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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: October 2, 2000
(Date of earliest event reported)
TRAVELCENTERS OF AMERICA, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 333-26497 36-3856519
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(State or other jurisdiction (Commission (I.R.S. employer
of incorporation) file number) identification no.)
24601 Center Ridge Road, Suite 200, Westlake, Ohio 44145-5634
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (440) 808-9100
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ITEM 5. OTHER EVENTS
On October 2, 2000, the Company executed Amendment No. 1 to the
Recapitalization Agreement and Plan of Merger (the "Recapitalization
Agreement"), dated as of May 31, 2000, among the Company, TCA Acquisition
Corporation, a Delaware corporation, Clipper Capital Associates, L.P., a
Delaware limited partnership, National Partners, L.P., a Delaware limited
partnership, National Partners III, L.P., a Delaware limited partnership,
Clipper/Merchant I, L.P., a Delaware limited partnership, Olympus Private
Placement Fund, L.P., a Delaware limited partnership, Olympus Growth Fund II,
L.P., a Delaware limited partnership. A copy of the amendment is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
In addition, the Company commenced a tender offer and consent
solicitation for any and all of the aggregate outstanding principal amount of
its 10 1/4% senior subordinated notes. The tender offer and consent solicitation
are subject to the terms and conditions set forth in the Company's Offer to
Purchase and Consent Solicitation Statement dated October 6, 2000. Further
information regarding the tender offer and consent solicitation is set forth in
the news release of the Company dated October 6, 2000, a copy of which is filed
as Exhibit 99.2.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Amendment No. 1 to Recapitalization Agreement, dated as of
October 2, 2000.
99.2 News release of the Company, dated October 6, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TRAVELCENTERS OF AMERICA, INC.
By: /s/ James W. George
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James W. George,
Senior Vice President,
Chief Financial Officer and Secretary
Date: October 6, 2000
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Amendment No. 1 to Recapitalization Agreement, dated
as of October 2, 2000.
99.2 News release of the Company, dated October 6, 2000.
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