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TravelCenters of America Shareholders Vote in Favor of BP Deal

The $1.3 billion transaction is on track to close May 15.
BP & TA logos

WESTLAKE, Ohio — The TravelCenters of America (TA) and BP tie-up is on a clear path to close early next week.

At a special meeting on May 10, TA stockholders voted to approve its merger with and into a wholly owned indirect subsidiary of BP plc. TA stockholders approved the BP merger with more than 72 percent of the shares outstanding and 93 percent of the total shares voted in favor of the merger.

Now that the shareholders have voted, the transaction is expected to close May 15.

Upon completion of the transaction, shares of TA's common stock will be canceled and will no longer trade on the Nasdaq, and TA will become a wholly owned indirect subsidiary of BP.

The two companies announced the transaction on Feb. 16. The acquisition agreement calls for BP to purchase the outstanding shares of TA common stock for $86 per share in cash. The sale price represents an 84 percent premium to the average trading price of the 30 days ended Feb. 15 of $46.68.

In making the announcement, BP said TA's strategically located network of highway sites complements its existing predominantly off-highway convenience and mobility business, enabling TA and BP to offer fleets a seamless nationwide service.

In addition, BP's global scale and reach will, over time, bring advantages in fuel and biofuel supply, as well as convenience offers for consumers. It will provide options to expand and develop new mobility offers including electric vehicle charging, biofuels, renewable natural gas and later, hydrogen, both for passenger vehicles and fleets. 

The deal spurred a somewhat bidding war with ARKO Corp., making its own unsolicited offer for TA. The Richmond, Va.-based parent company of GPM Investments LLC's offer of $92 per share was above BP's bid; however, TA's board of directors unanimously recommended that shareholders support the deal with BP, citing a lack of committed financing as the critical deficiency of ARKO's offer.

[Read More: ARKO Firms Up Growth Strategy With Oak Street Deal Extension]

Additionally, two independent advisory firms — Institutional Shareholder Services and Glass Lewis & Co. — recommended TA shareholders vote in favor of the BP deal. The independent proxy advisory firms made their recommendation on May 1, as Convenience Store News previously reported.

Westlake-based TravelCenters of America Inc. is the nation's largest publicly traded full-service travel center network. Founded in 1972, its more than 18,000 team members serve guests in 281 locations in 44 states, principally under the TA, Petro Stopping Centers and TA Express brands. Offerings include diesel and gasoline fuel, truck maintenance and repair, full-service and quick-service restaurants, travel stores, car and truck parking, and other services dedicated to providing great experiences for its guests.

TA is committed to sustainability, with its specialized business unit, eTA, focused on sustainable energy options for professional drivers and motorists.

The operator has more than 600 full-service and quick-service restaurants and nine proprietary brands.

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