FROM TRUCKING OR OTHERWISE     ADVERSELY AFFECT THE BUSINESS OF TA’S CUSTOMERS. SOME OF THESE TRENDS 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 CREDIT     TERMS FOR PURCHASES. 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. THE AVAILABILITY AND THE TERMS OF ANY CREDIT TA MAY BE ABLE TO     OBTAIN ARE UNCERTAIN;   *MOST OF TA’S TRUCKING CUSTOMERS TRANSACT BUSINESS WITH TA BY USE OF FUEL     CARDS, MOST OF 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     SERVICES. COMPETITION, OR LACK THEREOF, AMONG FUEL CARD COMPANIES MAY     RESULT IN FUTURE INCREASES IN TA’S TRANSACTION FEE EXPENSES OR WORKING     CAPITAL REQUIREMENTS, OR BOTH;   *TA'S FAILURE TO TIMELY FILE ITS ANNUAL REPORT ON FORM 10-K FOR THE FISCAL     YEAR ENDED DECEMBER 31, 2013 AND ITS CONSEQUENT INABILITY TO USE ITS SHELF     REGISTRATION STATEMENT ON FORM S-3 UNTIL IT IS CURRENT AND HAS BEEN     CURRENT IN ITS FILINGS UNDER THE EXCHANGE ACT FOR A PERIOD OF NOT LESS     THAN TWELVE FULL CONSECUTIVE CALENDAR MONTHS MAY NEGATIVELY IMPACT TA'S     ABILITY TO ISSUE NEW DEBT AND EQUITY SECURITIES AS NECESSARY TO FUND     CAPITAL INVESTMENTS OR IMPLEMENT ITS BUSINESS STRATEGIES;   *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 USUALLY     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 OR OTHER MANMADE OR NATURAL     DISASTERS BEYOND TA’S CONTROL MAY ADVERSELY AFFECT TA’S FINANCIAL RESULTS;   *ALTHOUGH TA BELIEVES THAT IT BENEFITS FROM ITS CONTINUING RELATIONSHIPS     WITH HPT, REIT MANAGEMENT & RESEARCH LLC, OR RMR, AFFILIATES INSURANCE     COMPANY, OR AIC, AND THEIR AFFILIATED AND RELATED PERSONS AND ENTITIES,     ACTUAL AND POTENTIAL CONFLICTS OF INTEREST WITH HPT, RMR, AIC AND THEIR     AFFILIATED AND RELATED PERSONS AND ENTITIES MAY PRESENT A CONTRARY     PERCEPTION OR RESULT IN LITIGATION; AND   *TA’S LIMITED LIABILITY COMPANY AGREEMENT AND BYLAWS AND CERTAIN OF TA’S     OTHER AGREEMENTS AND BUSINESS LICENSES, INCLUDING LICENSES TO OPERATE     GAMING ACTIVITIES, INCLUDE VARIOUS PROVISIONS WHICH MAY HAVE THE IMPACT OF     DETERRING A CHANGE OF CONTROL OF TA AND, AS A RESULT, TA’S SHAREHOLDERS     MAY BE UNABLE TO REALIZE A TAKEOVER PREMIUM FOR THEIR SHARES.  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 PERIODIC REPORTS, INCLUDING TA’S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2013, AS FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, UNDER “WARNING CONCERNING FORWARD LOOKING STATEMENTS,” AND “RISK FACTORS” AND ELSEWHERE IN THAT ANNUAL REPORT. COPIES OF THAT TA ANNUAL REPORT ARE 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 STATEMENT AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.                                              TRAVELCENTERS OF AMERICA LLC CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (in thousands, except per share data)                                                                                                                            Three Months Ended December 31,                                              2013               2012 Revenues: Fuel                                         $  1,553,281        $ 1,597,287 Nonfuel                                         350,238            324,456 Rent and royalties                             3,011             3,452 Total revenues                                  1,906,530          1,925,195                                                                               Cost of goods sold (excluding depreciation): Fuel                                            1,469,195          1,520,803 Nonfuel                                        156,684           144,273 Total cost of goods sold (excluding             1,625,879          1,665,076 depreciation)                                                                               Operating expenses: Site level operating                            185,935            172,560 Selling, general & administrative^(1)           36,033             22,437 Real estate rent                                52,908             50,897 Depreciation and amortization                  17,034            14,396 Total operating expenses                       291,910           260,290                                                                               Loss from operations                            (11,259    )       (171      )                                                                               Acquisition costs                               (1,177     )       (138      ) Interest income                                 152                391 Interest expense                               (4,641     )      (2,726    ) Loss before income taxes                        (16,925    )       (2,644    ) Benefit (provision) for income taxes            28,244             (429      ) Income from equity investees                   656               614 Net income (loss)                            $  11,975           $ (2,459    )                                                                               Net income (loss) per share: Basic and diluted                            $  0.39             $ (0.08     )                                                                                ^(1) Includes litigation settlement charge of $10 million in 2013.  These financial statements should be read in conjunction with TA’s Annual Report on Form10-K for the year ended December 31, 2013, as filed with the U.S. Securities and Exchange Commission.                                                  TRAVELCENTERS OF AMERICA LLC CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (in thousands, except per share data)                                                                                                                                Year Ended December 31,                                                  2013           2012 Revenues: Fuel                                             $ 6,481,252     $ 6,636,297 Nonfuel                                            1,450,792       1,344,755 Rent and royalties                                12,687         14,672 Total revenues                                     7,944,731       7,995,724                                                                               Cost of goods sold (excluding depreciation): Fuel                                               6,139,080       6,310,250 Nonfuel                                           652,824        599,474 Total cost of goods sold (excluding                6,791,904       6,909,724 depreciation)                                                                               Operating expenses: Site level operating                               755,942         698,522 Selling, general & administrative^(1)              107,447         95,547 Real estate rent                                   209,320         198,927 Depreciation and amortization                     58,928         51,534 Total operating expenses                           1,131,637       1,044,530                                                                               Income from operations                             21,190          41,470                                                                               Acquisition costs                                  (2,523    )     (785      ) Interest income                                    1,314           1,485 Interest expense                                  (17,650   )    (10,358   ) Income before income taxes                         2,331           31,812 Benefit (provision) for income taxes               26,618          (1,491    ) Income from equity investees                      2,674          1,877 Net income                                       $ 31,623        $ 32,198                                                                               Net income per share: Basic and diluted                                $ 1.06          $ 1.12                                                                                ^(1) Includes litigation settlement charge of $10 million in 2013.  These financial statements should be read in conjunction with TA’s Annual Report on Form10-K for the year ended December 31, 2013, as filed with the U.S. Securities and Exchange Commission.                                                               TRAVELCENTERS OF AMERICA LLC CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (in thousands)                                                                                                                   December 31,       December 31,                                                2013               2012 Assets Current assets: Cash and cash equivalents                    $ 85,657           $ 35,189 Accounts receivable, net                       105,932            106,273 Inventories                                    199,201            191,006 Other current assets                          79,604            72,458 Total current assets                           470,394            404,926                                                                    Property and equipment, net                    704,866            576,512 Goodwill and intangible assets, net            48,772             20,041 Other noncurrent assets                       33,250            28,240 Total assets                                 $ 1,257,282        $ 1,029,719                                                                    Liabilities and Shareholders’ Equity Current liabilities: Accounts payable                             $ 149,645          $ 143,605 Current HPT Leases Liabilities                 29,935             28,354 Other current liabilities                     124,033           111,168 Total current liabilities                      303,613            283,127                                                                    Noncurrent HPT Leases liabilities              343,926            351,135 Senior Notes due 2028                          110,000            - Other noncurrent liabilities                  45,866            42,023 Total liabilities                              803,405            676,285                                                                    Shareholders’ equity                          453,877           353,434 Total liabilities and shareholders’ equity   $ 1,257,282        $ 1,029,719                                                                     These financial statements should be read in conjunction with TA’s Annual Report on Form10-K for the year ended December 31, 2013, as filed with the U.S. Securities and Exchange Commission.                                                     TRAVELCENTERS OF AMERICA LLC CONSOLIDATED SUPPLEMENTAL DATA (in thousands)                                                                                                       Three Months Ended         Year Ended                           December 31,               December 31,                           2013         2012         2013         2012 Calculation of EBITDAR and Adjusted EBITDAR:^(1) Net income (loss)         $ 11,975      $ (2,459 )   $ 31,623      $ 32,198 Add: income taxes           (28,244 )     429          (26,618 )     1,491 Add: depreciation and       17,034        14,396       58,928        51,534 amortization Deduct: interest income     (152    )     (391   )     (1,314  )     (1,485  ) Add: interest               4,641         2,726        17,650        10,358 expense^(2) Add: real estate rent      52,908       50,897      209,320      198,927 expense^(3) EBITDAR                   $ 58,162      $ 65,598     $ 289,589     $ 293,023 Adjusted EBITDAR          $ 68,162      $ 65,598     $ 299,589     $ 293,023                                                                                ^(1) TA calculates EBITDAR as earnings before interest, taxes, depreciation, amortization and rent. Adjusted EBITDAR is EBITDAR plus, for each of the 2013 periods presented, a $10 million litigation settlement charge which is not expected to recur. TA believes EBITDAR and Adjusted EBITDAR are useful indications of its operating performance and its ability to pay rent or service debt, make capital expenditures and expand its business. TA believes that EBITDAR and Adjusted EBITDAR are meaningful disclosures 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 and Adjusted 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         Year Ended                                    Ended December 31,    December 31,                                    2013       2012      2013        2012 Interest related to our Senior     $ 2,691     $ 491     $ 10,537     $ 2,096 Notes and Credit Facility HPT rent classified as interest      2,158       1,894     7,400        7,330 Amortization of deferred financing   171         89        667          352 costs Capitalized interest                 (226  )              (1,033 )      Other                               (153  )    252      79          580 Total interest expense             $ 4,641     $ 2,726   $ 17,650     $ 10,358                                                                           ^(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 $57,473 and $55,217 during the three month periods ended December 31, 2013 and 2012, respectively, while the total rent amounts expensed during the quarters ended December 31, 2013 and 2012, were $52,908 and $50,897, respectively. Cash paid under lease agreements was $226,865 and $217,568, during the years ended December 31, 2013 and 2012, respectively, while the total rent amounts expensed were $209,320 and $198,927, 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 and the deferred gain realized on the sale of assets that are leased back. A reconciliation of these amounts is as follows.                                                                                  Three Months Ended                            December 31,              Year Ended                                                                    December 31,                            2013        2012         2013         2012                                                                               Cash payments for rent     $ 54,896     $ 52,604     $ 216,659     $ 207,653 under HPT Leases Rent paid to others ^(A)    2,577       2,613       10,206       9,915 Total cash payments under    57,473       55,217       226,865       217,568 real property leases Change in accrued            (146   )     (11    )     327           (11     ) estimated percentage rent Adjustments to recognize expense on a straight line   (351   )     (358   )     (1,734  )     (2,664  ) basis - HPT Less sale-leaseback financing obligation         (97    )     (449   )     (1,644  )     (2,089  ) amortization Less portion of rent payments recognized as       (2,158 )     (1,894 )     (7,400  )     (7,330  ) interest expense Less deferred tenant improvement allowance        (1,692 )     (1,692 )     (6,769  )     (6,769  ) amortization Amortization of deferred gain on sale-leaseback       (124   )     (50    )     (354    )     (103    ) transactions Adjustments to recognize expense on a straight line basis for other leases      3           134         29           325   Total real estate rent     $ 52,908     $ 50,897     $ 209,320     $ 198,927 expense                                                                                ^(A) Includes rent paid directly to HPT’s landlords under leases for properties TA subleases from HPT as well as rent related to properties TA leases from landlords other than HPT.                      SUPPLEMENTAL SAME SITE OPERATING DATA  The following table presents operating data for all of the travel centers in operation on December 31, 2013, 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 December 31,                      Year Ended December 31,                                           Change                                            Change            2013            2012             Fav/(Unfav)        2013            2012              Fav/(Unfav) Number of company      201             201             —                    191             191             — operated locations                                                                                                           Total fuel sales        465,157         471,049         (1.3)       %        1,865,018       1,924,646       (3.1)  % volume (gallons) Total fuel $ 1,452,345     $ 1,547,019       (6.1)       %      $ 5,945,639     $ 6,270,663       (5.2)  % revenues Total fuel gross      $ 80,705        $ 75,829          6.4         %      $ 321,075       $ 319,840         0.4    % margin                                                                                                           Total nonfuel    $ 332,957       $ 322,301         3.3         %      $ 1,353,534     $ 1,318,581       2.7    % revenues Total nonfuel    $ 184,529       $ 178,983         3.1         %      $ 744,940       $ 730,919         1.9    % gross margin Nonfuel gross        55.4      %     55.5      %     (10)        b.p.     55.0      %     55.4      %     (40)   b.p. margin percentage                                                                                                           Total gross      $ 265,234       $ 254,812         4.1         %      $ 1,066,015     $ 1,050,759       1.5    % margin                                                                                                           Site level operating  $ 176,350       $ 172,112         (2.5)       %      $ 701,204       $ 679,237         (3.2)  % expenses                                                                                                           Site level operating expenses as a         53.0      %     53.4      %     40          b.p.     51.8      %     51.5      %     (30)   b.p. percentage of nonfuel revenues Site level gross margin in excess of  $ 88,884        $ 82,700          7.5         %      $ 364,811       $ 371,522         (1.8)  % site level operating expense                                                                                                            ^(1) Excludes two travel centers TA operates that are owned by a joint venture and travel centers operated by TA’s franchisees.                      SUPPLEMENTAL ACQUIRED OPERATIONS DATA  The following table presents operating data for the properties that TA began to operate for its own account since the beginning of 2011, whether by way of acquisition from franchisees or others or takeover of operations upon termination of a franchisee sublease, from the beginning of the period shown (or the date TA began to operate such property for its own account, if later).                                                           TRAVELCENTERS OF AMERICA LLC ACQUISITION OPERATING DATA (in thousands, except for number of travel centers and percentage amounts)                                                                                                                Three Months Ended December 31,                 Year Ended December 31,                                     Change                                         Change            2013          2012         Fav/(Unfav)          2013          2012          Fav/(Unfav) Number of company      61            20         41                     61            20          41 operated locations                                                                                                     Total fuel sales        53,077        27,217     95.0        %          182,134       77,800      134.1       % volume (gallons)                                                                                                     Total fuel $ 164,458     $ 88,616     85.6        %        $ 579,017     $ 252,148     129.6       % revenues Total fuel gross      $ 8,897       $ 3,545      151.0       %        $ 30,006      $ 12,060      148.8       % margin                                                                                                     Total nonfuel    $ 37,354      $ 17,045     119.1       %        $ 127,006     $ 46,326      174.2       % revenues Total nonfuel    $ 19,935      $ 9,307      114.2       %        $ 68,839      $ 24,844      177.1       % gross margin Nonfuel gross        53.4    %     54.6   %   (120)       b.p.       54.2    %     53.6    %   60          b.p. margin percentage                                                                                                     Total gross      $ 28,832      $ 12,852     124.3       %        $ 98,845      $ 36,904      167.8       % margin Site level operating  $ 20,575      $ 11,168     (84.2)      %        $ 72,367      $ 31,001      (133.4)     % expenses Site level operating expenses as a         55.1    %     65.5   %   1,040       b.p.       57.0    %     66.9    %   990         b.p. percentage of nonfuel revenues Site level gross margin in excess of  $ 8,257       $ 1,684      390.3       %        $ 26,478      $ 5,903       348.6       % site level operating expense                                                                                                      Contact:  TravelCenters of America LLC Katie Strohacker, 617-796-8251 Director, Investor Relations www.ta-petro.com  
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