Churchill Downs Incorporated Completes Acquisition of Substantially All of the Assets of Peninsula Pacific Entertainment

Transaction Expands Company Geographic Footprint to Virginia, New York and Iowa

 LOUISVILLE, KY. (November 1, 2022) Churchill Downs Incorporated (“CDI” or the “Company”) (Nasdaq: CHDN) announced today the completion of the Company’s purchase of substantially all of the assets of Peninsula Pacific Entertainment LLC (“P2E”) for total consideration of $2.75 billion (the “P2E Acquisition”). The P2E Acquisition includes all of P2E’s assets and operations in Virginia, New York and Sioux City, Iowa, and follows receipt of customary licensing approvals from the Virginia Racing Commission, the New York State Gaming Commission and the Iowa Racing and Gaming Commission.

“Today marks a significant moment in the evolution of Churchill Downs Incorporated,” said Bill Carstanjen, Chief Executive Officer of CDI. “This transaction meaningfully expands our geographic footprint to Iowa, New York and Virginia, introducing a very unique set of assets and attractive organic growth opportunities to our company. We are excited to welcome the teams from each of these well-established properties into Churchill Downs Incorporated.”

The P2E Acquisition includes:

  • Colonial Downs Racetrack in New Kent, Virginia, as well as six Rosie’s Gaming Emporium (“Rosie’s”) historical horse racing facilities across Virginia. Rosie’s locations currently include Collinsville, Dumfries, Hampton, New Kent, Richmond and Vinton, and includes approximately 2,700 historical racing machines (“HRMs”).
  • Del Lago Resort & Casino in Waterloo, New York, a 96,000 sq. ft. casino with approximately 1,700 slot machines, 80 table games, a 205-room hotel, nine restaurants / bar areas, 758 covered parking spaces, a 6,000 sq. ft. sportsbook area, a 2,400-seat entertainment venue, and a 7,200 sq. ft. outdoor event venue.
  • Hard Rock Hotel & Casino in Sioux City, Iowa, a 45,000 sq. ft. casino with 639 slot machines, 20 table games, a 54-room hotel, 1,511 parking spaces, two live entertainment venues, a 100-piece music memorabilia collection, and a Hard Rock-branded sportsbook.

The P2E Acquisition also includes other development rights:

  • The opportunity, under Virginia law, to develop up to five additional HRM entertainment venues in Virginia with collectively up to approximately 2,300 additional HRMs.
  • The rights to build a new HRM entertainment venue with up to 1,800 HRMs in Dumfries, Virginia. The Dumfries project is located in northern Virginia with the initial phase expected to open in 2023.
  • The rights to develop a new HRM entertainment venue with up to 150 HRMs in Emporia, Virginia. The Emporia project, located along I-95 near the North Carolina border, is expected to open in 2023.
  • The rights to P2E’s ongoing effort, in partnership with Urban One, to develop ONE Casino + Resort, a $565 million destination casino in Richmond, Virginia.

Macquarie Capital served as the exclusive financial advisor and Sidley Austin LLP served as legal advisor to CDI.

About Churchill Downs Incorporated

Churchill Downs Incorporated (“CDI”, NASDAQ: CHDN) has been creating extraordinary entertainment experiences for nearly 150 years, beginning with the company’s most iconic and enduring asset, the Kentucky Derby. Headquartered in Louisville, Kentucky, CDI has expanded through the development of live and historical racing entertainment venues, the growth of the TwinSpires horse racing online wagering business and the operation and development of regional casino gaming properties. www.churchilldownsincorporated.com

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to identify and complete expansion, acquisition or divestiture projects, on time, on budget or as planned; difficulty in integrating recent or future acquisitions into our operations; costs and uncertainties relating to the development of new venues and expansion of existing facilities; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Press Contacts

Nick Zangari
Vice President, Treasury, Investor Relations & Risk Management

Tonya Abeln
Vice President, Corporate Communications

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Churchill Downs Incorporated Completes Acquisition of Ellis Park in Henderson, Kentucky

Churchill Downs Incorporated announced today that the Company has completed its previously-announced purchase of Ellis Park Racing & Gaming in Henderson, Kentucky, for cash consideration of $79 million, subject to certain working capital and other purchase price adjustments.

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Churchill Downs Celebrates Construction Milestone of First Turn Experience

$90 Million Investment will Debut for the 149th Running of the Kentucky Derby in 2023

 LOUISVILLE, KY. (October 21, 2022) Churchill Downs celebrated the “Topping Off” of the First Turn Experience today, a $90 million capital investment project that will premiere as the newest premium ticket offering at Churchill Downs Racetrack in time for the 149th running of the Kentucky Derby in 2023. Churchill Downs executives and team members were joined by the Calhoun Construction team, elected officials and community members to mark the construction milestone by signing the final beam before it was placed atop the structure.

Speakers at today’s ceremony included Kentucky Governor Andy Beshear; State Representative Kevin Bratcher; President of Calhoun Construction John Hinshaw; CEO of Churchill Downs Incorporated Bill Carstanjen; and President of Churchill Downs Racetrack Mike Anderson.

“The all new First Turn Experience will provide much more than just a riveting view of the Twin Spires for guests of the Kentucky Derby. It will draw even more visitors to our state and to this city adding to the $400 million dollar economic impact that the Kentucky Derby already adds to this region,” said Governor Beshear. “Kentucky is the undisputed horse capital of the world. It has a rich history in Kentucky, and as we can see here today, it is going to have a rich future. It is clear that our state has benefited greatly from Churchill Downs’ long and visionary leadership.”

“It is important on these occasions to recognize what these investments make possible even beyond the 1,400 construction jobs that were developed as part of it,” said Carstanjen. “While we are very focused on growth and progress here on our property at Churchill Downs, we are also committed to ways in which we can invest in the neighborhoods around us. As we continue to grow, so does our commitment to being a good neighbor, an accountable corporate citizen and a responsible steward this magnificent global legacy.”

The First Turn experience will introduce more than 7,300 permanent all-inclusive seats in a unique location with exclusive views of the Kentucky Derby walkover and the picturesque first turn framed by the historic Twin Spires.

About Churchill Downs Incorporated

Churchill Downs Incorporated is an industry-leading racing, online wagering and gaming entertainment company anchored by our iconic flagship event, the Kentucky Derby. We own and operate five gaming entertainment venues with approximately 4,200 historical racing machines in Kentucky. We also own and operate TwinSpires, one of the largest and most profitable online wagering platforms for horse racing in the U.S. and we have eight retail sportsbooks. We are also a leader in brick-and-mortar casino gaming in eight states with approximately 11,800 slot machines and video lottery terminals and 250 table games. www.churchilldownsincorporated.com

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the receipt of regulatory approvals on terms desired or anticipated, unanticipated difficulties or expenditures relating to the proposed transaction, including, without limitation, difficulties that result in the failure to realize expected synergies, efficiencies and cost savings from the proposed transaction within the expected time period (if at all), our ability to obtain financing on the anticipated terms and schedule, disruptions of our or P2E’s current plans, operations and relationships with customers and suppliers caused by the announcement and pendency of the proposed transaction, our and P2E’s ability to consummate a sale-leaseback transaction with respect to the Hard Rock Sioux City on terms desired or anticipated; the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine and HRM manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to successfully expand our TwinSpires Sports and Casino business and effectively compete; difficulty in integrating recent or future acquisitions into our operations; inability to identify and / or complete acquisitions, divestitures, development of new venues or the expansion of existing facilities on time, on budget, or as planned; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Press Contacts

Tonya Abeln
Vice President, Corporate Communications

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Churchill Downs Incorporated Completes Acquisition of Ellis Park in Henderson, Kentucky

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Churchill Downs Incorporated Completes Acquisition of Ellis Park in Henderson, Kentucky

LOUISVILLE, KY. (September 26, 2022) Churchill Downs Incorporated (“CDI” or “the Company”) (Nasdaq: CHDN) announced today that the Company has completed its previously-announced purchase of Ellis Park Racing & Gaming (“Ellis Park”) in Henderson, Kentucky, for cash consideration of $79 million, subject to certain working capital and other purchase price adjustments. In acquiring Ellis Park, CDI also assumes the opportunity to construct a track extension facility with historical racing machines in Owensboro, Kentucky.

“Our team is already hard at work in both Henderson and Owensboro,” said Bill Carstanjen, Chief Executive Officer of CDI. “In the coming days, we look forward to sharing more about our plans to invest in the racing infrastructure at Ellis Park and to drive significant purse improvement through the Owensboro historical racing opportunity.”

CDI’s purchase of Ellis Park follows approval of the transaction by the Kentucky Horse Racing Commission. The transaction was funded with cash on hand and through the Company’s existing credit facility.

About Churchill Downs Incorporated

Churchill Downs Incorporated is an industry-leading racing, online wagering and gaming entertainment company anchored by our iconic flagship event, the Kentucky Derby. We own and operate five gaming entertainment venues with approximately 4,200 historical racing machines in Kentucky. We also own and operate TwinSpires, one of the largest and most profitable online wagering platforms for horse racing in the U.S. and we have eight retail sportsbooks. We are also a leader in brick-and-mortar casino gaming in eight states with approximately 11,800 slot machines and video lottery terminals and 250 table games. www.churchilldownsincorporated.com

About Ellis Park

Ellis Park, located north of the Ohio River and just south of Evansville, Indiana, celebrated 100 years of racing this year. In addition to being recognized as the historic home of summer Thoroughbred racing in Kentucky, Ellis Park also features a gaming facility venue with approximately 300 historical racing machines.

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the receipt of regulatory approvals on terms desired or anticipated, unanticipated difficulties or expenditures relating to the proposed transaction, including, without limitation, difficulties that result in the failure to realize expected synergies, efficiencies and cost savings from the proposed transaction within the expected time period (if at all), our ability to obtain financing on the anticipated terms and schedule, disruptions of our or P2E’s current plans, operations and relationships with customers and suppliers caused by the announcement and pendency of the proposed transaction, our and P2E’s ability to consummate a sale-leaseback transaction with respect to the Hard Rock Sioux City on terms desired or anticipated; the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine and HRM manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to successfully expand our TwinSpires Sports and Casino business and effectively compete; difficulty in integrating recent or future acquisitions into our operations; inability to identify and / or complete acquisitions, divestitures, development of new venues or the expansion of existing facilities on time, on budget, or as planned; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Press Contacts

Nick Zangari
Vice President, Treasury, Investor Relations & Risk Management

Tonya Abeln
Vice President, Corporate Communications

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Churchill Downs Incorporated Enters Definitive Agreement to Acquire Ellis Park in Henderson, Kentucky

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Churchill Downs Incorporated Enters Definitive Agreement to Acquire Ellis Park in Henderson, Kentucky

Acquisition of Historic Thoroughbred Racetrack Affords CDI the Opportunity to Construct Gaming and Entertainment Venue in Owensboro, Kentucky

 LOUISVILLE, Ky. (September 15, 2022) - Churchill Downs Incorporated (“CDI”) (Nasdaq: CHDN) announced today that it has signed a definitive agreement to acquire Ellis Park Racing & Gaming (“Ellis Park”) in Henderson, Kentucky, from Enchantment Holdings, LLC, an affiliate of Laguna Development Corporation, for total consideration of $79 million in cash, subject to certain working capital and other purchase price adjustments. CDI will also assume Ellis Park’s opportunity to construct a track extension facility in Owensboro, Kentucky.

“This is an exciting announcement for the horse racing industry, the cities of Henderson and Owensboro, and the entire Commonwealth of Kentucky,” said Kentucky Governor Andy Beshear. “Churchill Downs has proven it has the experience, resources, and desire to reinvigorate Ellis Park into a premier racing destination and provide unmatched gaming entertainment.”

Ellis Park, located north of the Ohio River and just south of Evansville, Indiana, celebrated 100 years of racing this year. In addition to being recognized as the historic home of summer Thoroughbred racing in Kentucky, Ellis Park also features a gaming facility venue with approximately 300 historical racing machines (“HRMs”).

“We are very enthused to welcome Ellis Park to the Churchill Downs racing family,” said Bill Carstanjen, Chief Executive Officer of CDI. “Our team is committed to building a summer meet at the ‘Pea Patch’ that keeps more Kentucky-bred horses and Kentucky-based trainers’ in their home state while attracting top horse racing talent from across the country to the Bluegrass State each July and August.”

“Churchill Downs Incorporated is a proven partner in communities it already operates in, providing both entertainment and economic development benefits,” Speaker David Osborne said. “This acquisition is also a boost to one of our state’s signature industries and the direct result of legislation we passed to help make our tracks more competitive. Churchill Downs’ commitment to a year-round horse racing circuit in the Commonwealth is not only a smart business move, but also necessary to sustain and grow an industry that provides 80,000 jobs and millions to local and state economies.”

“Churchill Downs Incorporated is stepping up to the plate as we push towards our common goal of ensuring Kentucky has the strongest year-round horse racing circuit in the country,” said Sen. Damon Thayer. “With Churchill Downs’ commitment to upgrading the racetrack infrastructure and enhancing the experience for equestrians and visitors, Ellis Park will now become an even better choice for summer racing. Investments like this were partly made possible by the great work of the General Assembly to adopt SB 120 in 2021. I look forward to continuing our work of bolstering Kentucky’s signature equine industry in coming legislative sessions.”

The closing of the transaction is contingent upon approval by the Kentucky Horse Racing Commission (“KHRC”). If change of control is approved, the parties expect to close the transaction shortly thereafter.

CDI has commenced planning to make both critical investments in the Ellis Park racing infrastructure and to construct Owensboro Racing & Gaming, a track extension and entertainment venue at Owensboro’s Towne Square Mall that will feature 600 HRMs, a simulcast wagering center, and multiple food and beverage offerings. Over the next year, CDI expects its total investment in Henderson and Daviess Counties to be approximately $75 million in addition to the purchase price.

“The opportunity to bring Churchill Downs to Owensboro is particularly significant to us,” said Jason Sauer, Senior Vice President of Corporate Development for CDI, “We are eager to start the work to elevate Ellis Park’s reputation as a summer destination for Thoroughbred racing while delivering a premier gaming and entertainment experience to Daviess County. We look forward to sharing more exciting details about our plans in the coming days.”

“This is a big day for our city and region. The announcement that Churchill Downs Incorporated will purchase Ellis Park is great news” said Steve Austin, Mayor of Henderson, “Their plans to revamp the facility and provide unrivaled gaming entertainment will attract not only top-notch trainers and horses but also tourists and economic development. This investment will create jobs at the racetrack and gaming venue and increase employment opportunities in industries supporting those operations. Churchill Downs has proven to be a reliable community partner throughout the Commonwealth. We are excited to welcome them to Henderson and be working together.”

“Kentucky racing just took another step forward with the purchase of Ellis Park by Churchill Downs Incorporated,” said Rick Hiles, President of the Kentucky division of the Horsemen’s Benevolent and Protective Association (“KY HBPA”). “We’ve seen the results of CDI-owned properties and it is our pleasure as the KY HBPA to work with them to bring Ellis Park back to the place it use to be. We know as horsemen that they will do things right.”

About Churchill Downs Incorporated

Churchill Downs Incorporated is an industry-leading racing, online wagering and gaming entertainment company anchored by our iconic flagship event, the Kentucky Derby. We own and operate four gaming entertainment venues with approximately 3,900 historical racing machines in Kentucky. We also own and operate TwinSpires, one of the largest and most profitable online wagering platforms for horse racing in the U.S. and we have eight retail sportsbooks. We are also a leader in brick-and-mortar casino gaming in eight states with approximately 11,800 slot machines and video lottery terminals and 250 table games. www.churchilldownsincorporated.com

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the receipt of regulatory approvals on terms desired or anticipated, unanticipated difficulties or expenditures relating to the proposed transaction, including, without limitation, difficulties that result in the failure to realize expected synergies, efficiencies and cost savings from the proposed transaction within the expected time period (if at all), our ability to obtain financing on the anticipated terms and schedule, disruptions of our or P2E’s current plans, operations and relationships with customers and suppliers caused by the announcement and pendency of the proposed transaction, our and P2E’s ability to consummate a sale-leaseback transaction with respect to the Hard Rock Sioux City on terms desired or anticipated; the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine and HRM manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to successfully expand our TwinSpires Sports and Casino business and effectively compete; difficulty in integrating recent or future acquisitions into our operations; inability to identify and / or complete acquisitions, divestitures, development of new venues or the expansion of existing facilities on time, on budget, or as planned; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Press Contacts

Nick Zangari
Vice President, Treasury, Investor Relations & Risk Management

Tonya Abeln
Vice President, Corporate Communications

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Churchill Downs to Install PET Scan at Equine Medical Center

Major Technological Medical Advancement Can Help Detect and Prevent Equine Medical Injuries

 LOUISVILLE, Ky. (Tuesday, Sept. 13, 2022) – A major technological medical advancement that can help detect and prevent equine medical injuries is coming to Churchill Downs Racetrack.

In conjunction with Hagyard Equine Medical Institute and the PetVet Care Centers network, Churchill Downs will soon install an equine PET scan machine at its Equine Medical Center in the Churchill Downs stable area that will help veterinarians and horsemen assess the racing soundness of Thoroughbred horses that compete at the historic Louisville racetrack.

A positron emission tomography (PET) scan is a diagnostic imaging test that can help identify abnormal metabolic activity in the bones of a racehorse’s fetlock (ankle). Recent scientific studies have supported PET image findings as a highly effective diagnostic approach for identifying potential issues in the lower limbs of race horses. Repeated PET scans can also be used to monitor a horse’s recovery prior to returning to strenuous athletic work.

A significant benefit to PET technology, which produce detailed three-dimensional images similar to CT (Computed Tomography) and MRI (Magnetic Resonance Imaging) scans, is that horses do not require general anesthesia. Developed by Longmile Veterinary Imaging, the MILE-PET scanner allows horses to be examined while standing and under sedation. The entire imaging process takes less than five minutes and, after a short recovery from sedation, the horses are able to walk back to their barns. All collected images are digital and can be viewed instantaneously to allow the attending veterinarian to formulate the best therapeutic plan for the horse.

The pairing of PET scans with other imaging methods will greatly advance the identification of at-risk horses. This will allow for early veterinary intervention to improve both the safety and welfare of race horses.

The PET scan technology for equine athletes is relatively new. The first scanner at a racetrack was installed at Santa Anita Park in Arcadia, Calif. in December 2019. Churchill Downs will be the only racetrack outside of California to have a MILE-PET machine on-site.

The MILE-PET scanner at Churchill Downs is expected to be available for use at the Equine Medical Center when the stable area opens to horses in March 2023.

“We are beyond excited to able to partner with Hagyard Equine Medical Institute, a world-class equine hospital in Lexington, Ky. to bring this ground-breaking diagnostic imaging to Churchill Downs,” said Dr. William Farmer, Equine Medical Director for Churchill Downs Incorporated. “To be able to have this advanced level of diagnostics available on-site is a great step forward to improving the welfare and safety of our local horses.”

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the receipt of regulatory approvals on terms desired or anticipated, unanticipated difficulties or expenditures relating to the proposed transaction, including, without limitation, difficulties that result in the failure to realize expected synergies, efficiencies and cost savings from the proposed transaction within the expected time period (if at all), our ability to obtain financing on the anticipated terms and schedule, disruptions of our or P2E’s current plans, operations and relationships with customers and suppliers caused by the announcement and pendency of the proposed transaction, our and P2E’s ability to consummate a sale-leaseback transaction with respect to the Hard Rock Sioux City on terms desired or anticipated; the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine and HRM manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to successfully expand our TwinSpires Sports and Casino business and effectively compete; difficulty in integrating recent or future acquisitions into our operations; inability to identify and / or complete acquisitions, divestitures, development of new venues or the expansion of existing facilities on time, on budget, or as planned; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Press Contacts

Darren Rogers
Senior Director, Communications & Media Services
Churchill Downs Racetrack
(502) 636-4461 (office)
(502) 345-1030 (mobile)
[email protected]

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Churchill Downs Incorporated Completes Acquisition of Chasers Poker Room in Salem, New Hampshire

Acquisition of New Hampshire’s Leading Charitable Gaming Operation Paves Way for CDI to Expand its Historical Horse Racing Operations into a Fourth State

LOUISVILLE, KY., (September 6, 2022) Churchill Downs Incorporated (“CDI” or “the Company”) (Nasdaq: CHDN) announced today that the Company has completed its previously-announced purchase of Chasers Poker Room in Salem, New Hampshire (“Chasers”). The purchase of Chasers follows the approval of the transaction by the New Hampshire Lottery Commission.

Chasers is located approximately 30 minutes from downtown Boston and is the leading New Hampshire charitable gaming operator, offering poker and a variety of table games. CDI plans to construct an expanded charitable gaming facility in Salem, with up to 800 gaming positions including historical racing machines (“HRMs”) and table games. CDI expects the total investment in Salem, inclusive of the purchase price, to be approximately $150 million.

“We are excited to build upon the success of Chasers with CDI’s proven excellence in historical horse racing operations and a state-of-the-art new facility,” said Bill Carstanjen, Chief Executive Officer of CDI. “It is a privilege to have the opportunity to meaningfully support nonprofits in New Hampshire as the leading gaming operator in charitable contributions.”

New Hampshire will be the fourth state in which CDI will operate historical horse racing. CDI currently operates HRMs in Kentucky and in Louisiana. CDI will also operate HRMs in Virginia upon closing of the pending acquisition of Peninsula Pacific Entertainment.

About Churchill Downs Incorporated

Churchill Downs Incorporated is an industry-leading racing, online wagering and gaming entertainment company anchored by our iconic flagship event, the Kentucky Derby. We own and operate four gaming entertainment venues with approximately 3,900 historical racing machines in Kentucky. We also own and operate TwinSpires, one of the largest and most profitable online wagering platforms for horse racing in the U.S. and we have eight retail sportsbooks. We are also a leader in brick-and-mortar casino gaming in eight states with approximately 11,800 slot machines and video lottery terminals and 250 table games. www.churchilldownsincorporated.com

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the receipt of regulatory approvals on terms desired or anticipated, unanticipated difficulties or expenditures relating to the proposed transaction, including, without limitation, difficulties that result in the failure to realize expected synergies, efficiencies and cost savings from the proposed transaction within the expected time period (if at all), our ability to obtain financing on the anticipated terms and schedule, disruptions of our or P2E’s current plans, operations and relationships with customers and suppliers caused by the announcement and pendency of the proposed transaction, our and P2E’s ability to consummate a sale-leaseback transaction with respect to the Hard Rock Sioux City on terms desired or anticipated; the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine and HRM manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to successfully expand our TwinSpires Sports and Casino business and effectively compete; difficulty in integrating recent or future acquisitions into our operations; inability to identify and / or complete acquisitions, divestitures, development of new venues or the expansion of existing facilities on time, on budget, or as planned; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Press Contacts

Nick Zangari
Vice President, Treasury, Investor Relations & Risk Management

Tonya Abeln
Vice President, Corporate Communications

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Churchill Downs Incorporated Breaks Ground on Queen of Terre Haute Casino Resort

Mike Rich Named General Manager

 LOUISVILLE, KY., (June 22, 2022) Churchill Downs Incorporated (“CDI” or the “Company”) (Nasdaq: CHDN) broke ground today on the Queen of Terre Haute Casino Resort (“Queen of Terre Haute” or the “Development”). The $260 million investment will include a 400,000-square-foot Development located on approximately 49 acres on East Margaret Drive just west of State Road 46 in Terre Haute, Indiana.

Speakers at today’s ceremony included Senator Jon Ford; The Honorable Duke Bennett, Mayor of Terre Haute, Indiana; Vigo County Commissioner Chris Switzer, Phil Kenney, President of Wilhelm Construction; and Bill Carstanjen, CEO of CDI.

Mike Rich was introduced to the crowd as the General Manager of the Queen of Terre Haute. Rich brings a strong background in operations management, product development and strategic planning having previously served as the Senior Vice President and General Manager for Indiana Grand Racing & Casino in Shelbyville, Indiana. His 20 years of gaming experience includes work for Caesars Entertainment and Harrah’s in multiple jurisdictions. Rich holds a bachelor of science in accounting from Indiana University and a Master of Business Administration from The Ohio State University.

The Indiana Gaming Commission selected CDI’s application for a casino owner’s license in Vigo, County, Indiana, in November 2021. The Company’s planned Development, scheduled to open in late 2023, will feature 1,000 slot machines, 50 table games, a 125-room luxury hotel, a state-of-the-art TwinSpires Sportsbook and several food & beverage offerings. The concepts and design features for the Queen of Terre Haute will reflect the unique heritage of Vigo County and the surrounding region. The development is expected to generate 1,000 construction jobs and 500 full and part-time jobs.

“We are very focused as a company on economic development, health and wellness, tourism, infrastructure and quality of life as well as talent,” said Carstanjen. “We realize that you have entrusted us with being a member of your community with this project. We will prioritize the residents, vendors and suppliers of the west central region and intend to recruit team members and contractors from this area and this community.”

About Churchill Downs Incorporated

Churchill Downs Incorporated is an industry-leading racing, online wagering and gaming entertainment company anchored by our iconic flagship event, the Kentucky Derby. We own and operate three entertainment venues with approximately 3,050 historical racing machines in Kentucky. We also own and operate TwinSpires, one of the largest and most profitable online wagering platforms for horse racing in the U.S. and we have nine retail sportsbooks. We are also a leader in brick-and-mortar casino gaming in nine states with approximately 11,000 slot machines and video lottery terminals and 200 table games. Additional information about Churchill Downs Incorporated can be found online at www.churchilldownsincorporated.com.

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Churchill Downs Incorporated to Transform the Churchill Downs Racetrack Paddock

$185 - $200 Million Project to Debut for the 150th Kentucky Derby in May 2024

 LOUISVILLE, KY., (April 27, 2022) Churchill Downs Incorporated (“CDI”) (Nasdaq: CHDN) announced today the transformative Paddock redevelopment project (the “Paddock Project”) that will debut for the 150th running of the Kentucky Derby in May 2024. The $185 - $200 million redesign is the final phase of a previously-announced three-year capital investment plan for Churchill Downs Racetrack (“Churchill Downs”) that will provide new, unique and extraordinary guest experiences for Kentucky Derby fans.

This project will transform the existing Paddock area in a manner that will enhance the experience for nearly every guest who enters the gates of the historic racetrack. The current Paddock configuration blocks views of the Twin Spires from the entrance gate and restricts circulation from the Clubhouse to the Grandstand. The bold new design will enhance visibility of the iconic Twin Spires, streamline guest circulation paths, update the audio visual experience and create additional value for guests by updating existing ticket products and amenities.

The new design includes 12,000 square feet of guest space compared to the existing 5,000 square feet, increasing the capacity inside the Paddock from 1,000 to 2,400 people. The redevelopment will add various club spaces that will provide exclusive, intimate and behind-the-scenes equine-focused experiences unparalleled in all of sports and entertainment. Premium club seating options will include dining tables, rail boxes, custom Chef’s tables, cocktail service, reserved racetrack viewing areas and access to private amenities along with unprecedented Paddock views.

In total, the Paddock Project is expected to create 3,612 new premium reserved seats at various price and experience levels along with 3,250 new standing room-only tickets. The Paddock Project will also update select existing ticket inventory and improve Paddock views for front-side guests with the addition of elevated viewing platforms.

The Paddock redevelopment investment will follow the $44.5 million Homestretch Club project to debut this year during Kentucky Derby Week and the $89.2 million Turn 1 Experience that will open for the Kentucky Derby in 2023. Construction on the Paddock Project will begin after the 2022 Churchill Downs Spring Meet and is scheduled to accommodate the Racetrack’s live race dates with minimal disruption.

“This is one of the most significant construction projects in the history of Churchill Downs Racetrack because it significantly impacts what we consider to be the heart of the property,” said Bill Carstanjen, CEO of CDI. “We took great care to ensure this is designed in a way that would transform Churchill Downs while enhancing our ability to deliver on what our fans hope for and expect from us for generations to come.”

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Acquisition of New Hampshire’s Leading Charitable Gaming Operation Paves Way for CDI to Expand its Historical Horse Racing Operations into a Fourth State

LOUISVILLE, KY., (March 22, 2022) Churchill Downs Incorporated (“CDI” or “the Company”) (Nasdaq: CHDN) announced today that it has signed a definitive agreement to acquire Chasers Poker Room in Salem, New Hampshire (“Chasers”).

Chasers is a charitable gaming facility located approximately 30 minutes from downtown Boston that offers poker and a variety of table games. Since opening in 2017, Chasers has led all New Hampshire charitable gaming operators in both gaming revenue and local charitable contributions.

In 2021, New Hampshire authorized existing charitable gaming operators to offer historical horse racing at licensed facilities. Following the closing of the acquisition, CDI plans to develop an expanded charitable gaming facility in Salem to accommodate historical racing machines (“HRMs”).

“New Hampshire is an exciting opportunity for us, one that allows us to put our historical racing machine expertise to work in the growing New England market,” said Bill Carstanjen, Chief Executive Officer of CDI. “We look forward to sharing more about our plans to build an expanded, state-of-the-art gaming facility in Salem in the coming months.”

Upon closing, New Hampshire will be the fourth state in which CDI operates historical horse racing. CDI currently operates HRMs in Kentucky and will operate HRMs in Virginia (upon closing of the pending acquisition of Peninsula Pacific Entertainment, including its affiliated Rosie’s Gaming Emporium HRM facilities) and in Louisiana (upon completion of the HRM expansion into the Company’s 14 existing off track betting facilities).

Under New Hampshire law, a portion of revenue from charitable gaming operations is allocated to nonprofit organizations licensed in the state.

The transaction is dependent on usual and customary closing conditions, including the Company obtaining approvals from the New Hampshire Lottery Commission. The transaction is expected to close during the second quarter of 2022.

The transaction is dependent on usual and customary closing conditions, including the Company obtaining approvals from the New Hampshire Lottery Commission. The transaction is expected to close during the second quarter of 2022.

About Churchill Downs Incorporated

Churchill Downs Incorporated is an industry-leading racing, online wagering and gaming entertainment company anchored by our iconic flagship event, the Kentucky Derby. We own and operate three pari-mutuel gaming entertainment venues with approximately 3,050 historical racing machines in Kentucky. We also own and operate TwinSpires, one of the largest and most profitable online wagering platforms for horse racing in the U.S. and we have nine retail sportsbooks. We are also a leader in brick-and-mortar casino gaming in nine states with approximately 11,000 slot machines and video lottery terminals and 200 table games. Additional information about Churchill Downs Incorporated can be found online at www.churchilldownsincorporated.com.

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the receipt of regulatory approvals on terms desired or anticipated, unanticipated difficulties or expenditures relating to the proposed transaction, including, without limitation, difficulties that result in the failure to realize expected synergies, efficiencies and cost savings from the proposed transaction within the expected time period (if at all), our ability to obtain financing on the anticipated terms and schedule, disruptions of our or P2E’s current plans, operations and relationships with customers and suppliers caused by the announcement and pendency of the proposed transaction, our and P2E’s ability to consummate a sale-leaseback transaction with respect to the Hard Rock Sioux City on terms desired or anticipated; the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine and HRM manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to successfully expand our TwinSpires Sports and Casino business and effectively compete; difficulty in integrating recent or future acquisitions into our operations; inability to identify and / or complete acquisitions, divestitures, development of new venues or the expansion of existing facilities on time, on budget, or as planned; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

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Nick Zangari
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Tonya Abeln
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Transaction Significantly Expands the Geographic Footprint of CDI’s Live and Historical Racing Entertainment Venues and Increases Scale

 LOUISVILLE, KY., (February 22, 2022) Churchill Downs Incorporated (“CDI” or the “Company”) (Nasdaq: CHDN) announced today that the Company has entered into a definitive purchase agreement to acquire substantially all of the assets of Peninsula Pacific Entertainment LLC (“P2E”) for total consideration of $2.485 billion (the “P2E Transaction”). CDI will acquire all of P2E’s assets in Virginia and New York as well as the operations of its Sioux City casino property. The P2E Transaction is dependent on usual and customary closing conditions, including the Company obtaining approvals from the Virginia Racing Commission, the New York State Gaming Commission, and the Iowa Racing and Gaming Commission. The transaction is expected to close by the end of 2022.

“This unique set of assets expands our geographic footprint and provides additional scale,” said Bill Carstanjen, Chief Executive Officer of CDI. “P2E has done an exceptional job developing and managing this collection of assets, which we are very excited to acquire and plan to strategically grow in the years ahead.”

Colonial Downs Racetrack and Virginia Historical Racing Entertainment Venues

CDI will acquire Colonial Downs Racetrack, a Thoroughbred racing facility in New Kent, Virginia (“Colonial Downs”), as well as six successful and growing “Rosie’s Gaming Emporium” historical horse racing facilities across Virginia. Rosie’s Gaming Emporium locations currently include Collinsville, Dumfries, Hampton, New Kent, Richmond and Vinton.  These facilities currently have approximately 2,700 historical racing machines (“HRMs”). The transaction significantly expands the geographic diversity of CDI’s live and historical racing entertainment venues and reinforces CDI’s role as a national leader in historical horse racing.

del Lago Resort & Casino in Waterloo, New York
CDI will acquire del Lago Resort & Casino (“del Lago”) in Waterloo, New York. del Lago is a 96,000 sq. ft. casino with approximately 1,700 slot machines, 80 table games, a 205-room hotel, nine restaurants / bar areas, 758 covered parking spaces, a 6,000 sq. ft. sportsbook area, a 2,400-seat entertainment venue, and a 7,200 sq. ft. outdoor event venue.

 Hard Rock Hotel & Casino in Sioux City, Iowa
CDI will acquire the operations of Hard Rock Hotel & Casino in Sioux City, Iowa (“Hard Rock Sioux City”). Hard Rock Sioux City is a 45,000 sq. ft. casino with 639 slot machines, 20 table games, a 54-room hotel, 1,511 parking spaces with 530 covered, two live entertainment venues, a 100-piece music memorabilia collection, and a Hard Rock-branded sportsbook.

Under the terms of the P2E Transaction, P2E is expected to reach a definitive agreement to sell the real property associated with Hard Rock Sioux City (“Sioux City Property”) to a third party. CDI will acquire the operating company and lease the Sioux City Property from that third party. Following the closing, CDI will operate Hard Rock Sioux City and lease the Sioux City Property pursuant to lease terms negotiated prior to the closing. In the event P2E is unsuccessful in reaching a definitive agreement with a third party to purchase the Sioux City Property by a certain date, the Sioux City Property will be included in the P2E Transaction and the total consideration will increase to $2.75 billion.

Other Development Rights
Under Virginia law, CDI will have the opportunity to develop up to five additional historical racing entertainment venues in Virginia with collectively up to approximately 2,300 additional HRMs. As part of the P2E Transaction, CDI will also acquire the rights to build a large gaming resort (the “Dumfries Project”), with up to 1,800 HRMs in Northern Virginia. P2E previously announced plans to invest up to $400 million to build the initial phase of the Dumfries Project, which is scheduled to open in 2023.

CDI will also acquire the rights to develop Rosie’s Gaming Emporium in Emporia, the seventh historical racing entertainment venue under P2E’s Colonial Downs license. The Emporia facility, located along I-95 near the North Carolina border, will have 150 HRMs and is expected to open in 2023.

Also, included in the P2E Transaction are the rights to P2E’s ongoing effort in partnership with Urban One, to develop ONE Casino + Resort, a $565 million destination casino in Richmond, Virginia.

P2E’s gaming license in the State of Louisiana, and its casino development rights in Cedar Rapids, Iowa, are not included in the transaction.

Valuation and Financing
The P2E Transaction purchase price represents a multiple of less than 9.0x Adjusted EBITDA. This purchase price multiple includes the incremental value from the recent opening and expansion of certain Virginia facilities and the incremental value that CDI expects to realize from the acquisition of the development rights related to historical horse racing in Virginia. For tax purposes, the acquisition will be treated as an asset purchase allowing CDI to realize incremental tax benefits which will provide additional cash flow and will enhance the overall economics of the transaction.

The P2E Transaction is expected to be immediately accretive to CDI’s free cash flow and diluted earnings per share. CDI will fund the P2E Transaction with a combination of new debt and cash on hand including pending proceeds from the sale of land near Calder Casino. Consolidated proforma bank covenant leverage is projected to be less than 4.2x upon completion of the P2E Transaction.

As previously disclosed, the Company is planning to use the proceeds from its pending sale of land near Calder Casino to structure aspects of this acquisition as an Internal Revenue Code §1031 transaction to defer the tax on the gain on sale.

Macquarie Capital served as the exclusive financial advisor and Sidley Austin LLP served as legal advisor to CDI.

Exhibit A:

Properties to be acquired are as follows:

Live and Historical Racing SegmentStateHRMs  
 Colonial Downs RacetrackVA-  
 Rosie’s New KentVA600  
 Rosie’s VintonVA500  
 Rosie’s RichmondVA700  
 Rosie’s HamptonVA700  
 Rosie’s DumfriesVA150  
 Rosie’s CollinsvilleVA37  
Gaming SegmentStateSlotsTablesHotel Rooms
 del Lago Resort & CasinoNY1,70080205
 Hard Rock Casino & Hotel Sioux CityIA6392054

 

About Churchill Downs Incorporated

Churchill Downs Incorporated is an industry-leading racing, online wagering and gaming entertainment company anchored by our iconic flagship event, the Kentucky Derby. We own and operate three pari-mutuel gaming entertainment venues with approximately 3,050 historical racing machines in Kentucky. We also own and operate TwinSpires, one of the largest and most profitable online wagering platforms for horse racing, sports and iGaming in the U.S. and we have nine retail sportsbooks. We are also a leader in brick-and-mortar casino gaming in nine states with approximately 11,000 slot machines and video lottery terminals and 200 table games. Additional information about Churchill Downs Incorporated can be found online at www.churchilldownsincorporated.com.

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the receipt of regulatory approvals on terms desired or anticipated, unanticipated difficulties or expenditures relating to the proposed transaction, including, without limitation, difficulties that result in the failure to realize expected synergies, efficiencies and cost savings from the proposed transaction within the expected time period (if at all), our ability to obtain financing on the anticipated terms and schedule, disruptions of our or P2E’s current plans, operations and relationships with customers and suppliers caused by the announcement and pendency of the proposed transaction, our and P2E’s ability to consummate a sale-leaseback transaction with respect to the Hard Rock Sioux City on terms desired or anticipated, the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine and HRM manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to successfully expand our TwinSpires Sports and Casino business and effectively compete; inability to identify and complete expansion, acquisition or divestiture projects, on time, on budget or as planned; difficulty in integrating recent or future acquisitions into our operations; inability to identify and / or complete acquisitions, divestitures, development of new venues or the expansion of existing facilities on time, on budget, or as planned; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Press Contacts

Nick Zangari
Vice President, Treasury, Investor Relations & Risk Management

Tonya Abeln
Vice President, Corporate Communications

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