Churchill Downs Incorporated Completes Acquisition of Big Fish Games

Churchill Downs Incorporated

(CDI) announced that it has completed the previously announced acquisition of Big Fish Games, Inc. (Big Fish), one of the world's largest producers and distributors of mobile and online games. The transaction includes an upfront purchase price of $485 million comprised of approximately $16 million in CDI stock, up-front cash of $384 million and $85 million in cash to be paid over three years. The purchase price remains subject to working capital and other customary post-closing adjustments. An additional earn-out payment of up to $350 million may be paid in cash based on achieving EBITDA growth in 2015. Goldman Sachs acted as financial advisor and Sidley Austin LLP acted as legal advisor to CDI. JPMorgan acted as lead on the financing of this transaction. Qatalyst Partners LP acted as financial advisor and Perkins Coie LLP acted as legal advisor to Big Fish on this transaction.