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): April 15, 2013
SPEEDWAY MOTORSPORTS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State of Other Jurisdiction of Incorporation)
| 1-13582 | 51-0363307 | |
| (Commission File Number) | (IRS Employer Identification No.) | |
| 5555 Concord Parkway South, Concord, NC | 28027 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(704) 455-3239
(Registrant’s 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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.04. Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
Speedway Motorsports, Inc., a Delaware corporation (the “Company”), intends to redeem $275.0 million of its outstanding 8 3/4% Senior Notes due 2016 (the “Senior Notes”). The redemption date for the Senior Notes is June 1, 2013 (the “Redemption Date”) pursuant to an irrevocable notice delivered by the Trustee on the Company’s behalf on April 15, 2013. The Senior Notes were issued pursuant to the Indenture dated as of May 19, 2009, by and among the Company, the Guarantors of the Indenture and U.S. Bank National Association, as Trustee. Under the terms of the Senior Notes, the Company is required to pay a redemption price equal to 104.375% of the principal amount of the Senior Notes, plus any accrued and unpaid interest thereon up to the Redemption Date. Thereafter, interest on the Senior Notes will cease to accrue and all rights of the holders of the Senior Notes will cease, except for the right to receive the redemption price and accrued and unpaid interest to the Redemption Date.
The Company expects to fund the redemption amount (1) by drawing the full $250.0 million term loan pursuant to the Amended and Restated Credit Agreement dated as of February 1, 2013, by and among the Company, Speedway Funding, LLC, a Delaware limited liability company, the Guarantors to the Amended and Restated Credit Agreement, Bank of America, N.A., as Administrative Agent, and the several lenders as identified therein, a copy of which was filed as Exhibit 10.1 to the Current Report on Form 8-K filed on February 7, 2013 by the Company (the “Credit Facility”), plus (2) either cash on hand or borrowings under the revolving credit line of the Credit Facility, or a combination of both.
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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. | ||||
| April 17, 2013 | /s/ William R. Brooks | |||
| William R. Brooks | ||||
| Vice Chairman, Chief Financial Officer and Treasurer | ||||