TravelCenters of America (TA) 10-Q 9 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 08, 2017
Document and Entity Information
Entity Registrant Name	TRAVELCENTERS OF AMERICA LLC
Entity Central Index Key	1,378,453
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		39,517,611
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1

Consolidated Balance Sheets (Un

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 37,646	$ 61,312
Accounts receivable (less allowance for doubtful accounts of $599 and $744 as of March 31, 2017 and December 31, 2016, respectively)	111,981	107,246
Inventory	197,949	204,145
Other current assets	25,585	29,358
Total current assets	373,161	402,061
Property and equipment, net	1,061,992	1,082,022
Goodwill	89,698	88,542
Other intangible assets, net	36,604	37,738
Other noncurrent assets	57,305	49,478
Total assets	1,618,760	1,659,841
Current liabilities:
Accounts payable	143,917	157,964
Current HPT Leases liabilities	40,351	39,720
Other current liabilities	149,125	132,648
Total current liabilities	333,393	330,332
Long term debt, net	318,959	318,739
Noncurrent HPT Leases liabilities	378,426	381,854
Other noncurrent liabilities	62,981	75,837
Total liabilities	1,093,759	1,106,762
Shareholders' equity:
Common shares, no par value, 41,369 shares authorized as of March 31, 2017 and December 31, 2016, and 39,518 and 39,523 shares issued and outstanding as of March 31, 2017 and December 31, 2016, respectively	687,523	686,348
Accumulated other comprehensive income	159	11
Accumulated deficit	(164,102)	(134,678)
Total TA shareholders' equity	523,580	551,681
Noncontrolling interests	1,421	1,398
Total shareholders' equity	525,001	553,079
Total liabilities and shareholders' equity	$ 1,618,760	$ 1,659,841

Consolidated Balance Sheets (U3

Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 599	$ 744
Common shares, shares authorized (in shares)	41,369	41,369
Common shares, shares issued (in shares)	39,518	39,523
Common shares, shares outstanding (in shares)	39,518	39,523

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Revenues:
Fuel	$ 935,296	$ 709,528
Nonfuel	451,374	436,018
Rent and royalties from franchisees	4,096	4,276
Total revenues	1,390,766	1,149,822
Cost of goods sold (excluding depreciation):
Fuel	849,711	617,827
Nonfuel	195,999	191,703
Total cost of goods sold	1,045,710	809,530
Operating expenses:
Site level operating	245,915	234,050
Selling, general and administrative	40,812	30,966
Real estate rent	67,999	63,529
Depreciation and amortization	31,800	20,525
Total operating expenses	386,526	349,070
Loss from operations	(41,470)	(8,778)
Acquisition costs	140	969
Interest expense, net	7,384	6,821
Income from equity investees	278	947
Loss before income taxes	(48,716)	(15,621)
Benefit for income taxes	19,315	5,677
Net loss	(29,401)	(9,944)
Less: net income for noncontrolling interests	23	0
Net loss attributable to common shareholders	(29,424)	(9,944)
Other comprehensive income, net of tax:
Foreign currency income, net of taxes of $18 and $121, respectively	26	194
Equity interest in investee's unrealized gain on investments	122	52
Other comprehensive income attributable to common shareholders	148	246
Comprehensive loss attributable to common shareholders	$ (29,276)	$ (9,698)
Net loss per common share attributable to common shareholders:
Basic and diluted (in usd per share)	$ (0.74)	$ (0.26)

Consolidated Statements of Ope5

Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Statement [Abstract]
Foreign currency income, tax	$ 18	$ 121

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Cash flows from operating activities:
Net loss	$ (29,401)	$ (9,944)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Noncash rent expense	(3,662)	(3,346)
Depreciation and amortization expense	31,800	20,525
Deferred income taxes	(20,746)	(4,121)
Changes in operating assets and liabilities, net of effects of business acquisitions:
Accounts payable and other liabilities	4,351	16,998
Accounts receivable	(4,590)	(17,061)
Inventory	6,282	1,676
Other assets	3,805	6,497
Other, net	1,418	246
Net cash (used in) provided by operating activities	(10,743)	11,470
Cash flows from investing activities:
Proceeds from asset sales	24,324	37,761
Capital expenditures	(30,066)	(56,479)
Acquisitions of businesses, net of cash acquired	(6,110)	(35,123)
Other	(1,500)	0
Net cash used in investing activities	(13,352)	(53,841)
Cash flows from financing activities:
Proceeds from sale leaseback transactions with HPT	584	50
Sale leaseback financing obligation payments	(186)	(118)
Other, net	0	(74)
Net cash provided by (used in) financing activities	398	(142)
Effect of exchange rate changes on cash	31	30
Net decrease in cash and cash equivalents	(23,666)	(42,483)
Cash and cash equivalents at the beginning of the period	61,312	172,087
Cash and cash equivalents at the end of the period	37,646	129,604
Supplemental disclosure of cash flow information:
Interest paid (including rent classified as interest and net of capitalized interest)	7,671	6,971
Income taxes received, net of payments	$ 26	$ 420

Business Description and Basis

Business Description and Basis of Presentation	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Description and Basis of Presentation	Business Description and Basis of Presentation TravelCenters of America LLC, which we refer to as the Company or we, us and our, is a Delaware limited liability company. As of March 31, 2017 , we operated and franchised 541 travel center, standalone convenience store, and standalone restaurant locations. Our customers include trucking fleets and their drivers, independent truck drivers, highway and local motorists and casual diners. We also collect rents, royalties and other fees from our tenants and franchisees. We manage our business on the basis of two separately reportable segments, travel centers and convenience stores. See Note 12 for more information about our reportable segments. We have a single travel center located in a foreign country, Canada, that we do not consider material to our operations. As of March 31, 2017 , our business included 256 travel centers in 43 states in the United States, or U.S., primarily along the U.S. interstate highway system, and the province of Ontario, Canada. Our travel centers included 178 locations operated under the "TravelCenters of America" and "TA" brand names, or the TA brand, and 78 locations operated under the "Petro Stopping Centers" and "Petro" brand names, or the Petro brand. Of our 256 travel centers at March 31, 2017 , we owned 30 , we leased 199 , we operated two for a joint venture in which we own a noncontrolling interest and 25 were owned or leased from others by our franchisees. We operated 226 of our travel centers and franchisees operated 30 travel centers, including five we leased to franchisees. Our travel centers offer a broad range of products and services, including diesel fuel and gasoline, as well as nonfuel products and services such as truck repair and maintenance services, full service restaurants, quick service restaurants, or QSRs, and various customer amenities. We report this portion of our business as our travel center segment. As of March 31, 2017 , our business included 233 convenience stores in 11 states in the U.S. We operate our convenience stores under the "Minit Mart" brand name, or the Minit Mart brand. Of these 233 convenience stores at March 31, 2017 , we owned 198 , we leased 32 and we operated three for a joint venture in which we own a noncontrolling interest. Our convenience stores offer gasoline as well as a variety of nonfuel products and services, including coffee, groceries, some fresh foods, and, in many stores, a QSR and/or car wash. We report this portion of our business as our convenience store segment. As of March 31, 2017 , our business included 52 standalone restaurants in 15 states in the U.S. operated primarily under the "Quaker Steak & Lube" brand name, or the QSL brand. Of our 52 standalone restaurants at March 31, 2017 , we owned seven , we leased nine , we operated one for a joint venture in which we own a noncontrolling interest and 35 were owned or leased from others by our franchisees. We report this portion of our business within corporate and other in our segment information. The accompanying consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, applicable for interim financial statements. The disclosures presented do not include all the information necessary for complete financial statements in accordance with GAAP. These unaudited interim financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 , or our Annual Report. In the opinion of our management, the accompanying consolidated financial statements include all adjustments, including normal recurring adjustments, considered necessary for a fair presentation. All intercompany transactions and balances have been eliminated. While our revenues are modestly seasonal, the quarterly variations in our operating results may reflect greater seasonal differences because our rent expense and certain other costs do not vary seasonally. For this and other reasons, our operating results for interim periods are not necessarily indicative of the results that may be expected for a full year. Certain prior year amounts have been reclassified to conform to the current year presentation. Fair Value Measurement Senior Notes We collectively refer to our $110,000 of 8.25% Senior Notes due 2028, our $120,000 of 8.00% Senior Notes due 2029 and our $100,000 of 8.00% Senior Notes due 2030 as our Senior Notes, which are our senior unsecured obligations. We estimate that, based on their trading prices (a Level 1 input), the aggregate fair value of our Senior Notes on March 31, 2017 , was $334,372 . Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or the FASB, issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers , or ASU 2014-09, which establishes a comprehensive revenue recognition standard under GAAP for almost all industries. The new standard will apply for annual periods beginning after December 15, 2017, including interim periods therein. Early adoption is prohibited. To address implementation of ASU 2014-09 and evaluate its impact on our consolidated financial statements, we have developed a project plan in which we are utilizing a bottom up approach to evaluate our revenue streams and related internal controls. Since many of our revenue streams are point of sale, we do not believe the implementation of this standard will have a material impact on our consolidated financial statements. We expect to complete our assessment, including selecting a transition method for adoption of this Standard Update, by the end of the third quarter of 2017. In February 2016, the FASB issued Accounting Standards Update 2016-02, Leases , which establishes a comprehensive lease standard under GAAP for virtually all industries. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification will determine whether the lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease. A lessee is also required to record a right of use asset and a lease liability on the consolidated balance sheet for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales type leases, direct financing leases and operating leases. The new standard will apply for annual periods beginning after December 15, 2018, including interim periods therein, and requires modified retrospective application. Early adoption is permitted. We are in the process of evaluating the effects the adoption of this update may have on our consolidated financial statements. We believe the adoption of this update will have a material impact on our consolidated balance sheets due to the recognition of the lease rights and obligations as assets and liabilities. While the adoption will have no effect on the cash we pay, amounts within our statements of operations and comprehensive loss are expected to change materially.

Earnings Per Share

Earnings Per Share	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Earnings Per Share	Earnings Per Share The following table presents a reconciliation of net loss attributable to common shareholders to net loss available to common shareholders and the related earnings per share. Three Months Ended 2017 2016 Net loss attributable to common shareholders, as reported $ (29,424 ) $ (9,944 ) Less: net loss attributable to participating securities (1,559 ) (489 ) Net loss available to common shareholders $ (27,865 ) $ (9,455 ) Weighted average common shares (1) 37,426 36,891 Basic and diluted net loss per common share $ (0.74 ) $ (0.26 ) (1) Excludes the unvested shares awarded under our share award plans, which shares are considered participating securities because they participate equally in earnings and losses with all of our other common shares. The weighted average number of unvested shares outstanding for the three months ended March 31, 2017 and 2016 , was 2,094 and 1,908 , respectively.

Acquisitions

Acquisitions	3 Months Ended
	Mar. 31, 2017
Business Combinations [Abstract]
Acquisitions	Acquisitions During the three months ended March 31, 2017 , we acquired six standalone restaurants from one of our franchisees for an aggregate purchase price of $6,110 , and accounted for this transaction as a business combination, which requires, among other things, that the assets acquired and liabilities assumed be recognized at their respective fair values as of the date of acquisition. We have included the results of this acquired business in our consolidated financial statements from the date of acquisition. The pro forma impact of this acquisition, including the results of operations of the acquired standalone restaurants from the beginning of the periods presented, is not material to our consolidated financial statements. As of March 31, 2017 , we had entered an agreement to acquire one travel center from one of our franchisees for a purchase price of $13,050 , excluding closing costs and working capital adjustments. We expect to complete this acquisition during the third quarter of 2017, but this purchase is subject to conditions and may not occur, may be delayed or the terms may change. Acquisition costs, such as legal fees, due diligence costs and closing costs, are not included as a component of consideration transferred in business combinations but instead are expensed as incurred.

Goodwill

Goodwill	3 Months Ended
	Mar. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	Goodwill Goodwill consisted of the following: March 31, December 31, Travel center segment $ 17,252 $ 17,252 Convenience store segment 69,400 69,400 Quaker Steak & Lube business 3,046 1,890 Total goodwill $ 89,698 $ 88,542 During the three months ended March 31, 2017 , goodwill increase d by $1,156 in connection with the acquisition of six standalone restaurants. See Note 3 for more information about our acquisitions.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes We have historically calculated the provision for income taxes during interim reporting periods by applying an estimated annual effective tax rate for the full fiscal year to net income (loss) before income taxes for the reporting period. Since we determined that relatively small changes in estimated annual income (loss) before income taxes could result in significant changes in the estimated annual effective tax rate, we have calculated our income tax provision using a discrete rate based on the actual loss before income taxes for the three months ended March 31, 2017. We will use a discrete rate for the remainder of 2017.

Equity Investments

Equity Investments	3 Months Ended
	Mar. 31, 2017
Equity Method Investments and Joint Ventures [Abstract]
Equity Investments	Equity Investments Our investments in equity affiliates, which are presented in our consolidated balance sheets in other noncurrent assets, and our proportional share of our investees' net income (loss) recognized in our consolidated statements of operations and comprehensive loss were as follows: PTP Other (1) Total Investment balance: As of March 31, 2017 $ 22,203 $ 23,951 $ 46,154 As of December 31, 2016 21,657 24,097 45,754 Income (loss) from equity investments: Three months ended March 31, 2017 $ 547 $ (269 ) $ 278 Three months ended March 31, 2016 870 77 947 (1) Includes equity investments that are not individually material to our consolidated financial statements, including our investment in Affiliates Insurance Company, or AIC. See Note 9 for more information about our investment in AIC. Petro Travel Plaza Holdings LLC Petro Travel Plaza Holdings LLC, or PTP, is a joint venture between us and Tejon Development Corporation that owns two travel centers, three convenience stores and one standalone restaurant in California. We own a 40% interest in PTP and we receive a management fee from PTP to operate the two travel centers, three convenience stores and one standalone restaurant. The following table sets forth summarized financial information of PTP. The PTP operations are not consolidated with us and these amounts are not included in our consolidated financial statements. Three Months Ended 2017 2016 Total revenues $ 26,241 $ 23,804 Cost of goods sold (excluding depreciation) 19,135 16,376 Operating income 1,609 2,407 Net income and comprehensive income 1,502 2,291

HPT Leases

HPT Leases	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
HPT Leases	HPT Leases As of March 31, 2017 , we leased from HPT a total of 198 properties under five leases, four of which we refer to as the TA Leases and one of which we refer to as the Petro Lease, and which collectively we refer to as the HPT Leases. We recognized rent expense under the HPT Leases of $64,951 and $60,829 for the three months ended March 31, 2017 and 2016 , respectively. Our minimum annual rent as of March 31, 2017 , was $274,114 . In addition to the payment of minimum annual rent, the HPT Leases provide for payment to HPT of percentage rent based on increases in total nonfuel revenues over base year levels. The total amount of percentage rent that we incurred during the three months ended March 31, 2017 and 2016 , was $655 and $246 , respectively. HPT waived $311 of percentage rent under the Petro Lease for the three months ended March 31, 2016 ; as of June 30, 2016, HPT had cumulatively waived all of the $2,500 of percentage rent it previously agreed to waive and no further waivers are contractually required. During the three months ended March 31, 2017 and 2016 , pursuant to the terms of our HPT Leases, we sold to HPT $24,908 and $20,575 , respectively, of improvements we previously made to properties leased from HPT. As a result, our minimum annual rent payable to HPT increased by $2,117 and $1,749 , respectively. At March 31, 2017 , our property and equipment balance included $9,737 of improvements of the type that we typically request that HPT purchase for an increase in minimum annual rent; however, HPT is not obligated to purchase these improvements. The following table summarizes the various amounts related to the HPT Leases that are included in our consolidated balance sheets. March 31, December 31, Current HPT Leases liabilities: Accrued rent $ 23,373 $ 22,868 Sale leaseback financing obligation 610 484 Straight line rent accrual 2,458 2,458 Deferred gain 10,140 10,140 Deferred tenant improvements allowance 3,770 3,770 Total current HPT Leases liabilities $ 40,351 $ 39,720 Noncurrent HPT Leases liabilities: Deferred rent obligation $ 150,000 $ 150,000 Sale leaseback financing obligation 21,475 21,165 Straight line rent accrual 47,511 47,771 Deferred gain 118,796 121,331 Deferred tenant improvements allowance 40,644 41,587 Total noncurrent HPT Leases liabilities $ 378,426 $ 381,854 On May 3, 2017 , pursuant to the terms of our June 2015 transaction agreement with HPT, as amended, we sold to, and leased back from, HPT the fourth and final development property that is subject to that agreement for a sales price of $27,602 . This property was added to the HPT Leases and our minimum annual rent under the HPT Leases increased by $2,346 as a result. Business and Property Management Agreements with RMR The RMR Group LLC, or RMR, provides us certain services that we require to operate our business. We have two agreements with RMR to provide management services to us: (i) a business management agreement, which relates to various aspects of our business generally, and (ii) a property management agreement, which relates to building management services for our headquarters building. Pursuant to our business management agreement and property management agreement with RMR, we incurred aggregate fees of $3,324 and $3,233 for the three months ended March 31, 2017 and 2016 , respectively. In addition, we incurred internal audit costs of $67 for each of the three months ended March 31, 2017 and 2016 , for which we reimburse RMR pursuant to our business management agreement. These fees and costs are included in selling, general and administrative expenses in our consolidated statements of operations and comprehensive loss. For more information about our relationships with RMR please refer to Notes 11 and 12 in our Annual Report. Related Party Transactions We have relationships and historical and continuing transactions with HPT, RMR, AIC and others related to them. Relationship with HPT We are HPT's largest tenant and HPT is our principal landlord and largest shareholder. As of March 31, 2017 , HPT owned 3,420 of our common shares, representing approximately 8.7% of our outstanding common shares. As of March 31, 2017 , we leased from HPT a total of 198 properties under the HPT Leases. RMR provides management services to both us and HPT. See Note 7 for more information about our lease agreements and transactions with HPT. Relationship with RMR We have two agreements with RMR to provide management services to us. See Note 8 for further information regarding our management agreements with RMR. Relationship with AIC We, HPT and five other companies to which RMR provides management services each currently own AIC, an Indiana insurance company, in equal amounts. We and the other shareholders of AIC participate in a combined property insurance program arranged and reinsured in part by AIC. As of March 31, 2017 and December 31, 2016, our investment in AIC had a carrying value of $7,366 and $7,116 , respectively. These amounts are included in other noncurrent assets on our consolidated balance sheets. We recognized income related to our investment in AIC, which amounts are presented as income from equity investees in our consolidated statements of operations and comprehensive loss. Our other comprehensive income includes our proportionate share of unrealized gains on securities held for sale, which are owned by AIC. For further information about our transactions and relationships with HPT, RMR, AIC and certain other related persons, please refer to our Annual Report.

Business and Property Managemen

Business and Property Management Agreements with RMR	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
Business and Property Management Agreements with RMR	HPT Leases As of March 31, 2017 , we leased from HPT a total of 198 properties under five leases, four of which we refer to as the TA Leases and one of which we refer to as the Petro Lease, and which collectively we refer to as the HPT Leases. We recognized rent expense under the HPT Leases of $64,951 and $60,829 for the three months ended March 31, 2017 and 2016 , respectively. Our minimum annual rent as of March 31, 2017 , was $274,114 . In addition to the payment of minimum annual rent, the HPT Leases provide for payment to HPT of percentage rent based on increases in total nonfuel revenues over base year levels. The total amount of percentage rent that we incurred during the three months ended March 31, 2017 and 2016 , was $655 and $246 , respectively. HPT waived $311 of percentage rent under the Petro Lease for the three months ended March 31, 2016 ; as of June 30, 2016, HPT had cumulatively waived all of the $2,500 of percentage rent it previously agreed to waive and no further waivers are contractually required. During the three months ended March 31, 2017 and 2016 , pursuant to the terms of our HPT Leases, we sold to HPT $24,908 and $20,575 , respectively, of improvements we previously made to properties leased from HPT. As a result, our minimum annual rent payable to HPT increased by $2,117 and $1,749 , respectively. At March 31, 2017 , our property and equipment balance included $9,737 of improvements of the type that we typically request that HPT purchase for an increase in minimum annual rent; however, HPT is not obligated to purchase these improvements. The following table summarizes the various amounts related to the HPT Leases that are included in our consolidated balance sheets. March 31, December 31, Current HPT Leases liabilities: Accrued rent $ 23,373 $ 22,868 Sale leaseback financing obligation 610 484 Straight line rent accrual 2,458 2,458 Deferred gain 10,140 10,140 Deferred tenant improvements allowance 3,770 3,770 Total current HPT Leases liabilities $ 40,351 $ 39,720 Noncurrent HPT Leases liabilities: Deferred rent obligation $ 150,000 $ 150,000 Sale leaseback financing obligation 21,475 21,165 Straight line rent accrual 47,511 47,771 Deferred gain 118,796 121,331 Deferred tenant improvements allowance 40,644 41,587 Total noncurrent HPT Leases liabilities $ 378,426 $ 381,854 On May 3, 2017 , pursuant to the terms of our June 2015 transaction agreement with HPT, as amended, we sold to, and leased back from, HPT the fourth and final development property that is subject to that agreement for a sales price of $27,602 . This property was added to the HPT Leases and our minimum annual rent under the HPT Leases increased by $2,346 as a result. Business and Property Management Agreements with RMR The RMR Group LLC, or RMR, provides us certain services that we require to operate our business. We have two agreements with RMR to provide management services to us: (i) a business management agreement, which relates to various aspects of our business generally, and (ii) a property management agreement, which relates to building management services for our headquarters building. Pursuant to our business management agreement and property management agreement with RMR, we incurred aggregate fees of $3,324 and $3,233 for the three months ended March 31, 2017 and 2016 , respectively. In addition, we incurred internal audit costs of $67 for each of the three months ended March 31, 2017 and 2016 , for which we reimburse RMR pursuant to our business management agreement. These fees and costs are included in selling, general and administrative expenses in our consolidated statements of operations and comprehensive loss. For more information about our relationships with RMR please refer to Notes 11 and 12 in our Annual Report. Related Party Transactions We have relationships and historical and continuing transactions with HPT, RMR, AIC and others related to them. Relationship with HPT We are HPT's largest tenant and HPT is our principal landlord and largest shareholder. As of March 31, 2017 , HPT owned 3,420 of our common shares, representing approximately 8.7% of our outstanding common shares. As of March 31, 2017 , we leased from HPT a total of 198 properties under the HPT Leases. RMR provides management services to both us and HPT. See Note 7 for more information about our lease agreements and transactions with HPT. Relationship with RMR We have two agreements with RMR to provide management services to us. See Note 8 for further information regarding our management agreements with RMR. Relationship with AIC We, HPT and five other companies to which RMR provides management services each currently own AIC, an Indiana insurance company, in equal amounts. We and the other shareholders of AIC participate in a combined property insurance program arranged and reinsured in part by AIC. As of March 31, 2017 and December 31, 2016, our investment in AIC had a carrying value of $7,366 and $7,116 , respectively. These amounts are included in other noncurrent assets on our consolidated balance sheets. We recognized income related to our investment in AIC, which amounts are presented as income from equity investees in our consolidated statements of operations and comprehensive loss. Our other comprehensive income includes our proportionate share of unrealized gains on securities held for sale, which are owned by AIC. For further information about our transactions and relationships with HPT, RMR, AIC and certain other related persons, please refer to our Annual Report.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
Related Party Transactions Disclosure [Text Block]	HPT Leases As of March 31, 2017 , we leased from HPT a total of 198 properties under five leases, four of which we refer to as the TA Leases and one of which we refer to as the Petro Lease, and which collectively we refer to as the HPT Leases. We recognized rent expense under the HPT Leases of $64,951 and $60,829 for the three months ended March 31, 2017 and 2016 , respectively. Our minimum annual rent as of March 31, 2017 , was $274,114 . In addition to the payment of minimum annual rent, the HPT Leases provide for payment to HPT of percentage rent based on increases in total nonfuel revenues over base year levels. The total amount of percentage rent that we incurred during the three months ended March 31, 2017 and 2016 , was $655 and $246 , respectively. HPT waived $311 of percentage rent under the Petro Lease for the three months ended March 31, 2016 ; as of June 30, 2016, HPT had cumulatively waived all of the $2,500 of percentage rent it previously agreed to waive and no further waivers are contractually required. During the three months ended March 31, 2017 and 2016 , pursuant to the terms of our HPT Leases, we sold to HPT $24,908 and $20,575 , respectively, of improvements we previously made to properties leased from HPT. As a result, our minimum annual rent payable to HPT increased by $2,117 and $1,749 , respectively. At March 31, 2017 , our property and equipment balance included $9,737 of improvements of the type that we typically request that HPT purchase for an increase in minimum annual rent; however, HPT is not obligated to purchase these improvements. The following table summarizes the various amounts related to the HPT Leases that are included in our consolidated balance sheets. March 31, December 31, Current HPT Leases liabilities: Accrued rent $ 23,373 $ 22,868 Sale leaseback financing obligation 610 484 Straight line rent accrual 2,458 2,458 Deferred gain 10,140 10,140 Deferred tenant improvements allowance 3,770 3,770 Total current HPT Leases liabilities $ 40,351 $ 39,720 Noncurrent HPT Leases liabilities: Deferred rent obligation $ 150,000 $ 150,000 Sale leaseback financing obligation 21,475 21,165 Straight line rent accrual 47,511 47,771 Deferred gain 118,796 121,331 Deferred tenant improvements allowance 40,644 41,587 Total noncurrent HPT Leases liabilities $ 378,426 $ 381,854 On May 3, 2017 , pursuant to the terms of our June 2015 transaction agreement with HPT, as amended, we sold to, and leased back from, HPT the fourth and final development property that is subject to that agreement for a sales price of $27,602 . This property was added to the HPT Leases and our minimum annual rent under the HPT Leases increased by $2,346 as a result. Business and Property Management Agreements with RMR The RMR Group LLC, or RMR, provides us certain services that we require to operate our business. We have two agreements with RMR to provide management services to us: (i) a business management agreement, which relates to various aspects of our business generally, and (ii) a property management agreement, which relates to building management services for our headquarters building. Pursuant to our business management agreement and property management agreement with RMR, we incurred aggregate fees of $3,324 and $3,233 for the three months ended March 31, 2017 and 2016 , respectively. In addition, we incurred internal audit costs of $67 for each of the three months ended March 31, 2017 and 2016 , for which we reimburse RMR pursuant to our business management agreement. These fees and costs are included in selling, general and administrative expenses in our consolidated statements of operations and comprehensive loss. For more information about our relationships with RMR please refer to Notes 11 and 12 in our Annual Report. Related Party Transactions We have relationships and historical and continuing transactions with HPT, RMR, AIC and others related to them. Relationship with HPT We are HPT's largest tenant and HPT is our principal landlord and largest shareholder. As of March 31, 2017 , HPT owned 3,420 of our common shares, representing approximately 8.7% of our outstanding common shares. As of March 31, 2017 , we leased from HPT a total of 198 properties under the HPT Leases. RMR provides management services to both us and HPT. See Note 7 for more information about our lease agreements and transactions with HPT. Relationship with RMR We have two agreements with RMR to provide management services to us. See Note 8 for further information regarding our management agreements with RMR. Relationship with AIC We, HPT and five other companies to which RMR provides management services each currently own AIC, an Indiana insurance company, in equal amounts. We and the other shareholders of AIC participate in a combined property insurance program arranged and reinsured in part by AIC. As of March 31, 2017 and December 31, 2016, our investment in AIC had a carrying value of $7,366 and $7,116 , respectively. These amounts are included in other noncurrent assets on our consolidated balance sheets. We recognized income related to our investment in AIC, which amounts are presented as income from equity investees in our consolidated statements of operations and comprehensive loss. Our other comprehensive income includes our proportionate share of unrealized gains on securities held for sale, which are owned by AIC. For further information about our transactions and relationships with HPT, RMR, AIC and certain other related persons, please refer to our Annual Report.

Contingencies

Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Contingencies	Contingencies Legal Proceedings We are routinely involved in various legal and administrative proceedings, including tax audits, incidental to the ordinary course of our business. Except as set forth below, we do not expect that any litigation or administrative proceedings in which we are presently involved will have a material adverse effect on our business, financial condition, results of operations or cash flows. Environmental Contingencies Extensive environmental laws regulate our operations and properties. These laws may require us to investigate and clean up hazardous substances, including petroleum or natural gas products, released at our owned and leased properties. Governmental entities or third parties may hold us liable for property damage and personal injuries, and for investigation, remediation and monitoring costs incurred in connection with any contamination and regulatory compliance at our locations. We use both underground storage tanks and above ground storage tanks to store petroleum products, natural gas and other hazardous substances at our locations. We must comply with environmental laws regarding tank construction, integrity testing, leak detection and monitoring, overfill and spill control, release reporting and financial assurance for corrective action in the event of a release. At some locations we must also comply with environmental laws relative to vapor recovery or discharges to water. Under the terms of the HPT Leases, we generally have agreed to indemnify HPT for any environmental liabilities related to properties that we lease from HPT and we are required to pay all environmental related expenses incurred in the operation of the leased properties. Under an agreement with Equilon Enterprises LLC doing business as Shell Oil Products U.S., or Shell, we have agreed to indemnify Shell and its affiliates from certain environmental liabilities incurred with respect to our travel centers where Shell has installed natural gas fueling lanes. From time to time we have received, and in the future likely will receive, notices of alleged violations of environmental laws or otherwise have become or will become aware of the need to undertake corrective actions to comply with environmental laws at our locations. Investigatory and remedial actions were, and regularly are, undertaken with respect to releases of hazardous substances at our locations. In some cases we received, and may receive in the future, contributions to partially offset our environmental costs from insurers, from state funds established for environmental clean up associated with the sale of petroleum products or from indemnitors who agreed to fund certain environmental related costs at locations purchased from those indemnitors. To the extent we incur material amounts for environmental matters for which we do not receive or expect to receive insurance or other third party reimbursement or for which we have not previously recorded a liability, our operating results may be materially adversely affected. In addition, to the extent we fail to comply with environmental laws and regulations, or we become subject to costs and requirements not similarly experienced by our competitors, our competitive position may be harmed. At March 31, 2017 , we had a gross accrued liability of $3,422 for environmental matters as well as a receivable for expected recoveries of certain of these estimated future expenditures of $587 , resulting in an estimated net amount of $2,835 that we expect to fund in the future. We cannot precisely know the ultimate costs we may incur in connection with currently known environmental related violations, corrective actions, investigation and remediation; however, we do not expect the costs for such matters to be material, individually or in the aggregate, to our financial position or results of operations. In February 2014, we reached an agreement with the California State Water Resources Control Board, or the State Water Board, to settle certain claims the State Water Board had filed against us in California Superior Court, or the Superior Court, in 2010 relating to alleged violations of underground storage tank laws and regulations for a cash payment of $1,800 ; suspended penalties of $1,000 that would become payable by us in the future if, prior to March 2019, we fail to comply with specified underground storage tank laws and regulations; and our agreement to invest, prior to March 2018, up to $2,000 of verified costs to develop and implement a comprehensive compliance program for the underground storage tank systems at all of our California facilities that is above and beyond minimum requirements of California law (which costs have since been incurred and were verified as of February 2017). The settlement, which was approved by the Superior Court on February 20, 2014, also included injunctive relief provisions requiring that we comply with certain California environmental laws and regulations applicable to underground storage tank systems. In October 2015, the State Water Board issued a notice of alleged suspended penalty conduct claiming that we are liable for the full amount of the $1,000 in suspended penalties as a result of five alleged violations of underground storage tank regulations and requesting further information concerning the alleged violations. In November 2015, we filed our response to the State Water Board's notice and we have since met with the State Water Board to attempt to respond to these matters without a court hearing. We believe we have meritorious defenses to these alleged violations, but cannot predict whether any penalties relating to these matters will be assessed by the Superior Court, which has retained jurisdiction over such matters. The State Water Board also has retained the right to file a separate action relating to these violations, but to date has not done so. As of March 31, 2017 , our balance sheet included a liability of $1,000 with respect to these matters concerning the State Water Board and we believe, though we can provide no assurance, that any additional amount of loss we may realize above that accrued, if any, upon the ultimate resolution of this matter will not be material to us. We currently have insurance of up to $10,000 per incident and up to $25,000 in the aggregate for certain environmental liabilities, subject, in each case, to certain limitations and deductibles. However, we can provide no assurance that we will be able to maintain similar environmental insurance coverage in the future on acceptable terms. We cannot predict the ultimate effect changing circumstances and changing environmental laws may have on us in the future or the ultimate outcome of matters currently pending. We cannot be certain that contamination presently unknown to us does not exist at our sites, or that material liability will not be imposed on us in the future. If we discover additional environmental issues, or if government agencies impose additional environmental requirements, increased environmental compliance or remediation expenditures may be required, which could have a material adverse effect on us. Other Disputes On November 30, 2016, we filed a complaint, or the Complaint, captioned TA Operating LLC v. Comdata, Inc. and FleetCor Technologies, Inc. , C.A. No. 12954-CB (Del. Ch.), in the Court of Chancery of the State of Delaware, or the Court, against FleetCor Technologies, Inc., or FleetCor, and its subsidiary Comdata Inc., or Comdata, with respect to a notice of termination we received from Comdata on November 3, 2016, purporting to terminate an agreement between us and Comdata under which we agreed to accept Comdata issued fuel cards through January 2, 2022, in payment for fuel and nonfuel transactions initiated by cardholders at our travel center locations in exchange for fees payable by us to Comdata, or the Merchant Agreement, based upon Comdata's assertion that we had breached an agreement under which we agreed to install radio frequency identification, or RFID, technology at our travel centers, or the RFID Agreement. In the Complaint, we seek, among other things, (a) a declaration that we are not in default under our Merchant Agreement; (b) a judgment that Comdata has breached its contractual duties to us; (c) a judgment that Comdata breached its implied covenant of good faith and fair dealing to us; (d) a judgment that Comdata has and is willfully and knowingly engaged in unfair, abusive and deceptive business practices in the course of its business dealings with us in violation of applicable law; (e) an order for specific performance by Comdata of its obligations to us under our Merchant Agreement; (f) injunctive relief; (g) an order holding FleetCor jointly and severally liable and subject to all remedies we may be granted; and (h) damages, including statutory treble damages, attorney fees and costs, and further relief as the Court deems appropriate. At a hearing held on December 14, 2016, the Court denied our request for preliminary injunctive relief subject to Comdata's agreement to continue providing services under the Merchant Agreement pending a final ruling from the Court. On December 21, 2016, Comdata filed a counterclaim alleging that we defaulted under the RFID Agreement and that this alleged default allows Comdata to terminate both the RFID Agreement and the Merchant Agreement. In addition, beginning February 1, 2017, Comdata unilaterally began to withhold increased fees from the transaction settlement payments due to us and during the two months ended March 31, 2017 , these fees totaled $1,813 in excess of the amounts payable under the terms of the Merchant Agreement. We continue to believe these increased fees, which are included in site level operating expenses in our statements of operations and comprehensive loss, will average approximately $1,000 per month in excess of the fees payable by us to Comdata under the terms of our Merchant Agreement. On December 27, 2016, we filed a motion for partial judgment on the pleadings, or the Motion, and briefing on the Motion concluded on February 17, 2017. At a hearing held on February 27, 2017, the Court denied the Motion, finding that the requested relief depended upon disputed facts to be determined at trial. A trial testimony began on April 3, 2017, and concluded on April 7, 2017. Post-trial briefing is scheduled to conclude on May 22, 2017, and oral argument is currently scheduled for June 16, 2017. The Court is expected to enter a judgment sometime thereafter. We believe that Comdata has wrongfully terminated our Merchant Agreement as a result of an alleged default under the RFID Agreement; and, in any event, we do not believe that we are in default of either the Merchant Agreement or the RFID Agreement. We believe that the claims against us are without merit. During the three months ended March 31, 2017, we recognized litigation expenses related to this matter of $6,372 , which is included in selling, general and administrative expenses in our statements of operations and comprehensive loss.

Inventory

Inventory	3 Months Ended
	Mar. 31, 2017
Inventory Disclosure [Abstract]
Inventory	Inventory Inventory consisted of the following: March 31, December 31, Nonfuel products $ 164,247 $ 167,813 Fuel products 33,702 36,332 Total inventory $ 197,949 $ 204,145

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
Segment Information	Segment Information Reportable segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources to an individual segment and in assessing performance. Our separately reportable segments are travel centers and convenience stores. We measure our reportable segments profitability based on site level gross margin in excess of site level operating expenses. See Note 1 above and Note 15 to the Notes to Consolidated Financial Statements included in Item 15 of our Annual Report for more information about our reportable segments. Three Months Ended March 31, 2017 Travel Convenience Corporate Consolidated Revenues: Fuel $ 814,141 $ 103,706 $ 17,449 $ 935,296 Nonfuel 381,412 60,702 9,260 451,374 Rent and royalties from franchisees 3,029 54 1,013 4,096 Total revenues 1,198,582 164,462 27,722 1,390,766 Site level gross margin in excess of site level operating expenses $ 91,563 $ 5,363 $ 2,215 $ 99,141 Corporate operating expenses: Selling, general and administrative $ 40,812 $ 40,812 Real estate rent 67,999 67,999 Depreciation and amortization 31,800 31,800 Loss from operations (41,470 ) Acquisition costs 140 140 Interest expense, net 7,384 7,384 Income from equity investees 278 278 Loss before income taxes (48,716 ) Benefit for income taxes 19,315 19,315 Net loss (29,401 ) Less: net income for noncontrolling interests 23 Net loss attributable to common shareholders $ (29,424 ) Three Months Ended March 31, 2016 Travel Convenience Corporate Consolidated Revenues: Fuel $ 622,580 $ 72,631 $ 14,317 $ 709,528 Nonfuel 381,183 54,123 712 436,018 Rent and royalties from franchisees 4,142 134 — 4,276 Total revenues 1,007,905 126,888 15,029 1,149,822 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 ) Less: net income for noncontrolling interests — Net loss attributable to common shareholders $ (9,944 )

Business Description and Basi19

Business Description and Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Segment Reporting	We manage our business on the basis of two separately reportable segments, travel centers and convenience stores. See Note 12 for more information about our reportable segments. We have a single travel center located in a foreign country, Canada, that we do not consider material to our operations.
Basis of Presentation	The accompanying consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, applicable for interim financial statements. The disclosures presented do not include all the information necessary for complete financial statements in accordance with GAAP. These unaudited interim financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 , or our Annual Report. In the opinion of our management, the accompanying consolidated financial statements include all adjustments, including normal recurring adjustments, considered necessary for a fair presentation. All intercompany transactions and balances have been eliminated. While our revenues are modestly seasonal, the quarterly variations in our operating results may reflect greater seasonal differences because our rent expense and certain other costs do not vary seasonally. For this and other reasons, our operating results for interim periods are not necessarily indicative of the results that may be expected for a full year.
Reclassifications	Certain prior year amounts have been reclassified to conform to the current year presentation.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or the FASB, issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers , or ASU 2014-09, which establishes a comprehensive revenue recognition standard under GAAP for almost all industries. The new standard will apply for annual periods beginning after December 15, 2017, including interim periods therein. Early adoption is prohibited. To address implementation of ASU 2014-09 and evaluate its impact on our consolidated financial statements, we have developed a project plan in which we are utilizing a bottom up approach to evaluate our revenue streams and related internal controls. Since many of our revenue streams are point of sale, we do not believe the implementation of this standard will have a material impact on our consolidated financial statements. We expect to complete our assessment, including selecting a transition method for adoption of this Standard Update, by the end of the third quarter of 2017. In February 2016, the FASB issued Accounting Standards Update 2016-02, Leases , which establishes a comprehensive lease standard under GAAP for virtually all industries. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification will determine whether the lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease. A lessee is also required to record a right of use asset and a lease liability on the consolidated balance sheet for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales type leases, direct financing leases and operating leases. The new standard will apply for annual periods beginning after December 15, 2018, including interim periods therein, and requires modified retrospective application. Early adoption is permitted. We are in the process of evaluating the effects the adoption of this update may have on our consolidated financial statements. We believe the adoption of this update will have a material impact on our consolidated balance sheets due to the recognition of the lease rights and obligations as assets and liabilities. While the adoption will have no effect on the cash we pay, amounts within our statements of operations and comprehensive loss are expected to change materially.

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Reconciliation from net loss attributable to common shareholders to net loss available to common shareholders	The following table presents a reconciliation of net loss attributable to common shareholders to net loss available to common shareholders and the related earnings per share. Three Months Ended 2017 2016 Net loss attributable to common shareholders, as reported $ (29,424 ) $ (9,944 ) Less: net loss attributable to participating securities (1,559 ) (489 ) Net loss available to common shareholders $ (27,865 ) $ (9,455 ) Weighted average common shares (1) 37,426 36,891 Basic and diluted net loss per common share $ (0.74 ) $ (0.26 ) (1) Excludes the unvested shares awarded under our share award plans, which shares are considered participating securities because they participate equally in earnings and losses with all of our other common shares. The weighted average number of unvested shares outstanding for the three months ended March 31, 2017 and 2016 , was 2,094 and 1,908 , respectively.

Goodwill (Tables)

Goodwill (Tables)	3 Months Ended
	Mar. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of goodwill	Goodwill consisted of the following: March 31, December 31, Travel center segment $ 17,252 $ 17,252 Convenience store segment 69,400 69,400 Quaker Steak & Lube business 3,046 1,890 Total goodwill $ 89,698 $ 88,542

Equity Investments (Tables)

Equity Investments (Tables)	3 Months Ended
	Mar. 31, 2017
Equity Method Investments and Joint Ventures [Abstract]
Summarized financial information for investment in equity affiliates	Our investments in equity affiliates, which are presented in our consolidated balance sheets in other noncurrent assets, and our proportional share of our investees' net income (loss) recognized in our consolidated statements of operations and comprehensive loss were as follows: PTP Other (1) Total Investment balance: As of March 31, 2017 $ 22,203 $ 23,951 $ 46,154 As of December 31, 2016 21,657 24,097 45,754 Income (loss) from equity investments: Three months ended March 31, 2017 $ 547 $ (269 ) $ 278 Three months ended March 31, 2016 870 77 947 (1) Includes equity investments that are not individually material to our consolidated financial statements, including our investment in Affiliates Insurance Company, or AIC. See Note 9 for more information about our investment in AIC. The following table sets forth summarized financial information of PTP. The PTP operations are not consolidated with us and these amounts are not included in our consolidated financial statements. Three Months Ended 2017 2016 Total revenues $ 26,241 $ 23,804 Cost of goods sold (excluding depreciation) 19,135 16,376 Operating income 1,609 2,407 Net income and comprehensive income 1,502 2,291

HPT Leases (Tables)

HPT Leases (Tables)	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
Summary of various amounts related to the HPT Leases included in the consolidated balance sheets	The following table summarizes the various amounts related to the HPT Leases that are included in our consolidated balance sheets. March 31, December 31, Current HPT Leases liabilities: Accrued rent $ 23,373 $ 22,868 Sale leaseback financing obligation 610 484 Straight line rent accrual 2,458 2,458 Deferred gain 10,140 10,140 Deferred tenant improvements allowance 3,770 3,770 Total current HPT Leases liabilities $ 40,351 $ 39,720 Noncurrent HPT Leases liabilities: Deferred rent obligation $ 150,000 $ 150,000 Sale leaseback financing obligation 21,475 21,165 Straight line rent accrual 47,511 47,771 Deferred gain 118,796 121,331 Deferred tenant improvements allowance 40,644 41,587 Total noncurrent HPT Leases liabilities $ 378,426 $ 381,854

Inventory (Tables)

Inventory (Tables)	3 Months Ended
	Mar. 31, 2017
Inventory Disclosure [Abstract]
Schedule of inventory	Inventory consisted of the following: March 31, December 31, Nonfuel products $ 164,247 $ 167,813 Fuel products 33,702 36,332 Total inventory $ 197,949 $ 204,145

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
Schedule of segment reporting informationn	Three Months Ended March 31, 2017 Travel Convenience Corporate Consolidated Revenues: Fuel $ 814,141 $ 103,706 $ 17,449 $ 935,296 Nonfuel 381,412 60,702 9,260 451,374 Rent and royalties from franchisees 3,029 54 1,013 4,096 Total revenues 1,198,582 164,462 27,722 1,390,766 Site level gross margin in excess of site level operating expenses $ 91,563 $ 5,363 $ 2,215 $ 99,141 Corporate operating expenses: Selling, general and administrative $ 40,812 $ 40,812 Real estate rent 67,999 67,999 Depreciation and amortization 31,800 31,800 Loss from operations (41,470 ) Acquisition costs 140 140 Interest expense, net 7,384 7,384 Income from equity investees 278 278 Loss before income taxes (48,716 ) Benefit for income taxes 19,315 19,315 Net loss (29,401 ) Less: net income for noncontrolling interests 23 Net loss attributable to common shareholders $ (29,424 ) Three Months Ended March 31, 2016 Travel Convenience Corporate Consolidated Revenues: Fuel $ 622,580 $ 72,631 $ 14,317 $ 709,528 Nonfuel 381,183 54,123 712 436,018 Rent and royalties from franchisees 4,142 134 — 4,276 Total revenues 1,007,905 126,888 15,029 1,149,822 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 ) Less: net income for noncontrolling interests — Net loss attributable to common shareholders $ (9,944 )

Business Description and Basi26

Business Description and Basis of Presentation - Business Description (Details)	3 Months Ended
	Mar. 31, 2017staterestaurantsegmentconvenience_storetravel_centerstore
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments | segment	2
Real Estate Properties [Line Items]
Number of stores | store	541
Restaurants
Real Estate Properties [Line Items]
Number of states | state	15
Number of stores owned | restaurant	7
Number of stores leased | restaurant	9
Restaurants | Joint venture
Real Estate Properties [Line Items]
Number of stores operated under joint venture | restaurant	1
Restaurants | Franchisee operated sites
Real Estate Properties [Line Items]
Number of stores owned by franchisees or leased from others | restaurant	35
Restaurants | QSL brand
Real Estate Properties [Line Items]
Number of restaurants | restaurant	52
Travel centers
Real Estate Properties [Line Items]
Number of stores	256
Number of states | state	43
Number of stores owned	30
Number of stores leased	199
Travel centers | Joint venture
Real Estate Properties [Line Items]
Number of stores operated under joint venture	2
Travel centers | Company operated sites
Real Estate Properties [Line Items]
Number of stores	226
Travel centers | Franchisee operated sites
Real Estate Properties [Line Items]
Number of stores	30
Number of stores owned by franchisees or leased from others	25
Travel centers | Franchisee sites leased
Real Estate Properties [Line Items]
Number of stores	5
Travel centers | TA brand
Real Estate Properties [Line Items]
Number of stores	178
Travel centers | Petro brand
Real Estate Properties [Line Items]
Number of stores	78
Convenience stores
Real Estate Properties [Line Items]
Number of states | state	11
Number of stores owned | convenience_store	198
Number of stores leased | convenience_store	32
Convenience stores | Joint venture
Real Estate Properties [Line Items]
Number of stores operated under joint venture | convenience_store	3
Convenience stores | Minit Mart brand
Real Estate Properties [Line Items]
Number of stores | convenience_store	233

Business Description and Basi27

Business Description and Basis of Presentation - Fair Value Measurement (Details) - Senior Notes	Mar. 31, 2017USD ($)
Level 1 input
Debt Instrument [Line Items]
Fair value of debt instrument	$ 334,372,000
8.25% Senior Notes due 2028
Debt Instrument [Line Items]
Aggregate principal amount issued	$ 110,000,000
Interest rate (as a percent)	8.25%
8.00% Senior Notes due 2029
Debt Instrument [Line Items]
Aggregate principal amount issued	$ 120,000,000
Interest rate (as a percent)	8.00%
8.00% Senior Notes due 2030
Debt Instrument [Line Items]
Aggregate principal amount issued	$ 100,000,000
Interest rate (as a percent)	8.00%

Earnings Per Share (Details)

Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Earnings Per Share [Abstract]
Net loss attributable to common shareholders, as reported	$ (29,424)	$ (9,944)
Less: net loss attributable to participating securities	(1,559)	(489)
Net loss available to common shareholders	$ (27,865)	$ (9,455)
Weighted average common shares (in shares)	37,426	36,891
Basic and diluted net loss per common share (in usd per share)	$ (0.74)	$ (0.26)
Weighted average number of unvested shares outstanding (in shares)	2,094	1,908

Acquisitions (Details)

Acquisitions (Details)	3 Months Ended
	Sep. 30, 2017USD ($)franchiseetravel_center	Mar. 31, 2017USD ($)franchiseerestaurant
Travel centers | Scenario, forecast
Acquisitions
Number of properties acquired | travel_center	1
Number of franchisees | franchisee	1
Aggregate purchase price | $	$ 13,050,000
Restaurants
Acquisitions
Number of properties acquired | restaurant		6
Number of franchisees | franchisee		1
Aggregate purchase price | $		$ 6,110,000

Goodwill - Schedule of Goodwill

Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Goodwill [Line Items]
Total goodwill	$ 89,698	$ 88,542
Quaker Steak & Lube business
Goodwill [Line Items]
Total goodwill	3,046	1,890
Travel center segment
Goodwill [Line Items]
Total goodwill	17,252	17,252
Convenience store segment
Goodwill [Line Items]
Total goodwill	$ 69,400	$ 69,400

Goodwill - Narrative (Details)

Goodwill - Narrative (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)restaurant
Goodwill [Line Items]
Increase in goodwill due to acquisition of six standalone restaurants | $	$ 1,156
Restaurants
Goodwill [Line Items]
Number of properties acquired | restaurant	6

Equity Investments - Investment

Equity Investments - Investments in Equity Affiliates Financial Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Schedule of Equity Method Investments [Line Items]
Investment balance	$ 46,154		$ 45,754
Income (loss) from equity investments	278	$ 947
PTP
Schedule of Equity Method Investments [Line Items]
Investment balance	22,203		21,657
Income (loss) from equity investments	547	870
Other
Schedule of Equity Method Investments [Line Items]
Investment balance	23,951		$ 24,097
Income (loss) from equity investments	$ (269)	$ 77

Equity Investments - Petro Trav

Equity Investments - Petro Travel Plaza Holdings LLC (Details)	Mar. 31, 2017restaurantconvenience_storetravel_centerstore
Schedule of Equity Method Investments [Line Items]
Number of stores | store	541
PTP
Schedule of Equity Method Investments [Line Items]
Ownership interest (as a percent)	40.00%
Restaurants | PTP
Schedule of Equity Method Investments [Line Items]
Number of stores | restaurant	1
Travel centers
Schedule of Equity Method Investments [Line Items]
Number of stores	256
Travel centers | PTP
Schedule of Equity Method Investments [Line Items]
Number of stores	2
Convenience stores | PTP
Schedule of Equity Method Investments [Line Items]
Number of stores | convenience_store	3

Equity Investments - PTP Summar

Equity Investments - PTP Summarized Financial Information (Details) - PTP - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Schedule of Equity Method Investments [Line Items]
Total revenues	$ 26,241	$ 23,804
Cost of goods sold (excluding depreciation)	19,135	16,376
Operating income	1,609	2,407
Net income and comprehensive income	$ 1,502	$ 2,291

HPT Leases - Narrative (Details

HPT Leases - Narrative (Details) $ in Thousands	May 03, 2017USD ($)	Mar. 31, 2017USD ($)propertyleasetravel_center	Jun. 30, 2016USD ($)	Mar. 31, 2017USD ($)propertylease	Mar. 31, 2016USD ($)
Related Party Transaction [Line Items]
Rent expense under the HPT Leases				$ 67,999	$ 63,529
HPT | Principal landlord and largest shareholder
Related Party Transaction [Line Items]
Rent expense under the HPT Leases				64,951	60,829
Aggregate selling price				24,908	20,575
Increase in minimum annual rent				2,117	1,749
HPT | Principal landlord and largest shareholder | Travel centers
Related Party Transaction [Line Items]
Number of development properties sold | travel_center		1
HPT | Principal landlord and largest shareholder | Subsequent event
Related Party Transaction [Line Items]
Increase in minimum annual rent	$ 2,346
HPT | Principal landlord and largest shareholder | Subsequent event | Travel centers
Related Party Transaction [Line Items]
Aggregate selling price	$ 27,602
HPT | Principal landlord and largest shareholder | Leasehold improvements
Related Party Transaction [Line Items]
Improvement assets to be purchased for an increase in rent		$ 9,737		$ 9,737
HPT | Principal landlord and largest shareholder | HPT Leases
Related Party Transaction [Line Items]
Number of sites subject to lease | property		198		198
Number of leases | lease		5		5
Minimum annual rent		$ 274,114
Percentage rent incurred				$ 655	246
HPT | Principal landlord and largest shareholder | TA Leases
Related Party Transaction [Line Items]
Number of leases | lease		4		4
HPT | Principal landlord and largest shareholder | Petro Lease
Related Party Transaction [Line Items]
Number of leases | lease		1		1
Percentage rent waived					$ 311
Cumulative percentage rent waived			$ 2,500

HPT Leases - Summary of Various

HPT Leases - Summary of Various Amounts Related to the HPT Leases Included in the Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Related Party Transaction [Line Items]
Total current HPT Leases liabilities	$ 40,351	$ 39,720
Total noncurrent HPT Leases liabilities	378,426	381,854
HPT | Principal landlord and largest shareholder
Related Party Transaction [Line Items]
Accrued rent	23,373	22,868
Sale leaseback financing obligation	610	484
Straight line rent accrual	2,458	2,458
Deferred gain	10,140	10,140
Deferred tenant improvements allowance	3,770	3,770
Total current HPT Leases liabilities	40,351	39,720
Deferred rent obligation	150,000	150,000
Sale leaseback financing obligation	21,475	21,165
Straight line rent accrual	47,511	47,771
Deferred gain	118,796	121,331
Deferred tenant improvements allowance	40,644	41,587
Total noncurrent HPT Leases liabilities	$ 378,426	$ 381,854

Business and Property Managem37

Business and Property Management Agreements with RMR (Details) - RMR - Affiliated entity $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)agreement	Mar. 31, 2016USD ($)
Related Party Transaction [Line Items]
Number of agreements with RMR | agreement	2
Share in internal audit costs	$ 67	$ 67
Business and property management agreement fees | Selling, general and administrative expenses
Related Party Transaction [Line Items]
Business management fees	$ 3,324	$ 3,233

Related Party Transactions - Re

Related Party Transactions - Relationship with HPT (Details) shares in Thousands	Mar. 31, 2017propertyshares	Dec. 31, 2016shares
Related Party Transaction [Line Items]
Common shares, shares outstanding (in shares)	39,518	39,523
Principal landlord and largest shareholder | HPT
Related Party Transaction [Line Items]
Common shares, shares outstanding (in shares)	3,420
Percentage of outstanding common shares owned	8.70%
Principal landlord and largest shareholder | HPT | HPT Leases
Related Party Transaction [Line Items]
Number of sites subject to lease | property	198

Related Party Transactions - 39

Related Party Transactions - Relationship with RMR (Details)	3 Months Ended
	Mar. 31, 2017agreement
Affiliated entity | RMR
Related Party Transaction [Line Items]
Number of agreements with RMR	2

Related Party Transactions - 40

Related Party Transactions - Relationship with AIC (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)company	Dec. 31, 2016USD ($)
Related Party Transaction [Line Items]
Carrying value of investment	$ 46,154	$ 45,754
AIC | Equity method investee
Related Party Transaction [Line Items]
Carrying value of investment	$ 7,366	$ 7,116
RMR | Affiliated entity
Related Party Transaction [Line Items]
Number of companies managed by RMR | company	5

Contingencies - Environmental C

Contingencies - Environmental Contingencies (Details)	1 Months Ended		3 Months Ended
	Oct. 31, 2015violation	Feb. 28, 2014USD ($)	Mar. 31, 2017USD ($)
Litigation by California State Water Resources Control Board
Commitments and contingencies
Loss contingency liability			$ 1,000,000
Settlement amount		$ 1,800,000
Suspended penalties		1,000,000
Maximum verified costs		$ 2,000,000
Number of alleged violations | violation	5
Environmental Issue
Commitments and contingencies
Total recorded liabilities			3,422,000
Expected recoveries of future expenditures			587,000
Loss contingency liability			2,835,000
Loss contingency insurance limit for liabilities per incident			10,000,000
Loss contingency insurance limit for liabilities			$ 25,000,000

Contingencies - Other Disputes

Contingencies - Other Disputes (Details) - Litigation with FleetCor and Comdata - USD ($) $ in Thousands	Feb. 01, 2017	Mar. 31, 2017
Other Commitments [Line Items]
Total transaction fees withheld		$ 1,813
Approximate transaction fees withheld per month	$ 1,000
Litigation costs		$ 6,372

Inventory (Details)

Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Inventory [Line Items]
Total inventory	$ 197,949	$ 204,145
Nonfuel products
Inventory [Line Items]
Total inventory	164,247	167,813
Fuel products
Inventory [Line Items]
Total inventory	$ 33,702	$ 36,332

Segment Information (Details)

Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Revenues:
Fuel	$ 935,296	$ 709,528
Nonfuel	451,374	436,018
Rent and royalties from franchisees	4,096	4,276
Total revenues	1,390,766	1,149,822
Site level gross margin in excess of site level operating expenses	99,141	106,242
Selling, general and administrative	40,812	30,966
Real estate rent	67,999	63,529
Depreciation and amortization	31,800	20,525
Loss from operations	(41,470)	(8,778)
Acquisition costs	140	969
Interest expense, net	7,384	6,821
Income from equity investees	278	947
Loss before income taxes	(48,716)	(15,621)
Benefit for income taxes	19,315	5,677
Net loss	(29,401)	(9,944)
Less: net income for noncontrolling interests	23	0
Net loss attributable to common shareholders	(29,424)	(9,944)
Operating Segments | Travel centers
Revenues:
Fuel	814,141	622,580
Nonfuel	381,412	381,183
Rent and royalties from franchisees	3,029	4,142
Total revenues	1,198,582	1,007,905
Site level gross margin in excess of site level operating expenses	91,563	101,031
Operating Segments | Convenience stores
Revenues:
Fuel	103,706	72,631
Nonfuel	60,702	54,123
Rent and royalties from franchisees	54	134
Total revenues	164,462	126,888
Site level gross margin in excess of site level operating expenses	5,363	4,371
Corporate and Other
Revenues:
Fuel	17,449	14,317
Nonfuel	9,260	712
Rent and royalties from franchisees	1,013	0
Total revenues	27,722	15,029
Site level gross margin in excess of site level operating expenses	2,215	840
Selling, general and administrative	40,812	30,966
Real estate rent	67,999	63,529
Depreciation and amortization	31,800	20,525
Acquisition costs	140	969
Interest expense, net	7,384	6,821
Income from equity investees	278	947
Benefit for income taxes	$ 19,315	$ 5,677