LOUISVILLE, Ky., April 13, 2022 (GLOBE NEWSWIRE) — Churchill Downs Incorporated (“CDI” or the “Company”) (NASDAQ:CHDN) today announced that CDI successfully closed an amendment of its senior secured credit agreement (the “Credit Agreement Amendment”) to extend the maturity date of its existing revolving credit facility to 2027 and to increase the commitments under the existing revolving credit facility from $700 million to $1,200 million (the “Revolver”). The Credit Agreement Amendment also provides for a senior secured delayed draw term loan A credit facility due 2029 in the amount of $800 million (the “Delayed Draw Term Loan A”) and makes certain other changes to its existing credit agreement. The interest rate applicable to borrowings on the Revolver and Delayed Draw Term Loan A will be SOFR-based plus a spread, determined by CDI’s total net leverage ratio. CDI also successfully closed the previously announced offering of $1,200 million in aggregate principal amount of its 5.750% senior notes due 2030 (the “Notes”).
The Credit Agreement Amendment and the offering of the Notes are part of the financing for the proposed acquisition by CDI of substantially all of the assets of Peninsula Pacific Entertainment LLC (“P2E”), a Delaware limited liability company (the “Acquisition”). The borrowing of the Delayed Draw Term Loan A is subject to satisfaction of certain conditions, including, without limitation, the consummation of the Acquisition. The proceeds of the offering of the Notes were placed in escrow pending satisfaction of certain conditions, including, without limitation, the consummation of the Acquisition.
Upon satisfaction of the escrow conditions and delayed draw borrowing conditions, CDI intends to use borrowings under the Revolver and Delayed Draw Term Loan A, together with, the net proceeds from the offering of the Notes, to (i) finance the consummation of the Acquisition and (ii) pay related transaction fees and expenses. Proceeds of the Revolver may also be used by CDI and its subsidiaries from time to time for general corporate purposes.
The offer and sale of the Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws and may not be offered or sold within the United States to, or for the benefit of, U.S. persons (as defined in Regulation S) except in transactions exempt from, or not subject to, the registration requirements of the Securities Act. Accordingly, the Notes were …