Leasing Transactions | Leasing Transactions As a Lessee We have lease agreements covering many of our properties, as well as various equipment, with the most significant leases being our five leases with Service Properties Trust, or SVC, which are further described below. Certain of our leases include renewal options, and certain leases include escalation clauses and purchase options. Renewal periods are included in calculating our operating lease assets and liabilities when they are reasonably certain. Leases with an initial term of 12 months or less are not recognized in our consolidated balance sheets. As of June 30, 2022, our SVC Leases (as defined below), the leases covering our other properties and most of our equipment leases were classified as operating leases and certain of our other equipment leases and one ground lease pursuant to one SVC lease were classified as finance leases. Finance lease assets were included in other noncurrent assets other current liabilities other noncurrent liabilities Leasing Agreements with SVC As of June 30, 2022, we leased from SVC a total of 179 properties under five leases. We refer to these five leases collectively as the SVC Leases. The SVC Leases expire between 2029 and 2035, subject to our right to extend those leases. We have two renewal options of 15 years under each of the SVC Leases. On March 9, 2021, we and SVC amended one of the SVC Leases to reflect the renewal of a third party ground lease at one of the 179 travel center properties that we lease from SVC. This ground lease, which was previously accounted for as an operating lease, is now accounted for as a finance lease. As a result of this ground lease modification, we recorded $28,201 in other noncurrent assets, $1,158 in other current liabilities and $27,046 in other noncurrent liabilities on our consolidated balance sheets in the first quarter of 2021. We recognized total real estate rent expense under the SVC Leases of $64,300 and $61,057 for the three months ended June 30, 2022 and 2021, respectively, and $128,207 and $122,060 for the six months ended June 30, 2022 and 2021, respectively. Included in these rent expense amounts are percentage rent payable of $2,839 and $1,591 for the three months ended June 30, 2022 and 2021, respectively, and $5,338 and $2,977 for the six months ended June 30, 2022 and 2021, respectively, which are based on a percentage of the increases in total nonfuel revenues at each leased property over base year levels, deferred rent of $4,404 and $8,807 for the three and six month periods, respectively, and adjustments to record minimum annual rent on a straight line basis over the terms of the leases and estimated future payments by us for the cost of removing underground storage tanks on a straight line basis. As of June 30, 2022, the estimated future payments related to these underground storage tanks were $26,421 and are recorded in other noncurrent liabilities on our consolidated balance sheets. The remaining balance of our deferred rent obligations was $13,211 as of June 30, 2022 and is scheduled to be fully paid by January 31, 2023. As of June 30, 2022, our aggregate annual minimum rent payable to SVC under the SVC Leases was $243,914. Pursuant to the SVC Leases, we may request that SVC purchase qualifying capital improvements we make at the leased travel centers in return for increased annual minimum rent. We did not sell to SVC any improvements we made to properties leased from SVC for the three and six months ended June 30, 2022 and 2021. As permitted by the SVC Leases, we sublease a portion of certain travel centers to third parties to operate other retail operations. These subleases are classified as operating leases. We recognized sublease rental income of $481 and $517 for the three months ended June 30, 2022 and 2021, respectively, and $904 and $1,003 for the six months ended June 30, 2022 and 2021, respectively. Lease Costs Our lease costs are included in various balances in our consolidated statements of operations and comprehensive income, as shown in the following tables. For the three and six months ended June 30, 2022 and 2021, our lease costs consisted of the following: Classification in our Consolidated Three Months Ended 2022 2021 Operating lease costs: SVC Leases Real estate rent expense $ 60,964 $ 58,952 Operating lease costs: other Real estate rent expense 629 2,398 Variable lease costs: SVC Leases Real estate rent expense 3,336 2,105 Variable lease costs: other Real estate rent expense 224 156 Total real estate rent expense 65,153 63,611 Operating lease costs: equipment and other Site level operating expense and selling, general and administrative expense 993 776 Financing lease costs: equipment and other Site level operating expense 63 77 Short-term lease costs Site level operating expense and selling, general and administrative expense 107 175 Amortization of finance lease assets: Depreciation and amortization expense 553 553 Amortization of finance lease assets: other Depreciation and amortization expense 831 409 Interest on finance lease liabilities: Interest expense, net 294 308 Interest on finance lease liabilities: other Interest expense, net 173 108 Sublease income Nonfuel revenues (481) (517) Net lease costs $ 67,686 $ 65,500 Classification in our Consolidated Six Months Ended 2022 2021 Operating lease costs: SVC Leases Real estate rent expense $ 121,928 $ 118,089 Operating lease costs: other Real estate rent expense 1,181 5,082 Variable lease costs: SVC Leases Real estate rent expense 6,279 3,971 Variable lease costs: other Real estate rent expense 411 338 Total real estate rent expense 129,799 127,480 Operating lease costs: equipment and other Site level operating expense and selling, general and administrative expense 1,935 1,622 Financing lease costs: equipment and other Site level operating expense 237 99 Short-term lease costs Site level operating expense and selling, general and administrative expense 212 342 Amortization of finance lease assets: Depreciation and amortization expense 1,106 737 Amortization of finance lease assets: other Depreciation and amortization expense 1,588 659 Interest on finance lease liabilities: Interest expense, net 592 411 Interest on finance lease liabilities: other Interest expense, net 337 189 Sublease income Nonfuel revenues (904) (1,003) Net lease costs $ 134,902 $ 130,536 Lease Assets and Liabilities As of June 30, 2022 and December 31, 2021, our operating lease assets and liabilities consisted of the following: June 30, December 31, Operating lease assets: SVC Leases $ 1,606,057 $ 1,649,142 Other 17,763 10,384 Total operating lease assets $ 1,623,820 $ 1,659,526 Current operating lease liabilities: SVC Leases $ 114,767 $ 114,372 Other 4,315 3,633 Total current operating lease liabilities $ 119,082 $ 118,005 Noncurrent operating lease liabilities: SVC Leases $ 1,592,022 $ 1,648,112 Other 14,009 7,247 Total noncurrent operating lease liabilities $ 1,606,031 $ 1,655,359 During the six months ended June 30, 2022 and 2021, we paid $140,742 and $139,113, respectively, for amounts that had been included in the measurement of our operating lease liabilities. As of June 30, 2022 and December 31, 2021, our finance lease assets and liabilities consisted of the following: June 30, December 31, Finance lease assets: SVC Leases $ 25,436 $ 26,542 Other 16,963 15,781 Total finance lease assets $ 42,399 $ 42,323 Current finance lease liabilities: SVC Leases $ 1,578 $ 1,517 Other 3,287 2,814 Total current finance lease liabilities $ 4,865 $ 4,331 Noncurrent finance lease liabilities: SVC Leases $ 25,218 $ 25,974 Other 14,160 13,240 Total noncurrent finance lease liabilities $ 39,378 $ 39,214 During the six months ended June 30, 2022 and 2021, we paid $2,152 and $987, respectively, for amounts that had been included in the measurement of our finance lease liabilities. Lease Maturities and Other Information Maturities of our operating lease liabilities that had remaining noncancelable lease terms in excess of one year as of June 30, 2022, were as follows: SVC Leases Other Total Years ended December 31: 2022 $ 134,504 $ 2,716 $ 137,220 2023 255,469 3,859 259,328 2024 251,295 2,773 254,068 2025 251,283 2,683 253,966 2026 251,278 2,385 253,663 Thereafter 1,538,649 6,356 1,545,005 Total operating lease payments 2,682,478 20,772 2,703,250 Less: present value discount (1) (975,689) (2,448) (978,137) Present value of operating lease liabilities $ 1,706,789 $ 18,324 $ 1,725,113 (1) The discount rate used to derive the present value of unpaid lease payments is based on the rates implicit in the SVC Leases and our incremental borrowing rate for all other leases. The weighted average remaining lease term for our operating leases as of June 30, 2022, was approximately 11 years. Our weighted average discount rate for our operating leases as of June 30, 2022, was approximately 9.1%. Maturities of the financing lease liabilities related to the amended SVC lease noted above that had remaining noncancelable lease terms in excess of one year as of June 30, 2022, were as follows: SVC Lease Other Total Years ended December 31: 2022 $ 1,304 $ 1,942 $ 3,246 2023 2,656 3,884 6,540 2024 2,722 3,442 6,164 2025 2,790 3,042 5,832 2026 2,860 3,025 5,885 Thereafter 22,126 4,176 26,302 Total financing lease payments 34,458 19,511 53,969 Less: present value discount (1) (7,662) (2,064) (9,726) Present value of financing lease liabilities $ 26,796 $ 17,447 $ 44,243 (1) The discount rate used to derive the present value of unpaid lease payments is based on our incremental borrowing rate. The weighted average remaining lease term for our finance leases as of June 30, 2022, was approximately 9 years. Our weighted average discount rate for our finance leases as of June 30, 2022, was approximately 4.3%. As a Lessor We leased one travel center to a franchisee as of June 30, 2022, and two travel centers to franchisees as of June 30, 2021. Rent revenues from these operating leases totaled $595 and $584 for the three months ended June 30, 2022 and 2021, respectively, and $1,190 and $1,168 for the six months ended June 30, 2022 and 2021, respectively. We acquired the operating assets of these franchisee-operated travel centers in the second and third quarters of 2022. See Note 3 of this Quarterly Report |
Leasing Transactions | Leasing Transactions As a Lessee We have lease agreements covering many of our properties, as well as various equipment, with the most significant leases being our five leases with Service Properties Trust, or SVC, which are further described below. Certain of our leases include renewal options, and certain leases include escalation clauses and purchase options. Renewal periods are included in calculating our operating lease assets and liabilities when they are reasonably certain. Leases with an initial term of 12 months or less are not recognized in our consolidated balance sheets. As of June 30, 2022, our SVC Leases (as defined below), the leases covering our other properties and most of our equipment leases were classified as operating leases and certain of our other equipment leases and one ground lease pursuant to one SVC lease were classified as finance leases. Finance lease assets were included in other noncurrent assets other current liabilities other noncurrent liabilities Leasing Agreements with SVC As of June 30, 2022, we leased from SVC a total of 179 properties under five leases. We refer to these five leases collectively as the SVC Leases. The SVC Leases expire between 2029 and 2035, subject to our right to extend those leases. We have two renewal options of 15 years under each of the SVC Leases. On March 9, 2021, we and SVC amended one of the SVC Leases to reflect the renewal of a third party ground lease at one of the 179 travel center properties that we lease from SVC. This ground lease, which was previously accounted for as an operating lease, is now accounted for as a finance lease. As a result of this ground lease modification, we recorded $28,201 in other noncurrent assets, $1,158 in other current liabilities and $27,046 in other noncurrent liabilities on our consolidated balance sheets in the first quarter of 2021. We recognized total real estate rent expense under the SVC Leases of $64,300 and $61,057 for the three months ended June 30, 2022 and 2021, respectively, and $128,207 and $122,060 for the six months ended June 30, 2022 and 2021, respectively. Included in these rent expense amounts are percentage rent payable of $2,839 and $1,591 for the three months ended June 30, 2022 and 2021, respectively, and $5,338 and $2,977 for the six months ended June 30, 2022 and 2021, respectively, which are based on a percentage of the increases in total nonfuel revenues at each leased property over base year levels, deferred rent of $4,404 and $8,807 for the three and six month periods, respectively, and adjustments to record minimum annual rent on a straight line basis over the terms of the leases and estimated future payments by us for the cost of removing underground storage tanks on a straight line basis. As of June 30, 2022, the estimated future payments related to these underground storage tanks were $26,421 and are recorded in other noncurrent liabilities on our consolidated balance sheets. The remaining balance of our deferred rent obligations was $13,211 as of June 30, 2022 and is scheduled to be fully paid by January 31, 2023. As of June 30, 2022, our aggregate annual minimum rent payable to SVC under the SVC Leases was $243,914. Pursuant to the SVC Leases, we may request that SVC purchase qualifying capital improvements we make at the leased travel centers in return for increased annual minimum rent. We did not sell to SVC any improvements we made to properties leased from SVC for the three and six months ended June 30, 2022 and 2021. As permitted by the SVC Leases, we sublease a portion of certain travel centers to third parties to operate other retail operations. These subleases are classified as operating leases. We recognized sublease rental income of $481 and $517 for the three months ended June 30, 2022 and 2021, respectively, and $904 and $1,003 for the six months ended June 30, 2022 and 2021, respectively. Lease Costs Our lease costs are included in various balances in our consolidated statements of operations and comprehensive income, as shown in the following tables. For the three and six months ended June 30, 2022 and 2021, our lease costs consisted of the following: Classification in our Consolidated Three Months Ended 2022 2021 Operating lease costs: SVC Leases Real estate rent expense $ 60,964 $ 58,952 Operating lease costs: other Real estate rent expense 629 2,398 Variable lease costs: SVC Leases Real estate rent expense 3,336 2,105 Variable lease costs: other Real estate rent expense 224 156 Total real estate rent expense 65,153 63,611 Operating lease costs: equipment and other Site level operating expense and selling, general and administrative expense 993 776 Financing lease costs: equipment and other Site level operating expense 63 77 Short-term lease costs Site level operating expense and selling, general and administrative expense 107 175 Amortization of finance lease assets: Depreciation and amortization expense 553 553 Amortization of finance lease assets: other Depreciation and amortization expense 831 409 Interest on finance lease liabilities: Interest expense, net 294 308 Interest on finance lease liabilities: other Interest expense, net 173 108 Sublease income Nonfuel revenues (481) (517) Net lease costs $ 67,686 $ 65,500 Classification in our Consolidated Six Months Ended 2022 2021 Operating lease costs: SVC Leases Real estate rent expense $ 121,928 $ 118,089 Operating lease costs: other Real estate rent expense 1,181 5,082 Variable lease costs: SVC Leases Real estate rent expense 6,279 3,971 Variable lease costs: other Real estate rent expense 411 338 Total real estate rent expense 129,799 127,480 Operating lease costs: equipment and other Site level operating expense and selling, general and administrative expense 1,935 1,622 Financing lease costs: equipment and other Site level operating expense 237 99 Short-term lease costs Site level operating expense and selling, general and administrative expense 212 342 Amortization of finance lease assets: Depreciation and amortization expense 1,106 737 Amortization of finance lease assets: other Depreciation and amortization expense 1,588 659 Interest on finance lease liabilities: Interest expense, net 592 411 Interest on finance lease liabilities: other Interest expense, net 337 189 Sublease income Nonfuel revenues (904) (1,003) Net lease costs $ 134,902 $ 130,536 Lease Assets and Liabilities As of June 30, 2022 and December 31, 2021, our operating lease assets and liabilities consisted of the following: June 30, December 31, Operating lease assets: SVC Leases $ 1,606,057 $ 1,649,142 Other 17,763 10,384 Total operating lease assets $ 1,623,820 $ 1,659,526 Current operating lease liabilities: SVC Leases $ 114,767 $ 114,372 Other 4,315 3,633 Total current operating lease liabilities $ 119,082 $ 118,005 Noncurrent operating lease liabilities: SVC Leases $ 1,592,022 $ 1,648,112 Other 14,009 7,247 Total noncurrent operating lease liabilities $ 1,606,031 $ 1,655,359 During the six months ended June 30, 2022 and 2021, we paid $140,742 and $139,113, respectively, for amounts that had been included in the measurement of our operating lease liabilities. As of June 30, 2022 and December 31, 2021, our finance lease assets and liabilities consisted of the following: June 30, December 31, Finance lease assets: SVC Leases $ 25,436 $ 26,542 Other 16,963 15,781 Total finance lease assets $ 42,399 $ 42,323 Current finance lease liabilities: SVC Leases $ 1,578 $ 1,517 Other 3,287 2,814 Total current finance lease liabilities $ 4,865 $ 4,331 Noncurrent finance lease liabilities: SVC Leases $ 25,218 $ 25,974 Other 14,160 13,240 Total noncurrent finance lease liabilities $ 39,378 $ 39,214 During the six months ended June 30, 2022 and 2021, we paid $2,152 and $987, respectively, for amounts that had been included in the measurement of our finance lease liabilities. Lease Maturities and Other Information Maturities of our operating lease liabilities that had remaining noncancelable lease terms in excess of one year as of June 30, 2022, were as follows: SVC Leases Other Total Years ended December 31: 2022 $ 134,504 $ 2,716 $ 137,220 2023 255,469 3,859 259,328 2024 251,295 2,773 254,068 2025 251,283 2,683 253,966 2026 251,278 2,385 253,663 Thereafter 1,538,649 6,356 1,545,005 Total operating lease payments 2,682,478 20,772 2,703,250 Less: present value discount (1) (975,689) (2,448) (978,137) Present value of operating lease liabilities $ 1,706,789 $ 18,324 $ 1,725,113 (1) The discount rate used to derive the present value of unpaid lease payments is based on the rates implicit in the SVC Leases and our incremental borrowing rate for all other leases. The weighted average remaining lease term for our operating leases as of June 30, 2022, was approximately 11 years. Our weighted average discount rate for our operating leases as of June 30, 2022, was approximately 9.1%. Maturities of the financing lease liabilities related to the amended SVC lease noted above that had remaining noncancelable lease terms in excess of one year as of June 30, 2022, were as follows: SVC Lease Other Total Years ended December 31: 2022 $ 1,304 $ 1,942 $ 3,246 2023 2,656 3,884 6,540 2024 2,722 3,442 6,164 2025 2,790 3,042 5,832 2026 2,860 3,025 5,885 Thereafter 22,126 4,176 26,302 Total financing lease payments 34,458 19,511 53,969 Less: present value discount (1) (7,662) (2,064) (9,726) Present value of financing lease liabilities $ 26,796 $ 17,447 $ 44,243 (1) The discount rate used to derive the present value of unpaid lease payments is based on our incremental borrowing rate. The weighted average remaining lease term for our finance leases as of June 30, 2022, was approximately 9 years. Our weighted average discount rate for our finance leases as of June 30, 2022, was approximately 4.3%. As a Lessor We leased one travel center to a franchisee as of June 30, 2022, and two travel centers to franchisees as of June 30, 2021. Rent revenues from these operating leases totaled $595 and $584 for the three months ended June 30, 2022 and 2021, respectively, and $1,190 and $1,168 for the six months ended June 30, 2022 and 2021, respectively. We acquired the operating assets of these franchisee-operated travel centers in the second and third quarters of 2022. See Note 3 of this Quarterly Report |