Document

“TA has outperformed for another quarter on key financial measures reinforcing the resilience and strength of its business model. For the second quarter, net income improved by 121%, or to $4.31 per share, and Adjusted EBITDA increased by 67% over the prior year second quarter, which was itself an excellent performing quarter. Fuel and non-fuel gross margins increased by 56% and 10% respectively. Operational highlights for the quarter included the fuel team successfully managing extraordinary volatility in supply markets, growth in truck service and the re-opening of some full service restaurants. The Company has proven once again that it can overcome challenging macro-economic circumstances while maximizing market opportunities through operational excellence and a resilient business model.

Investing in growth remains a key pillar in our transformation plan, with a focus on site refreshes, technology improvements and network expansion. We continue to evaluate opportunities to acquire high quality travel centers, with two full service travel centers and a truck service location added during the second quarter and a third full service travel center location added in early July. While results benefitted from favorable fuel purchasing conditions created by extraordinary volatility, a continued focus on operational excellence and investing in growth were also instrumental in driving a very strong quarter once again.”

Adjusted net income, adjusted net income per share of common stock attributable to common stockholders, EBITDA, adjusted EBITDA, and adjusted EBITDAR are non-GAAP financial measures. The U.S. generally accepted accounting principles, or GAAP, financial measures that are most directly comparable to the non-GAAP measures disclosed herein are included in the supplemental tables below.


(in thousands, except per gallon amounts)	Three Months Ended June 30,
	2022		2021		Change
Fuel sales volume (gallons):
Diesel fuel	511,209		512,943		(0.3)	%
Gasoline	63,111		70,687		(10.7)	%
Total fuel sales volume	574,320		583,630		(1.6)	%

Fuel gross margin	$	156,631	$	100,292	56.2	%
Fuel gross margin per gallon	$	0.273	$	0.172	58.7	%


(in thousands, except percentages)	Three Months Ended June 30,
	2022			2021			Change
Nonfuel revenues:
Store and retail services	$	200,424		$	194,440		3.1	%
Truck service	218,210			194,197			12.4	%
Restaurant	86,626			79,938			8.4	%
Diesel exhaust fluid	48,102			33,235			44.7	%
Total nonfuel revenues	$	553,362		$	501,810		10.3	%

Nonfuel gross margin	$	331,778		$	303,102		9.5	%
Nonfuel gross margin percentage	60.0		%	60.4		%	(40)	pts

TA's strategic transformation and turnaround plan, or its Transformation Plan, consists of numerous initiatives across its organization for the purpose of expanding its travel center network, improving the guest experience, improving and enhancing operational profitability and efficiency, and strengthening its financial position all in support of its core mission to return every traveler to the road better than they came.

Franchising is a key aspect of TA’s strategic network growth plan. Since the beginning of 2020, TA has entered into franchise agreements covering approximately 50 travel centers to be operated under its travel center brand names. Five of these franchised travel centers began operations during 2020, two began operations during 2021 and one began operations during the second quarter of 2022. TA expects the remaining 42 to all open by the third quarter of 2024.

TA's growth strategy also includes its intent to acquire high quality, existing travel centers to expand its network of travel centers. TA completed the acquisitions of two previously franchised travel centers and one standalone truck service facility in April 2022, and another previously franchised travel center in July 2022. TA also acquired two of its company-owned, franchisee-operated travel centers in the second and third quarters of 2022.

TA's capital expenditures for 2022 are expected to be in the range of $175.0 million to $200.0 million and includes projects to improve the guest experience through significant upgrades at TA's travel centers, the expansion of restaurants and food offerings and improvements to TA's technology systems infrastructure. Approximately 60% of TA's capital expenditures in 2022 are focused on growth initiatives that TA expects will meet or exceed TA's 15% to 20% cash on cash return hurdle.

Importantly, TA is committed to embracing environmentally friendly energy sources through its eTA division, which seeks to deliver sustainable and alternative energy to the marketplace by working with the public sector, private companies, customers and guests to facilitate this initiative. Recent accomplishments include expanding TA's biodiesel blending capabilities, increasing the availability of diesel exhaust fluid, or DEF, at all diesel pumps nationwide and installing electric vehicle charging stations. TA is also exploring ultra-high power truck charging and hydrogen fuel dispensing in parallel with traditional fossil fuels to provide energy alternatives as the transportation sector transitions to a lighter carbon footprint. TA believes its large, well-located sites will allow it to make both fossil and, eventually, non-fossil fuels available throughout its nationwide network of sites.

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 through August 9, 2022. To hear the replay, dial 412-317-0088. The replay pass code is 9164944.

A live audio webcast of the conference call will also be available in a listen-only mode on TA's website which is located at www.ta-petro.com. Participants who want to access the webcast should visit TA's website about five minutes before the call. The archived webcast will be available for replay on TA's website after the call. The transcription, recording and retransmission in any way of TA's second 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.

TravelCenters of America Inc. (Nasdaq: TA) is the nation's largest publicly traded full-service travel center network. Founded in 1972 and headquartered in Westlake, Ohio, its more than 18,000 team members serve guests in over 276 locations in 44 states, principally under the TA®, Petro Stopping Centers® and TA Express® brands. Offerings include diesel and gasoline fuel, truck maintenance and repair, full-service and quick-service restaurants, travel stores, car and truck parking and other services dedicated to providing great experiences for its guests. TA is committed to sustainability, with its specialized business unit, eTA, focused on sustainable energy options for professional drivers and motorists, while leveraging alternative energy to support its own operations. TA operates over 600 full-service and quick-service restaurants and nine proprietary brands, including Iron Skillet® and Country Pride®. For more information, visit www.ta-petro.com.


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Revenues:
Fuel	$	2,521,757	$	1,328,631	$	4,327,870	$	2,405,889
Nonfuel	553,362		501,810		1,040,444		949,724
Rent and royalties from franchisees	3,929		3,839		7,806		7,763
Total revenues	3,079,048		1,834,280		5,376,120		3,363,376

Cost of goods sold (excluding depreciation):
Fuel	2,365,126		1,228,339		4,058,321		2,228,167
Nonfuel	221,584		198,708		413,368		370,930
Total cost of goods sold	2,586,710		1,427,047		4,471,689		2,599,097

Site level operating expense	260,103		233,996		512,147		461,226
Selling, general and administrative expense	46,400		36,590		87,709		72,520
Real estate rent expense	65,153		63,611		129,799		127,480
Depreciation and amortization expense	26,762		24,139		50,993		47,968
Other operating income, net	(305)		(872)		(2,487)		(872)

Income from operations	94,225		49,769		126,270		55,957

Interest expense, net	11,173		11,739		22,703		23,123
Other (income) expense, net	(1,216)		1,304		(1,854)		2,701
Income before income taxes	84,268		36,726		105,421		30,133
Provision for income taxes	(20,288)		(7,779)		(25,137)		(6,929)
Net income	63,980		28,947		80,284		23,204
Less: net income for noncontrolling interest	—		(409)		—		(333)
Net income attributable to common stockholders	$	63,980	$	29,356	$	80,284	$	23,537

Net income per share of common stock attributable to common stockholders:
Basic and diluted	$	4.31	$	2.02	$	5.41	$	1.62

Weighted average vested shares of common stock	14,380		14,236		14,376		14,232
Weighted average unvested shares of common stock	461		331		463		337

TA believes the non-GAAP financial measures presented in the tables below are meaningful supplemental disclosures. Management uses these measures in developing internal budgets and forecasts and analyzing TA's performance and believes that they may help investors gain a better understanding of changes in TA's operating results and its ability to pay rent or service debt when due, make capital expenditures and expand its business. These non-GAAP financial measures also may help investors to make comparisons between TA and other companies and to make comparisons of TA's financial and operating results between periods.

The non-GAAP financial measures TA presents should not be considered as alternatives to net income (loss) attributable to common stockholders, net income (loss), income (loss) from operations, or net income (loss) per share of common stock attributable to common stockholders as an indicator of TA's operating performance or as a measure of TA's liquidity. Also, the non-GAAP financial measures TA presents may not be comparable to similarly titled amounts calculated by other companies.

TA believes that adjusted net income (loss), adjusted net income (loss) per share of common stock attributable to common stockholders, EBITDA and adjusted EBITDA are meaningful disclosures that may help investors to better understand TA's financial performance by providing financial information that represents the operating results of TA's operations without the effects of items that do not result directly from TA's normal recurring operations and may allow investors to better compare TA's performance between periods and to the performance of other companies. TA calculates EBITDA as net income (loss) before interest, income taxes and depreciation and amortization expense, as shown below. TA calculates adjusted EBITDA by excluding items that it considers not to be normal, recurring, cash operating expenses or gains or losses.

In addition, TA believes that, because it leases a majority of its travel centers, presenting adjusted EBITDAR may help investors compare the value of TA against companies that own and finance ownership of their properties with debt financing, since this measure eliminates the effects of variability in leasing methods and capital structures. This measure may also help investors evaluate TA's valuation if it owned its leased properties and financed that ownership with debt, in which case the interest expense TA incurred for that debt financing would be added back when calculating EBITDA. Adjusted EBITDAR is presented solely as a valuation measure and should not be viewed as a measure of overall operating performance or considered in isolation or as an alternative to net income (loss) because it excludes the real estate rent expense associated with TA's leases and it is presented for the limited purposes referenced herein. TA calculates EBITDAR as net income (loss) before interest, income taxes, real estate rent expense and depreciation and amortization expense and adjusted EBITDAR by excluding items that it considers not to be normal, recurring, cash operating expenses or gains or losses.

TA believes that net income (loss) is the most directly comparable GAAP financial measure to adjusted net income (loss), EBITDA, adjusted EBITDA and adjusted EBITDAR, and that net income (loss) per share of common stock attributable to common stockholders is the most directly comparable GAAP financial measure to adjusted net income (loss) per share of common stock attributable to common stockholders.


Calculation of adjusted net income:	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Net income	$	63,980	$	28,947	$	80,284	$	23,204
Add: QSL impairment(1)	—		—		—		650
Less: Net gain on Seymour insurance recovery(2)	(154)		—		(1,984)		—
Add: Costs related to the exit of our Canadian travel center(3)	705		—		1,005		—
Add: Equity investment ownership dilution(4)	—		1,826		—		1,826
Less: Gain on sale of assets, net(5)	—		(897)		—		(897)
(Less) Add: Tax impact of adjusting items(6)	(129)		(195)		230		(331)
Adjusted net income	$	64,402	$	29,681	$	79,535	$	24,452


Calculation of adjusted net income per share of common stock attributable to common stockholders (basic and diluted):	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Net income per share of common stock attributable to common stockholders (basic and diluted)	$	4.31	$	2.02	$	5.41	$	1.62
Add: QSL impairment (1)	—		—		—		0.04
Less: Net gain on Seymour insurance recovery(2)	(0.01)		—		(0.13)		—
Add: Costs related to the exit of our Canadian travel center (3)	0.05		—		0.07		—
Add: Equity investment ownership dilution (4)	—		0.13		—		0.13
Less: Gain on sale of assets, net (5)	—		(0.06)		—		(0.06)
Add (Less): Tax impact of adjusting items (6)	(0.01)		(0.01)		0.01		(0.02)
Adjusted net income per share of common stock attributable to common stockholders (basic and diluted)	$	4.34	$	2.08	$	5.36	$	1.71


Calculation of EBITDA and adjusted EBITDA:	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Net income	$	63,980	$	28,947	$	80,284	$	23,204
Add: Provision for income taxes	20,288		7,779		25,137		6,929
Add: Depreciation and amortization expense	26,762		24,139		50,993		47,968
Add: Interest expense, net	11,173		11,739		22,703		23,123
EBITDA	122,203		72,604		179,117		101,224
Less: Net gain on Seymour insurance recovery (2)	(154)		—		(1,984)		—
Add: Costs related to the exit of our Canadian travel center (3)	705		—		1,005		—
Add: Equity investment ownership dilution (4)	—		1,826		—		1,826
Less: Gain on sale of assets, net (5)	—		(897)		—		(897)
Adjusted EBITDA	$	122,754	$	73,533	$	178,138	$	102,153


Total fuel gross margin and nonfuel revenues:	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Fuel gross margin	$	156,631	$	100,292	$	269,549	$	177,722
Nonfuel revenues	553,362		501,810		1,040,444		949,724
Total fuel gross margin and nonfuel revenues	$	709,993	$	602,102	$	1,309,993	$	1,127,446

(1) QSL Impairment. On April 21, 2021, TA completed the sale of its Quaker Steak and Lube, or QSL, business for $5.0 million, excluding costs to sell and certain closing adjustments. During the six months ended June 30, 2021, TA recorded a pre-sale impairment charge of $0.7 million relating to its QSL business, which was included in depreciation and amortization expense in TA's consolidated statements of operations and comprehensive income. Refer to note 5 below for more information on the sale of QSL.

(2) Net Gain on Seymour Insurance Recovery. Following a fire at TA's Seymour, Indiana travel center in July 2020, TA pursued recoveries under its property and business interruption insurance policies. During the three and six months ended June 30, 2022, TA recognized a net gain of $0.2 million and $2.0 million, respectively, related to these recoveries as other operating income, net in TA's consolidated statements of operations and comprehensive income.

(3) Costs Related to the Exit of our Canadian Travel Center. In March 2022, TA agreed to sell the assets of its travel center in Woodstock, Ontario, Canada for approximately $20.0 million, excluding costs to sell and certain closing adjustments. TA expects the sale to close by the end of 2022. During the three and six months ended June 30, 2022, TA recognized expense of $0.1 million and $0.4 million for employee termination benefits, respectively, and $0.6 million of environmental costs associated with the closure of its Woodstock travel center, which were included in site level operating expense in TA's consolidated statements of operations and comprehensive income.

(4) Equity Investment Ownership Dilution. During the three and six months ended June 30, 2021, TA reduced its ownership in Epona, LLC, owner of QuikQ LLC, an equity method investment, to less than 50%, for which a loss of $1.8 million was included in other (income) expense, net in TA's consolidated statements of operations and comprehensive income.

(5) Gain on Sale of Assets, Net. In May 2021, TA sold a property located in Mesquite, Texas for a sales price of $2.2 million, excluding selling costs. TA recognized a gain on the sale of $1.5 million. On April 21, 2021, TA completed the sale of its QSL business for $5.0 million, excluding costs to sell and certain closing adjustments. TA recognized a loss on the sale of $0.6 million. The gain and loss on the sale of assets were included in other operating income, net, for the three and six months ended June 30, 2021.


	June 30, 2022		December 31, 2021
Assets:
Current assets:
Cash and cash equivalents	$	565,146	$	536,002
Accounts receivable, net	225,822		111,392
Inventory	251,608		191,843
Other current assets	30,561		37,947
Total current assets	1,073,137		877,184

Property and equipment, net	923,470		831,427
Operating lease assets	1,623,820		1,659,526
Goodwill	22,213		22,213
Intangible assets, net	13,535		10,934
Other noncurrent assets	85,658		107,217
Total assets	$	3,741,833	$	3,508,501

Liabilities and Stockholders' Equity:
Current liabilities:
Accounts payable	$	382,302	$	206,420
Current operating lease liabilities	119,082		118,005
Other current liabilities	214,895		194,853
Total current liabilities	716,279		519,278

Long term debt, net	524,487		524,781
Noncurrent operating lease liabilities	1,606,031		1,655,359
Other noncurrent liabilities	108,746		106,230
Total liabilities	2,955,543		2,805,648

Stockholders' equity (14,856 and 14,839 shares of common stock outstanding as of June 30, 2022 and December 31, 2021, respectively)	786,290		702,853
Total liabilities and stockholders' equity	$	3,741,833	$	3,508,501

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," "will," "may" and negatives or derivatives of these 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. Forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond TA's control. Among others, the forward-looking statements which appear in this press release that may not occur include:

•Statements about increased operating results may imply that TA will realize similar or better results in the future and that TA's business may be profitable in the future. TA operates in a highly competitive industry and its business is subject to various market and other risks and challenges including the current inflationary pressure and labor cost and availability challenges in the United States and the global supply chain issues. As a result, TA may not be able to realize similar or better results in the future and it may fail to be profitable in the future for these or other reasons;

•Statements about TA's fuel team successfully managing through a period of extraordinary volatility in the fuel supply markets may imply its fuel team will be able to continue to successfully manage in the current challenging market or otherwise. TA's business and operating results are significantly impacted by its ability to manage its fuel pricing and costs, and is heavily impacted by the global fuel market, which can be volatile. Small changes in TA's fuel margins can have substantial impacts on its business and results of operations. As a result, TA's fuel team may not successfully manage TA's fuel pricing, costs and supply in future periods;

•Statements about TA executing its Transformation Plan, which includes numerous initiatives that TA believes have and will improve and enhance its profitability and operational efficiency. However, TA may not be able to recognize the improvements to its operating results that it anticipates. In addition, the costs incurred to complete the initiatives may be greater than TA anticipates;

•Statements about TA's growth strategy including its desire to acquire high quality, existing travel centers to expand its network of travel centers may imply that TA will complete additional acquisitions and that its business will benefit as a result. Acquisitions involve risks. As a result, TA may not successfully negotiate acquisition agreements, complete any acquisitions it may agree to make or realize the benefits it expects from any acquisitions it may complete;

•Statements about expecting to expand TA's network by entering into new franchise agreements. However, TA may not succeed in entering these agreements and the commencement and stabilization of any new franchises may not occur, may be delayed or may not open, and these franchises may not be successful or generate the royalties for TA that it expects;

•Statements about the commitment of TA's 2022 capital expenditures being in the range of $175.0 million and $200.0 million. TA may spend less or more than that amount, may spend these amounts in a different manner, these expenditures may not provide the benefits TA expects and TA may not realize its expected cash on cash return hurdle;

•Statements about TA's commitment to embracing environmentally friendly energy sources through its eTA division may not be successful, may not result in the benefits TA expects and may not be sufficient to offset declines TA may experience in its business if the market moves from fossil fuels to non-fossil fuels; and

The information contained in TA's periodic reports, including TA's Annual Report on Form 10-K for the year ended December 31, 2021, which has been filed with the U.S. Securities and Exchange Commission, or SEC, and TA's Quarterly Reports on Form 10-Q for the periods ended March 31, 2022 and June 30, 2022, which have been or will be filed with the SEC,


Calculation of adjusted EBITDAR:	Three Months Ended June 30,		Six Months Ended June 30,
	2022		2022
Adjusted EBITDA	$	122,754	$	178,138
Add: Real estate rent expense	65,153		129,799
Adjusted EBITDAR	$	187,907	$	307,937