Current Report Filing (8-k)
June 26 2020 - 5:10PM
Edgar (US Regulatory)
0001378453
false
--12-31
0001378453
2020-06-21
2020-06-22
0001378453
ta:Sec8.25PercentSeniorNotesDue2028Member
2020-06-21
2020-06-22
0001378453
ta:Sec8.00PercentSeniorNotesDue2029Member
2020-06-21
2020-06-22
0001378453
ta:Sec8.00PercentSeniorNotesDue2030Member
2020-06-21
2020-06-22
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
June 22, 2020
TravelCenters of America Inc.
(Exact Name of Registrant as Specified in
its Charter)
Maryland
|
|
001-33274
|
|
20-5701514
|
(State or Other Jurisdiction
|
|
(Commission File Number)
|
|
(I.R.S. Employer Identification No.)
|
of Incorporation)
|
|
|
|
|
|
|
|
|
|
24601 Center Ridge Road,
Westlake, OH
|
|
|
|
44145-5639
|
(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 filing 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))
Securities registered pursuant to Section 12(b) of the Act:
Title
of Each Class
|
|
Trading
Symbols
|
|
Name
of Each Exchange on Which
Registered
|
Shares of Common Stock, $0.001 Par Value Per Share
|
|
TA
|
|
The Nasdaq Stock Market LLC
|
8.25% Senior Notes due 2028
|
|
TANNI
|
|
The Nasdaq Stock Market LLC
|
8.00% Senior Notes due 2029
|
|
TANNL
|
|
The Nasdaq Stock Market LLC
|
8.00% Senior Notes due 2030
|
|
TANNZ
|
|
The Nasdaq Stock Market LLC
|
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) of Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if
the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.03 Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
On June 22, 2020, Articles of Amendment (the “Articles
of Amendment”) to the Articles of Incorporation of TravelCenters of America Inc. (the “Company”) became effective.
The Articles of Amendment increased the total number of shares of all classes of stock that the Company has the authority to issue
to 216,000,000, consisting of 216,000,000 shares of common stock, par value $0.001 per share.
The foregoing description of the Articles of Amendment does
not purport to be complete and is qualified in its entirety by reference to the Articles of Amendment, a copy of which is filed
as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
The Company is furnishing as Exhibit 99.1 to this Current Report
on Form 8-K an investor presentation, which updates the investor presentation furnished by the Company as Exhibit 99.1 to its Current
Report on Form 8-K filed with the Securities and Exchange Commission on June 15, 2020. The Company undertakes no obligation to
update, supplement or amend the materials attached thereto as Exhibit 99.1.
The information in this Item 7.01 (including Exhibit 99.1 attached
hereto) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly
set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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 Inc.
|
|
|
|
|
Date:
|
June 26, 2020
|
By:
|
/s/ Peter J. Crage
|
|
|
|
Peter J. Crage
|
|
|
|
Executive Vice President, Chief Financial Officer and Treasurer
|
TravelCenters of America (NASDAQ:TA)
Historical Stock Chart
From Mar 2024 to Apr 2024
TravelCenters of America (NASDAQ:TA)
Historical Stock Chart
From Apr 2023 to Apr 2024