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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
Providence			RI			02903
(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 class			Trading Symbol			Name of each exchange on which registered
Common stock, $0.01 par value			BALY			New 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.  ☐

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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.

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Item 9.01        Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Description
99.1						Press Release of Bally's Corporation dated February 24, 2022
99.2						Recast Segment Information of Bally's Corporation
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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

Exhibit 99.1

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)			2021						2020						2021						2020
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.

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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.

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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".

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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 Contact						Media Contact
Robert Lavan						Richard Goldman / David Gill
Senior Vice President, Finance and Investor Relations						Kekst CNC
401-475-8564						646-847-6102 / 917-842-5384
[email protected]						[email protected]

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BALLY'S CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

(In thousands, except per share data)

			Quarter Ended December 31,												Year Ended December 31,
			2021						2020						2021						2020
Revenue:
Gaming			$	458,926					$	97,062					$	1,053,492					$	298,070
Hotel			27,079						8,107						95,356						24,742
Food and beverage			24,520						8,257						92,906						32,132
Retail, entertainment and other			37,140						4,670						80,689						17,848
Total revenue			547,665						118,096						1,322,443						372,792
Operating (income) costs and expenses:
Gaming			218,031						31,944						407,032						95,901
Hotel			8,443						3,218						30,511						10,144
Food and beverage			19,785						7,416						70,417						29,367
Retail, entertainment and other			14,499						796						27,119						3,257
Advertising, general and administrative			189,459						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 restructuring			33,831						6,273						71,288						13,257
Gain from insurance recoveries, net of losses			(116)						15,131						(19,313)						14,095
Rebranding			808						792						2,530						792
Gain on sale-leaseback			—						—						(53,425)						—
Contract termination			30,000						—						30,000						—
Depreciation and amortization			77,283						9,788						144,786						37,842
Total operating costs and expenses			592,023						135,733						1,229,061						391,178
(Loss) income from operations			(44,358)						(17,637)						93,382						(18,386)
Other income (expense):
Interest income			649						315						2,250						612
Interest expense, net of amounts capitalized			(45,694)						(19,560)						(120,174)						(63,248)
Change in value of naming rights liabilities			18,400						(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, net			18,408						—						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 - basic			61,714,315						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 - diluted			61,714,315						33,117,823						49,643,991						31,315,151

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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,
			2021						2020						2021						2020
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 income			45,045						19,245						117,924						62,636
Benefit for income taxes			(21,128)						(50,894)						(4,377)						(69,324)
Depreciation and amortization			77,283						9,788						144,786						37,842
Non-operating (income) expense(1)			47,014						(6,211)						51,634						(6,211)
Acquisition, integration and restructuring			33,831						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 margin			21.8		%				17.8		%				25.2		%				18.9		%

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(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.

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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, 2021			Casinos & Resorts						North America Interactive						International Interactive						Other						Total
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 income			13						(3)						(27)						45,062						45,045
Provision (benefit) for income taxes			14,384						(1,896)						(4,261)						(29,355)						(21,128)
Depreciation and amortization			14,949						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 costs			20,979						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 margin			7.5		%
Adjusted EBITDAR margin			29.6		%

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(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, 2020			Casinos & Resorts																		Other						Total
Revenue			$	118,096																	$	—					$	118,096
Net income			$	15,276																	$	4,947					$	20,223
Interest expense, net of interest income			8																		19,237						19,245
Benefit for income taxes			(19,071)																		(31,823)						(50,894)
Depreciation and amortization			9,771																		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 costs			5,816																		(5,816)						—
Adjusted EBITDA			$	27,554																	$	(6,495)					$	21,059

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(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.

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BALLY'S CORPORATION

Revenue and Reconciliation of Net Income (Loss) to

Adjusted EBITDA by Segment (unaudited)

(in thousands)

Year Ended December 31, 2021			Casinos & Resorts						North America Interactive						International Interactive						Other						Total
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 income			37						(15)						(27)						117,929						117,924
Provision (benefit) for income taxes			72,128						(8,281)						(4,261)						(63,963)						(4,377)
Depreciation and amortization			54,120						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 costs			70,217						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 margin			18.0		%
Adjusted EBITDAR margin			33.6		%

________________________________

(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, 2020			Casinos & Resorts																		Other						Total
Revenue			$	372,792																	$	—					$	372,792
Net income (loss)			$	28,555																	$	(34,042)					$	(5,487)
Interest expense, net of interest income			34																		62,602						62,636
Benefit for income taxes			(16,018)																		(53,306)						(69,324)
Depreciation and amortization			37,786																		56						37,842
Non-operating (income) expense(1)			—																		(6,211)						(6,211)
Acquisition, integration and restructuring			20																		13,237						13,257
Share-based compensation			—																		17,706						17,706
Other(1)			19,942																		41						19,983
Allocation of corporate costs			20,515																		(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 Facility			85,000						35,000
6.75% Senior Notes due 2027			—						525,000
5.625% Senior Notes due 2029			750,000						—
5.875% Senior Notes due 2031			750,000						—
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)			2021						2020						2019						2021						2020						2019
Capital expenditures			$	32,393					$	15,274					$	5,003					$	97,525					$	15,283					$	28,237
Cash paid for internally developed software			13,865						—						—						15,891						—						—
Acquisition of gaming licenses			25,750						—						—						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.

Exhibit 99.2

BALLY'S CORPORATION

Recast Segment Revenue

(in thousands)

			Three Months Ended (unaudited)																											Year Ended December 31,
			September 30, 2021						June 30, 2021						March 31, 2021						December 31, 2020																								2020						2019
REVENUE
Gaming
Casinos & Resorts			$	227,012					$	204,497					$	152,060					$	95,467																							$	291,658					$	367,948
North America Interactive			2,764						791						849						—																								—						—
Total			229,776						205,288						152,909						95,467																								291,658						367,948
Racing
Casinos & Resorts			2,022						2,202						2,369						1,595																								6,412						13,114
Hotel
Casinos & Resorts			32,903						22,315						13,059						8,107																								24,742						38,988
Food and beverage
Casinos & Resorts			29,504						23,382						15,500						8,257																								32,132						69,904
Retail, entertainment and other
Casinos & Resorts			11,929						9,792						6,445						4,670																								17,848						33,623
North America Interactive			8,645						4,754						1,984						—																								—						—
Total			20,574						14,546						8,429						4,670																								17,848						33,623
Total revenue
Casinos & Resorts			303,370						262,188						189,433						118,096																								372,792						523,577
North America Interactive			11,409						5,545						2,833						—																								—						—
Total			$	314,779					$	267,733					$	192,266					$	118,096																							$	372,792					$	523,577

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BALLY'S CORPORATION

Recast Segment Operating Results

(in thousands)

			Three Months Ended (unaudited)																											Year Ended December 31,
			September 30, 2021						June 30, 2021						March 31, 2021						December 31, 2020																								2020						2019
Income (loss) from operations
Casinos & Resorts			$	64,892					$	109,003					$	50,736					$	(3,787)																							$	12,571					$	134,616
North America Interactive			(24,981)						(3,706)						(1,049)						—																								—						—
Other			(12,177)						(24,765)						(20,213)						(13,850)																								(30,957)						(19,990)
Total			27,734						80,532						29,474						(17,637)																								(18,386)						114,626
Net income (loss)
Casinos & Resorts			48,593						79,491						38,779						15,276																								28,555						95,575
North America Interactive			(19,213)						(3,208)						(905)						—																								—						—
Other			(44,127)						(7,341)						(48,579)						4,947																								(34,042)						(40,445)
Total			(14,747)						68,942						(10,705)						20,223																								(5,487)						55,130
Depreciation and amortization
Casinos & Resorts			14,110						13,453						11,608						9,772																								37,786						32,367
North America Interactive			6,274						3,385						1,032						—																								—						—
Other			8,616						8,879						146						16																								56						25
Total			29,000						25,717						12,786						9,788																								37,842						32,392
Interest expense, net of amounts capitalized
Casinos & Resorts			15						15						19						25																								132						3,421
Other			31,838						21,814						20,779						19,535																								63,116						36,409
Total			31,853						21,829						20,798						19,560																								63,248						39,830
Gain on sale-leaseback
Casinos & Resorts			—						(53,425)						—						—																								—						—
Total			—						(53,425)						—						—																								—						—
Change in value of naming right liabilities
Other			6,965						19,070						—						—																								—						—
Gain (adjustment) on bargain purchases
Other			(1,039)						24,114						—						—																								—						—
Capital expenditures
Casinos & Resorts			24,698						19,659						14,871						6,136																								14,480						28,091
North America Interactive			4,853						183						68						—																								—						—
Other			1,822						616						388						581																								803						146
Total			$	31,373					$	20,458					$	15,327					$	6,717																							$	15,283					$	28,237

			As of
			September 30, 2021						June 30, 2021						March 31, 2021						December 31, 2020																								December 31, 2019
Goodwill
Casinos & Resorts			$	201,952					$	201,550					$	186,979					$	186,979																							$	133,082
North America Interactive			242,956						223,321						102,750						—																								—
Total			444,908						424,871						289,729						186,979																								133,082
Total assets
Casinos & Resorts			2,381,811						2,308,201						1,543,340						1,490,204																								949,602
North America Interactive			445,085						381,327						166,968						—																								—
Other			2,142,807						1,067,781						428,492						439,651																								72,285
Total			$	4,969,703					$	3,757,309					$	2,138,800					$	1,929,855																							$	1,021,887

---

BALLY'S CORPORATION

Recast Segment Performance

(in thousands)

			Three Months Ended (unaudited)																								Year Ended December 31,
			September 30, 2021						June 30, 2021						March 31, 2021						December 31, 2020																								2020						2019
REVENUE
Gaming and racing revenue
Casinos & Resorts			$	229,034					$	206,699					$	154,429					$	97,062																							$	298,070					$	381,062
North America Interactive			2,764						791						849						—																								—						—
Total			231,798						207,490						155,278						97,062																								298,070						381,062
Non-gaming revenue
Casinos & Resorts			74,336						55,489						35,004						21,034																								74,722						142,515
North America Interactive			8,645						4,754						1,984						—																								—						—
Total			82,981						60,243						36,988						21,034																								74,722						142,515
Total revenue			314,779						267,733						192,266						118,096																								372,792						523,577
OPERATING COSTS AND EXPENSES
Gaming and racing expenses
Casinos & Resorts			76,948						63,195						46,950						31,944																								95,901						103,557
North America Interactive			1,449						155						304						—																								—						—
Total			78,397						63,350						47,254						31,944																								95,901						103,557
Non-gaming expenses
Casinos & Resorts			33,568						26,178						18,641						11,430																								42,768						81,615
North America Interactive			6,066						353						514						—																								—						—
Total			39,634						26,531						19,155						11,430																								42,768						81,615
Advertising, general and administrative
Casinos & Resorts			101,594						78,846						63,615						46,745																								139,537						153,953
North America Interactive			21,950						4,837						530						—																								—						—
Other			16,956						17,528						16,354						12,604																								37,406						26,447
Total			$	140,500					$	101,211					$	80,499					$	59,349																							$	176,943					$	180,400

---

BALLY'S CORPORATION

Recast Segment Performance

(in thousands)

			Quarter Ended September 30, 2021
			Casinos & Resorts						North America Interactive												Other						Total
Net income (loss)			$	48,593					$	(19,213)											$	(44,127)					$	(14,747)
Interest expense, net of interest income			5						(10)												31,311						31,306
Provision (benefit) for income taxes			16,294						(5,780)												(15,914)						(5,400)
Depreciation and amortization			14,110						6,274												8,616						29,000
Non-operating expense			—						22												16,553						16,575
Acquisition, integration and restructuring			—						—												6,797						6,797
Share-based compensation			—						—												5,449						5,449
Other (1)			(4,456)						12,577												876						8,997
Allocation of corporate costs			19,970						651												(20,621)						—
Adjusted EBITDA			94,516						(5,479)												(11,060)						77,977
Rent expense associated with triple net operating leases (2)			11,411						—												—						11,411
Adjusted EBITDAR			$	105,927					$	(5,479)											$	(11,060)					$	89,388

_______________________________

(1)See descriptions of adjustments in the “Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margin” table in Exhibit 99.1 to the Form 8-K filed with the Securities and Exchange Commission on November 4, 2021.

(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 June 30, 2021
			Casinos & Resorts						North America Interactive												Other						Total
Net income (loss)			$	79,492					$	(3,154)											$	(7,396)					$	68,942
Interest expense, net of interest income			8						(2)												21,293						21,299
Provision (benefit) for income taxes			29,504						(513)												(2,010)						26,981
Depreciation and amortization			13,453						3,385												8,879						25,717
Non-operating expense (income)			—						17												(36,707)						(36,690)
Acquisition, integration and restructuring			—						—												18,402						18,402
Share-based compensation			—						—												3,901						3,901
Gain on sale-leaseback			(53,425)						—												—						(53,425)
Other (1)			4,955						—												3,680						8,635
Allocation of corporate costs			19,906						467												(20,373)						—
Adjusted EBITDA			$	93,893					$	200											$	(10,331)					$	83,762

_______________________________

(1)See descriptions of adjustments in the “Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margin” table in Exhibit 99.1 to the Form 8-K filed with the Securities and Exchange Commission on August 9, 2021.

---

BALLY'S CORPORATION

Recast Segment Performance

(in thousands)

			Quarter Ended March 31, 2021
			Casinos & Resorts						North America Interactive												Other						Total
Net income (loss)			$	37,373					$	556											$	(48,634)					$	(10,705)
Interest expense, net of interest income			11						—												20,263						20,274
Provision (benefit) for income taxes			11,946						(92)												(16,684)						(4,830)
Depreciation and amortization			11,608						1,032												146						12,786
Non-operating (income) expense			—						(52)												24,787						24,735
Acquisition, integration and restructuring			—						—												12,258						12,258
Share-based compensation			—						—												4,483						4,483
Other (1)			(10,044)						—												3,518						(6,526)
Allocation of corporate costs			9,362						41												(9,403)						—
Adjusted EBITDA			$	60,256					$	1,485											$	(9,266)					$	52,475

_______________________________

(1)See descriptions of adjustments in the “Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margin” table in Exhibit 99.1 to the Form 8-K filed with the Securities and Exchange Commission on May 10, 2021.

			Quarter Ended December 31, 2020
			Casinos & Resorts																		Other						Total
Net income			$	15,276																	$	4,947					$	20,223
Interest expense, net of interest income			8																		19,237						19,245
Benefit for income taxes			(19,071)																		(31,823)						(50,894)
Depreciation and amortization			9,771																		17						9,788
Non-operating income			—																		(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 costs			5,816																		(5,816)						—
Adjusted EBITDA			$	27,554																	$	(6,495)					$	21,059

_______________________________

(1)See descriptions of adjustments in the “Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margin” table in Exhibit 99.1 to the Form 8-K filed with the Securities and Exchange Commission on March 4, 2021.

---

BALLY'S CORPORATION

Recast Reconciliation of Net Income (Loss)

to Adjusted EBITDA by Segment (unaudited)

(in thousands)

			Year Ended December 31, 2020
			Casinos & Resorts																		Other						Total
Net income (loss)			$	28,555																	$	(34,042)					$	(5,487)
Interest expense, net of interest income			34																		62,602						62,636
Benefit for income taxes			(16,018)																		(53,306)						(69,324)
Depreciation and amortization			37,786																		56						37,842
Non-operating income			—																		(6,211)						(6,211)
Acquisition, integration and restructuring			20																		13,237						13,257
Share-based compensation			—																		17,706						17,706
Other (1)			19,942																		41						19,983
Allocation of corporate costs			20,515																		(20,515)						—
Adjusted EBITDA			$	90,834																	$	(20,432)					$	70,402

_______________________________

(1)See descriptions of adjustments in the “Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margin” table in Exhibit 99.1 to the Form 8-K filed with the Securities and Exchange Commission on March 4, 2021.

			Year Ended December 31, 2019
			Casinos & Resorts																		Other						Total
Net income (loss)			$	95,575																	$	(40,445)					$	55,130
Interest expense, net of interest income			3,380																		34,546						37,926
Provision (benefit) for income taxes			34,664																		(14,614)						20,050
Depreciation and amortization			32,367																		25						32,392
Non-operating income			(39)																		(144)						(183)
Acquisition, integration and restructuring			1,617																		10,551						12,168
Share-based compensation			—																		3,826						3,826
Other (1)			(439)																		6,280						5,841
Allocation of corporate costs			17,032																		(17,032)						—
Adjusted EBITDA			$	184,157																	$	(17,007)					$	167,150

_______________________________

(1)See descriptions of adjustments in the “Reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA Margin” table in Exhibit 99.1 to the Form 8-K filed with the Securities and Exchange Commission on March 4, 2021.