Churchill Downs Incorporated Announces Proposed Offering of $250 Million of Senior Notes Due 2021

Churchill Downs Incorporated Announces Proposed Offering of $250 Million of
Senior Notes Due 2021

LOUISVILLE, Ky., Dec. 9, 2013 (GLOBE NEWSWIRE) -- Churchill Downs Incorporated
(CDI) (Nasdaq:CHDN) announced today that it intends to offer, subject to
market and customary conditions, $250 million in aggregate principal amount of
senior notes due 2021 in a private offering that is exempt from registration
under the Securities Act of 1933, as amended (the "Securities Act"). The notes
will be senior unsecured obligations of CDI and will be guaranteed by each of
CDI's domestic subsidiaries that guarantee its senior secured credit facility.

CDI expects to use the net proceeds from the offering to repay a portion of
its outstanding borrowings, and accrued and unpaid interest outstanding under
its senior secured credit facility, including fees and expenses incurred in
connection with the foregoing.

The notes and related guarantees are being offered only to qualified
institutional buyers in reliance on Rule 144A under the Securities Act or,
outside the United States, to persons other than "U.S. persons" in compliance
with Regulation S under the Securities Act. The notes and related guarantees
have not been registered under the Securities Act or the securities laws of
any other jurisdiction and may not be offered or sold in the United States
absent registration or an applicable exemption from the registration

This press release is issued pursuant to Rule 135c of the Securities Act, is
for informational purposes only and shall not constitute an offer to sell nor
the solicitation of an offer to buy the notes or any other securities. The
offering of the notes is not being made to any person in any jurisdiction in
which the offer, solicitation or sale is unlawful. The offering has not been
approved by any gaming regulatory authority having jurisdiction over any of
CDI's casino operations.

Churchill Downs Incorporated
William Mudd, (502) 636-4410
Executive Vice President and Chief Financial Officer
Michael Anderson, (502) 636-4492
Vice President, Corporate Finance and Treasurer

Cautionary Statement Regarding Forward-Looking Statements

This press release may contain forward-looking statements, which can be
identified by the use of words such as "anticipates," "intends," "plans,"
"seeks," "believes," "estimates," "expects", "projects," "may," "will" or
"should" or the negative or other variation of these or similar words, or by
discussions of strategy or risks and uncertainties, and similar references to
future periods. These statements are based on management's current
expectations and assumptions about the industries in which CDI operates.
Forward-looking statements are not guarantees of future performance and are
subject to significant risks and uncertainties that may cause actual results
or achievements to be materially different from the future results or
achievements expressed or implied by the forward-looking statements.These
risks and uncertainties include, but are not limited to, the risks and
uncertainties related to the capital markets generally and whether CDI will
offer the notes or consummate the offering, the anticipated terms of the
notes, the anticipated use of proceeds, as well as those risk and
uncertainties described in CDI's most recent Annual Report on Form 10-K,
including under "Risk Factors."The Annual Report on Form 10-K can be accessed
through the "Investors" section of CDI's website at CDI disclaims any intent or obligation to
update or revise any forward-looking statements in response to new
information, unforeseen events, changed circumstances or any other occurrence.

CONTACT: Courtney Yopp Norris
         (502) 636-4564
Press spacebar to pause and continue. Press esc to stop.