Exhibit 99.1
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For International Speedway:
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For Speedway Motorsports:
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For Action Performance: |
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Wes Harris
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Lauri Wilks
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David Riddiford |
Senior Director, Investor Relations
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VP, Communications and
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Chief Financial Officer |
(386) 947-6465
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General Counsel
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(602) 337-3999 |
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(704) 455-3239 |
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FOR IMMEDIATE RELEASE
INTERNATIONAL SPEEDWAY AND SPEEDWAY MOTORSPORTS PARTNER TO
PURCHASE ACTION PERFORMANCE
DAYTONA BEACH, Fla.; CHARLOTTE, NC; and TEMPE, Ariz. August 30, 2005 International
Speedway Corporation (Nasdaq/NM: ISCA; OTC Bulletin Board: ISCB) (ISC), Speedway Motorsports
Incorporated (NYSE: TRK) (SMI) and Action Performance Companies Inc. (NYSE: ATN) (Action) today
announced the following:
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ISC and SMI have partnered in a joint venture, which will conduct
business under the name Motorsports Authentics, to create a leader
in the production, marketing and sales of motorsports licensed
merchandise, including apparel and souvenirs. Motorsports
Authentics will operate as an independent company with ISC and SMI
as equal owners. |
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Motorsports Authentics has entered into a definitive agreement to
purchase Action for $13 per common share, or approximately $245
million, in cash. The acquisition is structured as a merger of a
wholly-owned subsidiary of Motorsports Authentics into Action, and
the surviving entity will be operated by Motorsports Authentics.
The acquisition is expected to close by calendar year-end, and is
subject to several conditions including Action shareholder
approval, regulatory approvals required under the
Hart-Scott-Rodino Act, consents and certificates from certain
counterparties to Actions material contracts as well as the lack
of any material adverse event to Actions business. |
Strategic Rationale
Action is the leader in design, promotion, marketing and distribution of licensed merchandise.
Its products include a broad range of motorsports-related die-cast replica collectibles, apparel,
gifts and other memorabilia. Approximately 70 percent of the companys 2004 product sales related
to NASCAR due to its license agreements with many of the sports top teams and drivers. In
addition, Action designs and sells products relating to other motorsports including the National
Hot Rod Association, Formula One and Indy Racing
-more-
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ISC AND SMI PARTNER TO PURCHASE ACTION PERFORMANCE
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League. Action also has licenses to manufacture apparel and memorabilia for the National
Basketball Association, Major League Baseball, and multiple other branded organizations.
Action markets collectible die-cast products under the names Action Racing Collectibles, RCCA,
Winners Circle, AP, Muscle Machines, Brookfield Collectors Guild and Minichamps. Actions brands
for licensed apparel, gifts and other memorabilia include Chase Authentics, Trevco and Winners
Circle. Action currently markets its products primarily through a combination of mass retail,
domestic wholesale, trackside, international and collectors club.
Lesa France Kennedy, President of ISC, stated, As part of Motorsports Authentics, we believe
Action has significant long-term potential for generating positive cash flow and earnings. We plan
to leverage the extensive relationships and marketing expertise of both ISC and SMI to make this a
successful venture. From a trackside sales perspective, ISC and SMI each promote a significant
number of events in NASCARs three national touring series including the NASCAR NEXTEL Cup
schedule. As such, we believe we can capitalize on financial and operating synergies by approaching
merchandise operations as a combined entity through Motorsports Authentics. Further, through the
continued execution of its initiatives to improve financial performance, we believe that Action
will be better positioned to capitalize on the continued growth in the popularity of NASCAR and
other forms of motorsports.
We believe it is strategically important for NASCAR and other motorsports to have strong,
well-run companies designing, marketing and distributing racing merchandise, commented Mr. Bruton
Smith, Chairman and Chief Executive Officer of Speedway Motorsports. Licensed product is a
significant segment of the industry that has historically not been optimized. Motorsports
Authentics will integrate the intellectual property rights of a significant number of NASCARs
premier teams, drivers and tracks into a cohesive long-term merchandising strategy. It is our goal
to ensure that our products are properly marketed through key distribution channels, which will
help promote NASCAR and other motorsports while creating natural business synergies, particularly
during event weekends.
Operating Strategy
A four-member management committee will oversee the operations of Motorsports Authentics. The
committee will be comprised of Ms. France Kennedy; John Saunders, Executive Vice President and
Chief Operating Officer for ISC; Marcus Smith, Executive Vice President of National Sales and
Marketing for SMI; and Mark Gambill, an SMI Board of Director member since 1995. In addition, an
integration team comprised of top ISC, SMI and Action management will complement Actions existing
team of outstanding employees at all levels of the organization.
Fred Wagenhals, President and CEO of Action; David Riddiford, Actions Chief Financial
Officer; and Melodee Volosin, Actions Chief Operating Officer, are expected to remain in key roles
in the new company as they have significant knowledge and are viewed as important resources to the
integration and restructuring of
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ISC AND SMI PARTNER TO PURCHASE ACTION PERFORMANCE
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the business. Herb Baum, recently appointed as Executive Chairman of Action Performance, will
not remain with the company after closing.
Motorsports Authentics will continue to execute Actions plans to return its business to
profitability. Action has recently announced plans to improve its financial performance, including
optimizing the production, marketing and distribution of its die-cast and other products, divesting
or discontinuing non-core businesses, controlling expenditures and expanding its traditional retail
channels through the consolidation of certain functions.
Action recently announced a restructuring of its wholesale NASCAR die-cast distribution to a
direct-to-retail model. Under this strategy, the companys existing Charlotte, North Carolina
operations, which currently manages wholesale apparel operations, would also handle fulfillment for
wholesale NASCAR die-cast and apparel effective October 3, 2005. A call center is being added at
that facility to handle order processing and customer service. These initiatives are expected to
benefit the business through a lower cost structure, improved speed to market, and earlier
awareness of consumer trends, preferences and buying habits.
This transaction represents the best strategic option for our business, said Mr. Wagenhals.
Under the leadership and guidance of Motorsports Authentics management committee and a strong
integration team, the business should be able to more rapidly execute its turn around strategy,
return to profitability and capitalize on future growth opportunities. I look forward to focusing
my efforts on further strengthening the relationships with our licensors and distributors, and
contributing to the future success of Motorsports Authentics.
Financial Impact
Upon closing, both ISC and SMI expect to record equity investments, with each representing 50
percent of the total net consideration paid for the outstanding shares of Action. The entity will
be self-sustaining and it is expected both ISC and SMI will record results of Motorsports
Authentics as an equity investment.
From an earnings perspective, as the transaction is not expected to close until late in the
calendar year, it is expected to minimally impact the financial results of Motorsports Authentics
for 2005.
Wachovia Securities acted as financial advisors for ISC and SMI, and SunTrust Robinson
Humphrey acted as financial advisors to Action in connection with the transaction.
Conference Call
The executive management teams of ISC, SMI and Action will host a conference call today with
investors at 11:00 a.m. Eastern Time. To participate, dial toll free 888-693-3477 five to ten
minutes prior to the scheduled start time and request to be connected to the Motorsports Authentics
call. A live Webcast of the call can be accessed at www.iscmotorsports.com,
www.speedwaymotorsports.com, and www.action-performance.com.
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A replay will be available one hour after the end of the call through midnight Friday,
September 9, 2005. To access, dial toll free 877-519-4471 and enter the code 6434798, or visit the
Web sites referenced above.
About ISC
International Speedway Corporation is a leading promoter of motorsports activities in the
United States, currently promoting more than 100 racing events annually as well as numerous other
motorsports-related activities. The Company owns and/or operates 11 of the nations major
motorsports entertainment facilities, including Daytona International Speedway in Florida (home of
the Daytona 500); Talladega Superspeedway in Alabama; Michigan International Speedway located
outside Detroit; Richmond International Raceway in Virginia; California Speedway near Los Angeles;
Kansas Speedway in Kansas City, Kansas; Phoenix International Raceway in Arizona; Homestead-Miami
Speedway in Florida; Martinsville Speedway in Virginia; Darlington Raceway in South Carolina;
Watkins Glen International in New York. Other motorsports entertainment facility ownership
includes an indirect 37.5% interest in Raceway Associates, LLC, which owns and operates Chicagoland
Speedway and Route 66 Raceway near Chicago, Illinois.
The Company also owns and operates MRN Radio, a leading independent sports radio network;
DAYTONA USA, the Ultimate Motorsports Attraction and official attraction of NASCAR; and
subsidiaries which provide catering services, food and beverage concessions, and produce and market
motorsports-related merchandise under the trade name Americrown.
About SMI
Speedway Motorsports is a leading marketer and promoter of motorsports entertainment in the
United States. The Company owns and operates the following premier facilities: Atlanta Motor
Speedway, Bristol Motor Speedway, Infineon Raceway, Las Vegas Motor Speedway, Lowes Motor Speedway
and Texas Motor Speedway. The Company provides souvenir merchandising services through its SMI
Properties subsidiaries, and manufactures and distributes smaller-scale, modified racing cars
through its 600 Racing subsidiary. The Company also owns Performance Racing Network, which
broadcasts syndicated motorsports programming to over 710 radio stations nationwide. For more
information, visit the Companys Website at www.speedwaymotorsports.com.
About Action
Action Performance Companies Inc. (NYSE:ATN News) is the leader in the design, promotion,
marketing and distribution of licensed motorsports merchandise. The Companys products include a
broad range of motorsports-related die-cast replica collectibles, apparel, souvenirs and other
sports-inspired memorabilia. Action Performance markets and distributes products through a variety
of channels including the Action Racing Collectables network of wholesale distributors, the Racing
Collectables Club of America, QVC, goracing.com,
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ISC AND SMI PARTNER TO PURCHASE ACTION PERFORMANCE
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trackside at racing events, direct corporate promotions, mass retail and department stores,
specialty dealers and select online retailers. For more information about Action Performance and
its many subsidiaries, please visit the Companys corporate Web site at www.action-performance.com.
Additional Information and Where to Find It
Action Performance has agreed to file a proxy statement in connection with the proposed Merger
and related transactions. Action Performance will mail the proxy statement to its stockholders.
The proxy statement will contain important information about the transaction, and Action
Performances stockholders are urged to read the proxy statement and other relevant materials when
they become available.
Investors and security holders may obtain free copies of these documents (when they are
available) and other documents filed with the Securities and Exchange Commission (the SEC) at the
SECs web site at www.sec.gov. In addition, investors and security holders may obtain free
copies of the documents filed with the SEC by Action Performance by going to Action Performances
investor relations page on its corporate website at www. action-performance.com or by
contacting David Riddiford at Action Performance at 1480 South Hohokam Drive, Tempe, Arizona, 85281
or by phone at (602) 337-3700.
Information regarding the identity of the persons who may, under SEC rules, be deemed to be
participants in the solicitation of stockholders of Action Performance in connection with the
transaction, and their interests in the solicitation, will be set forth in a proxy statement that
will be filed by Action Performance with the SEC.
This press release contains forward-looking statements regarding the parties to the
transactions described in this release, including statements regarding Action Performances
anticipated financial results, the results of its restructuring and the proposed transaction with
ISC, SMI and their related entities. Forward-looking statements are not guarantees of future
performance and involve certain risks and uncertainties, including the risks and uncertainties
detailed from time to time in the parties filings with the Securities and Exchange Commission. In
addition, the statements regarding the consummation of the transaction discussed in this release
are subject to risks that the conditions to the transaction will not be satisfied, including the
risk that regulatory approvals will not be obtained, and that the definitive agreement will be
terminated prior to closing. In the case of Action Performance, such risks include potential
adverse impacts on its results of operations, financial condition and cash flows that may arise
from the announcement of the proposed transaction, as well as the potential adverse impact on its
ability to attract and retain customers, management and employees. The parties have incurred and
will continue to incur significant advisory fees and legal and other expenses relating to the
transaction. Although the parties believe that the expectations reflected in such forward-looking
statements are reasonable, they cannot give any assurances that these expectations will prove to be
correct. The parties disclaim any duty to publicly update or revise any forward-looking statements
regarding the matters discussed in this release, whether as a result of new information, future
events or otherwise. Action Performance further disclaims any responsibility for forward-looking
statements or other statements made in this release concerning the other parties to the proposed
transaction, including ISC, SMI and their related entities, and/or to any descriptions contained in
this release concerning their proposed joint venture.
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