-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S4PvbZ0NpHmugSKDIoU59VbhHPcORoX4qVxAuchTaIL/Zb50rplk4ihDTKgKc5Hc lRieVxm0oXpnWdw5gBa5HQ== 0001393725-08-000053.txt : 20080527 0001393725-08-000053.hdr.sgml : 20080526 20080523181515 ACCESSION NUMBER: 0001393725-08-000053 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080527 DATE AS OF CHANGE: 20080523 GROUP MEMBERS: BRIAN J. STARK SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRAVELCENTERS OF AMERICA LLC CENTRAL INDEX KEY: 0001378453 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 205701514 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-82539 FILM NUMBER: 08859163 BUSINESS ADDRESS: STREET 1: 400 CENTRE STREET CITY: NEWTON STATE: MA ZIP: 02458 BUSINESS PHONE: 617-964-8389 MAIL ADDRESS: STREET 1: 400 CENTRE STREET CITY: NEWTON STATE: MA ZIP: 02458 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROTH MICHAEL CENTRAL INDEX KEY: 0001010207 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: BUSINESS PHONE: 4142411810 MAIL ADDRESS: STREET 1: 10556 N PORT WASHINGTON RD CITY: MEQUON STATE: WI ZIP: 53092 SC 13G 1 sch13g.htm TRAVELCENTER OF AMERICA LLC sch13g.htm


 

 
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 
SCHEDULE 13G
(Rule 13d-102)
 
INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)
 
(Amendment No. __)*
 
TravelCenters of America LLC
(Name of Issuer)
 
Common Stock, no par value per share
(Title of Class of Securities)
 
894174101
(CUSIP Number)

May 13, 2008
(Date of Event Which Requires Filing of this Statement)

 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
¨           Rule 13d-1(b)
 
þ           Rule 13d-1(c)
 
¨           Rule 13d-1(d)
 
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


 
 
 
 
SCHEDULE 13G
CUSIP NO. 894174101
Page 2 of 6

 

1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
Michael A. Roth and Brian J. Stark, as joint filers pursuant to Rule 13d-1(k)
 
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) þ
(b) ¨
 
3
 
SEC USE ONLY
 
4
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States of America
NUMBER OF
 
SHARES
 
BENEFICIALLY
 
OWNED BY
 
EACH
 
REPORTING
 
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
734,500 shares of Common Stock (See Item 4)
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
734,500 shares of Common Stock (See Item 4)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
734,500 shares of Common Stock (See Item 4)
 
10
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
 
11
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
5.1% (See Item 4)
 
12
 
TYPE OF REPORTING PERSON
 
IN


 
 
 
 
SCHEDULE 13G
CUSIP NO. 894174101
Page 3 of 6

 

Item 1(a).
Name of Issuer:
   
 
TravelCenters of America LLC (the “Issuer”).
   
Item 1(b).
Address of Issuer’s Principal Executive Offices:
   
 
24601 Center Ridge Road
 
Suite 200
 
Westlake, OH 44145-5639
   
Items 2(a),
Name of Persons Filing, Address of Principal Business Office and
(b) and (c).
Citizenship:
   
 
This Schedule 13G is being filed on behalf of Michael A. Roth and Brian J. Stark, as joint filers (collectively, the “Reporting Persons”).
   
 
The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 1, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
   
 
The principal business office of the Reporting Persons is 3600 South Lake Drive, St. Francis, WI 53235.  The Reporting Persons are citizens of the United States of America.
   
Item 2(d).
Title of Class of Securities:
   
 
Common Stock, no par value per share (the “Common Stock”)
   
Item 2(e).
CUSIP Number:
   
 
894174101
   
Item 3.
Not applicable.
   
Item 4.
Ownership.
   
 
(a)
Amount beneficially owned:
     
   
734,500 shares of Common Stock*
     

 
 
 
 
SCHEDULE 13G
CUSIP NO. 894174101
Page 4 of 6

 


 
(b)
Percent of class:
     
   
Based on 14,489,265 shares of Common Stock outstanding as of May 12, 2008 as indicated in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2008, the Reporting Persons hold approximately 5.1%* of the issued and outstanding Common Stock of the Issuer.
     
 
(c)
Number of shares to which such person has:
     
   
(i)
Sole power to vote or direct the vote:  0
       
   
(ii)
Shared power to vote or direct the vote: 734,500 shares of Common Stock*
       
   
(iii)
Sole power to dispose or to direct the disposition of: 0
       
   
(iv)
Shared power to dispose of or direct the disposition of: 734,500 shares of Common Stock*
       
 
*The Reporting Persons beneficially own an aggregate of 734,500 shares of Common Stock.  The foregoing amount of Common Stock and percentage ownership represent the combined indirect holdings of Michael A. Roth and Brian J. Stark.
   
 
All of the foregoing represents an aggregate of 734,500 shares of Common Stock held directly by Stark Master Fund Ltd. (“Stark Master”), Stark Global Opportunities Master Fund Ltd. ("Stark Global") and Stark Criterion Master Fund Ltd (“Stark Criterion”).  The Reporting Persons direct the management of Stark Offshore Management LLC (“Stark Offshore”), which acts as the investment manager and has sole power to direct the management of Stark Master.  The Reporting Persons direct the management of Stark Global Opportunities Management LLC (“Stark Management”), which acts as the investment manager and has sole power to direct the management of Stark Global.  The Reporting Persons direct the management of Stark Criterion Management LLC (“Stark Criterion Management”), which acts as the investment manager and has sole power to direct the management of Stark Criterion.  As the Managing Members of Stark Offshore, Stark Management, and Stark Criterion Management, the Reporting Persons possess voting and dispositive power over all of the foregoing shares.  Therefore, for the purposes of Rule 13d-3 under the Exchange Act, the Reporting Persons may be deemed to be the beneficial owners of, but hereby disclaim such beneficial ownership of, the foregoing shares.
       

 
 
 
 
SCHEDULE 13G
CUSIP NO. 894174101
Page 5 of 6

 

Item 5.
Ownership of Five Percent or Less of a Class.
   
 
Not applicable
   
Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
   
 
Not applicable
   
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported By the Parent Holding Company.
   
 
Not applicable
   
Item 8.
Identification and Classification of Members of the Group.
   
 
Not applicable
   
Item 9.
Notice of Dissolution of a Group.
   
 
Not applicable
   
Item 10.
Certification.
   
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


 
 
 
 
SCHEDULE 13G
CUSIP NO. 894174101
Page 6 of 6

 

 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
Dated:  May 23, 2008
 
   
 
/s/ Michael A. Roth
 
Michael A. Roth
   
   
 
/s/ Brian J. Stark
 
Brian J. Stark
   
   

 
EX-1 2 ex-1.htm EXHIBIT 1 ex-1.htm
SCHEDULE 13G
CUSIP NO. 894174101
 
Exhibit 1
JOINT FILING AGREEMENT
 
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to 734,500 shares of Common Stock of TravelCenters of America LLC and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.
 
The undersigned further agree that each party hereto is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided, however, that no party is responsible for the completeness or accuracy of the information concerning any other party making the filing, unless such party knows or has reason to believe that such information is inaccurate.
 
IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement on May 23, 2008.
 
   
 
/s/ Michael A. Roth
 
Michael A. Roth
   
   
 
/s/ Brian J. Stark
 
Brian J. Stark
   

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