International Speedway Corp. (ISC) has entered into an agreement and plan of merger with NASCAR Holdings Inc. NASCAR will acquire ISC in the transaction valued at approximately $2 billion.
The merger agreement was unanimously recommended and approved by a special committee composed of independent directors the ISC Board of Directors, and then unanimously approved by the full board. Participating shareholders have also signed a letter agreement to cause their respective shares of ISC Class A Common Stock and ISC Class B Common Stock to be transferred to NASCAR prior to the effective time of the merger.
Under the terms of the agreement, ISC shareholders—other than the participating shareholders—will be entitled to receive $45, without interest, for each share of ISC Class A common stock and ISC Class B common stock held immediately prior to the effective time of the merger.
The transaction—expected to close sometime this year—is conditioned on the approval of a majority of the voting power represented by common stock shareholders, voting together as a single class. The transaction is also conditioned on other customary closing conditions.