What changed in this filing

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Item 1. Business

2023-03-01 compared with 2022-03-01 · 95 added, 101 removed, 160 unchanged (55% of the section changed)

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We are a global gaming, hospitality and entertainment company with a portfolio of casinos and resorts and online gaming businesses.

We provide our customers with physical and interactive entertainment and gaming experiences, including traditional casino offerings, iCasino, online bingo games, sportsbook, daily fantasy sports (“DFS”) and free-to-play games (“F2P”).

As of December 31, 2021, we own and manage 14 land-based casinos and one horse racetrack in ten states across the United States (“US”) operating under Bally’s brand.

We provide our customers with physical and interactive entertainment and gaming experiences, including traditional casino offerings, iCasino, online bingo, sportsbook and free-to-play (“F2P”) games.

As of December 31, 2022, we own and manage 15 land-based casinos and one horse racetrack in ten states across the United States (“US”) operating under the Bally’s brand.

Our land-based casino operations include approximately 14,800 slot machines, 500 table games and 5,300 hotel rooms, along with various restaurants, entertainment venues and other amenities.

Certain of our properties are leased under a master lease agreement with Gaming and Leisure Properties, Inc.

(“GLPI”), a publicly traded gaming-focused real estate investment trust (“REIT”).

With our acquisition of London-based Gamesys Group, Plc.

(“Gamesys”) on October 1, 2021, we expanded our geographical and product footprints to include an iGaming business with well-known brands providing iCasino and online bingo experiences to our global online customer base with concentrations in Europe and Asia and a growing presence in North America.

Our iCasino and online bingo platforms and games content, sportsbook and F2P games are provided on a business-to-business (“B2B”) as well as a business-to-consumer (“B2C”) basis.

In 2021, we acquired London-based Gamesys Group Ltd.

(“Gamesys”) to expand our geographical and product footprints to include an iGaming business with well-known brands providing iCasino and online bingo experiences to our global online customer base with concentrations in Europe and Asia and a growing presence in North America.

Our revenues are primarily generated by these gaming and entertainment offerings.

We own and operate our proprietary software and technology stack designed to allow us to provide consumers differentiated offerings and exclusive content.

We own and operate our proprietary software and technology stack, which is designed to allow us to provide consumers differentiated offerings and exclusive content.

Our Strategy and Business Developments

We seek to continue to grow our business by actively pursuing the acquisition and development of new gaming opportunities and reinvesting in our existing operations.

We believe that interactive gaming represents a significant strategic opportunity for the future growth of Bally’s.

We believe that interactive gaming represents a significant strategic opportunity for the future growth of Bally’s and we will continue to actively focus resources in markets that we believe will regulate iGaming.

We seek to increase revenues at our casinos and resorts through enhancing the guest experience by providing popular games, restaurants, hotel accommodations, entertainment and other amenities in attractive surroundings with high-quality guest service.

We believe that our recent acquisitions have expanded and diversified us from financial and market exposure perspectives, while continuing to mitigate our susceptibility to regional economic downturns, idiosyncratic regulatory changes and increases in regional competition.

In late 2020, we changed our name to Bally’s Corporation.

We believe that the “Bally’s” trade name brand has a rich history of gaming, hospitality and entertainment providing immediate and enhanced nationwide brand recognition.

In 2021, we took significant steps forward in our strategy.

We acquired multiple casino and resort properties, including Bally’s Lake Tahoe, Bally’s Evansville and Bally’s Quad Cities, each as defined below.

We also agreed to purchase Tropicana Las Vegas Hotel and Casino (“Tropicana Las Vegas”) in Las Vegas, Nevada and announced plans to construct a land-based casino in Centre County, Pennsylvania, adding to our land-based casino presence.

With the pending acquisition of Tropicana Las Vegas and the completion of construction in Centre County, Pennsylvania, we will own and manage 16 land-based casinos across 11 states.

In addition, we also expanded our interactive business by:

• launching our Bally Sports Network through our partnership with Sinclair Broadcast Group (“Sinclair”), which combines our sports betting technology with Sinclair’s expansive footprint.

With Bally’s brand, the media partnership and the unencumbered skins (gaming licenses) that we have acquired and reserved in our portfolio, we can now provide our customers omni-channel gaming and entertainment across our various physical properties while having a singular online and mobile presence with a brand that is synonymous with gaming, hospitality and entertainment;

• acquiring Gamesys, a leading international online gaming operator that provides gaming entertainment to a global customer base;

• acquiring Bally’s Interactive, formerly Bet.Works, and its proprietary technology stack and turnkey solutions, which include marketing, operations, customer service, risk management and compliance.

We believe that the Bet.Works acquisition provides us with a suite of advanced omni-channel products, platforms, software and content solutions positioning us to deliver competitive sports betting and iCasino offerings to customers on a national scale.

These steps positioned us to become a leading, full-service, vertically integrated sports betting and iGaming company in the US with physical casinos and online gaming solutions united under a single, leading brand.

For further information on our recent and pending acquisitions and our partnership with Sinclair, refer to Note 5 “ Acquisitions ” and Note 10 “ Sinclair Agreement ” to our consolidated financial statements presented in Part II, Item 8.

We continue to make progress on the integration of our acquired assets and deploying capital on our strategic growth projects.

Notable efforts in the current year include:

• In January 2022, we launched Bally Casino, an iCasino app, in New Jersey and in November 2022, we launched our first combined casino and sports book app, Bally Bet Sportsbook & Casino, in Ontario, Canada.

We will continue to focus on jurisdictions where there are iCasino opportunities.

• In June 2022, we signed a host community agreement with the City of Chicago to develop Bally’s Chicago, a flagship, destination casino resort in downtown Chicago, Illinois.

This agreement provides us with the exclusive right to operate a temporary casino, which is expected to open in the second half of 2023, while the permanent casino resort is constructed.

• On September 26, 2022, we completed our acquisition of Tropicana Las Vegas from Penn Entertainment, Inc.

and Gaming and Leisure Properties, Inc.

(“GLPI”), providing us with a presence on the Las Vegas Strip.

• During 2022, we made significant progress on our capital improvement and expansion projects focused on gaming and non-gaming amenities at our Bally’s Atlantic City, Bally’s Lincoln and Bally’s Kansas City properties renovating hotel rooms, expanding our gaming floors and product offerings and introducing new restaurant concepts, spas and other customer experience venues.

• On January 3, 2023, we completed the sale-leaseback transaction for the land and real estate assets of Bally’s Tiverton and Hard Rock Biloxi for an aggregate consideration of $635 million.

These steps have positioned us as a prominent, full-service, vertically integrated iGaming company, with physical casinos and online gaming solutions united under a single, leading brand.

For further information on our recent acquisitions, refer to Note 6 “ Business Combinations ” to our consolidated financial statements presented in Part II, Item 8 of this Annual Report on Form 10-K.

Our Operating Structure

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Property Name Location

Bally’s Twin River Lincoln Casino Resort (“Bally’s Twin River”) Lincoln, Rhode Island

Bally’s Tiverton Casino & Hotel (“Bally’s Tiverton”) Tiverton, Rhode Island

Bally’s Dover Casino Resort (“Bally’s Dover”)

Dover, Delaware

Bally’s Atlantic City Casino Resort (“Bally’s Atlantic City”) Atlantic City, New Jersey

Bally’s Evansville Casino & Hotel (“Bally’s Evansville”)

Evansville, Indiana

Hard Rock Hotel & Casino Biloxi (“Hard Rock Biloxi”) Biloxi, Mississippi

Bally’s Vicksburg Casino (“Bally’s Vicksburg”) Vicksburg, Mississippi

Bally’s Kansas City Casino (“Bally’s Kansas City”) Kansas City, Missouri

Bally’s Black Hawk (3 properties)

Bally’s Black Hawk (1)

Black Hawk, Colorado

Bally’s Dover Casino Resort (“Bally’s Dover”) Dover, Delaware

Bally’s Evansville Casino & Hotel (“Bally’s Evansville”) Evansville, Indiana

Bally’s Kansas City Casino (“Bally’s Kansas City”) Kansas City, Missouri

Bally’s Lake Tahoe Casino Resort (“Bally’s Lake Tahoe”) Lake Tahoe, Nevada

Bally’s Quad Cities Casino & Hotel (“Bally’s Quad Cities”) Rock Island, Illinois

Bally’s Shreveport Casino & Hotel (“Bally’s Shreveport”) Shreveport, Louisiana

Bally’s Lake Tahoe Casino Resort (“Bally’s Lake Tahoe”)

Lake Tahoe, Nevada

Bally’s Quad Cities Casino & Hotel (“Bally’s Quad Cities”)

Rock Island, Illinois

Bally’s Tiverton Casino & Hotel (“Bally’s Tiverton”) Tiverton, Rhode Island

Bally’s Twin River Lincoln Casino Resort (“Bally’s Twin River”) Lincoln, Rhode Island

Bally’s Vicksburg Casino (“Bally’s Vicksburg”) Vicksburg, Mississippi

Hard Rock Hotel & Casino Biloxi (“Hard Rock Biloxi”) Biloxi, Mississippi

Tropicana Las Vegas Casino and Resort (“Tropicana Las Vegas”) Las Vegas, Nevada

Bally’s Arapahoe Park Aurora, Colorado

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(1) Consists of three casino properties:

Bally’s Black Hawk North Casino, Bally’s Black Hawk West Casino and Bally’s Black Hawk East Casino.

North America Interactive - includes the following North America businesses:

• Bally’s Interactive, a business-to-business-to-consumer (“B2B2C”) sportsbook and iCasino platform provider and operator;

• Horses Mouth Limited (“SportCaller”), a B2B and F2P game provider for sports betting companies;

• Monkey Knife Fight (“MKF”), a B2C gaming platform and DFS operator;

• Joker Gaming, known as Live at the Bike, an online subscription streaming service featuring livestream and on-demand poker videos and podcasts;

• Association of Volleyball Professionals (“AVP”), a professional beach volleyball organization and host of the longest-running domestic beach volleyball tour;

• Telescope, Inc.

(“Telescope”), a provider of real-time audience engagement solutions for live events, gamified second screen experiences and interactive livestreams;

• Degree 53, a United Kingdom (“UK”)-based creative agency that specializes in multi-channel website and personalized mobile app and software development for online gambling and sports industries.

The North America Interactive reportable segment also includes the North American operations of Gamesys.

International Interactive - includes the following businesses in Europe and Asia:

• Gamesys, a B2B2C iCasino and online bingo platform provider and operator;

• Solid Gaming, a games content aggregation business.

Refer to Note 19 “ Segment Reporting ” to our consolidated financial statements presented in Part II, Item 8 for additional information on our segment reporting structure.

• Bally’s Interactive, primarily a business to consumer online iCasino operator;

• Consumer facing service and marketing engines, including SportCaller, a B2B and F2P game provider for sports betting companies;

Live at the Bike, an online subscription streaming service featuring livestream and on-demand poker videos and podcasts;

and the Association of Volleyball Professionals (“AVP”), a professional beach volleyball organization and host of the longest-running domestic beach volleyball tour.

The North America Interactive reportable segment also includes the North American operations of Gamesys, a B2C iCasino operator.

International Interactive - includes Gamesys.

Refer to Note 21 “ Segment Reporting ” to our consolidated financial statements presented in Part II, Item 8 of this Annual Report on Form 10-K for additional information on our segment reporting structure.

Bally’s Brand

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We performed extensive market research in which active gamers indicated an acute awareness of the brand, but not necessarily a high usage of brand products and gaming offerings.

We have rebranded every casino and resort in our portfolio, except Hard Rock Biloxi, to re-energize this once great brand by building upon its deep legacy.

We have rebranded every casino and resort in our portfolio, except Hard Rock Biloxi, to build upon the deep legacy of the Bally’s brand.

Additionally, our research told us that gamers across the demographic age spectrum knew of Bally’s brand and identified with the gaming entertainment aspect of slot machines, pinball machines, video machines and casinos.

We believe in the industrial logic and vision of Bally’s becoming a premier, truly integrated, omni-channel gaming company for both retail and online gamers.

These insights form the key tenets of our new integrated Bally Rewards program specifically to enable customers to utilize compelling rewards universally in our interactive and casino and resort environments.

Our Sinclair media affiliation adds to our comprehensive touchpoint strategy, which strengthens our ability to attract new customers to our integrated brand by showcasing Bally’s with millions of daily impressions.

These insights form the key tenets of our integrated Bally Rewards program specifically to enable customers to utilize compelling rewards universally in our interactive and casino and resort environments.

Our Sinclair Broadcast Group (“Sinclair”) media affiliation adds to our comprehensive touchpoint strategy, which strengthens our ability to attract new customers to our integrated brand by showcasing Bally’s with millions of daily impressions.

We believe that our phased approach to the transformation of Bally’s brand was thoughtful and deliberate.

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Interactive Brands

We operate a suite of award-winning brands and are focused on building a diverse portfolio of distinctive and recognizable brands on a B2B2C basis that deliver best-in-class platforms, player experiences and gaming content globally.

We operate a suite of award-winning brands and are focused on building a diverse portfolio of distinctive and recognizable brands that deliver best-in-class platforms, player experiences and gaming content globally.

Our brands are:

Business-to-Consumer Brands:

• F2P brand is Bally Play ;

• DFS brand is MKF ;

• iCasino brands include Bally Casino , Rainbow Riches Casino, Virgin Casino, Virgin Games, Megaways Casino, VIP Casino, Vera & John, InterCasino , Monopoly Casino, Yuugado, Casino Secret;

• Sportsbook brand is Bally Bet ;

• iCasino brands include Bally Casino , Rainbow Riches Casino, Virgin Casino, Virgin Games, Megaways Casino, VIP Casino, Vera & John, InterCasino , Monopoly Casino ;

• F2P brand is Bally Play ;

• Online bingo brands include Jackpotjoy, Double Bubble Bingo and Botemania;

Business-to-Business Brands:

• Bally’s Interactive , formally Bet.Works , a sportsbook and iCasino platform provider and operator;

• SportCaller , a F2P games content provider;

• Gamesys , an iCasino and online bingo platform provider and operator;

• Solid Gaming , a games content aggregation business;

• Telescope , a provider of real-time audience engagement solutions for live events, gamified second screen experiences and interactive livestreams.

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Inherent in our naming rights arrangement with Sinclair, our Bally Sports brand encompasses a lineup of 19 regional sports networks to position the Bally Sports brand to be a well-known participant in the sports media industry, producing award-winning live game coverage, while creating and innovating multiplatform content that engages millions of sports fans across the US.

We are home to America’s most comprehensive regional sports media rights portfolio that includes more than half of the US-based Major League Baseball, National Basketball Association and National Hockey League teams and delivers more than 4,500 live events annually.

We believe Bally Sports represents the future of sports fandom.

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The heart of Bally’s real-money gaming solutions is the union of the Gamesys platform with Bally’s casinos and resorts and iGaming products.

The combined sports, casino and additional online marketing assets provide social gaming, game development and marketing partnerships that integrate with the casinos and resorts creating an exciting and diverse gaming, hospitality and entertainment environment.

The combined casino, sports and additional online marketing assets provide social gaming, game development and marketing partnerships that integrate with the casinos and resorts creating an exciting and diverse gaming, hospitality and entertainment environment.

Our investment in gaming platforms along with our talented technical and product development teams allowed Bally’s to launch Bally Casino New Jersey within two months of the Gamesys acquisition.

In 2022, we are planning a rapid expansion of iCasino and sportsbook platforms across the US and Canada with expanded omni-channel marketing features.

In 2022, we rolled-out our new BallyBet 2.0 Product to Arizona, New York, Ontario and Indiana, all with expanded omni-channel marketing features.

Our investment in core disciplines across technology, analytics and marketing have allowed us to rapidly bring innovative new experiences to market and provide unique insights into our customer habits and their interactions with both offline and online experiences.

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Our experience from the highly competitive European markets, especially in the UK, allows us to leverage advanced artificial intelligence (“AI”), machine learning and retention capabilities across the online sports, casino and bingo product lines and to bring that expertise to our offline casinos and resorts.

We have integrated the Bet.Works sports engine with the Gamesys casino platform to provide a seamless, high performance, efficient and effective online gaming platform that links our casinos and resorts activity with our iGaming products.

We have integrated the previous Bet.Works sports engine with the Gamesys casino platform, known as the Evolve platform, to create a seamless, high performance, efficient and effective online gaming product, BallyBet 2.0, that links our casinos and resorts activity with our iGaming products.

Our continued investments into kiosk and player rewards recognize both online and offline activity and are at the forefront of our omni-channel strategy.

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We use our AI and machine learning skills to also protect our players by working at the forefront of the industry in developing advanced systems to identify and manage problem gambling behaviors.

Our in-house B2B platform supports a wide range of game suppliers as well as hosting our own range of game content developed by our in-house studio.

We are further investing in the Bally technology and product platform to achieve our vision of a seamless player journey between offline and online gaming and entertainment worlds that recognize and reward players through their entire lifetime whether in our casinos and resorts or online in any of our gaming and entertainment offerings.

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We are focused on building a strong brand reputation to distinguish us from our competitors.

The marketing efforts under Bally’s brand are primarily executed through six funnels:

The marketing efforts under the Bally’s brand are primarily executed through six funnels:

Advertising, Direct Marketing, Player Development, Special Events and Promotions, Entertainment and the Bally Rewards loyalty program.

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We seek to target the right customer at the right time with the right message to increase brand awareness and drive business.

We do modest image advertising, but more predominantly lean towards strong call-to-action messaging.

We do modest image advertising, but more predominantly lean towards call-to-action messaging.

Direct Marketing

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Players earn tier points to achieve a tier status of Pro, Star, Superstar and ultimately Legend.

In development is the connectivity of this program by virtue of our “one card” linking systems universally at all casinos and resorts in addition to our interactive business units.

We are developing the connectivity of this program by our “one card” linking systems, which universally link to all Bally’s casinos, resorts and our interactive business units.

We are also planning to provide benefits outside of what is offered in our casinos and resorts to add value to the membership.

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See “ Item 1A.

Risk Factors ” for more information on competition.

Risk Factors ” of this Annual Report on Form 10-K for more information on competition.

Casino, hotel and racing operations in our markets are subject to seasonal variation.

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Employee Relations, Diversity and Social Inclusion

A driving factor of our success is the recruitment and retention of employees who are committed to providing outstanding guest service, while providing a work environment that promotes diversity, inclusion and respect.

A driving factor of our success is the recruitment and retention of employees who are committed to providing outstanding guest service that promotes diversity, inclusion and respect.

To promote and foster a culture of inclusion, our properties have hiring initiatives that are aimed at increasing diversity and promoting gender equality and we welcome employees of all backgrounds.

To further promote this initiative, we recently rolled out a “Walk in my Shoes” program, which allows our employees to work temporarily in another position to provide them with an increased perspective across the Company.

The Company believes that in order to flourish in a competitive environment and global economy, all ideas must be on the table, and an environment that welcomes and includes diverse perspectives leads to success in business.

We believe that by providing our employees with competitive pay and benefits, as well as opportunities for professional development, we can achieve our goals of attracting and retaining a diverse and engaged workforce.

Our professional development efforts include robust training programs, scholarships and tuition reimbursement opportunities.

Our professional development efforts include robust training programs, at no cost to the employee, scholarships, and tuition reimbursement opportunities.

In addition, we recently implemented a Management Development Program, which is designed to allow us to identify and promote high performing talent within our workforce.

We also provide our employees with a number of health and wellness programs, including an annual wellness fair, flu shot clinic and weight loss program, in addition to weekly wellness communications providing helpful information on health initiatives.

We also engage with our employees through a number of health and wellness programs which include, an annual wellness fair, annual flu shots, weight loss programs, quarterly fitness challenges, employee assistance program, student loan assistance, and weekly wellness communications providing helpful information on health initiatives.

We also believe in the importance of giving back to our communities and have several philanthropic initiatives, including fundraising events to support local charities and organizations and community service events.

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As of December 31, 2022, we had approximately 10,500 employees.

Most of our employees in Rhode Island and New Jersey are represented by a labor union and are subject to collective bargaining agreements with us.

As of such date, we had 22 collective bargaining agreements covering approximately 2,364 employees.

Most of our employees in Rhode Island, Nevada and New Jersey are represented by a labor union and are subject to collective bargaining agreements with us.

As of December 31, 2022, we had 29 collective bargaining agreements covering 2,755 employees.

Our collective bargaining agreements generally have three-or-five-year terms.

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Player well-being

• Achieved Gamecare Level 3 Accreditation, the highest accreditation available in the industry

• Work toward our global sustainability commitments

• Embed our responsible gaming program in everything we do

• Formed the ESG Committee.

(Senior level leadership across all areas of ESG)

• Achieved Gamecare Level 3 Accreditation, the highest RG accreditation available in the industry

• Donated $600,000 to the International Center for Responsible Gambling for research into the harms of gambling

• Joined and implemented the AGA’s “Have a Gameplan” campaign

People Engagement

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Building a Brighter Future

• Work toward carbon neutral status

• Seek to reduce direct energy usage

• Support the United Nations Global Compact Standard

• Support our Bally Cares Initiatives

• Measured our global environmental impact across Bally’s

• In August 2022, Bally’s applied for a science based target confirming our commitment to reduce our Scope 1, 2 and 3 carbon-based emissions

• Bally’s supports delivery of six of the United Nations Sustainable Development Goals

Government Gaming Regulation

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The amendment and restatement of the Regulatory Agreement was mandated by legislation enacted in Rhode Island in June 2021.

The Regulatory Agreement contains financial and other covenants that, among other things, (1) restrict the acquisition of stock and other financial interests in us, (2) relate to the licensing and composition of members of our management and Board of Directors (the “Board”), (3) prohibit certain competitive activities and related-party transactions and (4) restrict our ability to declare or make restricted payments (including dividends), incur additional indebtedness or take certain other actions, if our leverage ratio exceeds 5.50 to 1.00 (in general being gross debt divided by Adjusted EBITDA, each as defined in the Regulatory Agreement).

The Regulatory Agreement contains financial and other covenants that, among other things, (i) restrict the acquisition of stock and other financial interests in us, (ii) relate to the licensing and composition of members of our management and Board of Directors (the “Board”), (iii) prohibit certain competitive activities and related-party transactions and (iv) restrict our ability to declare or make restricted payments (including dividends), incur additional indebtedness or take certain other actions, if our leverage ratio exceeds 5.50 to 1.00 (in general being gross debt divided by Adjusted EBITDA, each as defined in the Regulatory Agreement).

The Regulatory Agreement also provides affirmative obligations, including setting a minimum number of employees that we must employ in Rhode Island and providing the DBR and DoL with periodic information updates about us.

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A failure to comply with the Regulatory Agreement could subject us to injunctive or monetary relief, payments to the Rhode Island regulatory agencies and ultimately the revocation or suspension of our licenses to operate in Rhode Island.

In addition, our master contracts with Rhode Island were extended through June 30, 2043, and allow for consolidation of promotional points between Bally’s Twin River and Bally’s Tiverton, obligate Bally’s Twin River to build a 50,000 square foot expansion, obligate Bally’s Twin River to lease at least 20,000 square feet of commercial space in Providence, and commit us to invest $100 million in Rhode Island over this extended term, including an expansion and the addition of new amenities at Bally’s Twin River.

This June 2021 legislation also authorized a joint venture with International Gaming Technology PLC (“IGT”) to become a licensed technology provider and supply the State of Rhode Island with all Video Lottery Terminals (“VLTs”) at both Bally’s Twin River and Bally’s Tiverton for a 20.5-year period starting January 1, 2023.

IGT will own 60% of the joint venture.

As of July 1, 2021, until the joint venture is operating, we will supply 23% of all VLTs in return for 7% net terminal income from the machines.

In addition, our master contracts with Rhode Island were extended through June 30, 2043, and allow for consolidation of promotional points between Bally’s Twin River and Bally’s Tiverton, obligate Bally’s Twin River to build a 50,000 square foot expansion, obligate Bally’s to lease at least 20,000 square feet of commercial space in Providence, and commit us to invest $100 million in Rhode Island over this extended term, including an expansion and the addition of new amenities at Bally’s Twin River.

The June 2021 legislation authorized Bally’s Twin River to become a licensed technology provider, which it did on July 1, 2021.

As a licensed Technology Provider, Bally’s Twin River was entitled to an additional share of net terminal income on Video Lottery Terminals (“VLTs”) which they owned or leased.

This June 2021 legislation also authorized a joint venture between Bally’s and International Gaming Technology PLC (“IGT”) to become a licensed technology provider and supply the State of Rhode Island with all VLTs at both Bally’s Twin River and Bally’s Tiverton for a 20.5-year period starting January 1, 2023.

The joint venture was organized as the Rhode Island VLT Company, LLC, with IGT owning 60% of the membership interests and Bally’s or its affiliates owning 40% of the membership interests.

On December 30, 2022 Bally’s Twin River and Bally’s Tiverton purchased additional machines directly from IGT to effectively own 40% of the machines.

On January 1, 2023 Bally’s Twin River and Bally’s Tiverton contributed all of their machines to Rhode Island VLT Company, LLC in return for an aggregate 40% membership interest, and IGT contributed all of their machines at Bally’s Twin River and Bally’s Tiverton to the Rhode Island VLT Company, LLC in return for a 60% membership interest.

Other Laws and Regulations

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Intellectual Property

Our principal intellectual property consists of trademarks based on the Bally’s brand name, which we continue to deploy throughout our interactive and retail operations, including Bally Casino, Bally Bet, Bally Rewards, Bally Play and Bally Sports, among others.

We also own a number of other trademarks related to our growing sports betting operations, including MKF, SportCaller and Telescope, among others.

Intellectual property rights are substantial to our business, as they protect important assets and products of our interactive and retail operations.

Our in-house departments develop and acquire various forms of intellectual property, including copyright, trademarks, patents and trade secrets.

As part of our acquisition of the Hard Rock Biloxi in July 2014, Hard Rock Biloxi entered into an amendment to the existing license agreement with Hard Rock Hotel, Licensing, Inc., which originally provided for an initial term of 20 years through September 2025 and the option to renew for two successive ten-year terms.

Under the license agreement, we have the exclusive right to use the “Hard Rock” brand name in connection with, and as it relates to, the Hard Rock Biloxi property for an annual fee.

We also secure licenses in relation to certain intellectual property owned by other third parties for the operation of our online gaming, sportsbook and daily fantasy sports offerings.

We maintain and pursue registration of valuable proprietary trademarks used on our online platforms, as well as selected brands used in our retail front.

Our trademark portfolio includes registrations in the US and jurisdictions outside the US in line with our global operations.

Our group creates original software code and designs for, among others, the needs of our gaming and betting operations, which are protected by copyright.

We also own several US patents in relation for inventive elements of gaming software.

In addition, we actively monitor the use of our key brands in commerce and, where appropriate, we take enforcement actions to cease activities by third parties, that could cause market confusion or dilution of our brands.

We also seek to maintain our trade secrets and confidential information via relevant non-disclosure agreements and confidentiality clauses.

We develop intellectual property to differentiate our retail casinos and interactive products from our competitors.

Our brands and technology constitute key business assets.

In order to protect our brands, technology and other creative output, we rely on a combination of trademarks, copyright, patents, trade secrets and contract law to establish and protect our proprietary rights.

Our core brand in the United States is Bally and Bally’s, which includes Bally’s Casino, Bally Bet, Bally Play and Bally Sports.

The Bally brand is protected by around 75 trademark registrations and applications in the US and foreign jurisdictions.

In line with our multi-brand strategy, we register trademarks for brands either directly exploited by us in the provision of interactive gaming services or for the purpose of licensing to third parties.

Our other brands in the US include Live at the Bike and in foreign jurisdictions:

Jackpotjoy, Botemania, Vera & John, Yuugado, Intercasino, and Casino Secret.

In addition, we hold an exclusive trademark license for Hard Rock in relation to our Hard Rock, Biloxi casino.

The Hard Rock license expires in 2025 with an option to renew for two successive ten-year terms.

In foreign territories we hold a number of in-bound trademark licenses for our interactive gaming services.

We create original software code and designs for our interactive gaming and betting services.

Our software code is primarily protected by copyright and, to a lesser extent, patents.

Although our business is not dependent on any one of our patents or combination of our patents, we file patent applications where we believe it is appropriate to do so.

Our patent portfolio comprises approximately 20 granted US patents and we license in patented technology where required for the operation of our business.

We protect our Trade Secrets and confidential information by nondisclosure agreements and confidentiality clauses.

While we take action to protect our intellectual property rights, there is always a risk that (i) our proprietary rights become invalidated or unenforceable, (ii) we are unsuccessful in obtaining trademark or patent registrations and (iii) we are unsuccessful in our enforcement efforts and therefore unable to prevent what we consider to be misuse of our intellectual property assets.

The laws of some foreign countries do not protect intellectual property rights to the same extent as the laws of the United States.

Further, third parties may independently develop similar brands and technologies which would negatively impact the value of our intellectual property.

Corporate Information

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business