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SMI receives offer from Sonic Financial Corp. to acquire all outstanding shares of common stock

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Speedway Motorsports Inc. announced Wednesday that it has received a non-binding proposal from Sonic Financial Corp. to acquire all outstanding shares of common stock other than those already held by Sonic.

Bruton Smith and his family own and control Sonic Financial Corp. Smith is the founder and majority stakeholder in Speedway Motorsports Inc. SMI operates eight tracks that host Cup races, including Charlotte Motor Speedway, Las Vegas Motor Speedway and Texas Motor Speedway.

This action follows NASCAR’s non-binding offer Nov. 9 to acquire all of the outstanding shares of Class A and B common stock of International Speedway Corp. not already owned by the controlling shareholders of NASCAR.  That offer has not been completed. There is a class-action suit in a Florida court on behalf of the Firemen’s Retirement System of St. Louis regarding the purchase price for the outstanding stock.

The separate offers to ISC and SMI would make both companies private. That could allow both companies to be more receptive to future schedule changes without the pressure of trying to appease outside investors.

When asked about future agreements with tracks, NASCAR President Steve Phelps said earlier this month on the Dale Jr. Download: “We have to do some things differently. Fans want us to do things differently, and I think we need to do it as quickly as we can within reason, understanding that there are three legs to that stool and one of those legs are the tracks.”

The Sonic Financial Corp. offer for the outstanding SMI stock is for $18 per share. The stock closed at $13.94 on Tuesday. The stock was up to $18.46 by 11 a.m. Wednesday and finished the day at $18.55. The 52-week high for the stock was $18.36. SMI’s board has formed a special committee to consider the offer. Mark M. Gambill, James P. Holden and Tom E. Smith, each of whom is an independent director of the Company, to act on behalf of the Company to consider the proposal by Sonic Financial. Tom E. Smith is not related to Bruton Smith or his family.

Here is the letter from Sonic Financial Corp. to the Board of Directors for SMI:

Sonic Financial Corporation (“SFC”) is pleased to submit this non-binding proposal to acquire all of the outstanding shares of stock of Speedway Motorsports, Inc. (the “Company” or “TRK”) that are not owned by SFC, O. Bruton Smith, his family and entities controlled by Mr. Smith and his family (collectively with SFC, the “Smith  Group”),  for  cash  consideration  of  $18.00  per  share  (our  “Proposal”).  As  you  know,  the  Smith  Group  beneficially  owns,  directly  or  indirectly, approximately 29 million shares of TRK, and controls over 70% of the voting power of TRK.

We believe that our Proposal reflects an extremely attractive value to the Company’s public stockholders. Specifically, $18.00 per share represents a significant premium of 31% to yesterday’s closing price and 26% to the 30-day volume-weighted average price per share of $14.27 as of April 22, 2019.

As you know, NASCAR racing has faced several challenges in recent years, and the Company has been impacted by these challenges. NASCAR has indicated the sport would benefit from structural change. We believe TRK would be more able to compete in this challenging and changing environment as a private company.

SFC and members of the Smith Group are best-positioned to continue to manage and oversee the Company as a private company. Mr. Bruton Smith, Executive Chairman and founder of the Company, has been a pioneer in the motorsports business since the sport’s beginning. His ingenuity and vision for the sport have been highly instrumental in the motorsports business for decades, and the sport has recognized his contributions by inducting him into the NASCAR Hall of Fame.

Additionally, Mr. Marcus Smith, the current Chief Executive Officer of the Company, has played a key role in the motorsports industry and has also been an important figure in the evolution of the sport and the Company over the past several years. Given the Smith Group’s role in the sport and involvement in the Company, we believe we are the best party to lead the Company through the challenges ahead.

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2019 Comcast Community Champion of the Year Award finalists announced

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Comcast has announced the three finalists for this year’s Community Champion of the Year Award, which recognizes the philanthropic efforts of individuals within the NASCAR industry.

Through the award Comcast has donated $600,000 to 15 different NASCAR-affiliated organizations to honor their efforts and help further the impact of their causes.

The three finalists are:

  • Artie Kempner, NASCAR on FOX Coordinating Director and Co-Founder of Autism Delaware
  • David Ragan, Cup Series driver and Ambassador for Shriners Hospitals for Children
  • Mike Tatoian, President and CEO of Dover International Speedway and USO Delaware Chairman

The award winner will be selected by a panel composed of Comcast and NASCAR executives, as well as defending Cup Series champion Joey Logano, who won the award in 2018. Comcast will award $60,000 to the winner’s affiliated charity, and $30,000 to each of the two remaining finalists’ selected charities.

The winner will be announced Nov. 14 at W. South Beach Hotel in Miami in conjunction with the NASCAR Championship Weekend.

Artie Kempner (Wilmington, Delaware) – In 1998, a small group of parents got together in the living room of Marcy and Artie Kempner’s house in Wilmington, Delaware. The Kempner’s had three boys and their middle son, Ethan, had been diagnosed with autism a year earlier. All of the parents at the table had children on the autism spectrum. That gathering was the beginning of Autism Delaware and Artie became the group’s first president. The organization started as a simple support group, but 20+ years later it’s a statewide service agency, fielding more than 1,500 calls from families annually, offering lifespan services, as well as social and recreational program for families in a safe and welcoming environment.

Kempner’s work on the Drive for Autism Celebrity-Am Golf Outing, helped the group raise the necessary money to launch its critically acclaimed adult vocational and employment program known as POW&R, Productive Opportunities for Work & Recreation. Now in its 11th year, POW&R assesses an individual’s strengths and vocational goals, and matches them with community-based employment, volunteer and recreational opportunities. Today, the program serves over 150 adults with autism in paid employment.

David Ragan (Unadilla, Georgia) – Since 2012, Front Row Motorsports driver David Ragan has been dedicated to supporting Shriners Hospital for Children as a part of their ambassador program. Ragan spends much of his off-time visiting hospitals, fundraising, as well as inviting patients to the race track for once-in-a-lifetime experiences at NASCAR events. Ragan’s passion for the hospital goes beyond just the bare-minimum appearance, he makes an effort to remember each patient’s name + story and will continue to stay in touch long after he meets them. Ragan knows the children and families he meets are likely struggling and wants to do what he can to put a smile on their face. His association with the Shriners, as well as being a Shriner himself, has not only brought attention to the hospitals and the great work they are doing, but has increased donations from race fans and team partners. Many people aren’t aware of the great work that the Shriners do, but Ragan has been a strong voice for them for the past 10 years and has changed countless lives because of his great work.

Mike Tatoian (Dover, Delaware) – Mike Tatoian has been a staple of the Delaware and mid-Atlantic charitable communities, particularly with local military organizations at Dover (Del.) Air Force Base, since he began his tenure at the “Monster Mile” in 2007. One of his longest commitments has been with United Service Organizations. Established during World War II, the USO supports U.S. service members wherever they are, including on-base, deployed abroad, passing through an airport or in local communities at more than 200 locations around the world. One-particular duty that distinguishes USO Delaware is it’s the only USO in the world that shares the responsibility of bringing home fallen service members, working alongside other units such as the Air Force Mortuary Affairs, Armed Forces Medical Examiner System, the Joint Personal Effects Depot and the Families of the Fallen. For 13 years, Tatoian has assisted USO Delaware with countless programs and currently serves as the Chairman of the Advisory Council for the organization.

NASCAR America’s The MotorSports Hour live at 5 p.m. ET

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This week’s episode of NASCAR America’s The Motorsports Hour airs from 5-6 p.m. ET on NBCSN.

Krista Voda is joined by Parker Kligerman and AJ Allmendinger as they discuss the major storylines in multiple racing disciplines, including NASCAR.

If you can’t catch today’s show on TV, watch online at http:/nascarstream.nbcsports.com. If you plan to stream the show on your laptop or portable device, be sure to have your username and password from your cable/satellite/telco provider handy so your subscription can be verified.

Once you enter that information, you’ll have access to the stream.

Click here at 5 p.m. ET to watch live via the stream.

Clint Bowyer returning to Stewart-Haas Racing in 2020

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Stewart-Haas Racing announced Thursday afternoon that it has extended its deal with Clint Bowyer through the 2020 season.

Bowyer, 40, will drive the No. 14 Ford for a fourth season after joining the team in 2017.

Bowyer joins teammate Aric Almirola in recently renewing deals with SHR.

The news comes after Bowyer made his 500th career Cup start last weekend at Talladega and ahead of the Cup Series playoff race at Kansas Speedway (2:30 p.m. ET Sunday on NBC), which is Bowyer’s home track.

“I’m proud to be back with Stewart-Haas Racing next year and very happy to announce it the week leading into my home race,” Bowyer said in a press release. “This is a team filled with racers who love to compete, and as a racecar driver, it’s exactly where you want to be. Great equipment, great teammates, and we’re all backed by great people, which starts at the top with Tony and Gene. They know how to build some fast Ford Mustangs and I’m the lucky guy who gets to drive ‘em.”

Said team co-owner Tony Stewart: “Clint Bowyer is a racer to his core who brings passion and energy to our race team. He’s exactly who I wanted to drive my No. 14 car and we’re very happy to have him continue with Stewart-Haas Racing.”

Bowyer enter’s Sunday’s race facing elimination from the playoffs. He is 11th in the standings and 24 points behind the cutoff line to advance.

Through 31 races this year Bowyer has no wins, seven top fives and 15 top-10 finishes.

Xfinity Playoff primer for Kansas Speedway

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Did you miss the Xfinity Series last weekend?

While Cup and Truck Series teams battled it out at Talladega Superspeedway, Xfinity teams were enjoying a much deserved week off after 15 straight weekends of racing.

Now it’s time to go back to work this weekend at Kansas Speedway (3 p.m. ET Saturday on NBC),as the Round of 8 begins. Texas Motor Speedway and ISM Raceway complete the round.

Here’s how things looks for the eight remaining playoff drivers.

TOP GUNS

The second round begins with the “Big 3” of Christopher Bell, Cole Custer and Tyler Reddick still holding sizable points advantages over the rest of the field.

In the reseeded standings, Bell is 48 points above the cutline and leads Custer (+36 points) and Reddick (+30). Bell and Custer padded their playoff point totals (62 for Bell and 50 for Custer) with their respective first round wins at Richmond and Dover.

Reddick (44 playoff points) will try to rebound from a lackluster first round where he only had one top five (Charlotte Roval) and finishes of 10th and 12th.

Bell earned his first career Xfinity win at Kansas in 2017 but was eliminated in a wreck on the first lap of this race last year.

While Custer was also involved in the Lap 1 crash and finished 26th, he rebounded in the Texas race to earn his first win of the year. Entering this weekend he has finished 10th or better in the last seven races.

“I think we need to go in the same way we have all year and that mentality is that we will have one of the cars to beat when we unload,” Custer said in a press release. “All year we have had speed off the truck and that has shown in practice speeds along with our seven wins. If we keep our heads up at these tracks that haven’t been kind to us in the past, then our luck is sure to turn around at some point and our goal is for that to happen this weekend in Kansas.”

NEEDING A LITTLE MORE

Outside the prolific “Big 3”  – who have won 19 of 29 races so far – the most consistent drivers this season have been Austin Cindric, Justin Allgaier and Chase Briscoe.

Cindric (+3 points above cutline) remains the only non-“Big 3” Xfinity regular with more than one win this season. He earned the most points in the Round of 12 with 146.

Allgaier (-3 points from cutline) is winless in his last 37 starts. He earned the second most points in the first round with 145. In this round last year, his best result was fifth at Texas, sandwiched between a 38th at Kansas (Lap 1 wreck) and a 24th at ISM Raceway.

Briscoe (-4 points) enters Kansas with tops 10s in 12 of the last 13 races. The Stewart-Haas Racing driver finished ninth or better in all three first round races.

“We’ve been running pretty well recently and have really shown a lot of speed, so hopefully we are fast right out of the box when we get to Kansas,” Briscoe said in a press release. “We have had two straight poles (Charlotte and Dover) and probably should have had two wins in those races. It’s all about sealing the deal now and capitalizing on the speed that we have shown these last few weeks. I feel like Kansas and Texas are my two best tracks in this round and we’ll look to have a couple great runs, ideally a win, and get ourselves in solid position for the championship round.”

WORK TO DO

The last two spots in the Round of 8 are occupied by JR Motorsports’ Michael Annett and Noah Gragson.

This is the deepest in the playoffs that Annett (-8 points) has reached since returning to the Xfinity Series (two visits). He had two top 10s in the first round and has not finished worse than 15th in the last 13 races.

Outside of Allgaier, Gragson (-12 points) is the only other remaining playoff driver without a win this season.

He had one top five in the first round (fifth at Charlotte Roval) and two seventh-place finishes.

Playoff standings