-----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, C+9ofTtncNnGED9EhPWOQNbIweBZa71Wzl9EWEuO4Ur7Odcb1+Hhk3RB14AK+9BE NhNdARDcA1q8qzeq0kPPPw== 0001157523-05-001839.txt : 20050224 0001157523-05-001839.hdr.sgml : 20050224 20050224100207 ACCESSION NUMBER: 0001157523-05-001839 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050223 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050224 DATE AS OF CHANGE: 20050224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPEEDWAY MOTORSPORTS INC CENTRAL INDEX KEY: 0000934648 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-RACING, INCLUDING TRACK OPERATION [7948] IRS NUMBER: 510363307 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13582 FILM NUMBER: 05635996 BUSINESS ADDRESS: STREET 1: US HIGHWAY 29 NORTH STREET 2: PO BOX 600 CITY: CONCORD STATE: NC ZIP: 28026 BUSINESS PHONE: 7044553239 MAIL ADDRESS: STREET 1: US HIGHWAY 29 NORTH STREET 2: P O BOX 600 CITY: CONCORD STATE: NC ZIP: 28026-0600 8-K 1 a4828297.txt SPEEDWAY MOTORSPORTS 8-K ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 23, 2005 ----------------- SPEEDWAY MOTORSPORTS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13582 51-0363307 - ---------------------------- --------------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 5555 Concord Parkway South, Concord, North Carolina 28027 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (704) 455-3239 -------------- - -------------------------------------------------------------------------------- Not Applicable (Former Name or Former Address, if Changed Since Last Report) ================================================================================ Item 2.02 Results of Operations and Financial Conditions. On February 23, 2005, Speedway Motorsports, Inc. issued a press release, which is attached as Exhibit 99.1 to this report on Form 8-K. Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. Exhibit Number Description - -------------- ----------- 99.1 Press Release dated February 23, 2005 ----------------- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SPEEDWAY MOTORSPORTS, INC. Date: February 23, 2005 By: /s/ Marylaurel E. Wilks ---------------------------------- Marylaurel E. Wilks Vice President and General Counsel EX-99.1 2 a4828297ex991.txt PRESS RELEASE Exhibit 99.1 Speedway Motorsports Reports Record Results for the Fourth Quarter and Year Ended December 31, 2004 and Provides Guidance For 2005 CONCORD, N.C.--(BUSINESS WIRE)--Feb. 23, 2005--Speedway Motorsports, Inc. (SMI) (NYSE:TRK) today reported record fourth quarter and full year results for 2004. This represents the fifth consecutive year that the Company has reported record results. The Company reported fourth quarter 2004 generally accepted accounting principles (GAAP) diluted earnings per share of $0.31, and full year 2004 GAAP diluted earnings per share of $1.69 and non-GAAP diluted earnings per share of $1.85. Non-GAAP results exclude a third quarter 2004 after tax charge of $7.3 million or $0.16 per diluted share related to the resolution of the Ferko litigation with NASCAR and International Speedway Corporation (ISC). A reconciliation of GAAP and non-GAAP results is provided below. Fourth Quarter Comparison For fourth quarter 2004 as compared to 2003: -- total revenues increased 5% or $3.9 million to $88.5 million; -- GAAP net income increased 22% or $2.5 million to $13.5 million; and -- GAAP diluted earnings per share increased 19% or $0.05 to $0.31. Full Year Comparison For the full year 2004 as compared to 2003: -- total revenues increased 10% or $42.0 million to $446.5 million; -- GAAP net income increased 26% or $15.1 million to $73.7 million; -- GAAP diluted earnings per share increased 23% or $0.32 to $1.69; -- non-GAAP net income increased 19% or $13.0 million to $80.9 million; and -- non-GAAP diluted earnings per share increased 16% or $0.26 to $1.85. GAAP and Non-GAAP Reconciliation The following financial information is presented below using other than generally accepted accounting principles ("non-GAAP") and is reconciled to comparable information presented using GAAP. Non-GAAP net income and diluted earnings per share below are derived by adjusting GAAP basis amounts for certain items presented in the accompanying selected income statement data net of income taxes. The adjustments relate to charges for the Ferko settlement, refinancing essentially all of the Company's long-term debt and the FTC settlement. Management believes such non-GAAP information is useful to investors, providing meaningful information to assess the Company's core operations and perform financial analysis on comparative periods and peer group data. This non-GAAP information also is used by management to assess the Company's core operations, allocate resources and develop earnings guidance. This non-GAAP financial information may not be comparable to similarly titled measures used by other entities and should not be considered as alternatives to, or replacement of, operating income, net income or diluted earnings per share determined in accordance with GAAP. Three Months Year Ended Dec 31: Ended Dec 31: -------------------------------- 2004 2003 2004 2003 -------------------------------- (in thousands, except per share amounts) GAAP Net Income $13,540 $11,060 $73,654 $58,545 Adjustments (net of taxes): Ferko litigation settlement (1) -- -- 7,278 -- Interim interest expense on debt redeemed (2) -- -- -- 902 Loss on early debt redemption and refinancing (2) -- -- -- 7,770 FTC refund claims settlement (3) -- -- -- 700 -------------------------------- Non-GAAP Net Income $13,540 $11,060 $80,932 $67,917 ================================ Diluted Earnings Per Share $0.31 $0.26 $1.69 $1.37 Adjustments (net of taxes): Ferko litigation settlement (1) -- -- 0.16 -- Interim interest expense on debt redeemed (2) -- -- -- 0.02 Loss on early debt redemption and refinancing (2) -- -- -- 0.18 FTC refund claims settlement (3) -- -- -- 0.02 -------------------------------- Non-GAAP Diluted Earnings Per Share $0.31 $0.26 $1.85 $1.59 ================================ (1) Represents third quarter 2004 charge associated with settlement of the litigation between SMI, NASCAR and ISC resolving a lawsuit filed by Francis Ferko, as a SMI shareholder, against NASCAR and ISC. The Company was named as a necessary party to the lawsuit since the lawsuit was being brought on the Company's behalf by a shareholder. Applicable law required SMI to reimburse the plaintiff for litigation expenses incurred in successfully bringing this suit on behalf of SMI. (2) Represents second quarter 2003 charge associated with replacement of the Company's bank credit facility, issuance of $230 million of 6 3/4% senior subordinated notes and early redemption of $250 million of 8 1/2% senior subordinated notes. (3) Represents second quarter 2003 charge associated with refunds pursuant to a settlement with the Federal Trade Commission (FTC) and the Company's wholly-owned subsidiary Oil-Chem Research Corp. 2005 Earnings Guidance William R. Brooks, chief financial officer and executive vice president of Speedway Motorsports, stated, "The Company estimates 2005 total revenues of $500-525 million, net income of $95-100 million, depreciation and interest of $60-65 million, and diluted earnings per share of $2.15-2.25 assuming current industry and economic trends continue." 2004 Fourth Quarter Highlights Fourth quarter highlights include Lowe's Motor Speedway hosting large crowds at its Saturday night UAW-GM Quality 500 NASCAR NEXTEL Cup and The SpongeBob SquarePants Movie 300 NASCAR Busch Series racing events. Also, Atlanta Motor Speedway hosted large crowds at its Bass Pro Shops MBNA 500 NASCAR NEXTEL Cup and Aaron's 312 NASCAR Busch Series racing events. Television ratings and household viewership for both NEXTEL Cup weekends achieved substantial growth over the prior year. Other fourth quarter highlights include Texas Motor Speedway achieving near record attendance at its Chevy 500 Indy Racing League Series event and strong attendance at its Silverado 350 NASCAR Craftsman Truck Series event. "Speedway Motorsports is extremely pleased to report another consecutive year of record revenues and earnings," stated H.A. Wheeler, chief operating officer and president of Speedway Motorsports. "Our broadcast, sponsorship, display, hospitality and camping revenues all showed increases over the prior year. These increases helped offset the anticipated effect of decreased admissions in the current quarter caused by bad weather at both our NEXTEL Cup weekends in 2003." "Looking at 2005, all of our NASCAR NEXTEL Cup and most NASCAR Busch event sponsorships are again pre-sold, and strong interest is developing in Texas Motor Speedway's new NASCAR triple header weekend in November 2005. We continue to be encouraged by the successful format change for the NEXTEL Cup championship race, and the competition at this past weekend's Daytona 500 indicates the entertainment factor is alive and well in our premier racing series." O. Bruton Smith, chairman and chief executive officer of Speedway Motorsports, stated, "Our 2005 season is off to a tremendous start with stronger advance sales for Las Vegas Motor Speedway's March NASCAR NEXTEL Cup event than this time last year and already sold-out tickets and luxury suites for both Bristol Motor Speedway's April and August NEXTEL Cup events. These factors, along with consecutive record results, solid growth in 2004, and expanding longer-term contracted revenues, continue to strengthen our operations and cash flows. With sponsorships, broadcast and admissions trending ahead of last year, we are more optimistic than ever about SMI's and our industry's growth prospects." 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 subsidiary, 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 720 radio stations nationwide. For more information, visit the Company's website at www.gospeedway.com. This news release contains forward-looking statements, particularly statements with regard to the Company's future operations and financial results. There are many factors that affect future events and trends of the Company's business including, but not limited to, consumer and corporate spending sentiment, air travel, governmental regulations, military actions, national or local catastrophic events, the success of and weather surrounding NASCAR, IRL, NHRA and other racing events, our relationship with NASCAR and other sanctioning bodies, the success of expense reduction efforts, capital projects, expansion, financing needs, insurance, litigation, and economic conditions. These factors and other factors, including those contained in Exhibit 99.1 to the Company's Annual Report on Form 10-K, involve certain risks and uncertainties that could cause actual results or events to differ materially from management's views and expectations. Inclusion of any information or statement in this news release does not necessarily imply that such information or statement is material. The Company does not undertake any obligation to release publicly revised or updated forward-looking information, and such information included in this news release is based on information currently available and may not be reliable after this date. Note: Speedway Motorsports will host a conference call and web-cast today at 11:00 a.m. ET which are open to all participants. To participate in the conference call, you may dial 877-616-4485 for US and Canadian calls or 706-643-3796 for International calls. The reference number is 3066245. A web-cast of the call by CCBN can be accessed at the Company's website at www.gospeedway.com. To listen to a playback of the call, you may dial 800-642-1687 (US or Canada) or 706-645-9291 (International) beginning after 12:00 noon (ET) February 23rd through midnight (ET) March 9th. The reference number is 3066245. Participating in the call will be H.A. Wheeler, Chief Operating Officer and President; William R. Brooks, Chief Financial Officer and Executive Vice President; Marcus G. Smith, Executive Vice President, National Sales and Marketing; and Marylaurel E. Wilks, Vice President, Communications and General Counsel. Speedway Motorsports, Inc. and Subsidiaries Selected Financial Data - Unaudited For The Three and Twelve Months Ended December 31, 2004 and 2003 (In thousands except per share amounts) Three Months Ended Twelve Months Ended --------------------------------------------- INCOME STATEMENT DATA 12/31/2004 12/31/2003 12/31/2004 12/31/2003 - ---------------------------------------------------------------------- REVENUES: Admissions $28,026 $28,656 $156,718 $150,253 Event related revenue 30,170 28,630 137,074 127,055 NASCAR broadcasting revenue 21,086 17,484 110,016 90,682 Other operating revenue 9,245 9,861 42,711 36,539 - ---------------------------------------------------------------------- Total Revenues 88,527 84,631 446,519 404,529 - ---------------------------------------------------------------------- EXPENSES AND OTHER: Direct expense of events 17,035 17,871 81,432 77,962 NASCAR purse and sanction fees 15,360 13,802 78,473 69,691 Other direct operating expense 7,480 9,398 37,662 32,325 General and administrative 14,146 12,616 65,152 58,698 Depreciation and amortization 8,778 8,078 35,524 33,894 Interest expense, net 5,544 4,400 19,886 20,816 Ferko litigation settlement - - 11,800 - Loss on early debt redemption and refinancing - - - 12,800 FTC refund claims settlement - 13 - 1,154 Other expense (income), net (12) (67) (2,819) 419 - ---------------------------------------------------------------------- Total Expenses and Other 68,331 66,111 327,110 307,759 - ---------------------------------------------------------------------- Income Before Income Taxes 20,196 18,520 119,409 96,770 Income Tax Provision 6,656 7,460 45,755 38,225 - ---------------------------------------------------------------------- NET INCOME $13,540 $11,060 $73,654 $58,545 - ---------------------------------------------------------------------- BASIC EARNINGS PER SHARE $0.31 $0.26 $1.70 $1.38 Weighted average shares outstanding 43,738 42,801 43,342 42,517 DILUTED EARNINGS PER SHARE $0.31 $0.26 $1.69 $1.37 Weighted average shares outstanding 44,029 43,104 43,654 42,798 BALANCE SHEET DATA 12/31/04 12/31/03 - ----------------------------------------------- Cash and cash equivalents $216,731 $134,472 Total current assets 285,595 204,748 Property and equipment, net 913,987 886,700 Goodwill and other intangible assets, net 157,917 61,337 Total assets 1,398,333 1,190,556 Current liabilities 142,877 135,969 Revolving credit facility borrowings 50,000 60,000 Deferred race event income, net 99,589 94,962 Total long-term debt 427,149 340,367 Total liabilities 765,008 642,482 Total stockholders' equity $633,325 $548,074 - ----------------------------------------------- CONTACT: Speedway Motorsports, Inc. Lauri Wilks, 704-455-3239 -----END PRIVACY-ENHANCED MESSAGE-----