UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) of the
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): September 13,
2005
(Exact
name of registrant as specified in its charter)
|
Kentucky
|
0-1469
|
61-0156015
|
|
(State
or other jurisdiction of incorporation or organization)
|
(Commission
File Number)
|
(IRS
Employer
Identification
No.)
|
700
Central Avenue, Louisville, Kentucky 40208
(Address
of principal executive offices)
(Zip
Code)
(502)
636-4400
(Registrant's
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the
appropriate box below if the Form 8-K is intended to simultaneously satisfy
the
filing obligation of the registrant under any of the following
provisions:
|
[
]
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
|
[
]
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
[
]
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
|
[
]
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Page
1
CHURCHILL
DOWNS INCORPORATED
INDEX
|
Item
7.01
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Regulation
FD Disclosure
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|
On
September 13, 2005, Churchill Downs Incorporated issued a press release
announcing, among other things, that it had reached a preliminary
arrangement with the Louisiana Horsemen’s Benevolent and Protective
Association on details for a shortened Fair Grounds race meet. A
copy of
the press release is attached as Exhibit 99.1 to this Current Report
on
Form 8-K.
|
|
|
Item
9.01
|
Financial
Statements and Exhibits
|
| (c) Exhibits | |
| 99.1 | Press release issued by Churchill Downs Incorporated, dated September 13, 2005. |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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CHURCHILL
DOWNS INCORPORATED
|
|
|
September
15, 2005
|
/s/ Thomas H. Meeker |
|
Thomas
H. Meeker
President
and Chief Executive Officer
|
Page 2
|
FOR
IMMEDIATE RELEASE
|
Contact:
Julie Koenig Loignon
|
|
(502)
636-4502 (office)
|
|
|
(502)
262-5461 (mobile)
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|
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juliek@kyderby.com
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CHURCHILL
DOWNS INCORPORATED REACHES PRELIMINARY ARRANGEMENT WITH LOUISIANA HORSEMEN
ON
DETAILS FOR SHORTENED FAIR GROUNDS RACE MEET
LOUISVILLE,
Ky., (Sept. 13, 2005) - Churchill
Downs Incorporated (“CDI” or “Company”) (Nasdaq: CHDN) today announced that the
Company had reached a preliminary arrangement with the leadership of the
Louisiana Horsemen’s Benevolent and Protective Association (“LAHBPA”) on details
for a shortened Fair Grounds race meet from Nov. 19, 2005, to Jan. 22, 2006,
for
a total of 37 race dates.
Under
the
preliminary arrangement, the 37 Fair Grounds race dates would be conducted
at
Harrah’s Louisiana Downs in Bossier City, La. As previously announced, CDI has
determined that it is not feasible to conduct Fair Grounds’ 2005-2006 racing
season at its historic venue in New Orleans, La., due to damage and the
surrounding devastation caused by Hurricane Katrina. Fair Grounds was scheduled
to conduct 83-days of live racing in New Orleans.
The
preliminary arrangement would require a number of Quarter Horse race dates,
currently scheduled for Oct. 28 to Nov. 27 at Harrah’s Louisiana Downs, to be
shifted to Evangeline Downs in Opelousas, La., thereby extending Evangeline
Downs’s Quarter Horse meet. The preliminary arrangement is subject to acceptance
by Harrah’s Louisiana Downs and Evangeline Downs, as well the Louisiana Horse
Racing Commission and state officials.
“We
are
pleased to come to terms with our Louisiana horsemen on a preliminary
arrangement that would allow the important tradition of Fair Grounds racing
to
go forward, despite the considerable challenges created by Hurricane Katrina
and
its aftermath,” said Andrew G. Skehan, CDI’s executive vice president and chief
operating officer. “There are a number of issues to resolve, including how we
would staff and manage a Fair Grounds race meet at Harrah’s Louisiana Downs, and
it will take some time to work through those details.
“We
look
forward to working with the LAHBPA, Harrah’s Louisiana Downs, Evangeline Downs,
the Louisiana Horse Racing Commission and state officials on a final agreement,”
said Skehan. “Our ability to work cooperatively and put the industry’s best
interests above our own will send an important message to our customers - and
to
countless Gulf Coast residents affected by this terrible storm - that Fair
Grounds racing will go on.”
The
preliminary arrangement includes projected average daily purses of $270,000
and
a limited stakes schedule, including a Jan. 14, 2006, “marquee” stakes day with
four events: the Grade III Risen Star Stakes, Silverbulletday Stakes (GII),
Bayou Breeders’ Cup Handicap (GIII) and Duncan F. Kenner Breeders’ Cup Handicap.
The 14th
running
of Louisiana Champions Day, featuring a total of 10 stakes events for
Louisiana-bred Quarter Horses and Thoroughbreds would be scheduled for Dec.
10,
while the New Orleans Handicap (GII) would be tentatively scheduled for Jan.
7.
-MORE-
Churchill
Downs Incorporated Reaches Preliminary Agreement with Louisiana Horsemen
on
Details for Shortened Fair Grounds Race Meet
Page
2
of
2
Sept.
13,
2005
Under
the
preliminary arrangement, two of Fair Grounds’ signature events, the Louisiana
Derby (GII) and Fair Grounds Oaks (GII) would be put on hiatus for one year.
A
revised Fair Grounds condition book and stakes schedule will be released once
a
final agreement for a shortened Fair Grounds race meet has been accepted by
CDI,
Louisiana horsemen, the LHRC, state officials and the Louisiana racetracks
involved.
“We
are
happy to have reached a preliminary arrangement that makes it possible for
Fair
Grounds’ legacy to continue, while providing important winter race dates for
Louisiana horsemen,” said LAHBPA President Sean Alfortish. “We also extend our
sincere thanks to the management teams at Harrah’s Louisiana Downs and
Evangeline Downs for considering this preliminary arrangement and offering
to be
part of a solution that will benefit horse racing throughout our state. We
look
forward to reaching consensus with our industry partners - and to putting on
a
competitive race meet at a host site.”
Churchill
Downs Incorporated, headquartered in Louisville, Ky., owns and operates
world-renowned horse racing venues throughout the United States. The Company’s
racetracks in California, Florida, Illinois, Indiana, Kentucky and Louisiana
host 121 graded-stakes events and many of North America’s most prestigious
races, including the Kentucky Derby and Kentucky Oaks, Hollywood Gold Cup and
Arlington Million. CDI racetracks have hosted nine Breeders’ Cup World
Thoroughbred Championships - more than any other North American racing company.
CDI also owns off-track betting facilities and has interests in various
television production, telecommunications and racing services companies that
support CDI’s network of simulcasting and racing operations. CDI trades on the
Nasdaq National Market under the symbol CHDN and can be found on the Internet
at
www.churchilldownsincorporated.com.
This
news release contains forward-looking statements made pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
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,”
“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 our expectations
include: the effect of global economic conditions; the effect (including
possible increases in the cost of doing business) resulting from future war
and
terrorist activities or political uncertainties; the 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 and riverboat, cruise ship and land-based casinos) and
other sports and entertainment options in those markets in which we operate;
the
impact of live racing day competition with other Florida, Louisiana and
California racetracks within those respective markets; costs associated with
our
efforts in support of alternative gaming initiatives; costs associated with
our
Customer Relationship Management initiatives; a substantial change in law or
regulations affecting our pari-mutuel and gaming activities; a substantial
change in allocation of live racing days; litigation surrounding the Rosemont,
Illinois, riverboat casino; changes in Illinois law that impact revenues of
racing operations in Illinois; a decrease in riverboat admissions subsidy
revenue from our Indiana operations; the impact of an additional Indiana
racetrack and its wagering facilities near our operations; our continued ability
to effectively compete for the country’s top horses and trainers necessary to
field high-quality horse racing; our continued ability to grow our share of
the
interstate simulcast market; our ability to execute our acquisition strategy
and
to complete or successfully operate planned expansion projects; our ability
to
successfully complete any divestiture transaction; our ability to adequately
integrate acquired businesses; market reaction to our expansion projects; any
business disruption associated with our facility renovations; the loss of our
totalisator companies or their inability to provide adequate reliance on their
internal control processes through SAS 70 reports or to keep their technology
current; the need for various alternative gaming approvals in Louisiana; our
accountability for environmental contamination; the loss of key personnel and
the volatility of our stock price.
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END
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