8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 9, 2016

TRAVELCENTERS OF AMERICA LLC
(Exact name of registrant as specified in its charter)
Delaware		001-33274	20-5701514
(State or other jurisdiction of incorporation)		(Commission File Number)	(IRS Employer Identification No.)
24601 Center Ridge Road, Westlake, Ohio			44145
(Address of principal executive offices)			(Zip Code)
	440-808-9100
	(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On May 9, 2016, TravelCenters of America LLC issued a press release setting forth its results of operations and financial condition as of and for the three months ended March 31, 2016. A copy of that press release is furnished as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1    Press release dated May 9, 2016.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		TRAVELCENTERS OF AMERICA LLC
Date:	May 9, 2016	By:	/s/ ANDREW J. REBHOLZ
			Andrew J. Rebholz
			Executive Vice President, Chief Financial Officer and Treasurer

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:

Katie Strohacker, Senior Director of Investor Relations

(617) 796-8251

www.ta-petro.com

TravelCenters of America LLC Announces First Quarter 2016 Financial Results

_____________________________________________________________________________________

Westlake, OH (May 9, 2016): TravelCenters of America LLC (NYSE: TA) today announced financial results for the three months ended March 31, 2016:

(in thousands, except per share unless indicated otherwise)	Three Months Ended   March 31,
	2016			2015
Total revenues	$	1,164,450		$	1,407,701
(Loss) income before income taxes	(15,621		)	26,215
Net (loss) income	(9,944		)	15,729
Net (loss) income per common share:
Basic and diluted	$	(0.26	)	$	0.41
Supplemental Data:
Fuel sales volume (gallons):
Diesel fuel	422,400			422,564
Gasoline	118,604			78,045
Total fuel sales volume (gallons)	541,004			500,609
Fuel gross margin	$	91,701		$	112,387
Fuel gross margin per gallon (in cents)	$	16.95		$	22.45
Total nonfuel revenues	$	450,646		$	401,510
Nonfuel gross margin	244,315			223,088
Nonfuel gross margin percentage	54.2		%	55.6		%
EBITDA(1)	$	11,725		$	50,072
EBITDAR(1)	75,254			105,676

⁽¹⁾ A reconciliation of earnings before interest, taxes, depreciation and amortization, or EBITDA, and EBITDA before rent expense, or EBITDAR, from net income, the most directly comparable financial measure calculated and presented in accordance with U.S. generally accepted accounting principles, or GAAP, and the reasons why management believes the presentation of these measures provides useful information to investors, appear in the supplemental data below.

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First Quarter 2016 Business Commentary

Fuel sales volume increased 40.4 million gallons, or 8.1%, in the 2016first quarter compared to the 2015first quarter: a 48.6 million gallon increase from sites acquired since the beginning of 2015, offset by an 8.2 million gallon decrease in same site volume. Fuel revenue declined by $293.6 million, or 29.3%, due to significantly lower market prices for fuel compared to the 2015first quarter.

Fuel gross margin declined $20.7 million, or $0.055 per gallon, to $91.7 million, or $0.170 per gallon, primarily due to a favorable purchasing environment in the 2015first quarter that did not recur in 2016first quarter.

Nonfuel revenue for the 2016first quarter increased $49.1 million, or 12.2%, compared to the 2015first quarter: $42.7 million of this increase was due to sites acquired since the beginning of 2015 and $6.4 million was due to an increase in same site revenue.

Nonfuel gross margin for the 2016first quarter increased by $21.2 million, or 9.5%, compared to the 2015first quarter: $14.0 million of this increase was due to sites acquired since the beginning of 2015 and $7.2 million was due to an increase in same site nonfuel gross margin.

Nonfuel gross margin as a percentage of nonfuel revenue for the 2016first quarter was 54.2%, a 1.4 percentage point decline compared to the 2015first quarter. This decline was due to the inclusion of additional standalone convenience stores in the 2016 first quarter results. Nonfuel gross margin percentage in TA's standalone convenience store operations is typically lower than the nonfuel gross margin percentage for TA's travel center operations; standalone convenience store revenue in the 2016first quarter represented 13.6% of total nonfuel revenue versus 5.2% in the 2015first quarter.

Site level operating expenses increased $28.5 million, or 13.8%, in the 2016first quarter compared to the 2015first quarter: $21.0 million of this increase was due to sites acquired since the beginning of 2015 and $7.5 million was due to an increase in same site expenses.

Selling, general and administrative expenses increased $3.4 million, or 12.1%, in the 2016first quarter compared to the 2015first quarter, principally as a result of increased personnel costs, which were due primarily to increased personnel to support the growth of our business. 

Real estate rent expense increased $7.9 million, or 14.3%, in the 2016first quarter compared to the 2015first quarter primarily due to increased rent resulting from our transactions with Hospitality Properties Trust, or HPT: $5.8 million of this increase was attributable to sales in June 2015 and September 2015 of 14 owned travel centers and certain assets at eleven properties currently leased from HPT and $2.4 million was attributable to sales of improvements at leased sites TA sold to HPT since the beginning of 2015.

Interest expense, net, increased $0.5 million in the 2016first quarter compared to the 2015first quarter, principally as a result of TA's issuance in October 2015 of $100.0 million of bonds due in 2030.

EBITDAR for the 2016first quarter decreased by $30.4 million, or 28.8%, compared to the 2015first quarter primarily due to the decrease in fuel gross margin.

Net loss for the 2016first quarter was $9.9 million, or $0.26 per common share, compared to net income of $15.7 million, or $0.41 per common share, for the 2015first quarter. The change in net income is primarily due to the decrease in fuel gross margin.

Travel Centers Segment

Revenues from TA's travel center segment for the 2016first quarter decreased by $337.3 million, or 24.9%, compared to the 2015first quarter, due to decreases in fuel revenues as a result of lower market prices for fuel. These decreases were partially offset by increases in nonfuel revenues as a result of three sites acquired since the beginning of 2015 and a 1.5% increase in nonfuel revenues on a same site basis.

Site level gross margin in excess of site level operating expenses for TA's travel center segment for the 2016first quarter decreased by $29.2 million, or 22.4%, compared to the 2015first quarter. This decrease principally reflects a $29.1 million decline in same site fuel gross margin primarily as a result of the favorable purchasing environment in the 2015first quarter that did not recur in the 2016first quarter.

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Convenience Stores Segment

Revenues from TA's convenience store segment for the 2016first quarter increased by $92.0 million, or 217.8%, compared to the 2015first quarter, due to increases in fuel sales volume from sites acquired since the beginning of 2015, partially offset by decreases in market prices for fuel and a 2.3% decrease in same site fuel sales volume. Revenues also increased as a result of increased nonfuel revenues primarily from sites acquired since the beginning of 2015.

Site level gross margin in excess of site level operating expenses for TA's convenience store segment for the 2016first quarter increased by $2.7 million, or 169.2%, compared to the 2015first quarter: $2.3 million of this increase is from sites acquired since the beginning of 2015 and the remaining $0.4 million is primarily from a same site increase in fuel gross margin.

Thomas M. O'Brien, TA's CEO, made the following statement regarding the 2016first quarter results:

"During the first quarter of 2016, we continued progress in the integration of our new sites, principally the 148 convenience stores we acquired during the last half of 2015 and the first quarter of 2016. Ramp up of newly acquired locations is proceeding largely as expected.

"In addition to lower fuel gross margin per gallon in 2016 as compared to the first quarter of 2015, we also experienced some negative impact on fuel volumes at certain locations due to reduced demand from customers involved in the energy sector.

"Despite the disappointing year over year comparative results, we remain positive about the future and the several initiatives that we are in the process of executing."

Investment Activity

Acquisition and Development Activity

TA's 2016 first quarter activities included the acquisition of 24 standalone convenience stores for an aggregate purchase price of $35.1 million, as well as $4.9 million of investments to improve these and other recently acquired locations.

Since its acquisition program began in 2011, and through the first quarter of 2016, TA has acquired 37 travel centers and 224 standalone convenience stores. As of March 31, 2016, TA’s investments, including improvements, in the 37 travel centers and 224 standalone convenience stores acquired totaled $315.6 million and $424.2 million, respectively. TA estimates that it will invest an additional $19.8 million to complete the expansion and renovation of certain of these travel centers and $17.4 million to complete the rebranding, expansion and improvements of certain of these convenience stores. These 261 locations generated revenues in excess of cost of goods sold of $69.5 million in the time TA owned them during the twelve months ended March 31, 2016.

As of March 31, 2016, TA had completed construction of two travel centers, had begun construction of two other travel centers and had plans to develop an additional travel center. Through March 31, 2016, TA spent $46.2 million (including land costs) on the four development sites not yet sold to HPT. TA estimates the additional development costs of the remaining travel centers as of March 31, 2016, were $47.8 million. TA currently expects to complete development of one of these travel centers during the second quarter of 2016, another during the first quarter of 2017 and another thereafter.

3

In addition to the acquisitions closed through March 31, 2016, TA has entered into agreements for other acquisitions, as follows:

(in thousands)	Acquisition Price (excluding closing adjustments and costs)		Expected rebranding, expansion, renovation and improvement costs
Agreements as of March 31, 2016
5 convenience stores in Illinois	$	9,462	$	1,173
50 Quaker Steak & Lube® restaurants    (10 operated by TA and 40 operated by franchisee/licensee)    and related assets(1)	25,000		2,353
1 Quaker Steak & Lube® restaurant from a franchisee(1)	2,500		128
Agreements entered subsequent to March 31, 2016
11 convenience stores in Wisconsin	13,750		2,630

⁽¹⁾ Since March 31, 2016, TA has completed this acquisition.

Capital improvements to recently purchased travel centers are often substantial and require a long period of time to plan, design, permit and complete; and, after being completed, the improved travel centers require a period of time to become part of TA's customers' supply networks and produce stabilized financial results. TA estimates that the travel centers it acquires generally will reach stabilization in approximately the third year after acquisition. Capital improvements to recently acquired convenience stores are typically less capital intensive than travel centers. TA estimates that the convenience stores it acquires generally will reach stabilization in approximately one year after acquisition. Actual results for both travel centers and convenience stores can vary widely from these estimates due to many factors, some of which are outside TA's control.

Conference Call:

On Monday, May 9, 2016, at 10:00 a.m. Eastern Time, TA will host a conference call to discuss its financial results and other activities for the three months ended March 31, 2016. Following management’s remarks, there will be a question and answer period.

The conference call telephone number is 877-329-4614. Participants calling from outside the United States and Canada should dial 412-317-5437. 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 412-317-0088. The replay pass code is 10084032.

A live audio webcast of the conference call will also be available in a listen only mode on TA's website at www.ta-petro.com. To access the webcast, participants should visit TA's website about five minutes before the call. The archived webcast will be available for replay on TA's website for about one week after the call. The transcription, recording and retransmission in any way of TA's first quarter 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 services, travel/convenience stores and other services which are designed to provide efficient and enhanced travel experiences. TA's nationwide business includes travel centers located in 43 U.S. states and in Canada. TA's convenience stores operate principally under the "Minit Mart" brand name and offer gasoline fueling as well as nonfuel products and services such as coffee, groceries, fresh food offerings and other convenience items.

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WARNING CONCERNING FORWARD LOOKING STATEMENTS

THIS PRESS RELEASE CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. WHENEVER TA USES WORDS SUCH AS "BELIEVE", "EXPECT", "ANTICIPATE", "INTEND", "PLAN", "ESTIMATE", "MAY" OR SIMILAR EXPRESSIONS, TA IS MAKING FORWARD LOOKING STATEMENTS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON TA’S PRESENT INTENT, BELIEFS OR EXPECTATIONS, BUT FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO OCCUR AND MAY NOT OCCUR. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE CONTAINED IN OR IMPLIED BY TA'S FORWARD LOOKING STATEMENTS AS A RESULT OF VARIOUS FACTORS. AMONG OTHERS, THE FORWARD LOOKING STATEMENTS WHICH APPEAR IN THIS PRESS RELEASE THAT MAY NOT OCCUR INCLUDE STATEMENTS THAT:

• TA EXPECTS THAT LOCATIONS IT ACQUIRES WILL PRODUCE STABILIZED FINANCIAL RESULTS AFTER A PERIOD OF TIME FOLLOWING ACQUISITION. THESE STATEMENTS MAY IMPLY THAT TA'S EXPECTED STABILIZATION AT ITS ACQUIRED SITES WILL GENERATE INCREASED NET INCOME. HOWEVER, MANY OF THE LOCATIONS TA HAS ACQUIRED PRODUCED OPERATING RESULTS THAT CAUSED THE PRIOR OWNERS TO EXIT THESE BUSINESSES AND TA'S ABILITY TO OPERATE THESE LOCATIONS PROFITABLY DEPENDS UPON MANY FACTORS, SOME OF WHICH ARE BEYOND ITS CONTROL, SUCH AS THE LEVEL OF DEMAND FOR TA'S GOODS AND SERVICES. ACCORDINGLY, TA'S ACQUIRED SITES MAY NOT GENERATE INCREASED NET INCOME OR IT MAY TAKE LONGER FOR NET INCOME TO INCREASE THAN TA EXPECTS;

• TA HAS AGREED TO ACQUIRE AND DEVELOP ADDITIONAL LOCATIONS AND BUSINESSES. TA'S ACQUISITIONS ARE SUBJECT TO CONDITIONS WHICH MAY NOT BE MET AND THE TRANSACTIONS OR THE DEVELOPMENT OF PROPERTIES MAY NOT BE COMPLETED OR MAY BE DELAYED OR THEIR TERMS MAY CHANGE. THERE ARE MANY FACTORS THAT MAY RESULT IN TA NOT BEING ABLE TO ACQUIRE, RENOVATE AND DEVELOP ADDITIONAL LOCATIONS AT PRICES OR COSTS THAT YIELD PROFITS, INCLUDING COMPETITION FOR SUCH ACQUISITIONS FROM OTHER BUYERS, TA'S INABILITY TO NEGOTIATE ACCEPTABLE PURCHASE TERMS AND THE POSSIBILITY THAT TA MAY NEED TO USE ITS AVAILABLE FUNDS FOR OTHER PURPOSES. TA MAY DETERMINE TO DELAY OR NOT TO PROCEED WITH PENDING ACQUISITIONS OR DEVELOPMENT PROJECTS. MOREOVER, MANAGING AND INTEGRATING ACQUIRED AND DEVELOPED LOCATIONS CAN BE DIFFICULT, TIME CONSUMING AND/OR MORE EXPENSIVE THAN ANTICIPATED AND CAN INVOLVE RISKS OF FINANCIAL LOSSES. TA MAY NOT OPERATE ITS ACQUIRED OR DEVELOPED LOCATIONS AS PROFITABLY AS IT NOW EXPECTS; AND

• TA ESTIMATES THAT IT WILL INVEST AN ADDITIONAL $19.8 MILLION TO COMPLETE THE EXPANSION AND RENOVATION OF CERTAIN TRAVEL CENTERS AND $17.4 MILLION TO COMPLETE THE REBRANDING, EXPANSION AND IMPROVEMENTS OF CERTAIN CONVENIENCE STORES IT HAS ACQUIRED SINCE 2011. THE AMOUNT AND TIMING OF CAPITAL EXPENDITURES ARE OFTEN DIFFICULT TO PREDICT. SOME CAPITAL PROJECTS COST MORE AND TAKE LONGER TO COMPLETE THAN ANTICIPATED. ALSO, AS A RESULT OF CHANGING MARKET CONDITIONS OR OTHER CONSIDERATIONS, TA MAY DEFER CERTAIN CAPITAL PROJECTS.

THE INFORMATION CONTAINED IN TA'S PERIODIC REPORTS (INCLUDING TA’S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2015, WHICH HAS BEEN FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, OR SEC, AND TA'S QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD ENDED MARCH 31, 2016, WHICH HAS BEEN OR WILL BE FILED WITH THE SEC) UNDER THE CAPTION "RISK FACTORS," OR ELSEWHERE IN THOSE REPORTS, OR INCORPORATED THEREIN, IDENTIFIES OTHER IMPORTANT FACTORS THAT COULD CAUSE DIFFERENCES FROM TA'S FORWARD LOOKING STATEMENTS. TA’S FILINGS WITH THE SEC ARE AVAILABLE ON THE SEC'S WEBSITE AT WWW.SEC.GOV.

YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS.

EXCEPT AS REQUIRED BY LAW, TA DOES NOT INTEND TO UPDATE OR CHANGE ANY FORWARD LOOKING STATEMENT AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.

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TRAVELCENTERS OF AMERICA LLC

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(in thousands, except per share data)

	Three Months Ended   March 31,
	2016			2015
Revenues:
Fuel	$	709,528		$	1,003,167
Nonfuel	450,646			401,510
Rent and royalties from franchisees	4,276			3,024
Total revenues	1,164,450			1,407,701
Cost of goods sold (excluding depreciation):
Fuel	617,827			890,780
Nonfuel	206,331			178,422
Total cost of goods sold	824,158			1,069,202
Operating expenses:
Site level operating	234,050			205,584
Selling, general and administrative	30,966			27,616
Real estate rent	63,529			55,604
Depreciation and amortization	20,525			17,525
Total operating expenses	349,070			306,329
(Loss) income from operations	(8,778		)	32,170
Acquisition costs	969			414
Interest expense, net	6,821			6,332
Income from equity investees	947			791
(Loss) income before income taxes	(15,621		)	26,215
Benefit (provision) for income taxes	5,677			(10,486		)
Net (loss) income	$	(9,944	)	$	15,729
Net (loss) income per common share:
Basic and diluted	$	(0.26	)	$	0.41

These financial statements should be read in conjunction with TA’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, to be filed with the U.S. Securities and Exchange Commission.

6

TRAVELCENTERS OF AMERICA LLC

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands)

	March 31, 2016		December 31, 2015
Assets
Current assets:
Cash and cash equivalents	$	129,604	$	172,087
Accounts receivable, net	108,859		91,580
Inventory	184,803		183,492
Other current assets	42,310		48,181
Total current assets	465,576		495,340
Property and equipment, net	1,030,026		989,606
Goodwill and intangible assets, net	110,743		105,977
Other noncurrent assets	31,625		30,618
Total assets	$	1,637,970	$	1,621,541
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable	$	129,023	$	125,079
Current HPT Leases liabilities	37,465		37,030
Other current liabilities	164,420		133,513
Total current liabilities	330,908		295,622
Long term debt	316,696		316,447
Noncurrent HPT Leases liabilities	382,000		385,498
Other noncurrent liabilities	67,696		74,655
Total liabilities	1,097,300		1,072,222
Shareholders' equity (38,799 and 38,808 common shares outstanding at    March 31, 2016, and December 31, 2015, respectively)	540,670		549,319
Total liabilities and shareholders' equity	$	1,637,970	$	1,621,541

These financial statements should be read in conjunction with TA’s Quarterly Report on Form 10-Q for the quarter endedMarch 31, 2016, to be filed with the U.S. Securities and Exchange Commission.

7

TRAVELCENTERS OF AMERICA LLC

CONSOLIDATED SUPPLEMENTAL DATA

(in thousands)

	Three Months Ended   March 31,
	2016			2015
Calculation of EBITDA and EBITDAR(1):
Net (loss) income	$	(9,944	)	$	15,729
Add: (benefit) provision for income taxes	(5,677		)	10,486
Add: depreciation and amortization	20,525			17,525
Add: interest expense, net(2)	6,821			6,332
EBITDA	11,725			50,072
Add: real estate rent expense(3)	63,529			55,604
EBITDAR	$	75,254		$	105,676

⁽¹⁾  TA calculates EBITDA as earnings before interest, taxes and depreciation and amortization, and TA calculates EBITDAR as EBITDA plus real estate rent expense, as shown above. TA believes EBITDA and 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 EBITDA and EBITDAR are meaningful disclosures that may help investors to better understand its financial performance, including comparing its performance between periods and to the performance of other companies. This information should not be considered as an alternative to net income, income from operations, cash flow from operations or any other operating or liquidity performance measure prescribed by GAAP. Also, EBITDA and EBITDAR as presented may not be comparable to similarly titled amounts calculated by other companies.

⁽²⁾  Interest expense, net, included the following:

	Three Months Ended   March 31,
	2016			2015
Interest related to TA's Senior Notes and Credit Facility	$	6,931		$	4,968
Rent classified as interest	432			1,452
Amortization of deferred financing costs	304			227
Capitalized interest	(947		)	(216		)
Other	104			(6		)
Interest income	(3		)	(93		)
Interest expense, net	$	6,821		$	6,332

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TRAVELCENTERS OF AMERICA LLC

CONSOLIDATED SUPPLEMENTAL DATA

(in thousands)

⁽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 $67,230 and $60,137 during the three months ended March 31, 2016 and 2015, respectively, while the total rent amounts expensed during the three months ended March 31, 2016 and 2015, were $63,529 and $55,604, respectively. The differences between rent paid and rent expense result from the required recognition under GAAP of rent expense on an accrual basis. For example, under GAAP, a portion of the rent TA paid 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 liability. Also, under GAAP, TA amortizes on a straight line basis as a reduction of rent expense the deferred tenant improvement allowance liability and deferred gains from sales of assets to HPT that TA leased back. A reconciliation of these amounts is as follows.

	Three Months Ended   March 31,
	2016			2015
Cash payments to HPT for rent	$	64,440		$	57,516
Rent paid to others(A)	2,790			2,621
Total cash payments under real property leases	67,230			60,137
Change in accrued estimated percentage rent	246			(104		)
Adjustments to recognize rent expense on a straight line basis – HPT	(56		)	(452		)
Adjustments to recognize rent expense on a straight line basis for other leases	(90		)	(101		)
Less sale leaseback financing obligation amortization	(118		)	(636		)
Less portion of rent payments recognized as interest expense	(432		)	(1,452		)
Less deferred tenant improvements allowance amortization	(943		)	(1,692		)
Amortization of deferred gain on sale leaseback transactions	(2,308		)	(96		)
Total amount expensed as rent	$	63,529		$	55,604

^(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.

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TRAVELCENTERS OF AMERICA LLC

SUPPLEMENTAL SAME SITE OPERATING DATA

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

CONSOLIDATED SAME SITE OPERATING DATA

The following table presents consolidated operating data for the periods noted for all of the locations in operation on March 31, 2016, that were operated by TA continuously since the beginning of the earliest period presented, with the exception of five locations TA operates that are owned by a joint venture. This data excludes revenues and expenses that were not generated at locations TA operates, such as rents and royalties from franchisees, and corporate level selling, general and administrative expenses.

	Three Months Ended   March 31,
	2016			2015			Change
Number of same site company operated locations	249			249			—
Diesel sales volume (gallons)	412,863			418,232			(1.3	)%
Gasoline sales volume (gallons)	69,715			72,516			(3.9	)%
Total fuel sales volume (gallons)	482,578			490,748			(1.7	)%
Fuel revenues	$	630,609		$	984,169		(35.9	)%
Fuel gross margin	83,044			111,807			(25.7	)%
Nonfuel revenues	$	403,502		$	397,149		1.6	%
Nonfuel gross margin	228,967			221,765			3.2	%
Nonfuel gross margin percentage	56.7		%	55.8		%	90pts
Total gross margin	$	312,011		$	333,572		(6.5	)%
Site level operating expenses	212,020			204,533			3.7	%
Site level operating expenses as a percentage of nonfuel revenues	52.5		%	51.5		%	100pts
Site level gross margin in excess of site level operating expense	$	99,991		$	129,039		(22.5	)%

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TRAVELCENTERS OF AMERICA LLC

SUPPLEMENTAL SAME SITE OPERATING DATA

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

TRAVEL CENTERS SEGMENT SAME SITE OPERATING DATA

The following table presents operating data for the periods noted for all of the travel centers in operation on March 31, 2016, that were operated by TA continuously since the beginning of the earliest period presented, with the exception of two travel centers TA operates that are owned by a joint venture. This data also excludes revenues and expenses that were not generated at travel centers TA operates, such as rents and royalties from franchisees, and corporate level selling, general and administrative expenses.

	Three Months Ended   March 31,
Travel Centers	2016			2015			Change
Number of same site company operated travel center locations	217			217			—
Diesel sales volume (gallons)	412,130			417,538			(1.3	)%
Gasoline sales volume (gallons)	61,077			63,620			(4.0	)%
Total fuel sales volume (gallons)	473,207			481,158			(1.7	)%
Fuel revenues	$	617,971		$	967,423		(36.1	)%
Fuel gross margin	81,180			110,325			(26.4	)%
Nonfuel revenues	$	384,898		$	379,368		1.5	%
Nonfuel gross margin	222,980			215,813			3.3	%
Nonfuel gross margin percentage	57.9		%	56.9		%	100pts
Total gross margin	$	304,160		$	326,138		(6.7	)%
Site level operating expenses	206,668			199,181			3.8	%
Site level operating expenses as a percentage of nonfuel revenues	53.7		%	52.5		%	120pts
Site level gross margin in excess of site level operating expense	$	97,492		$	126,957		(23.2	)%

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TRAVELCENTERS OF AMERICA LLC

SUPPLEMENTAL SAME SITE OPERATING DATA

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

CONVENIENCE STORES SEGMENT SAME SITE OPERATING DATA

The following table presents operating data for the periods noted for all of the convenience stores in operation on March 31, 2016, that were operated by TA continuously since the beginning of the earliest period presented, with the exception of three convenience stores TA operates that are owned by a joint venture. This data also excludes revenues and expenses that were not generated at convenience stores TA operates, such as revenues from the dealer operated convenience store and corporate level selling, general and administrative expenses.

	Three Months Ended   March 31,
Convenience Stores	2016			2015			Change
Number of same site company operated convenience store locations	32			32			—
Fuel sales volume (gallons)	9,371			9,590			(2.3	)%
Fuel revenues	$	12,638		$	16,746		(24.5	)%
Fuel gross margin	1,864			1,482			25.8	%
Nonfuel revenues	$	18,604		$	17,781		4.6	%
Nonfuel gross margin	5,987			5,952			0.6	%
Nonfuel gross margin percentage	32.2		%	33.5		%	(130)pts
Total gross margin	$	7,851		$	7,434		5.6	%
Site level operating expenses	5,352			5,352			—	%
Site level operating expenses as a percentage of nonfuel revenues	28.8		%	30.1		%	(130)pts
Site level gross margin in excess of site level operating expense	$	2,499		$	2,082		20.0	%

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TRAVELCENTERS OF AMERICA LLC

BUSINESS SEGMENT INFORMATION

(in thousands)

	Three Months Ended March 31, 2016
	Travel Centers		Convenience Stores		Corporate and Other		Consolidated
Revenues
Fuel	$	622,580	$	72,631	$	14,317	$	709,528
Nonfuel	388,485		61,449		712		450,646
Rent and royalties from franchisees	4,142		134		—		4,276
Total revenues	1,015,207		134,214		15,029		1,164,450
Site level gross margin in excess of    site level operating expenses	$	101,031	$	4,371	$	840	$	106,242
Corporate operating expenses
Selling, general and administrative					$	30,966	$	30,966
Real estate rent					63,529		63,529
Depreciation and amortization					20,525		20,525
Loss from operations							(8,778		)
Acquisition costs					969		969
Interest expense, net					6,821		6,821
Income from equity investees					947		947
Loss before income taxes							(15,621		)
Benefit for income taxes					5,677		5,677
Net loss							$	(9,944	)

Supplemental data:

Gross margin
Fuel	$	81,800	$	9,789	$	112		$	91,701
Nonfuel	224,983		18,777		555			244,315
Rent and royalties from franchisees	4,142		134		—			4,276
Total gross margin	$	310,925	$	28,700	$	667		$	340,292
Site level operating expenses	$	209,894	$	24,329	$	(173	)	$	234,050

13

TRAVELCENTERS OF AMERICA LLC

BUSINESS SEGMENT INFORMATION

(in thousands)

	Three Months Ended March 31, 2015
	Travel Centers		Convenience Stores		Corporate and Other			Consolidated
Revenues
Fuel	$	968,969	$	21,386	$	12,812		$	1,003,167
Nonfuel	380,499		20,845		166			401,510
Rent and royalties from franchisees	3,024		—		—			3,024
Total revenues	1,352,492		42,231		12,978			1,407,701
Site level gross margin in excess of    site level operating expenses	$	130,229	$	1,624	$	1,062		$	132,915
Corporate operating expenses
Selling, general and administrative					$	27,616		$	27,616
Real estate rent					55,604			55,604
Depreciation and amortization					17,525			17,525
Income from operations								32,170
Acquisition costs					414			414
Interest expense, net					6,332			6,332
Income from equity investees					791			791
Income before income taxes								26,215
Provision for income taxes					(10,486		)	(10,486		)
Net income								$	15,729

Supplemental data:

Gross margin
Fuel	$	110,600	$	1,791	$	(4	)	$	112,387
Nonfuel	216,482		6,486		120			223,088
Rent and royalties from franchisees	3,024		—		—			3,024
Total gross margin	$	330,106	$	8,277	$	116		$	338,499
Site level operating expenses	$	199,877	$	6,653	$	(946	)	$	205,584

(End)

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