Key Developments: Churchill Downs Inc (CHDN.O)
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Latest Key Developments (Source: Significant Developments)
Churchill Downs Inc To Acquire Oxford Casino In Oxford, Maine
Churchill Downs Inc announced that it has entered into a definitive purchase agreement to acquire Oxford Casino (Oxford) in Oxford, Maine, for total consideration of approximately $160 million, to be paid in cash. The transaction, which is dependent on the Company securing a gaming license from the Maine Gaming Control Board, and on other usual and customary closing conditions, is anticipated to close in the fourth-quarter of 2013. If certain closing conditions are not satisfied, the Company could be obligated to pay an $8 million termination fee. The property opened in June 2012 and completed an expansion of its gaming floor in early October 2012; thus, only limited actual financial data is available. Based on the Company's projections and Oxford's management team's budget, the Company expects that at closing the transaction price will represent a multiple of approximately 7 ½ times the property's then-trailing twelve month EBITDA (earnings before interest, taxes, depreciation and amortization.) The transaction is expected to be immediately accretive to earnings per share and provide annual free cash flow of approximately $12.5 million. The transaction will be funded through the Company's existing credit facility. While the acquisition is an equity transaction, for tax purposes it will be treated as an asset transaction which the Company expects will provide tax benefits that will effectively reduce the transaction price multiple. Full Article
Churchill Downs Inc Increases Annual Dividend For Shareholders
Churchill Downs Inc announced on November 20, 2012, an annual dividend of 72 cents per share on CDI's common stock, payable December 21, 2012, to shareholders of record on November 28, 2012. The Board of Directors also approved accelerating the typical January annual payment to December 21, 2012, to take advantage of the existing 2012 tax rates, due to the uncertainty over the tax rates that will be in effect in 2013. Full Article
Churchill Downs Inc to Acquire Riverwalk Casino and Hotel in Vicksburg, Miss
Churchill Downs Inc announced, October 5, 2012, that it has entered into a definitive purchase agreement to acquire Riverwalk Casino and Hotel (Riverwalk or Sellers) in Vicksburg, Miss., for total consideration of approximately $141 million, to be paid in cash. The transaction, which is contingent upon the Company securing a gaming license from the Mississippi Gaming Commission and other usual and customary closing conditions, is anticipated to close by the end of the year. If certain closing conditions are not satisfied, the Company could be obligated to pay a $7 million termination fee. Sidley Austin LLP is acting as legal advisor to the Company in this transaction. Macquarie Capital is acting as financial advisor and Perkins Coie, LLP is acting as legal advisor to the Sellers in this matter. Full Article
Delaware North Companies Gaming & Entertainment Announces Joint Venture With Churchill Downs Inc To Develop Video Lottery Terminal Facility And Racetrack In Ohio
Delaware North Companies Gaming & Entertainment, one of the gaming and racing operators in the country, and Churchill Downs Inc (CDI) announced their joint venture to purchase Lebanon Raceway in Lebanon, Ohio, and develop a new video lottery terminal (VLT) facility with up to 2,500 VLTs and a harness racetrack. Through a joint venture agreement, Delaware North Companies Gaming & Entertainment and CDI have formed a new company, Miami Valley Gaming & Racing, LLC (Miami Valley Gaming), to manage the development and operation of the VLT facility and racetrack. Miami Valley Gaming has entered into an asset purchase agreement 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 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. Delaware North Companies Gaming & Entertainment and CDI hope to begin construction of the new facility this year, with completion scheduled for the fall of 2013. Full Article
Churchill Downs Inc Acquires Assets Of Bluff Media
Churchill Downs Inc announced that it acquired the assets of Bluff Media, an Atlanta-based multimedia poker content, brand and publishing company. Terms of the sale were not disclosed. Bluff Media's assets include: the poker periodical, BLUFF Magazine; BLUFF Magazine's online counterpart, BluffMagazine.com; ThePokerDB, a comprehensive online database and resource that tracks and ranks the performance of poker players and tournaments; A variety of blogs, forums, news and editorial content, and tournament and player rankings designed to serve the content interests of poker enthusiasts throughout the United States; and Various URL's, including Bluff.com and BluffPoker.com. Full Article
Churchill Downs Inc. Increases Annual Dividend
Churchill Downs Inc. announced that it has declared an annual dividend of $0.60 per share on CDI's common stock, payable January 23, 2012, to shareholders of record on December 30, 2011. Full Article
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