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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
(X) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended March 31, 1998.
( ) Transition report pursuant to Section 13 or 15(d) of The Securities
Exchange Act of 1934 for the transition period to .
--- ---
Commission File No. 0-28044
PENSKE MOTORSPORTS, INC.
------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 51-0369517
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
13400 OUTER DRIVE WEST, DETROIT, MICHIGAN 48239-4001
- ----------------------------------------- ----------
(Address of principal executive offices) (including zip code)
313-592-8255
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [X] No [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
COMMON STOCK $0.01 PAR VALUE 14,208,898 SHARES
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CLASS OUTSTANDING AT MAY 13, 1998
This report contains 31 pages.
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Penske Motorsports, Inc. Form 10-Q (continued)
TABLE OF CONTENTS
PAGE NO.
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
Consolidated Balance Sheets 3
Consolidated Statements of Operations 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6
Independent Accountants' Review Report 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS. 8
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. 13
Signature 14
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Penske Motorsports, Inc. Form 10-Q (continued)
PENSKE MOTORSPORTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
March 31, December 31,
1998 1997
------------------- --------------------
ASSETS (Unaudited)
CURRENT ASSETS:
Cash and cash equivalents $ 1,018 $ 249
Receivables 13,533 4,787
Inventories 2,452 2,433
Prepaid expenses and other assets 2,585 2,082
------------------- --------------------
TOTAL CURRENT ASSETS 19,588 9,551
PROPERTY AND EQUIPMENT, net 230,817 224,666
INVESTMENTS 14,572 15,366
GOODWILL, net 40,088 40,112
OTHER ASSETS 2,593 2,077
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TOTAL $ 307,658 $ 291,772
=================== ====================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 607 $ 1,017
Accounts payable 5,984 3,868
Accrued expenses 2,424 2,343
Other payables 150 9,956
Deferred revenues, net 43,085 22,529
------------------- --------------------
TOTAL CURRENT LIABILITIES 52,250 39,713
LONG-TERM DEBT, less current portion 50,129 47,278
DEFERRED REVENUES, net 738 738
DEFERRED TAXES 15,495 13,349
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, par value $.01 share:
Authorized 50,000,000 shares
Issued and outstanding 14,208,898
shares in 1998 and 1997 142 142
Additional paid-in-capital 159,371 159,371
Retained earnings 29,533 31,181
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TOTAL STOCKHOLDERS' EQUITY 189,046 190,694
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TOTAL $ 307,658 $ 291,772
=================== ====================
See accompanying notes to unaudited consolidated financial statements.
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Penske Motorsports, Inc. Form 10-Q (continued)
PENSKE MOTORSPORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
(Unaudited)
THREE MONTHS ENDED MARCH 31,
-------------------------------------------------
1998 1997
--------------------- --------------------
REVENUES:
Speedway admissions $ 3,238
Other speedway revenues 2,953
Merchandise, tires and accessories 3,946 $ 5,375
--------------------- --------------------
TOTAL REVENUES 10,137 5,375
EXPENSES:
Operating 6,190 2,286
Cost of sales 2,462 3,176
Depreciation and amortization 2,675 789
Selling, general and administrative 2,252 1,730
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OPERATING EXPENSES 13,579 7,981
--------------------- --------------------
OPERATING LOSS (3,442) (2,606)
EQUITY IN INCOME OF AFFILIATES 512
GAIN ON SALE OF INVESTMENT 1,108
INTEREST INCOME (EXPENSE), net (859) 125
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LOSS BEFORE INCOME TAXES (2,681) (2,481)
INCOME TAX BENEFIT 1,033 970
--------------------- --------------------
NET LOSS $ (1,648) $ (1,511)
====================== =====================
BASIC NET LOSS PER SHARE $ (.12) $ (.11)
====================== =====================
DILUTED NET LOSS PER SHARE $ (.12) $ (.11)
====================== =====================
BASIC WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 14,208,898 13,241,798
====================== =====================
DILUTED WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 14,216,214 13,245,112
====================== =====================
See accompanying notes to unaudited consolidated financial statements
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Penske Motorsports, Inc. Form 10-Q (continued)
PENSKE MOTORSPORTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
THREE MONTHS ENDED MARCH 31,
---------------------------------------------
1998 1997
----------------- ------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (1,648) $ (1,511)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation and amortization 2,675 789
Equity in income of affiliates (512)
Gain on sale of investment (1,108)
Changes in assets and liabilities which provided (used) cash:
Receivables (8,746) (6,004)
Inventories, prepaid expenses and other assets (1,351) (2,513)
Accounts payable and accrued liabilities (7,609) 1,818
Deferred taxes 2,459 838
Deferred revenue 20,556 22,747
----------------- ------------------
Net cash provided by operating activities 4,716 16,164
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions of property and equipment, net (8,567) (30,058)
Acquisitions of equity interests in affiliates and subsidiaries (241)
Proceeds from sale of investment 5,270
----------------- ------------------
Net cash used in investing activities (3,538) (30,058)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of debt (409) (796)
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Net cash used in financing activities (409) (796)
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NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 769 (14,690)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 249 27,862
----------------- ------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 1,018 $ 13,172
================= ==================
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for interest $ 932 $ 298
Cash paid (refunded) during the period for taxes, net $ (1,971)
See accompanying notes to unaudited consolidated financial statements
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Penske Motorsports, Inc. Form 10-Q (continued)
PENSKE MOTORSPORTS, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - FINANCIAL STATEMENTS. The consolidated financial statements include the
accounts of Penske Motorsports, Inc. (the "Company") and its wholly-owned
subsidiaries, Michigan International Speedway, Inc., Pennsylvania International
Raceway, Inc., California Speedway Corporation, North Carolina Speedway,
Inc., Motorsports International Corp., Competition Tire West, Inc. and
Competition Tire South, Inc. The Company also owns 45% of the ownership
interests of Homestead-Miami Speedway, LLC ("HMS"), which is recorded using the
equity method of accounting. All material intercompany balances and
transactions have been eliminated.
The consolidated financial statements should be read in conjunction with the
consolidated financial statements included in the Company's Annual Report on
Form 10-K filed with the Securities and Exchange Commission. The financial
statements have been prepared by management and, in the opinion of management,
contain all adjustments, consisting of normal recurring adjustments, necessary
to present fairly the financial position of the Company as of March 31, 1998 and
December 31, 1997, and the results of operations and cash flows of the Company
for the three months ended March 31, 1998 and 1997.
Because of the seasonal concentration of racing events, the results of
operations for the three months ended March 31, 1998 and 1997 are not indicative
of the results to be expected for the year.
NOTE 2 - PROPERTY AND EQUIPMENT, NET. Property and equipment consists of the
following :
March 31, December 31,
1998 1997
-------------------- -------------------
(In thousands)
Land and land improvements $ 101,803 $ 100,653
Buildings and improvements 130,839 124,622
Equipment 22,175 21,360
-------------------- -------------------
254,817 246,635
Less accumulated depreciation 24,000 21,969
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$ 230,817 $ 224,666
==================== ===================
NOTE 3 - EQUITY INVESTMENTS. In March 1998, the Company acquired an additional
5% of HMS for $2.85 million in exchange for a note payable on December 31, 2001,
with interest payable at 7.5%. The borrower has the option of calling $500,000
of this note on December 31, 2000 or January 1, 2001. The acquisition increased
the Company's ownership of HMS to 45%.
In March 1998, the Company sold its equity interest in Grand Prix Association of
Long Beach, Inc. for $5.3 million. The Company acquired this investment during a
series of transactions in 1997 with a total cost of $4.2 million.
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Penske Motorsports, Inc. 10-Q (continued)
INDEPENDENT ACCOUNTANTS' REPORT
Board of Directors and Stockholders
Penske Motorsports, Inc.
We have reviewed the accompanying condensed consolidated balance sheet of Penske
Motorsports, Inc. and subsidiaries (the "Company") as of March 31, 1998 and the
related condensed consolidated statements of operations and of cash flows for
the three-month periods ended March 31, 1998 and 1997 included in the Company's
Quarterly Report on Form 10-Q for the quarter ended March 31, 1998. These
consolidated financial statements are the responsibility of Company's
management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and of making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is an
expression of an opinion regarding the consolidated financial statements taken
as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to such condensed consolidated financial statements for them to be in
conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of the Company as of December 31,
1997, and the related consolidated statements of income, changes in
stockholders' equity and of cash flows, for the year then ended (not presented
herein); and in our report dated January 30, 1998, we expressed an unqualified
opinion on those consolidated financial statements. In our opinion, the
information set forth in the condensed consolidated balance sheet at December
31, 1997 included in the Company's Quarterly Report on Form 10-Q for the quarter
ended March 31, 1998 is fairly stated, in all material respects, in relation to
the consolidated balance sheet from which such information has been derived.
/s/ Deloitte & Touche LLP
April 30, 1998
Detroit, Michigan
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Penske Motorsports, Inc. 10-Q (continued)
ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
OVERVIEW
Penske Motorsports, Inc. (the "Company") is a leading promoter and marketer of
professional motorsports in the United States. The Company owns and operates,
through its subsidiaries, Michigan Speedway in Brooklyn, Michigan, Nazareth
Speedway in Nazareth, Pennsylvania, California Speedway in Fontana, California,
and North Carolina Speedway in Rockingham, North Carolina. In addition, the
Company owns 45% of the ownership interests of Homestead-Miami Speedway, LLC
("HMS"), which operates Miami-Dade Homestead Motorsports Complex in Homestead,
Florida. The Company also sells motorsports-related merchandise such as apparel,
souvenirs and collectibles through its subsidiary Motorsports International
Corp. ("MIC") and Goodyear brand racing tires and accessories through its
subsidiaries Competition Tire West, Inc. ("CTW") and Competition Tire South,
Inc. ("CTS") in the midwest and southeastern regions of the United States.
The Company classifies its revenues as speedway admissions, other speedway
revenues, and merchandise, tires and accessories revenues. Speedway admissions
includes ticket sales for racing events held at the Company's wholly-owned
speedways. Other speedway revenues includes revenues from concession sales,
corporate hospitality and sponsorship, broadcast rights, billboard and program
advertising and other promotional activities. Speedway admissions and other
speedway revenues are generally collected in advance and recorded as deferred
revenues until the completion of the related event. Merchandise, tires and
accessories revenues include sales of motorsports-related merchandise and
revenues from showcar appearance fees by MIC and sales of racing tires and
accessories by CTW and CTS. Revenues from sales of merchandise, tires and
accessories are recorded as income at the time of the sale.
The Company classifies its expenses as operating, cost of sales, depreciation
and amortization and selling, general and administrative expenses. Operating
expenses consist primarily of costs associated with conducting race events, such
as sanction fees and wages. Cost of sales relates entirely to sales of
merchandise, tires and accessories.
Revenues for the three months ended March 31, 1998 were $10.1 million, compared
to $5.4 million for the three months ended March 31, 1997. The Company recorded
a net loss of $1.6 million, or $.12 per basic share, for the three months ended
March 31, 1998, compared to a net loss of $1.5 million, or $.11 per basic share,
for the three months ended March 31, 1997. The increase in revenues in 1998 is
due primarily to the addition to the Company's consolidated results of an event
at North Carolina Speedway, which was acquired in transactions occurring in May
and December, 1997. The net loss in 1998 increased due primarily to operating
and depreciation expenses at California Speedway and increased interest expense,
net of operating income at North Carolina Speedway from hosting a February
event, the Company's equity investments and a gain on the sale of the Company's
investment in Grand Prix Association of Long Beach, Inc. ("GPLB").
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Penske Motorsports, Inc. 10-Q (continued)
In March 1998, the Company acquired an additional 5% of HMS for $2.85 million,
in exchange for a note payable on December 31, 2001, with interest payable at
7.5%. The borrower has the option of calling $500,000 of this note on December
31, 2000 or January 1, 2001.
Also in March 1998, the Company sold its interest in GPLB for $5.3 million. The
Company acquired this investment during a series of transactions in 1997 with a
total cost of $4.2 million.
RESULTS OF OPERATIONS
The percentage relationships between revenues and other elements of the
Company's Consolidated Statements of Operations for the three months ended March
31, 1998 and 1997 are as follows:
1998 1997
----------------- ----------------
REVENUES:
Speedway admissions 31.9%
Other speedway revenues 29.1
Merchandise, tires and accessories 39.0 100.0%
----------------- ----------------
TOTAL REVENUES 100.0 100.0
EXPENSES:
Operating 61.1 42.5
Cost of sales 24.3 59.1
Depreciation and amortization 26.4 14.7
Selling, general and administrative 22.2 32.2
----------------- ----------------
TOTAL EXPENSES 134.0 148.5
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OPERATING LOSS (34.0%) (48.5%)
================= ================
SEASONALITY AND QUARTERLY RESULTS
Prior to 1997, the Company's weekend race events were held during the months
from April to August. As a result, the Company's business has historically been
highly seasonal. In 1997, in addition to the events in April through August, the
Company hosted events in June, September and October at California Speedway and
in October at North Carolina Speedway. The 1998 racing schedule includes events
at California Speedway in May, July and November and at North Carolina Speedway
in February and November. The Company expects that the addition of California
Speedway and North Carolina Speedway and the investment in HMS will lessen the
impact of seasonality on the Company's results of operations.
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Penske Motorsports, Inc. 10-Q (continued)
Set forth below is summary information with respect to the Company's operations.
($ in thousands) 1998 1997 1996
---------- ----------------------------------------- -----------------------------------------
FIRST FIRST SECOND THIRD FOURTH FIRST SECOND THIRD FOURTH
----- ----- ------ ----- ------ ----- ------ ----- ------
REVENUES $10,137 $ 5,375 $46,296 $43,974 $14,171 $3,642 $24,614 $23,962 $2,957
NET INCOME (LOSS) (1,648) (1,511) 10,929 8,845 (1,818) (990) 6,717 6,499 (1,346)
NUMBER OF EVENT
WEEKENDS 1 - 5 3 2 - 4 2 -
THREE MONTHS ENDED MARCH 31, 1998 COMPARED TO THREE MONTHS ENDED MARCH 31, 1997
Revenues - Revenues for the three months ended March 31, 1998 were $10.1
million, an increase of $4.7 million, or 88.6% compared to the same period in
1997. Speedway admissions was $3.2 million and other speedway revenues were $3.0
million in 1998, primarily as a result of the acquisition of North Carolina
Speedway, which hosted an event in February.
Merchandise, tires and accessories revenues decreased $1.5 million, from $5.4
million in the first quarter of 1997 to $3.9 million in 1998, primarily as a
result of the December 1997 sale of the licensing rights for Rusty Wallace
merchandise.
Operating Expenses - Operating expenses for the three months ended March 31,
1998 were $6.2 million, an increase of $3.9 million, or 170.8% over the same
period in 1997 due to the addition of North Carolina Speedway, which hosted an
event in February 1998, and California Speedway, which commenced operations in
the second quarter of 1997.
Cost of Sales - Cost of sales for the three months ended March 31, 1998 was $2.5
million, or 62.4% of merchandise, tires and accessories revenues, compared to
$3.2 million, or 59.1% of those same revenues, for the corresponding period of
1997. The decrease in cost of sales of $.7 million and the increase in the
percentage of cost of sales to merchandise, tires and accessories revenues from
1997 to 1998 resulted primarily from the December 1997 sale of the licensing
rights for Rusty Wallace merchandise. This sale resulted in the product mix
changing so that a higher portion of the revenues resulted from tires and
accessories sales, which carry a lower margin.
Depreciation and Amortization - Depreciation and amortization expense increased
from $.8 million for the three months ended March 31, 1997 to $2.7 million in
1998 due to depreciation expense at California Speedway, which held its first
event in June 1997, and depreciation expense and goodwill amortization at North
Carolina Speedway.
Selling, General and Administrative - Selling, general and administrative
expenses of $2.3 million for the three months ended March 31, 1998 increased $.6
million, or 30.2%, from the same period in 1997. This increase is due primarily
to the addition of North Carolina Speedway, which was not included in the
consolidated results during the first quarter of 1997.
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Penske Motorsports, Inc. 10-Q (continued)
Equity in Income of Affiliates - The equity in income of affiliates reflects the
Company's pro rata share of the operating results of its investments in HMS and
GPLB, both of which were acquired after the first quarter of 1997.
Gain on Sale of Investment - The gain on sale of investment resulted from the
March 1998 sale of the Company's common stock of GPLB for $5.3 million. The
Company acquired this investment during a series of transactions in 1997 with a
total cost of $4.2 million.
Interest - The Company recorded net interest expense for the three months ended
March 31, 1998 of $859,000, compared to net interest income of $125,000 in 1997.
The interest income in 1997 resulted from temporarily investing the proceeds of
the Company's March 1996 initial public offering. These funds were fully
utilized during the second quarter of 1997 to pay for construction at California
Speedway. The Company has borrowed on its line of credit to fund the completion
of California Speedway, other capital improvements, to make the investment in
HMS and to complete the acquisition of North Carolina Speedway.
Income Tax Expense - Income tax expense is reported during the interim reporting
periods on the basis of the Company's estimated annual effective tax rate for
the taxable jurisdictions in which the Company operates. The effective tax rate
for the three months ended March 31, 1998 is 38.5%, compared to 39.1% in 1997.
Net Loss - The net loss for the three months ended March 31, 1998 was $1.6
million, or $.12 per basic share, compared to a net loss of $1.5 million, or
$.11 per basic share in 1997. The increase in the net loss for 1998 primarily
reflects higher expenses associated with operating California Speedway and North
Carolina Speedway and higher interest expense, net of revenues at North Carolina
Speedway from hosting a February event, equity income from the Company's
investments and the gain on the sale of GPLB.
LIQUIDITY AND CAPITAL RESOURCES
Historically, the Company has relied on cash flows from operating activities
supplemented, as necessary, by bank borrowings to finance working capital,
investments and capital expenditures. The Company used the proceeds of its
initial public offering in March 1996 to repay debt and to fund construction of
California Speedway.
The Company has a $100 million unsecured revolving line of credit that matures
in the year 2002, of which $54.5 million was available as of March 31, 1998. The
outstanding debt of $45.5 million on this line of credit resulted from
expenditures for the completion of construction at California Speedway, other
capital expenditures, to make the investment in HMS and to complete the
acquisition of North Carolina Speedway. The remaining line of credit is
available for general working capital needs and other capital expenditures. The
Company is in compliance with all covenants in the loan agreement, and
management believes the Company would continue to be in compliance if the entire
amount of available credit was outstanding.
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Penske Motorsports, Inc. 10-Q (continued)
The Company expects to make approximately $25.0 million in capital expenditures
during 1998, consisting primarily of additional seating and other facility
upgrades at its speedways. The Company paid for $8.6 million of capital
expenditures during the first quarter of 1997.
The Company is considering the development of a new speedway near Denver,
Colorado, and will continue to pursue other growth opportunities, including
acquisition and development, in other markets. Future acquisitions or
development will be funded through available credit under existing debt
facilities and, if necessary, under other financing arrangements through the
capital or financial markets, depending on market conditions. The Company
believes that it has the ability to obtain funds through these markets, however,
there can be no assurance that adequate debt or equity financing will be
available on satisfactory terms.
For the three months ended March 31, 1998, the Company generated cash flows of
$4.7 million from operating activities, compared to $16.2 million in 1997. The
Company used $3.5 million in investing activities, including additions of
property and equipment of $8.6 million, net of the proceeds from the sale of the
investment in GPLB of $5.3 million. The Company used $409,000 for financing
activities to repay debt.
The Company believes it has sufficient resources from existing cash balances and
from operating activities and, if necessary, from borrowing under its line of
credit to satisfy ongoing cash requirements for the next twelve months.
YEAR 2000
The Company continues to evaluate the potential impact to its computer systems
and computerized equipment from the change from the year 1999 to the year 2000.
This involves a comprehensive assessment of the Company's computer and
equipment vendors to determine whether there are significant year 2000 issues
regarding the Company's management information systems. Recent additions to
the Company's management information systems are year 2000 compliant.
Although this evaluation has not yet been completed, based upon preliminary
information the Company does not expect the cost of potential changes to be
material.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Except for the historical information contained herein, certain matters
discussed in this report are forward-looking statements which involve risks and
uncertainties including, but not limited to, the Company's ability to maintain
good working relationships with the sanctioning bodies for its events, as well
as other risks and uncertainties affecting the Company's operations, such as
competition, environmental, industry sponsorships, governmental regulation,
dependence on key personnel, the Company's ability to control construction and
operational costs, the impact of bad weather at the Company's events and those
other factors discussed in the Company's filings with the Securities and
Exchange Commission.
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Penske Motorsports, Inc. 10-Q (continued)
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
Exhibit Number and Description Page Number
------------------------------ -----------
(a) 10.16 Amended and Restated Penske Motorsports,
Inc. 1996 Stock Incentive Plan
15.1 Letter RE: unaudited interim financial
information.
27 Financial Data Schedules
(b) The Company was not required to file a Form 8-K
during the three months ended March 31, 1998.
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Penske Motorsports, Inc. 10-Q (continued)
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 thereunto duly authorized.
PENSKE MOTORSPORTS, INC.
Date: May 14, 1998 By: /s/ James H. Harris
-----------------------------------
Its: Senior Vice President and Treasurer
(Principal Financial Officer)
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EXHIBITS INDEX
Exhibit Number and Description Page Number
------------------------------ -----------
10.16 Amended and Restated Penske Motorsports,
Inc. 1996 Stock Incentive Plan
15.1 Letter RE: unaudited interim financial
information.
27 Financial Data Schedules