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Dover Motorsports, Inc. Reports Results for the Second Quarter

DOVER, Del., July 29 -- Dover Motorsports, Inc. today reported its results for the second quarter ended June 30, 2004.

Earnings before income taxes for the quarter ended June 30, 2004 increased by $3,047,000 or 30.3% to $13,093,000 compared with $10,046,000 in the comparable quarter of the prior year. Improvements in all of the Company's NASCAR events as well as lower general and administrative expenses, depreciation and net interest expense contributed to the increase in earnings before income taxes.

Revenues increased by $3,039,000 or 6.4% to $50,888,000 in the quarter ended June 30, 2004 compared with $47,849,000 in the second quarter of 2003. Broadcast revenues, admissions and event-related revenues all increased over the comparable period of the prior year. The Company promoted a total of nine major motorsports events in the second quarter of both 2004 and 2003.

Operating and marketing expenses were $31,203,000 in the second quarter of 2004 compared with $29,483,000 in the comparable quarter of 2003. Sanction fees and purses, which increased by $956,000 to $14,347,000 in the second quarter of 2004 compared with $13,391,000 for the same period of the previous year, represented the largest increase in operating expenses.

General and administrative expenses were $3,716,000 in the second quarter of 2004 compared with $4,137,000 for the same quarter last year. The prior year included $355,000 for the settlement of a claim at Gateway International Raceway. Excluding this claim, general and administrative expenses in the second quarter of 2004 were $66,000 lower than the same quarter of the prior year. Savings from the elimination of overhead at Denver and St. Petersburg were partially offset by higher wages and fringe benefits, and legal, audit and consulting expenses related to compliance with Sarbanes-Oxley activities.

Depreciation and amortization were $294,000 lower in the second quarter of 2004, primarily due to a decrease in property and equipment resulting from the write-off of assets in December 2003 at Denver and St. Petersburg.

Net interest expense was $1,013,000 lower in the second quarter of 2004 primarily as a result of $481,000 of interest received from the IRS in May 2004 related to an income tax refund as well as lower average amounts outstanding on the Company's credit facility and lower bank fees in the second quarter of 2004.

Net earnings for the quarter ended June 30, 2004 were $5,163,000 or $.13 per diluted share compared with $5,023,000 or $.13 per diluted share for the same period last year. Net earnings and net earnings per share were negatively affected in 2004 by a 61% effective income tax rate compared with a 50% rate in 2003. The higher rate in 2004 was principally due to an increase in state income tax expenses attributable to valuation allowances established on state net operating losses.

For the six months ended June 30, 2004, revenues were $52,048,000 compared with $51,816,000 in the prior year, which included revenues of $3,043,000 from the discontinued Grand Prix of St. Petersburg.

The Company's financial position improved during the first half of 2004 as cash flow from operations was $15,686,000 compared with $11,169,000 for the first half of last year. Substantially all of the cash flow was used to reduce indebtedness. At June 30, 2004, indebtedness was $49,088,000, down $13,189,000 from the $62,277,000 that was outstanding six months earlier.

Capital spending was $1,715,000 in the first half of 2004 compared with $2,604,000 in the first half of the prior year. Capital spending will increase in the second half of 2004 with the installation of Steel and Foam Energy Reduction ("SAFER") walls, which is currently underway at Dover International Speedway. The Company expects to spend between $2,000,000 to $2,500,000 for the installation of SAFER walls at its four permanent facilities during the remainder of 2004 and a similar amount to complete these projects in 2005. The Company noted that any excess cash flow during the period will continue to be used to reduce indebtedness.

This release contains or may contain forward-looking statements based on management's beliefs and assumptions. Such statements are subject to various risks and uncertainties which could cause results to vary materially. Please refer to the Company's SEC filings for a discussion of such factors.

Dover Motorsports, Inc. is a leading promoter of motorsports events in the United States. Its motorsports subsidiaries operate five motorsports tracks (four permanent facilities and one temporary circuit) in four states and promote motorsports events under the auspices of four of the premier sanctioning bodies in motorsports - NASCAR, IRL, NHRA and Champ Car. The Company owns and operates Dover International Speedway in Dover, Delaware; Nashville Superspeedway near Nashville, Tennessee; Gateway International Raceway near St. Louis, Missouri; and Memphis Motorsports Park in Memphis, Tennessee. It also organizes and promotes the Toyota Grand Prix of Long Beach in California.

                           DOVER MOTORSPORTS, INC.
                      CONSOLIDATED STATEMENT OF EARNINGS
                    In Thousands, Except Per Share Amounts
                                 (Unaudited)

                                        Three Months Ended Six Months Ended
                                             June 30,          June 30,
                                          2004     2003     2004     2003
  Revenues:
    Admissions                           $20,429  $20,021  $20,517  $21,662
    Event-related revenue                 17,835   17,324   18,373   19,171
    Broadcasting revenue                  12,514   10,386   12,514   10,386
    Other revenue                            110      118      644      597
                                          50,888   47,849   52,048   51,816

  Expenses:
    Operating and marketing               31,203   29,483   33,528   35,953
    General and administrative             3,716    4,137    7,409    7,748
    Depreciation and amortization          2,404    2,698    4,796    5,324
                                          37,323   36,318   45,733   49,025
  Operating earnings                      13,565   11,531    6,315    2,791

  Interest income                            482        3      484        6
  Interest expense                          (954)  (1,488)  (2,093)  (2,737)

  Earnings before income taxes            13,093   10,046    4,706       60

  Income taxes                             7,930    5,023    2,729       30

  Net earnings                            $5,163   $5,023   $1,977      $30

  Net earnings per common share:
   - Basic                                 $0.13    $0.13    $0.05     $ -
   - Diluted                               $0.13    $0.13    $0.05     $ -

  Average shares outstanding:
   - Basic                                39,994   39,891   39,994   39,813
   - Diluted                              40,031   39,960   40,014   39,925

                           DOVER MOTORSPORTS, INC.
                         CONSOLIDATED BALANCE SHEET
                                In Thousands
                                 (Unaudited)

                                          June 30,    June 30,  December 31,
                                            2004        2003        2003

  ASSETS
  Current assets:
    Cash and cash equivalents               $4,587      $2,198      $3,348
    Accounts receivable                     15,032      11,910       2,643
    Inventories                                311         637         259
    Prepaid expenses and other               4,347       4,708       1,691
    Receivable from Dover Downs Gaming &
     Entertainment, Inc.                         -           -          96
    Income taxes receivable                      -       4,176       5,819
    Deferred income taxes                      331         644         548
      Total current assets                  24,608      24,273      14,404

  Property and equipment, net              226,565     242,288     229,603
  Restricted cash                            1,857       1,956       3,433
  Other assets, net                          1,515       1,607       1,434
  Deferred income taxes                         90       2,419          90
  Goodwill                                   8,521      21,883       8,521
      Total assets                        $263,156    $294,426    $257,485

  LIABILITIES AND STOCKHOLDERS' EQUITY
  Current liabilities:
    Accounts payable                        $7,518      $3,033      $3,333
    Accrued liabilities                      6,320       7,102       4,587
    Payable to Dover Downs Gaming &
     Entertainment, Inc.                        22         638           -
    Income taxes payable                       105           -           -
    Notes payable to banks                       -      43,460           -
    Current portion of long-term debt          805         745         745
    Deferred revenue                        18,861      19,165      11,304
      Total current liabilities             33,631      74,143      19,969

  Notes payable to banks                    30,600           -      43,045
  Long-term debt                            17,683      18,486      18,487
  Other liabilities                             64          85          85
  Deferred income taxes                     42,617      41,282      38,527

  Stockholders' equity:
    Common stock                             1,681       1,649       1,656
    Class A common stock                     2,330       2,345       2,344
    Additional paid-in capital             128,225     127,799     127,783
    Retained earnings                        7,175      28,967       5,999
    Accumulated other comprehensive loss      (410)       (330)       (410)
    Deferred compensation                     (440)          -           -
      Total stockholders' equity           138,561     160,430     137,372
      Total liabilities and stockholders'
       equity                             $263,156    $294,426    $257,485

                           DOVER MOTORSPORTS, INC.
                    CONSOLIDATED STATEMENT OF CASH FLOWS
                                In Thousands
                                 (Unaudited)

                                                 Six Months Ended June 30,
                                                  2004               2003

  Operating activities:
  Net earnings                                   $1,977                $30
  Adjustments to reconcile net earnings to net
   cash provided by operating activities:
    Depreciation and amortization                 4,796              5,324
    Amortization and write-off of
     credit facility fees                           154                743
    Amortization of deferred compensation            13                  -
    Tax benefit of options exercised                  -                533
    Deferred income taxes                         1,786              3,220
    Changes in assets and liabilities:
      Accounts receivable                       (12,389)            (8,384)
      Inventories                                   (52)              (255)
      Prepaid expenses and other                 (2,616)            (1,048)
      Accounts payable                            4,185                591
      Accrued liabilities                         1,733              1,777
      Payable to/receivable from Dover
       Downs Gaming & Entertainment, Inc.           118               (155)
      Income taxes payable/receivable             8,445              1,730
      Deferred revenue                            7,557              7,085
      Other liabilities                             (21)               (22)
  Net cash provided by operating activities      15,686             11,169

  Investing activities:
    Capital expenditures                         (1,715)            (2,604)
    Restricted cash                               1,576              1,727
    Other                                             -                 70
  Net cash used in investing activities            (139)              (807)

  Financing activities:
    Borrowings from revolving debt agreement     14,520             23,050
    Repayments on revolving debt agreement      (26,965)           (31,105)
    Repayments of long-term debt                   (744)              (683)
    Proceeds from stock options exercised             -                132
    Credit facility origination and
     amendment fees                                (318)              (245)
    Dividends paid                                 (801)              (798)
  Net cash used in financing activities         (14,308)            (9,649)

  Net increase in cash and cash equivalents       1,239                713
  Cash and cash equivalents,
   beginning of period                            3,348              1,485
  Cash and cash equivalents, end of period       $4,587             $2,198