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.