STOCK TITAN

Churchill Downs (Nasdaq: CHDN) hits record $980M Q2 revenue, $477M EBITDA

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Churchill Downs Incorporated reported strong second‑quarter 2026 results, with all‑time record net revenue of $980 million and record Adjusted EBITDA of $477 million, up $46 million (5%) and $26 million (6%), respectively, from the prior‑year quarter. Net income attributable to CDI rose to $241 million, an 11% increase, and diluted EPS was $3.42 versus $2.99.

Live and Historical Racing led performance, generating $575 million of revenue and $318 million of Adjusted EBITDA, driven by record Kentucky Derby Week wagering, media, ticketing, and sponsorships and strong Kentucky and Virginia HRM venues. Wagering Services and Solutions revenue grew to $178 million, Gaming to $270 million, and equity investments delivered higher income. Net bank leverage stood at 3.7x, operating cash flow for the first half reached $512 million, and 2026 capital spending is planned at $180–220 million, including projects at Churchill Downs Racetrack and the Rockingham Grand Casino.

Positive

  • All-time record net revenue of $980 million and record Adjusted EBITDA of $477 million in Q2 2026, with net income up 11% to $241 million versus the prior-year quarter.

Negative

  • None.

Filing Explained

Six-month financing activity included debt repayments and borrowings alongside operating cash flow.

The July 29 Form 8-K furnishes Churchill Downs’ second-quarter and first-half results through an attached release; the company states that this information is not deemed filed under Section 18 of the Exchange Act.

As of June 30, 2026, the balance sheet reports $663 million of current maturities of long-term debt and notes payable, alongside reported cash balances. This identifies a current debt obligation that existing holders should distinguish from the reported cash balances.

Adjusted EBITDA remains a supplemental non-GAAP measure: the company says it is not an alternative to GAAP net income or operating cash flow.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net revenue Q2 2026 $980 million Quarter ended June 30, 2026; up $46 million or 5% vs prior-year quarter
Net income attributable to CDI Q2 2026 $241 million Quarter ended June 30, 2026; up $24 million or 11% vs prior-year quarter
Adjusted EBITDA Q2 2026 $477 million All-time record; up $26 million or 6% vs prior-year quarter
Live and Historical Racing revenue Q2 2026 $575 million Segment revenue for the quarter ended June 30, 2026
Wagering Services and Solutions revenue Q2 2026 $178 million Segment revenue for the quarter ended June 30, 2026
Gaming revenue Q2 2026 $270 million Segment revenue for the quarter ended June 30, 2026
Net bank leverage 3.7x Net bank leverage at the end of second quarter 2026
Operating cash flow H1 2026 $512 million Net cash provided by operating activities for six months ended June 30, 2026
Adjusted EBITDA financial
"All-time record Adjusted EBITDA of $477 million, up $26 million or 6%."
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
historical racing machine ("HRM") technical
"historical racing machine ("HRM") manufacturing and other technology conditions that could impose"
pari-mutuel financial
"historical racing pari-mutuel revenue for HRMs or gaming revenue for our casino properties."
A pari-mutuel system is a betting arrangement where all stakes are pooled together and winners share the pool after the operator takes a fixed commission; payouts are not fixed in advance but depend on how many people bet on each outcome. For investors, it matters because businesses that run or depend on pari-mutuel wagering generate revenue that fluctuates with betting volume, commission rates and regulatory rules, so earnings and cash flow can be unpredictable much like a store whose daily sales depend on customer turnout.
non-GAAP measures financial
"the Company also uses non-GAAP measures, including adjusted net income, adjusted diluted EPS, EBITDA"
Financial results that companies present using formulas or adjustments different from standard accounting rules (GAAP) to highlight what management considers the business’s ongoing performance. Investors care because these figures can make trends or profitability look clearer—like showing a car’s fuel efficiency after removing unusual trips—but they can also hide one‑time costs or aggressive assumptions, so comparing them with GAAP numbers helps judge reliability.
redeemable noncontrolling interest financial
"Redeemable noncontrolling interest | 50 | | | 46 |"
A redeemable noncontrolling interest is a minority ownership stake in a business that the minority owner can require to be bought back for cash or that must be redeemed under set conditions. Investors care because it is not permanent equity: it represents a foreseeable cash obligation and can reduce the parent company’s reported equity and available cash, much like a loan from a roommate you must repay on request rather than shared ownership of the house.
Net revenue $980 million up $46 million or 5% vs prior-year quarter
Net income attributable to CDI $241 million up $24 million or 11% vs prior-year quarter
Adjusted EBITDA $477 million up $26 million or 6% vs prior-year quarter
Diluted EPS attributable to CDI $3.42 vs $2.99 in prior-year quarter
Adjusted diluted EPS $3.45 vs $3.10 in prior-year quarter

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What were Churchill Downs (CHDN) key financial results for Q2 2026?

Churchill Downs reported net revenue of $980 million, up $46 million or 5%, and net income attributable to CDI of $241 million, up $24 million or 11%, delivering record Adjusted EBITDA of $477 million for the quarter ended June 30, 2026.

How did CHDN’s business segments perform in Q2 2026?

Live and Historical Racing generated $575 million of revenue and $318 million Adjusted EBITDA. Wagering Services and Solutions delivered $178 million revenue and $52 million Adjusted EBITDA, while Gaming produced $270 million revenue and $133 million Adjusted EBITDA in the quarter.

What were CHDN’s earnings per share metrics for Q2 2026?

Diluted EPS attributable to Churchill Downs was $3.42, compared with $2.99 a year earlier. Adjusted diluted EPS was $3.45, up from $3.10, reflecting higher operating income, lower interest expense, and increased equity income from unconsolidated affiliates.

What is Churchill Downs’ leverage and cash flow position after Q2 2026?

The company ended Q2 2026 with net bank leverage of 3.7x. For the six months ended June 30, 2026, it generated $512 million of net cash provided by operating activities, supporting capital projects and ongoing balance sheet management.

What 2026 capital projects and spending has CHDN outlined?

Planned 2026 capital spending totals $180–220 million, including $25–30 million for the Victory Run project at Churchill Downs Racetrack and $70–80 million for the Rockingham Grand Casino HRM venue in New Hampshire, plus other projects and completed work.

How does CHDN use non-GAAP measures like Adjusted EBITDA?

Churchill Downs uses Adjusted EBITDA, adjusted net income and adjusted diluted EPS to evaluate performance, allocate resources and compare periods by excluding items such as transaction expense, asset impairments, pre-opening expense and certain other charges, recoveries and expenses.
0000020212false00000202122026-07-292026-07-29


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): July 29, 2026
Churchill Downs Incorporated

(Exact name of registrant as specified in its charter)
Kentucky
001-33998
61-0156015
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
600 North Hurstbourne Parkway, Suite 400
Louisville
,
Kentucky
40222
(Address of Principal Executive Offices)
(Zip Code)
(502)-636-4400
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing 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 l4a-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))
 
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, No Par ValueCHDNThe Nasdaq Global Select Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




Item 2.02.    Results of Operations and Financial Condition.
A copy of the news release issued by Churchill Downs Incorporated (the "Company") on July 29, 2026 announcing the results of operations and financial condition for the three months and six months ended June 30, 2026 is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The information provided pursuant to this Item 2.02, 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
The following is being furnished as an exhibit to the Current Report on Form 8-K.
Exhibit NumberDescription
99.1
Press Release dated July 29, 2026 issued by Churchill Downs Incorporated
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

 




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.
 
CHURCHILL DOWNS INCORPORATED
July 29, 2026/s/ Marcia A. Dall
By: Marcia A. Dall
Title: Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)



image0a01a.jpg
FOR IMMEDIATE RELEASE                            
Contact: Sam Ullrich                                            
(502) 638-3906
Sam.Ullrich@kyderby.com
CHURCHILL DOWNS INCORPORATED REPORTS
2026 SECOND QUARTER RESULTS
LOUISVILLE, Ky. (July 29, 2026) - Churchill Downs Incorporated (Nasdaq: CHDN) (the "Company," "CDI," "we") today reported business results for the quarter ended June 30, 2026.
Company Highlights
Second quarter 2026 financial results, as compared to the prior year quarter:
All-time record net revenue of $980 million, up $46 million or 5%
Net income attributable to CDI of $241 million, up $24 million or 11%
All-time record Adjusted EBITDA of $477 million, up $26 million or 6%
Churchill Downs Racetrack ran the 152nd Kentucky Derby with all-time record Derby Week contribution to Adjusted EBITDA.
All-time record all-sources wagering for Kentucky Derby Week
Highest peak viewership of 24.4 million, up 12% vs. prior year and highest average viewership of 19.6 million, up 11% vs. prior year
152nd Kentucky Oaks in primetime for the first time with 2.4 million viewers and record all sources wagering for the Kentucky Oaks race day card
We ended second quarter of 2026 with net bank leverage of 3.7x.

CONSOLIDATED RESULTS
Second Quarter
(in millions, except per share data)20262025
Net revenue$980 $934 
Net income attributable to CDI$241 $217 
Diluted EPS attributable to CDI$3.42 $2.99 
Adjusted net income attributable to CDI(a)
$242 $224 
Adjusted Diluted EPS(a)
$3.45 $3.10 
Adjusted EBITDA(a)
$477 $451 
(a) This is a non-GAAP measure. See explanation of non-GAAP measures below.





1


SEGMENT RESULTS
The summaries below present revenue from external customers and intercompany revenue from each of our reportable segments. All comparisons are against the applicable prior year period unless otherwise noted.
Live and Historical Racing
Second Quarter
(in millions)20262025
Revenue$575 $541 
Adjusted EBITDA318 297 
Second quarter 2026 revenue increased $34 million due to a $21 million increase from Churchill Downs Racetrack, a $12 million increase from our Kentucky HRM venues, and a $1 million increase from our Virginia HRM venues. The Churchill Downs Racetrack increase was primarily due to a record-breaking Derby Week, including increased NBC broadcast revenue, increased ticketing revenue, increased sponsorship and licensing revenue, and increased wagering revenue. The Kentucky HRM increase was due to a $5 million increase from our Southwestern Kentucky venues, a $3 million increase from our Northern Kentucky venues, a $3 million increase from our Western Kentucky venues, and a $1 million increase from our Louisville venues. The Virginia HRM increase was due to a $5 million net increase primarily from our Northern Virginia venues, partially offset by a $4 million net decrease from our Central Virginia venues primarily from increased competition.
Second quarter 2026 Adjusted EBITDA increased $21 million due to a $16 million increase from Churchill Downs Racetrack, a $6 million increase from our Kentucky HRM venues, and a $1 million increase from our Virginia HRM venues, partially offset by a $2 million decrease at our New Hampshire venues primarily due to the planned closure of our temporary Casino Salem venue during the construction of the Rockingham Grand Casino venue. The Churchill Downs Racetrack increase was primarily due to a record-breaking Derby Week, including increased NBC broadcast revenue, increased ticketing revenue, increased sponsorship and licensing revenue, and increased wagering revenue, partially offset by higher operating expenses. The Kentucky HRM increase was due to a $2 million increase from our Northern Kentucky venues, a $2 million increase from our Southwestern Kentucky venues, and a $2 million increase from our Western Kentucky venues. The Virginia HRM increase was primarily due to a $4 million net increase from our Northern Virginia venues, a $1 million increase from our Western Virginia venue, and a $1 million increase from our Southern Virginia venues, partially offset by a $5 million net decrease from our Central Virginia venues primarily from increased competition.
Wagering Services and Solutions
Second Quarter
(in millions)20262025
Revenue$178 $168 
Adjusted EBITDA52 48 
Second quarter 2026 revenue increased $10 million due to $9 million growth in our Horse Racing business from record-breaking Derby Week wagering and a $1 million increase from our Exacta business.
Second quarter 2026 Adjusted EBITDA increased $4 million due to a $3 million increase from our Horse Racing business and a $1 million increase from our Exacta business.

2


Gaming
Second Quarter
(in millions)20262025
Revenue$270 $266 
Adjusted EBITDA133 127 
Second quarter 2026 revenue increased $4 million primarily due to an $8 million increase primarily from our New York, Indiana, and Maryland properties, partially offset by a $4 million decrease primarily from the cessation of HRM operations in Louisiana in May 2025.
Second quarter 2026 Adjusted EBITDA increased $6 million. Our equity investments increased $4 million from strong performance at Rivers Des Plaines in Illinois and Miami Valley Gaming in Ohio. Our wholly-owned gaming properties increased $4 million primarily from strong performance at our New York venue, partially offset by a $2 million decrease primarily from the cessation of HRM operations in Louisiana in May 2025.
All Other
Second Quarter
(in millions)20262025
Revenue$$
Adjusted EBITDA(26)(21)
Second quarter 2026 revenue is consistent with the prior year. All intercompany captive revenue is eliminated in consolidation.
Second quarter 2026 Adjusted EBITDA decreased $5 million primarily due to a reduction of corporate legal-related fees in the prior year quarter and claim development within our captive insurance company.
NET INCOME ATTRIBUTABLE TO CDI
The Company's second quarter 2026 net income attributable to CDI was $241 million compared to $217 million in the prior year quarter.
The following factors impacted the comparability of the Company's second quarter 2026 net income to the prior year quarter:
a $4 million after-tax decrease in transaction, pre-opening, and other expenses; and
a $2 million after-tax impairment charge in the prior year quarter related to a write-off of obsolete HRMs in Virginia.
Excluding the items above, second quarter 2026 adjusted net income attributable to CDI increased $18 million primarily due to the following:
a $10 million after-tax increase primarily driven by the results of our operations;
a $4 million after-tax decrease in interest expense; and
a $4 million after-tax increase in equity income from our unconsolidated affiliates.
Conference Call
A conference call regarding this news release is scheduled for Thursday, July 30, 2026 at 9 a.m. ET. Investors and other interested parties may listen to the teleconference by accessing the online, real-time webcast and broadcast of the call at http://ir.churchilldownsincorporated.com/events.cfm, or by registering
3


in advance via teleconference here. Once registration is completed, participants will be provided with a dial-in number containing a personalized conference code to access the call. All participants are encouraged to dial-in 15 minutes prior to the start time. An online replay will be available by noon ET on Thursday, July 30, 2026. A copy of the Company’s news release announcing quarterly results and relevant financial and statistical information about the period will be accessible at www.churchilldownsincorporated.com.
Use of Non-GAAP Measures
In addition to the results provided in accordance with GAAP, the Company also uses non-GAAP measures, including adjusted net income, adjusted diluted EPS, EBITDA (earnings before interest, taxes, depreciation and amortization), and Adjusted EBITDA.
The Company uses non-GAAP measures as key performance measures of the results of operations for purposes of evaluating performance internally. These measures facilitate comparison of operating performance between periods and help investors to better understand the operating results of the Company by excluding certain items that may not be indicative of the Company's core business or operating results. The Company believes the use of these measures enables management and investors to evaluate and compare, from period to period, the Company’s operating performance in a meaningful and consistent manner. The non-GAAP measures are supplemental measures of our performance that is not required by, or presented in accordance with, GAAP, and should not be considered as an alternative to, or more meaningful than, net income or diluted EPS (as determined in accordance with GAAP) as a measure of our operating results.
We use Adjusted EBITDA to evaluate segment performance, develop strategy, and allocate resources. We utilize the Adjusted EBITDA metric to provide a more accurate measure of our core operating results and enable management and investors to evaluate and compare from period to period our operating performance in a meaningful and consistent manner. Adjusted EBITDA should not be considered as an alternative to operating income as an indicator of performance, as an alternative to cash flows from operating activities as a measure of liquidity, or as an alternative to any other measure provided in accordance with GAAP. Our calculation of Adjusted EBITDA may be different from the calculation used by other companies and, therefore, comparability may be limited.
Adjusted net income and adjusted diluted EPS exclude discontinued operations net income or loss; net income or loss attributable to noncontrolling interests; transaction expense, which includes acquisition and disposition related charges, as well as legal, accounting, and other deal-related expense; pre-opening expense; and certain other gains, charges, recoveries, and expenses.
Adjusted EBITDA includes our portion of EBITDA from our equity investments and the portion of EBITDA attributable to noncontrolling interests.
Adjusted EBITDA excludes:
Transaction expense, net, which includes:
Acquisition, disposition, and property sale related charges; and
Other transaction expense, including legal, accounting, and other deal-related expense;
Stock-based compensation expense;
Rivers Des Plaines' impact on our investments in unconsolidated affiliates from legal reserves and transaction costs;
Asset impairments, net;
Gain on property sales;
4


Legal reserves;
Pre-opening expense; and
Other charges, recoveries, and expenses
For segment reporting, Adjusted EBITDA includes intercompany revenue and expense totals that are eliminated in the Consolidated Statements of Comprehensive Income. See the Reconciliation of Net Income to Adjusted EBITDA included herewith for additional information.
About Churchill Downs Incorporated
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, the Kentucky Derby. 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/
This news release contains various "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "might," "plan," "predict," "project," "seek," "should," "will," "scheduled," and similar words or similar expressions (or negative versions of such words or expressions), 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 following: the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather, including as a result of climate change; the effect of economic conditions on our consumers' confidence and discretionary spending or our access to credit, including the impact of inflation; changes in, or new interpretations of, applicable tax laws or rulings that could result in additional tax liabilities; the impact of any pandemics, epidemics, or outbreaks of infectious diseases, and related economic matters on our results of operations, financial conditions, and prospects; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; negative shifts in public opinion regarding gambling that could result in increased regulation of, or new restrictions on, the gaming industry; loss of key or highly skilled personnel, as well as general disruptions in the general labor market; the impact of significant competition, and the expectation that competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine and historical racing machine ("HRM") manufacturing and other technology conditions that could impose additional costs; failure to enter into or maintain agreements with industry constituents, including horsemen and other racetracks; cybersecurity risk, including cybersecurity breaches, loss or misuse of our confidential information as a result of a breach including customers’ personal information, or IT system operational disruptions, could lead to government enforcement actions or other litigation; costs of compliance with increasingly complex laws and regulations regarding data privacy and protection of personal information; reliance on our technology services and catastrophic events, system failures, errors or defects disrupting our operations; inability to identify, complete, or fully realize the benefits of our proposed acquisitions, divestitures, development of new venues or the expansion of existing facilities on time, on budget, or as planned; difficulty in integrating recent or future acquisitions into our operations; cost overruns and other uncertainties associated with the development of new venues and the expansion of existing facilities; general risks related to real estate ownership and significant expenditures, including risks related to environmental liabilities; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or other similar laws and regulations, or applicable anti-money laundering regulations; payment-related risks, such as risk associated with fraudulent credit card or debit card use; work stoppages and labor problems; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; increases to interest rates, disruption in the credit markets or changes to our credit ratings may adversely affect our business; increase in our insurance costs, or inability to obtain similar insurance coverage in the future, and any inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events; whether the objective of a strategic alternative review process will be achieved; the terms, structure, benefits and costs of any strategic transaction; the timing of any strategic transaction and whether any strategic transaction will be consummated on the terms proposed or at all; the risk that the announcement or exploration of strategic alternatives could have an adverse effect on our ability to retain key personnel and maintain relationships with partners, suppliers, employees, shareholders and other business relationships; the risk of any unexpected costs or expenses resulting from the exploration of strategic alternatives; the risk of any litigation relating to the exploration of strategic alternatives or any strategic transaction; and other factors described under the heading "Risk Factors" in our most recent Annual Report on Form 10-K and in other filings we make with the Securities and Exchange Commission.
We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
5


CHURCHILL DOWNS INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
(in millions, except per common share data)2026202520262025
Net revenue:
Live and Historical Racing$543 $510 $840 $783 
Wagering Services and Solutions167 158 276 265 
Gaming270 266 527 529 
All Other— — — — 
Total net revenue980 934 1,643 1,577 
Operating expense:
Live and Historical Racing268 256 467 446 
Wagering Services and Solutions96 91 164 158 
Gaming192 191 380 383 
All Other10 
Selling, general and administrative expense61 61 120 116 
Asset impairments, net— — 
Transaction expense, net
Total operating expense623 607 1,143 1,115 
Operating income357 327 500 462 
Other (expense) income:
Interest expense, net(70)(75)(142)(147)
Equity in income of unconsolidated affiliates41 37 77 70 
Miscellaneous, net— 
Total other (expense) income(29)(35)(59)(74)
Income from operations before provision for income taxes328 292 441 388 
Income tax provision(86)(74)(116)(93)
Net income242 218 325 295 
Net income attributable to noncontrolling interests
Net income attributable to
Churchill Downs Incorporated
$241 $217 $324 $294 
Net income attributable to Churchill Downs Incorporated per common share data:
Basic net income$3.43 $3.02 $4.59 $4.02 
Diluted net income$3.42 $2.99 $4.58 $3.98 
Weighted average shares outstanding:
Basic70 72 70 73 
Diluted70 72 70 73 
6


CHURCHILL DOWNS INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

(in millions)June 30, 2026December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents
$196 $201 
Restricted cash
99 88 
Accounts receivable, net
129 93 
Income taxes receivable
— 17 
Other current assets
60 44 
Total current assets484 443 
Property and equipment, net
2,911 2,919 
Investment in and advances to unconsolidated affiliates
690 685 
Goodwill
900 900 
Other intangible assets, net
2,513 2,515 
Other assets
23 23 
Total assets$7,521 $7,485 
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable
$261 $184 
Accrued expenses and other current liabilities370 400 
Income taxes payable38 — 
Current deferred revenue
27 55 
Current maturities of long-term debt and notes payable
663 63 
Dividends payable
— 31 
Total current liabilities1,359 733 
Long-term debt, net of current maturities and loan origination fees
1,627 1,986 
Notes payable, net of current maturities and debt issuance costs
2,483 3,081 
Non-current deferred revenue12 15 
Deferred income taxes
562 520 
Other liabilities
87 94 
Total liabilities6,130 6,429 
Commitments and contingencies
Redeemable noncontrolling interest50 46 
Shareholders' equity:
Preferred stock— — 
Common stock— 
Retained earnings
1,335 1,011 
Accumulated other comprehensive loss
(1)(1)
Total Churchill Downs Incorporated shareholders' equity1,341 1,010 
Total liabilities and shareholders' equity$7,521 $7,485 

7


CHURCHILL DOWNS INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended June 30,
(in millions)20262025
Cash flows from operating activities:
Net income $325 $295 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization115 117 
Distributions from unconsolidated affiliates72 63 
Equity in income of unconsolidated affiliates(77)(70)
Stock-based compensation13 11 
Deferred income taxes42 
Asset impairments— 
Amortization of operating lease assets
Other
Changes in operating assets and liabilities:
Income taxes55 81 
Deferred revenue(31)(37)
Other assets and liabilities(10)14 
Net cash provided by operating activities512 487 
Cash flows from investing activities:
Capital maintenance expenditures(38)(32)
Capital project expenditures(79)(133)
Other(2)(1)
Net cash used in investing activities(119)(166)
Cash flows from financing activities:
Proceeds from borrowings under long-term debt obligations646 642 
Repayments of borrowings under long-term debt obligations(1,006)(547)
Payment of dividends(31)(30)
Repurchase of common stock— (341)
Taxes paid related to net share settlement of stock awards (3)(4)
Change in bank overdraft(5)
Other(1)(2)
Net cash used in financing activities(387)(287)
Net increase in cash, cash equivalents and restricted cash34 
Cash, cash equivalents and restricted cash, beginning of period289 252 
Cash, cash equivalents and restricted cash, end of period$295 $286 

8


CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION
(Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
(in millions, except per common share data)2026202520262025
GAAP net income attributable to CDI$241 $217 $324 $294 
Adjustments, continuing operations:
Transaction, pre-opening, and other expense13 
Other charges and recoveries, net(1)(1)(5)(1)
Asset impairments, net— — 
Income tax impact on net income adjustments (a)
(1)(3)(1)(4)
Total adjustments10 
Adjusted net income attributable to CDI$242 $224 $327 $304 
Adjusted diluted EPS$3.45 $3.10 $4.66 $4.15 
Weighted average shares outstanding - Diluted70 72 7073

(a)The income tax impact for each adjustment is derived by applying the effective tax rate, including current and deferred income tax expense, based upon the jurisdiction and the nature of the adjustment.

Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
Total Wagering
TwinSpires Horse Racing(a)
$634 $609 $1,009 $993 
(a) TwinSpires Horse Racing wagering does not include wagering generated by Velocity and national affiliates.
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CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION
(Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
Net revenue from external customers:
Live and Historical Racing:
Churchill Downs Racetrack$247 $228 $250 $232 
Louisville59 57 114 109 
Northern Kentucky29 27 65 58 
Southwestern Kentucky49 43 93 84 
Western Kentucky18 16 37 28 
Virginia138 136 271 266 
New Hampshire10 
Total Live and Historical Racing$543 $510 $840 $783 
Wagering Services and Solutions:$167 $158 $276 $265 
Gaming:
Florida$24 $26 $48 $51 
Iowa24 23 48 47 
Indiana35 32 68 64 
Louisiana29 32 65 77 
Maine26 28 51 52 
Maryland28 25 49 46 
Mississippi24 24 48 49 
New York51 48 97 91 
Pennsylvania29 28 53 52 
Total Gaming$270 $266 $527 $529 
All Other— — — — 
Net revenue from external customers$980 $934 $1,643 $1,577 
Intercompany net revenues:
Live and Historical Racing$32 $31 $36 $35 
Wagering Services and Solutions11 10 20 19 
Gaming— — 
All Other
Eliminations(45)(43)(65)(62)
Intercompany net revenue$— $— $— $— 

10


CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION
(Unaudited)
Three Months Ended June 30, 2026
(in millions)Live and Historical RacingWagering Services and SolutionsGamingTotal SegmentsAll OtherTotal
Net revenue from external customers
Pari-mutuel:
Live and simulcast racing$53 $133 $$190 $— $190 
Historical racing(a)
265 — — 265 — 265 
Racing event-related services192 — — 192 — 192 
Gaming(a)
232 239 — 239 
Other(a)
30 30 34 94 — 94 
Total$543 $167 $270 $980 $— $980 


Three Months Ended June 30, 2025
(in millions)Live and Historical RacingWagering Services and SolutionsGamingTotal SegmentsAll OtherTotal
Net revenue from external customers
Pari-mutuel:
Live and simulcast racing$54 $125 $$183 $— $183 
Historical racing(a)
252 — 257 — 257 
Racing event-related services173 — — 173 — 173 
Gaming(a)
225 232 — 232 
Other(a)
28 29 32 89 — 89 
Total$510 $158 $266 $934 $— $934 
(a)Food and beverage, hotel, and other services furnished to customers for free as an inducement to wager or through the redemption of our customers' loyalty points are recorded at the estimated standalone selling prices in other revenue with a corresponding offset recorded as a reduction in historical racing pari-mutuel revenue for HRMs or gaming revenue for our casino properties. These amounts were $16 million in each of the three months ended June 30, 2026 and 2025.


11



Six Months Ended June 30, 2026
(in millions)Live and Historical RacingWagering Services and SolutionsGamingTotal SegmentsAll OtherTotal
Net revenue from external customers
Pari-mutuel:
Live and simulcast racing$64 $214 $14 $292 $— $292 
Historical racing(a)
522 — — 522 — 522 
Racing event-related services193 — 194 — 194 
Gaming(a)
10 450 467 — 467 
Other(a)
54 52 62 168 — 168 
Total$840 $276 $527 $1,643 $— $1,643 

Six Months Ended June 30, 2025
(in millions)Live and Historical RacingWagering Services and SolutionsGamingTotal SegmentsAll OtherTotal
Net revenue from external customers
Pari-mutuel:
Live and simulcast racing$65 $205 $15 $285 $— $285 
Historical racing(a)
489 — 14 503 — 503 
Racing event-related services174 — 175 — 175 
Gaming(a)
439 453 — 453 
Other(a)
49 52 60 161 — 161 
Total$783 $265 $529 $1,577 $— $1,577 
(a)Food and beverage, hotel, and other services furnished to customers for free as an inducement to wager or through the redemption of our customers' loyalty points are recorded at the estimated standalone selling prices in other revenue with a corresponding offset recorded as a reduction in historical racing pari-mutuel revenue for HRMs or gaming revenue for our casino properties. These amounts were $32 million for the six months ended June 30, 2026 and $30 million for the six months ended June 30, 2025.

12


CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION
(Unaudited)

Adjusted EBITDA by segment is comprised of the following:
Three Months Ended June 30, 2026
(in millions)Live and Historical RacingWagering Services and SolutionsGamingTotal SegmentsAll OtherEliminationsTotal
Revenue$575 $178 $270 $1,023 $$(45)$980 
Pari-mutuel taxes and purses(119)(8)(7)(134)— — (134)
Gaming taxes(2)(1)(81)(84)— — (84)
Marketing and advertising(16)(6)(8)(30)— — (30)
Salaries and benefits(38)(9)(41)(88)— — (88)
Content expense(1)(78)(2)(81)— 35 (46)
Selling, general and administrative expense(14)(4)(12)(30)(24)— (54)
Maintenance, insurance and utilities(13)(3)(9)(25)(3)(26)
Gaming equipment rental and technology costs(13)(2)(5)(20)— (12)
Food and beverage costs(4)— (4)(8)— — (8)
Other operating expense(a)
(37)(15)(18)(70)(1)— (71)
Equity in income of unconsolidated affiliates— — 50 50 — — 50 
Other income— — — — — — — 
Adjusted EBITDA$318 $52 $133 $503 $(26)$— $477 
Three Months Ended June 30, 2025
(in millions)Live and Historical RacingWagering Services and SolutionsGamingTotal SegmentsAll OtherEliminationsTotal
Revenue$541 $168 $266 $975 $$(43)$934 
Pari-mutuel taxes and purses(116)(8)(7)(131)— — (131)
Gaming taxes(1)(1)(80)(82)— — (82)
Marketing and advertising(16)(6)(9)(31)— — (31)
Salaries and benefits(38)(9)(43)(90)— — (90)
Content expense(2)(76)(2)(80)— 32 (48)
Selling, general and administrative expense(10)(5)(11)(26)(22)(47)
Maintenance, insurance and utilities(12)(1)(10)(23)(1)(22)
Gaming equipment rental and technology costs(12)(1)(5)(18)— (10)
Food and beverage costs(4)— (4)(8)— — (8)
Other operating expense(a)
(33)(13)(16)(62)— — (62)
Equity in income of unconsolidated affiliates— — 47 47 — — 47 
Other income— — — — 
Adjusted EBITDA$297 $48 $127 $472 $(21)$— $451 

13


Six Months Ended June 30, 2026
(in millions)Live and Historical RacingWagering Services and SolutionsGamingTotal SegmentsAll OtherEliminationsTotal
Revenue$876 $296 $532 $1,704 $$(65)$1,643 
Pari-mutuel taxes and purses(195)(12)(18)(225)— — (225)
Gaming taxes(4)(1)(156)(161)— — (161)
Marketing and advertising(28)(8)(16)(52)— — (52)
Salaries and benefits(74)(17)(84)(175)— — (175)
Content expense(2)(121)(3)(126)— 44 (82)
Selling, general and administrative expense(25)(8)(24)(57)(46)— (103)
Maintenance, insurance and utilities(25)(5)(19)(49)(7)(52)
Gaming equipment rental and technology costs(27)(3)(9)(39)— 17 (22)
Food and beverage costs(8)— (9)(17)— — (17)
Other operating expense(a)
(57)(24)(35)(116)(1)— (117)
Equity in income of unconsolidated affiliates— — 96 96 — — 96 
Other income— — — — 
Adjusted EBITDA$431 $97 $256 $784 $(50)$— $734 
Six Months Ended June 30, 2025
(in millions)Live and Historical RacingWagering Services and SolutionsGamingTotal SegmentsAll OtherEliminationsTotal
Revenue$818 $284 $533 $1,635 $$(62)$1,577 
Pari-mutuel taxes and purses(188)(12)(22)(222)— — (222)
Gaming taxes(3)(1)(152)(156)— — (156)
Marketing and advertising(30)(7)(17)(54)— — (54)
Salaries and benefits(70)(17)(87)(174)— — (174)
Content expense(3)(120)(4)(127)— 41 (86)
Selling, general and administrative expense(21)(10)(22)(53)(43)(95)
Maintenance, insurance and utilities(22)(2)(19)(43)(4)(43)
Gaming equipment rental and technology costs(24)(2)(9)(35)— 16 (19)
Food and beverage costs(8)— (8)(16)— — (16)
Other operating expense(a)
(50)(24)(33)(107)— — (107)
Equity in income of unconsolidated affiliates— — 90 90 — — 90 
Other income— — — — 
Adjusted EBITDA$399 $89 $251 $739 $(43)$— $696 
(a) Other operating expense primarily includes supplies, regulatory licenses and fees, property taxes, and third-party service fees and costs.
14


CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION
(Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
Reconciliation of Net Income to Adjusted EBITDA:
Net income attributable to Churchill Downs Incorporated$241 $217 $324 $294 
Net income attributable to noncontrolling interests
Net income242 218 325 295 
Adjustments:
Depreciation and amortization59 58 115 117 
Interest expense70 75 142 147 
Income tax provision 86 74 116 93 
Stock-based compensation expense 13 11 
Pre-opening expense
Other expenses, net— 
Asset impairments, net— — 
Transaction expense, net
Other income, expense:
Interest, depreciation and amortization expense related to equity investments10 10 19 20 
Other charges and recoveries, net(1)(1)(5)(1)
Total adjustments 235 233 409 401 
Adjusted EBITDA$477 $451 $734 $696 
Adjusted EBITDA by segment:
Live and Historical Racing$318 $297 $431 $399 
Wagering Services and Solutions52 48 97 89 
Gaming133 127 256 251 
Total segment Adjusted EBITDA503 472 784 739 
All Other(26)(21)(50)(43)
Total Adjusted EBITDA$477 $451 $734 $696 


15


CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL JOINT VENTURE FINANCIAL STATEMENTS
(Unaudited)
Summarized financial information for our equity investments is comprised of the following:
Summarized Income Statement
Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
Net revenue$228 $216 $444 $421 
Operating and SG&A expense142 135 279 265 
Depreciation and amortization12 12 
Operating income80 75 153 144 
Interest and other expense, net(9)(10)(19)(21)
Net income$71 $65 $134 $123 
Summarized Balance Sheet
(in millions)June 30, 2026December 31, 2025
Assets
Current assets$97 $109 
Property and equipment, net309 315 
Other assets, net266 265 
Total assets$672 $689 
Liabilities and Members' Deficit
Current liabilities$102 $89 
Long-term debt765 803 
Other liabilities— 
Members' deficit(196)(203)
Total liabilities and members' deficit$672 $689 


16


CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION
(Unaudited)
2026 capital projects for the Company are as follows:
(in millions)ProjectTarget
Completion
2026
Planned Spend
Live and Historical Racing Segment
Churchill Downs RacetrackVictory RunApril 2028$25-30
New HampshireRockingham Grand Casino (HRM Venue)Mid-2027$70-80
All Other & Completed Projects
All Other ProjectsTBD$30-50
Completed ProjectsCompleted$55-60
Total:$180-220
17

Filing Exhibits & Attachments

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