Dover Motorsports (DVD) 10-Q 4 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	Apr. 24, 2017
Entity Registrant Name	DOVER MOTORSPORTS INC
Entity Central Index Key	1,017,673
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Common Stock | Common Stock
Entity Common Stock, Shares Outstanding		18,381,181
Common Stock | Class A Common Stock
Entity Common Stock, Shares Outstanding		18,509,975

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Revenues:
Event-related	$ 110,000	$ 139,000
Expenses:
Operating and marketing	1,054,000	1,206,000
General and administrative	2,008,000	1,954,000
Costs to remove long-lived assets	286,000
Depreciation	821,000	896,000
Total expenses	4,169,000	4,056,000
Operating loss	(4,059,000)	(3,917,000)
Interest expense, net	(48,000)	(59,000)
(Provision) benefit for contingent obligation	(41,000)	14,000
Other income	40,000
Loss before income taxes	(4,108,000)	(3,962,000)
Income tax benefit	1,703,000	1,619,000
Net loss	(2,405,000)	(2,343,000)
Unrealized (loss) gain on available-for-sale securities, net of income taxes	(3,000)	5,000
Change in net actuarial loss and prior service cost, net of income taxes	25,000	17,000
Comprehensive loss	$ (2,383,000)	$ (2,321,000)
Net loss per common share:
Basic (in dollars per share)	$ (0.07)	$ (0.06)
Diluted (in dollars per share)	$ (0.07)	$ (0.06)

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash	$ 1,000	$ 1,000
Accounts receivable	1,438,000	419,000
Inventories	18,000	17,000
Prepaid expenses and other	1,515,000	1,104,000
Assets held for sale	26,000,000	26,000,000
Total current assets	28,972,000	27,541,000
Property and equipment, net	52,326,000	52,723,000
Other assets	1,052,000	1,022,000
Total assets	82,350,000	81,286,000
Current liabilities:
Accounts payable	352,000	347,000
Accrued liabilities	2,242,000	2,858,000
Payable to Dover Downs Gaming & Entertainment, Inc.	8,000	7,000
Income taxes payable	103,000	218,000
Deferred revenue	4,703,000	1,355,000
Total current liabilities	7,408,000	4,785,000
Revolving line of credit	6,360,000	3,840,000
Liability for pension benefits	4,013,000	4,143,000
Provision for contingent obligation	1,843,000	1,802,000
Deferred income taxes	11,223,000	12,911,000
Total liabilities	30,847,000	27,481,000
Commitments and contingencies (see Notes to the Consolidated Financial Statements)
Stockholders' equity:
Preferred stock, $0.10 par value; 1,000,000 shares authorized; shares issued and outstanding: none
Additional paid-in capital	101,929,000	101,858,000
Accumulated deficit	(50,745,000)	(48,340,000)
Accumulated other comprehensive loss	(3,370,000)	(3,392,000)
Total stockholders' equity	51,503,000	53,805,000
Total liabilities and stockholders' equity	82,350,000	81,286,000
Common Stock | Common Stock
Stockholders' equity:
Common stock	1,838,000	1,828,000
Total stockholders' equity	1,838,000	1,828,000
Common Stock | Class A Common Stock
Stockholders' equity:
Common stock	1,851,000	1,851,000
Total stockholders' equity	$ 1,851,000	$ 1,851,000

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 31, 2016
Preferred stock, par value (in dollars per share)	$ 0.10	$ 0.10
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common Stock | Common Stock
Common stock, par value (in dollars per share)	$ 0.10	$ 0.10
Common stock, shares authorized	75,000,000	75,000,000
Common stock, shares issued	18,381,181	18,276,360
Common stock, shares outstanding	18,381,181	18,276,360
Common Stock | Class A Common Stock
Common stock, par value (in dollars per share)	$ 0.10	$ 0.10
Common stock, shares authorized	55,000,000	55,000,000
Common stock, shares issued	18,509,975	18,509,975
Common stock, shares outstanding	18,509,975	18,509,975

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating activities:
Net loss	$ (2,405)	$ (2,343)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	821	896
Amortization of credit facility fees	16	24
Stock-based compensation	186	109
Excess tax benefits from stock-based compensation		(27)
Deferred income taxes	(1,703)	(1,620)
Provision (benefit) for contingent obligation	41	(14)
Changes in assets and liabilities:
Accounts receivable	(1,019)	(1,257)
Inventories	(1)	1
Prepaid expenses and other	(460)	(692)
Accounts payable	(184)	422
Accrued liabilities	(616)	(969)
Payable to/receivable from Dover Downs Gaming & Entertainment, Inc.	1	54
Income taxes payable/prepaid income taxes	(115)	(1)
Deferred revenue	3,348	4,370
Liability for pension benefits	(88)	(72)
Net cash used in operating activities	(2,178)	(1,119)
Investing activities:
Capital expenditures	(235)	(332)
Purchase of available-for-sale securities	(95)	(2)
Proceeds from available-for-sale securities	93	1
Net cash used in investing activities	(237)	(333)
Financing activities:
Borrowings from revolving line of credit	3,580	3,100
Repayments on revolving line of credit	(1,060)	(1,420)
Repurchase of common stock	(105)	(103)
Excess tax benefits from stock-based compensation		27
Net cash provided by financing activities	2,415	1,604
Net increase in cash		152
Cash, beginning of period	1
Cash, end of period	1	153
Supplemental information:
Interest paid	86	95
Income tax payments	115
Change in accounts payable for capital expenditures	$ 189	$ 127

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2017
Basis of Presentation
Basis of Presentation	NOTE 1 — Basis of Presentation References in this document to “we,” “us” and “our” mean Dover Motorsports, Inc. and/or its wholly owned subsidiaries, as appropriate. The accompanying consolidated financial statements have been prepared in compliance with Rule 10-01 of Regulation S-X and U.S. generally accepted accounting principles, and accordingly do not include all of the information and disclosures required for audited financial statements. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our latest Annual Report on Form 10-K filed on March 1, 2017. In the opinion of management, these consolidated financial statements include all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the results of operations, financial position and cash flows for the interim periods presented. Operating results for the three months ended March 31, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 due to the seasonal nature of our business.

Business Operations

Business Operations	3 Months Ended
	Mar. 31, 2017
Business Operations
Business Operations	NOTE 2 — Business Operations Dover Motorsports, Inc. is a public holding company that is a leading marketer and promoter of motorsports entertainment in the United States. Through our subsidiaries, we own and operate Dover International Speedway ® in Dover, Delaware and Nashville Superspeedway ® near Nashville, Tennessee. Our Dover facility is scheduled to promote the following six events during 2017, all of which will be under the auspices of the premier sanctioning body in motorsports - the National Association for Stock Car Auto Racing (“NASCAR”): · 2 NASCAR Cup Series events; · 2 NASCAR XFINITY Series events; · 1 NASCAR Camping World Truck Series event; and · 1 NASCAR K&N Pro Series East event. We have hosted the Firefly Music Festival (“Firefly”) on our property in Dover, Delaware for five consecutive years and it is scheduled to return on June 15-18, 2017. The inaugural three day festival with 40 musical acts was held in July 2012 and the 2016 event in Dover was held on June 16-19, 2016 with over 110 musical acts. In September 2014, Red Frog Events LLC formed RFGV Festivals LLC - a joint venture with Goldenvoice that promotes Firefly. Goldenvoice is owned by AEG Live, one of the world’s largest presenters of live music and entertainment events. We entered into an amended agreement with RFGV Festivals granting them two 5 year options to extend our facility rental agreement through 2032 (from its original expiration date of 2022) in exchange for a rental commitment to secure our property for up to two festivals per year. Rent is at differing rates depending on how many events are actually held. In addition to the facility rental fee, we also receive a percentage of the concession sales we manage at the events. Nashville Superspeedway no longer promotes motorsports events and has not entered into sanction agreements with NASCAR since 2011. We lease the facility on a short term basis to third parties from time to time. On August 25, 2016, we entered into a definitive agreement to sell our Nashville facility to an entity owned by Panattoni Development Company for $27.5 million in cash and the assumption by the buyer of obligations of ours under certain Variable Rate Tax Exempt Infrastructure Revenue Bonds. Under the agreement, as amended March 22, 2017, the sale is scheduled to close in the third quarter of 2017. Our gain would be the $27.5 million purchase price less the facility’s $26 million carrying value and less any costs to sell which are expected to be minimal and consist primarily of legal fees. We also expect to pay income taxes of approximately $5 million as a result of this transaction. The assets of Nashville Superspeedway are reported as assets held for sale in our consolidated balance sheets at March 31, 2017 and December 31, 2016. Our balance sheet includes a $1,843,000 provision for contingent obligation reflecting the present value of the estimated portion of the revenue bonds debt service that may not be covered by the projected sales and incremental property taxes from the facility. Upon completion of the sale of the assets of Nashville Superspeedway, we will no longer be responsible for this obligation and will reverse it which will increase our pre-tax earnings by the amount of the obligation at the time it is reversed. See NOTE 9 — Commitments and Contingencies for further discussion.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2017
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	NOTE 3 — Summary of Significant Accounting Policies Property and equipment— Property and equipment is stated at cost. Depreciation is provided using the straight-line method over the asset’s estimated useful life. Accumulated depreciation was $57,409,000 and $57,114,000 as of March 31, 2017 and December 31, 2016, respectively. In the fourth quarter of 2016, we began removing certain grandstand seating that had been taken out of service and written off in 2015. We incurred costs of $286,000 in the first quarter of 2017 to remove the seating which is included in costs to remove long-lived assets in our consolidated statements of earnings. As of March 31, 2017, these assets have been removed and no further costs will be incurred. In the first quarter of 2016, we began a renovation project of certain track related assets that was completed in the first quarter of 2017. As a result, we adjusted the service lives of those assets to properly reflect their shortened estimated useful life. We recorded depreciation expense of $91,000 in the three months ended March 31, 2016 related to these assets and these assets were fully depreciated as of December 31, 2016. Revenue recognition— We classify our revenues as admissions, event-related, broadcasting and other. “Admissions” revenue includes ticket sales for all of our events. “Event-related” revenue includes amounts received from sponsorship fees; luxury suite rentals; hospitality tent rentals and catering; concessions and vendor commissions for the right to sell concessions and souvenirs at our facilities; sales of programs; track rentals; broadcasting rights other than domestic television broadcasting revenue and other event-related revenues. Additionally, event related revenue includes amounts received for the use of our property and a portion of the concession sales we manage from the Firefly Music Festival. “Broadcasting” revenue includes rights fees obtained for domestic television broadcasts of events held at our speedway. Revenues pertaining to specific events are deferred until the event is held. Concession and souvenir revenues are recorded at the time of sale. Revenues and related expenses from barter transactions in which we provide sponsorship packages in exchange for goods or services are recorded at fair value. There was no revenue recorded from barter transactions for the three months ended March 31, 2017 and 2016, respectively. Under the terms of our sanction agreements with NASCAR, we receive a portion of the broadcast revenue NASCAR negotiates with various television networks. NASCAR retains 10% of the gross broadcast rights fees allocated to each NASCAR-sanctioned event as a component of its sanction fee. The remaining 90% is recorded as revenue. The event promoter is required to pay 25% of the gross broadcast rights fees to the event as part of the awards to the competitors, which we record as operating expenses. Expense recognition— The cost of non-event related advertising, promotion and marketing programs is expensed as incurred. Certain direct expenses pertaining to specific events, including prize and point fund monies and sanction fees paid to NASCAR, a majority of our marketing expenses and other expenses associated with the promotion of our racing events are deferred until the event is held, at which point they are expensed. We did not incur any advertising expenses for the three months ended March 31, 2017 or 2016. Net loss per common share— Nonvested share-based payment awards that include rights to dividends or dividend equivalents, whether paid or unpaid, are considered participating securities, and the two-class method of computing basic and diluted net loss per common share (“EPS”) is applied for all periods presented. The following table sets forth the computation of EPS (in thousands, except per share amounts): Three Months Ended 2017 2016 Net loss per common share — basic and diluted: Net loss $ ) $ ) Allocation to nonvested restricted stock awards — — Net loss available to common stockholders $ ) $ ) Weighted-average shares outstanding — basic and diluted Net loss per common share — basic and diluted $ ) $ ) There were no options outstanding and we paid no dividends during the three months ended March 31, 2017 or 2016. Accounting for stock-based compensation— We recorded total stock-based compensation expense for our restricted stock awards of $186,000 and $109,000 as general and administrative expenses for the three months ended March 31, 2017 and 2016, respectively. We recorded income tax benefits of $76,000 and $44,000 for the three months ended March 31, 2017 and 2016, respectively, related to vesting of our restricted stock awards. Recent accounting pronouncements —In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which is intended to simplify various aspects of the accounting for share-based payments, including treatment of excess tax benefits, forfeitures, consideration of minimum statutory tax withholding requirements and classification on the statement of cash flows. The update was effective for annual periods beginning after December 15, 2016, including interim periods within those annual periods. We adopted this ASU in the first quarter of 2017, which did not have a material impact to our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which supersedes nearly all existing revenue recognition guidance under accounting principles generally accepted in the United States of America. The new standard requires a company to recognize revenue when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. Additionally, the guidance requires improved disclosures to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The update is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted for reporting periods beginning after December 15, 2016. We are currently analyzing the impact of this ASU on our results of operations and, at this time, we are unable to determine the impact of the new standard, if any, on our consolidated financial statements.

Long-Term Debt

Long-Term Debt	3 Months Ended
	Mar. 31, 2017
Long-Term Debt
Long-Term Debt	NOTE 4 — Long-Term Debt At March 31, 2017, Dover Motorsports, Inc. and its wholly owned subsidiaries Dover International Speedway, Inc. and Nashville Speedway, USA, Inc., as co-borrowers had a $35,000,000 credit agreement with a bank group. The credit facility expires on July 31, 2020. Interest is based upon LIBOR plus a margin that varies between 125 and 175 basis points depending on the leverage ratio (125 basis points at March 31, 2017). The credit facility contains certain covenants including maximum funded debt to earnings before interest, taxes, depreciation and amortization (“leverage ratio”) and a minimum fixed charge coverage ratio. Material adverse changes in our results of operations could impact our ability to maintain financial ratios necessary to satisfy these requirements. In addition, the credit agreement includes a material adverse change clause. The credit facility also provides that if we default under any other loan agreement, that would be a default under this facility. At March 31, 2017, there was $6,360,000 outstanding under the credit facility at an interest rate of 2.17%. The credit facility provides for seasonal funding needs, capital improvements, letter of credit requirements and other general corporate purposes. At March 31, 2017, we were in compliance with the terms of the credit facility. After consideration of stand-by letters of credit outstanding, the remaining maximum borrowings available pursuant to the credit facility were $12,067,000 at March 31, 2017. We expect to be in compliance with the financial covenants, and all other covenants, for all measurement periods during the next twelve months.

Pension Plans

Pension Plans	3 Months Ended
	Mar. 31, 2017
Pension Plans
Pension Plans	NOTE 5 — Pension Plans We maintain a non-contributory tax qualified defined benefit pension plan that has been frozen since July 2011. All of our full time employees were eligible to participate in the qualified plan. Benefits provided by our qualified pension plan were based on years of service and employees’ remuneration over their employment period. Compensation earned by employees up to July 31, 2011 is used for purposes of calculating benefits under our pension plan with no future benefit accruals after this date. We also maintain a non-qualified, non-contributory defined benefit pension plan, the excess plan, for certain employees that has been frozen since July 2011. This excess plan provided benefits that would otherwise be provided under the qualified pension plan but for maximum benefit and compensation limits applicable under federal tax law. The cost associated with the excess plan is determined using the same actuarial methods and assumptions as those used for our qualified pension plan. The assets for the excess plan aggregate $969,000 and $932,000 as of March 31, 2017 and December 31, 2016, respectively, and are recorded in other assets in our consolidated balance sheets (see NOTE 7 — Fair Value Measurements). The components of net periodic pension benefit for our defined benefit pension plans are as follows: Three Months Ended 2017 2016 Interest cost $ $ Expected return on plan assets ) ) Recognized net actuarial loss $ ) $ ) We made no contributions to our defined benefit pension plans during the three months ended March 31, 2017 or 2016. We expect to contribute approximately $118,000 to our defined benefit pension plans during the remainder of 2017. We also maintain a non-elective, non-qualified supplemental executive retirement plan (“SERP”) which provides deferred compensation to certain highly compensated employees that approximates the value of benefits lost by the freezing of the pension plan which are not offset by our enhanced matching contributions in our 401(k) plan. The SERP is a discretionary defined contribution plan and contributions made to the SERP in any given year are not guaranteed and will be at the sole discretion of our Compensation and Stock Incentive Committee. In the first three months of 2017 and 2016, we recorded expenses of $20,000 and $20,000, respectively, related to the SERP. During the first three months of 2017 and 2016, we contributed $96,000 and $81,000 to the plan, respectively. The liability for SERP pension benefits was $21,000 and $97,000 as of March 31, 2017 and December 31, 2016, respectively. We maintain a defined contribution 401(k) plan that permits participation by substantially all employees. Our matching contributions to the 401(k) plan were $33,000 and $38,000 in the first three months of 2017 and 2016, respectively.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2017
Stockholders' Equity
Stockholders' Equity	NOTE 6 — Stockholders’ Equity Changes in the components of stockholders’ equity are as follows (in thousands): Common Class A Additional Accumulated Accumulated Balance at December 31, 2016 $ 1,828 $ 1,851 $ 101,858 $ ) $ ) Net loss — — — ) — Issuance of restricted stock awards, net of forfeitures 15 — ) — — Stock-based compensation — — 186 — — Repurchase and retirement of common stock ) — ) — — Unrealized loss on available-for-sale securities, net of income tax benefit of $2 — — — — ) Change in net actuarial loss and prior service cost, net of income tax expense of $17 — — — — 25 Balance at March 31, 2017 $ 1,838 $ 1,851 $ 101,929 $ ) $ ) As of March 31, 2017 and December 31, 2016, accumulated other comprehensive loss, net of income taxes, consists of the following: March 31, 2017 December 31, 2016 Net actuarial loss and prior service cost not yet recognized in net periodic benefit cost, net of income tax benefit of $2,345,000 and $2,362,000, respectively $ ) $ ) Accumulated unrealized gain on available-for-sale securities, net of income tax expense of $35,000 and $37,000, respectively 48,000 51,000 Accumulated other comprehensive loss $ ) $ ) On July 28, 2004, our Board of Directors authorized the repurchase of up to 2,000,000 shares of our outstanding common stock. The purchases may be made in the open market or in privately negotiated transactions as conditions warrant. The repurchase authorization has no expiration date, does not obligate us to acquire any specific number of shares and may be suspended at any time. No purchases of our equity securities were made pursuant to this authorization during the three months ended March 31, 2017 or 2016. At March 31, 2017, we had remaining repurchase authority of 1,140,318 shares. We have a stock incentive plan, adopted in 2014, which provides for the grant of up to 2,000,000 shares of common stock to our officers and key employees through stock options and/or awards valued in whole or in part by reference to our common stock, such as nonvested restricted stock awards. Under the plan, nonvested restricted stock vests an aggregate of twenty percent each year beginning on the second anniversary date of the grant. The aggregate market value of the nonvested restricted stock at the date of issuance is being amortized on a straight-line basis over the six-year period. We granted 151,000 and 153,000 stock awards under this plan during the three months ended March 31, 2017 and 2016, respectively. As of March 31, 2017, there were 1,572,059 shares available for granting options or stock awards. During the three months ended March 31, 2017 and 2016, we purchased and retired 46,179 and 44,311 shares of our outstanding common stock at an average purchase price of $2.27 and $2.33 per share, respectively. These purchases were made from employees in connection with the vesting of restricted stock awards under our Stock Incentive Plan and were not pursuant to the aforementioned repurchase authorization. Since the vesting of a restricted stock award is a taxable event to our employees for which income tax withholding is required, the plan allows employees to surrender to us some of the shares that would otherwise have vested in satisfaction of their tax liability. The surrender of these shares is treated by us as a purchase of the shares.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2017
Fair Value Measurements
Fair Value Measurements	NOTE 7 — Fair Value Measurements Our financial instruments are classified and disclosed in one of the following three categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The following table summarizes the valuation of our financial instrument pricing levels as of March 31, 2017 and December 31, 2016: Total Level 1 Level 2 Level 3 March 31, 2017 Available-for-sale securities $ 969,000 $ 969,000 $ — $ — December 31, 2016 Available-for-sale securities $ 932,000 $ 932,000 $ — $ — Our investments in available-for-sale securities consist of mutual funds. These investments are included in other assets on our consolidated balance sheets. The carrying amounts of other financial instruments reported in our consolidated balance sheets for current assets and current liabilities approximate their fair values because of the short maturity of these instruments. At March 31, 2017 and December 31, 2016, there was $6,360,000 and $3,840,000, respectively, outstanding under our revolving credit agreement. The borrowings under our revolving credit agreement bear interest at the variable rate described in NOTE 4 — Long-Term Debt and therefore we believe approximate fair value.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2017
Related Party Transactions
Related Party Transactions	NOTE 8 — Related Party Transactions During the three months ended March 31, 2017 and 2016, Dover Downs Gaming & Entertainment, Inc. (“Gaming”), a company related through common ownership, allocated costs of $453,000 and $475,000, respectively, to us for certain administrative and operating services, including leased space. We allocated certain administrative and operating service costs of $31,000 and $83,000, respectively, to Gaming for the three months ended March 31, 2017 and 2016. The allocations were based on an analysis of each company’s share of the costs. As of March 31, 2017 and December 31, 2016, our consolidated balance sheets included an $8,000 and $7,000 payable to Gaming for the aforementioned items. These items were settled in April and January of 2017, respectively. The net costs incurred by each company for these services are not necessarily indicative of the costs that would have been incurred if the companies had been unrelated entities and/or had otherwise independently managed these functions; however, management believes that these costs are reasonable. Prior to the spin-off of Gaming from our company in 2002, both companies shared certain real property in Dover, Delaware. At the time of the spin-off, some of this real property was transferred to Gaming to ensure that the real property holdings of each company was aligned with its past uses and future business needs. During its harness racing season, Gaming has historically used the 5/8-mile harness racing track that is located on our property and is on the inside of our one-mile motorsports superspeedway. In order to continue this historic use, we granted a perpetual easement to the harness track to Gaming at the time of the spin-off. This perpetual easement allows Gaming to have exclusive use of the harness track during the period beginning November 1 of each year and ending April 30 of the following year, together with set up and tear down rights for the two weeks before and after such period. The easement requires that Gaming maintain the harness track but does not require the payment of any rent. Various easements and agreements relative to access, utilities and parking have also been entered into between us and Gaming relative to our respective Dover, Delaware facilities. We pay rent to Gaming for the lease of our principal executive office space. Gaming also allows us to use its indoor grandstands in connection with our two annual motorsports weekends. This occasional grandstand use is not material to us and Gaming does not assess rent for it; Gaming may also discontinue our use at its discretion. Henry B. Tippie, Chairman of our Board of Directors, controls in excess of fifty percent of our voting power. Mr. Tippie’s voting control emanates from his direct and indirect holdings of common stock and Class A common stock and from his status as trustee of the RMT Trust, our largest stockholder. This means that Mr. Tippie has the ability to determine the outcome of the election of directors and to determine the outcome of many significant corporate transactions, many of which only require the approval of a majority of our voting power. Patrick J. Bagley, Timothy R. Horne, Denis McGlynn, Jeffrey W. Rollins, R. Randall Rollins, Richard K. Struthers and Henry B. Tippie are all Directors of Dover Motorsports, Inc. and Gaming. Denis McGlynn is the President and Chief Executive Officer of both companies, Klaus M. Belohoubek is the Senior Vice President — General Counsel and Secretary of both companies and Timothy R. Horne is the Senior Vice President — Finance and Chief Financial Officer of both companies. Mr. Tippie controls in excess of fifty percent of the voting power of Gaming.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies
Commitments and Contingencies	NOTE 9 — Commitments and Contingencies In September 1999, the Sports Authority of the County of Wilson (Tennessee) issued $25,900,000 in Variable Rate Tax Exempt Infrastructure Revenue Bonds, Series 1999, to acquire, construct and develop certain public infrastructure improvements which benefit Nashville Superspeedway, of which $16,300,000 was outstanding at March 31, 2017. Annual principal payments range from $900,000 in September 2017 to $1,600,000 in 2029 and are payable solely from sales taxes and incremental property taxes generated from the facility. These bonds are direct obligations of the Sports Authority and therefore have historically not been required to be recorded on our consolidated balance sheet. If the sales taxes and incremental property taxes (“applicable taxes”) are insufficient for the payment of principal and interest on the bonds, we would become responsible for the difference. In the event we were unable to make the payments, they would be made pursuant to a $16,573,000 irrevocable direct-pay letter of credit issued by our bank group. We are exposed to fluctuations in interest rates for these bonds. As of March 31, 2017 and December 31, 2016, $2,636,000 and $1,761,000, respectively, was available in the sales and incremental property tax fund maintained by the Sports Authority to pay the remaining principal and interest due under the bonds. During 2016, we paid $982,000 into the sales and incremental property tax fund and $1,197,000 was deducted from the fund for principal and interest payments. If we fail to maintain the letter of credit that secures the bonds or we allow an uncured event of default to exist under our reimbursement agreement relative to the letter of credit, the bonds would be immediately redeemable. Nashville Superspeedway no longer promotes motorsports events and has not entered into sanction agreements with NASCAR since 2011. We lease the facility on a short term basis to third parties from time to time. In 2011 we recorded a $2,250,000 provision for contingent obligation reflecting the present value of the estimated portion of the revenue bonds debt service that may not be covered by the projected sales and incremental property taxes from the facility. Due to changing interest rates, the provision for contingent obligation increased (decreased) by $41,000 and ($14,000) in the first three months of 2017 and 2016, respectively, and is $1,843,000 at March 31, 2017. An increase in interest rates would result in an increase in the portion of debt service not covered by applicable taxes and therefore an increase in our liability. We are also a party to ordinary routine litigation incidental to our business. Management does not believe that the resolution of any of these matters is likely to have a material adverse effect on our results of operations, financial position or cash flows.

Summary of Significant Accoun15

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2017
Summary of Significant Accounting Policies
Property and equipment	Property and equipment— Property and equipment is stated at cost. Depreciation is provided using the straight-line method over the asset’s estimated useful life. Accumulated depreciation was $57,409,000 and $57,114,000 as of March 31, 2017 and December 31, 2016, respectively. In the fourth quarter of 2016, we began removing certain grandstand seating that had been taken out of service and written off in 2015. We incurred costs of $286,000 in the first quarter of 2017 to remove the seating which is included in costs to remove long-lived assets in our consolidated statements of earnings. As of March 31, 2017, these assets have been removed and no further costs will be incurred. In the first quarter of 2016, we began a renovation project of certain track related assets that was completed in the first quarter of 2017. As a result, we adjusted the service lives of those assets to properly reflect their shortened estimated useful life. We recorded depreciation expense of $91,000 in the three months ended March 31, 2016 related to these assets and these assets were fully depreciated as of December 31, 2016.
Revenue recognition	Revenue recognition— We classify our revenues as admissions, event-related, broadcasting and other. “Admissions” revenue includes ticket sales for all of our events. “Event-related” revenue includes amounts received from sponsorship fees; luxury suite rentals; hospitality tent rentals and catering; concessions and vendor commissions for the right to sell concessions and souvenirs at our facilities; sales of programs; track rentals; broadcasting rights other than domestic television broadcasting revenue and other event-related revenues. Additionally, event related revenue includes amounts received for the use of our property and a portion of the concession sales we manage from the Firefly Music Festival. “Broadcasting” revenue includes rights fees obtained for domestic television broadcasts of events held at our speedway. Revenues pertaining to specific events are deferred until the event is held. Concession and souvenir revenues are recorded at the time of sale. Revenues and related expenses from barter transactions in which we provide sponsorship packages in exchange for goods or services are recorded at fair value. There was no revenue recorded from barter transactions for the three months ended March 31, 2017 and 2016, respectively. Under the terms of our sanction agreements with NASCAR, we receive a portion of the broadcast revenue NASCAR negotiates with various television networks. NASCAR retains 10% of the gross broadcast rights fees allocated to each NASCAR-sanctioned event as a component of its sanction fee. The remaining 90% is recorded as revenue. The event promoter is required to pay 25% of the gross broadcast rights fees to the event as part of the awards to the competitors, which we record as operating expenses.
Expense recognition	Expense recognition— The cost of non-event related advertising, promotion and marketing programs is expensed as incurred. Certain direct expenses pertaining to specific events, including prize and point fund monies and sanction fees paid to NASCAR, a majority of our marketing expenses and other expenses associated with the promotion of our racing events are deferred until the event is held, at which point they are expensed. We did not incur any advertising expenses for the three months ended March 31, 2017 or 2016.
Net loss per common share	Net loss per common share— Nonvested share-based payment awards that include rights to dividends or dividend equivalents, whether paid or unpaid, are considered participating securities, and the two-class method of computing basic and diluted net loss per common share (“EPS”) is applied for all periods presented. The following table sets forth the computation of EPS (in thousands, except per share amounts): Three Months Ended 2017 2016 Net loss per common share — basic and diluted: Net loss $ ) $ ) Allocation to nonvested restricted stock awards — — Net loss available to common stockholders $ ) $ ) Weighted-average shares outstanding — basic and diluted Net loss per common share — basic and diluted $ ) $ ) There were no options outstanding and we paid no dividends during the three months ended March 31, 2017 or 2016.
Accounting for stock-based compensation	Accounting for stock-based compensation— We recorded total stock-based compensation expense for our restricted stock awards of $186,000 and $109,000 as general and administrative expenses for the three months ended March 31, 2017 and 2016, respectively. We recorded income tax benefits of $76,000 and $44,000 for the three months ended March 31, 2017 and 2016, respectively, related to vesting of our restricted stock awards.
Recent accounting pronouncements	Recent accounting pronouncements —In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which is intended to simplify various aspects of the accounting for share-based payments, including treatment of excess tax benefits, forfeitures, consideration of minimum statutory tax withholding requirements and classification on the statement of cash flows. The update was effective for annual periods beginning after December 15, 2016, including interim periods within those annual periods. We adopted this ASU in the first quarter of 2017, which did not have a material impact to our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which supersedes nearly all existing revenue recognition guidance under accounting principles generally accepted in the United States of America. The new standard requires a company to recognize revenue when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. Additionally, the guidance requires improved disclosures to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The update is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted for reporting periods beginning after December 15, 2016. We are currently analyzing the impact of this ASU on our results of operations and, at this time, we are unable to determine the impact of the new standard, if any, on our consolidated financial statements.

Summary of Significant Accoun16

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2017
Summary of Significant Accounting Policies
Schedule of the computation of EPS	The following table sets forth the computation of EPS (in thousands, except per share amounts): Three Months Ended 2017 2016 Net loss per common share — basic and diluted: Net loss $ ) $ ) Allocation to nonvested restricted stock awards — — Net loss available to common stockholders $ ) $ ) Weighted-average shares outstanding — basic and diluted Net loss per common share — basic and diluted $ ) $ )

Pension Plans (Tables)

Pension Plans (Tables)	3 Months Ended
	Mar. 31, 2017
Pension Plans
Schedule of components of net periodic pension benefit	Three Months Ended 2017 2016 Interest cost $ $ Expected return on plan assets ) ) Recognized net actuarial loss $ ) $ )

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2017
Stockholders' Equity
Schedule of the changes in the components of stockholders' equity	Changes in the components of stockholders’ equity are as follows (in thousands): Common Class A Additional Accumulated Accumulated Balance at December 31, 2016 $ 1,828 $ 1,851 $ 101,858 $ ) $ ) Net loss — — — ) — Issuance of restricted stock awards, net of forfeitures 15 — ) — — Stock-based compensation — — 186 — — Repurchase and retirement of common stock ) — ) — — Unrealized loss on available-for-sale securities, net of income tax benefit of $2 — — — — ) Change in net actuarial loss and prior service cost, net of income tax expense of $17 — — — — 25 Balance at March 31, 2017 $ 1,838 $ 1,851 $ 101,929 $ ) $ )
Schedule of accumulated other comprehensive loss, net of income taxes	March 31, 2017 December 31, 2016 Net actuarial loss and prior service cost not yet recognized in net periodic benefit cost, net of income tax benefit of $2,345,000 and $2,362,000, respectively $ ) $ ) Accumulated unrealized gain on available-for-sale securities, net of income tax expense of $35,000 and $37,000, respectively 48,000 51,000 Accumulated other comprehensive loss $ ) $ )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2017
Fair Value Measurements
Summary of the valuation of financial instrument pricing levels	Total Level 1 Level 2 Level 3 March 31, 2017 Available-for-sale securities $ 969,000 $ 969,000 $ — $ — December 31, 2016 Available-for-sale securities $ 932,000 $ 932,000 $ — $ —

Business Operations (Details)

Business Operations (Details)	Aug. 25, 2016USD ($)	Jun. 19, 2016item	Jul. 31, 2012item	Mar. 31, 2017USD ($)item	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)
Business Operations
Facility held for sale's carrying value | $				$ 26,000,000		$ 26,000,000
Provision for contingent obligation | $				$ 41,000	$ (14,000)
Dover Facility
Business Operations
Number of events scheduled to be promoted				6
Number of years Firefly Music Festival hosted				5 years
Number of days the event is held			3 days
Number of music acts featured in the event			40
Dover Facility | Minimum
Business Operations
Number of music acts featured in the event		110
Dover Facility | RFGV Festivals
Business Operations
Number of options granted to extend rent agreement				2
Number of years each agreement permits to use our facility				5 years
Dover Facility | RFGV Festivals | Maximum
Business Operations
Number of events scheduled to be promoted				2
Dover Facility | NASCAR Cup Series Events
Business Operations
Number of events scheduled to be promoted				2
Dover Facility | NASCAR XFINITY Series events
Business Operations
Number of events scheduled to be promoted				2
Dover Facility | NASCAR Camping World Truck Series event
Business Operations
Number of events scheduled to be promoted				1
Dover Facility | NASCAR K&N Pro Series East event
Business Operations
Number of events scheduled to be promoted				1
Nashville Superspeedway
Business Operations
Consideration from sale of facility | $	$ 27,500,000
Facility held for sale's carrying value | $	26,000,000
Expected income taxes for the disposal | $	$ 5,000,000
Provision for contingent obligation | $				$ 1,843,000

Summary of Significant Accoun21

Summary of Significant Accounting Policies (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Property and equipment
Accumulated depreciation	$ 57,409,000		$ 57,114,000
Costs to remove long-lived assets	286,000
Depreciation	$ 821,000	$ 896,000
Track Related Assets
Property and equipment
Depreciation		$ 91,000

Summary of Significant Accoun22

Summary of Significant Accounting Policies - Revenue recognition (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Revenue recognition
Revenues from barter transaction providing sponsorship packages in exchange for goods or services	$ 0	$ 0
Percentage of gross broadcast rights fees retained by NASCAR	10.00%
Percentage of gross broadcast rights fees recorded as revenue	90.00%
Percentage of gross broadcast rights fees payable to the event as part of the awards to the competitors	25.00%
Net loss per common share - basic and diluted:
Net loss	$ (2,405,000)	(2,343,000)
Net loss available to common stockholders	$ (2,405,000)	$ (2,343,000)
Weighted-average shares outstanding - basic and diluted	36,306,000	36,251,000
Net loss per common share - basic and diluted	$ (0.07)	$ (0.06)
Options outstanding (in shares)	0	0
Dividends paid	$ 0	$ 0
Restricted Stock
Net loss per common share - basic and diluted:
Stock-based compensation expense	186,000	109,000
Income tax benefits related to vesting of restricted stock awards	$ 76,000	$ 44,000

Long-Term Debt (Details)

Long-Term Debt (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Long-Term Debt
Amount outstanding under the credit facility	$ 6,360,000	$ 3,840,000
Line of Credit
Long-Term Debt
Maximum borrowing capacity under the credit facility	35,000,000
Amount outstanding under the credit facility	$ 6,360,000
Interest rate at the end of the period (as a percent)	2.17%
Remaining maximum borrowings available pursuant to the credit facility	$ 12,067,000
Line of Credit | LIBOR
Long-Term Debt
Interest rate added to the reference rate (as a percent)	1.25%
Line of Credit | Minimum | LIBOR
Long-Term Debt
Interest rate added to the reference rate (as a percent)	1.25%
Line of Credit | Maximum | LIBOR
Long-Term Debt
Interest rate added to the reference rate (as a percent)	1.75%

Pension Plans (Details)

Pension Plans (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
The excess plan
Pension plans
Fair values of pension assets	$ 969,000	$ 932,000

Pension Plans - Defined benefit

Pension Plans - Defined benefit pension plans (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Components of net periodic pension benefit
Interest cost	$ 109,000	$ 115,000
Expected return on plan assets	(163,000)	(156,000)
Recognized net actuarial loss	42,000	29,000
Net periodic pension benefit	(12,000)	(12,000)
Contributions to pension plans	0	$ 0
Contribution to remainder of 2017	$ 118,000

Pension Plans - SERP (Details)

Pension Plans - SERP (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
SERP
Deferred contribution plan
Expenses recorded under the plan	$ 20,000	$ 20,000
Employer contributions	96,000	81,000
Liability for pension benefits	21,000		$ 97,000
401(k) plan
Deferred contribution plan
Expenses recorded under the plan	$ 33,000	$ 38,000

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Jul. 28, 2004
Changes in the components of stockholders equity
Balance at the beginning of the period	$ 53,805,000
Net loss	(2,405,000)	$ (2,343,000)
Unrealized loss on available-for-sale securities, net of income tax benefit of $2	(3,000)	5,000
Change in net actuarial loss and prior service cost, net of income tax expense of $17	(25,000)	$ (17,000)
Balance at the end of the period	51,503,000
Income tax benefit on unrealized loss on available-for-sale securities	2,000
Income tax expense on change in net actuarial loss and prior service cost	17,000
Accumulated other comprehensive loss, net of income taxes
Net actuarial loss and prior service cost not yet recognized in net periodic benefit cost, net of income tax benefit of $2,345,000 and $2,362,000, respectively	(3,418,000)		$ (3,443,000)
Accumulated unrealized gain on available-for-sale securities, net of income tax expense of $35,000 and $37,000, respectively	48,000		51,000
Accumulated other comprehensive loss	(3,370,000)		(3,392,000)
Income tax benefit on net actuarial loss and prior service cost not yet recognized in net periodic benefit cost	2,345,000		2,362,000
Income tax expense on accumulated unrealized gain on available-for-sale securities	$ 35,000		$ 37,000
Share Repurchase Authorization 2004
Accumulated other comprehensive loss, net of income taxes
Number of shares of common stock authorized to be repurchased				2,000,000
Number of shares purchased and retired	0	0
Remaining number of shares authorized to be repurchased	1,140,318
Common Stock | Common Stock
Changes in the components of stockholders equity
Balance at the beginning of the period	$ 1,828,000
Issuance of restricted stock awards, net of forfeitures	15,000
Repurchase and retirement of common stock	(5,000)
Balance at the end of the period	1,838,000
Common Stock | Class A Common Stock
Changes in the components of stockholders equity
Balance at the beginning of the period	1,851,000
Balance at the end of the period	1,851,000
Additional Paid-in Capital
Changes in the components of stockholders equity
Balance at the beginning of the period	101,858,000
Issuance of restricted stock awards, net of forfeitures	(15,000)
Stock-based compensation	186,000
Repurchase and retirement of common stock	(100,000)
Balance at the end of the period	101,929,000
Accumulated Deficit
Changes in the components of stockholders equity
Balance at the beginning of the period	(48,340,000)
Net loss	(2,405,000)
Balance at the end of the period	(50,745,000)
Accumulated Other Comprehensive Loss
Changes in the components of stockholders equity
Balance at the beginning of the period	(3,392,000)
Unrealized loss on available-for-sale securities, net of income tax benefit of $2	(3,000)
Change in net actuarial loss and prior service cost, net of income tax expense of $17	25,000
Balance at the end of the period	$ (3,370,000)

Stockholders' Equity - Stock in

Stockholders' Equity - Stock incentive plan (Details) - $ / shares	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Stockholders Equity
Maximum number of shares authorized for grant	2,000,000
Options granted (in shares)	151,000	153,000
Number of shares available for granting options or stock awards	1,572,059
Restricted Stock
Stockholders Equity
Vesting rights percentage each year beginning on the second anniversary date of the grant	20.00%
Service period over which the aggregate market value of stock is being amortized	6 years
Number of shares purchased and retired	46,179	44,311
Average purchase price of shares purchased and retired (in dollars per share)	$ 2.27	$ 2.33

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Fair Value Measurements
Available-for-sale securities	$ 969,000	$ 932,000
Amount outstanding under revolving credit agreement	6,360,000	3,840,000
Level 1
Fair Value Measurements
Available-for-sale securities	$ 969,000	$ 932,000

Related Party Transactions (Det

Related Party Transactions (Details)	3 Months Ended
	Mar. 31, 2017USD ($)itemmi	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)
Related Party Transactions
Length of motorsports superspeedway of entity (in miles) | mi	1
Dover Downs Gaming and Entertainment Inc
Related Party Transactions
Costs for administrative and operating services, including leased space allocated by related party	$ 453,000	$ 475,000
Administrative and operating service costs allocated to related party	31,000	$ 83,000
Payable to Dover Downs Gaming & Entertainment, Inc.	$ 8,000		$ 7,000
Length of harness racing track used (in miles) | mi	0.625
Period, before and after the period of exclusive use of harness track, for which related party has set up and tear down rights ( in weeks)	14 days
Number of annual motorsports weekends for which use of indoor grandstands is allowed by related party | item	2
Board of Directors Chairman
Related Party Transactions
Minimum percentage of voting power controlled by related party	50.00%
Minimum percentage of voting power of Gaming controlled by other related party	50.00%

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Dec. 31, 2011	Sep. 30, 1999
Commitments and Contingencies
Provision for contingent obligation	$ 41,000	$ (14,000)
Provision for contingent obligation at period end	1,843,000		$ 1,802,000
Indirect Guarantee of Indebtedness
Commitments and Contingencies
Balance available in the sales and incremental property tax fund	2,636,000		1,761,000
Amount paid into the sales and incremental property tax fund			982,000
Deduction from the sales and incremental property tax fund for principal and interest payments			$ 1,197,000
Nashville Superspeedway
Commitments and Contingencies
Provision for contingent obligation	1,843,000
Nontaxable Municipal Bonds | Indirect Guarantee of Indebtedness
Commitments and Contingencies
Irrevocable direct-pay letter of credit issued	16,573,000
Nontaxable Municipal Bonds | Nashville Superspeedway
Commitments and Contingencies
Provision for contingent obligation				$ 2,250,000
Increased (decrease) in the provision for contingent obligation due to changing interest rates	41,000	$ (14,000)
Provision for contingent obligation at period end	1,843,000
Sports Authority of the County of Wilson (Tennessee) | Nontaxable Municipal Bonds | Indirect Guarantee of Indebtedness
Commitments and Contingencies
Aggregate principal amount					$ 25,900,000
Outstanding amount of debt	16,300,000
Sports Authority of the County of Wilson (Tennessee) | Nontaxable Municipal Bonds | Minimum | Indirect Guarantee of Indebtedness
Commitments and Contingencies
Range of annual principal payments, from September 2017 to 2029	900,000
Sports Authority of the County of Wilson (Tennessee) | Nontaxable Municipal Bonds | Maximum | Indirect Guarantee of Indebtedness
Commitments and Contingencies
Range of annual principal payments, from September 2017 to 2029	$ 1,600,000