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Item 1. Financial Statements

2025-11-12 compared with 2025-08-11 · 310 added, 283 removed, 1147 unchanged (34% of the section changed)

4 unchanged sentences

Successor Predecessor

September 30,

2025 December 31,

45 unchanged sentences

Successor Predecessor

Three Months Ended June 30, 2025 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025 Three Months Ended June 30, 2024 Six Months Ended June 30, 2024

Three Months Ended September 30, 2025 Period from February 8, 2025 to September 30, 2025 Period from January 1, 2025 to February 7, 2025 Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024

Gaming $ 544,507 $ 1,415,917 $ 185,767 $ 523,906 $ 1,564,714

5 unchanged sentences

General and administrative 292,455 751,044 114,401 273,593 774,448

Loss on sale-leaseback — — — 150,000 150,000

Depreciation and amortization 78,371 197,584 22,343 77,800 316,328

Total operating costs and expenses 662,727 1,693,202 241,264 787,629 2,096,150

(Loss) income from operations ( 2,437 ) ( 4,247 ) ( 20,766 ) 5,573 ( 68,382 )

Income (loss) from operations 989 ( 3,258 ) ( 20,766 ) ( 157,655 ) ( 226,037 )

Other (expense) income:

Interest expense, net ( 105,866 ) ( 255,125 ) ( 27,229 ) ( 73,975 ) ( 221,306 )

Other non-operating income (expense), net 56,964 47,934 ( 2,365 ) 6,930 11,484

Other non-operating (expense) income, net ( 42,632 ) 5,302 ( 2,365 ) ( 49,854 ) ( 38,370 )

Total other expense, net ( 148,498 ) ( 249,823 ) ( 29,594 ) ( 123,829 ) ( 259,676 )

2 unchanged sentences

Net loss $ ( 106,199 ) $ ( 300,119 ) $ ( 51,024 ) $ ( 247,855 ) $ ( 481,965 )

Net loss attributable to non-controlling interest ( 3,287 ) ( 3,287 ) — — —

Net loss attributable to Bally’s Corporation $ ( 102,912 ) $ ( 296,832 ) $ ( 51,024 ) $ ( 247,855 ) $ ( 481,965 )

Basic loss per share $ ( 1.70 ) $ ( 4.90 ) $ ( 1.05 ) $ ( 5.10 ) $ ( 9.96 )

4 unchanged sentences

BALLY’S CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (unaudited)

(In thousands)

Successor Predecessor

Three Months Ended June 30, 2025 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025 Three Months Ended June 30, 2024 Six Months Ended June 30, 2024

Net loss $ ( 106,199 ) $ ( 300,119 ) $ ( 51,024 ) $ ( 247,855 ) $ ( 481,965 )

1 unchanged sentence

Foreign currency translation adjustments ( 22,480 ) 123,002 ( 13,097 ) 150,021 103,342

Net unrealized derivative (loss) gain on cash flow hedges, net of tax ( 6,400 ) ( 19,828 ) 968 2,304 14,587

Net unrealized derivative (loss) gain on net investment hedges, net of tax ( 34,826 ) ( 52,275 ) 2,686 5,788 17,254

Net unrealized derivative gain (loss) on cash flow hedges, net of tax 733 ( 19,095 ) 968 ( 41,967 ) ( 27,380 )

Net unrealized derivative gain (loss) on net investment hedges, net of tax 14,453 ( 37,822 ) 2,686 ( 23,903 ) ( 6,649 )

Other comprehensive income (loss) ( 7,294 ) 66,085 ( 9,443 ) 84,151 69,313

7 unchanged sentences

Stock Accumulated Deficit Accumulated Other Comprehensive Loss Non-controlling Interest Total Stockholders’ Equity (Deficit)

Shares Outstanding Amount

Shares Issued and Outstanding Amount

Balance as of December 31, 2024 40,787,007 $ 408 $ 1,414,410 $ — $ ( 1,123,649 ) $ ( 260,267 ) $ — $ 30,902

7 unchanged sentences

Stock Retained Earnings (Deficit) Accumulated Other Comprehensive Income Non-controlling Interest Total Stockholders’

Shares Outstanding Amount

Shares Issued and Outstanding Amount

Balance as of February 8, 2025 (Successor) 71,258,763 $ 712 $ 1,171,824 $ — $ — $ — $ — $ 1,172,536

11 unchanged sentences

Other comprehensive income — — — — — 61,216 — 61,216

Net income — — — — ( 228,436 ) — — ( 228,436 )

Net loss — — — — ( 228,436 ) — — ( 228,436 )

Balance as of June 30, 2025 (Successor) 49,120,097 $ 490 $ 750,129 $ — $ ( 193,920 ) $ 73,379 $ 12,361 $ 642,439

Issuance of restricted stock and other awards 11,205 — ( 263 ) — — — — ( 263 )

Share-based compensation — — 1,938 — — — — 1,938

Bally’s Chicago Inc.

Issuance — — — — — — ( 8,722 ) ( 8,722 )

Other comprehensive loss — — — — — ( 7,294 ) — ( 7,294 )

Net loss — — — — ( 102,912 ) — ( 3,287 ) ( 106,199 )

Balance as of September 30, 2025 (Successor) 49,131,302 $ 490 $ 751,804 $ — $ ( 296,832 ) $ 66,085 $ 352 $ 521,899

BALLY’S CORPORATION

15 unchanged sentences

Share-based compensation — — 4,472 — — — — 4,472

Other comprehensive loss — — — — — ( 793 ) — ( 793 )

Net loss — — — — ( 60,196 ) — — ( 60,196 )

Balance as of June 30, 2024 (Predecessor) 40,619,356 $ 406 $ 1,407,118 $ — $ ( 790,005 ) $ ( 224,396 ) $ 428 $ 393,551

Issuance of restricted stock and other stock awards 33,990 — ( 103 ) — — — — ( 103 )

Share-based compensation — — 4,099 — — — — 4,099

Other comprehensive income — — — — — 84,151 — 84,151

Net loss — — — — ( 247,855 ) — — ( 247,855 )

Balance as of June 30, 2024 40,619,356 $ 406 $ 1,407,118 $ — $ ( 790,005 ) $ ( 224,396 ) $ 428 $ 393,551

Balance as of September 30, 2024 (Predecessor) 40,653,346 $ 406 $ 1,411,114 $ — $ ( 1,037,860 ) $ ( 140,245 ) $ 428 $ 233,843

See accompanying notes to condensed consolidated financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

Six Months Ended June 30,

Successor Predecessor

(in thousands) Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025 Six Months Ended June 30, 2024

(in thousands) Period from February 8, 2025 to September 30, 2025 Period from January 1, 2025 to February 7, 2025 Nine Months Ended September 30, 2024

Cash flows from operating activities:

Net loss $ ( 300,119 ) $ ( 51,024 ) $ ( 481,965 )

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation and amortization 197,584 22,343 316,328

3 unchanged sentences

Non-cash amortization of debt discount and debt issuance costs 58,286 1,004 8,730

Loss on sale-leaseback — — 150,000

Loss on extinguishment of debt 17,372 — —

2 unchanged sentences

(Income) loss from equity method investments ( 7,877 ) 594 284

Foreign exchange gain 4,947 ( 194 ) ( 3,799 )

Foreign exchange (gain) loss 37,044 ( 194 ) 26,447

Other operating activities 23,838 3,511 23,507

4 unchanged sentences

Proceeds from net investment hedges — — 3,274

Cash paid for shares in Intralot ( 13,799 ) — —

Cash paid for The Star Investment ( 83,720 ) — —

11 unchanged sentences

Bally’s Chicago Inc.

issuance under private placement 12,361 — —

issuance 18,132 — —

Other financing activities ( 5,619 ) ( 76 ) ( 6,372 )

6 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

Six Months Ended June 30,

Successor Predecessor

(in thousands) Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025 Six Months Ended June 30, 2024

(in thousands) Period from February 8, 2025 to September 30, 2025 Period from January 1, 2025 to February 7, 2025 Nine Months Ended September 30, 2024

Supplemental disclosure of cash flow information:

6 unchanged sentences

Consideration issued for the Queen Merger 555,751 — —

Consideration receivable from sale of assets to GLP 134,790 — —

Intralot shares received as settlement of loan receivable

Unpaid equity method investment 6,001 — —

Bally’s Chicago - land development liability — — 1,931

Successor Predecessor

June 30, February 7, December 31,

September 30, February 7, December 31,

Reconciliation of cash and cash equivalents and restricted cash:

61 unchanged sentences

On February 7, 2025, the Company completed the previously announced transactions under the Agreement and Plan of Merger (as amended, the “Merger Agreement”) with SG Parent LLC, a Delaware limited liability company (“Parent”), The Queen Casino & Entertainment, Inc., a Delaware corporation and affiliate of Parent (“Queen”), Epsilon Sub I, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub I”), Epsilon Sub II, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub II”, and together with the Company and Merger Sub I, the “Company Parties”), and, solely for purposes of specified provisions thereof, SG CQ Gaming LLC, a Delaware limited liability company (“SG Gaming” and together with Parent and Queen, the “Buyer Parties”).

As a result of the transactions, Parent and its affiliates beneficially own 73.8 % of the issued and outstanding Company common stock.

As a result of the transactions, at closing, Parent and its affiliates beneficially owned 73.8 % of the issued and outstanding Company common stock.

Pursuant to the Merger Agreement, (i) SG Gaming contributed to the Company all shares of common stock of Queen that it owns (the “Queen Share Contribution”) in exchange for 26,909,895 shares of common stock of the Company (“Company Common Stock”) based on a 2.4536890595 share exchange ratio, (ii) the Company issued approximately 3,542,201 shares of Company Common Stock to the other stockholders of Queen, (iii) immediately thereafter, Merger Sub I merged into the Company (the “Company Merger”), with the Company surviving the Company Merger and (iv) immediately thereafter, Merger Sub II merged into Queen (the “Queen Merger,” and together with the Company Merger, the “Merger”), with Queen surviving the Queen Merger as a direct, wholly owned subsidiary of the Company.

15 unchanged sentences

Adjustments resulting from financial statement translations are reflected as a separate component of accumulated other comprehensive income (loss).

Foreign currency transaction gains and losses are included in net income (loss).

Foreign currency transaction gains and losses are included in net loss.

BALLY’S CORPORATION

13 unchanged sentences

As a result, the financial statements included in this report reflect (i) the historical operating results of Bally’s prior to the Merger and (ii) the combined results of the Company following the Closing.

The accompanying unaudited condensed consolidated financial statements include a Predecessor period, which includes the period through February 7, 2025 concurrent with the Merger, and a Successor period from February 8, 2025 through June 30, 2025.

A black line between the Successor and Predecessor periods has been placed in the condensed consolidated financial statements and in the tables to the notes to the condensed consolidated financial statements to highlight the lack of comparability between these two periods.

16 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

For the three months ended June 30, 2025 (Successor) and period from February 8, 2025 to June 30, 2025 (Successor), revenue for Queen was $ 61.3 million and $ 96.0 million, respectively and net income was $ 41.8 million and $ 54.8 million, respectively.

For the three months ended September 30, 2025 (Successor) and period from February 8, 2025 to September 30, 2025 (Successor), revenue for Queen was $ 58.6 million and $ 154.6 million, respectively and net income was $ 17.1 million and $ 71.9 million, respectively.

Equity Method Investments

In 2025, following the Queen merger, the Company has an investment in Intralot S.A.

Integrated Lottery Systems and Services (“Intralot”), a Greek publicly listed company on the Athens Stock Exchange, that supplies integrated gaming and transaction processing systems, game content, sports betting management and interactive gaming services to the state-licensed gaming and lottery organizations worldwide.

Integrated Lottery Systems and Services (“Intralot”), a Greek publicly listed company on the Athens Stock Exchange, that supplies integrated gaming and transaction processing systems, game content, sports betting management and interactive gaming services to state-licensed gaming and lottery organizations worldwide.

The total initial investment represented approximately 26.86 % of the outstanding shares of Intralot.

During the three months ended June 30, 2025 (Successor), an existing loan receivable was settled by payment to the Company in 34.3 million shares of Intralot.

During the three months ended June 30, 2025 (Successor), an existing loan receivable was settled by payment to the Company of 34.3 million shares of Intralot.

On June 30, 2025, the Company also purchased 4.8 million additional shares of Intralot for € 1.06 per share.

Both of these transactions brought the Company’s total investment in Intralot up to 33.34 % of the outstanding shares of Intralot.

These transactions triggered a mandatory tender offer obligation for the remaining outstanding shares of Intralot.

During the three months ended September 30, 2025, the mandatory tender offer was completed and the Company acquired an additional 6.1 million shares of Intralot, bringing the Company’s total ownership in Intralot to 34.35 % of the outstanding shares.

The investment is accounted for as an equity method investment under the fair value option as the Company believes this best depicts the economics of the investment.

Subsequent to the end of the quarter, the Company acquired a controlling stake in Intralot.

Refer to Note 20 “Subsequent Events” for further information.

In 2024, the Company completed the sale of portions of its international interactive business in Asia and certain other international markets in its International Interactive reportable segment (the “Carved-Out Business”) to a company (the “Buyer”) formed by members of management of the Carved-Out Business.

2 unchanged sentences

The Company also has other investments in unconsolidated subsidiaries, which are accounted for using equity method accounting.

The Company records its share of net income or loss and changes in fair value for equity method investments accounted for under the fair value option within Other non-operating income (expense), net in the condensed consolidated statements of operations.

The Company records its share of net income or loss and changes in fair value for equity method investments accounted for under the fair value option within Other non-operating (expense) income, net in the condensed consolidated statements of operations.

Refer to Note 4 “Consolidated Financial Information” for further information.

8 unchanged sentences

Management has analyzed and concluded that a trust that was established in connection with the disposal of the Asia Interactive Business, is a VIE that will be consolidated based on the applicable criteria.

As of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), consolidated VIEs had total assets of $ 286.9 million and $ 263.9 million, respectively, and total liabilities of $ 33.4 million and $ 27.9 million, respectively.

Consolidated VIEs had total revenue of $ 7.0 million and $ 46.5 million for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), respectively, and total revenue of $ 11.9 million, $ 3.7 million and $ 108.4 million for the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), respectively.

The Company may change its original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affect the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary.

The Company performs this analysis on an ongoing basis.

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), consolidated VIEs had total assets of $ 247.7 million and $ 263.9 million, respectively, and total liabilities of $ 38.6 million and $ 27.9 million, respectively.

Consolidated VIEs had total revenue of $ 4.8 million and $ 40.9 million for the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), respectively, and total revenue of $ 16.8 million, $ 3.7 million and $ 149.4 million for the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor), respectively.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The Company performs this analysis on an ongoing basis.

Non-controlling interest

In the first quarter of 2025, Bally’s Chicago, Inc., a consolidated subsidiary of the Company, successfully completed a private placement (the “Private Placement”), whereby shares of Class A-1, A-2, A-3 and A-4 were issued to third parties for total consideration of $ 12.4 million, net of $ 0.8 million of issuance costs.

Based on the shares issued in the private placement the Company has a de minimus non-controlling interest in Bally’s Chicago, Inc.

as of June 30, 2025 (Successor).

Net income attributable to non-controlling interest was de minimus for the three and six months ended June 30, 2025 (Successor).

On August 14, 2025, Bally’s Chicago, Inc.

completed its public offering and concurrent private placement, whereby additional shares of Class A-1, A-2, A-3 and A-4 were issued for total consideration of $ 5.8 million, net of $ 0.3 million of issuance costs.

As of September 30, 2025 (Successor), the Company’s non-controlling interest in Bally’s Chicago, Inc.

Net loss attributable to non-controlling interest was $ 3.3 million for the three and nine months ended September 30, 2025 (Successor).

The Star Entertainment Group Investment

4 unchanged sentences

Following shareholder approval obtained on June 25, 2025, the Company funded an additional principal amount of A$ 66.7 million in subordinated debt on June 27, 2025 (together with the A$ 44.4 million, the “Subordinated Notes”).

As of June 30, 2025, the outstanding principal balance on the Subordinated Notes and Convertible Notes were A$ 111.1 million and A$ 22.2 million, respectively.

The remainder of the Company’s A$ 66.7 million commitment is expected to be funded upon regulatory approval of the Investment (the “Forward Obligation”).

Separately, upon such approval, the Subordinated Notes will settle into the Convertible Notes on a cashless basis.

As of September 30, 2025, the outstanding principal balance on the Subordinated Notes and Convertible Notes were A$ 111.1 million and A$ 22.2 million, respectively.

The remainder of the Company’s A$ 66.7 million commitment (the “Forward Obligation”) was funded on October 9, 2025 in the form of subordinated debt.

Upon regulatory approval of the Investment, the Subordinated Notes will settle into the Convertible Notes on a cashless basis.

Both the Convertible Notes and Subordinated Notes mature on July 2, 2029, and bear interest at an annual rate of 9 %, paid in-kind and compounded quarterly.

6 unchanged sentences

Restricted cash includes player deposits, payment service provider deposits, and VLT and table games related cash payables to certain states where we operate, which are unavailable for the Company’s use.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Accounts Receivable, Net

1 unchanged sentence

Successor Predecessor

June 30, December 31,

September 30, December 31,

(in thousands) 2025 2024

Amounts due from GLPI (1)

$ 134,790 $ —

Amounts due from Rhode Island and Delaware (2)

6 unchanged sentences

__________________________________

(1) Represents amounts due from GLPI related to the development of the Company’s future permanent casino resort in Chicago.

Refer to Note 15 “Leases” for further information.

(2) Represents the Company’s share of VLT and table games revenue for Bally’s Twin River and Bally’s Tiverton due from the State of Rhode Island and for Bally’s Dover from the State of Delaware.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Deferred Payables

3 unchanged sentences

The Company will then pay the new bill to the intermediary institutions, inclusive of any embedded premium, which the Company records as Interest expense, net, within three months or less.

Amounts outstanding under these deferred payable arrangements were $ 94.7 million and $ 72.8 million as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively, and are included in Accrued and other current liabilities on the condensed consolidated balance sheets.

For the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), the Company borrowed $ 92.2 million and $ 60.1 million, respectively under these deferred payable arrangements.

For the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), the Company borrowed $ 106.1 million, $ 79.6 million and $ 102.3 million, respectively, under these deferred payable arrangements.

For the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), the Company repaid $ 96.5 million and $ 41.5 million, respectively.

For the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor) the Company repaid $ 101.5 million and $ 68.5 million and $ 41.5 million, respectively.

For the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), the Company incurred $ 2.2 million and $ 1.4 million, respectively, of interest expense under these arrangements.

For the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), the Company incurred $ 3.8 million, $ 0.5 million and 2.2 million, respectively, of interest expense under these arrangements.

Amounts outstanding under these deferred payable arrangements were $ 125.4 million and $ 72.8 million as of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively, and are included in Accrued and other current liabilities on the condensed consolidated balance sheets.

For the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), the Company borrowed $ 125.5 million and $ 82.5 million, respectively under these deferred payable arrangements.

For the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor), the Company borrowed $ 231.6 million, $ 79.6 million and $ 184.8 million, respectively, under these deferred payable arrangements.

For the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), the Company repaid $ 87.9 million and $ 61.7 million, respectively.

For the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor) the Company repaid $ 189.4 million and $ 68.5 million and $ 103.1 million, respectively.

For the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), the Company incurred $ 2.1 million and $ 1.7 million, respectively, of interest expense under these arrangements.

For the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor), the Company incurred $ 5.8 million, $ 0.5 million and 3.9 million, respectively, of interest expense under these arrangements.

Gaming Expenses

1 unchanged sentence

Gaming expenses also include racing expenses comprised of payroll costs, off track betting (“OTB”) commissions and other expenses associated with the operation of live racing and simulcasting.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Advertising Expense

The Company expenses advertising costs as incurred.

Advertising expenses, including production and agency fees of campaigns, for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor) was $ 2.7 million and $ 4.0 million, respectively.

Advertising expenses, including production and agency fees of campaign, for the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor) was $ 4.1 million, $ 0.9 million, and $ 9.6 million respectively.

Advertising expenses, including production and agency fees of campaigns, for the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor) was $ 3.0 million and $ 3.5 million, respectively.

Advertising expenses, including production and agency fees of campaign, for the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor) was $ 7.1 million, $ 0.9 million, and $ 13.2 million respectively.

The above advertising expenses are included in General and administrative on the condensed consolidated statements of operations.

Additionally, the Company incurred certain advertising and marketing costs directly associated with the Company’s iGaming products and services of $ 31.5 million $ 47.0 million for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), respectively and $ 49.6 million, $ 12.6 million and $ 93.2 million during the period from February 8, 2025 to June 30, 2025 (Successor), period from January 1, 2025 to February 7, 2025 (Predecessor), and the six months ended June 30, 2024 (Predecessor), respectively.

Additionally, the Company incurred certain advertising and marketing costs directly associated with the Company’s iGaming products and services of $ 39.4 million for both the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), respectively and $ 89.0 million, $ 12.6 million and $ 132.6 million during the period from February 8, 2025 to September 30, 2025 (Successor), period from January 1, 2025 to February 7, 2025 (Predecessor), and the nine months ended September 30, 2024 (Predecessor), respectively.

These costs are included within Gaming expenses in the condensed consolidated statements of operations.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Share-Based Compensation

The Company recognized total share-based compensation expense of $ 2.4 million and $ 4.5 million for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), and $ 5.1 million, $ 2.0 million and $ 7.5 million for the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), respectively.

The total income tax benefit for share-based compensation arrangements was $ 0.6 million and $ 1.2 million for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), and $ 1.3 million, $ 0.5 million and $ 2.0 million for the period from February 8, 2025 to June 30, 2025 (Successor) the period from January 1, 2025 to February 7, 2025 (Predecessor), and the six months ended June 30, 2024 (Predecessor), respectively.

The Company recognized total share-based compensation expense of $ 1.9 million and $ 4.1 million for the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), and $ 7.0 million, $ 2.0 million and $ 11.6 million for the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor), respectively.

The total income tax benefit for share-based compensation arrangements was $ 0.5 million and $ 1.1 million for the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), and $ 1.9 million, $ 0.5 million and $ 3.0 million for the period from February 8, 2025 to September 30, 2025 (Successor) the period from January 1, 2025 to February 7, 2025 (Predecessor), and the nine months ended September 30, 2024 (Predecessor), respectively.

Strategic Partnership - Sinclair Broadcast Group

7 unchanged sentences

Refer to Note 12 “Fair Value Measurements” for more information.

Bally’s Chicago Service Agreements

The Company is party to various agreements relating to the operations of certain services at the Company’s Bally’s Chicago Casino facilities (the “Bally’s Chicago Services Agreements”), including a long-term management agreement with a provider to operate and manage certain hospitality services at its permanent casino and resort upon opening.

The Company expects to receive $ 50.0 million towards the construction and build out of certain casino facilities related to such services, payable in installments over 2 years, subject to certain conditions precedent (the “Bally’s Chicago Construction Investments”).

Under the aforementioned hospitality services agreement, the Company received $ 4.4 million of Bally’s Chicago Construction Investments in the third quarter of 2025.

The Bally’s Chicago Construction Investments are recorded in “Other long-term liabilities” and will be amortized as a reduction of Non-gaming operating costs and expenses over the contract term upon commencement of operations at the permanent casino and resort.

Upon commencement of the management services, the Company will pay a management fee and a share of net receipts to the providers, as applicable, which will be recognized as Non-gaming operating costs and expenses as incurred.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Provision for Income Taxes

During the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), the Company recorded a provision for income tax of $ 185.4 million and a benefit of $ 1.5 million, respectively.

For the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), the Company recorded a provision of $ 88.3 million, $ 0.7 million and $ 29.9 million, respectively.

The effective tax rate for three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor) was ( 431.3 )% and 2.4 %, respectively.

The effective tax rate for the period from February 8, 2025 to June 30, 2025 (Successor), period from January 1, 2025 to February 7, 2025 (Predecessor), and the six months ended June 30, 2024 (Predecessor) was ( 83.7 )%, ( 1.3 )%, and ( 14.6 )%, respectively.

As of June 30, 2025 (Successor), the Company projects an annual tax provision relative to its pre-tax loss in the US due to the valuation allowance on interest, and a tax provision internationally relative to its pre-tax income, which results in a combined ( 99.0 )% annual effective tax rate, as the combined pre-tax income by jurisdiction is minimized.

During the three months ended September 30, 2025 (Successor) and the three and nine months ended September 30, 2024 (Predecessor), the Company recorded a benefit for income tax of $ 41.3 million, $ 33.6 million and $ 3.7 million, respectively.

For the period from February 8, 2025 to September 30, 2025 (Successor) and the period from January 1, 2025 to February 7, 2025 (Predecessor), the Company recorded a provision of $ 47.0 million and $ 0.7 million, respectively.

The effective tax rate for three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor) was 28.0 % and 11.9 %, respectively.

The effective tax rate for the period from February 8, 2025 to September 30, 2025 (Successor), period from January 1, 2025 to February 7, 2025 (Predecessor), and the nine months ended September 30, 2024 (Predecessor) was ( 18.6 )%, ( 1.3 )%, and 0.8 %, respectively.

As of September 30, 2025 (Successor), the Company projects an annual tax provision relative to its pre-tax loss in the US due to the valuation allowance on interest, the $ 10.5 million discrete benefit of the One Big Beautiful Bill in the third quarter of 2025, and a tax provision internationally relative to its pre-tax income, which results in a combined ( 19 )% annual effective tax rate, as the combined pre-tax income by jurisdiction is minimized.

RELATED PARTY TRANSACTIONS

The Company holds a warrant, representing a 19.99 % fully diluted equity interest in the Carved-Out Business, which as a result is an unconsolidated entity accounted for under the equity method and is considered to be a related party under ASC 850, Related Party Disclosures .

Revenues generated from this equity method investee are included in Non-gaming revenue and were $ 7.0 million, $ 11.9 million and $ 3.7 million for the three months ended June 30, 2025 (Successor), the period from February 8, 2025 to June 30, 2025 (Successor), and the period from January 1, 2025 to February 7, 2025 (Predecessor), respectively.

There was no revenue generated from this equity method investee during the three and six months ended June 30, 2024 (Predecessor).

Receivables from this equity method investee are included in Accounts receivable, net and were $ 3.7 million and $ 1.1 million as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively.

Revenues generated from this equity method investee are included in Non-gaming revenue and were $ 4.8 million, $ 16.8 million and $ 3.7 million for the three months ended September 30, 2025 (Successor), the period from February 8, 2025 to September 30, 2025 (Successor), and the period from January 1, 2025 to February 7, 2025 (Predecessor), respectively.

There was no revenue generated from this equity method investee during the three and nine months ended September 30, 2024 (Predecessor).

Receivables from this equity method investee are included in Accounts receivable, net and were $ 4.3 million and $ 1.1 million as of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively.

In connection with the disposal of the Carved-Out Business, the Company entered into a seven -year term loan with the Buyer for a principal amount of € 30 million, subject to applicable interest.

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), the Company had a loan receivable of approximately $ 32.4 million and $ 31.2 million, respectively, included in Other assets within the condensed consolidated balance sheets.

The Company recorded interest income of $ 0.6 million, $ 1.8 million and $ 0.3 million, respectively, for the three months ended September 30, 2025 (Successor), the period from February 8, 2025 to September 30, 2025 (Successor) and the period from January 1, 2025 to February 7, 2025 (Predecessor), included within Interest expense, net in the condensed consolidated statements of operations.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

In connection with the disposal of the Carved-Out Business, the Company entered into a seven -year term loan with the Buyer for a principal amount of € 30 million, subject to applicable interest.

As of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), the Company had a loan receivable of approximately $ 33.2 million and $ 31.2 million, respectively, included in Other assets within the condensed consolidated balance sheets.

The Company recorded interest income of $ 0.8 million, $ 1.3 million and $ 0.3 million, respectively, for the three months ended June 30, 2025 (Successor), the period from February 8, 2025 to June 30, 2025 (Successor) and the period from January 1, 2025 to February 7, 2025 (Predecessor), included within Interest expense, net in the condensed consolidated statements of operations.

CONSOLIDATED FINANCIAL INFORMATION

2 unchanged sentences

Successor Predecessor

(in thousands) Three Months Ended June 30, 2025 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025 Three Months Ended June 30, 2024 Six Months Ended June 30, 2024

(in thousands) Three Months Ended September 30, 2025 Period from February 8, 2025 to September 30, 2025 Period from January 1, 2025 to February 7, 2025 Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024

Advertising, general and administrative $ 262,601 $ 677,430 $ 100,969 $ 257,540 $ 713,963

2 unchanged sentences

Restructuring charges, net (1)

— — — ( 1,068 ) 17,921

Impairment charges — — — — 12,757

Total general and administrative $ 292,455 $ 751,044 $ 114,401 $ 273,593 $ 774,448

__________________________________

(1) Includes $ 0.3 million and $ 20.0 million of employee-related severance costs within the Company’s Casinos & Resorts reportable segment related to the closure of its Tropicana Las Vegas casino on April 4, 2024 and immaterial adjustments within the International Interactive and North America Interactive reportable segments related to the 2023 interactive technology restructuring initiatives.

There was no restructuring liability as of September 30, 2025 (Successor) and December 31, 2024 (Predecessor) on the condensed consolidated balance sheets.

Other Non-Operating (Expense) Income, Net

Amounts included in Other non-operating income (expense), net were as follows:

Amounts included in Other non-operating (expense) income, net were as follows:

Successor Predecessor

Loss on extinguishment of debt $ — $ ( 17,372 ) $ — $ — $ —

Change in value of performance warrants — — ( 1,180 ) ( 16,932 ) ( 10,615 )

Gain on fair value of fair value option assets 60,723 66,267 — — —

(Loss) gain on fair value of fair value option assets ( 10,669 ) 55,598 — — —

Net income (loss) from equity method investments 6,413 7,877 ( 594 ) ( 1,073 ) ( 284 )

7 unchanged sentences

Successor Predecessor

Interest income $ 4,982 $ 10,321 $ ( 1 ) $ 6,296 $ 17,317

33 unchanged sentences

The Company is currently evaluating the impact that this guidance will have on its financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) The amendments in this update are intended to simplify the capitalization guidance by removing all references to software development project stages so that the guidance is neutral to different software development methods.

The amendments in this update are effective for annual reporting periods after December 15, 2027.

The Company is currently evaluating the impact that this guidance will have on its financial statements and related disclosures.

REVENUE RECOGNITION

11 unchanged sentences

Each wagering contract contains a single performance obligation.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Transaction Price

2 unchanged sentences

In addition, in the event of a multi-stage contest, the Company will allocate transaction price ratably from contest start to the contest’s final stage.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The transaction price for racing operations, inclusive of live racing events conducted at the Company’s racing facilities, is the commission received from the pari-mutuel pool less contractual fees and obligations, primarily consisting of purse funding requirements, simulcasting fees, tote fees and certain pari-mutuel taxes that are directly related to the racing operations.

9 unchanged sentences

Successor Predecessor

Hotel $ 20,088 $ 49,527 $ 7,098 $ 22,697 $ 63,603

20 unchanged sentences

The following tables provide a disaggregation of revenue by segment (in thousands):

Three Months Ended June 30, 2025 (Successor)

Three Months Ended September 30, 2025 (Successor)

Casinos & Resorts International Interactive North America Interactive Corporate & Other Total

6 unchanged sentences

Total revenue $ 396,060 $ 215,085 $ 49,906 $ 2,665 $ 663,716

Period from February 8, 2025 to June 30, 2025 (Successor)

Period from February 8, 2025 to September 30, 2025 (Successor)

Gaming $ 785,933 $ 513,201 $ 116,783 $ — $ 1,415,917

13 unchanged sentences

Total revenue $ 124,299 $ 78,985 $ 16,941 $ 273 $ 220,498

Three Months Ended June 30, 2024 (Predecessor)

Three Months Ended September 30, 2024 (Predecessor)

Gaming $ 256,234 $ 228,693 $ 38,979 $ — $ 523,906

4 unchanged sentences

Total revenue $ 353,358 $ 230,937 $ 44,121 $ 1,558 $ 629,974

Six Months Ended June 30, 2024 (Predecessor)

Nine Months Ended September 30, 2024 (Predecessor)

Gaming $ 762,197 $ 687,109 $ 115,408 $ — $ 1,564,714

8 unchanged sentences

The Company’s receivables related to contracts with customers are primarily comprised of marker balances, interactive platform business-to-business service receivables, other amounts due from gaming activities, amounts due for hotel stays and amounts due from tracks and OTB locations.

The Company’s receivables related to contracts with customers were $ 41.2 million and $ 41.3 million as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively.

The Company’s receivables related to contracts with customers were $ 56.6 million and $ 41.3 million as of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively.

The Company has the following liabilities related to contracts with customers:

7 unchanged sentences

Unpaid wagers include the Company’s outstanding chip liability and unpaid slot, pari-mutuel and sports betting tickets.

Liabilities related to contracts with customers as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor) were as follows:

Liabilities related to contracts with customers as of September 30, 2025 (Successor) and December 31, 2024 (Predecessor) were as follows:

Successor Predecessor

June 30, December 31,

September 30, December 31,

(in thousands) 2025 2024

3 unchanged sentences

Total $ 75,108 $ 71,300

The Company recognized $ 5.3 million and $ 7.8 million for three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), respectively, of revenue related to loyalty program redemptions.

The Company recognized $ 8.5 million, $ 2.2 million and $ 15.5 million, respectively, of revenue related to loyalty program redemptions for the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor) .

The Company recognized $ 5.8 million and $ 7.1 million for three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), respectively, of revenue related to loyalty program redemptions.

The Company recognized $ 14.4 million, $ 2.2 million and $ 22.6 million, respectively, of revenue related to loyalty program redemptions for the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor).

BUSINESS COMBINATIONS

9 unchanged sentences

As of February 7, 2025

(in thousands) Preliminary as of February 7, 2025 Year to Date Adjustments Preliminary as of June 30, 2025

(in thousands) Preliminary as of February 7, 2025 Year to Date Adjustments Preliminary as of September 30, 2025

Cash and cash equivalents $ 173,550 $ — $ 173,550

15 unchanged sentences

The fair value of leasehold interests were estimated based on evaluating contractual rent payments relative to market rent giving consideration to the Company’s capitalization rates and rent coverage ratios, under the income method or by estimating the fee simple value and estimated rate of return, depending on the nature of the underlying leasehold interest.

In connection with with remeasuring the Company’s lease liabilities, unfavorable off-market components of $ 130.8 million were recognized as a decrease to the Company’s right of use assets, and will be amortized as a reduction of lease expense on a straight line basis over the remaining lease term.

In connection with remeasuring the Company’s lease liabilities, unfavorable off-market components of $ 130.8 million were recognized as a decrease to the Company’s right of use assets, and will be amortized as a reduction of lease expense on a straight line basis over the remaining lease term.

The Company recorded intangible assets based on estimates of fair value which consisted of the following:

1 unchanged sentence

(in years) Estimated Fair Value

Gaming licenses Greenfield Method 16 $ 759,041

Customer relationships Multi-period Excess earnings method 4 349,980

Gaming licenses Greenfield/Replacement Cost method 2 - 18

Customer relationships Multi-Period Excess Earnings/

Replacement Cost method 1 - 7

Developed technology Relief from royalty method 5 253,200

1 unchanged sentence

Intellectual property license Relief from royalty method 7 141,000

Indefinite lived trade names Relief from royalty method Indefinite 281,500

Other amortizing intangibles Various methods 1 - 22

Indefinite lived trade name Relief from royalty method Indefinite 281,500

Total fair value of intangible assets $ 1,859,421

The valuation of intangible assets was determined using income approach methodologies including the greenfield method, multi-period excess earnings method and the relief from royalty method.

The valuation of intangible assets was determined using income approach methodologies including the Greenfield method, multi-period excess earnings method, relief from royalty method, and the replacement cost method.

Level 3 inputs used in estimating future cash flows included terminal growth rates of 3 %, royalty rates between 2 % and 19 %, discount rates between 11 % and 15 %, operating cash flows, estimated construction costs, and pre-opening expenses, among others.

3 unchanged sentences

The estimated fair values were based on assumptions that the Company believes are reasonable.

As of June 30, 2025 (Successor), the Company is in the process of completing its valuation of tangible and intangible assets and the allocation of the purchase price to the assets acquired and liabilities assumed, including the allocation of goodwill to reporting units, which will be completed once the valuation process has been finalized.

The Company incurred $ 4.5 million and $ 1.2 million of transaction related expenses for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), respectively.

The Company incurred $ 20.4 million, $ 11.2 million and $ 2.0 million of transaction-related expenses for the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor), and the six months ended June 30, 2024 (Predecessor), respectively.

As of September 30, 2025 (Successor), the Company is in the process of completing its valuation of tangible and intangible assets and the allocation of the purchase price to the assets acquired and liabilities assumed, including the allocation of goodwill to reporting units, which will be completed once the valuation process has been finalized.

The Company incurred $ 1.2 million and $ 9.8 million of transaction related expenses for the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), respectively.

The Company incurred $ 21.7 million, $ 11.2 million and $ 11.8 million of transaction-related expenses for the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor), and the nine months ended September 30, 2024 (Predecessor), respectively.

Transaction-related expenses were incurred in connection with the Merger and are primarily related to legal and professional fees, which have been included in General and administrative in the condensed consolidated statements of operations.

PREPAID EXPENSES AND OTHER CURRENT ASSETS

As of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), prepaid expenses and other current assets was comprised of the following:

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), prepaid expenses and other current assets was comprised of the following:

Successor Predecessor

June 30, December 31,

September 30, December 31,

(in thousands) 2025 2024

8 unchanged sentences

PROPERTY AND EQUIPMENT

As of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), property and equipment was comprised of the following:

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), property and equipment was comprised of the following:

Successor Predecessor

June 30, December 31,

September 30, December 31,

(in thousands) 2025 2024

4 unchanged sentences

Construction in process (1)

49,059 149,906

Total property, plant and equipment 1,050,048 914,600

1 unchanged sentence

Property and equipment, net $ 980,910 $ 630,702

__________________________________

(1) In connection with the signing of the Chicago MLA, as defined and discussed in Note 15 “Leases”, during the third quarter of 2025, the Company reclassified $ 134.8 million from construction in process to Accounts receivable, net, $ 162.5 million from construction in process to Other assets and $ 3.7 million from construction in progress to Prepaid expenses and other current assets.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Depreciation expense relating to property and equipment was $ 13.0 million and $ 19.8 million for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), respectively.

Depreciation expense related to property and equipment was $ 27.5 million, $ 7.6 million and $ 119.3 million for the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), respectively.

Depreciation expense during the six months ended June 30, 2024 (Predecessor) included $ 80.1 million of accelerated depreciation related to the closure of the Tropicana Las Vegas property on April 2, 2024.

Refer to Note 14 “ Restructuring Expense” for further information.

The Company recorded capitalized interest of $ 3.1 million and $ 2.1 million for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), respectively.

The Company recorded capitalized interest of $ 4.8 million, $ 0.8 million and $ 3.9 million during the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), respectively.

Depreciation expense relating to property and equipment was $ 19.8 million and $ 19.3 million for the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), respectively.

Depreciation expense related to property and equipment was $ 47.3 million, $ 7.6 million and $ 138.6 million for the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor), respectively.

The Company recorded capitalized interest of $ 4.8 million, $ 0.8 million, $ 1.9 million and $ 5.9 million during the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor), the three months ended September 30, 2024 (Predecessor) and the nine months ended September 30, 2024 (Predecessor), respectively.

There was no capitalized interest recorded by the Company during the three months ended September 30, 2025 (Successor).

GOODWILL AND INTANGIBLE ASSETS

The change in carrying value of goodwill by reportable segment for the six months ended June 30, 2025 (Successor) is as follows (in thousands):

The change in carrying value of goodwill by reportable segment for the nine months ended September 30, 2025 (Successor) is as follows (in thousands):

Casinos & Resorts International Interactive North America Interactive Corporate & Other Total

8 unchanged sentences

Effect of foreign exchange — 98,309 — 98,309

Goodwill as of June 30, 2025 (Successor)

Goodwill as of September 30, 2025 (Successor)

$ 358,472 $ 1,208,634 $ 9,602 $ 123,244 $ 1,699,952

3 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The change in intangible assets, net for the six months ended June 30, 2025 (Successor) is as follows (in thousands):

The change in intangible assets, net for the nine months ended September 30, 2025 (Successor) is as follows (in thousands):

Intangible assets, net as of December 31, 2024 (Predecessor)

9 unchanged sentences

Amortization of intangible assets ( 150,269 )

Intangible assets, net as of June 30, 2025 (Successor)

Intangible assets, net as of September 30, 2025 (Successor)

The Company’s identifiable intangible assets consist of the following:

June 30, 2025

September 30, 2025

(in thousands) Gross Carrying Amount Accumulated

12 unchanged sentences

Trade names 281,500 — 281,500

Total unamortizable intangible assets 342,601 — 342,601

Total indefinite lived intangible assets 342,601 — 342,601

Total intangible assets, net $ 2,034,133 $ ( 158,816 ) $ 1,875,317

17 unchanged sentences

Other 1,213 — 1,213

Total unamortizable intangible assets 646,905 — 646,905

Total indefinite lived intangible assets 646,905 — 646,905

Total intangible assets, net $ 1,721,899 $ ( 414,556 ) $ 1,307,343

Amortization of intangible assets was approximately $ 58.8 million and $ 59.0 million for the three months ended June 30, 2025 (Successor) and June 30, 2024 (Predecessor), respectively.

Amortization of intangible assets was approximately $ 91.7 million, $ 14.8 million and $ 119.2 million for the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), respectively.

The following table reflects the remaining amortization expense associated with the finite-lived intangible assets as of June 30, 2025 (Successor):

Amortization of intangible assets was approximately $ 58.6 million and $ 58.5 million for the three months ended September 30, 2025 (Successor) and September 30, 2024 (Predecessor), respectively.

Amortization of intangible assets was approximately $ 150.3 million, $ 14.8 million and $ 177.8 million for the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor), respectively.

The following table reflects the remaining amortization expense associated with the finite-lived intangible assets as of September 30, 2025 (Successor):

(in thousands)

21 unchanged sentences

Economic Hedges - During the fourth quarter of 2024, the Company dedesignated its EUR-GBP cross currency swaps as net investment hedges and began recording changes in fair value of the derivative and the accrual of foreign currency and USD denominated coupons through earnings reported in Other non-operating income (expense), net in the consolidated statements of operations.

The following tables summarize the Company’s cross currency swap arrangements as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor) (in thousands):

Hedge Designation Notional Sold Notional Purchased

The following tables summarize the Company’s cross currency swap arrangements as of September 30, 2025 (Successor) and December 31, 2024 (Predecessor) (in thousands):

September 30, 2025 (Successor) December 31, 2024 (Predecessor)

Hedge Designation Notional Sold Notional Purchased Notional Sold Notional Purchased

Cross currency swaps Economic Hedges € 461,595 £ 387,531 £ 461,595 £ 387,531

6 unchanged sentences

Refer to Note 12 “Fair Value Measurements” and Note 16 “Stockholders’ Equity” for further information.

The following table summarizes the Company’s cash flow hedges as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor) (in thousands):

Successor Predecessor

June 30, 2025 December 31, 2024

Cash Flow Hedges Index Notional Amount Notional Amount

Interest rate contracts - swaps US - SOFR $ 1,500,000 $ 1,500,000

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), the Company’s cash flow hedges included interest rate swaps of $ 1.5 billion, respectively.

Refer to Note 12 “Fair Value Measurements” for further information.

Foreign Exchange Forward Contracts

During the third quarter of 2025, the Company entered into a series of foreign exchange forward contracts (the “Deal Contingent FX Forwards”) to hedge the EUR cash proceeds to be received in connection with the sale of its International Interactive business to Intralot.

The Company agreed to sell total notional amounts of € 1.00 billion and buy USD at fixed exchange rates between 1.16489 and 1.1839 .

The Deal Contingent FX Forwards do not qualify for hedge accounting treatment and are therefore carried at fair value with gains or losses recorded to Other non-operating (expense) income, net.

Refer to Note 12 “Fair Value Measurements” for further information.

The Deal Contingent FX Forwards settled upon completion of the deal with Intralot in October 2025.

BALLY’S CORPORATION

3 unchanged sentences

Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement:

June 30, 2025

September 30, 2025

(in thousands) Balance Sheet Location Level 1 Level 2 Level 3

6 unchanged sentences

Convertible Notes Other assets — — 13,145

Forward Obligation (1)

Prepaid expenses and other current assets — — 6,901

Derivative assets not designated as hedging instruments:

Cross currency swaps Prepaid expenses and other current assets — 3,892 —

Deal Contingent FX Forwards Prepaid expenses and other current assets — 2,712 —

Derivative assets designated as hedging instruments:

Interest rate contracts Prepaid expenses and other current assets — 83 —

Cross currency swaps Other assets — 2,282 —

Total derivative assets at fair value — 8,886 —

2 unchanged sentences

Contingent consideration Other long-term liabilities — — 8,885

The Star Investment - fair value option:

Forward Obligation (1)

Accrued and other current liabilities — — 5,848

Derivative liabilities not designated as hedging instruments:

Cross currency swaps Accrued and other current liabilities — 3,486 —

Cross currency Swaps Other long-term liabilities — 33,152 —

Deal Contingent FX Forwards Accrued and other current liabilities — 3,792 —

Derivative liabilities designated as hedging instruments:

1 unchanged sentence

Interest rate contracts Other long-term liabilities — 34,824 —

Cross currency swaps Accrued and other current liabilities — 4,366 —

Cross currency swaps Other long-term liabilities — 34,393 —

2 unchanged sentences

__________________________________

(1) The Forward Obligation is considered a derivative instrument not designated as hedging.

(1) The Forward Obligation is considered a derivative instrument not designated for hedge accounting.

BALLY’S CORPORATION

26 unchanged sentences

Total liabilities $ — $ 29,214 $ 118,591

The following tables summarize the changes in fair value of the Company’s Level 3 assets and liabilities:

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Sinclair Performance Warrants Contingent Consideration Fair value option loans receivable

(in thousands) Subordinated Notes Convertible Notes Forward Obligation

The following tables summarize the changes in fair value of the Company’s Level 3 assets and liabilities:

Sinclair Performance Warrant Liability Contingent Consideration Liability The Star Investment

(in thousands) Subordinated Notes Convertible Notes Forward Obligation Asset (Liability)

Beginning as of December 31, 2024 (Predecessor)

10 unchanged sentences

Ending as of June 30, 2025 (Successor) — 62,384 84,978 17,153 6,901

$ — $ 62,384 $ 84,978 $ 17,153 $ 6,901

(in thousands) Sinclair Performance Warrants Contingent Consideration

Change in fair value — 3,182 ( 16,922 ) ( 2,769 ) ( 12,576 )

Effect of foreign exchange — — ( 3,032 ) ( 1,239 ) ( 173 )

Ending as of September 30, 2025 (Successor) $ — $ 65,566 $ 65,024 $ 13,145 $ ( 5,848 )

(in thousands) Sinclair Performance Warrant Liability Contingent Consideration Liability

Beginning as of December 31, 2023 (Predecessor)

6 unchanged sentences

$ 38,386 $ 57,785

Change in fair value 16,932 1,059

Ending as of September 30, 2024

$ 55,318 $ 58,844

BALLY’S CORPORATION

2 unchanged sentences

Condensed Consolidated Statements of Operations Location Successor Predecessor

Derivatives not designated as hedging instruments

Sinclair Performance Warrants Other non-operating income (expense), net $ — $ — $ ( 1,180 ) $ 6,317 $ 6,317

Cross Currency Swaps Other non-operating income (expense), net 6,602 6,823 50 — —

Sinclair Performance Warrants Other non-operating (expense) income, net $ — $ — $ ( 1,180 ) $ ( 16,932 ) $ ( 10,615 )

Cross Currency Swaps Other non-operating (expense) income, net 12,096 18,919 50 — —

Deal Contingent FX Forwards Other non-operating (expense) income, net ( 774 ) ( 774 ) — — —

Derivatives designated as hedging instruments

1 unchanged sentence

Cross currency swaps Interest expense, net 555 1,960 7 ( 634 ) ( 3,170 )

Interest Rate Contracts and Cross Currency Swaps

Derivative Instruments

The fair values of interest rate contracts and cross currency swap assets and liabilities are classified within Level 2 of the fair value hierarchy as the valuation inputs are based on estimates using currency spot and forward rates and standard pricing models that consider the value of future cash flows as of the balance sheet date, discounted to a present value using discount factors that match both the time to maturity and currency of the underlying instruments.

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The remeasurements are based primarily on the expected probability of achievement of the contingency targets which are subject to management’s estimates.

These changes in fair value are recognized within “Other non-operating income (expense), net” of the condensed consolidated statements of operations.

In connection with the acquisition of Bally’s Golf Links on September 12, 2023, the Company recorded contingent consideration, which had a total fair value of $ 62.4 million as of June 30, 2025 (Successor).

These changes in fair value are recognized within “Other non-operating (expense) income, net” of the condensed consolidated statements of operations.

In connection with the acquisition of Bally’s Golf Links on September 12, 2023, the Company recorded contingent consideration, which had a total fair value of $ 65.6 million as of September 30, 2025 (Successor).

The amount included in purchase consideration is the fair value, under GAAP, of expected cash payments totaling up to $ 125 million to the seller, based upon future events, which are uncertain.

The contingent consideration was recorded at fair value, using discounted cash flow analyses with level 3 inputs, and is remeasured quarterly, with fair value adjustments recognized in earnings, until the contingencies are resolved.

Inputs to this valuation approach include the Company’s estimated probabilities of achieving the conditions for payment, expected terms between 0.8 and 1.3 Years, and discount rates of 6.6 %.

Inputs to this valuation approach include the Company’s estimated probabilities of achieving the conditions for payment, expected terms between 0.3 and 1.2 years, and discount rates of 5.9 % to 6.4 %.

The settlement of the contingent consideration liabilities will be due to the seller in the event the license agreement is extended or if the Company is successful in its bid for a casino license.

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Under the fair value option, the investment is remeasured at fair value at each reporting period through earnings.

The Company measures fair value using quoted prices in active markets that are classified within Level 1 of the hierarchy, with changes to fair value included within Other non-operating income (expense), net of the condensed consolidated statements of operations.

The Company measures fair value using quoted prices in active markets that are classified within Level 1 of the hierarchy, with changes to fair value included within Other non-operating (expense) income, net of the condensed consolidated statements of operations.

Investment in GLPI Partnership

The Company holds a limited partnership interest in GLP Capital, L.P., the operating partnership of GLPI.

The investment is reported at fair value based on Level 2 inputs, with changes to fair value included within Other non-operating income (expense), net of the condensed consolidated statements of operations.

The investment is reported at fair value based on Level 2 inputs, with changes to fair value included within Other non-operating (expense) income, net of the condensed consolidated statements of operations.

The Star Investment - Fair Value Option

As described in Note 2 “Summary of Significant Accounting Policies”, during the three months ended June 30, 2025 (Successor), the Company invested A$ 22.2 million of Convertible Notes and A$ 111.1 million of Subordinated Notes in The Star.

As described in Note 2 “Summary of Significant Accounting Policies”, during the second quarter of 2025 (Successor), the Company invested A$ 22.2 million of Convertible Notes and A$ 111.1 million of Subordinated Notes in The Star.

These investments are accounted for as debt securities under ASC 320, Investments - Debt Securities , for which the Company has elected the fair value option allowed by ASC 825.

Under the fair value option, the investment is remeasured at fair value at each reporting period, with changes in fair value included within Other non-operating income (expense), net.

For the period ended June 30, 2025 (Successor), the Company recognized $ 0.9 million of interest income from the Star Investment, which it has elected to present as part of the total change in fair value.

Under the fair value option, the investment is remeasured at fair value at each reporting period, with changes in fair value included within Other non-operating (expense) income, net.

For the three months ended September 30, 2025 (Successor) and for the period from February 8, 2025 to September 30, 2025 (Successor), the Company recognized $ 1.3 million and $ 2.2 million of interest income from the Star Investment, which it has elected to present as part of the total change in fair value.

The company measures fair value using binomial lattice model as well as discounted cash flow model, classified within Level 3 of the hierarchy.

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Successor Predecessor

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

(in thousands) Carrying Amount Fair Value Carrying Amount Fair Value

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ACCRUED AND OTHER CURRENT LIABILITIES

As of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), accrued and other current liabilities consisted of the following:

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), accrued and other current liabilities consisted of the following:

Successor Predecessor

(in thousands) June 30,

(in thousands) September 30,

2025 December 31,

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Total accrued and other current liabilities $ 665,731 $ 481,292

RESTRUCTURING EXPENSE

On January 18, 2023, the Company announced a restructuring plan of the Interactive business intended to reduce operating costs and continue the Company’s commitment to achieving profitable operations in its North America Interactive segment which included a reduction of the Company’s then current Interactive workforce by up to 15 percent.

In furtherance of and as an expansion of the January 2023 restructuring plan, on October 20, 2023, the Company announced further restructuring initiatives targeted at reshaping the technology utilized by its Interactive segments.

On January 29, 2024, the Company announced that it will cease its operations at the Tropicana Las Vegas on April 2, 2024 in order to redevelop the site with a state-of-the-art integrated resort and ballpark.

As a result of the closure, the Company incurred restructuring charges representing employee-related severance costs and accelerated depreciation of certain property and equipment.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The components of restructuring charges by segment for the three and six month ended June 30, 2024 (Predecessor) are summarized as follows (in thousands):

Three Months Ended June 30, 2024 Six Months Ended June 30, 2024

Severance and employee related benefits (1)

Casinos & Resorts $ 348 $ 20,003

International Interactive 3 55

North America Interactive — ( 1,479 )

Corporate & Other 25 410

Total severance and employee related benefits 376 18,989

Accelerated depreciation expense (2)

Total restructuring charges $ 376 99,106

__________________________________

(1) Included within “General and administrative” of the condensed consolidated statements of operations.

(2) Included within “Depreciation and amortization” of the Casinos & Resorts reportable segment within the condensed consolidated statements of operations.

The was no restructuring liability as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor) on the condensed consolidated balance sheets.

LONG-TERM DEBT

As of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), long-term debt consisted of the following:

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), long-term debt consisted of the following:

Successor Predecessor

(in thousands) June 30,

(in thousands) September 30,

2025 December 31,

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The adjustment is amortized through Interest expense, net using the effective interest method.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

In connection with the closing of the Merger on February 7, 2025, the Company entered into a note purchase agreement and issued $ 500.0 million in aggregate principal amount of first lien senior secured notes due 2028 (the “2028 Notes”) at an annual interest rate of 11 %, payable in cash quarterly in arrears, beginning on April 1, 2025.

The 2028 Notes were issued by the Company and certain of its restricted subsidiaries that guarantee the Company’s obligations under its Credit Agreement as guarantors, Alter Domus (US) LLC as the note agent and collateral agent, and the purchasers party thereto.

The 2028 Notes mature on October 2, 2028.

The 2028 Notes are guaranteed by the Company’s restricted subsidiaries, subject to certain exceptions, and secured by a first-priority lien on substantially all of the Company’s and each of the guarantors’ assets, subject to certain exceptions.

The note purchase agreement includes mandatory redemption offer provisions that require the Company to make an offer to redeem the 2028 Notes upon certain events, include with the proceeds of certain asset sales and casualty events, certain unpermitted debt issuances and a percentage of the Company’s and its restricted subsidiaries’ annual excess cash flow.

The Company may also voluntarily redeem some or all of the 2028 Notes.

Voluntary and mandatory redemptions of the 2028 Notes on or prior to the first anniversary of the issuance date are subject to a customary “make-whole” premium.

Voluntary and mandatory repayments or redemptions of the 2028 Notes after the first anniversary of the issuance date but on or prior to the second anniversary are subject to a prepayment premium of 5.50 % of the principal amount of notes so repaid or redeemed.

Voluntary and mandatory repayments or redemptions of the 2028 Notes after the second anniversary are not subject to any prepayment or similar premium and may be made at par.

The note purchase agreement contains covenants that limit the ability of the Company and its restricted subsidiaries to, among other things, (1) incur additional indebtedness, (2) pay dividends on or make distributions in respect of capital stock or make certain other restricted payments or investments, (3) enter into certain transactions with affiliates, (4) sell or otherwise dispose of assets, (5) create or incur liens, and (6) merge, consolidate, or sell all or substantially all of the Company’s assets.

These covenants are subject to exceptions and qualifications set forth in the note purchase agreement.

As of June 30, 2025 (Successor), the Company was in compliance with all such covenants.

In connection with the Merger, the Company settled the pre-existing debt of Queen and recorded a loss on extinguishment of debt of $ 17.4 million, recorded within Other non-operating income (expense), net in the condensed consolidated statements of operations for the period from February 8, 2025 to June 30, 2025 (Successor).

In connection with the Merger, the Company settled the pre-existing debt of Queen and recorded a loss on extinguishment of debt of $ 17.4 million, recorded within Other non-operating (expense) income, net in the condensed consolidated statements of operations for the period from February 8, 2025 to September 30, 2025 (Successor).

Unsecured Notes

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Interest is payable on the Senior Notes in cash semi-annually on March 1 and September 1 of each year, beginning on March 1, 2022.

The Company may redeem some or all of the Senior Notes at any time prior to September 1, 2024, in the case of the 2029 Notes, and September 1, 2026, in the case of the 2031 Notes, at prices equal to 100 % of the principal amount of the Senior Notes to be redeemed plus certain “make-whole” premiums, plus accrued and unpaid interest.

In addition, prior to September 1, 2024, the Company may redeem up to 40 % of the original principal amount of each series of the Senior Notes with proceeds of certain equity offerings at a redemption price equal to 105.625 % of the principal amount, in the case of the 2029 Notes, and 105.875 %, in the case of the 2031 Notes, plus accrued and unpaid interest.

The Company may redeem some or all of the 2031 Notes at any time prior to September 1, 2026, at prices equal to 100 % of the principal amount of the 2031 Notes to be redeemed plus certain “make-whole” premiums, plus accrued and unpaid interest.

The Company may redeem some or all of the Senior Notes at any time on or after September 1, 2024, in the case of the 2029 Notes, and September 1, 2026, in the case of the 2031 Notes, at certain redemption prices set forth in the indenture plus accrued and unpaid interest.

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The Revolving Credit Facility contains a financial covenant regarding a maximum first lien net leverage ratio that applies when borrowings under the Revolving Credit Facility exceed 30 % of the total revolving commitment.

As of June 30, 2025 (Successor), the Company was in compliance with all such covenants.

As of September 30, 2025 (Successor), the Company was in compliance with all such covenants.

In September 2025, the Company executed a Third Amendment to the Credit Agreement (“Amendment No.

3”) and an Incremental Joinder Agreement that collectively extended and increased the revolving credit facility and updated certain covenants and pricing provisions.

Following the effectiveness of these amendments, which is subject to regulatory approval, a portion of the revolving credit facility will mature in 2028, while the remaining portion will mature in 2026.

The amendments also provide for reductions in revolving commitments and related prepayments if specified transactions are completed.

The revolving credit facility will continue to bear interest, at the Company’s option, at a SOFR-based or base-rate benchmark plus an applicable margin determined by the Company’s consolidated total-leverage ratio.

The Credit Facilities continue to be guaranteed by the Company’s restricted subsidiaries (subject to customary exceptions) and secured by a first-priority lien on substantially all of the assets of the Company and such guarantors.

Amendment No.

3 also refined the financial maintenance covenant applicable to the revolving lenders and reduced the utilization threshold at which the covenant becomes effective to 25 %.

In an effort to mitigate the interest rate risk associated with the Company’s variable rate credit facilities, the Company utilizes interest rate and cross currency swap derivative instruments.

Refer to Note 11 “Derivative Instruments” for further information.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Operating Leases

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Discount rates used to determine the present value of the lease payments are based on the Company’s incremental borrowing rate commensurate with the term of the lease.

The Company had total operating lease liabilities of $ 2.12 billion and $ 1.62 billion as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively, and right of use assets of $ 1.93 billion and $ 1.54 billion as of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively, which were included in the condensed consolidated balance sheets.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

As of June 30, 2025 (Successor), the Company leases certain properties from GLPI under two separate master lease agreements, the “Master Lease,” and the “Master Lease No.

The Company had total operating lease liabilities of $ 1.89 billion and $ 1.62 billion as of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively, and right of use assets of $ 1.70 billion and $ 1.54 billion as of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), respectively, which were included in the condensed consolidated balance sheets.

As of September 30, 2025 (Successor), the Company leases certain properties from GLPI under two separate master lease agreements, the “Master Lease,” and the “Master Lease No.

2.” The Company’s Bally’s Evansville, Bally’s Dover, Bally’s Quad Cities, Bally’s Black Hawk, Bally’s Tiverton and Hard Rock Biloxi properties are leased under the terms of the “Master Lease” which requires combined initial minimum annual payments of $ 101.5 million.

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Both leases have an initial term of 15 years and include four , five-year options to renew and are subject to a minimum 1 % annual escalation or greater escalation dependent on CPI.

The renewal options are not reasonably certain of exercise as of June 30, 2025 (Successor).

The renewal options are not reasonably certain of exercise as of September 30, 2025 (Successor).

Following the Merger, as of June 20, 2025 (Successor), the Company also has a master lease agreement through Queen with GLPI, the “Queen Master Lease”, with The Queen Baton Rouge, The Belle of Baton Rouge, Casino Queen Marquette and DraftKings at Casino Queen properties being leased under the terms of the Queen Master Lease, which requires initial combined minimum annual payments of $ 31.7 million.

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The Queen Master Lease has an initial term of 15 years and includes four , five-year options to renew and is subject to annual escalation.

The renewal options are not reasonably certain of exercise as of June 30, 2025 (Successor).

The renewal options are not reasonably certain of exercise as of September 30, 2025 (Successor).

Effective July 1, 2025, the DraftKings at Casino Queen and The Queen Baton Rouge properties were transferred to Master Lease No.

2 and the associated annual payments of $ 28.9 million was reallocated from the Casino Queen Master Lease to Master Lease No.

This was treated as a lease modification event where lease payments were reallocated across components of the Master Lease No.

2 on a relative fair value basis and the right of use assets and lease liabilities were remeasured.

In addition to the properties under the master leases explained above, the Company leases land associated with Tropicana Las Vegas under a ground lease established with GLPI in 2022.

This lease has an initial term of 50 years, with the possibility of extending up to 99 years through renewal options, and requires initial minimum annual payments of $ 10.5 million, subject to minimum 1 % annual escalation or greater escalation dependent on CPI.

As of June 30, 2025 (Successor), the renewal options are not considered reasonably certain to be exercised.

As of September 30, 2025 (Successor), the renewal options are not considered reasonably certain to be exercised.

During the third quarter of 2024, the Company modified the lease and GLPI paid $ 48.6 million to the Company to fund the demolition of the building at the Tropicana Las Vegas site in exchange for an increase in annual rent of $ 4.1 million, also subject to a minimum 1 % annual increase or greater based on CPI.

This lease modification did not change the lease classification.

On July 17, 2025, the Company entered into a new master lease agreement with GLP (the “Chicago MLA”), that amended the existing ground lease for the property on which the Company plans to develop its Permanent Facility and a development agreement with GLP (the “Chicago Development Agreement”) pursuant to which GLP has committed to advance up to $ 940 million (the “GLP Development Advances”) for the payment of hard costs used to construct the Permanent Facility in exchange for increasing the amount of rent payable to GLP under the Chicago MLA.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The Chicago MLA has an initial term of 15 years and includes four , five-year options to renew and is subject to annual escalation.

Annual rent under the Chicago MLA is $ 20 million, with additional rent equal to 8.5 % of the GLP Development Advances that are granted to the Company.

The amended and restated ground lease was considered a lease termination in the third quarter due to the Company ceasing to control the use of the land effective upon signing of the Chicago MLA.

As a result of the termination, the right of use asset and lease liability were derecognized, and a $ 0.5 million gain on lease termination was recorded.

Under the Development Agreement, as construction occurs, the Company will recognize a construction receivable on the consolidated balance sheets due from the GLP.

To the extent costs exceed the amount to be reimbursed by GLP, such costs are considered prepaid rent, which will be added to the associated operating lease right of use asset once the lease commences.

As of September 30, 2025, the construction receivable balance was $ 134.8 million, classified within Accounts receivable, net, and the prepaid rent balance was $ 161.8 million, classified within Other assets.

In addition, the Company incurred a loss on sale of assets to GLP of $ 8.7 million during the third quarter of 2025 related to construction costs previously capitalized that were determined not to represent prepaid rent.

This loss is classified within General and administrative on the Condensed Consolidated Statement of Operations.

During the fourth quarter of 2025, the Company received the first reimbursement from GLP of $ 125.4 million.

Components of lease expense, included within General and administrative in the condensed consolidated statements of operations, for operating leases were as follows:

Successor Predecessor

Operating leases:

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Total lease expense $ 65,248 $ 173,296 $ 25,345 $ 48,013 $ 139,398

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Supplemental cash flow and other information related to operating leases for the three months ended June 30, 2025 (Successor), the three months ended June 30, 2024 (Predecessor), the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor) are as follows:

Supplemental cash flow and other information related to operating leases are as follows:

Successor Predecessor

Cash paid for amounts included in the lease liability - operating cash flows from operating leases $ 55,694 $ 136,319 $ 30,843 $ 33,686 $ 98,191

Right of use assets obtained in exchange for operating lease liabilities $ 52,388 $ 75,365 $ — $ 192,085 $ 192,716

Derecognition of operating leases $ ( 259,607 ) $ ( 259,607 ) — — —

Derecognition of financing obligation $ — $ — $ — $ ( 200,000 ) $ ( 200,000 )

Successor Predecessor

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Weighted average remaining lease term 16.1 years 26.2 years

Weighted average discount rate 7.3 % 8.5 %

As of June 30, 2025 (Successor), future minimum lease payments under noncancellable operating leases are as follows:

(in thousands) June 30, 2025

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

As of September 30, 2025 (Successor), future minimum lease payments under noncancellable operating leases are as follows:

(in thousands) September 30, 2025

Remaining 2025 $ 57,542

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Lease obligations (1)

__________________________________

(1) Total lease obligations exclude $ 358.1 million of payments for leases signed but not yet commenced as of September 30, 2025 (Successor).

Pending Lease Transactions

On July 11, 2024, the Company entered into a Binding Term Sheet to form a strategic construction and financing arrangement with GLP, an affiliate of GLPI, which includes the funding to complete the construction of Bally’s Chicago’s permanent casino.

GLP will amend the existing land lease through a new master lease agreement with Bally’s Chicago Operating Company, LLC (“Chicago MLA”).

The Chicago MLA includes annual rent of $ 20 million, subject to customary escalation provisions.

The Chicago MLA also provides up to $ 940 million in construction financing, subject to conditions and approvals.

The Company will pay additional rent under the Chicago MLA based on a 8.5 % capitalization rate on funded amounts.

The initial lease term for the Chicago MLA is 15 years with renewal options to be agreed upon by the parties.

On July 17, 2025, the Company signed the Chicago MLA with GLPI.

Refer to Note 21 “Subsequent Events” for further information.

In addition, the Company plans to sell and lease back its Bally’s Twin River property to GLP by the end of 2026 for $ 735 million, with initial annual rent of $ 58.8 million.

The Company plans to sell and lease back its Bally’s Twin River property to GLP by the end of 2028 for $ 735.0 million, with initial annual rent of $ 58.8 million.

GLP has the right to call this transaction starting October 2028.

All such transactions are subject to required regulatory approvals.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

On October 28, 2025, the Company and GLP amended the related agreement to, among other things, extend GLP's start date of its right to call to October 1, 2028 from October 1, 2026.

The Company leases its hotel rooms to patrons and records the corresponding lessor revenue in Non-gaming revenue within our condensed consolidated statements of operations.

The Company had lessor revenues related to the rental of hotel rooms of $ 33.7 million and $ 35.3 million for the three months ended June 30, 2025 (Successor) and three months ended June 30, 2024 (Predecessor), respectively.

The Company had lessor revenues related to the rental of hotel rooms of $ 52.4 million, $ 11.0 million and $ 76.4 million for the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the six months ended June 30, 2024 (Predecessor), respectively.

The Company had lessor revenues related to the rental of hotel rooms of $ 38.4 million and $ 41.7 million for the three months ended September 30, 2025 (Successor) and three months ended September 30, 2024 (Predecessor), respectively.

The Company had lessor revenues related to the rental of hotel rooms of $ 90.8 million, $ 11.0 million and $ 118.0 million for the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the nine months ended September 30, 2024 (Predecessor), respectively.

Hotel leasing arrangements vary in duration, but are short-term in nature.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

STOCKHOLDERS’ EQUITY

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There is no fixed time period to complete share repurchases.

As of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), $ 95.5 million was available for use under the capital return program.

There was no share repurchase activity under the capital return program during the three months ended June 30, 2025 (Successor), period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the three and six months ended June 30, 2024 (Predecessor).

There were no cash dividends paid during the three months ended June 30, 2025 (Successor), the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) or the three and six months ended June 30, 2024 (Predecessor).

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), $ 95.5 million was available for use under the capital return program.

There was no share repurchase activity under the capital return program and no cash dividends paid during all periods presented in the Company’s condensed consolidated financial statements.

Common Stock Offering

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The Company has authorized the issuance of up to 10 million shares of $ 0.01 par value preferred stock.

As of June 30, 2025 (Successor) and December 31, 2024 (Predecessor), no shares of preferred stock have been issued.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), no shares of preferred stock have been issued.

Shares Outstanding

As of June 30, 2025 (Successor), the Company had 49,120,097 common shares issued and outstanding.

As of September 30, 2025 (Successor), the Company had 49,131,302 common shares issued and outstanding.

The Company issued warrants and other contingent consideration in acquisitions and strategic partnerships that are expected to result in the issuance of common shares in future periods resulting from the exercise of warrants or the achievement of certain performance targets.

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Outstanding awards under Equity Incentive Plans 729,786

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Accumulated Other Comprehensive Income (Loss)

The following tables reflect the changes in accumulated other comprehensive loss by component for the period from February 8, 2025 to June 30, 2025 (Successor), Period from January 1, 2025 to February 7, 2025 (Predecessor) and six months ended June 30, 2024 (Predecessor), respectively:

The following tables reflect the changes in accumulated other comprehensive loss by component:

(in thousands) Foreign Currency Translation Adjustment Benefit Plans Cash Flow Hedges (1)

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$ ( 274,842 ) $ 1,746 $ ( 7,221 ) $ 10,607 $ ( 269,710 )

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(in thousands) Foreign Currency Translation Adjustment Cash Flow Hedges (1)

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Tax effect ( 44,539 ) 6,897 13,662 ( 23,980 )

Accumulated other comprehensive (loss) income at June 30, 2025 (Successor)

Accumulated other comprehensive income (loss) at September 30, 2025 (Successor)

$ 123,002 $ ( 19,095 ) $ ( 37,822 ) $ 66,085

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(1) As of June 30, 2025 (Successor), approximately $ 10.9 million of existing gains and losses are estimated to be reclassified into earnings within the next 12 months.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(1) As of September 30, 2025 (Successor), approximately $ 14.1 million of existing gains and losses are estimated to be reclassified into earnings within the next 12 months.

(in thousands) Foreign Currency Translation Adjustment Benefit Plans Cash Flow Hedges Net Investment Hedges Total

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Tax effect — — 8,805 12,674 21,479

Accumulated other comprehensive (loss) income at June 30, 2024

Accumulated other comprehensive (loss) income at September 30, 2024

$ ( 73,861 ) $ 886 $ ( 38,626 ) $ ( 28,644 ) $ ( 140,245 )

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Further, no assurance can be given that the amount or scope of existing insurance coverage will be sufficient to cover losses arising from such matters.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Capital Expenditure Commitments

Bally’s Twin River - Pursuant to the terms of the Regulatory Agreement in Rhode Island, the Company is committed to invest $ 100 million in its Rhode Island properties over the term of the master contract through June 30, 2043, including an expansion and the addition of new amenities at Bally’s Twin River.

As of June 30, 2025 (Successor), approximately $ 42.0 million of the commitment remains.

As of September 30, 2025 (Successor), approximately $ 42.0 million of the commitment remains.

Bally’s Chicago - Pursuant to the Host Community Agreement with the City of Chicago, the Company’s indirect subsidiary is required to spend at least $ 1.34 billion on the design, construction and outfitting of the temporary casino and the permanent resort and casino.

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In addition, land acquisition costs and financing costs, among other types of costs, are not counted toward meeting this requirement.

June 30, 2025 (Successor), approximately $ 965.7 million of this commitment remains.

September 30, 2025 (Successor), approximately $ 900.0 million of this commitment remains.

City of Chicago Guaranty

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In addition, upon notice from the City of Chicago that the Developer has failed to perform various obligations under the Host Community Agreement, the Company has agreed to indemnify the City of Chicago against any and all liability, claim or reasonable and documented expense the City of Chicago may suffer or incur by reason of any nonperformance of any of the Developer’s obligations.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Bally’s Chicago Casino Fees

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Sponsorship Commitments

As of June 30, 2025 (Successor), the Company has entered into multiple sponsorship agreements with various professional sports leagues and teams.

As of September 30, 2025 (Successor), the Company has entered into multiple sponsorship agreements with various professional sports leagues and teams.

These agreements commit a total of $ 116.2 million through 2036 and grant the Company rights to use official league marks for branding and promotions, among other benefits.

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The Company has certain multi-year agreements with its various market access and content providers, as well as its online sports betting platform partners, that require the Company to pay variable fees based on revenue, with minimum annual guarantees.

As of June 30, 2025 (Successor), the cumulative minimum obligation committed in these agreements is approximately $ 37.6 million through 2029.

As of September 30, 2025 (Successor), the cumulative minimum obligation committed in these agreements is approximately $ 33.3 million through 2029.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

SEGMENT REPORTING

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The prior year results presented below were reclassified to conform to the new segment presentation.

The Company’s three reportable segments as of June 30, 2025 (Successor) are:

Casinos & Resorts - Includes the Company’s 19 casino and resort properties, one horse racetrack and one golf course.

The Company’s three reportable segments as of September 30, 2025 (Successor) are:

Casinos & Resorts - Includes the Company’s 19 casino and resort properties, one horse racetrack and one golf course in the US.

International Interactive - Includes the Company’s interactive European gaming operations, the Company’s global licensing revenue generating operations, as well as one casino property, Bally's Newcastle, in the UK.

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Management believes segment Adjusted EBITDAR is representative of its ongoing business operations including its ability to service debt and to fund capital expenditures, acquisitions and operations, in addition to it being a commonly used measure of performance in the gaming industry and used by industry analysts to evaluate operations and operating performance.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

As of June 30, 2025 (Successor), the Company’s operations were predominately in the US and Europe with a less substantive footprint in other countries world-wide.

As of September 30, 2025 (Successor), the Company’s operations were predominately in the US and Europe with a less substantive footprint in other countries world-wide.

For geographical reporting purposes, revenue generated outside of the US has been aggregated into the International Interactive reporting segment, and consists primarily of revenue from the UK.

Revenue generated from the UK represented approximately 28 %, 28 % and 32 % of total revenue for the three months ended June 30, 2025 (Successor) the period from February 8, 2025 to June 30, 2025 (Successor) and the period from January 1, 2025 to February 7, 2025 (Predecessor), respectively.

For the three and six months ended June 30, 2024 (Predecessor), the Company’s revenue generated outside of the US consisted primarily of revenue from the UK and Japan of approximately 28 % and 27% of total revenue, respectively.

Revenue generated from the UK represented approximately 29 %, 28 % and 32 % of total revenue for the three months ended September 30, 2025 (Successor) the period from February 8, 2025 to September 30, 2025 (Successor) and the period from January 1, 2025 to February 7, 2025 (Predecessor), respectively.

For the three and nine months ended September 30, 2024 (Predecessor), the Company’s revenue generated outside of the US consisted primarily of revenue from the UK and Japan of approximately 28 % and 27 % of total revenue, respectively.

The Company does not have any revenues from any individual customers that exceed 10% of total reported revenues.

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Successor Predecessor

Casinos & Resorts $ 396,060 $ 1,016,244 $ 124,299 $ 353,358 $ 1,038,738

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Share-based compensation ( 1,938 ) ( 7,028 ) ( 1,954 ) ( 4,099 ) ( 11,629 )

(Loss) gain on sale-leaseback, net — — — ( 150,000 ) ( 150,000 )

Impairment charges — — — — ( 12,757 )

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( 1,248 ) ( 21,669 ) ( 11,233 ) ( 9,802 ) ( 11,791 )

Payment Service Provider write-off (4)

— — — ( 6,333 ) ( 6,333 )

Other ( 6,403 ) ( 19,030 ) ( 1,915 ) ( 8,989 ) ( 15,923 )

(Loss) income from operations ( 2,437 ) ( 4,247 ) ( 20,766 ) 5,573 ( 68,382 )

Income (loss) from operations 989 ( 3,258 ) ( 20,766 ) ( 157,655 ) ( 226,037 )

Other (expense) income

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Refer to Note 15 “ Leases ” for further information.

(3) Costs incurred in connection with the Merger Agreement discussed in Note 1 “General Information”.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(3) Costs incurred in connection with the Merger Agreement discussed in Note 1 “General Information”.

(4) In the three months ended September 30, 2024 (Predecessor), the Company recorded a $ 6.3 million charge to reduce amounts due from payment service providers (“PSP”) due to a circumstance whereby the payment processer for certain online sports wagering deposits failed to capture and settle funds with patrons of the Company.

The Company was not able to recover the full amount due from the payment service provider, resulting in a write down to the recoverable amount.

The following table sets forth significant segment expenses and other segment items by reportable segment (in thousands):

Casinos & Resorts International Interactive North America Interactive

Three Months Ended June 30, 2025 (Successor)

Three Months Ended September 30, 2025 (Successor)

Revenue $ 396,060 $ 215,085 $ 49,906

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Segment EBITDAR $ 107,920 $ 91,861 $ ( 5,990 )

Period from February 8, 2025 to June 30, 2025 (Successor)

Period from February 8, 2025 to September 30, 2025 (Successor)

Revenue $ 1,016,244 $ 533,901 $ 133,965

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Casinos & Resorts International Interactive North America Interactive

Three Months Ended June 30, 2024 (Predecessor)

Three Months Ended September 30, 2024 (Predecessor)

Revenue $ 353,358 $ 230,937 $ 44,121

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Segment EBITDAR $ 100,442 $ 90,030 $ ( 6,004 )

Six months ended June 30, 2024 (Predecessor)

Nine months ended September 30, 2024 (Predecessor)

Revenue $ 1,038,738 $ 695,016 $ 130,188

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Successor Predecessor

Capital Expenditures

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__________________________________

(1) Includes $ 36.3 million, $ 56.0 million, $ 11.0 million, $ 21.6 million and $ 39.1 million related to our future Bally’s Chicago permanent facility during the three months ended June 30, 2025 (Successor), the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the three and six months ended June 30, 2024 (Predecessor), respectively.

(1) Includes $ 27.9 million, $ 83.9 million, $ 11.0 million, $ 70.3 million and $ 108.3 million related to our future Bally’s Chicago permanent facility during the three months ended September 30, 2025 (Successor), the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and the three and nine months ended September 30, 2024 (Predecessor), respectively.

Total assets are not regularly reviewed for each operating segment when assessing segment performance or allocating resources and accordingly, are not presented.

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Successor Predecessor

(in thousands, except per share data) Three Months Ended June 30, 2025 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025 Three Months Ended June 30, 2024 Six Months Ended June 30, 2024

Net loss applicable to common stockholders

$ ( 228,436 ) $ ( 193,920 ) $ ( 51,024 ) $ ( 60,196 ) $ ( 234,110 )

(in thousands, except per share data) Three Months Ended September 30, 2025 Period from February 8, 2025 to September 30, 2025 Period from January 1, 2025 to February 7, 2025 Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024

Net loss attributable to Bally’s Corporation $ ( 102,912 ) $ ( 296,832 ) $ ( 51,024 ) $ ( 247,855 ) $ ( 481,965 )

Weighted average common shares outstanding, basic 60,636 60,628 48,743 48,596 48,405

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Diluted loss per share $ ( 1.70 ) $ ( 4.90 ) $ ( 1.05 ) $ ( 5.10 ) $ ( 9.96 )

There were 296,374 , 231,580 , 5,056,640 , 4,951,558 and 5,254,089 share-based awards that were considered anti-dilutive for the three months ended June 30, 2025 (Successor), the period from February 8, 2025 to June 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and three and six months ended June 30, 2024 (Predecessor), respectively.

There were 322,112 , 234,816 , 5,056,640 , 4,927,900 and 5,108,453 share-based awards that were considered anti-dilutive for the three months ended September 30, 2025 (Successor), the period from February 8, 2025 to September 30, 2025 (Successor), the period from January 1, 2025 to February 7, 2025 (Predecessor) and three and nine months ended September 30, 2024 (Predecessor), respectively.

The Company has Penny Warrants which participate in dividends with the Company’s common stock subject to certain contingencies.

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SUBSEQUENT EVENTS

Transaction Agreement - International Interactive Business

On July 1, 2025, the Company’s Board of Directors, authorized the Company to enter into a definitive transaction agreement (the “Transaction Agreement”) with Intralot S.A., a Greek publicly listed company (“Intralot”).

Following the expiration of a 10-day statutory waiting period under Greek law, the Company and Intralot entered into the Transaction Agreement on July 18, 2025, pursuant to which, at the closing (the “Closing”) of the transactions contemplated therein (the “Transactions”), Intralot will directly and/or indirectly acquire all of the issued and outstanding capital stock of Bally’s Holdings Limited, a Jersey limited company and subsidiary of the Company holding the Company’s “International Interactive” business, in exchange for total consideration valued at approximately € 2.7 billion, consisting of (i) € 1.5 billion in cash, subject to adjustment, and (ii) 873,707,073 newly issued ordinary shares of Intralot (“Intralot Shares”) at an implied value of € 1.30 per Intralot Share.

As a result of the Transactions, the Company is expected to become the majority shareholder of Intralot.

The Closing, which is expected to occur in the fourth quarter of 2025, is subject to the satisfaction or waiver of certain mutual closing conditions, including (i) the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the receipt of clearance under applicable non-U.S.

antitrust law, (ii) the receipt of certain gaming regulatory clearances, (iii) the receipt of Intralot shareholder approval, (iv) the closing of an intended offering by Intralot of newly-issued Intralot Shares for cash, (v) the listing on the Athens Exchange of the Intralot Shares to be received by the Company in the Transactions, and (vi) Intralot’s receipt of debt financing.

In that respect, a subsidiary of Intralot has obtained commitments from Citizens Bank, Deutsche Bank, Goldman Sachs, and Jefferies for debt financing up to € 1.6 billion, which is expected to be refinanced through the debt capital markets and is subject to certain conditions.

As discussed in Note 2, “Summary of Significant Accounting Policies”, effective June 30, 2025, an existing loan receivable to the Company was settled through payment of shares of Intralot, and the Company also purchased additional shares in Intralot, which increased the Company’s ownership interest in Intralot from 26.86 % to 33.34 %, following which a mandatory tender offer obligation for the remaining outstanding shares of Intralot has been triggered subsequent to period-end.

One Big Beautiful Bill

On July 4, 2025, President Trump signed the One Big Beautiful Bill (“OBBB”), which resulted in many tax extensions and other rule changes, including the following which will have an effect on the Company’s tax provision in 2025 or 2026:

• Full expensing of U.S.

research and development costs under Section 174A

• Retroactive expensing of unamortized U.S.

research and development costs capitalized between 2022 and 2024;

either all in 2025, or over two years in 2025 and 2026.

• Return of the Section 163(j) taxable income base excluding the deductions for depreciation and amortization in 2025 (change from “Tax EBIT” to “Tax EBITDA”).

• Decrease in the Section 250 deduction for Net CFC Tested Income (formerly GILTI) to 40% (from 50%) in 2026, instead of the scheduled decrease to 37.5% prior to the OBBB.

• Decrease in the Section 250 deduction for foreign-derived income to 33.34% (from 37.5%) in 2026, instead of the scheduled decrease to 21.875% prior to the OBBB.

• Increase in the foreign tax credit rate on Net CFC Tested Income (formerly GILTI) to 90% (from 80%), and a 10% disallowance on repatriation, in 2026.

• Removal of the allocation of interest expense and research and development expense to Net CFC Tested Income (formerly GILTI) in calculating the foreign tax credit limitation, effective in 2026.

The Company is currently evaluating the effect of the OBBB on its future interim and annual financial statements.

The Company’s deferred tax asset for U.S.

research and development costs may be reversed in subsequent financial statements, decreasing tax payable for a similar amount or increasing other tax attributes;

and this research deduction may have an effect on the Section 163(j) limitation;

as such, the full effect of the OBBB is not practical to estimate at this time.

BALLY’S CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

On July 17, 2025, the Company entered into the Chicago MLA, as described in Note 11 “Leases,” with GLP, that amended the existing ground lease for the property on which the Company plans to develop its Permanent Facility and a development agreement with GLP (the “Chicago Development Agreement”) pursuant to which GLP has committed to advance up to $ 940 million (the “GLP Development Advances”) for the payment of hard costs used to construct the Permanent Facility in exchange for increasing the amount of rent payable to GLP under the Chicago MLA.

The Chicago MLA has an initial term of 15 years and includes four , five-year options to renew and is subject to annual escalation.

Annual rent under the Chicago MLA is $ 20 million, with additional rent equal to 8.5 % of the GLP Development Advances that are granted to the Company.

The amended and restated ground lease will be accounted for as a lease modification event in the third quarter of 2025.

The Company expects to begin drawing on the advance under the Chicago Development Agreement and thus incurring increased rent in the third quarter of 2025.

Intralot Transaction

On October 8, 2025, Intralot completed the acquisition of the Company’s issued and outstanding capital stock of Bally’s Holdings Limited, a Jersey limited company and subsidiary of the Company, holding the Company’s “International Interactive” business (“Bally’s International Interactive”) for a combined total consideration of € 2.7 billion and combined it with Intralot’s global lottery and gaming operations (the “Intralot Transaction”).

The Intralot Transaction consideration comprised of € 1.530 billion of cash paid by Intralot, and 873.7 million newly issued Intralot shares to the Company.

Post-close, the Company’s updated equity interest in Intralot when combined with the Company’s prior ownership of 207.5 million shares, is 58 %.

In connection with the Intralot Transaction, Intralot entered into new debt financings of approximately € 1.5 billion, and repaid € 0.2 billion of its previously existing debt.

The Company will account for the Intralot Transaction as a business combination whereby it acquired a controlling financial interest in Intralot in the fourth quarter of 2025.

Given the short period of time from the completion of the Intralot Transaction and the date of these condensed consolidated financial statements, the initial accounting for the purchase price allocation is incomplete at this time.

The Company is not able to provide the valuation of certain components of consideration paid to the assets acquired or liabilities assumed.

The Company will reflect the preliminary purchase price allocation in its consolidated financial statements for the year ended December 31, 2025.

With proceeds from the transaction, the Company paid down $ 500.0 million of its secured indebtedness, applied pro rata across its 2028 Notes and Term Loan Facility.

Subsequently, the Company satisfied the remaining principal balance of its 2028 Notes with an additional payment of $ 395.0 million, and incurred and paid a make-whole payment pursuant to the note agreement.

Additionally, the Company repaid all outstanding amounts under the Revolving Credit Facility.

The Company is currently evaluating the effect of these debt payments and the associated unamortized original issue discounts, deferred financing fees, and fair value adjustments on the 2028 Notes and Term Loan Facility to its consolidated financial statements in the fourth quarter of 2025.

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-Q

Item 1. Financial Statements