CDI Signs Agreement to Buy Ellis Park

Churchill Downs Incorporated announced that it has signed a definitive agreement to acquire Ellis Park Racing & Gaming 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, also features a gaming facility venue with approximately 300 historical racing machines.

“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.”

The closing of the transaction is contingent upon approval by the Kentucky Horse Racing Commission. 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.”

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CDI Aims to Nearly Double Colonial’s Race Dates

By 2026, the gaming corporation that owns Colonial Downs is aiming to nearly double the amount of racing at the turf-centric Virginia track, potentially expanding the current boutique-styled summer race meet from 27 to 50 dates.

That news was revealed Thursday morning by Bill Carstanjen, the chief executive officer of Churchill Downs, Inc. (CDI), who briefly mentioned the dates increase during a public quarterly earnings conference call with investment bankers.

The reason has everything to do with CDI's gaming revenue and apparently very little do with the overall scope of the region's racing.

Almost as an aside during a larger discussion about CDI's in-progress acquisition of Colonial and its network of gaming businesses, Carstanjen said that CDI is “working on plans to enhance the racing” as the result of a corporate strategy to maximize the number of historical horse racing machines (HRMs) that it can operate at various locations in the state.

“Based on Virginia law, we will be required to run one race date for every 100 HRMs that are operational in the state, up to the 5,000 HRMs we are currently authorized,” Carstanjen said.

“Colonial Downs will hold 27 race dates this year in conjunction with the approximately 2,700 HRM machines now deployed. Over the next two to four years we expect to grow to up to 50 race dates as we reach 5,000 HRMs,” Carstanjen said.

An expansion of the racing schedule by that magnitude would almost certainly create horse availability strains in a region of the country that is geographically thick with competing tracks, but has a strong recent history of cooperation so as not to cannibalize the overall mid-Atlantic Thoroughbred product.

Frank Petramalo Jr., the executive director of the Virginia Horsemen's Benevolent and Protective Association, told TDN in a phone interview that he hadn't heard Carstanjen's comments, but he knew that the Virginia law allows for that level of race dates expansion.

Even though owners and trainers generally welcome the prospect of increased race dates, Petramalo urged restraint for the sake of the overall circuit.

“What I've said to both Bill Carstanjen and to [CDI president] Bill Mudd, our goal has always been to have a rational program within mid-Atlantic racing,” Petramalo said. “We were thinking that something smaller than [50 dates at Colonial] would fit in the mid-Atlantic. I certainly could change my mind, but I told both Bills that it's important to continue a cooperative relationship between Virginia and Maryland and Delaware [and] certainly Pennsylvania.”

Petramalo continued: “We have a lot of racing [in the region] and a diminishing number of horses. We think the way to success is to try to rationalize racing programs. Now I know that's an anathema to just about every state, but you can't keep running over other race meets. It just doesn't make any sense.”

After being closed for six years, Colonial reopened under new management in 2019, ushering in the HRM-fueled purse era in Virginia and carving out a reputation as an independent “comeback” track.

Petramalo said that earlier in Colonial's history, it had a contract with Maryland tracks that called for Maryland racing to shut down in June and July while Colonial ran unopposed. In turn, Colonial did not seek to expand its schedule beyond that agreed-upon time frame.

“Even after Colonial bought out that contract, we still had a cooperative relationship. We weren't running against each other,” Petramalo explained.

“Sure, we'd like to race 50 days,” Petramalo continued. “But it has to make economic sense to do that. Right now we don't really compete with Maryland because we race Monday, Tuesday, Wednesday, and they race weekends. We still have a lot of people going back and forth, and we both prosper that way.”

CDI owns four other Thoroughbred tracks nationwide–Churchill Downs, Turfway Park, Fair Grounds and Presque Isle Downs–and is in the process of receiving regulatory approvals so it can close the $2.4-billion Colonial sale. But beyond its presence at Presque Isle, the gaming corporation is a new player to the traditionally cooperative mid-Atlantic racing region.

Recent history begs the question of whether CDI can play nicely with its neighbors and horsemen.

Under CDI's stewardship this century, the gaming corporation has purchased and then closed down three major racetracks: Hollywood Park, Calder Race Course and Arlington International Racecourse. Its shutdown of Arlington last year capped a decade-long series of acrimonious relations with horsemen, and CDI is still being litigated in federal court over a $775,000 purse account dispute.

“We continue to analyze where to deploy additional HRMs in Virginia,” Carstanjen said during the July 28 call. “We are prioritizing locations based on population, disposable income, and likelihood of being able to pass a local referendum allowing for HRMs in the specified locations. We will provide updates on future earnings calls.”

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Churchill’s Paddock to be Expanded by 2024 Derby

Churchill Downs Inc. (CDI) will launch a $185- to $200-million redesign of the paddock that will be in place for the 150th GI Kentucky Derby in 2024. The “Paddock Project,” a massive expansion and redevelopment, is the final phase of CDI's three-year capital investment plan.

The transformation will increase the current 5,000 square feet of guest space to 12,000 square feet, update the capacity inside the paddock from 1,000 to 2,400 people, and add various club spaces and seating, including 3,612 new premium reserved seats and 3,250 new standing room-only tickets. In addition, the current paddock configuration blocks views of the twin spires from the entrance gate, while the new design will give better visibility.

“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.”

Construction will begin after Churchill's spring meet and will accommodate future live racing dates. The massive transformation of the paddock follows the $44.5-million Homestretch Club project that is set to debut this year during Derby Week and the $89.2-million Turn 1 Experience that will open next year.

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CDI to Abandon Online Sports Betting

Bill Carstanjen, the chief executive officer of Churchill Downs, Inc. (CDI), said during a quarterly conference call with investors Feb. 24 that after only a brief foray into online sports betting, the gaming corporation plans to phase out operating in that sector by mid-2022.

“When the U.S. Supreme Court overturned the federal ban on sports betting in May of 2018, we had high hopes for the potential to build a profitable business in this space,” Carstanjen said. “Our initial strategy was to leverage a variable cost technology model and be disciplined in our marketing spend with a focus on bottom-line profitability as states legalized online sports wagering and iGaming.

“We have profitable retail sports books in four of our casinos,” Carstanjen said. “However, the online sports betting and online casino space is highly competitive with an ever-increasing number of participants that the states have licensed. Many are pursuing maximum market share in every state with limited regard for short-term or potentially even long-term profitability.

“Because we do not see for us a path in which this business model delivers predictable and acceptable margins for at least several years, if ever, we have decided to exit the business-to-customer online sports betting and iGaming space over the next six months…

“We are always committed to building long-term value for our shareholders. And consistent with this commitment, when we see that an investment is not progressing as we had planned, we will redeploy the resources and capital to other growth projects or return the capital to our shareholders,” Carstanjen said. “We have proven with our past decisions that we are willing to walk away from businesses where we do not see a secure enough path to consistent profitable growth with an acceptable return for our shareholders.”

The Thoroughbred industry is painfully aware of the gaming corporation's previous decisions to abandon aspects of its business. Under CDI's stewardship, horse racing has ceased over the past decade at Hollywood Park in California and Calder Race Course in Florida. A sale is in currently the works to turn historic Arlington International Racecourse near Chicago into a football stadium.

CDI currently owns four active Thoroughbred tracks (Churchill Downs, Turfway Park, Fair Grounds and Presque Isle Downs). Because of its recent history of shuttering racetracks, an announcement by CDI earlier this week that it intended to acquire Colonial Downs and its Virginia gaming properties drew widespread social media chatter among racing industry participants and fans, with skepticism and concerns for Colonial's future far outnumbering comments that considered the deal to be a positive one for the sport.

“This isn't the result we wanted when we started [online sports betting] back in late 2018, but it is the prudent next step forward for our company,” Carstanjen said. “We remain absolutely committed and excited about TwinSpires Horse Racing as its top line, bottom line, and margins continue to demonstrate that this is a special online business with a sustainable, scalable and unique business model that delivers profitable growth today just as it has since we started the business well over a decade ago.”

At a later point in the call when investment analysis were permitted to ask questions, Carstanjen responded this way to one query about the decision to exit online sports betting:

“[G]ambling ultimately is a margin-driven business, and you have to set up your teams and you have to set up your processes to guarantee that you can drive margins. We can do that with TwinSpires Horse Racing, but we just don't see that for us in the broader online segment. So, we'll keep watching that business over time. We'll watch the others that are in it. And we'll see where the future takes that space.”

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