UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITY
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): July 18, 2006
(Exact
name of registrant as specified in its charter)
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Kentucky
(State
of incorporation)
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0-1469
(Commission
file number)
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61-0156015
(IRS
Employer Identification No.)
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700
Central Avenue, Louisville, Kentucky 40208
(Address
of principal executive offices)
(Zip
Code)
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(502) 636-4400
(Registrant’s
telephone number, including area
code)
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||
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:
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (18
CFR
230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
1.01. Entry into a Material Definitive Agreement.
Amendment
of Thomas H. Meeker’s Employment Agreement
On
July 18, 2006, Thomas H. Meeker, the President and Chief Executive
Officer of Churchill Downs Incorporated (the “Company”), and the Company entered
into a First Amendment (the “Amendment”) to his Employment Agreement, as Amended
and Restated as of December 31, 2005 (the “Amended and Restated Employment
Agreement”).
Pursuant
to the Amendment, Mr. Meeker will serve in the capacity of management
advisor and be available upon the reasonable request of the Company’s President
and Chief Executive Officer or his designee for advice and assistance regarding
strategic and industry-related matters and such other matters as may be
requested, effective as of August 14, 2006. Mr. Meeker will continue
to receive the financial benefits under his Amended and Restated Employment
Agreement. Mr. Meeker will further be entitled to a 2006 bonus without any
pro-ration due to diminished responsibilities. The bonus will otherwise be
calculable in accordance with the terms of the Company’s Incentive Compensation
Plan. Under the Amendment, Mr. Meeker will receive reimbursement for office
space for a period of 24 months in an amount not to exceed $1,200 per month.
The
Company will convey the furniture and equipment in his office to him.
Mr. Meeker will also receive a membership for two to Churchill Downs
Racetrack’s Turf Club as long as he or his wife is alive.
The
above
summary of the Amendment is qualified in its entirety by reference to the full
text of the Amendment, a copy of which is attached as Exhibit 10.1 to this
Current Report on Form 8-K, and the full text of Mr. Meeker’s Amended and
Restated Employment Agreement, a copy of which is attached as Exhibit 10.1
to the Company’s Form 8-K , filed by the Company on January 5, 2006, SEC
File No. 000-01469, each of which is incorporated by reference into this
Item 1.01.
Robert L.
Evans Employment Agreement
On
July
18, 2006, the Company entered into an employment agreement (the “Employment
Agreement”) with Robert L. Evans, who will replace Mr. Meeker as
President and Chief Executive Officer of the Company, and serve as a member
of
the Board of Directors of the Company (the “Board”), effective August 14,
2006. The Employment Agreement was approved by the Board. A description of
the
terms and conditions of the Employment Agreement is contained in Item 5.02
of this Form 8-K.
Item
5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
Effective
August 14, 2006, Mr. Meeker will resign from his position as President
and Chief Executive Officer of the Company and will resign as a member of the
Board. Mr. Meeker will continue as an employee in an advisory capacity
until the expiration of his Amended and Restated Employment Agreement, as
amended by the Amendment. Concurrent with receipt of Mr. Meeker’s
resignation, the Board named Mr. Evans as the new President and Chief
Executive Officer of the Company, and elected him to the Board as of
August 14, 2006.
Robert L.
Evans, Age 53
Mr. Evans
serves as the President of Tenlane Farm LLC, which he founded in 2004. From
2001
to 2004, he was Co-Founder & Managing Director of Symphony Technology
Group, a strategic holding company that invests in software and services
companies. Mr. Evans was President and Chief Operating Officer of Aspect
Development Inc., which was acquired by i2 Technologies in 2000. Prior
experience includes Managing Partner, Americas Supply Chain Practice at
Accenture Ltd. from 1993 to 1999, and Vice President, Customer Support at Mazda
Motor of America Inc. from 1990 to 1993.
The
Employment Agreement has an initial term of employment for three years, with
automatic one-year extensions (unless either party provides a written notice
not
to extend the term of employment at least 90 days prior to the then-current
expiration date). The Employment Agreement provides for earlier termination
under certain circumstances.
2
The
Employment Agreement provides for an annual base salary of $450,000, with
reviews for potential increase at the discretion of the Board. Mr. Evans will
be
first eligible to participate in the annual performance bonus plan for the
performance period commencing January 1, 2007, with his initial target
bonus opportunity for such period to be 75% of his base salary.
The
Employment Agreement further provides that Mr. Evans will receive the
following equity-based awards: (i) 65,000 restricted stock units representing
shares of the Company’s common stock, vesting quarterly over five (5) years,
with Mr. Evans entitled to receive the shares underlying the units (along with
a
cash payment equal to accumulated dividend equivalents beginning with the lapse
of forfeiture, plus interest at a 3% annual rate) six (6) months after
termination of employment; (ii) 90,000 restricted shares of the Company’s
common stock, with vesting contingent upon the Company’s common stock reaching
certain closing prices on Nasdaq for twenty (20) consecutive trading days;
(iii)
65,000 restricted shares of the Company’s common stock, vesting quarterly over
five (5) years, and contingent upon the Company’s common stock reaching a
certain closing price on Nasdaq for ten (10) consecutive trading days; and
(iv)
a stock option, vesting quarterly over three (3) years, to purchase an aggregate
of 130,000 shares of the Company’s common stock, with an exercise price equal to
the fair market value of a share of the Company’s common stock on the date of
grant.
In
the
event of a “change in control,” as defined in the Employment Agreement, during
Mr. Evans’ employment with the Company, he shall receive accelerated vesting of:
(i) fifty percent (50%) of the then-unvested restricted stock units granted
pursuant to the Employment Agreement,; (ii) fifty percent (50%) of the
then-unvested restricted shares granted pursuant to the Employment Agreement;
and (iii) fifty percent (50%) of the then-unvested stock options granted
pursuant to the Employment Agreement. The restricted stock units, restricted
shares and stock options that are subject to this accelerated vesting shall
be
taken pro-rata from each then-unvested tranche of the applicable award, and
the
remaining portion of each tranche shall vest according to the original terms
of
the applicable award agreement.
Mr. Evans
will be: (i) eligible to participate in any annual or long-term cash or
equity-based incentive plan or other arrangements of the Company, as exist
from
time to time; (ii) provided the opportunity to participate in the Company’s
qualified 401(k) profit-sharing plan and non-qualified deferred compensation
plan; and (iii) entitled to participation in the Company’s employee benefit
plans, programs and arrangements, and perquisite programs and arrangements,
if
any, on the same basis as generally provided to other similarly situated
executives of the Company. In addition, Mr. Evans will receive a special ground
transportation benefit as well as reimbursement of his attorney fees related
to
his entering into the Employment Agreement.
If
Mr. Evans’ employment is terminated by the Company other than for “cause,”
“disability,” or death, or if he resigns for “good reason” (as each term is
defined in the Employment Agreement), then Mr. Evans is entitled to the
following: (i) salary continuation through the end of the calendar quarter
in which termination of employment occurs; (ii) treatment of all equity-based
awards per the terms of the applicable plan or agreement; provided, however,
that vesting of any equity awards granted pursuant to the Employment Agreement
shall be calculated through the end of the calendar quarter in which termination
of employment occurs; and (iii) continuation of medical benefits through
the end of the calendar quarter in which termination of employment occurs;
provided, however, that such medical benefit shall be reduced or eliminated
to
the extent Mr. Evans receives similar benefits from a subsequent
employer.
If,
during the two-year period following a “change of control,” as defined in the
Employment Agreement, Mr. Evans is terminated by the Company other than for
“cause,” “disability,” or death, or if he resigns for “good reason,” then Mr.
Evans shall receive: (i) the same benefits just described above, and
(ii) full accelerated vesting of any then-unvested equity awards granted
pursuant to the Employment Agreement. In addition, if, following such a
termination, Mr. Evans’ benefits and payments constitute a parachute
payment under Section 280(G)(b)(2) of the Internal Revenue Code, which
would subject him to an excise tax under Section 4999 of the Internal
Revenue Code, Mr. Evans will be entitled to receive an additional tax
gross-up payment from the Company in an amount which, after imposition of all
federal, state and local income and excise taxes, is equal to the excise tax
on
all such payments received by Mr. Evans.
3
Under
his
Employment Agreement, Mr. Evans is bound by perpetual confidentiality and
proprietary information covenants and, during his employment and for a two
(2)
year period thereafter, is prohibited from competing with the Company,
soliciting or hiring its employees, or soliciting the Company’s customers or
vendors for the purpose of obtaining or receiving the same business as the
Company.
Item
8.01. Other Events.
On
July
19, 2006, the Company issued a press release, a copy of which is attached as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by
reference into this Item 8.01.
Item
9.01. Financial Statements and Exhibits.
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(c)
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Exhibits
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10.1
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First
Amendment to Employment Agreement as Amended and Restated as of
December 31, 2005 between Churchill Downs Incorporated and
Thomas H. Meeker
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| 99.1 |
Press
Release issued by Churchill Downs Incorporated, dated July 19,
2006
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SIGNATURE
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 thereunto,
duly authorized.
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CHURCHILL
DOWNS INCORPORATED
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July 19,
2006
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/s/Michael E. Miller
Michael
E. Miller
Executive
Vice President and Chief Financial Officer
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4
FIRST
AMENDMENT TO EMPLOYMENT AGREEMENT
AS
AMENDED AND RESTATED AS OF DECEMBER 31, 2005
This
is
the First Amendment (the “First Amendment”) dated July 18,2006, to the
Employment Agreement, as amended and restated as of December 31, 2005 (the
“Employment Agreement”), between Thomas H. Meeker (the “Executive”) and
Churchill Downs Incorporated (the “Company”).
WHEREAS,
the Board of Directors of the Company (the “Board”) has recruited a qualified
individual to serve in the capacity of President and Chief Executive Officer
of
the Company and August 14, 2006 is the proposed date for the new President
and
Chief Executive Officer to assume his responsibilities;
WHEREAS,
the Company and the Executive amended and restated the Employment Agreement
as
of December 31, 2005, to facilitate the transition process to a new President
and Chief Executive Office of the Company;
WHEREAS,
the Executive will submit to the Chairman of the Board the letter dated the
date
hereof and attached as Exhibit A, resigning as President and Chief Executive
Officer of the Company and as a Class I director of the Board;
WHEREAS,
the Executive will become a Director Emeritus as of the effective date of his
resignation from the Board;
WHEREAS,
the Executive and the Company wish to amend the Employment Agreement to
facilitate the transition process and to define the Executive’s responsibilities
between August 14, 2006 and March 13, 2007 (the expiration date of the
Employment Agreement and the date of the Executive’s retirement from the
Company).
NOW,
THEREFORE, IT IS HEREBY AGREED AS FOLLOWS:
1. Employment.
Section
1 of the Employment Agreement is amended by deleting the language in its
entirety and substituting the following language in its place:
Employment.
The
Company hereby employs the Executive, and the Executive hereby accepts
employment, in the capacity of management advisor. In this capacity, the
Executive shall be available upon the reasonable request of the Company’s
President and Chief Executive Officer or his designee for advice and assistance
regarding strategic and industry related matters and such other matters as
may
be requested by the Company’s President and Chief Executive Officer or his
designee. The Executive shall have no additional duties, responsibilities,
or
authorities. The Executive’s office shall be located at an off-site location
selected by the Executive. The Executive shall be responsible for any costs
of
such office in excess of $1,200.00 per month (including, without limiting,
costs
incurred in the ordinary course, such as utilities and cleaning services).
2. Change
in the Executive’s Title, Responsibilities and Office.
(a)
The
Executive expressly agrees that (w) the appointment of a new President and
Chief
Executive Officer of the Company, (x) the assignment to the Executive of
different responsibilities, (y) the removal of certain responsibilities from
the
Executive and (z) the relocation of the Executive’s office as contemplated in
Paragraph 1 of the Employment Agreement (as amended by Section 1 of this First
Amendment) [(w), (x), (y) and (z) are collectively referred to as the “Modified
Terms”] do not constitute a “Constructive Termination” under Paragraph 5.B(3) of
the Employment Agreement. The Executive hereby expressly waives, the right
to
terminate his employment by virtue of the Company’s Constructive Termination of
his employment under Paragraph 5.B(3) of the Employment Agreement.
(b)
To
effectuate the intent of Section 2(a) of this First Amendment, Paragraph 5.B(3)
of the Employment Agreement is hereby amended as follows:
| · |
Deleting
the language in clause (i) in its entirety; and
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| · |
Renumbering
clauses (ii) through (v) to read clauses (i) through
(vi).
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(c)
To
effectuate the intent of Section 2(a) of this First Amendment, Paragraph 5.A
of
the Employment Agreement is hereby amended as follows:
| · |
Deleting
the language in clause (i) in its entirety;
and
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| · |
Renumbering
clause (ii) to clause (i).
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3. Consideration.
In
consideration for this First Amendment, the Company shall provide the following
additional consideration to the Executive:
(a)
The
Company shall lease such office space for a period of 24 months from August
14,
2006, through August 14, 2008, in an amount not to exceed $1,200.00 per
month.
(b)
The
Company hereby conveys ownership to the Executive of the Company’s furniture and
equipment located in the Executive’s office at Churchill Downs Racetrack at 700
Central Avenue, Louisville, Kentucky, and set forth on Exhibit B to this
Agreement.
(c)
The
Company shall provide the Executive and his wife, Carol Meeker, membership
to
Churchill Downs Racetrack’s Turf Club so long the Executive or his wife is
alive.
(d)
The
Company shall provide to the Executive and his wife, Carol Meeker, two VIP
parking passes on the days of the running of the Kentucky Oaks and Kentucky
Derby, every year so long as one or more is alive.
2
(e)
During the remaining term of the Executive’s personal seat license agreement,
the Executive or his wife, Carol Meeker, makes a request to exchange their
personal seat license table on the fourth floor for a table located in the
Aristides Room or the Stakes Room of Churchill Downs Racetrack, the Company,
in
good faith, will give consideration to such a request. Such a request must
be
made on an annual basis and can include a request relating to the running of
the
Kentucky Derby, the Kentucky Oaks, Breeders’ Cup Championship Day, or any other
special events to which rights accrue under the personal seat license.
4. Bonus
for 2006 Performance.
It is
expressly understood that, in the event that the Board pays a bonus for 2006,
the Executive shall be entitled to such a bonus without any pro-ration due
to
diminished responsibilities following August 14, 2006. Said bonus shall be
calculated as provided in the Company’s Incentive Compensation Plan, in which
the Executive is a participant, and subject to and payable in accordance with
the provisions contained in such plan. However, the Executive shall not be
entitled to a pro rata annual bonus for the period of service from January
1,
2007 to March 13, 2007.
5. Consideration
of Restricted Stock Award.
The
Compensation Committee of the Board of Directors of the Company shall consider
making a restricted stock award to the Executive in conjunction with any 2006
restricted stock awards made to the Company’s executives under the Company’s
2004 Restricted Stock Plan.
6. Director
Emeritus Status.
Upon
his resignation from the Board, the Board shall designate the Executive as
a
Director Emeritus of the Board.
7. Full
Force and Effect.
All
other terms and conditions of the Employment Agreement remain unchanged and
in
full force and effect through the expiration or termination of the Employment
Agreement in accordance with its terms.
IN
WITNESS WHEREOF, the parties have executed this Agreement on the day and year
first above written.
CHURCHILL
DOWNS INCORPORATED “EXECUTIVE”
By:___/s/William
C. Carstanjen__________ ___/s/
Thomas H. Meeker_____
William
C. Carstanjen Thomas
H.
Meeker
Executive
Vice President, General
Counsel
and Chief Development
Officer
3
FOR
IMMEDIATE RELEASE Contact:
Julie
Koenig
Loignon
(502)
636-4502 (office)
(502)
262-5461 (mobile)
juliek@kyderby.com
CHURCHILL
DOWNS INCORPORATED NAMES ROBERT L. EVANS AS
COMPANY’S
NEW PRESIDENT AND CHIEF EXECUTIVE OFFICER
Proven
Business Leader with Strong Technology Background Joins Home of Kentucky
Derby
LOUISVILLE,
Ky. (July
19, 2006) - The
board
of directors of Churchill Downs Incorporated (NASDAQ: CHDN) (“CDI” or “Company”)
today named Robert L. Evans, a proven business leader with a background in
the
technology, manufacturing, private equity capital and Thoroughbred industries,
as CDI’s new president and chief executive officer. The announcement was made by
CDI Chairman Carl F. Pollard.
Evans
succeeds Thomas H. Meeker, who served as the Company’s top executive for 22
years. Evans will officially assume his new position on Aug. 14, at which time
Meeker will resign as president and chief executive officer and step down from
the Company’s board of directors. Meeker will continue to serve in an advisory
role through the end of his employment contract in March 2007. Evans will
assume
Meeker’s place on the CDI board.
Over
his
31-year career, Evans has distinguished himself as a leader in a variety of
industries, having held senior executive positions at Caterpillar Inc., Mazda
Motor of America Inc. and Accenture Ltd. More recently, Evans held top
leadership positions at international technology and private equity capital
companies, including Symphony Technology Group. Evans is also involved in the
Thoroughbred industry as president and founder of Tenlane Farm LLC, a 260-acre
commercial breeding operation in Woodford County, Ky. He has owned, bred and
raced Thoroughbreds for more than two decades.
In
announcing the appointment, Chairman Pollard said the board of directors
believes Evans possesses the right combination of leadership skills, business
savvy, versatility and passion for the sport of horse racing to successfully
lead CDI. “Bob has an impressive, results-driven record of growing revenues,
increasing operating efficiencies, developing management teams, and using
technology to deliver new products and services to customers,” said Pollard.
“He
has
created growth initiatives in several large companies and has worked with
numerous start-up businesses. He is a skilled business strategist who has
improved the performance of both large and small companies with which he has
been affiliated.
“Throughout
his career, Bob has successfully worked in the very areas where CDI is currently
focused: developing international markets, offering enhanced customer service
and deploying technology solutions. Bob understands how to use technology to
enable and transform a business while increasing shareholder value.
Additionally, he is a great team builder who is adept at identifying,
cultivating and upgrading human capital within organizations. He has
demonstrated creativity and flexibility in his management style and brings
a
fresh perspective to our Company and our industry. We are delighted to have
him
take the reins at this important time in CDI’s history.”
“It
is a
tremendous honor to be chosen to lead the nation’s premier horse racing
company,” said Evans, “and I want to thank Chairman Pollard and the CDI board of
directors for this fantastic opportunity. Under Tom Meeker’s leadership,
Churchill Downs Incorporated has grown from a single Kentucky-based racetrack
to
a half-billion dollar company with the strongest brand in the industry. I want
to build on that foundation. I look forward to this new professional challenge
and the responsibility that comes with it.
“The
horse racing industry faces many of the same challenges and holds many of the
same business opportunities that I have encountered in previous leadership
roles,” Evans continued. “Ultimately, we must find innovative, new ways to
engage and serve customers; we must think globally to expand our market
opportunities; and we must make decisions and execute at much faster speeds
than
in the past. CDI has already proven that it can be independently successful.
But
there are tremendous opportunities to leverage our Company’s success with the
success of other companies and organizations inside and outside the Thoroughbred
industry. I am eager to listen and learn, and I hope I can bring some new ideas
to the table.
“I
have
been involved in horse racing since I was a teenager, when my father owned
and
raced horses in Kentucky and Ohio. My brother, Tom Evans, has operated Trackside
Farm in Versailles, Ky., for more than 20 years and is well known in the
industry. To lead the company that is host to world-renowned events such as
the
Kentucky Derby, Arlington Million and numerous Breeders’ Cup World
Championships, including the Cup’s 23rd renewal this November at Churchill
Downs, is a once-in-a-lifetime opportunity and a real privilege for a lifelong
horse racing fan.”
Prior
to
moving to Kentucky at the end of 2003, Evans worked in Palo Alto, Calif., where
he served as managing director and was a co-founder of Symphony Technology
Group
(“STG”), a strategic holding company that invests in software and services
companies. At STG, Evans led investments in and served on the boards of many
portfolio companies, recruited and built management teams, and redefined and
implemented new business and marketing strategies. STG
was
founded in 2002, and today companies for which STG has provided investment
capital and strategic guidance have more than $1.2 billion in combined revenue
and approximately 7,000 employees worldwide.
Evans
has
also held the following leadership positions (see page 4 for a detailed career
summary): president and chief operating officer of Aspect Development Inc.;
managing partner of the Americas Supply Chain Practice for Accenture Ltd.;
vice
president of customer support for Mazda Motor of America Inc.; and founder
and
president of Caterpillar Logistics Services Inc.
Evans
serves as a board member for Aftermarket Technology Corp., and Tumri Inc.,
a
privately held Internet advertising company. The 53-year-old native of
Cincinnati, Ohio, holds a Bachelor of Arts degree in economics from MacMurray
College, and a Master of Arts degree in quantitative economics from Western
Illinois University.
As
part
of the employment relationship, the Company has awarded Mr. Evans a stock
option, vesting over three years, to purchase 130,000 shares of the Company
with
an exercise price equal to the fair market value of a share of the Company's
stock on the date of grant; 65,000 restricted stock units, vesting over five
years; and 155,000 shares of restricted stock, with 90,000 shares to vest upon
certain closing prices of the Company's stock and 65,000 shares to vest over
five years contingent upon a certain closing price of the Company's
stock.
A
news
conference regarding this announcement will be held today
at
10:30
a.m. EDT in
the Triple Crown Room at
Churchill Downs racetrack in Louisville, Ky. Media representatives should park
in the Preferred Lot off Central Avenue, enter the racetrack at Gate 1, and
proceed to the Jockey Club Suites elevators. The Triple Crown Room is located
on
the fifth floor of the Jockey Club Suites.
Media
representatives unable to attend the news briefing in Louisville may participate
in a teleconference scheduled for
noon
EDT
by
dialing (213)
785-2437. Video
of
Evans’ remarks during the Louisville news conference will be available at
approximately 2 p.m. EDT on the CDI Web site, www.churchillldownsincorporated.com.
Churchill
Downs Incorporated, headquartered in Louisville, Ky., owns and operates
world-renowned horse racing venues throughout the United States. CDI’s six
racetracks in Florida, Illinois, Indiana, Kentucky and Louisiana host many
of
North America’s most prestigious races, including the Kentucky Derby and
Kentucky Oaks, Arlington Million, Princess Rooney Handicap, Louisiana Derby
and
Indiana Derby. CDI racetracks have hosted six Breeders’ Cup World Thoroughbred
Championships. 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 Global Select Market under the symbol CHDN and can be found on the
Internet 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,”
“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; 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 and Louisiana
racetracks within those respective markets; 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; 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; the loss of
our
totalisator companies or their inability to provide us assurance of the
reliability of their internal control processes through Statement on Auditing
Standards No. 70 audits 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; the impact of natural
disasters, including Hurricanes Katrina, Rita and Wilma on our operations and
our ability to adjust the casualty losses through our property and business
interruption insurance coverage; any business disruption associated with a
natural disaster and/or its aftermath; and the volatility of our stock
price.
Robert
L. Evans - Career Summary
|
2004
to Present:
|
Tenlane
Farm LLC
Founder
and President
Thoroughbred
Breeding Operation
Woodford
County, Kentucky
|
|
2001
to 2004:
|
Symphony
Technology Group / The Valent Group
Co-Founder
and Managing Director / Managing Partner
Private
Equity Capital Firm
Palo
Alto, California / Redwood City, California
|
|
June
2000 to November 2000:
|
i2
Technologies Inc.
Chief
Operating Officer (during integration period)
Enterprise
Software
Dallas,
Texas
Aspect
Development was acquired by i2 Technologies in June
2000.
|
|
1999
to 2000:
|
Aspect
Development Inc.
President
and Chief Operating Officer
Enterprise
Software
Mountain
View, California
|
|
1993
to 1999:
|
Accenture
Ltd. (formerly Andersen Consulting)
Managing
Partner, Americas Supply Chain Practice
Business
Strategy Consulting
Chicago,
Illinois
|
|
1990
to 1993:
|
Mazda
Motor of America Inc.
Vice
President, Customer Support
Automotive
Sales and Service
Irvine,
California
|
|
1975
to 1990:
|
Caterpillar
Inc.
Construction,
Mining Equipment & Diesel Engine Manufacturer
Peoria,
Illinois
|
|
1986
to 1990
|
Founder
and President, Caterpillar Logistics Services, Inc.,
|
|
Parts
and Service Support Business Center Manager
|
|
|
1984
to 1986
|
Research
and Planning Manager
|
|
1982
to 1984
|
Operating
Systems Manager
|
|
1980
to 1982
|
Research
Supervisor
|
|
1978
to 1980
|
Parts
and Service Support Research Analyst
|
|
1975
to 1978
|
Economics
Analyst
|