UNITED STATES
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): November 23, 2010
INTERNATIONAL SPEEDWAY CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
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Florida
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0-2384
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59-0709342 |
(State or Other Jurisdiction
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(Commission File Number)
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(IRS Employer |
of Incorporation)
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Identification No.) |
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One Daytona Boulevard, Daytona Beach, Florida
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32114 |
(Address of Principal Executive Offices)
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(Zip Code) |
(386) 254-2700
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Section 1 Registrants Business and Operations
Item 1.01 Entry into a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement
Section 2 Financial Information
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant
Section 7 Regulation FD
Item 7.01 Regulation FD Disclosure
Section 8 Other Items
Item 8.01 Other Items
On November 22, 2010 the Company issued a press release which announced that it
has closed on a five-year, $300 million revolving credit facility (the
Facility) that can be utilized for general corporate purposes, including
external growth opportunities.
The Facility is jointly led by SunTrust Robinson Humphrey, Inc. (SunTrust)
and J.P Morgan Securities LLC (JP Morgan), with Wells Fargo Bank, N.A. acting
as Administrative Agent. Bank of America, N.A.; Regions Bank; and U.S. Bank
N.A. acted as Co-Documentation Agents. SunTrust and JP Morgan acted as Joint
Book Managers for the Facility, which was syndicated to a select group of
lenders including: Compass Bank; PNC Bank, N.A.; TD Bank, N.A.; and Branch
Banking & Trust Company.
The Facility replaces the Companys existing $300 million revolving credit
facility (the Terminated Facility), which was scheduled to expire in June
2011. The Terminated Facility was terminated on November 19, 2010,
simultaneous with the closing of the Facility. The Company elected to enter
into the Facility at this time to take advantage of favorable financial market
conditions. Amounts borrowed under the Terminated Facility were refinanced and
remain outstanding under the Facility.
The Facility contains representations and affirmative, negative and financial
covenants usual and customary for agreements of this type, including among
others covenants that place conditions upon the Companys and certain
subsidiaries ability to merge or consolidate with other entities, incur
indebtedness, incur liens, and sell material parts of its assets, business or
property. The Facility includes a financial covenant that the Company shall,
as of the last day of each fiscal quarter, maintain a leverage ratio less than
or equal to 3.5 to 1.0, and an interest coverage ratio greater than or equal to
2.5 to 1.0. The Facility also contains additional customary events of default,
including, without limitation, payment defaults, material inaccuracy of
representations or warranties, covenant defaults, certain bankruptcy and
insolvency events and change in control. Certain of the Companys subsidiaries
will act as guarantors under the Facility pursuant to a Subsidiary Guaranty Agreement.
Pricing on the Facility will based on a pricing grid ranging from LIBOR + 1.50%
to LIBOR + 2.25%, depending on the better of the Companys debt rating as
determined by Moodys or Standard & Poors or the Companys leverage ratio.
Comparable pricing on the Companys previous credit facility ranged from LIBOR
+ 0.30% to LIBOR + 0.80%, based on the Companys
highest debt rating.
A copy of the Facility, the Subsidiary Guaranty Agreement and the release are attached as exhibits to this report.
Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
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Description of |
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Exhibit Number |
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Exhibit |
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Filing Status |
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10.1
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Revolving Credit Agreement
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Attached herewith |
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10.2
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Subsidiary Guaranty Agreement
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Attached herewith |
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(99.1)
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Press Release
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Attached herewith |