0001104659-23-060382.txt : 20230515
0001104659-23-060382.hdr.sgml : 20230515
20230515095811
ACCESSION NUMBER: 0001104659-23-060382
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230515
FILED AS OF DATE: 20230515
DATE AS OF CHANGE: 20230515
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crage Peter J
CENTRAL INDEX KEY: 0001301589
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33274
FILM NUMBER: 23919236
MAIL ADDRESS:
STREET 1: ONE CEDAR POINT DRIVE
CITY: SANDUSKY
STATE: OH
ZIP: 44870
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TravelCenters of America Inc. /MD/
CENTRAL INDEX KEY: 0001378453
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500]
IRS NUMBER: 205701514
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 24601 CENTER RIDGE ROAD
CITY: WESTLAKE
STATE: OH
ZIP: 44145
BUSINESS PHONE: 440-808-9100
MAIL ADDRESS:
STREET 1: 24601 CENTER RIDGE ROAD
CITY: WESTLAKE
STATE: OH
ZIP: 44145
FORMER COMPANY:
FORMER CONFORMED NAME: TRAVELCENTERS OF AMERICA LLC
DATE OF NAME CHANGE: 20061017
4
1
tm2315519-10_4seq1.xml
OWNERSHIP DOCUMENT
X0407
4
2023-05-15
1
0001378453
TravelCenters of America Inc. /MD/
TA
0001301589
Crage Peter J
C/O TRAVELCENTERS OF AMERICA INC.
24601 CENTER RIDGE ROAD
WESTLAKE
OH
44145-5639
0
1
0
0
Exec. VP, CFO and Treasurer
0
Common Stock
2023-05-15
4
D
0
52785
86.00
D
0
D
On May 15, 2023, BP Products North America Inc. ("Parent") acquired all of the common shares of the Issuer pursuant to the terms of the Agreement and Plan of Merger, dated as of February 15, 2023 (the "Merger Agreement"), entered into by and among the Issuer, Parent and Bluestar RTM Inc., an indirect wholly-owned subsidiary of Parent ("Merger Subsidiary"). Pursuant to the Merger Agreement, Merger Subsidiary merged with and into the Issuer, with the Issuer surviving as an indirect wholly-owned subsidiary of Parent (the "Merger").
Reflects that each share of Issuer common stock, par value $0.001 ("Company Stock"), that was outstanding immediately prior to the effective time of the Merger (the "Effective Time") was converted into the right to receive $86.00 in cash, without interest, subject to the terms and conditions of the merger agreement (the "Merger Consideration"). Immediately prior to the Merger, any shares of Company Stock granted subject to vesting or other lapse restrictions under any Company Stock Plan (as defined in the Merger Agreement) vested in full and became free of such restrictions as of the Effective Time and converted into the right to receive an amount in cash equal to the Merger Consideration, less any applicable withholding taxes.
/s/ Peter J. Crage
2023-05-15