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Bally's Corp (BALY) SEC Filing 8-K Material Event for the period ending Thursday, February 24, 2022

Bally's Corp

CIK: 1747079 Ticker: BALY
Exhibit 99.1
blys_lgxrgbxposx210420a.jpg
BALLY'S CORPORATION ANNOUNCES FOURTH QUARTER AND FULL YEAR 2021 RESULTS

PROVIDENCE, R.I., - February 24, 2022 - Bally’s Corporation (NYSE: BALY) today reported financial results for the fourth quarter and full year ended December 31, 2021.

Fourth Quarter 2021 Financial Highlights

Revenue of $547.7 million, an increase of $429.6 million
Net loss of $115.3 million compared to net income of $20.2 million for the comparable period
Adjusted EBITDA of $119.4 million, an increase of $98.4 million year over year

Lee Fenton, Chief Executive Officer said, “Our quarterly results represent the first full quarter of the consolidated Bally’s group including our Casinos & Resorts, International Interactive and North America Interactive segments. During the quarter, we made significant progress on integration of our acquired assets, defining our strategic goals for 2022 and deploying capital strategically including progress in growth projects in Lincoln, Atlantic City and Kansas City. Additionally, we repurchased $87 million of our common shares during the quarter.”


Summary of Financial Results
Quarter Ended December 31,Year Ended December 31,
(in thousands, except percentages)2021202020212020
Revenue$547,665 $118,096 $1,322,443 $372,792 
(Loss) income from operations$(44,358)$(17,637)$93,382 $(18,386)
(Loss) income from operations margin(8.1)%(14.9)%7.1 %(4.9)%
Net (loss) income$(115,289)$20,223 $(71,799)$(5,487)
Net (loss) income margin(21.1)%17.1 %(5.4)%(1.5)%
Adjusted EBITDA(1)
$119,437 $21,059 $333,651 $70,402 
Adjusted EBITDA margin(1)
21.8 %17.8 %25.2 %18.9 %
 (1) Refer to tables in this press release for a reconciliation of these non-GAAP financial measures to the most directly comparable measure calculated in accordance with GAAP.

Segment Update

In the fourth quarter of 2021, in order to better align with strategic growth initiatives in light of recent and pending acquisitions, Bally’s realigned its operating segments and determined it had three reportable segments: Casinos & Resorts, North America Interactive and International Interactive.

The Casinos & Resorts reportable segment includes: Bally’s Twin River, Bally’s Tiverton, Bally’s Dover, Bally’s Atlantic City, Bally’s Evansville, Hard Rock Biloxi, Bally’s Vicksburg, Bally’s Kansas City, Bally’s Black Hawk, Bally’s Shreveport, Bally’s Lake Tahoe, Bally’s Quad Cities, and Bally’s Arapahoe Park.

The North America Interactive reportable segment includes the Business-to-Consumer and Business-to-Business (“B2B”) results of Bally's Interactive and other B2B interactive operations.




The International Interactive reportable segment includes the non-North American operations of Gamesys.

The “Other” category includes interest expense for Bally’s and certain unallocated corporate operating expenses and other adjustments, including eliminations of transactions among segments, to reconcile to Bally’s consolidated results.

Introduction of 2022 Guidance

Bally’s estimates revenue for the year ending December 31, 2022 in the range of $2.4 billion to $2.5 billion and Adjusted EBITDA in the range of $560 million to $580 million. Bally’s guidance is based on current plans and expectations and contains a number of assumptions. The guidance is subject to a number of known and unknown uncertainties and risks, including those set forth under Bally’s safe harbor statement under the federal securities laws set forth below.

Reconciliation of GAAP Measures to Non-GAAP Measures

To supplement the financial information presented on a generally accepted accounting principles (“GAAP”) basis, the Company has included in this earnings release non-GAAP financial measures for Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Casinos & Resorts EBITDAR and Adjusted Casinos & Resorts EBITDAR margin, which exclude certain items described below. The Company believes these measures represent important measures of financial performance that provide useful information that is helpful in understanding the Company’s ongoing operating results. The reconciliations of these non-GAAP financial measures to their comparable GAAP financial measures are presented in the tables appearing below.

“Adjusted EBITDA” is earnings, or loss, for the Company, or where noted the Company’s reportable segments, before, in each case, interest expense, net of interest income, provision (benefit) for income taxes, depreciation and amortization, non-operating (income) expense, acquisition, integration and restructuring expenses, share-based compensation, gain on sale-leaseback, and certain other gains or losses as well as, when presented for the Company’s reporting segments, an adjustment related to the allocation of corporate costs among segments. Adjusted EBITDA margin is measured as Adjusted EBITDA as a percentage of revenue.

“Adjusted Casinos & Resorts EBITDAR” is Adjusted EBITDA (as defined above) for the Company's Casinos & Resorts segment plus rent expense associated with triple net operating leases with GLPI for the real estate assets used in the operation of Bally's Evansville and Bally's Dover and the assumption of the lease for real estate and land underlying the operations of the Bally’s Lake Tahoe property. Adjusted Casinos & Resorts EBITDAR margin is measured as Adjusted Casinos & Resorts EBITDAR as a percentage of revenue.

Management has historically used Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Casinos & Resorts EBITDAR and Adjusted Casinos & Resorts EBITDAR margin when evaluating operating performance because the Company believes that these metrics are necessary to provide a full understanding of the Company’s core operating results and as a means to evaluate period-to-period performance. Management also believes that Adjusted EBITDA is a measure that is widely used for evaluating operating performance of companies in the Company's industry and a principal basis for valuing such companies as well. Management of the Company believes that while certain items excluded from Adjusted EBITDA and Adjusted Casinos & Resorts EBITDAR may be recurring in nature and should not be disregarded in evaluating the Company’s earnings performance, it is useful to exclude such items when comparing current performance to prior periods because these items can vary significantly depending on specific underlying transactions or events that may not be comparable between the periods presented or they may not relate specifically to current operating trends or be indicative of future results. Neither Adjusted EBITDA or Adjusted Casinos & Resorts EBITDAR should be construed as an alternative to GAAP net income as an indicator of the Company’s performance. In addition, Adjusted EBITDA or Adjusted EBITDAR as used by the Company may not be defined in the same manner as other companies in the Company’s industry, and, as a result, may not be comparable to similarly titled non-GAAP financial measures of other companies.




Bally’s does not provide reconciliations of Adjusted EBITDA to net income on a forward-looking basis to its most comparable GAAP financial measure because Bally’s is unable to forecast the amount or significance of certain items required to develop meaningful comparable GAAP financial measures without unreasonable efforts. These items include depreciation, impairment charges, gains or losses on retirement of debt, acquisition, integration and restructuring expenses, interest expense, share-based compensation expense, professional and advisory fees associated with Bally’s capital return program, variations in effective tax rate and expansion and pre-opening expenses, which are difficult to predict and estimate and are primarily dependent on future events, but which are excluded from Bally’s calculations of Adjusted EBITDA. Bally’s believes that the probable significance of providing these forward-looking non-GAAP financial measures without a reconciliation to the most directly comparable GAAP financial measure, is that investors and analysts will have certain information that Bally’s believes is useful and meaningful regarding its operations, including its completed and proposed acquisitions and the estimated impact on those businesses’ results from the anticipated changes Bally’s is likely to make, or has made, to their operations, but will not have that information on a GAAP basis. Investors are cautioned that Bally’s cannot predict the occurrence, timing or amount of all non-GAAP items that may be excluded from Adjusted EBITDA in the future. Accordingly, the actual effect of these items, when determined could potentially be significant to the calculation of Adjusted EBITDA.

Fourth Quarter Conference Call
Bally’s fourth quarter 2021 earnings conference call and audio webcast will be held today, Thursday, February 24, 2022 at 8:00 AM EDT. To access the conference call, please dial (800) 459-5346 (U.S. toll-free) and reference conference ID BALYQ42021. The webcast of the call will be available to the public, on a listen-only basis, via the Internet at the Investors section of the Company’s website at www.ballys.com. An online archive of the webcast will be available on the Company’s website for 120 days. Supplemental materials have also been posted to the Investors section of the website, under Events & Presentations.

About Bally's Corporation

Bally’s Corporation is a global casino-entertainment company with a growing omni-channel presence of Online Sports Betting and iGaming offerings. It currently owns and manages 14 casinos across 10 states, a horse racetrack in Colorado and has access to OSB licenses in 16 states. It also owns Gamesys Group, a leading, global, online gaming operator, Bally's Interactive, a first-in-class sports betting platform, Monkey Knife Fight, the fastest growing daily fantasy sports site in North America, SportCaller, a leading, global B2B free-to-play game provider, and Telescope Inc., a leading provider of real-time fan engagement solutions.

With approximately 10,000 employees, the Company’s casino operations include more than 15,800 slot machines, 500 table games and 5,300 hotel rooms. Upon closing the previously announced Tropicana Las Vegas (NV) transaction, as well as completing the construction of a land-based casino near the Nittany Mall in State College, PA, Bally's will own and manage 16 casinos across 11 states. Its shares trade on the New York Stock Exchange under the ticker symbol "BALY".




Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements may generally be identified by the use of words such as "anticipate," "believe," "expect," "intend," "plan" and "will" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. As a result, these statements are not guarantees of future performance and actual events may differ materially from those expressed in or suggested by the forward-looking statements. Any forward-looking statement made by Bally’s in this press release, its reports filed with the Securities and Exchange Commission (the "SEC") and other public statements made from time-to-time speak only as of the date made. New risks and uncertainties come up from time to time, and it is impossible for Bally’s to predict or identify all such events or how they may affect it. Bally’s has no obligation, and does not intend, to update any forward-looking statements after the date hereof, except as required by federal securities laws. Factors that could cause these differences include, but are not limited to those included it the Company’s Annual reports on Form 10-K, Quarterly Reports on Form 10-Q and other reports filed by Bally’s with the SEC. These statements constitute Bally’s cautionary statements under the Private Securities Litigation Reform Act of 1995.

Investor ContactMedia Contact
Robert LavanRichard Goldman / David Gill
Senior Vice President, Finance and Investor RelationsKekst CNC
401-475-8564646-847-6102 / 917-842-5384
InvestorRelations@ballys.comBallysMediaInquiries@kekstcnc.com




BALLY'S CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(In thousands, except per share data)


Quarter Ended December 31,Year Ended December 31,
2021202020212020
Revenue:
Gaming$458,926 $97,062 $1,053,492 $298,070 
Hotel27,079 8,107 95,356 24,742 
Food and beverage24,520 8,257 92,906 32,132 
Retail, entertainment and other37,140 4,670 80,689 17,848 
Total revenue547,665 118,096 1,322,443 372,792 
Operating (income) costs and expenses:
Gaming218,031 31,944 407,032 95,901 
Hotel8,443 3,218 30,511 10,144 
Food and beverage19,785 7,416 70,417 29,367 
Retail, entertainment and other14,499 796 27,119 3,257 
Advertising, general and administrative189,459 59,928 511,669 176,943 
Goodwill and asset impairment— 105 4,675 8,659 
Expansion and pre-opening— 342 1,772 921 
Acquisition, integration and restructuring33,831 6,273 71,288 13,257 
Gain from insurance recoveries, net of losses(116)15,131 (19,313)14,095 
Rebranding808 792 2,530 792 
Gain on sale-leaseback— — (53,425)— 
Contract termination30,000 — 30,000 — 
Depreciation and amortization77,283 9,788 144,786 37,842 
Total operating costs and expenses592,023 135,733 1,229,061 391,178 
(Loss) income from operations(44,358)(17,637)93,382 (18,386)
Other income (expense):
Interest income649 315 2,250 612 
Interest expense, net of amounts capitalized(45,694)(19,560)(120,174)(63,248)
Change in value of naming rights liabilities18,400 (57,660)17,029 (57,660)
(Adjustment) gain on bargain purchases(234)63,871 22,841 63,871 
Loss on extinguishment of debt(83,588)— (103,007)— 
Other, net18,408 — 11,503 — 
Total other expense, net(92,059)(13,034)(169,558)(56,425)
Loss before provision for income taxes(136,417)(30,671)(76,176)(74,811)
Benefit for income taxes(21,128)(50,894)(4,377)(69,324)
Net (loss) income$(115,289)$20,223 $(71,799)$(5,487)
Basic (loss) income per share$(1.87)$0.62 $(1.45)$(0.18)
Weighted average common shares outstanding - basic61,714,315 32,774,612 49,643,991 31,315,151 
Diluted (loss) income per share$(1.87)$0.61 $(1.45)$(0.18)
Weighted average common shares outstanding - diluted61,714,315 33,117,823 49,643,991 31,315,151 



BALLY'S CORPORATION

Revenue and Reconciliation of Net Income (Loss) and Net Income (Loss) Margin to
Adjusted EBITDA and Adjusted EBITDA Margin (unaudited)
(in thousands)
Quarter Ended December 31,Year Ended December 31,
2021202020212020
Revenue$547,665 $118,096 $1,322,443 $372,792 
Net (loss) income$(115,289)$20,223 $(71,799)$(5,487)
Interest expense, net of interest income45,045 19,245 117,924 62,636 
Benefit for income taxes(21,128)(50,894)(4,377)(69,324)
Depreciation and amortization77,283 9,788 144,786 37,842 
Non-operating (income) expense(1)
47,014 (6,211)51,634 (6,211)
Acquisition, integration and restructuring33,831 6,273 71,288 13,257 
Share-based compensation 6,310 8,238 20,143 17,706 
Gain on sale-leaseback— — (53,425)— 
Contract termination 30,000 — 30,000 — 
Other(2)
16,371 14,397 27,477 19,983 
Adjusted EBITDA$119,437 $21,059 $333,651 $70,402 
Net (loss) income margin(21.1)%17.1 %(5.4)%(1.5)%
Adjusted EBITDA margin21.8 %17.8 %25.2 %18.9 %
________________________________
(1) Non-operating (income) expense for the applicable periods include: (i) change in value of naming rights liabilities, (ii) gain on bargain purchases, (iii) loss on extinguishment of debt, and, (iv) other (income) expense, net.
(2) Other includes the following non-recurring items for the applicable periods: (i) Post-combination expense related to the acceleration and cash settlement of unvested historical Gamesys’ employee stock awards, (ii) Goodwill and asset impairments, (ii) deal-related, rebranding, expansion and pre-opening expenses, (iii) Employee Retention Credits related to COVID-19, (iv) Credit Agreement amendment related expenses, (v) costs related to pursuing sports betting, iGaming and lottery access in various jurisdictions, (vi) non-routine legal expenses, and (vii) net gains related to insurance recoveries.





BALLY'S CORPORATION
Revenue and Reconciliation of Net Income (Loss) to
Adjusted EBITDA by Segment and Adjusted EBITDA Margin (unaudited)
(in thousands)
Quarter Ended December 31, 2021Casinos & ResortsNorth America InteractiveInternational InteractiveOtherTotal
Revenue$277,837 $18,565 $251,263 $— $547,665 
Net income (loss)$20,829 $(15,068)$24,337 $(145,387)$(115,289)
Interest expense, net of interest income13 (3)(27)45,062 45,045 
Provision (benefit) for income taxes14,384 (1,896)(4,261)(29,355)(21,128)
Depreciation and amortization14,949 7,405 46,341 8,588 77,283 
Non-operating (income) expense(1)
— 368 640 46,006 47,014 
Acquisition, integration and restructuring— 182 1,444 32,205 33,831 
Share-based compensation— — — 6,310 6,310 
Contract termination expense— — — 30,000 30,000 
Other(1)
(342)(77)1,470 15,320 16,371 
Allocation of corporate costs20,979 470 — (21,449)— 
     Adjusted EBITDA$70,812 $(8,619)$69,944 $(12,700)$119,437 
Rent expense associated with triple net operating leases (2)
11,412 — — — 11,412 
Adjusted EBITDAR$82,224 $(8,619)$69,944 $(12,700)$130,849 
Net income margin7.5 %
Adjusted EBITDAR margin29.6 %
________________________________
(1)See descriptions of adjustments in the “Revenue and Reconciliation of Net Income (Loss) and Net Income (Loss) Margin to Adjusted EBITDA and Adjusted EBITDA Margin (unaudited)” table above.
(2)Consists of the operating lease components contained within our triple net master lease dated June 4, 2021 with Gaming and Leisure Properties, Inc. ("GLPI") and the triple net lease assumed in connection with our acquisition of Bally's Lake Tahoe, which is primarily our individual triple net leases with GLPI for the real estate assets used in the operation of Bally's Evansville and Bally's Dover, and the assumption of the lease for real estate and land underlying the operations of the Bally’s Lake Tahoe facility.

Quarter Ended December 31, 2020Casinos & ResortsOtherTotal
Revenue$118,096 $— $118,096 
Net income$15,276 $4,947 $20,223 
Interest expense, net of interest income19,237 19,245 
Benefit for income taxes(19,071)(31,823)(50,894)
Depreciation and amortization9,771 17 9,788 
Non-operating (income) expense(1)
— (6,211)(6,211)
Acquisition, integration and restructuring— 6,273 6,273 
Share-based compensation— 8,238 8,238 
Other(1)
15,754 (1,357)14,397 
Allocation of corporate costs5,816 (5,816)— 
     Adjusted EBITDA$27,554 $(6,495)$21,059 
________________________________
(1)See descriptions of adjustments in the “Revenue and Reconciliation of Net Income (Loss) and Net Income (Loss) Margin to Adjusted EBITDA and Adjusted EBITDA Margin (unaudited)” table above.



BALLY'S CORPORATION
Revenue and Reconciliation of Net Income (Loss) to
Adjusted EBITDA by Segment (unaudited)
(in thousands)

Year Ended December 31, 2021Casinos & ResortsNorth America InteractiveInternational InteractiveOtherTotal
Revenue$1,032,828 $38,352 $251,263 $— $1,322,443 
Net income (loss)$186,287 $(36,879)$24,337 $(245,544)$(71,799)
Interest expense, net of interest income37 (15)(27)117,929 117,924 
Provision (benefit) for income taxes72,128 (8,281)(4,261)(63,963)(4,377)
Depreciation and amortization54,120 18,096 46,341 26,229 144,786 
Non-operating (income) expense(1)
— 355 640 50,639 51,634 
Acquisition, integration and restructuring— 182 1,444 69,662 71,288 
Share-based compensation— — — 20,143 20,143 
Gain on sale-leaseback(53,425)— — — (53,425)
Contract termination expense— — — 30,000 30,000 
Other(1)
(9,887)12,500 1,470 23,394 27,477 
Allocation of corporate costs70,217 1,629 — (71,846)— 
     Adjusted EBITDA$319,477 $(12,413)$69,944 $(43,357)$333,651 
Rent expense associated with triple net operating leases (2)
27,571 — — — 27,571 
Adjusted EBITDAR$347,048 $(12,413)$69,944 $(43,357)$361,222 
Net income margin18.0 %
Adjusted EBITDAR margin33.6 %
________________________________
(1)See descriptions of adjustments in the “Revenue and Reconciliation of Net Income (Loss) and Net Income (Loss) Margin to Adjusted EBITDA and Adjusted EBITDA Margin (unaudited)” table above.
(2)See descriptions of adjustments in the "Revenue and Reconciliation of Net Income (Loss) to Adjusted EBITDA by Segment (unaudited)" table above.

Year Ended December 31, 2020Casinos & ResortsOtherTotal
Revenue$372,792 $— $372,792 
Net income (loss)$28,555 $(34,042)$(5,487)
Interest expense, net of interest income34 62,602 62,636 
Benefit for income taxes(16,018)(53,306)(69,324)
Depreciation and amortization37,786 56 37,842 
Non-operating (income) expense(1)
— (6,211)(6,211)
Acquisition, integration and restructuring20 13,237 13,257 
Share-based compensation— 17,706 17,706 
Other(1)
19,942 41 19,983 
Allocation of corporate costs20,515 (20,515)— 
     Adjusted EBITDA$90,834 $(20,432)$70,402 
________________________________
(1)See descriptions of adjustments in the “Reconciliation of Revenue and Net Income and Net Income Margin to Adjusted EBITDA and Adjusted EBITDA Margin (unaudited)” table above.



BALLY'S CORPORATION

Selected Financial Information (unaudited)


Balance Sheet Data


(in thousands)December 31,
2021
December 31,
2020
Cash and cash equivalents$206,193 $123,445 
Term Loan Facility$1,945,000 $569,125 
Revolving Credit Facility85,000 35,000 
6.75% Senior Notes due 2027— 525,000 
5.625% Senior Notes due 2029750,000 — 
5.875% Senior Notes due 2031750,000 — 
Less: Unamortized original issue discount(31,425)(11,771)
Less: Unamortized deferred financing fees(52,348)(17,499)
Long-term debt, including current portion$3,446,227 $1,099,855 
Less: Current portion of Term Loan and Revolving Credit Facility$(19,450)$(5,750)
Long-term debt, net of discount and deferred financing fees; excluding current portion $3,426,777 $1,094,105 



Cash Flow Data

Quarter Ended December 31,Year Ended December 31,
(in thousands)202120202019202120202019
Capital expenditures$32,393 $15,274 $5,003 $97,525 $15,283 $28,237 
Cash paid for internally developed software13,865 — — 15,891 — — 
Acquisition of gaming licenses25,750 — — 30,159 — 942 
Cash payments associated with triple net operating leases(1)
11,353 — — 26,720 — — 
________________________________
(1)Consists of payments made in connection with the Company's triple net operating leases, as defined above.


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): February 24, 2022
________________________
BALLY'S CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-38850
20-0904604
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
100 Westminster Street
ProvidenceRI02903
(Address of Principal Executive Offices and Zip Code)
________________________
(401) 475-8474
(Registrant’s telephone number, including area code)

Not Applicable
(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 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 classTrading SymbolName of each exchange on which registered
Common stock, $0.01 par valueBALYNew York Stock Exchange

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.
On February 24, 2022, Bally's Corporation (“Bally's”) published a press release to report its financial results for the fourth quarter and year ended December 31, 2021. The press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 7.01     Regulation FD Disclosure.
During the fourth quarter of 2021, Bally's updated its reporting segments to better align with its strategic growth initiatives in light of recent and pending acquisitions. The growth and diversification achieved through Bally’s recent and pending acquisitions has resulted in a change in the way Bally’s chief operating decision maker makes operating decisions, assesses the performance of the business and allocates resources. As a result, Bally's realigned its operating segments and determined it had three reportable segments: Casinos & Resorts, North America Interactive and International Interactive. Bally's conducts its business through these reportable segments and reports revenue and operating expenses associated with these reportable segments in its consolidated statements of operations.

The Casinos & Resorts reportable segment includes: Bally’s Twin River Lincoln Casino Resort, Bally’s Tiverton Casino & Hotel, Bally’s Dover Casino Resort, Bally’s Atlantic City Casino Resort, Bally’s Evansville Casino & Hotel, Hard Rock Hotel & Casino Biloxi, Bally’s Vicksburg Casino, Bally’s Kansas City Casino, Bally’s Black Hawk North Casino, Bally’s Black Hawk West Casino, Bally’s Black Hawk East Casino, Bally’s Shreveport Casino & Hotel, Bally’s Lake Tahoe Casino Resort, Bally’s Quad Cities Casino & Hotel and Bally’s Arapahoe Park.

The North America Interactive reportable segment includes the Business-to-Consumer and Business-to-Business ("B2B") results of Bally's Interactive and other B2B interactive operations.

The International Interactive reportable segment includes non-North American operations of Gamesys Group, Plc.

The “Other” category includes interest expense for Bally's and certain unallocated corporate operating expenses and other adjustments, including eliminations of transactions among segments, to reconcile to Bally’s consolidated results.

The main key performance indicator used in managing Bally's business and evaluating segment performance is adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”), a non-GAAP measure. Adjusted EBITDA is defined as earnings for Bally's, or where noted its reporting segments, before, in each case, interest expense, net of interest income, provision (benefit) for income taxes, depreciation and amortization, non-operating income, acquisition, integration and restructuring expense, share-based compensation, and certain other gains or losses, as well as, when presented for reporting segments, an adjustment related to the allocation of corporate cost among segments. The changes in the reportable segment structure discussed above affect only the manner in which Bally's reportable segments were previously reported.

Exhibit 99.2 of this Current Report on Form 8-K provides a summary of Bally's segment operating results and Adjusted EBITDA for the years ended December 31, 2020 and 2019 and the quarterly periods ended March 31, 2021, June 30, 2021, September 30, 2021 and December 31, 2020, as if the segments had been reported under this new reportable segment structure. Consolidated results remain unchanged. Beginning with the quarter ended December 31, 2021, the consolidated financial statements will reflect the new reportable segment structure with the prior periods adjusted to conform to the new presentation. The recast segment information is included as Exhibit 99.2.

Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2 attached hereto, does not restate Bally's previously reported consolidated financial statements for any period, nor does it reflect any subsequent information or events, other than as required to reflect the change in segments as described above. Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2, should be read in conjunction with Bally's Annual Report on Form 10-K for the years ended December 31, 2020 and 2019 and Bally's interim filings for such years with the Securities and Exchange Commission.

The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibits 99.1 and Exhibit 99.2 attached hereto, is being furnished and will not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or under the Exchange Act, except as otherwise expressly stated in such filing.




Item 9.01        Financial Statements and Exhibits.

(d) Exhibits
Exhibit No.Description
99.1
99.2
104
Cover 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.
BALLY'S CORPORATION
By:/s/ Stephen H. Capp
Name:Stephen H. Capp
Title:Executive Vice President and
Chief Financial Officer

Date: February 24, 2022



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Ticker: BALY
CIK: 1747079
Form Type: 8-K Corporate News
Accession Number: 0001747079-22-000016
Submitted to the SEC: Thu Feb 24 2022 7:02:48 AM EST
Accepted by the SEC: Thu Feb 24 2022
Period: Thursday, February 24, 2022
Industry: Hotels And Motels
Events:
  1. Earnings Release
  2. Regulated Disclosure

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