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BCS

Current Report · Items 7.01, 9.01 · 8-K

Churchill Downs, Incorporated

CHDNNASDAQEQUITYCurrent

Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On July 14, 2025, Churchill Downs Incorporated (the “Company”) announced that it had entered into definitive agreements to acquire 90% of the outstanding equity interests of PPE Casino Resorts NH Holdings, LLC in Salem, New Hampshire (known as “Casino Salem”), for total consideration of $180 million in cash (the “Salem Transaction”), subject to certain purchase price adjustments.…

Filed Jul 14, 2025Accepted Jul 14, 2025, 5:07 PM EDTCIK 20212Accession 0000020212-25-000092
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Company context

Churchill Downs Incorporated (“CDI”) (Nasdaq: CHDN) has created extraordinary entertainment experiences for over 150 years, beginning with the Company’s most iconic and enduring asset, Churchill Downs Racetrack, the home of the Kentucky Derby and premier races of the Thoroughbred Championship Series. Headquartered in Louisville, Kentucky, CDI has expanded through the acquisition, development, and operation of live and historical racing entertainment venues, the growth of the online wagering businesses, and the acquisition, development, and operation of regional casino gaming properties. https://www.churchilldownsincorporated.com/

Current securities

Recent company filings

  1. Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · Regulation FD DisclosureSep 28, 2026
  2. SCHEDULE 13G - filed by VANGUARD CAPITAL MANAGEMENT LLC regarding Churchill Downs IncJul 31, 2026
  3. 10-Q filingJul 29, 2026
  4. Results of Operations and Financial ConditionJul 29, 2026
  5. Other EventsJul 29, 2026

Disclosure sections

Items 7.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On July 14, 2025, Churchill Downs Incorporated (the “Company”) announced that it had entered into definitive agreements to acquire 90% of the outstanding equity interests of PPE Casino Resorts NH Holdings, LLC in Salem, New Hampshire (known as “Casino Salem”), for total consideration of $180 million in cash (the “Salem Transaction”), subject to certain purchase price adjustments. Casino Salem is located at The Mall at Rockingham Park which is approximately 30 minutes from downtown Boston. Pursuant to the Salem Transaction, CDI will assume responsibility for the development of a charitable gaming, entertainment and dining destination featuring historical horse racing machines. The Salem Transaction will be comprised of (i) CDI’s purchase of the 51% ownership stake in Casino Salem held by The Cordish Companies and (ii) CDI’s purchase of 39% of the total outstanding equity of Casino Salem from F&L Gaming, LLC, an entity owned by Southern New Hampshire developers and civic leaders, Joe Faro and Sal Lupoli. Following the Salem Transaction, Faro and Lupoli combined will maintain ownership of 10% of Casino Salem, and will continue to provide their local expertise, which is central to the efforts to complete the development of this new venue. A copy of the press release announcing the Salem Transaction is furnished hereto as Exhibit 99.1. The information provided pursuant to this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 99.1 Press Release, dated July 14, 2025, issued by Churchill Downs Incorporated 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
Filed exhibits (1)
EX-99.1 (by filename) ex991.htm

EX-99.1 2 ex991.htm EX-99.1 ex991 FOR IMMEDIATE RELEASE Investor Contact: Sam Ullrich Media Contact: Tonya Abeln (502) 638-3906 (502) 386-1742 Sam. Ullrich@kyderby.com Tonya. Abeln@kyderby.com Churchill Downs Incorporated Announces Definitive Agreements to Acquire a Majority of Casino Salem Project in New Hampshire Louisville, KY., (July 14, 2025) - Churchill Downs Incorporated (Nasdaq: CHDN) (the “Company”, “CDI”, “we”) announced today that it has signed definitive agreements to acquire a majority of the outstanding equity interests (the “Salem Transaction”) of a Salem, New Hampshire joint venture (“Casino Salem”) with the right to develop a charitable gaming, entertainment and dining destination featuring historical horse racing machines (“HRMs”). Casino Salem is located at The Mall at Rockingham Park, which is approximately 30 minutes from downtown Boston. Prominent local developers Joe Faro and Sal Lupoli will maintain ownership in Casino Salem, ensuring their experience remains central to the development and future success of this new venue. The initial phase of Casino Salem opened on July 9th with approximately 100 HRMs and 13 live table games. Over the coming months, CD…

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