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ISC Partners with SMI to Purchase Action Performance

DAYTONA BEACH, Fla.; CHARLOTTE, NC; and TEMPE, Ariz. - August 30, 2005 - International Speedway Corporation (Nasdaq/NM: ISCA; OTC Bulletin Board: ISCB) ("ISC"), Speedway Motorsports Incorporated (NYSE: TRK) ("SMI") and Action Performance Companies Inc. (NYSE: ATN) ("Action") today announced the following:
~ ISC and SMI have partnered in a joint venture, which will conduct business under the name Motorsports Authentics, to create a leader in the production, marketing and sales of motorsports licensed merchandise, including apparel and souvenirs. Motorsports Authentics will operate as an independent company with ISC and SMI as equal owners.
~ Motorsports Authentics has entered into a definitive agreement to purchase Action for $13 per common share, or approximately $245 million, in cash. The acquisition is structured as a merger of a wholly-owned subsidiary of Motorsports Authentics into Action, and the surviving entity will be operated by Motorsports Authentics. The acquisition is expected to close by calendar year-end, and is subject to several conditions including Action shareholder approval, regulatory approvals required under the Hart-Scott-Rodino Act, consents and certificates from certain counterparties to Action's material contracts as well as the lack of any material adverse event to Action's business.

Strategic Rationale
Action is the leader in design, promotion, marketing and distribution of licensed merchandise. Its products include a broad range of motorsports-related die-cast replica collectibles, apparel, gifts and other memorabilia. Approximately 70 percent of the company's 2004 product sales related to NASCAR due to its license agreements with many of the sport's top teams and drivers. In addition, Action designs and sells products relating to other motorsports including the National Hot Rod Association, Formula One and Indy Racing League. Action also has licenses to manufacture apparel and memorabilia for the National Basketball Association, Major League Baseball, and multiple other branded organizations.

Action markets collectible die-cast products under the names Action Racing Collectibles, RCCA, Winner's Circle, AP, Muscle Machines, Brookfield Collector's Guild and Minichamps. Action's brands for licensed apparel, gifts and other memorabilia include Chase Authentics, Trevco and Winner's Circle. Action currently markets its products primarily through a combination of mass retail, domestic wholesale, trackside, international and collector's club.

Lesa France Kennedy, President of ISC, stated, "As part of Motorsports Authentics, we believe Action has significant long-term potential for generating positive cash flow and earnings. We plan to leverage the extensive relationships and marketing expertise of both ISC and SMI to make this a successful venture. From a trackside sales perspective, ISC and SMI each promote a significant number of events in NASCAR's three national touring series including the NASCAR NEXTEL Cup schedule. As such, we believe we can capitalize on financial and operating synergies by approaching merchandise operations as a combined entity through Motorsports Authentics. Further, through the continued execution of its initiatives to improve financial performance, we believe that Action will be better positioned to capitalize on the continued growth in the popularity of NASCAR and other forms of motorsports."

"We believe it is strategically important for NASCAR and other motorsports to have strong, well-run companies designing, marketing and distributing racing merchandise," commented Mr. Bruton Smith, Chairman and Chief Executive Officer of Speedway Motorsports. "Licensed product is a significant segment of the industry that has historically not been optimized. Motorsports Authentics will integrate the intellectual property rights of a significant number of NASCAR's premier teams, drivers and tracks into a cohesive long-term merchandising strategy. It is our goal to ensure that our products are properly marketed through key distribution channels, which will help promote NASCAR and other motorsports while creating natural business synergies, particularly during event weekends."

Operating Strategy
A four-member management committee will oversee the operations of Motorsports Authentics. The committee will be comprised of Ms. France Kennedy; John Saunders, Executive Vice President and Chief Operating Officer for ISC; Marcus Smith, Executive Vice President of National Sales and Marketing for SMI; and Mark Gambill, an SMI Board of Director member since 1995. In addition, an integration team comprised of top ISC, SMI and Action management will complement Action's existing team of outstanding employees at all levels of the organization.

Fred Wagenhals, President and CEO of Action; David Riddiford, Action's Chief Financial Officer; and Melodee Volosin, Action's Chief Operating Officer, are expected to remain in key roles in the new company as they have significant knowledge and are viewed as important resources to the integration and restructuring of the business. Herb Baum, recently appointed as Executive Chairman of Action Performance, will not remain with the company after closing.

Motorsports Authentics will continue to execute Action's plans to return its business to profitability. Action has recently announced plans to improve its financial performance, including optimizing the production, marketing and distribution of its die-cast and other products, divesting or discontinuing non-core businesses, controlling expenditures and expanding its traditional retail channels through the consolidation of certain functions. Action recently announced a restructuring of its wholesale NASCAR die-cast distribution to a direct-to-retail model. Under this strategy, the company's existing Charlotte, North Carolina operations, which currently manages wholesale apparel operations, would also handle fulfillment for wholesale NASCAR die-cast and apparel effective October 3, 2005.

A call center is being added at that facility to handle order processing and customer service. These initiatives are expected to benefit the business through a lower cost structure, improved speed to market, and earlier awareness of consumer trends, preferences and buying habits.

"This transaction represents the best strategic option for our business," said Mr. Wagenhals. "Under the leadership and guidance of Motorsports Authentics' management committee and a strong integration team, the business should be able to more rapidly execute its turn around strategy, return to profitability and capitalize on future growth opportunities. I look forward to focusing my efforts on further strengthening the relationships with our licensors and distributors, and contributing to the future success of Motorsports Authentics."

Financial Impact
Upon closing, both ISC and SMI expect to record equity investments, with each representing 50 percent of the total net consideration paid for the outstanding shares of Action. The entity will be self-sustaining and it is expected both ISC and SMI will record results of Motorsports Authentics as an equity investment.

From an earnings perspective, as the transaction is not expected to close until late in the calendar year, it is expected to minimally impact the financial results of Motorsports Authentics for 2005.

Wachovia Securities acted as financial advisors for ISC and SMI, and SunTrust Robinson Humphrey acted as financial advisors to Action in connection with the transaction.

 

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