All the Problems With Bristol Motor Speedway’s All New Speedway Proposal

1. Bristol And SMI Are Not Backstopping The Revenue Bond Debt, Putting Metro Taxpayers On The Hook For Revenue Shortfalls

Under the Development Agreement, Bristol (and more importantly their parent company SMI) is not
backstopping/covering revenue shortfalls for the revenue bond debt service for their all-new
speedway, constructed on the site where the historic speedway will be demolished. The
Development Agreement (See Exhibit H) confirms that the Metro General Fund and Metro taxpayers
are on the hook for any debt service shortfalls, such as for revenue shortfalls due to poor event
attendance, weather delays or cancellations, or if Bristol’s revenue projections just turn out to be
too optimistic. This very problem has been seen in the last two years with First Horizon Ballpark,
with Metro having to step in to cover debt service shortfalls.

For this all-new speedway, a financial review procured by Metro concluded that Metro General Fund
will likely be burdened by this proposal. In response, the Lease Agreement (“Lease”) added a partial
“Contingent Rent” payment (See Section 3(c)), under limited circumstances related to how often
Bristol schedules a NASCAR Cup Race. The added contingent rent provision has not actually fixed
the problem that this deal ultimately relies upon speculative, variable revenue to cover two-thirds
(2/3) of the revenue bond debt. It also creates the possibility that Bristol can strategically choose in
certain years to just make the contingent rent payment if it believes it will be a lot more profitable
just to hold a Cup Race at the larger track that it owns just down the road in Wilson County. It is also
important to note that Bristol has attempted to “reassure” the public regarding parking concerns by
actually claiming that many of their racing events outside of the cup race will actually not be as well
attended, with estimates falling well below the 30,000 seat capacity. When Bristol is pitching on the
front end that many of their events will actually not be well attended, that is an enormous red flag
for the basic financial viability of this new speedway proposal and the need for a new 30,000 seat
facility replacing the much smaller, existing one. Simply put, if Bristol will not backstop the full bond
debt, it is because: 1) Bristol knows the revenue from their projected events will not cover the bond
debt and will require more races and disruptive events down the road, or 2) Bristol or SMI are not
financially able to guarantee the full bond debt, for reasons that they are not disclosing.

2. The “Race Car Loophole” In The Lease Allows For Unlimited Use Of Very Loud Cars, Resulting In Louder Than Highway Noise Any Time Of Day.

Every promise that Bristol has made that there will be less racing is, unfortunately, a lie. The “Race
Car Loophole” allows unlimited use of very loud cars.
All limits around races and practice days in the Lease are based around the defined term “Race Car”.
A Race Car is defined under the Lease as “any vehicle powered by an internal combustion engine
that generates engine or exhaust noise in excess of 85 dBA measured at 100 feet from the source of
the noise.”

The 85 dB baseline here is laughably high if Bristol were actually committed to decreasing or even
holding steady on disruptive events. 85dB is well in excess of highway noise (which runs at 70dB to
75dB measured at only 50 feet). This loophole will allow very loud race cars that are somewhat less
loud than the loudest race cars on the track, without limits, because they would not meet the
definition of “Race Car.” This loophole will effectively create a whole new category of events at the
speedway, in addition to the limited 20 Practice Days and Race Weekends, where Bristol will
squeeze in certain classes of race cars or sports cars to be able to practice without limits. This
baseline will also allow modified sports cars, much louder than a normal, street legal vehicles, to be
on the track without limits, such as for events like commercial shoots, driving schools, high
performance driving experiences, “ridealongs” and tire tests. These are all types of events that SMI
conducts at their other speedways around the country. SMI’s CEO Marcus Smith has boasted in
interviews about being able to make this all new Nashville speedway “just like Vegas.”

The Race Car Loophole will result in several all-new categories of loud automotive events at the
speedway, in addition to Motorsports Events and Practice Days, which are the only two categories
that exist now. This will result in an enormous increase over the status quo. The Race Car Loophole
will also be impossible for the surrounding community to police. Instead, Bristol will constantly
push the limit with various automotive events, and hope not to get caught. While not as loud as a
NASCAR race, this new normal of daily noise will be louder than highway noise, and will have a
massive impact on the local residents, the mixed-used development and especially the future
Fairgrounds residential housing and the future child care center on site. Simply put, the affordable
housing and child care center will not be able to survive due to the Race Car Loophole. This Race Car
Loophole is obviously an intentional gambit by Bristol because these new categories of events are
those which Bristol will keep 95% of the revenue under the Lease.
The Lease even weakens the existing muffler mandate. Currently, mufflers are required for all races
and track rentals. The new Lease, however, only requires mufflers for non-NASCAR Races and
Practice Days. NASCAR races will never have mufflers because NASCAR cars do not have mufflers.
And all of the other, new motorsport events that Bristol will stage likewise do not require mufflers,
as a result of these same loopholes above.

3. All Race Weekends Are Expanded To Three Days, A 45% Increase Over The Status Quo

Bristol’s promise of “less racing” is also false simply because the definition of Race Weekend now
always includes Fridays, Saturdays and Sundays. Currently, only one race weekend takes up three
days, and the remaining nine race weekends only occur on Friday evening and Saturday. If Bristol
was truly going to be maintaining the status quo, they would not be adding nine (9) days of racing,
again confirming that their rhetoric does not match what is actually in the agreements.

4. Unidentified CVC Events Will To Bring Lower Broadway To The Neighborhoods

In addition to louder races, more races, new categories of events, and unlimited corporate events
put on by Bristol, the Bristol proposal also includes 20 major events put on by the Nashville
Convention and Visitors Corp. (CVC), events which are so large that they are projected to bring in
400,000 attendees annually. CVC has still not specifically identified any details for these events,
though Butch Spyridon floated moving CMA Fest to the Fairgrounds for at least one year. The Lease
does not place any clear limits on CVC events, other than setting a concert curfew of 10:00 PM. The unidentified CVC Events pose a massive threat to the surrounding area, promising to bring the chaos
of downtown Nashville with them. Ultimately, the reality of this deal is that besides a NASCAR track,
it is a CVC satellite tourism facility over which the Metro Fair Board will have very little control.

5. The Lease Includes The Same One-Side Provisions As The 1996 Titans Lease, Creating Another “First Class Facility” Requirement With Enormous Long-Term Obligations For Metro

The Lease creates the 1996 Titans Lease problem all over again for Nashville. The Lease includes a
Capital Repair process (See Section 5(f) of the Lease) centered around maintaining a “Facility
Standard” that is equal to “Comparable Facilities.” The definition of “Comparable Facilities” is based
on “first-class” venues, along with other factors, which effectively defines only other venues owned
by Bristol’s own parent company, SMI. So SMI will essentially be able to define the Facility Standard
for their new Fairgrounds speedway based on their own facilities. Finally, Section 20(c)(ii) of the
Lease grants a potential termination right to Bristol due to:
“the failure of the Fair Board to keep, observe or perform any of the material terms, covenants or
agreements contained in this Lease on the Fair Board’s part to be kept, performed or observed by the
Fair Board.”

Effectively, these provisions will give Bristol enormous future negotiating leverage, exactly like the
very same lawyers and lobbyists used for their other client the Tennessee Titans to justify the new
Titans stadium proposal. The future scenario for this new speedway would be far worse than the
current “Titans/first-class stadium” requirement debate, since Bristol will be able to claim a
termination right if the Fair Board does not agree with Bristol’s desired upgrades, and Bristol will be
able to more readily threaten to relocate its races, such as to the speedway SMI owns in Wilson
County. This deal creates an endless obligation around a sport that is very much in decline. In short,
Bristol’s proposal is a modern day version of the much hated 1996 Titans Lease, on steroids.

6. The Bristol Proposal Shortchanges the Metro Fairgrounds Budget Every Year Of This Deal

The only revenue not going towards debt service is the Lease’s guaranteed, annual payment to the
Fair Board budget of $103,000. This payment falls well short of the actual market value needed to
make the Fairgrounds whole for the loss of event rental revenue resulting from the Fair Board’s
losing control of the entire campus for four (4) weeks per year (defined as the “Significant Event
Weeks”), which is a key piece of the Bristol Lease. The Fairgrounds stands to lose approximately
$150,000+ in revenue each year as a result of this provision. What this means is that in addition to
the $17 Million grant from the NCVC (taxpayer dollars), the $100 Million in non-guaranteed revenue
bonds (Metro bonding capacity and taxpayer exposed debt), the Metro Fairgrounds itself will also be
subsidizing this all-new speedway from day 1, for the next thirty years.

7. Bristol’s Proposal Includes No Protections For The Nashville SC Community Benefits – Affordable Housing, Childcare Center and Minority-Owned Business Incubator.

The Lease is completely silent about the existence of the Nashville SC mixed-used components
currently being built at the Fairgrounds, and does not acknowledge the basic need for

residents/business owners at the Fairgrounds to have the ability to access and use their homes and
businesses. The Lease does not provide even basic protections for the mixed-use components, such
as guaranteeing ingress and egress at all times during Speedway Events, CVC Events and Significant
Event Weeks. The Lease also provides no recourse should Speedway Events or CVC Events turn out
to be much louder and/or disruptive than Bristol and CVC are publicly claiming.

8. The Lease Pre-Declares That Bristol’s Activities Are Not A Nuisance

Problem- Section 2(a) of the Lease contains a deeply cynical provision that absolves Bristol’s
disruptive activities in advance, restricting Metro’s and the community’s ability to challenge future
events as nuisances, or if they turn out to be counter to applicable law.:
“It is expressly agreed that neither the Fair Board nor the Metropolitan Government may assert or
take the position that the use of the Premises for any Speedway Events constitutes a nuisance or is
otherwise prohibited by Applicable Law.”
This provisions is especially problematic because current Metro Code (M.C.L. 9.20.020 (1) ) does not
allow the operation of motor vehicles without mufflers, something that will absolutely occur under
Bristol’s proposal. Effectively, this provision gives Bristol a “get out of jail free” card” to not be
accountable for the impact of their future activities, which they seem to admit will be substantial
since they need to insert a provision shielding them in advance

9. The Lease Includes No Real Limits Around NASCAR Cup Races

The Lease contains no absolute limits on the number of days and/or curfews applicable to NASCAR
Cup Races, which Bristol’s own sound study concedes will be significantly louder than any existing
race, even accounting for added sound walls. Curfews for NASCAR races are only suggested, not
mandatory. And there is nothing preventing NASCAR races from occurring on weeknights, again
with no curfews.

10. The Lease Allows Bristol To Increase The Number Of NASCAR Series Races That Can Occur Annually

Nothing in the Lease prevents Bristol from ultimately increasing the number of NASCAR series races
beyond the promised “one or two.” In the future, Bristol may increase the number of NASCAR
events included among the ten race weekends allowed under the Lease, which the Fair Board
cannot unreasonably withhold consent for. Simply put, if Bristol can secure more NASCAR race
dates, and more profit for themselves, they will be able to do so and Metro will not be able to stop
it.

11. The Lease’s Sound Protocols Are A Convoluted Mess That Will Make It Impossible To Hold Bristol Accountable For Sound Mitigation Promises.

Bristol will talk often about the benefits of including sound walls in their new speedway. However,
the sound walls are backed up by ridiculously lax “Sound Protocols” that will make it impossible to
ever hold Bristol accountable for their promised sound reductions and even suggest that Bristol has
little confidence in how effective the sound walls will be.

The Sound Protocols in the Lease will require sound surveys after completion of the new speedway
to be compared against previous baselines measurements. However, the Sound Protocols include a
6dB allowed tolerance (“Primary Exceedance”) before triggering any required mitigation efforts by
Bristol.   By allowing a 6dB tolerance before triggering a sound mitigation plan, Bristol will be
allowed to miss sound reductions by 200% variance in sound energy and a 46% variance in loudness
against the supposed promises that Bristol has spread far and wide about “guaranteed” sound
reductions. Indeed, the 6dB tolerance encompasses two-thirds of the promised sound reductions
that Bristol has spent enormous amounts of money and PR resources to spread throughout the
community.

Even if the sound survey exceeds the huge 6dB allowed tolerance, there will be little money
available for any future improvements. Such funds will still come from the Capital Projects Fund,
which will quickly be depleted. In fact, at the time the potential mitigation would required in the
first three years of operations, the Capital Projects Funds will only have around $500,000 in funds
available. Worse, Bristol is not required to spend any of their own funds to make good on their
sound mitigation promises. Again and again and again, SMI has no skin and no accountability in this
deal.

12. Bristol’s “Community Benefits Commitment” Is An Empty And Cynical PR Exercise Providing No Real Benefits to Nashville

Bristol has issued a vague press release titled “Community Benefits Commitment” that lists general,
non-binding commitments to local nonprofits, with no actual dollar amounts attached. Further, IRS
Form 990 filings indicate that SMI’s Speedway Children’s Charities raises almost all of its funds from
racegoers/spectators, and for which Bristol/SMI then takes credit when “making donations”, but
SMI does not appear to donate much, if anything, in corporate dollars or personal funds from the
Smith family (who owns SMI) to these causes. SMI has not released the actual agreements it has
executed with local nonprofits and has not disclosed any actual financial support that it has
committed. This all falls well short of the Nashville SC Community Benefits Agreement’s standards
that Metro Council so highly valued in 2018. SMI’s failure to invest actual corporate or Smith family
funds in Nashville, shows that their efforts are about PR, not about actual investing in and being a
part of this community.

13. Bristol’s Community Impact Commitment is not Real

Even Bristol’s willingness to work with the community is superficial, at best. The original draft lease
included no requirement that Bristol meet with the Neighborhood Impact Advisory Committee
(NIAC). Every other significant Fairgrounds vendor, include the current racing promoter and
Nashville SC, are contractually required to meet with NIAC monthly. At the eleventh hour, after
much public outcry, Bristol declared they had agreed to do so. However, the actual approved Lease
only requires Bristol to meet with NIAC eight months out of the year (March- October); this despite
the fact that Bristol will be conducting events all year, including for example, staging an outdoor
Christmas show with amplified music at the speedway for 50(!) consecutive nights. To the very end,
Bristol has demonstrated that they do not take community impact seriously and will always find a
loophole to ignore those concerns if their deal proceeds ahead.