Churchill Downs Incorporated Joint Venture Removes Closing Condition in Purchase Agreement for Lebanon Raceway
September 18 2012 - 5:00PM
Churchill Downs Incorporated ("CDI") announced today, Tuesday,
September 18, 2012, that its joint venture with Delaware North
Companies Gaming & Entertainment is removing the closing
condition requiring the resolution of any gaming-based litigation
in its purchase agreement for Lebanon Raceway. The joint
venture, Miami Valley Gaming & Racing, LLC, is pursuing the
development of a new video lottery terminal and harness track in
southwest Ohio.
The sale is still contingent upon the approval of
the venture's applications to the Ohio Lottery Commission and the
Ohio State Racing Commission, submitted in July of this year and
still under review, as well as other customary closing conditions.
Miami Valley Gaming & Racing, LLC hopes to begin
construction of the new facility this year, with completion
scheduled for the first half of 2014.
Miami Valley Gaming & Racing, LLC entered into
an asset purchase agreement in March of this year, through which it
intends to acquire the harness racing licenses and certain assets
held by Lebanon Trotting Club Inc. (controlled by the Carlo family)
and Miami Valley Trotting Inc. (controlled by the Nixon family).
These two entities currently conduct harness racing at Lebanon
Raceway at the Warren County Fairgrounds. Miami Valley Gaming &
Racing, LLC intends to acquire these assets for an aggregate
purchase price of $60 million—$10 million paid in cash with a $50
million promissory note delivered at closing. An additional $10
million could be paid to the sellers if certain conditions are met
with respect to the performance of the VLT facility over time.
About Churchill Downs
Incorporated
Churchill Downs Incorporated ("CDI") (Nasdaq:CHDN),
headquartered in Louisville, Ky., owns and operates the
world-renowned Churchill Downs Racetrack, home of the Kentucky
Derby and Kentucky Oaks, as well as racetrack and casino operations
and a poker room in Miami Gardens, Fla.; racetrack, casino and
video poker operations in New Orleans, La.; racetrack operations in
Arlington Heights, Ill.; and a casino resort in Greenville, Miss.
CDI also owns the country's premier account-wagering company,
TwinSpires.com, and other advance-deposit wagering providers; the
totalizator company, United Tote; Bluff Media, an Atlanta-based
multimedia poker content, brand and publishing company; and a
collection of racing-related telecommunications and data companies.
Information about CDI can be found online at
www.churchilldownsincorporated.com.
Information set forth in this news release contains
various "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. The Private Securities Litigation Reform Act
of 1995 (the "Act") provides certain "safe harbor" provisions for
forward-looking statements. All forward-looking statements made in
this Quarterly Report on Form 10-Q are made pursuant to the Act.
The reader is cautioned that such forward-looking statements are
based on information available at the time and/or management's good
faith belief with respect to future events, and are subject to
risks and uncertainties that could cause actual performance or
results to differ materially from those expressed in the
statements. Forward-looking statements speak only as of the date
the statement was made. We assume no obligation to update
forward-looking information to reflect actual results, changes in
assumptions or changes in other factors affecting forward-looking
information. Forward-looking statements are typically identified by
the use of terms such as "anticipate," "believe," "could,"
"estimate," "expect," "intend," "may," "might," "plan," "predict,"
"project," "hope," "should," "will," and similar words, although
some forward-looking statements are expressed differently. 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 that could
cause actual results to differ materially from expectations
include: the effect of global economic conditions, including any
disruptions in the credit markets; a decrease in consumers'
discretionary income; the effect (including possible increases in
the cost of doing business) resulting from future war and terrorist
activities or political uncertainties; the overall economic
environment; the impact of increasing insurance costs; the impact
of interest rate fluctuations; the effect of any change in our
accounting policies or practices; the financial performance of our
racing operations; the impact of gaming competition (including
lotteries, online gaming and riverboat, cruise ship and land-based
casinos) and other sports and entertainment options in the markets
in which we operate; our ability to maintain racing and gaming
licenses to conduct our businesses; the impact of live racing day
competition with other Florida, Illinois and Louisiana racetracks
within those respective markets; the impact of higher purses and
other incentives in states that compete with our racetracks; costs
associated with our efforts in support of alternative gaming
initiatives; costs associated with customer relationship management
initiatives; a substantial change in law or regulations affecting
pari-mutuel and gaming activities; a substantial change in
allocation of live racing days; changes in Kentucky, Florida,
Illinois or Louisiana law or regulations that impact revenues or
costs of racing operations in those states; the presence of
wagering and gaming operations at other states' racetracks and
casinos near our operations; our continued ability to effectively
compete for the country's horses and trainers necessary to achieve
full field horse races; our continued ability to grow our share of
the interstate simulcast market and obtain the consents of
horsemen's groups to interstate simulcasting; our ability to enter
into agreements with other industry constituents for the purchase
and sale of racing content for wagering purposes; our ability to
execute our acquisition strategy and to complete or successfully
operate planned expansion projects; our ability to successfully
complete any divestiture transaction; market reaction to our
expansion projects; the inability of our totalisator company,
United Tote, to maintain its processes accurately or keep its
technology current; our accountability for environmental
contamination; the ability of our online business to prevent
security breaches within its online technologies; the loss of key
personnel; the impact of natural and other disasters on our
operations and our ability to obtain insurance recoveries in
respect of such losses (including losses related to business
interruption); our ability to integrate any businesses we acquire
into our existing operations, including our ability to maintain
revenues at historic levels and achieve anticipated cost savings;
the impact of wagering laws, including changes in laws or
enforcement of those laws by regulatory agencies; the outcome of
pending or threatened litigation; changes in our relationships with
horsemen's groups and their memberships; our ability to reach
agreement with horsemen's groups on future purse and other
agreements (including, without limiting, agreements on sharing of
revenues from gaming and advance deposit wagering); the effect of
claims of third parties to intellectual property rights; and the
volatility of our stock price.
CONTACT: Courtney Yopp Norris
(502) 636-4564
Courtney.Norris@kyderby.com
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