TravelCenters of America LLC Reports Fourth Quarter and Year End 2007 Results
* Reuters is not responsible for the content in this press release.
WESTLAKE, Ohio--(Business Wire)--
TravelCenters of America LLC (AMEX: TA) today announced financial
results for the fourth quarter and year ended December 31, 2007.
TravelCenters of America LLC, or TA, became a public company on
January 31, 2007. On May 30, 2007, TA acquired Petro Stopping Centers,
L.P., or Petro. Because of the significance of these transactions, our
historical financial data may have only limited relevance to
investors. Consequently, in addition to the historical financial data
presented in this press release, we are furnishing supplemental data
that we believe may help investors understand our business. Included
in this supplemental data is a presentation of earnings before
interest, taxes, depreciation, amortization and rent, or EBITDAR, and
EBITDAR excluding the impact of certain noncash items and certain
items that we consider to be nonrecurring as a result of the changes
that we experienced on January 31 and May 30, 2007, the
reorganizations described below or otherwise, or Adjusted EBITDAR.
At December 31, 2007, our business included 236 sites, 167 of
which were operated under the "TravelCenters of America" or "TA" brand
names and 69 that were operated under the "Petro" brand name.
Operating Results
Revenues were $1.8 billion for the three months ended December 31,
2007, and $6.2 billion for the year ended December 31, 2007 (which
includes the results of TravelCenters of America, Inc., our
predecessor, for the one month ended January 31, 2007) compared with
our predecessor's revenues of $1.1 billion and $4.8 billion,
respectively, for the comparable 2006 periods.
For the three and eleven months ended December 31, 2007, we
incurred net losses of $68.9 million ($4.86 per share) and $101.3
million ($8.68 per share), respectively. For the year ended December
31, 2007, we and our predecessor combined had a net loss of $123.4
million compared to our predecessor's net income in 2006 of $31.0
million.
For the three months ended December 31, 2007, we had EBITDAR and
Adjusted EBITDAR of $20.3 million and $27.9 million, respectively.
EBITDAR and Adjusted EBITDAR decreased by $23.5 million and $14.8
million, respectively, compared to our predecessor's results for the
comparable 2006 periods.
For the year ended December 31, 2007, we and our predecessor
combined had EBITDAR and Adjusted EBITDAR of $82.4 million and $173.7
million, respectively. EBITDAR for 2007 declined by $96.7 million as
compared to 2006 principally due to costs incurred by our predecessor
in January 2007 associated with its merger with us and difficult
industry conditions described below. Adjusted EBITDAR for 2007
decreased by $15.4 million as compared to our predecessor's results
for 2006.
Industry and economic conditions in the fourth quarter of 2007
were difficult. While diesel fuel prices moderated somewhat and we
improved our fuel margins on a cents per gallon basis in the 2007
fourth quarter as compared to the comparable period in 2006, our
volume of fuel sold on a same site basis declined because of decreased
demand from our customers.
Our operating results for the three months ended December 31,
2007, were adversely affected by slowing economic growth in the United
States generally and, in particular, within the trucking industry. We
believe that the weakness of the U.S. economy, the slowing in the
housing market and durable goods orders, the decline in imports
brought about by the depressed value of U.S. currency and the high
cost of crude oil and other factors, have led to reduced demand by
shippers for trucks to carry freight and in turn reduced demand by
truckers for our products and services. Total miles driven by trucks
were down for the fourth quarter of 2007 as compared to the 2006
fourth quarter. Many U.S. trucking fleets have reported reduced
ability to pass through the increased cost of fuel to their customers.
We believe these factors have focused the attention of our customers
on the cost of fuel and further reduced demand for fuel and other
products and services we offer. These business conditions had an
adverse effect on our financial results for the 2007 fourth quarter,
and we expect they may continue to affect us in 2008.
As required by U.S. generally accepted accounting principles, or
GAAP, during the fourth quarter of 2007 we reviewed our goodwill and
other intangible assets originally recorded upon the date of our spin
off from Hospitality Properties Trust, or HPT, and upon our
acquisition of Petro to determine whether they were impaired. Due to
current industry conditions, we concluded that the carrying amount of
our goodwill, or $15.4 million, was impaired and, accordingly, this
amount was written off to expense in the fourth quarter of 2007.
In addition to the sales volume declines discussed above, our
fourth quarter 2007 results, particularly our operating expenses, were
impacted by the staffing reorganization we implemented in September
2007, as previously disclosed. Retraining and realignment of
functions, particularly at site level operating units, increased our
labor costs. Our fourth quarter results were also adversely affected
by the cost integration of our Petro Acquisition. During the first
quarter of 2008, we implemented a reduction in our corporate
headquarters, regional and site level workforce. That reduction in
staffing involved the lay off of approximately 190 managerial
personnel and an adjustment of hourly labor staffing intended to
create appropriate staffing for the current difficult business
conditions. We expect to recognize a severance charge of approximately
$1.5 million during the 2008 first quarter as a result of this
reduction in workforce. Although we believe this staff reorganization,
the Petro integration efforts and the current cost control measures we
are implementing may improve our financial results beginning in the
second quarter of 2008, we can provide no assurance that they will
improve our financial results, and such actions may adversely affect
our business or may be inadequate to produce improved results
especially if the economy generally or trucking industry conditions
deteriorate.
During the first quarter of 2008, an arbitration panel issued a
decision concerning a contract termination dispute with Simons
Petroleum, Inc., or Simons. We have been ordered to pay Simons $0.9
million and will no longer be required to process fuel sales for
Simons at TA locations after November 7, 2008. We believe that our
termination of the Simons contract may benefit our future financial
results, but we can provide no assurance that it will if customers who
now purchase fuel at our sites from Simons cease to buy fuel and other
services at our sites. In connection with the results of the
arbitration, we recognized a charge of $0.9 million plus related costs
in the fourth quarter of 2007.
Quarterly Business Update
For the three month period ended December 31, 2007, our results
showed significant differences as compared to the results of our
predecessor for the comparable period of 2006, most of which were due
to our acquisition of Petro on May 30, 2007. The acquisition of Petro
accounted for a 43.7% increase in fuel revenue, a 40.0% increase in
fuel gross margin, a 38.7% increase in nonfuel revenue, a 35.6%
increase in non fuel gross margin, a 36.9% increase in total gross
margin and a 41.1% increase in site level operating expenses.
For the three month period ended December 31, 2007, as compared to
the same period in 2006, our TA and Petro sites combined experienced a
decline in diesel fuel and gasoline sales volumes on a same site basis
of 10.7% and an increase in margin of $0.004 per gallon, or 5.2%.
Nonfuel revenue and nonfuel margin decreased $3.1 million, or 1.1%,
and $2.7 million, or 1.6%, respectively, on a same site basis, while
site level operating expenses increased $15.1 million, or 10.7% on a
same site basis.
For the three month period ended December 31, 2007, as compared to
the same period in 2006, our TA sites experienced a decline in diesel
fuel and gasoline sales volumes on a same site basis of 9.7% and an
increase in margin of $0.003 per gallon, or 4.8%. Nonfuel revenue and
nonfuel margin decreased $2.5 million, or 1.2%, and $1.1 million, or
0.9%, respectively, on a same site basis, while site level operating
expenses increased $15.1 million, or 15.2%, on a same site basis.
For the three month period ended December 31, 2007, as compared to
the same period in 2006, our Petro sites experienced a decline in
diesel fuel and gasoline sales volumes on a same site basis of 13.1%
and an increase in margin of $0.005 per gallon, or 6.4%. Nonfuel
revenue and nonfuel margin decreased $0.6 million, or 0.7%, and $1.5
million, or 3.4%, respectively, on a same site basis, while site level
operating expenses increased $0.1 million, or 0.1% on a same site
basis.
Selling, general and administrative expenses for the three month
period ended December 31, 2007, were $28.7 million, representing an
increase from the same period in 2006 of $15.9 million, of which $3.2
million resulted from the Petro acquisition and $0.8 million resulted
from separation payments under employment agreements with various
former executive officers and retention payments to certain employees
who remained in our employ through specified dates.
Accounting Change
As a result of our recent review of our lease accounting practices
we have adjusted the way we account for two elements of our leases
with respect to our accounting for landlord/tenant allowance;
specifically, the commitment of Hospitality Properties Trust, or
Hospitality Trust, to fund up to $125 million of capital expenditures
to make improvements at properties we lease from Hospitality Trust
over a five year period and our accounting for the portion of our
rental obligation allocated to interest expense under generally
accepted accounting principles and certain other insignificant items.
We expect that the principal impacts of these adjustments in the
aggregate will be to increase our total assets and our total
liabilities as reported in our financial statements for each of the
quarterly periods ended March 31, June 30 and September 30, 2007, by
approximately $100 million to $120 million and to increase our
shareholder's equity and to reduce our net losses reported for the
eight months ended September 30, 2007, by approximately $8 million to
$9 million, versus amounts previously reported. These adjustments do
not impact our historical or future cash flows and do not impact the
timing or amount of our lease payments, as they represent changes in
accounting treatment which do not impact our cash flows. Our
consolidated financial statements contained within our Quarterly
Reports on Form 10-Q for the interim periods ended March 31, June 30
and September 30, 2007 (including all periods presented therein other
than those solely reflecting our predecessor's results), will be
restated for these matters; and the previously filed financial
statements should no longer be relied upon. We are in the process of
preparing restated financial statements for the quarterly periods
ended March 31, June 30 and September 30, 2007, which will be filed
with the SEC on amended Quarterly Reports on Form 10-Q.
Capital Expenditures
For the three months ended December 31, 2007, we invested $80.3
million in capital projects. Included in this amount are $18.4 million
invested in two operating sites we acquired, $17.8 million invested in
projects expected to provide incremental revenue and cash flow, and
$12.6 million invested in maintenance capital, which we refer to as
sustaining capital. Also included in this amount is $31.5 million of
capitalized expenditures related to Operation Refresh, described
below. In addition, we invested $2.7 million in projects related to
Operation Refresh which were expensed in accordance with GAAP.
For the eleven months ended December 31, 2007, we invested $159.3
million in capital projects. Included in this amount are $22.2 million
invested in three operating sites we acquired, $13.0 million invested
to complete the ground up development of two greenfield sites, $6.9
million invested to acquire two greenfield sites, $33.3 million
invested in projects expected to provide incremental revenue and cash
flow, and $40.9 million of sustaining capital. Also included in this
amount is $43 million of capitalized expenditures related to Operation
Refresh. In addition, we invested $3 million in projects related to
Operation Refresh which were expensed in accordance with GAAP.
In 2007, we implemented a plan we refer to as Operation Refresh to
improve the quality of our TA branded sites by correcting certain
deferred maintenance issues and upgrading these sites. Previously, we
stated our intent to invest approximately $40 million during 2007 and
$70 million during 2008 on these projects. We invested approximately
$46 million during 2007, $43 million of which was capitalized and $3
million of which was expensed under GAAP.
Previously, we stated plans to invest $328 million during 2008 on
capital investment projects. We have revised our current outlook for
capital project investments in 2008 to approximately $100 million.
Approximately $80 million of this amount relates to projects which
were begun in 2007 and are expected to be completed. Approximately $65
million of the total $100 million estimate has been paid or incurred
as of the date of this release.
In summary, our capital plan for 2008 now anticipates expenditures
of approximately $100 million, the majority of which were begun in
2007 and are now substantially completed and which consist primarily
of projects which we believe may be revenue enhancing or are necessary
for the proper conduct of our continuing operations. We believe that a
substantial portion of the $100 million of planned capital
expenditures for 2008 may be eligible to be reimbursed by HPT, our
principal landlord:
-- Up to $25 million per year for five years, or a total of $125
million, is committed to be reimbursed to us by HPT without
increased rent. We requested and received reimbursement of $25
million from HPT through December 31, 2007. We expect to
request and receive the $25 million maximum reimbursement for
2008 in the second quarter.
-- In addition, we may request that HPT purchase other capital
improvements we make at HPT owned properties for which we will
pay increased rent to HPT. During 2007, we requested and
received $1.4 million of such reimbursements from HPT. Of our
planned 2008 capital expenditures, we expect that up to
approximately $60 million may be eligible for HPT
reimbursement in return for rent increases. Because this
reimbursement will result in rent increases, we have not yet
determined whether or when to request this reimbursement.
Market conditions and other factors have caused us to cancel
contracts and letters of intent for the acquisition of several
operating and greenfield development sites and to cease development
activities at the eight greenfield development sites we own. In
connection with our canceling or deferring these projects, we
recognized a charge of $2 million during the 2007 fourth quarter and
expect to recognize an additional charge of $1 million to $2 million
during the first quarter of 2008.
Conference Call:
On Tuesday, April 1, 2008, at 8:00 a.m. Eastern Time, we will host
a conference call to discuss our financial results and other
activities for the year ended December 31, 2007. Following our
remarks, there will be a question and answer period.
The conference call telephone number is 800-909-7113. Participants
calling from outside the United States and Canada should dial
785-830-1914. 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 through Tuesday, April 8, 2008. To hear the replay, dial
719-457-0820. The replay pass code is 8184720.
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.
Participants wanting to access the webcast 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.
About TravelCenters of America LLC:
Our travel centers operate under the "TravelCenters of America",
"TA" and "Petro" brand names and offer diesel and gasoline fueling
services, restaurants, heavy truck repair facilities, stores and other
services. Our nationwide business includes travel centers located in
41 U.S. states and in Canada.
WARNING CONCERNING FORWARD LOOKING STATEMENTS
THIS PRESS RELEASE CONTAINS FORWARD LOOKING STATEMENTS WITHIN THE
MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND
OTHER FEDERAL SECURITIES LAWS. ALSO, WHENEVER WE USE WORDS SUCH AS
''BELIEVE'', ''EXPECT'', ''ANTICIPATE'', ''INTEND'', ''PLAN'',
''ESTIMATE'' OR SIMILAR EXPRESSIONS, WE ARE MAKING FORWARD LOOKING
STATEMENTS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON OUR
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
OUR FORWARD LOOKING STATEMENTS AS A RESULT OF VARIOUS FACTORS. THE
FORWARD LOOKING STATEMENTS WHICH APPEAR IN THIS NEWS RELEASE MAY NOT
OCCUR. FOR EXAMPLE:
-- OUR STATEMENT THAT WE EXPECT THE ADVERSE BUSINESS CONDITIONS
WHICH WE EXPERIENCED DURING THE FOURTH QUARTER OF 2007 MAY
CONTINUE IN 2008 MAY IMPLY THAT THESE CONDITIONS WILL
STABILIZE. IN FACT, THE ADVERSE BUSINESS CONDITIONS WE
EXPERIENCED IN THE FOURTH QUARTER OF 2007 MAY DETERIORATE.
-- OUR STATEMENT THAT OUR RECENTLY ANNOUNCED STAFFING REDUCTIONS
ARE INTENDED TO CREATE APPROPRIATE STAFFING FOR THE CURRENT
MARKET CONDITIONS MAY IMPLY THAT NO FURTHER STAFFING
REDUCTIONS MAY BE NECESSARY OR THAT OUR FUTURE FINANCIAL
RESULTS MAY IMPROVE. IN FACT, THE REDUCED STAFFING WE HAVE
IMPLEMENTED MAY NOT BE APPROPRIATE, AND OUR FINANCIAL RESULTS
MAY NOT IMPROVE BUT MAY DECLINE.
-- OUR STATEMENT THAT WE EXPECT RECENT STAFF REDUCTIONS AND COST
CONTROLS MAY IMPROVE OUR FINANCIAL RESULTS BEGINNING IN THE
SECOND QUARTER OF 2008 MAY BE TOO OPTIMISTIC. STAFFING
REDUCTIONS DEPEND, IN PART, UPON OUR MANAGEMENT'S ABILITY TO
MANAGE HOURLY EMPLOYMENT TO MEET THE REQUIREMENTS OF THEN
CURRENT BUSINESS AND MARKET CONDITIONS. WE MAY BE UNABLE TO
ACHIEVE THE STAFFING REDUCTIONS WHILE WE MAINTAIN 24 HOURS PER
DAY OPERATIONS AT OUR TRAVEL CENTERS, AND OUR PLANNED COST
SAVINGS MAY BE LESS THAN WE NOW ANTICIPATE OR MAY BE MASKED OR
OVERTAKEN BY OTHER ADVERSE EVENTS.
-- THIS PRESS RELEASE CATEGORIZES SOME HISTORICAL AND PLANNED
CAPITAL EXPENDITURES AS PRODUCING INCREMENTAL REVENUE AND CASH
FLOW. IN FACT, WE MAY NOT REALIZE ANY INCREMENTAL REVENUE OR
CASH FLOW AS A RESULT OF ANY CAPITAL EXPENDITURES.
-- CAPITAL EXPENDITURES ARE OFTEN DIFFICULT TO PROJECT. SOME
PROJECTS COST MORE THAN ANTICIPATED. AFTER A CAPITAL PROJECT
IS BEGUN IT SOMETIMES COSTS MORE THAN ANTICIPATED TO COMPLETE.
ACCORDINGLY, OUR PLANNED CAPITAL EXPENDITURES FOR 2008 MAY
COST MORE THAN THE AMOUNTS THAT WE NOW EXPECT.
-- OUR STATEMENT THAT WE BELIEVE OUR TERMINATION OF OUR CONTRACT
WITH SIMONS MAY BENEFIT OUR FUTURE FINANCIAL RESULTS MAY IMPLY
THAT THERE IS A CLEAR POSITIVE FINANCIAL IMPACT WHICH MAY
RESULT FROM THE TERMINATION. WHILE WE HISTORICALLY REALIZED
LOW PUMPING FEES PER GALLON FOR SALES OF FUEL UNDER THE SIMONS
CONTRACT, WE MAY BE UNABLE TO MAINTAIN OR REPLACE VOLUMES
HISTORICALLY ATTRIBUTABLE TO THE SIMONS CONTRACT AND OUR FUEL
VOLUMES, GROSS MARGINS AND NONFUEL SALES MAY DECLINE AS A
RESULT OF THE SIMONS CONTRACT TERMINATION.
-- THIS PRESS RELEASE STATES THAT A SUBSTANTIAL PORTION OF OUR
EXPECTED 2008 PLANNED CAPITAL EXPENDITURES MAY BE REIMBURSED
BY HPT. THE IMPLICATION OF THIS STATEMENT MAY BE THAT WE WILL
SEEK AND OBTAIN REIMBURSEMENT OF THE FULL AMOUNT STATED. WE
CURRENTLY EXPECT TO DRAW $25 MILLION OF THIS REIMBURSEMENT,
WHICH CAN BE DRAWN WITHOUT A RENT INCREASE, DURING THE SECOND
QUARTER OF 2008. HOWEVER, OUR REQUESTING ANY REIMBURSEMENTS IN
EXCESS OF $25 MILLION DURING 2008 WILL RESULT IN CONTRACTUAL
RENT INCREASES. CONSEQUENTLY, WE HAVE NOT DECIDED HOW MUCH, IF
ANY, OF THIS ADDITIONAL REIMBURSEMENT WE MAY REQUEST FROM HPT
OR WHEN WE MIGHT DO SO. OUR DECISION AS TO WHETHER AND WHEN TO
REQUEST CAPITAL EXPENDITURE REIMBURSEMENT FROM HPT WILL DEPEND
UPON OUR BUSINESS JUDGMENT OF THE BENEFITS VERSUS THE COSTS OF
OUR REQUESTING THIS FUNDING. ALSO, HPT MAY NOT AGREE TO
PROVIDE THIS FUNDING BECAUSE IT DISAGREES THAT THESE CAPITAL
EXPENDITURES ARE APPROPRIATE FOR REIMBURSEMENT UNDER OUR
LEASES OR OTHERWISE.
-- OUR STATEMENT THAT OUR QUARTERLY REPORTS ON FORM 10-Q FILED
WITH THE SEC IN 2007 MUST BE AMENDED TO, AMONG OTHER THINGS,
INCREASE ASSETS AND LIABILITIES AND LOWER NET LOSSES COMPARED
TO REPORTED AMOUNTS PREVIOUSLY REPORTED MAY IMPLY THAT OUR
ACCOUNTING FOR THE IDENTIFIED ADJUSTMENTS IS COMPLETE.
HOWEVER, DURING THE PREPARATION AND REVIEW OF OUR QUARTERLY
REPORTS ON FORM 10-Q/A FOR ANY PERIOD, THE ADJUSTMENT
IDENTIFIED MAY BE REVISED OR ADDITIONAL ADJUSTMENTS MAY BE
IDENTIFIED WHICH WILL RESULT IN DIFFERENT AMOUNTS, INCLUDING
AMOUNTS THAT DO NOT INCREASE ASSETS OR LIABILITIES OR LOWER
NET LOSSES COMPARED TO AMOUNTS PREVIOUSLY REPORTED.
THESE UNANTICIPATED RESULTS OF OUR FORWARD LOOKING STATEMENTS MAY
BE CAUSED BY NUMEROUS FACTORS, SOME OF WHICH ARE BEYOND OUR CONTROL.
FOR EXAMPLE:
-- A CONTINUING SLOWING OR RECESSION IN THE U.S. ECONOMY MAY
CAUSE MORE DECLINES IN OUR BUSINESS THAN WE NOW ANTICIPATE.
-- THE REDUCED VALUE OF THE U.S. DOLLAR COMPARED TO OTHER
CURRENCIES MAY REDUCE THE VOLUME OF IMPORTS WHICH ARE
TRANSPORTED BY TRUCKS AND LESSEN DEMAND FOR OUR PRODUCTS AND
SERVICES.
-- THE CONTINUATION OF CURRENTLY HIGH FUEL PRICES OR FURTHER
INCREASES IN THE PRICE OF FUEL MAY CAUSE SHIPPERS TO DIRECT
FREIGHT TO TRANSPORTS OTHER THAN TRUCKING AND REDUCE DEMAND
FOR OUR PRODUCTS AND SERVICES.
-- THE CONTINUATION OF CURRENTLY HIGH FUEL PRICES OR FURTHER
INCREASES IN THE PRICE OF FUEL MAY CAUSE OUR CUSTOMERS TO
REQUEST LOWER PRICES AND TO PURCHASE LESS OF OUR NON-FUEL
PRODUCTS AND SERVICES; AND THESE EVENTS MAY REDUCE OUR PROFIT
MARGINS FROM BOTH FUEL AND NON-FUEL SALES AND CAUSE US TO
EXPERIENCE CONTINUING LOSSES.
-- RETAIL REDUCTIONS BY SOME OF OUR COMPETITORS, WHICH ARE
VERTICALLY INTEGRATED BUSINESSES THAT OWN FUEL REFINERIES THAT
WE WILL NEED TO MEET TO RETAIN BUSINESS; THOSE COMPETITIVE
FACTORS MAY REDUCE OUR PROFIT MARGINS OR CAUSE US TO
EXPERIENCE CONTINUING OR INCREASED LOSSES.
OTHER RISKS MAY ADVERSELY IMPACT US, AS DESCRIBED MORE FULLY IN
OUR ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2007,
UNDER "WARNING CONCERNING FORWARD LOOKING STATEMENTS", "ITEM 1.A. RISK
FACTORS," AND ELSEWHERE IN THAT REPORT.
YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING
STATEMENTS EXCEPT AS REQUIRED BY LAW, WE UNDERTAKE NO OBLIGATION TO
UPDATE OR REVISE ANY FORWARD LOOKING STATEMENTS AS A RESULT OF NEW
INFORMATION, FUTURE EVENTS OR OTHERWISE.
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*T
TRAVELCENTERS OF AMERICA LLC
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
Company Predecessor
----------------- -----------------
Three months Three months
ended ended
December 31, 2007 December 31, 2006
----------------- -----------------
Revenues:
Fuel $ 1,512,281 $ 894,877
Non fuel 290,755 207,706
Rent and royalties 3,177 2,463
----------------- -----------------
Total revenues 1,806,213 1,105,046
Cost of goods sold (excluding
depreciation):
Fuel 1,468,098 862,415
Non fuel 124,985 86,802
----------------- -----------------
Total cost of goods sold
(excluding depreciation) 1,593,083 949,217
Operating expenses:
Site level operating 164,599 99,064
Selling, general &
administrative 28,690 12,814
Real estate rent 57,821 2,753
Depreciation and amortization 14,559 19,811
Impairment of goodwill 15,390 -
Merger related - 173
----------------- -----------------
Total operating expenses 281,059 134,615
----------------- -----------------
Income (loss) from operations (67,929) 21,214
Equity in income of joint venture 150 -
Interest income 6,967 849
Interest expense (6,045) (13,316)
----------------- -----------------
Income (loss) before income taxes (66,857) 8,747
Provision (benefit) for income
taxes 2,036 2,818
----------------- -----------------
Net income (loss) $ (68,893) $ 5,929
================= =================
Weighted average shares
outstanding:
Basic 14,170 6,937
Diluted 14,170 7,630
Earnings (loss) per common share:
Basic $ (4.86) $ 0.85
================= =================
Diluted $ (4.86) $ 0.78
================= =================
*T
These financial statements should be read in conjunction with our
Annual Report on Form 10-K for the year ended December 31, 2007, filed
with the Securities and Exchange Commission.
-0-
*T
TRAVELCENTERS OF AMERICA LLC
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
Company Predecessor
------------- -------------------------
Eleven months One month Twelve months
Ended Ended Ended
December 31, January 31, December 31,
2007 2007 2006
------------- ----------- -------------
Revenues:
Fuel $4,778,293 $285,053 $3,905,128
Non fuel 1,023,126 66,795 868,380
Rent and royalties 12,056 834 10,006
------------- ----------- -------------
Total revenues 5,813,475 352,682 4,783,514
Cost of goods sold (excluding
depreciation):
Fuel 4,621,605 270,694 3,761,571
Non fuel 434,596 27,478 361,873
------------- ----------- -------------
Total cost of goods sold
(excluding depreciation) 5,056,201 298,172 4,123,444
Operating expenses:
Site level operating 525,772 36,093 415,868
Selling, general &
administrative 98,829 8,892 61,347
Real estate rent 189,988 931 11,011
Depreciation and
amortization 33,892 5,786 71,356
Impairment of goodwill 15,390 - -
Merger related - 44,972 4,946
------------- ----------- -------------
Total operating expenses 863,871 96,674 564,528
------------- ----------- -------------
Income (loss) from operations (106,597) (42,164) 95,542
Other income - - 1,250
Debt extinguishment expenses - (16,140) -
Equity in income of joint
venture 887 - -
Interest income 19,128 1,131 2,155
Interest expense (15,420) (5,345) (49,637)
------------- ----------- -------------
Income (loss) before income
taxes (102,002) (62,518) 49,310
Provision (benefit) for
income taxes (694) (40,470) 18,277
------------- ----------- -------------
Net income (loss) $ (101,308) $(22,048) $ 31,033
============= =========== =============
Weighted average shares
outstanding:
Basic 11,675 6,937 6,937
Diluted 11,675 6,937 7,579
Earnings (loss) per common
share:
Basic $ (8.68) $ (3.18) $ 4.47
============= =========== =============
Diluted $ (8.68) $ (3.18) $ 4.09
============= =========== =============
*T
These financial statements should be read in conjunction with our
Annual Report on Form 10-K for the year ended December 31, 2007, filed
with the Securities and Exchange Commission.
-0-
*T
TRAVELCENTERS OF AMERICA LLC
CONDENSED CONSOLIDATED BALANCE SHEET
(in thousands)
December 31,
2007
------------
(unaudited)
Assets
Current assets:
Cash and cash equivalents $ 148,876
Restricted cash 4,801
Restricted investments(1) 271,415
Accounts receivable, net 110,555
Inventories 148,005
Leasehold improvement receivable(2) 25,000
Other current assets 37,362
------------
Total current assets 746,014
Property and equipment, net 397,266
Intangible assets, net 39,962
Leasehold improvement receivable(2) 63,320
Other noncurrent assets 16,759
------------
Total assets $ 1,263,321
============
Liabilities and Shareholders' Equity
Current liabilities:
Current maturities of long term debt(1) $ 262,866
Accounts payable 154,906
Other current liabilities 150,011
------------
Total current liabilities 567,783
Commitments and contingencies
Capital lease obligations 105,859
Deferred rental allowance(2) 94,760
Other noncurrent liabilities 55,479
------------
Total liabilities 823,881
Shareholders' equity 439,440
------------
Total liabilities and shareholders' equity $ 1,263,321
============
*T
(1) Represents investments used to defease debt and the debt
assumed in the Petro acquisition. These investments were used to repay
this debt and accrued interest in full during February 2008.
(2) HPT committed as part of our lease of TA branded properties to
fund up to $125 million of capital projects at its properties that are
leased to us. This $125 million was recognized and accounted for in
the 2007 fourth quarter as a tenant allowance under GAAP. This
accounting resulted in the following:
-- The recognition on our December 31, 2007, balance sheet of an
asset, leasehold improvements receivable, which represents our
right to receive these amounts in the future, at their
discounted value, based upon our expected timing of receipt of
future payments from HPT;
-- The recognition on our December 31, 2007, balance sheet of a
liability, deferred rental allowance, which represents the
amount of our unearned tenant allowance from HPT;
-- The leasehold improvements receivable is accreted over the
time this receivable is expected to be received, and such
accretion is recognized as interest income. Interest income
related to this accretion for 2007 was $5.6 million;
-- The deferred rental allowance is amortized over the period of
the lease on a straight line basis as a reduction of rent
expense. This reduction for 2007 was $6.2 million; and
-- The assets we purchase for which we are reimbursed by HPT will
remain on our balance sheet after reimbursement and are
amortized over the life of the asset or the remaining term of
the lease, whichever is shorter, as additional depreciation
and amortization expense; this is so despite the fact that HPT
has legal title to these improvements to the leased
properties.
These financial statements should be read in conjunction with our
Annual Report on Form 10-K for the year ended December 31, 2007, filed
with the Securities and Exchange Commission.
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*T
TRAVELCENTERS OF AMERICA LLC
CONSOLIDATED SUPPLEMENTAL DATA
(in thousands)
Three months ended Twelve months ended
December 31, December 31,
------------------ --------------------
2007(1) 2006(2) 2007(2) 2006(2)
--------- ------------------- ---------
EBITDAR: (3)
Net income (loss) $(68,893) $ 5,929 $(123,356) $ 31,033
Add (deduct): income taxes 2,036 2,818 (41,164) 18,277
Add: depreciation and
amortization 14,559 19,811 39,678 71,356
Add: Impairment of goodwill 15,390 - 15,390 -
Deduct: equity in income of
joint venture (150) - (887) -
Add: proportionate share of
EBITDAR of joint venture 425 - 1,336 -
Deduct: interest income (6,967) (849) (20,259) (2,155)
Add: real estate lease rent
and interest(4) 63,866 16,069 211,684 60,648
--------- -------- ---------- ---------
EBITDAR (3) 20,266 43,778 82,422 179,159
Add: employee retention and
separation payments(5) 798 - 17,209 -
Add: nonrecurring merger
related expenses (6) - 173 44,972 4,946
Add: Petro integration
expenses 1,802 - 2,634 -
Add: Operation Refresh
related expenses 2,698 - 3,002 -
Add: expenses associated with
settled arbitration and
litigation 1,588 - 2,020 -
Add: debt extinguishment
expense - - 16,140 -
Add: noncash share based
compensation expense (7) 795 17 5,323 11,930
Deduct: income from claim
settlements (8) - (1,262) - (6,913)
--------- -------- ---------- ---------
Adjusted EBITDAR (3) $ 27,947 $42,706 $ 173,722 $189,122
========= ======== ========== =========
*T
(1) Includes results related to Petro from May 30, 2007, the date
of our acquisition of Petro, through December 31, 2007.
(2) Includes the results of our predecessor for the one month
ended January 31, 2007 and the period ended December 31, 2006.
(3) We calculate EBITDAR as earnings before interest, taxes,
depreciation, amortization and rent, and we define Adjusted EBITDAR as
EBITDAR excluding the impact of certain noncash items and certain
items which we consider to be nonrecurring. We consider EBITDAR and
Adjusted EBITDAR to be measures which are useful indications of our
operating performance and our ability to pay rent or service debt,
fund capital expenditures and expand our business. We believe that
EBITDAR and Adjusted EBITDAR are meaningful disclosures that may help
shareholders to understand our financial performance, including
comparing our performance between periods and to 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 generally accepted accounting principles, or
GAAP.
(4) Rent expense and interest expense recognized under generally
accepted accounting principles, or GAAP, differs from our obligation
to pay cash for rent under our leases. The expense we recognized under
GAAP was different than the amounts we paid in cash in each of the
2007 periods shown. Cash paid for rent was $57.6 million and $190.2
million for the three months and year ended December 31, 2007,
respectively. A reconciliation of cash rent to GAAP rent follows:
-0-
*T
Three months ended Twelve months ended
December 31, 2007 December 31, 2007
------------------ -------------------
(in millions)
Rental payments to HPT $ 53.5 $ 175.3
Other rental payments 4.1 14.9
------------------ -------------------
Total cash rent 57.6 190.2
Adjustments for noncash
straight line rent accrual and
amortization of deferred rental
allowance 2.6 9.6
Interest expense unrelated to
leases 3.6 11.9
------------------ -------------------
Total amount expensed $ 63.8 $ 211.7
================== ===================
Classification of rent and
interest payments under GAAP:
Classified as real estate
rent $ 57.8 $ 190.9
Classified as interest
expense 6.0 20.8
------------------ -------------------
Total amount expensed $ 63.8 $ 211.7
================== ===================
*T
(5) Employee retention and separation expenses represent expenses
for retention bonuses paid and accrued amounts that will be paid to
certain employees that remain in our employ for specified periods of
time after our merger with our predecessor and after our Petro
acquisition, plus salary and separation payments to former executive
officers of our predecessor and severance payments made to employees
terminated as a result of our staff reorganization.
(6) This amount represents costs incurred by our predecessor in
marketing itself for sale.
(7) The noncash share based compensation expense relates primarily
to the vesting of options of our predecessor's shares which were
redeemed upon its change of control on January 31, 2007. Included in
the 2007 amount for the three months and the year ended December 31,
2007 are $795 and $1,055, respectively, related to common shares
issued under our equity incentive plan.
(8) During the second quarter of 2006 our predecessor recognized
this income of $5,651 as a result of settling claims made in
connection with certain transactions our predecessor completed in
November 2000. During the fourth quarter of 2006 our predecessor
recognized $1,262 related to settlement of a claim with the IRS
regarding funds seized in 2005.
INTRODUCTION TO SUPPLEMENTAL SITE OPERATING DATA
The following tables present operating data for our company
operated travel centers. The following tables do not include revenues
or expenses directly generated or incurred at our travel centers, such
as income related to our franchising activities and corporate selling,
general and administrative expenses. The table below presents the
actual site level results only for the periods during which the sites
were owned by us or our predecessor, meaning that the Petro sites are
included only from May 30, 2007 and are excluded from the 2006
amounts. However, the tables on the following pages labeled as "same
site operating data" present the results of all of the sites we
operated as of December 31, 2007, so long as the site was operated by
us, our predecessor or the prior owner of the Petro sites for the
entire period.
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*T
TRAVELCENTERS OF AMERICA LLC
SITE OPERATING DATA (1)
(in thousands, except for number of travel centers or where otherwise
indicated)
Three months ended December 31,
-------------------------------
Company Predecessor
2007 2006 Change
------------ ----------- ------
Number of company operated travel
centers at end of period 189 140 49
============ =========== ======
Diesel sales volume (gallons) 475,082 373,710 +27.1%
Gasoline sales volume (gallons) 60,857 49,499 +22.9%
------------ ----------- ------
Total fuel sales volume (gallons) 535,939 423,209 +26.6%
============ =========== ======
Total fuel revenues $1,456,727 $824,207 +76.7%
Total fuel gross margin $ 43,748 $ 31,969 +36.8%
Total fuel gross margin (cents per
gallon) $ 0.082 $ 0.076 +8.1%
Total nonfuel revenues $ 289,872 $207,515 +39.7%
Total nonfuel gross margin $ 165,048 $120,713 +36.7%
Nonfuel gross margin percentage -130
56.9% 58.2% b.p.
Total gross margin $ 208,796 $152,682 +36.8%
Site level operating expenses (3) $ 160,400 $100,612 +59.4%
Net $ 48,396 $ 52,070 -7.1%
Twelve months ended December 31,
--------------------------------
Combined (2) Predecessor
2007 2006 Change
------------- ----------- ------
Number of company operated travel
centers at end of period 189 140 49
============= =========== ======
Diesel sales volume (gallons) 1,804,980 1,495,924 +20.7%
Gasoline sales volume (gallons) 228,498 204,119 +11.9%
------------- ----------- ------
Total fuel sales volume (gallons) 2,033,478 1,700,043 +19.6%
============= =========== ======
Total fuel revenues $4,774,535 $3,600,677 +32.6%
Total fuel gross margin $ 169,340 $ 141,481 +19.7%
Total fuel gross margin (cents per
gallon) $ 0.083 $ 0.083 +0.0%
Total nonfuel revenues $1,089,423 $ 867,684 +25.6%
Total nonfuel gross margin $ 627,348 $ 505,812 +24.0%
Nonfuel gross margin percentage -70
57.6% 58.3% b.p.
Total gross margin $ 796,688 $ 647,293 +23.1%
Site level operating expenses (3) $ 556,867 $ 421,725 +32.0%
Net $ 239,821 $ 225,568 +6.3%
*T
(1) Includes operating data of company operated travel centers
only and excludes data of travel centers operated by franchisees.
Results of the Petro sites are included from the date of the Petro
acquisition, May 30, 2007.
(2) The operating results presented for the twelve months ended
December 31, 2007, represent the sum of our results for the 11 months
ended December 31, 2007, including seven months for the Petro sites,
and the results of our predecessor for the one month ended January 31,
2007.
(3) Excludes real estate rent expense, deferred maintenance costs
which were expensed under GAAP, and Petro integration expenses.
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*T
TRAVELCENTERS OF AMERICA LLC
SAME SITE OPERATING DATA - ALL SITES (1)
(in thousands, except for number of travel centers or where otherwise
indicated)
Three months ended December 31,
-------------------------------
Company Combined(2)
2007 2006 Change
------------ ----------- ------
Number of company operated travel
centers (3) 182 182
Diesel sales volume (gallons) 468,065 529,116 -11.5%
Gasoline sales volume (gallons) 58,172 60,002 -3.0%
------------ ----------- ------
Total fuel sales volume (gallons) 526,237 589,118 -10.7%
============ =========== ======
Total fuel revenues $1,431,448 $1,156,867 +23.7%
Total fuel gross margin $ 43,115 $ 45,888 -6.0%
Total fuel gross margin (cents per
gallon) $ 0.082 $ 0.078 +5.2%
Total nonfuel revenues $ 282,732 $ 285,782 -1.1%
Total nonfuel gross margin $ 161,159 $ 163,814 -1.6%
Nonfuel gross margin percentage -30
57.0% 57.3% b.p.
Total gross margin $ 204,274 $ 209,702 -2.6%
Site level operating expenses (4) $ 155,862 $ 140,755 +10.7%
Net $ 48,412 $ 68,947 -29.8%
Twelve months ended December 31,
--------------------------------
Combined
Combined (2) (2)
2007 2006 Change
------------- ----------- ------
Number of company operated travel
centers (3) 181 181
Diesel sales volume (gallons) 2,046,772 2,145,687 -4.6%
Gasoline sales volume (gallons) 239,901 248,887 -3.6%
------------- ----------- ------
Total fuel sales volume (gallons) 2,286,673 2,394,574 -4.5%
============= =========== ======
Total fuel revenues $5,295,987 $5,091,026 +4.0%
Total fuel gross margin $ 190,425 $ 208,773 -8.8%
Total fuel gross margin (cents per
gallon) $ 0.083 $ 0.087 -4.5%
Total nonfuel revenues $1,196,244 $1,187,901 +0.7%
Total nonfuel gross margin $ 685,075 $ 682,392 +0.4%
Nonfuel gross margin percentage -10
57.3% 57.4% b.p.
Total gross margin $ 875,500 $ 891,165 -1.8%
Site level operating expenses (4) $ 609,802 $ 581,618 +4.8%
Net $ 265,698 $ 309,547 -14.2%
*T
(1) Includes operating data of company operated travel centers
only and excludes operating data of the travel centers operated by our
franchisees.
(2) The operating results presented for the twelve months ended
December 31, 2007, represent the sum of our results for the 11 months
ended December 31, 2007, the results of our predecessor for the one
month ended January 31, 2007 and the results of the Petro sites for
the period ended May 30, 2007, when they were operated by their
previous owner. The operating results for the 2006 periods represent
the sum of the results of our predecessor and the prior owner of the
Petro sites.
(3) Includes travel centers that were continuously operated by us,
our predecessor or by the previous owner of the Petro sites since
October 1, 2006 for the three month comparison, and since January 1,
2006 for the 12 month comparison.
(4) Excludes real estate rent expense, deferred maintenance costs
which were expensed under GAAP, Petro integration expense, and income
from claims settlements recognized by our predecessor in 2006.
The same site operating data provided above for our TravelCenters
sites and Petro sites is based on the operating results of these sites
for the entire respective periods, including periods prior to January
31, 2007 or May 30, 2007, the dates we acquired the TravelCenters
sites and the Petro sites, respectively.
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*T
TRAVELCENTERS OF AMERICA LLC
SAME SITE OPERATING DATA - TRAVELCENTERS SITES (1)
(in thousands, except for numbers of travel centers or where otherwise
indicated)
Three months ended December 31,
-------------------------------
Company Predecessor
2007 2006 Change
------------ ----------- ------
Number of company operated travel
centers (3) 138 138
Diesel sales volume (gallons) 333,165 371,637 -10.4%
Gasoline sales volume (gallons) 46,985 49,389 -4.9%
------------ ----------- ------
Total fuel sales volume (gallons) 380,150 421,026 -9.7%
============ =========== ======
Total fuel revenues $1,040,427 $820,000 +26.9%
Total fuel gross margin $ 30,104 $ 31,819 -5.4%
Total fuel gross margin (cents per
gallon) $ 0.079 $ 0.076 +4.8%
Total nonfuel revenues $ 202,347 $204,837 -1.2%
Total nonfuel gross margin $ 118,102 $119,223 -0.9%
Nonfuel gross margin percentage +20
58.4% 58.2% b.p.
Total gross margin $ 148,206 $151,042 -1.9%
Site level operating expenses (4) $ 114,166 $ 99,086 +15.2%
Net $ 34,040 $ 51,956 -34.5%
Twelve months ended December 31,
--------------------------------
Combined (2) Predecessor
2007 2006 Change
------------- ----------- ------
Number of company operated travel
centers (3) 138 138
Diesel sales volume (gallons) 1,433,699 1,485,558 -3.5%
Gasoline sales volume (gallons) 195,421 203,305 -3.9%
------------- ----------- ------
Total fuel sales volume (gallons) 1,629,120 1,688,863 -3.5%
============= =========== ======
Total fuel revenues $3,777,607 $3,577,580 +5.6%
Total fuel gross margin $ 133,146 $ 140,645 -5.3%
Total fuel gross margin (cents per
gallon) $ 0.082 $ 0.083 -1.9%
Total nonfuel revenues $ 865,798 $ 857,392 +1.0%
Total nonfuel gross margin $ 506,915 $ 500,047 +1.4%
Nonfuel gross margin percentage +20
58.5% 58.3% b.p.
Total gross margin $ 640,061 $ 640,692 -0.1%
Site level operating expenses (4) $ 441,503 $ 416,017 +6.1%
Net $ 198,558 $ 224,675 -11.6%
*T
(1) Includes operating data of company operated travel centers
only and excludes operating data of the travel centers operated by our
franchisees.
(2) The operating results presented for the twelve months ended
December 31, 2007, represent the sum of the results of the Company for
the eleven months ended December 31, 2007, and the results of our
predecessor for the one month ended January 31, 2007.
(3) Includes travel centers that were continuously operated by us
or our predecessor since October 1, 2006 for the three month
comparison and since January 1, 2006 for the 12 month comparisons.
(4) Excludes real estate rent expense, deferred maintenance costs
which were expensed under GAAP, Petro integration expense and income
from claims settlements recognized by our predecessor in 2006.
The same site operating data provided above for our TravelCenters
sites is based on the operating results of these sites for the entire
respective periods, including periods prior to January 31, 2007, the
date we acquired them.
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*T
TRAVELCENTERS OF AMERICA LLC
SAME SITE OPERATING DATA - PETRO SITES (1)
(in thousands, except for numbers of travel centers or where otherwise
indicated)
Three months ended December 31,
-------------------------------
Prior
Owner
of Petro
Company Sites(2)
2007 2006 Change
-------------- --------- ------
Number of company operated travel
centers (3) 44 44
Diesel sales volume (gallons) 134,900 157,479 -14.3%
Gasoline sales volume (gallons) 11,187 10,613 +5.4%
-------------- --------- ------
Total fuel sales volume (gallons) 146,087 168,092 -13.1%
============== ========= ======
Total fuel revenues $391,021 $336,867 +16.1%
Total fuel gross margin $ 13,011 $ 14,069 -7.5%
Total fuel gross margin (cents per
gallon) $ 0.089 $ 0.084 +6.4%
Total nonfuel revenues $ 80,385 $ 80,945 -0.7%
Total nonfuel gross margin $ 43,057 $ 44,591 -3.4%
Nonfuel gross margin percentage -150
53.6% 55.1% b.p.
Total gross margin $ 56,068 $ 58,660 -4.4%
Site level operating expenses (4)(5) $ 41,696 $ 41,669 +0.1%
Net $ 14,372 $ 16,991 -15.4%
Twelve months ended December 31,
--------------------------------
Prior Owner
of Petro
Combined (2) Sites(2)
2007 2006 Change
------------- ----------- ------
Number of company operated travel
centers (3) 43 43
Diesel sales volume (gallons) 613,073 660,129 -7.1%
Gasoline sales volume (gallons) 44,480 45,582 -2.4%
------------- ----------- ------
Total fuel sales volume (gallons) 657,553 705,711 -6.8%
============= =========== ======
Total fuel revenues $1,518,380 $1,513,446 +0.3%
Total fuel gross margin $ 57,279 $ 68,128 -15.9%
Total fuel gross margin (cents per
gallon) $ 0.087 $ 0.097 -9.8%
Total nonfuel revenues $ 330,446 $ 330,509 -0.0%
Total nonfuel gross margin $ 178,160 $ 182,345 -2.3%
Nonfuel gross margin percentage -130
53.9% 55.2% b.p.
Total gross margin $ 235,439 $ 250,473 -6.0%
Site level operating expenses (4)(5) $ 168,299 $ 165,601 +1.6%
Net $ 67,140 $ 84,872 -20.9%
*T
(1) Includes operating data of company operated travel centers
only and excludes operating data of the travel centers operated by our
franchisees.
(2) The Petro sites were not owned or operated by us prior to May
30, 2007.
(3) The operating results presented for the twelve months ended
December 31, 2007, represent the sum of our results of the Petro sites
for the period from May 30, 2007, through December 31, 2007, when they
were owned by us and for the period from January 1, 2007 through May
29, 2007 when they were owned by the previous owner.
(4) Includes travel centers that were continuously operated by us
or the prior owner of the Petro sites since October 1, 2006 for the
three month comparison and since January 1, 2006 for the 12 month
comparisons.
(5) Excludes real estate rent expense and Petro integration
expense.
The same site operating data provided above for our Petro sites is
based on the operating results of these sites for the entire
respective periods, including periods prior to May 30, 2007, the date
we acquired them.
TravelCenters of America LLC
Timothy A. Bonang, Manager of Investor Relations
or
Carlynn Finn, Investor Relations Analyst
617-796-8251
www.tatravelcenters.com
Copyright Business Wire 2008
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