false 0001672909 0001672909 2022-08-18 2022-08-18
 


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): August 18, 2022
 
Canterbury Park Holding Corporation
(Exact name of registrant as specified in its charter)
 
Minnesota
(State or Other Jurisdiction of Incorporation)
 
001-37858
 
47-5349765
(Commission File Number)
 
(IRS Employer Identification No.)
     
1100 Canterbury Road, Shakopee, Minnesota
 
55379
(Address of Principal Executive Offices)
 
(Zip Code)
 
(952) 445-7223
(Registrant’s telephone number, including area code)
 

 
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 (see General Instruction A.2. below):
 
☐     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐     Soliciting material pursuant to Rule 14a-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 Class
Trading Symbol
Name of each exchange on which registered
Common Stock, par value, $.01 per share
CPHC
Nasdaq
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 8.01          Other Events.
 
On August 18, 2022, Canterbury Park Holding Corporation (the “Company”) issued a press release, attached hereto as Exhibit 99.1, regarding the receipt of certain approvals from the Shakopee City Council relating to a proposed amphitheater at Canterbury Commons and from the Minnesota Racing Commission relating to the Company’s racing stables improvement plans.
 
Item 9.01         Financial Statements and Exhibits
 
Exhibit No.         Description
 
99.1                    Press release issued by Canterbury Park Holding Corporation on August 18, 2022.
 
104                      Cover Page Interactive Data File (formatted as Inline XBRL)
 
 

 
 
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.
 
CANTERBURY PARK HOLDING CORPORATION
Dated: August 18, 2022 
By:
/s/ Randall D. Sampson
Randall D. Sampson
President and Chief Executive Officer
 
 
 
 
 

Exhibit 99.1

 

ex_414585img001.jpg

 

CANTERBURY PARK ANNOUNCES PROPOSED AMPHITHEATER AND NEW HORSE STABLING, PART OF ONGOING DEVELOPMENT OF CANTERBURY COMMONS, RECEIVE APPROVALS

 

Amphitheater to bring world-class entertainment to Canterbury Commons while
stable area improvements will enhance Companys leading horse racing operations

 

Shakopee, MN – August 18, 2022 – Canterbury Park Holding Corporation (“Canterbury” or the “Company”) (NASDAQ: CPHC), announced that earlier this week the Shakopee City Council voted unanimously to approve the PUD request for a proposed amphitheater at Canterbury Commons™, representing the completion of a critical regulatory hurdle which will allow the Company to move forward with the sale of approximately 40 acres of land to Swervo Development Corporation (“Swervo”). The land sale is expected to be completed in the fourth quarter of 2022. The Company also announced that the Minnesota Racing Commission voted this week to approve its racing stables improvement plans. Taken together, these approvals mark a key milestone in the ongoing development of Canterbury Park and Canterbury Commons into a world-class entertainment and horse racing destination.

 

Swervo plans to construct a 19,000-seat amphitheater that is expected to attract major music acts and other events. They bring to the project a track record of success in developing similar venues, including the 2018 transformation of the Armory in downtown Minneapolis into an 8,400-seat live music venue and events center. Swervo expects to begin grading and site work on the amphitheater in late Fall with construction starting in Spring 2023. The amphitheater is currently expected to open in May 2024.

 

Canterbury’s planned multi-million-dollar investment in improvements to the horse racing stable area will include the renovation of existing facilities and the addition of new barns and dorms, as well as a reconfiguration of the existing training track. This project, which will be phased over several years, also includes the demolition of approximately 18 existing barns. The Company expects to begin the first phase of the project following the completion of the current live racing season, with completion of the final phase expected in 2025.

 

“As a result of this week’s approvals from the Shakopee City Council and Minnesota Racing Commission, we can now proceed with our efforts to further transform Canterbury Commons,” said Randy Sampson, Chairman and CEO of Canterbury Park. “We greatly appreciate the continued community support, and we believe that Swervo’s amphitheater will represent a key component in our efforts to create leading lifestyle and entertainment experiences in the area surrounding Canterbury Park. This will ultimately drive additional employment and other economic activity for the region and establish Canterbury Commons as the place to be. Our enhanced barn area redevelopment project will also continue the Company’s ongoing commitment to provide quality horse racing in the state of Minnesota and allow for future development of Canterbury’s underutilized land.”

 

 

 

 

About Canterbury Park

 

Canterbury Park Holding Corporation (Nasdaq: CPHC) owns and operates Canterbury Park Racetrack and Card Casino in Shakopee, Minnesota, the only thoroughbred and quarter horse racing facility in the State. The Company generally offers live racing from May to December. The Card Casino hosts card games 24 hours a day, seven days a week, dealing both poker and table games. The Company also conducts year-round wagering on simulcast horse racing and hosts a variety of other entertainment and special events at its Shakopee facility. The Company is also pursuing a strategy to enhance shareholder value by the ongoing development of approximately 140 acres of underutilized land surrounding the Racetrack that was originally designated for a project known as Canterbury Commons™. The Company is pursuing several mixed-use development opportunities for the remaining underutilized land, directly and through joint ventures. For more information about the Company, please visit www.canterburypark.com.

 

Cautionary Statement

 

From time to time, in reports filed with the Securities and Exchange Commission, in press releases, and in other communications to shareholders or the investing public, we may make forward-looking statements concerning possible or anticipated future financial performance, business activities or plans. These statements are typically preceded by the words “believes,” “expects,” “anticipates,” “intends” or similar expressions. For these forward-looking statements, we claim the protection of the safe harbor for forward-looking statements contained in federal securities laws. Shareholders and the investing public should understand that these forward-looking statements are subject to risks and uncertainties which could affect our actual results and cause actual results to differ materially from those indicated in the forward-looking statements. We report these risks and uncertainties in our Annual Report on Form 10-K filed with the SEC and subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. They include, but are not limited to: our Cooperative Marketing Agreement with the Shakopee Mdewakanton Sioux Community contains both affirmative and negative covenants that restrict our business and limit our ability to pursue certain changes to gaming laws, even if such activities or changes would be in the best interests of our company; our dependence on the Cooperative Marketing Agreement with the Shakopee Mdewakanton Sioux Community for purse enhancement payments and marketing payments, which may not continue after 2022; the effect that the COVID-19 coronavirus pandemic and resulting precautionary measures may have on us as an entertainment venue or on the economy generally, including the fact that we temporarily suspended all card casino, simulcast, and special events operations during portions of 2020 and 2021 and may be required to do so again in 2022, that we were required to limit visitors and engage in new cleaning protocols, social distancing measures and other changes to our racetrack and card casino operations to comply with state law and health protocols and reductions in the number of visitors due to their COVID-19 concerns; material fluctuations in attendance at the Racetrack; material changes in the level of wagering by patrons; any decline in interest in the unbanked card games offered in the Card Casino; competition from other venues offering unbanked card games or other forms of wagering; competition from other sports and entertainment options; increases in compensation and employee benefit costs; increases in the percentage of revenues allocated for purse fund payments; higher than expected expense related to new marketing initiatives; the impact of wagering products and technologies introduced by competitors; the general health of the gaming sector; legislative and regulatory decisions and changes; our ability to successfully develop our real estate, including the effect of competition on our real estate development operations and our reliance on our current and future development partners; temporary disruptions or changes in access to our facilities caused by ongoing infrastructure improvements; and other factors that are beyond our ability to control or predict.

 

The forward-looking statements in this press release speak only as of the date of this press release. Except as required by law, Canterbury assumes no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future, except as required by law.

 

# # #

 

Investor Contacts:

Randy Dehmer                                                               

Senior Vice President and Chief Financial Officer                           

Canterbury Park Holding Corporation                                    

952-233-4828 or investorrelations@canterburypark.com

Richard Land, Jim Leahy

JCIR

212-835-8500 or cphc@jcir.com