Arko Offers Proposal to Buy TravelCenters

A deal between TravelCenters and BP was previously announced but has not been finalized.

March 27, 2023

RICHMOND, Va.—ARKO Corp. today issued a letter urging Travel Centers of America’s board to seriously consider ARKO’s proposal to acquire TravelCenters and engage with, rather than exclude, ARKO in the sale process, the company announced.

The statement continued:

Following the submission of our March, 14, 2023 proposal to acquire TravelCenters for $92 a share and requesting access to diligence materials, and after reviewing the publicly available terms of the proposed transaction with BP Products North America Inc., a wholly owned indirect subsidiary of BP p.l.c. as well as TravelCenters’ preliminary proxy statement, ARKO believes the Board’s decision regarding ARKO’s proposal was incorrect and not in the best interests of TravelCenters’ stockholders.

ARKO’s proposal is superior to BP’s offer of $86 a share, according to the statement. It would add nearly $100 million in value to TravelCenters’ stockholders.

The statement also said:

ARKO is prepared to immediately commence confirmatory due diligence and quickly enter into an Agreement and Plan of Merger along with the other ancillary arrangements on the same material terms as in the Merger Agreement with BP. As one of the most acquisitive operators of convenience stores in the United States, with 23 transactions completed since 2013 and one pending and expected to close in the second quarter of 2023, ARKO has never required any financing conditions and has closed every acquisition it has put under contract. ARKO’s proposal to TravelCenters offers no financing-related conditions.

In February, BP and TravelCenters announced a $1.3 billion deal. “This is BP’s strategy in action,” said Bernard Looney, BP CEO, at the time. “We are doing exactly what we said we would, leaning into our transition growth engines.”

Jonathan M. Pertchik, the CEO of TA, said when the BP deal was announced: “Today’s announcement … is a result of the successful implementation of our turnaround and strategic plans. We have improved our core travel center business, expanded our network, launched eTA to prepare for the future of alternative fuels and improved our operating and financial results, none of which we could have accomplished without the hard work and dedication of our employees at every level.”