What CDI Does With Tracks It Owns

By Michael Phillips | MDBayNews


The question MDBayNews has been asked repeatedly since this series began: was Maryland right to spend $85 million matching Churchill Downs’ bid for the Preakness intellectual property? The coverage has focused on what went wrong — the timing, the silence, the governance vacuum, the championship series that excluded the Preakness 46 days after Maryland wrote the check.

That coverage stands. But it is incomplete without this question: what would have happened to the Preakness if Maryland hadn’t matched the bid?

The answer is no longer speculative. CDI has a documented playbook for acquired racing assets, a nine-property divestiture list that reveals exactly which tracks it values and which it doesn’t, and a recent precedent — the Secretariat Stakes — that shows precisely how CDI treats a prestige race it acquires from a venue it no longer wants. The playbook is not a secret. It’s in the SEC filings.

The Arlington Playbook

Churchill Downs Incorporated acquired Arlington Park in a 2000 merger. For two decades, Arlington was one of America’s most prestigious summer racing venues — home to the Arlington Million, one of the first $1 million races in history, and to the Secretariat Stakes, a Grade 1 turf race inaugurated in 1974 in honor of the horse whose track record still stands at Pimlico.

In 2021, CDI closed Arlington after its final meet and announced it was selling the property to the Chicago Bears NFL franchise for potential stadium development. The track’s two most prestigious races — the Arlington Million and the Secretariat Stakes — were suddenly without a home.

“CDI didn’t just close Arlington—it relocated its prestige while preserving the value for itself.”

CDI’s solution was surgical. In late 2022, CDI acquired Colonial Downs in Virginia through its purchase of Peninsula Pacific Entertainment. Within months, CDI announced it was moving the Arlington Million, Beverly D. Stakes, and Secretariat Stakes to Colonial Downs. The American Graded Stakes Committee approved the move. The races arrived in Virginia in 2023.

“CDI closed Arlington. CDI bought Colonial Downs. CDI moved Arlington’s races to Colonial Downs. Colonial Downs is not on the divestiture list.”

The sequence is worth reading slowly. CDI closes a track. CDI acquires a replacement track. CDI moves the prestige races from the closed track to the replacement track. The original venue is gone. The races survive — at a CDI-controlled destination.

Colonial Downs is not on CDI’s 2026 divestiture list. It is one of the tracks CDI is explicitly keeping, alongside Churchill Downs, Turfway Park, Fair Grounds, and Ellis Park. CDI kept the tracks where it moved its prestige races. It sold or is selling everything else.

The Secretariat Stakes — The Exact Precedent

The Secretariat Stakes is the most direct parallel to the Preakness available in the documented record. Study it carefully.

“The Secretariat Stakes isn’t merely history—it’s the closest documented blueprint for what could have happened to the Preakness.”

The Five-Step Playbook

CDI’s acquisition and disposition pattern is consistent enough across multiple properties to be called a playbook. Here it is, documented:

“Acquire. Consolidate. Relocate. Divest. Repeat. The pattern spans decades and multiple states.”

Nine Properties. Eight States. One Pattern.

On July 29, 2026 — two days before CDI and NYRA announced the Thoroughbred Championship Series — CDI filed a Form 8-K with the Securities and Exchange Commission disclosing it was exploring the sale of nine regional gaming and racing properties.

CDI CEO Bill Carstanjen framed the divestiture as a capital reallocation — regional assets are cash-flow positive but don’t fit the company’s long-range priorities. That framing is accurate as far as it goes. What it doesn’t say is that the long-range priorities are now fully visible: a partnership with NYRA, a six-race championship series at CDI and NYRA flagship venues, and a portfolio stripped down to the tracks that anchor that series.

The championship series and the divestiture are not separate decisions. They are two pages of the same strategic document.

What Would Have Happened to the Preakness

Apply the five-step playbook to the Preakness and the answer becomes uncomfortably clear.

  • Step one: CDI acquires the Preakness IP from 1/ST Racing for $85 million.
  • Step two: CDI reviews Maryland against its flagship capital priorities. Maryland doesn’t pass — Ocean Downs is already on the divestiture list, CDI is exiting the state entirely.
  • Step three: CDI strips the Preakness brand from Pimlico.
  • Step four: CDI sells or abandons Pimlico. Maryland’s $400 million-plus in stadium bond commitments becomes an obligation attached to a building CDI has no interest in maintaining.
  • Step five: CDI runs the Preakness at Churchill Downs — making it a CDI championship series race at the home of the Kentucky Derby — or at Colonial Downs, which CDI is keeping and which already hosts the Secretariat Stakes. Either way, the Preakness leaves Maryland.

That is the physical relocation scenario. But there is a second scenario that is arguably just as damaging — and the championship series announcement makes it visible.

Even if CDI had retained the Preakness IP and kept the race in Baltimore, Maryland would now be running a CDI-owned race at a Maryland-owned track. The championship series would have included the CDI-branded Preakness as one of its six races. The series finale would still be at Churchill Downs. The points system, the broadcast deals, the $5 million bonus pool, the championship narrative — all CDI’s. Maryland becomes a venue landlord for a CDI product. The Preakness brand answers to Louisville, not Baltimore.

This is not speculation either. CDI announced the championship series structure before the IP transaction even closed. The series was designed without any input from Maryland — O’Rourke confirmed no discussions took place with Pimlico. Had CDI owned the IP, the most logical move would have been to include a CDI-owned Preakness as a series race on CDI’s terms. Maryland would have gotten the race. CDI would have gotten the brand, the narrative, and the championship.

The physical relocation may have been avoided. The structural subordination would not have been.

“Maryland may have overpaid for the IP—but the alternative may have been losing control of the race altogether.”

What Maryland Actually Prevented

MDBayNews has been critical — and will remain critical — of how Maryland handled the IP acquisition. The timing was reactive. The governance plan was absent. The price was paid without securing a strategic partnership. The championship series was announced 46 days later and Maryland had no answer. All of that stands.

But the exercise of the right of first refusal under §11-520(d) — the decision itself, separate from the execution — was correct. The documented CDI playbook makes that case more clearly than any editorial argument could. Maryland did not spend $85 million to buy a logo. Maryland spent $85 million to prevent the Preakness from becoming the Secretariat Stakes — diminished, displaced, and running at a CDI venue in another state while the original track sits empty — or from becoming a CDI championship race that Maryland hosts but doesn’t control.

Whether Maryland builds something worthy of what it preserved is the question this series has been asking. The answer is not yet written. But the alternative is now fully documented.

The Due Diligence That Wasn’t Done

Here is the accountability question that sits alongside the legal one.

Everything documented in this article — CDI’s acquisition history, the Arlington playbook, the Secretariat Stakes move to Colonial Downs, the nine-property divestiture list, the pattern of keeping flagship tracks and selling everything else — is in the public record. CDI’s SEC filings are public. The BloodHorse and DRF coverage of the Arlington Million move is publicly available. The Paulick Report covered the Secretariat Stakes relocation in real time. The Wikipedia entry on Churchill Downs Inc. summarizes the acquisition and disposition history. None of this required sources, leaks, or insider access.

MDBayNews researched and assembled this picture in an afternoon.

The Moore administration had eight weeks — from April 21, when CDI announced the IP purchase, to June 18, when Maryland exercised the right of first refusal — to do the same research. Eight weeks, $85 million in public bond debt on the line, and the most consequential racing industry transaction in Maryland history pending. A first-year associate doing corporate due diligence would have pulled CDI’s acquisition history before the first draft of a term sheet. A racing industry consultant would have known the Arlington playbook without being asked. The Maryland Stadium Authority has managed the Pimlico relationship for years and should have known CDI’s track record cold.

“The public record contained the answers. The question is whether anyone looked before committing $85 million.”

The due diligence questions that should have been answered before June 18:

These are not trick questions. They are the minimum due diligence for an $85 million public bond commitment. The answers were available in public filings, trade press, and industry knowledge. None of them appear to have informed the June 18 decision in any visible way.

The right of first refusal was the correct call. The absence of any strategic preparation before or after it was not. Maryland spent $85 million to stop CDI from taking the Preakness — and then had no plan for what to do once CDI responded. That is not a partisan observation. It is a documented sequence of events that anyone can verify.

The Moore administration was not outmaneuvered by a sophisticated corporate actor operating in secret. It was outmaneuvered by a publicly traded company whose strategy is disclosed in quarterly SEC filings and covered in real time by the trade press. That is the accountability question that sits alongside the legal one — and the one that most directly affects whether Maryland is capable of executing the strategic response its $633 million investment now requires.

A Warning for Independent Tracks

Every independent track operator in America — Keeneland, Del Mar, Oaklawn, Woodbine, Monmouth, Parx — should read this article carefully. CDI’s pattern is not Maryland-specific. It is a documented corporate strategy applied to every market CDI has entered and exited.

CDI is keeping Churchill Downs, Turfway Park, Fair Grounds, Colonial Downs, and Ellis Park. It is selling nine properties in eight states. The championship series it just announced runs exclusively at CDI and NYRA tracks. The strategic direction is unambiguous: CDI is consolidating prestige racing around its own flagship venues and exiting everything else.

The question every independent track should be asking is not whether CDI’s series affects them today. It’s whether the consolidation pattern — acquire, strip, close, relocate — eventually reaches them. The Arlington Million runs in rural Virginia now. The Secretariat Stakes runs at Grade 2. Hollywood Park is a housing development. None of those outcomes were obvious at the time of acquisition. They were obvious in hindsight.

The pattern is documented. The direction is clear. Independent tracks that don’t account for it in their long-term planning are making the same mistake Maryland made before June 18.

“Maryland preserved the Preakness. Whether it can capitalize on that victory remains an open question.”

Maryland on the Map

The Secretariat Stakes runs at Colonial Downs today — Grade 2, $500,000 purse, one mile on turf, in a state where Secretariat never raced. Secretariat’s track record stands at Pimlico. Maryland owns that track. Maryland owns the Preakness IP. Maryland owns the name, the brand, and the history.

CDI owns the championship series. CDI owns the broadcast deals. CDI owns the blueprint for what American thoroughbred racing looks like if it goes unchallenged.

The playbook is documented. The pattern is clear. Maryland stopped one application of it. Whether it stops the next one depends on decisions that haven’t been made yet.



Sources

Churchill Downs Incorporated, Form 8-K filed with the Securities and Exchange Commission, July 29, 2026, disclosing exploration of sale of nine regional gaming and racing properties; Churchill Downs Incorporated, Form 8-K, June 18, 2026, on Maryland’s right of first refusal exercise; Ed DeRosa, Horse Racing Nation, “Churchill puts Presque Isle Downs, other casinos up for sale,” July 29, 2026; BloodHorse, “CDI Plans to Sell Nine Casinos Including Presque Isle,” July 2026; BloodHorse, “Arlington Million Has New Home at Colonial Downs,” December 23, 2022; Thoroughbred Daily News, “It’s Official: Arlington Million Moved to Colonial Downs,” December 22, 2022; Wikipedia, “Secretariat Stakes” — historical grade, distance, and location records; Wikipedia, “Churchill Downs Inc.” — acquisition history; America’s Best Racing, “2026 Secretariat Stakes at a Glance”; Paulick Report, “WeekendChurchill Downs Incorporated, Form 8-K filed with the Securities and Exchange Commission, July 29, 2026, disclosing exploration of sale of nine regional gaming and racing properties; Churchill Downs Incorporated, Form 8-K, June 18, 2026, on Maryland’s right of first refusal exercise; Ed DeRosa, Horse Racing Nation, “Churchill puts Presque Isle Downs, other casinos up for sale,” July 29, 2026; BloodHorse, “CDI Plans to Sell Nine Casinos Including Presque Isle,” July 2026; BloodHorse, “Arlington Million Has New Home at Colonial Downs,” December 23, 2022; Thoroughbred Daily News, “It’s Official: Arlington Million Moved to Colonial Downs,” December 22, 2022; Wikipedia, “Secretariat Stakes” — historical grade, distance, and location records; Wikipedia, “Churchill Downs Inc.” — acquisition history; America’s Best Racing, “2026 Secretariat Stakes at a Glance”; Paulick Report, “Weekend Lineup: Colonial Downs Hosts Arlington Million”; Daily Racing Form, “Colonial Downs meet begins; Arlington Million, Beverly D. on schedule”; Churchill Downs Inc., CEO Bill Carstanjen, statement on capital reallocation priorities, SEC Form 8-K, July 29, 2026; Maryland Code Ann. Bus. Reg. §11-520(d); Maryland Stadium Authority project records; MDBayNews, Maryland on the Map series: “The Bet That Already Lost” (August 3, 2026); “Blindsided, Again” (August 3, 2026); “Nine Minutes” (August 4, 2026). Lineup: Colonial Downs Hosts Arlington Million”; Daily Racing Form, “Colonial Downs meet begins; Arlington Million, Beverly D. on schedule”; Churchill Downs Inc., CEO Bill Carstanjen, statement on capital reallocation priorities, SEC Form 8-K, July 29, 2026; Maryland Code Ann. Bus. Reg. §11-520(d); Maryland Stadium Authority project records; MDBayNews, Maryland on the Map series: “The Bet That Already Lost” (August 3, 2026); “Blindsided, Again” (August 3, 2026); “Nine Minutes” (August 3, 2026); “The Hand They’re Not Playing” (August 2026).

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