Motorsports Authentics Completes Merger With Action Performance
December 09 2005 - 6:30PM
PR Newswire (US)
~ International Speedway and Speedway Motorsports Joint Venture
Becomes Leader in Motorsports Licensed Merchandise ~ DAYTONA BEACH,
Fla. and CHARLOTTE, N.C., Dec. 9 /PRNewswire-FirstCall/ --
International Speedway Corporation (NASDAQ:ISCA) (OTC:ISCB)
(BULLETIN BOARD: ISCB) ("ISC") and Speedway Motorsports
Incorporated (NYSE:TRK) ("SMI") today announced their 50/50 joint
venture, which conducts business under the name Motorsports
Authentics, has completed a merger with Action Performance
Companies Inc. (NYSE:ATN) ("Action"). The transaction, first
announced on August 30, 2005, was approved by Action's shareholders
on December 1, 2005. The acquisition was structured as a merger of
a wholly-owned subsidiary of Motorsports Authentics LLC into
Action. Combined with the September 8, 2005 acquisition of the net
assets of Team Caliber, Motorsports Authentics is now the leader in
design, promotion, marketing and distribution of motorsports
licensed merchandise. Motorsports Authentics has licenses for
exclusive and non-exclusive distribution with the top teams
competing in NASCAR and other major motorsports series. Its
products include a broad range of motorsports-related die-cast
replica collectibles, apparel, gifts and other memorabilia, which
are marketed through a combination of mass retail, domestic
wholesale, trackside, international and collector's club
distribution channels. "We are pleased to close the Action
acquisition and look forward to continuing the initiatives put in
place to improve the financial performance of its business,"
commented Marcus G. Smith, Executive Vice President of National
Sales and Marketing for SMI. "Over the longer term, we believe
Action will be better positioned to capitalize on the expanding
popularity of NASCAR and other forms of motorsports. We continue to
believe it is strategically important for NASCAR racing and other
motorsports to have strong, well-run companies designing, marketing
and distributing racing merchandise, and the closing of the Action
transaction is a significant step in that process." Heidrick &
Struggles, one of the most highly-respected executive consulting
firms in the world, has been hired to assist in the search for a
new President to lead Motorsports Authentics and oversee the Action
and Team Caliber brands. The Motorsports Authentics Board of
Managers has interviewed several very talented individuals and
expects to announce the new President within the next several
weeks. Until the President is announced, David Riddiford, Action's
Chief Financial Officer, combined with several key business leaders
from the ISC/SMI integration team, will oversee the initial
transition of Action into Motorsports Authentics under the
direction of the Motorsports Authentics Board of Managers.
"Action's intellectual property rights, combined with those
acquired from Team Caliber earlier this year, allow Motorsports
Authentics to execute its cohesive long-term motorsports
merchandising strategy," said Lesa France Kennedy, President of
ISC. "Motorsports Authentics now has licenses for the leading teams
and competitors in NASCAR. It is our goal to ensure that our
products are properly marketed through key distribution channels,
which will help promote NASCAR racing and other motorsports while
creating natural business synergies, particularly during event
weekends. Lastly, we welcome Action's employees to Motorsports
Authentics, and look forward to their continued contribution to the
success of this joint venture." Upon consummation of the merger,
Action's outstanding common stock was cancelled and holders will
receive $13 in cash in exchange for each share of Action common
stock. As soon as practicable, American Stock Transfer & Trust
Company (the paying agent) will send a transmittal letter to each
holder of Action common stock. The transmittal letter will have
instructions with respect to exchanging Action common stock for the
merger consideration. Shareholders may contact American Stock
Transfer & Trust Company's Shareholder Services Department at
(877) 248-6417 for more information. 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 nation's 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; and 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, the nation's largest
independent sports radio network; DAYTONA USA, the "Ultimate
Motorsports Attraction" in Daytona Beach, Florida, the 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."
In addition, the Company has an indirect 50 percent interest in a
business called Motorsports Authentics, which markets and
distributes motorsports-related merchandise licensed by certain
competitors in NASCAR racing. For more information, visit the
Company's Web site at http://www.iscmotorsports.com/ . 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, Lowe's Motor Speedway and Texas Motor Speedway. The
Company provides souvenir merchandising services through its SMI
Properties subsidiaries and Motorsports Authentics joint venture,
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 Company's Web site at
http://www.speedwaymotorsports.com/ . This press release contains
forward-looking statements regarding the parties to the
transactions described in this release, including statements
regarding Action Performance's 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.
Information about a party has been provided exclusively by that
party or, in the case of Motorsports Authentics, its members.
DATASOURCE: International Speedway Corporation CONTACT: Wes Harris,
Senior Director, Investor Relations, International Speedway,
+1-386-947-6465; or Lauri Wilks, VP, Communications and General
Counsel, Speedway Motorsports, +1-704-455-3239 Web site:
http://www.iscmotorsports.com/ http://www.speedwaymotorsports.com/
Copyright