International Speedway Corporation (NASDAQ Global Select Market: ISCA; OTC Bulletin Board: ISCB) (“ISC”) announced today that its Board of Directors (the “Board”) has received a non-binding offer from NASCAR, to acquire all of the outstanding shares of Class A common stock and Class B common stock of the Company, other than the shares held by the controlling shareholders of ISC, for a cash purchase price of $42.00 per share. The intention is to combine ISC and NASCAR as one privately-held group of companies with the France family as primary owners. A copy of the proposal letter is attached as Exhibit Number 99.1 to the Company’s Current Report on Form 8-K, which will be filed with the Securities and Exchange Commission today.
“In a highly competitive sports and entertainment landscape, a more unified strategic approach is important to our future growth,” said Jim France, Chairman of ISC and Chairman and Chief Executive Officer, NASCAR. “We believe the industry requires structural changes to best position the sport for long term success and this offer represents a positive step forward in that direction.” NASCAR’s proposal letter indicates that the outcome of this prospective offer will not impact the France family’s long-term commitment to the sport, nor its interest in maintaining its current ownership in ISC, as the France family is not interested in selling its shares of ISC at this time.
The ISC Board has formed a special committee (the “Special Committee”) comprised of J. Hyatt Brown, Larry Aiello, Jr., Larree Renda and William Graves , each of whom is an independent director of the Company, to act on behalf of the Company to consider this proposal. Mr. Brown, the Company’s lead independent director, will serve as Chairman of the Special Committee. The Special Committee will be advised by independent legal and financial advisors. NASCAR’s offer will be reviewed by the Special Committee and will be subject to the approval of the holders of a majority of the Company’s outstanding common stock, other than the common stock held by the France family. In the interim, NASCAR and ISC will continue to operate as separate and independent entities.
The Company cautions shareholders and others considering trading in its securities that the Board just received the non-binding proposal letter from NASCAR and no decisions have been made with respect to the Company’s response to the proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated.
ISC PR
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