SONIC FINANCIAL CORPORATION PURCHASES SHARES IN TENDER OFFER FOR SPEEDWAY MOTORSPORTS, INC.
September 17 2019 - 9:33AM
Sonic Financial Corporation (“Sonic Financial”) and Speedway
Motorsports, Inc. (NYSE: TRK, “Speedway Motorsports”) today
announced that Sonic Financial’s tender offer to purchase all
outstanding shares of common stock of Speedway Motorsports expired
one minute past 11:59 p.m., New York City time, on September 16,
2019. A subsidiary of Sonic Financial has accepted for
payment all shares of Speedway Motorsports that were validly
tendered and not validly withdrawn prior to the expiration of the
tender offer at a price of $19.75 per share, in accordance with the
terms and conditions of the tender offer.
American Stock Transfer & Trust Company, LLC, the depositary
for the tender offer, has advised that, as of immediately prior to
the expiration of the tender offer, a total of 7,414,631 shares of
Speedway Motorsports had been validly tendered and not validly
withdrawn in the tender offer, representing approximately 64.8% of
the 11,434,595 outstanding shares of Speedway Motorsports not owned
by Sonic Financial, O. Bruton Smith, his family and certain other
related or affiliated persons.
Sonic Financial intends to promptly complete the acquisition of
all shares of Speedway Motorsports through a merger of Speedway
Motorsports and a subsidiary of Sonic Financial, without a vote of
Speedway Motorsports stockholders, in accordance with Delaware
law. The merger is anticipated to be effective as of
September 17, 2019. As a consequence of the merger, each
outstanding Speedway Motorsports share not tendered and purchased
in the tender offer will be converted into the right to receive the
same cash amount of $19.75 per share, without interest and less any
required withholding taxes, that was offered in the tender offer.
Following completion of the merger, Speedway Motorsports will
become a wholly owned subsidiary of Sonic Financial, and Speedway
Motorsports shares will cease to be traded on the New York Stock
Exchange.
About Speedway Motorsports, Inc.
Speedway Motorsports is a leading marketer and promoter of
motorsports entertainment in the United States. Speedway
Motorsports, through its subsidiaries, owns and operates the
following premier facilities: Atlanta Motor Speedway, Bristol Motor
Speedway, Charlotte Motor Speedway, Kentucky Speedway, Las Vegas
Motor Speedway, New Hampshire Motor Speedway, Sonoma Raceway and
Texas Motor Speedway. Speedway Motorsports provides souvenir
merchandising services through its Speedway Motorsports, Inc.
Properties subsidiaries; manufactures and distributes
smaller-scale, modified racing cars and parts through its US Legend
Cars International subsidiary; and produces and broadcasts
syndicated motorsports programming to radio stations nationwide
through its Performance Racing Network subsidiary.
For more information, please visit the Speedway Motorsports
website at: www.speedwaymotorsports.com.
About Sonic Financial Corporation
Sonic Financial is a privately held corporation controlled by O.
Bruton Smith and members of his family and affiliated entities and
trusts. Sonic Financial was incorporated in 1987 and is based in
Charlotte, North Carolina. In addition to its shares in Speedway
Motorsports, Sonic Financial holds shares in Sonic Automotive,
Inc., a publicly traded automotive retailer.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
STATEMENTS
This news release contains forward-looking statements,
including statements relating to the anticipated acquisition of
Speedway Motorsports by Sonic Financial and other matters that are
not historical facts. Statements in this news release that
relate to future results and events are forward-looking statements
based on Sonic Financial’s current plans and expectations and are
subject to a number of risks and uncertainties, including risks and
uncertainties with respect to Sonic Financial, Speedway
Motorsports, the tender offer or the anticipated merger, that could
cause actual results to differ materially from those described in
these forward-looking statements.
Contact: Janet Kirkley, 704-532-3318
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