Bally's Corp 10-Q

ITEM 1. Financial Statements BALLY’S CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (In thousands, except share data) Successor Predecessor September 30, 2025 December 31, 2024 Assets Cash and cash equivalents $ 160,689 $ 171,233 Restricted cash 79,224 60,021 Accounts receivable, net 214,448 55,486 Inventory 22,611 19,317 Tax receivable 11,878 26,345 Prepaid expenses and other current assets 148,241 115,471 Total current assets 637,091 447,873 Property and equipment, net 980,910 630,702 Right of use assets, net 1,703,162 1,544,936 Goodwill 1,699,952 1,799,944 Intangible assets, net 1,875,317 1,307,343 Deferred tax asset 2,606 2,309 Other assets 655,889 127,030 Total assets $ 7,554,927 $ 5,860,137 Liabilities and Stockholders’ Equity Current portion of long-term debt $ 19,450 $ 19,450 Current portion of lease liabilities 93,195 65,827 Accounts payable 145,110 85,771 Accrued income taxes 9,210 25,468 Accrued and other current liabilities 665,731 481,292 Total current liabilities 932,696 677,808 Long-term debt, net 3,722,621 3,299,323 Long-term portion of lease liabilities 1,793,549 1,554,479 Deferred tax liability 446,916 118,214 Other long-term liabilities 137,246 179,411 Total liabilities 7,033,028 5,829,235 Commitments and contingencies (Note 17) Stockholders’ equity: Common stock ($ 0.01 par value, 200,000,000 shares authorized; 49,131,302 (Successor) and 40,787,007 (Predecessor) shares issued; 49,131,302 (Successor) and 40,787,007 (Predecessor) shares outstanding) 490 408 Preferred stock ($ 0.01 par value; 10,000,000 shares authorized; no shares outstanding) — — Additional paid-in-capital 751,804 1,414,410 Accumulated deficit ( 296,832 ) ( 1,123,649 ) Accumulated other comprehensive income (loss) 66,085 ( 260,267 ) Total Bally’s Corporation stockholders’ equity 521,547 30,902 Non-controlling interest 352 — Total stockholders’ equity 521,899 30,902 Total liabilities and stockholders’ equity $ 7,554,927 $ 5,860,137 See accompanying notes to condensed consolidated financial statements. 3 BALLY’S CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) (In thousands, except per share data) Successor Predecessor 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 Revenue: Gaming $ 544,507 $ 1,415,917 $ 185,767 $ 523,906 $ 1,564,714 Non-gaming 119,209 274,027 34,731 106,068 305,399 Total revenue 663,716 1,689,944 220,498 629,974 1,870,113 Operating costs and expenses: Gaming 242,664 618,223 87,994 234,908 707,222 Non-gaming 49,237 126,351 16,526 51,328 148,152 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 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 (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 ) Loss before income taxes ( 147,509 ) ( 253,081 ) ( 50,360 ) ( 281,484 ) ( 485,713 ) (Benefit) provision for income taxes ( 41,310 ) 47,038 664 ( 33,629 ) ( 3,748 ) Net loss $ ( 106,199 ) $ ( 300,119 ) $ ( 51,024 ) $ ( 247,855 ) $ ( 481,965 ) Less: 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 ) Weighted average common shares outstanding - basic 60,636 60,628 48,743 48,596 48,405 Diluted loss per share $ ( 1.70 ) $ ( 4.90 ) $ ( 1.05 ) $ ( 5.10 ) $ ( 9.96 ) Weighted average common shares outstanding - diluted 60,636 60,628 48,743 48,596 48,405 See accompanying notes to condensed consolidated financial statements. 4 BALLY’S CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (unaudited) (In thousands) Successor Predecessor 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 $ ( 106,199 ) $ ( 300,119 ) $ ( 51,024 ) $ ( 247,855 ) $ ( 481,965 ) Other comprehensive income (loss): Foreign currency translation adjustments ( 22,480 ) 123,002 ( 13,097 ) 150,021 103,342 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 Total comprehensive loss $ ( 113,493 ) $ ( 234,034 ) $ ( 60,467 ) $ ( 163,704 ) $ ( 412,652 ) See accompanying notes to condensed consolidated financial statements. 5 BALLY’S CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) (unaudited) (In thousands, except share data) Predecessor Common Stock Additional Paid-in Capital Treasury Stock Accumulated Deficit Accumulated Other Comprehensive Loss Non-controlling Interest Total Stockholders’ Equity (Deficit) 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 Issuance of restricted stock and other stock awards 19,660 — ( 76 ) — — — — ( 76 ) Share-based compensation — — 1,954 — — — — 1,954 Other comprehensive loss — — — — — ( 9,443 ) — ( 9,443 ) Net loss — — — — ( 51,024 ) — — ( 51,024 ) Balance as of February 7, 2025 (Predecessor) 40,806,667 $ 408 $ 1,416,288 $ — $ ( 1,174,673 ) $ ( 269,710 ) $ — $ ( 27,687 ) Successor Common Stock Additional Paid-in Capital Treasury Stock Retained Earnings (Deficit) Accumulated Other Comprehensive Income Non-controlling Interest Total Stockholders’ Equity Shares Issued and Outstanding Amount Balance as of February 8, 2025 (Successor) 71,258,763 $ 712 $ 1,171,824 $ — $ — $ — $ — $ 1,172,536 Share repurchases ( 22,804,384 ) ( 228 ) ( 420,114 ) — — — — ( 420,342 ) Issuance of restricted stock and other stock awards 557,417 5 ( 5,132 ) — — — — ( 5,127 ) Bally’s Chicago Inc. Issuance — — — — — — 12,361 12,361 Share-based compensation — — 2,740 — — — — 2,740 Other comprehensive income — — — — — 12,163 — 12,163 Net income — — — — 34,516 — — 34,516 Balance as of March 31, 2025 (Successor) 49,011,796 $ 489 $ 749,318 $ — $ 34,516 $ 12,163 $ 12,361 $ 808,847 Issuance of restricted stock and other stock awards 108,301 1 ( 225 ) — — — — ( 224 ) Share-based compensation — — 2,350 — — — — 2,350 Other — — ( 1,314 ) — — — — ( 1,314 ) Other comprehensive income — — — — — 61,216 — 61,216 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 6 BALLY’S CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) (unaudited) (In thousands, except share data) Predecessor Common Stock Additional Paid-in Capital Treasury Stock Accumulated Deficit Accumulated Other Comprehensive Loss Non-controlling Interest Total Stockholders’ Equity Shares Outstanding Amount Balance as of December 31, 2023 (Predecessor) 39,973,202 $ 400 $ 1,400,479 $ — $ ( 555,895 ) $ ( 209,558 ) $ 428 $ 635,854 Issuance of restricted stock and other stock awards 423,805 4 ( 2,778 ) — — — — ( 2,774 ) Share-based compensation — — 3,058 — — — — 3,058 Settlement of consideration 86,368 1 ( 125 ) — — — — ( 124 ) Other — — 1,750 — — — — 1,750 Other comprehensive loss — — — — — ( 14,045 ) — ( 14,045 ) Net loss — — — — ( 173,914 ) — — ( 173,914 ) Balance as of March 31, 2024 (Predecessor) 40,483,375 $ 405 $ 1,402,384 $ — $ ( 729,809 ) $ ( 223,603 ) $ 428 $ 449,805 Issuance of restricted stock and other stock awards 135,981 1 262 — — — — 263 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 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. 7 BALLY’S CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) Successor Predecessor (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 loss to net cash provided by (used in) operating activities: Depreciation and amortization 197,584 22,343 316,328 Non-cash amortization of right of use assets 57,902 7,228 43,546 Share-based compensation 7,028 1,954 11,629 Impairment charges — — 12,757 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 — — Deferred income taxes 17,174 ( 3,010 ) ( 9,401 ) Change in fair value of fair value option assets ( 55,598 ) — — (Income) loss from equity method investments ( 7,877 ) 594 284 Foreign exchange (gain) loss 37,044 ( 194 ) 26,447 Other operating activities 23,838 3,511 23,507 Changes in operating assets and liabilities ( 82,444 ) ( 62,592 ) ( 25,685 ) Net cash provided by (used in) operating activities ( 29,810 ) ( 80,186 ) 76,177 Cash flows from investing activities: Cash paid for acquisitions, net of cash acquired 21,233 — 208 Proceeds from net investment hedges — — 3,274 Cash paid for shares in Intralot ( 13,799 ) — — Cash paid for The Star Investment ( 83,720 ) — — Capital expenditures ( 130,155 ) ( 16,424 ) ( 155,757 ) Cash paid for capitalized software ( 26,087 ) ( 2,315 ) ( 36,134 ) Acquisition of gaming licenses ( 2,000 ) — ( 1,657 ) Other investing activities ( 1,182 ) 1,042 ( 1,015 ) Net cash used in investing activities ( 235,710 ) ( 17,697 ) ( 191,081 ) Cash flows from financing activities: Issuance of long-term debt 1,275,000 97,000 310,000 Repayments of long-term debt ( 591,349 ) ( 10,000 ) ( 309,588 ) Deferred payables 42,249 11,064 81,666 Cash paid for repurchased shares ( 416,180 ) — — Payment of financing fees ( 21,326 ) — — Bally’s Chicago Inc. issuance 18,132 — — Other financing activities ( 5,619 ) ( 76 ) ( 6,372 ) Net cash provided by financing activities 300,907 97,988 75,706 Effect of foreign currency on cash and cash equivalents and restricted cash ( 26,376 ) ( 457 ) 4,472 Net change in cash and cash equivalents and restricted cash 9,011 ( 352 ) ( 34,726 ) Cash and cash equivalents and restricted cash, beginning of period 230,902 231,254 315,262 Cash and cash equivalents and restricted cash, end of period $ 239,913 $ 230,902 $ 280,536 8 BALLY’S CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) Successor Predecessor (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: Cash paid for interest, net of amounts capitalized $ 243,341 $ 39,069 $ 256,161 Income taxes paid, net of refunds 44,084 ( 73 ) 9,342 Non-cash investing and financing activities: Unpaid property and equipment $ 7,587 $ 15,772 $ 23,083 Unpaid capitalized software 1,685 6,158 2,040 Consideration issued for the Company Merger 955,647 — — 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 46,905 — — Successor Predecessor September 30, February 7, December 31, Reconciliation of cash and cash equivalents and restricted cash: 2025 2025 2024 Cash and cash equivalents $ 160,689 $ 173,549 $ 171,233 Restricted cash 79,224 57,353 60,021 Total cash and cash equivalents and restricted cash $ 239,913 $ 230,902 $ 231,254 See accompanying notes to condensed consolidated financial statements. 9 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1. GENERAL INFORMATION Description of Business Bally’s Corporation (the “Company,” or “Bally’s”) is a global gaming, hospitality and entertainment company with casinos and resorts and online gaming (“iGaming”) businesses. The Company owns and manages the following properties within its Casinos & Resorts reportable segment: Casinos & Resorts Location Type Built/Acquired Bally’s Twin River Lincoln Casino Resort (“Bally’s Twin River”) Lincoln, Rhode Island Casino and Resort 2004 Bally’s Arapahoe Park Aurora, Colorado Racetrack/OTB Site 2004 Hard Rock Hotel & Casino Biloxi (“Hard Rock Biloxi”) (2) Biloxi, Mississippi Casino and Resort 2014 Bally’s Tiverton Casino & Hotel (“Bally’s Tiverton”) (2) Tiverton, Rhode Island Casino and Hotel 2018 Bally’s Dover Casino Resort (“Bally’s Dover”) (2) Dover, Delaware Casino, Resort and Raceway 2019 Bally’s Black Hawk (1)(2) Black Hawk, Colorado Three Casinos 2020 Bally’s Kansas City Casino (“Bally’s Kansas City”) (2) Kansas City, Missouri Casino 2020 Bally’s Vicksburg Casino (“Bally’s Vicksburg”) Vicksburg, Mississippi Casino and Hotel 2020 Bally’s Atlantic City Casino Resort (“Bally’s Atlantic City”) Atlantic City, New Jersey Casino and Resort 2020 Bally’s Shreveport Casino & Hotel (“Bally’s Shreveport”) (2) Shreveport, Louisiana Casino and Hotel 2020 Bally’s Lake Tahoe Casino Resort (“Bally’s Lake Tahoe”) Lake Tahoe, Nevada Casino and Resort 2021 Bally’s Evansville Casino & Hotel (“Bally’s Evansville”) (2) Evansville, Indiana Casino and Hotel 2021 Bally’s Quad Cities Casino & Hotel (“Bally’s Quad Cities”) (2) Rock Island, Illinois Casino and Hotel 2021 Bally’s Chicago Casino (“Bally’s Chicago”) (3) Chicago, Illinois Casino 2023 Bally’s Golf Links at Ferry Point (“Bally’s Golf Links”) Bronx, New York Golf Course 2023 The Queen Baton Rouge (2) Baton Rouge, Louisiana Casino 2025 The Belle of Baton Rouge (2) Baton Rouge, Louisiana Casino and Hotel 2025 Casino Queen Marquette (2) Marquette, Iowa Casino 2025 DraftKings at Casino Queen (2) East St. Louis, Illinois Casino and Hotel 2025 __________________________________ (1) Includes Bally’s Black Hawk North Casino, Bally’s Black Hawk West Casino and Bally’s Black Hawk East Casino. (2) Properties leased from Gaming and Leisure Properties, Inc. (“GLPI”). Refer to Note 15 “ Leases ” for further information. (3) Temporary casino facility as permanent casino resort is constructed. Site of future permanent casino resort is leased from GLPI. The Company’s International Interactive reportable segment 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. The North America Interactive reportable segment includes a portfolio of sports betting, iGaming, and free-to-play gaming brands, and the North American operations of Gamesys. Refer to Note 18 “ Segment Reportin g” for further information. 10 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Agreement and Plan of Merger 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, 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. At the effective time of the Merger, each share of the Company’s Common Stock issued and outstanding (other than shares of common stock owned by (i) the Company or any of its wholly owned subsidiaries, (ii) Parent or any of Parent’s affiliates, (iii) by holders exercising statutory appraisal rights; (iv) by SG Gaming following the Queen Share Contribution; or (v) by holders who have elected to have such shares remain issued and outstanding following the Company Merger (a “Rolling Share Election”)) were converted into the right to receive cash consideration equal to $ 18.25 per share of common stock (the “Per Share Price”). Each holder of shares of Company Common Stock (other than the Company or its subsidiaries) had the option to make a Rolling Share Election. Concurrently with the Merger Agreement, the Company and Parent entered into support agreements with Standard RI Ltd. (“SRL”) (the “SG Support Agreement”), SBG Gaming, LLC, a designated subsidiary of Sinclair (“SBG”) (the “SBG Support Agreement”), and Noel Hayden (the “Hayden Support Agreement”), collectively known as the “Support Agreements”. The Support Agreements obligated the parties to vote their respective shares in favor of the Merger Agreement and related transactions, and to make a Rolling Share Election for their shares, including those acquired through options or warrants. Additionally, under the SBG Support Agreement, SBG agreed to waive its right to the options it previously acquired under a Framework Agreement originally entered into in 2020 (the “Framework Agreement”), upon completion of the Merger, and in exchange, the Company issued SBG warrants to purchase 384,536 shares of the Company’s common stock under substantially similar terms to the Penny Warrants issued to SBG under the Framework Agreement. In connection with the Merger, as of February 7, 2025, all outstanding Performance Warrants became immediately exercisable at a price of $ 0.01 per share. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and include the accounts of the Company, its majority-owned subsidiaries and entities the Company identifies as variable interest entities (“VIEs”), of which the Company is determined to be the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform to the current year’s presentation. The financial statements of our foreign subsidiaries are translated into US Dollars (“USD”) using exchange rates in effect at period-end for assets and liabilities and average exchange rates during each reporting period for results of operations. 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 loss. 11 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules of the Securities and Exchange Commission (the “SEC”) for interim financial information, including the instructions to Form 10-Q and Rule 10-01 of the SEC’s Regulation S-X. Accordingly, certain information and note disclosures normally required in complete financial statements prepared in conformity with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted. In the Company’s opinion, these condensed consolidated financial statements include all adjustments necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. We have made estimates and judgments affecting the amounts reported in our condensed consolidated financial statements and the accompanying notes. The actual results that we experience may differ materially from our estimates. As described in Note 1, “General Information”, the Company completed the Merger with Queen on February 7, 2025 (the “Closing”), with Queen surviving the Merger as a wholly-owned subsidiary of the Company. The Parent and its affiliates maintained a controlling financial interest, as defined by ASC 810, in Queen before and after the Merger, and in the Company upon consummation of the Merger. The Merger with Queen was accounted for as a transaction between entities under common control because the Parent and its affiliates contributed a wholly owned subsidiary into the Company, which became a controlled subsidiary of the Parent and its affiliates upon consummation of the merger. The Company has elected to push down its Parent’s basis in its net assets into its unaudited condensed consolidated financial statements, and as a result, unless the context otherwise requires, the “Company,” for periods prior to the Closing refers to Bally’s (“Predecessor”), and for the periods after the Closing refers to the combined Company of Bally’s and Queen (“Successor” or the “Company”). As a result of the Merger, the results of operations, financial position and cash flows of the Predecessor and the Successor are not directly comparable. As Bally’s was deemed to be the predecessor entity, the historical financial statements of Bally’s became the historical financial statements of the combined Company, upon the consummation of the Merger. 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 September 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. Queen is a regional gaming, hospitality and entertainment company that owns and operates four casinos across three states. The Merger expands the Company’s Casinos & Resorts geographic footprint and enhances the Company’s development pipeline, which aligns with the Company’s broader strategic initiatives. Certain adjustments have been made to Queen’s historical carrying values to conform accounting policies with the Company, with any such adjustments being recorded to equity. The preliminary purchase price of Queen is estimated based on the fair value of all existing and outstanding shares of Queen that were exchanged for shares of Company common stock, with the net effect of the transaction being charged to equity. The preliminary purchase price of Queen and adjustment to equity resulting from the merger consists of the following: (in thousands, except share and per share data) Amount Queen common stock outstanding on February 7, 2025 10,967,117 Per share ratio 2.45 Equivalent Bally’s common stock to be issued 26,909,895 Bally’s common stock issued to settle Queen’s outstanding warrant and restricted stock awards 3,542,201 Total Bally’s shares issued for Queen shares outstanding 30,452,096 Share price per Merger Agreement $ 18.25 Total purchase price $ 555,751 Less: Queen net assets assumed 217,027 Equity adjustment associated with the Queen merger $ 338,724 12 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 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 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 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. 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. In connection with the disposition, the Company acquired penny warrants that represent a 19.99 % fully diluted interest in the Buyer, for approximately $ 1.9 million. The Company accounts for this interest as an equity method investment. 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 (expense) income, net in the condensed consolidated statements of operations. Refer to Note 4 “Consolidated Financial Information” for further information. Variable Interest Entities The Company evaluates entities for which control is achieved through means other than voting rights to determine if it is the primary beneficiary of a VIE. An entity is a VIE if it has any of the following characteristics (i) has insufficient equity to permit the entity to finance its activities without additional subordinated financial support (ii) equity holders, as a group, lack the characteristics of a controlling financial interest or (iii) the entity is structured with non-substantive voting rights. The primary beneficiary of the VIE is generally the entity that has (a) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (b) the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The Company consolidates its investment in a VIE when it determines that it is its primary beneficiary. In determining whether it is the primary beneficiary of the VIE, the Company considers qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIE’s economic performance and which party controls such activities and significance of the Company’s investment and other means of participation in the VIE’s expected profits/losses. Significant judgments related to these determinations include estimates about the current and future fair values and performance of assets held by these VIEs and general market conditions. 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 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. 13 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 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. 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. 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. is 10.5 %. 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 On April 7, 2025, the Company entered into a Binding Term Sheet with The Star Entertainment Group Limited (“The Star”), an ASX-listed company, to invest up to A$ 300.0 million in a multi-tranche issuance of convertible notes and subordinated debt (the “Investment”). On April 8, 2025, The Star announced a commitment from its largest shareholder, Investment Holdings Pty, to subscribe for A$ 100.0 million of the Investment, reducing the Company’s commitment to A$ 200.0 million. On April 9, 2025, the Company funded A$ 66.7 million, consisting of Tranche 1A convertible notes of A$ 22.2 million (the “Convertible Notes”) and subordinated debt with a principal amount of A$ 44.4 million. Additionally, on May 23, 2025, the Company and The Star entered into a Subscription Agreement and a Subordination Deed Poll in favor of certain The Star’s senior lenders. 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 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. The Star may elect to settle accrued interest in cash or by issuing its ordinary shares. The Company can convert the principal amount of the Convertible Notes into ordinary shares of The Star at any time once regulatory approval has been received at a conversion price of A$ 0.08 per share. The Company accounts for the instruments funded to date, along with the embedded derivatives associated with their conversion and redemption features, by utilizing the fair value option under ASC 825, Financial Instruments , as the Company believes this best depicts the economics of the investment. Refer to Note 12 “Fair Value Measurements” for further information. Cash and Cash Equivalents and Restricted Cash Cash and cash equivalents includes cash balances and highly liquid investments with an original maturity of three months or less. 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. 14 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Accounts Receivable, Net Accounts receivable, net consists of the following: Successor Predecessor September 30, December 31, (in thousands) 2025 2024 Amounts due from GLPI (1) $ 134,790 $ — Amounts due from Rhode Island and Delaware (2) 15,993 14,135 Gaming receivables 36,100 20,700 Non-gaming receivables 34,394 27,803 Accounts receivable 221,277 62,638 Less: Allowance for credit losses ( 6,829 ) ( 7,152 ) Accounts receivable, net $ 214,448 $ 55,486 __________________________________ (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. Deferred Payables In order to execute on its strategy of improving working capital efficiency, the Company will, from time to time, participate in trade finance or deferred payable initiatives, including programs that may securitize or accelerate liquidity realized from receivables, or alternatively extend trade terms with certain suppliers or vendors. In certain cases, where the Company is not able to extend payment terms directly with suppliers or vendors, the Company will consider deferred payable solutions that simulate such trade term extensions. These solutions generally involve entering into exchange agreements with intermediary institutions who will make payments to the supplier or vendor within the original terms on behalf of the Company, in exchange for a new bill with terms that conform to the Company’s payment policy of net 90 days. 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 $ 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 Gaming expenses include, among other things, payroll costs and expenses associated with the operation of VLTs, slots and table games, including gaming taxes payable to jurisdictions in which the Company operates outside of Rhode Island and Delaware, and certain marketing costs directly associated with the Company’s iGaming products and services. 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. 15 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 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 $ 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. Share-Based Compensation 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 In 2020, the Company and Sinclair Broadcast Group, Inc. (“Sinclair”) entered into the Framework Agreement, providing for a long-term strategic relationship between Sinclair and the Company. Under the Framework Agreement, the Company issued to Sinclair warrants to purchase up to 4,915,726 shares of the Company at an exercise price of $ 0.01 per share (“the Penny Warrants”), a warrant to purchase up to 3,279,337 shares of the Company at an exercise price of $ 0.01 per share, subject to the achievement of various performance metrics (the “Performance Warrants”), and an option to purchase up to 1,639,669 additional shares, in four tranches with purchase prices ranging from $ 30.00 to $ 45.00 per share, exercisable over a seven-year period beginning in November 2024 (the “Options”). Additionally, the Company is required to share 60 % of the tax benefits it realizes from the Penny Warrants, Options, Performance Warrants and other related payments. Changes in the estimate of the tax benefit to be realized and tax rates in effect at the time, among other changes, was treated as an adjustment to the intangible asset. In connection with the Queen merger, as of February 7, 2025, all outstanding Performance Warrants became immediately exercisable at a price of $ 0.01 per share and the Options were returned to the Company in exchange for 384,536 penny warrants. The Performance Warrants were reclassified from liability to equity as of February 7, 2025. 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. 16 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Provision for Income Taxes 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. 3. 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 $ 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. 17 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 4. CONSOLIDATED FINANCIAL INFORMATION General and Administrative Expense Amounts included in General and administrative were as follows: Successor Predecessor (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 Acquisition and integration 28,606 51,945 2,199 7,319 18,016 Merger costs 1,248 21,669 11,233 9,802 11,791 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 (expense) income, net were as follows: Successor Predecessor (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 Loss on extinguishment of debt $ — $ ( 17,372 ) $ — $ — $ — Change in value of performance warrants — — ( 1,180 ) ( 16,932 ) ( 10,615 ) (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 ) Foreign exchange gain (loss) ( 32,097 ) ( 37,044 ) 194 ( 30,246 ) ( 26,447 ) Other, net ( 6,279 ) ( 3,757 ) ( 785 ) ( 1,603 ) ( 1,024 ) Total other non-operating income (expense), net $ ( 42,632 ) $ 5,302 $ ( 2,365 ) $ ( 49,854 ) $ ( 38,370 ) 18 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Interest Expense, Net Amounts included in interest expense, net were as follows: Successor Predecessor (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 Interest income $ 4,982 $ 10,321 $ ( 1 ) $ 6,296 $ 17,317 Interest expense ( 110,848 ) ( 265,446 ) ( 27,228 ) ( 80,271 ) ( 238,623 ) Total interest expense, net $ ( 105,866 ) $ ( 255,125 ) $ ( 27,229 ) $ ( 73,975 ) $ ( 221,306 ) 5. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS Standards to Be Implemented In October 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-06, Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative . The amendments in this update align the requirements in the ASC to the SEC’s regulations. The effective date for each amended topic in the ASC is the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective. If by June 30, 2027, the SEC has not removed the related disclosure from its regulations, the amendments will be removed from the Codification and not become effective. Early adoption is prohibited. The Company is currently in the process of evaluating the impact of this amendment on its condensed consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures . The amendments in this update enhance the transparency and decision usefulness of income tax disclosures. This update will be effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently in the process of evaluating the impact of this amendment on its condensed consolidated financial statements and related disclosures. In March 2024, the FASB issued ASU 2024-02, Codification Improvements - Amendments to Remove References to the Concepts Statements . This amendment to the Codification removes references to various Concepts Statements. This update will be effective for public business entities for fiscal years beginning after December 15, 2024, with early adoption permitted if adopted as of the beginning of the fiscal year that includes that interim period. The Company is currently in the process of evaluating the impact of this amendment on its condensed consolidated financial statements and related disclosures. 19 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses . The amendments in this update require disclosure of certain costs and expenses on an interim and annual basis in the notes to the financial statements. This update will be effective for fiscal years beginning after December 15, 2026, and interim reporting periods in fiscal years beginning after December 15, 2027, with early adoption permitted. The disclosures required under the guidance can be applied either prospectively to financial statements issued for reporting periods after the effective date or retrospectively to any or all periods presented in the financial statements. The Company is currently evaluating the impact that this guidance will have on its financial statement disclosures. In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity. The amendments in this update revise the requirements for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a VIE that meets the definition of a business. The amendments require that an entity consider the same factors that are currently required for determining which entity is the accounting acquirer in other acquisition transactions. The amendments in this update will be effective for fiscal years beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. 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. 6. REVENUE RECOGNITION The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers , which requires the revenue to be recognized when a performance obligation is satisfied by transferring the control of promised goods or services and is measured at the transaction price or the amount of consideration that the Company expects to receive through satisfaction of the identified performance obligations. The Company generates revenue from four principal sources: (1) gaming (which includes retail gaming, online gaming, sports betting and racing), (2) hotel, (3) food and beverage and (4) retail, entertainment and other. Sales tax and other taxes collected on behalf of governmental authorities are accounted for on a net basis and are not included in revenue or operating expenses. Gaming Revenue Performance Obligations Retail gaming service contracts involving our land-based casinos, each have an obligation to honor the outcome of a wager and to pay out an amount equal to the stated odds, including the return of the initial wager, if the customer receives a winning hand. These elements of honoring the outcome of the hand of play and generating a payout are considered one performance obligation, with an additional performance obligation for those customers earning incentives under the Company’s player loyalty program. Online gaming and sports betting represent a single performance obligation for the Company to operate contests or games and award prizes or payouts to users based on results of the arrangement. Additionally, the use of incentives across the online gaming products create future customer rights and are a separate performance obligation. Racing revenue is earned through advance deposit wagering, which consists of patrons wagering through an advance deposit account. Each wagering contract contains a single performance obligation. 20 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Transaction Price The Company applies a practical expedient to account for its gaming contracts on a portfolio basis as such wagers have similar characteristics and the Company reasonably expects the impact on the consolidated financial statements of applying the revenue recognition guidance to the portfolio would not differ materially from the application of an individual wagering contract. The transaction price for a retail gaming, online gaming or sports betting wagering contract is the difference between wins and losses, not the total amount wagered. 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. 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. For purposes of allocating the transaction price in a wagering contract between the wagering performance obligation and the obligation associated with incentives earned under loyalty programs, the Company allocates an amount to the loyalty program contract liability based on the stand-alone selling price of the incentive earned. The performance obligation related to loyalty program incentives are deferred and recognized as revenue upon redemption by the customer. Revenue Recognition The allocated revenue for retail gaming wagers is recognized when the wagering occurs as all such wagers settle immediately. Online gaming revenue is recognized at the point in time when the player completes a gaming session and payout occurs. Sports betting involves a player wagering money on an outcome or series of outcomes. If a player wins the wager, the Company pays the player a pre-determined amount known as fixed odds, and its revenue is recognized as total wagers net of payouts made and incentives awarded to players. Racing revenue includes several of our casinos and resorts’ share of wagering from live racing and the import of simulcast signals, and is recognized upon completion of the wager based upon an established take-out percentage. The estimated retail value related to goods and services provided to customers without charge or upon redemption under the Company’s player loyalty programs included in departmental revenues, and therefore reducing gaming revenues, are as follows: Successor Predecessor (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 Hotel $ 20,088 $ 49,527 $ 7,098 $ 22,697 $ 63,603 Food and beverage 21,924 51,241 7,559 21,467 61,982 Retail, entertainment and other 1,764 9,440 713 2,517 7,387 $ 43,776 $ 110,208 $ 15,370 $ 46,681 $ 132,972 Non-gaming Revenue Performance Obligations Hotel, food and beverage, and retail, entertainment and other services have been determined to be separate, stand-alone performance obligations and revenue is recognized as the good or service is transferred at the point in time of the transaction. Transaction Price The transaction price for hotel, food and beverage, and retail, entertainment and other, is the net amount collected from the customer for such goods and services. The estimated standalone selling price of hotel rooms is determined based on observable prices. The standalone selling price of these goods and services are determined based upon the actual retail prices charged to customers for those items. 21 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Revenue Recognition Hotel revenue is recognized when the customer obtains control through occupancy of the room over their stay at the hotel. Advance deposits for hotel rooms are recorded as liabilities until revenue recognition criteria are met. Food, beverage and retail revenues are recognized at the time the goods are sold from Company-operated outlets. Other revenue includes cancellation fees for hotel and meeting space services, which are recognized upon cancellation by the customer, and golf revenues from the Company’s operations of Bally’s Golf Links, which are recognized at the time of sale. Additionally, other revenue includes market access and business-to-business service revenue generated by the International Interactive and North America Interactive reportable segments, which is recognized at the time the goods are sold or the service is provided, and are included in Non-gaming revenue within our condensed consolidated statements of operations. 22 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) The following tables provide a disaggregation of revenue by segment (in thousands): Three Months Ended September 30, 2025 (Successor) Casinos & Resorts International Interactive North America Interactive Corporate & Other Total Gaming $ 301,541 $ 209,605 $ 33,361 $ — $ 544,507 Non-gaming: Hotel 38,406 — — — 38,406 Food and beverage 35,883 — — — 35,883 Licensing — 5,480 — — 5,480 Retail, entertainment and other 20,230 — 16,545 2,665 39,440 Total non-gaming revenue 94,519 5,480 16,545 2,665 119,209 Total revenue $ 396,060 $ 215,085 $ 49,906 $ 2,665 $ 663,716 Period from February 8, 2025 to September 30, 2025 (Successor) Gaming $ 785,933 $ 513,201 $ 116,783 $ — $ 1,415,917 Non-gaming: Hotel 90,833 — — — 90,833 Food and beverage 90,965 — — — 90,965 Licensing — 17,409 — — 17,409 Retail, entertainment and other 48,513 3,291 17,182 5,834 74,820 Total non-gaming revenue 230,311 20,700 17,182 5,834 274,027 Total revenue $ 1,016,244 $ 533,901 $ 133,965 $ 5,834 $ 1,689,944 Period from January 1, 2025 to February 7, 2025 (Predecessor) Gaming $ 95,984 $ 74,849 $ 14,934 $ — $ 185,767 Non-gaming: Hotel 11,006 — — — 11,006 Food and beverage 11,304 — — — 11,304 Licensing — 3,720 — — 3,720 Retail, entertainment and other 6,005 416 2,007 273 8,701 Total non-gaming revenue 28,315 4,136 2,007 273 34,731 Total revenue $ 124,299 $ 78,985 $ 16,941 $ 273 $ 220,498 Three Months Ended September 30, 2024 (Predecessor) Gaming $ 256,234 $ 228,693 $ 38,979 $ — $ 523,906 Non-gaming: Hotel 41,672 — — — 41,672 Food and beverage 35,403 — — — 35,403 Retail, entertainment and other 20,049 2,244 5,142 1,558 28,993 Total non-gaming revenue 97,124 2,244 5,142 1,558 106,068 Total revenue $ 353,358 $ 230,937 $ 44,121 $ 1,558 $ 629,974 Nine Months Ended September 30, 2024 (Predecessor) Gaming $ 762,197 $ 687,109 $ 115,408 $ — $ 1,564,714 Non-gaming: Hotel 118,026 — — — 118,026 Food and beverage 103,478 — — — 103,478 Retail, entertainment and other 55,037 7,907 14,780 6,171 83,895 Total non-gaming revenue 276,541 7,907 14,780 6,171 305,399 Total revenue $ 1,038,738 $ 695,016 $ 130,188 $ 6,171 $ 1,870,113 23 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Contract Assets and Contract Related Liabilities 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 $ 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: liabilities for loyalty programs, advance deposits made for goods and services yet to be provided and unpaid wagers. All of the contract liabilities are short-term in nature and are included in “Accrued and other current liabilities” in the condensed consolidated balance sheets. Loyalty program incentives earned by customers are typically redeemed within one year from when they are earned and expire if a customer’s account is inactive for more than 12 months; therefore, the majority of these incentives outstanding at the end of a period will either be redeemed or expire within the next 12 months. Advance deposits are typically interactive player deposits and customer deposits for future banquet events, hotel room reservations, and gift cards. The Company holds restricted cash for interactive player deposits and records a corresponding withdrawal liability. The banquet and hotel reservation deposits are usually received weeks or months in advance of the event or hotel stay. 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 September 30, 2025 (Successor) and December 31, 2024 (Predecessor) were as follows: Successor Predecessor September 30, December 31, (in thousands) 2025 2024 Unpaid wagers $ 37,322 $ 32,992 Advanced deposits from customers 27,712 26,141 Loyalty programs 10,074 12,167 Total $ 75,108 $ 71,300 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). 7. BUSINESS COMBINATIONS Merger with Queen Casino & Entertainment, Inc. The Merger between the Company and Queen was accounted for as a transaction between entities under common control in accordance with ASC Topic 805, Business Combinations (“ASC 805”), in which the accounting acquirer (Parent and its affiliates) obtained control of the Company. As described in Note 2, “Summary of Significant Accounting Policies”, the Company has elected to push down its Parent’s basis in its net assets into its financial statements, and as a result, the net assets of the Predecessor were measured and recognized at their fair values as of the acquisition date and were combined with those of Queen at Queen’s historical carrying amounts and are presented on a combined basis. The following disclosures relate to the Company’s election to apply push down and show the effect of the change in control. The fair value of the Merger consideration was $ 955.6 million, which represents 52,364,192 total shares outstanding prior to the Merger multiplied by the Merger value of $ 18.25 per share. Immediately following the transaction, the Company repurchased 22,804,384 shares at a price of $ 18.25 for total a total repurchase price of $ 416.2 million. 24 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) The preliminary allocation of the purchase price is as follows: As of February 7, 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 Restricted cash 57,352 — 57,352 Other current assets 210,447 — 210,447 Property and equipment 1,065,486 ( 4,745 ) 1,060,741 Right of use assets 1,692,346 17,215 1,709,561 Goodwill 1,555,354 10,995 1,566,349 Intangible assets 1,866,963 ( 7,542 ) 1,859,421 Other assets 131,457 ( 1,864 ) 129,593 Total current liabilities ( 548,702 ) — ( 548,702 ) Lease liabilities ( 1,823,153 ) ( 17,215 ) ( 1,840,368 ) Long-term debt ( 2,914,688 ) — ( 2,914,688 ) Other long-term liabilities ( 510,765 ) 3,156 ( 507,609 ) Net assets acquired $ 955,647 $ — $ 955,647 The purchase consideration has been allocated to the tangible and identifiable intangible assets and liabilities based upon their estimated fair values as of the acquisition date, with the excess of the purchase consideration over the aggregate net fair values recorded as goodwill, which is not deductible for tax purposes. Accounts receivable, other assets, current liabilities and inventories were stated at their historical carrying value, which approximates fair value given the short-term nature of these assets and liabilities. The estimate of fair value for property and equipment and owned real property was based on an assessment of the assets' condition as well as an evaluation of the current market value of such assets. 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 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: Valuation Approach Estimated Useful Life (in years) Estimated Fair Value Gaming licenses Greenfield/Replacement Cost method 2 - 18 $ 750,978 Customer relationships Multi-Period Excess Earnings/ Replacement Cost method 1 - 7 349,834 Developed technology Relief from royalty method 5 253,200 Trade names Relief from royalty method 12 74,700 Intellectual property license Relief from royalty method 7 141,000 Other amortizing intangibles Various methods 1 - 22 8,209 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, 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. The projected future cash flows are discounted to present value using an appropriate discount rate. 25 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) The estimated fair values were based on assumptions that the Company believes are reasonable. 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. 8. PREPAID EXPENSES AND OTHER CURRENT ASSETS As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), prepaid expenses and other current assets was comprised of the following: Successor Predecessor September 30, December 31, (in thousands) 2025 2024 Services and license agreements $ 44,419 $ 43,141 Short term notes receivable 19,956 17,342 Sales tax 28,600 18,988 Prepaid marketing 10,893 11,952 Prepaid insurance 15,370 3,341 Short term derivative assets 6,604 5,359 Other 22,399 15,348 Total prepaid expenses and other current assets $ 148,241 $ 115,471 9. PROPERTY AND EQUIPMENT As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), property and equipment was comprised of the following: Successor Predecessor September 30, December 31, (in thousands) 2025 2024 Land and improvements $ 96,237 $ 49,553 Building and improvements 651,444 370,086 Equipment 102,782 280,946 Furniture and fixtures 150,526 64,109 Construction in process (1) 49,059 149,906 Total property, plant and equipment 1,050,048 914,600 Less: Accumulated depreciation ( 69,138 ) ( 283,898 ) 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. 26 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 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). 10. GOODWILL AND INTANGIBLE ASSETS 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 Goodwill as of December 31, 2024 (Predecessor) (1) $ 313,285 $ 1,451,273 $ 35,386 $ — $ 1,799,944 Effect of foreign exchange — ( 11,268 ) — — ( 11,268 ) Goodwill as of February 7, 2025 (Predecessor) (1) 313,285 1,440,005 35,386 — 1,788,676 Goodwill as of February 8, 2025 (Successor) 612,191 716,260 56,845 205,352 1,590,648 Current year measurement period adjustments ( 73 ) 5,400 324 5,344 10,995 Goodwill measurement period segment re-allocation ( 253,646 ) 388,665 ( 47,567 ) ( 87,452 ) — Effect of foreign exchange — 98,309 — 98,309 Goodwill as of September 30, 2025 (Successor) $ 358,472 $ 1,208,634 $ 9,602 $ 123,244 $ 1,699,952 __________________________________ (1) Amounts are shown net of accumulated goodwill impairment charges of $ 5.4 million, $ 71.6 million and $ 140.4 million for Casinos & Resorts, International Interactive and North America Interactive, respectively. 27 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 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) $ 1,307,343 Effect of foreign exchange ( 3,662 ) Capitalized software 3,054 Less: Amortization of intangible assets ( 14,765 ) Intangible assets, net as of February 07, 2025 (Predecessor) $ 1,291,970 Intangible assets, net as of February 08, 2025 (Successor) $ 1,941,245 Measurement period adjustments ( 7,542 ) Additions in current period 3,282 Effect of foreign exchange 66,986 Capitalized software 21,615 Less: Amortization of intangible assets ( 150,269 ) Intangible assets, net as of September 30, 2025 (Successor) $ 1,875,317 The Company’s identifiable intangible assets consist of the following: Successor September 30, 2025 (in thousands) Gross Carrying Amount Accumulated Amortization Net Amortizable intangible assets: Trade names $ 82,702 $ ( 5,811 ) $ 76,891 Customer relationships 374,496 ( 65,303 ) 309,193 Developed technology 274,144 ( 35,301 ) 238,843 Internally developed software 21,615 ( 517 ) 21,098 Gaming licenses 753,854 ( 32,143 ) 721,711 Licensing asset 159,336 ( 14,655 ) 144,681 Other 25,385 ( 5,086 ) 20,299 Total amortizable intangible assets 1,691,532 ( 158,816 ) 1,532,716 Intangible assets not subject to amortization: Gaming licenses 61,101 — 61,101 Trade names 281,500 — 281,500 Total indefinite lived intangible assets 342,601 — 342,601 Total intangible assets, net $ 2,034,133 $ ( 158,816 ) $ 1,875,317 28 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Predecessor December 31, 2024 (in thousands) Gross Carrying Amount Accumulated Amortization Net Amortizable intangible assets: Trade names $ 31,723 $ ( 18,032 ) $ 13,691 Hard Rock license 8,000 ( 2,545 ) 5,455 Customer relationships 660,005 ( 272,333 ) 387,672 Developed technology 210,712 ( 70,073 ) 140,639 Internally developed software 105,284 ( 26,791 ) 78,493 Gaming licenses 47,797 ( 19,864 ) 27,933 Other 11,473 ( 4,918 ) 6,555 Total amortizable intangible assets 1,074,994 ( 414,556 ) 660,438 Intangible assets not subject to amortization: Gaming licenses 546,908 — 546,908 Trade names 98,784 — 98,784 Other 1,213 — 1,213 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 $ 58.6 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) Remaining 2025 $ 59,898 2026 238,912 2027 238,256 2028 217,848 2029 146,909 Thereafter 630,893 Total $ 1,532,716 11. DERIVATIVE INSTRUMENTS The Company utilizes derivative instruments in order to mitigate interest rate and currency exchange rate risk in accordance with its financial risk and liability management policy. The Company has entered into a series of interest rate contracts and cross currency swap derivative transactions with multiple bank counterparties in order to synthetically convert a notional aggregate amount of $ 500.0 million of the Company’s USD denominated variable rate Term Loan Facility, as disclosed in Note 14 “ Long-Term Debt ,” into fixed rate debt over five years and $ 200 million of the Term Loan Facility, to an equivalent GBP denominated floating rate instrument over three years . These contracts mature in October, 2028 and 2026, respectively. 29 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Additionally, the Company has entered into a series of interest rate contracts in a notional aggregate amount of $ 1.00 billion, to further manage the Company’s exposure to interest rate movements associated with the Company’s variable rate Term Loan Facility through its synthetic conversion to fixed rate debt. The tenor of these contracts were matched with the maturity of the Term Loan Facility tranche maturing on October 1, 2028. Cross Currency Swaps Net Investment Hedges - The Company is exposed to fluctuations in foreign exchange rates on investments it holds in its European foreign entities. The Company uses fixed and fixed-cross-currency swaps to hedge its exposure to changes in the foreign exchange rate on its foreign investment in Europe and their exposure to changes in the EUR-GBP exchange rate. Currency forward agreements involve fixing the USD-EUR exchange rate for delivery of a specified amount of foreign currency on a specified date. The currency forward agreements are typically cash settled in USD for their fair value at or close to their settlement date. Cross-currency swaps involve the receipt of functional-currency-fixed-rate amounts from a counterparty in exchange for the Company making foreign-currency-fixed-rate payments over the life of the agreement. These derivative arrangements qualify as net investment hedges under ASC 815, Derivatives and Hedging , with the gain or loss resulting from changes in the spot value of the derivative reported in other comprehensive income (loss). Amounts are reclassified out of other comprehensive income (loss) into earnings when the hedged net investment is either sold or substantially liquidated. Additionally, the accrual of foreign currency and USD denominated coupons will be recognized in Interest expense, net in the condensed consolidated statements of operations. Refer to Note 12 “Fair Value Measurements” and Note 16 “Stockholders’ Equity” for further information. 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 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 Cross currency swaps Net Investment Hedge £ 546,759 $ 700,000 $ 546,759 $ 700,000 Cash Flow Hedges Interest Rate Contracts - The Company’s objectives in using interest rate derivatives are to hedge its exposure to variability in cash flows on a portion of its floating-rate debt, to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps and collars as part of its financial risk and liability management policy. The Company’s interest rate swaps and collars are designated as cash flow hedges under ASC 815. The changes in the fair value of these instruments are recorded as a component of accumulated other comprehensive income (loss) and reclassified into “Interest expense, net” in the condensed consolidated statements of operations in the same period in which the hedged interest payments associated with the Company’s borrowings are recorded. Refer to Note 12 “Fair Value Measurements” and Note 16 “Stockholders’ Equity” for further information. 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. 30 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 12. FAIR VALUE MEASUREMENTS The following tables summarize the Company’s assets and liabilities measured at fair value on a recurring basis. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement: Successor September 30, 2025 (in thousands) Balance Sheet Location Level 1 Level 2 Level 3 Assets: Cash and cash equivalents Cash and cash equivalents $ 160,689 $ — $ — Restricted cash Restricted cash 79,224 — — Fair value option equity method investments Other assets 309,064 — — Investment in GLPI partnership Other assets — 19,760 — The Star Investment - fair value option: Subordinated Notes Other assets — — 65,024 Convertible Notes Other assets — — 13,145 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: Cross currency swaps Other assets — 2,282 — Total derivative assets at fair value — 8,886 — Total assets $ 548,977 $ 28,646 $ 78,169 Liabilities: Contingent consideration Accrued and other current liabilities $ — $ — $ 56,681 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: Interest rate contracts Accrued and other current liabilities — 6,646 — Interest rate contracts Other long-term liabilities — 34,824 — Cross currency swaps Other long-term liabilities — 34,393 — Total derivative liabilities at fair value — 116,293 5,848 Total liabilities $ — $ 116,293 $ 71,414 __________________________________ (1) The Forward Obligation is considered a derivative instrument not designated for hedge accounting. 31 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Predecessor December 31, 2024 (in thousands) Balance Sheet Location Level 1 Level 2 Level 3 Assets: Cash and cash equivalents Cash and cash equivalents $ 171,233 $ — $ — Restricted cash Restricted cash 60,021 — — Investment in GLPI partnership Other assets — 20,418 — Derivative assets not designated as hedging instruments Cross currency swaps Prepaid expenses and other current assets — 4,871 — Cross currency swaps Other assets — 615 — Derivative assets designated as hedging instruments: Interest rate contracts Prepaid expenses and other current assets — 340 — Interest rate contracts Other assets — 336 — Cross currency swaps Prepaid expenses and other current assets — 148 — Cross currency swaps Other assets — 13,181 — Total derivative assets at fair value — 19,491 — Total assets $ 231,254 $ 39,909 $ — Liabilities: Contingent consideration Other long-term liabilities $ — $ — $ 59,923 Derivatives not designated as hedging instruments Sinclair Performance Warrants Other long-term liabilities — — 58,668 Cross currency swaps Other long-term liabilities — 11,174 — Derivative liabilities designated as hedging instruments: Interest rate contracts Accrued and other current liabilities — 1,855 — Interest rate contracts Other long-term liabilities — 13,372 — Cross currency swaps Accrued and other current liabilities — 1,189 — Cross currency swaps Other long-term liabilities — 1,624 — Total derivative liabilities at fair value — 29,214 58,668 Total liabilities $ — $ 29,214 $ 118,591 32 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 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) $ 58,668 $ 59,923 $ — $ — $ — Change in fair value 1,180 786 — — — Ending as of February 7, 2025 (Predecessor) $ 59,848 $ 60,709 $ — $ — $ — Beginning as of February 8, 2025 (Successor) $ — $ 60,709 $ — $ — $ — Change in fair value — — — — — Ending as of March 31, 2025 (Successor) — 60,709 — — — Additions in the period (acquisition fair value) — — 70,291 13,429 — Change in fair value — 1,675 11,655 2,485 6,728 Effect of foreign exchange — — 3,032 1,239 173 Ending as of June 30, 2025 (Successor) — 62,384 84,978 17,153 6,901 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) $ 44,703 $ 58,580 Change in fair value — ( 1,835 ) Ending as of March 31, 2024 (Predecessor) $ 44,703 $ 56,745 Change in fair value ( 6,317 ) 1,040 Ending as of June 30, 2024 (Predecessor) $ 38,386 $ 57,785 Change in fair value 16,932 1,059 Ending as of September 30, 2024 $ 55,318 $ 58,844 33 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) The gains (losses) recognized in the condensed consolidated statements of operations for derivative instruments were as follows: Condensed Consolidated Statements of Operations Location Successor Predecessor (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 Derivatives not designated as hedging instruments 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 Interest rate contracts Interest expense, net $ 935 $ 2,318 $ ( 105 ) ( 3,983 ) ( 9,678 ) Cross currency swaps Interest expense, net 555 1,960 7 ( 634 ) ( 3,170 ) 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. These standard pricing models utilize inputs that are derived from or corroborated by observable market data such as interest rate yield curves as well as currency spot and forward rates. When designated as hedging instruments, changes in the fair value of these contracts are reported as a component of other comprehensive income (loss). When not designated as hedging instruments, changes in fair value of these contracts are reported within Other non-operating income (expense), net in the consolidated statements of operations. Sinclair Performance Warrants Sinclair Performance Warrants were accounted for as a derivative instrument classified as a liability within Level 3 of the hierarchy through February 7, 2024 (Predecessor) as the warrants are not traded in active markets and are subject to certain assumptions and estimates made by management related to the probability of meeting performance milestones. These assumptions and the probability of meeting performance targets may have a significant impact on the value of the warrant. The Performance Warrants were valued using an option pricing model, considering the Company’s estimated probabilities of achieving the performance milestones for each tranche. Inputs to this valuation approach include volatility between 40 % and 67 %, risk free rates between 3.84 % and 4.79 %, the Company’s common stock price for each period and expected terms between 1.5 and 6.3 years. In connection with the Queen merger, as of February 7, 2025, all outstanding Performance Warrants became immediately exercisable at a price of $ 0.01 per share and were reclassified out of liabilities and into equity and are no longer measured at fair value. The fair value is recorded within Other long-term liabilities of the condensed consolidated balance sheets as of December 31, 2024 (Predecessor). 34 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Contingent Consideration Contingent consideration related to acquisitions is recorded at fair value as a liability on the acquisition date and subsequently remeasured at each reporting date, based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. 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 (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 0.3 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. Fair Value Option Equity Method Investment The Company has a long-term investment in an unconsolidated entity which it accounts for under the equity method of accounting. The Company has elected the fair value option allowed by ASC 825, with respect to this investment. 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 (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 (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 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 (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. Inputs to the valuation approach include the stock price and credit rating of The Star, volatility of 45 %, recovery rate of 10 %, risk free rate of 3.6 %, and the Company’s estimate of the probability of default. Long-Term Debt The fair value of the Company’s Term Loan Facility and senior notes are estimated based on quoted prices in active markets and are classified as Level 1 measurements. The fair value of the Revolving Credit Facility approximates its carrying amount as it is revolving, variable rate debt, and is also classified as a Level 1 measurement. In the table below, the carrying amounts of the Company’s long-term debt are net of debt issuance costs and debt discounts. Refer to Note 14 “Long-Term Debt” for further information. 35 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Successor Predecessor September 30, 2025 December 31, 2024 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value Term Loan Facility $ 1,784,474 $ 1,828,435 $ 1,858,800 $ 1,792,804 11.00 % Senior Secured Notes due 2028 481,780 501,643 — — 5.625 % Senior Notes due 2029 571,691 392,813 738,517 587,813 5.875 % Senior Notes due 2031 511,126 370,256 721,456 535,631 13. ACCRUED AND OTHER CURRENT LIABILITIES As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), accrued and other current liabilities consisted of the following: Successor Predecessor (in thousands) September 30, 2025 December 31, 2024 Gaming liabilities $ 169,964 $ 187,233 Interest payable 53,229 60,792 Compensation 60,107 66,356 Contingent consideration 57,017 — Professional services 50,327 19,343 Construction accruals 23,267 2,144 Insurance reserves 26,774 23,898 Property taxes 18,682 8,502 Other 206,364 113,024 Total accrued and other current liabilities $ 665,731 $ 481,292 36 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 14. LONG-TERM DEBT As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), long-term debt consisted of the following: Successor Predecessor (in thousands) September 30, 2025 December 31, 2024 Term Loan Facility (1) $ 1,872,063 $ 1,886,650 Revolving Credit Facility 393,000 — 11.00 % Senior Secured Notes due 2028 500,000 — 5.625 % Senior Notes due 2029 750,000 750,000 5.875 % Senior Notes due 2031 735,000 735,000 Less: Unamortized original issue discount ( 12,816 ) ( 19,760 ) Less: Unamortized deferred financing fees ( 5,405 ) ( 33,117 ) Less: Unamortized fair value adjustment (2) ( 489,771 ) — Long-term debt, including current portion 3,742,071 3,318,773 Less: Current portion of Term Loan and Revolving Credit Facility ( 19,450 ) ( 19,450 ) Long-term debt, net of discount, deferred financing fees and fair value adjustment, excluding current portion $ 3,722,621 $ 3,299,323 __________________________________ (1) The Company has a series of interest rate derivatives to synthetically convert $ 1.0 billion notional of the Company’s variable rate Term Loan Facility into fixed rate debt, and a series of cross currency swap derivatives to synthetically convert $ 500.0 million and $ 200.0 million notional of the Company’s USD denominated Term Loan Facility into fixed rate EUR and GBP denominated debt, respectively, through its maturity in 2028. Refer to Note 11 “ Derivative Instruments ” for further information. (2) Represents adjustment to recognize the Company’s existing debt at fair value in the Company Merger, calculated as the difference between the fair value of the Company’s term loan facility and unsecured notes, estimated based on quoted prices in active markets as of the Closing Date, and the respective ending principal balances as of February 7, 2025. The adjustment is amortized through Interest expense, net using the effective interest method. 2028 Notes 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. 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 On August 20, 2021, two unrestricted subsidiaries (together, the “Escrow Issuers”) of the Company issued $ 750.0 million aggregate principal amount of 5.625 % senior notes due 2029 (the “2029 Notes”) and $ 750.0 million aggregate principal amount of 5.875 % Senior Notes due 2031 (the “2031 Notes” and, together with the 2029 Notes, the “Senior Notes”). The Senior Notes were issued pursuant to an indenture, dated as of August 20, 2021, among the Escrow Issuers and U.S. Bank National Association, as trustee. Certain of the net proceeds from the Senior Notes offering were placed in escrow accounts for use in connection with the Gamesys acquisition. On October 1, 2021, upon the closing of the Gamesys acquisition, the Company assumed the issuer obligation under the Senior Notes. The Senior Notes are guaranteed, jointly and severally, by each of the Company’s restricted subsidiaries that guarantees the Company’s obligations under its Credit Agreement (as defined below). The 2029 Notes mature on September 1, 2029 and the 2031 Notes mature on September 1, 2031. 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 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. 37 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) The indenture 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 indenture. Credit Facility On October 1, 2021, the Company and certain of its subsidiaries entered into a credit agreement (the “Credit Agreement”) with Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and the other lenders party thereto, providing for senior secured financing of up to $ 2.565 billion, consisting of a senior secured term loan facility in an aggregate principal amount of $ 1.945 billion (the “Term Loan Facility”), which will mature in 2028, and a senior secured revolving credit facility in an aggregate principal amount of $ 620.0 million (the “Revolving Credit Facility”), which will mature in 2026. The credit facilities allow the Company to increase the size of the Term Loan Facility or request one or more incremental term loan facilities or increase commitments under the Revolving Credit Facility or add one or more incremental revolving facilities in an aggregate amount not to exceed the greater of $ 650.0 million and 100 % of the Company’s consolidated EBITDA for the most recent four-quarter period plus or minus certain amounts as specified in the Credit Agreement, including an unlimited amount subject to compliance with a consolidated total secured net leverage ratio as set out in the Credit Agreement. The credit facilities 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. As of June 30, 2023, with the discontinuation of the LIBOR reference rate, borrowings under the credit facilities bear interest at a rate equal to, at the Company’s option, either (1) the term Secured Overnight Financing Rate (“SOFR”), adjusted for certain additional costs and subject to a floor of 0.50 % in the case of term loans and 0.00 % in the case of revolving loans or (2) a base rate determined by reference to the greatest of (a) the federal funds rate plus 0.50 %, (b) the prime rate, (c) the one-month SOFR rate plus 1.00 %, (d) solely in the case of term loans, 1.50 % and (e) solely in the case of revolving loans, 1.00 %, in each case of clauses (1) and (2), plus an applicable margin. In addition, on a quarterly basis, the Company is required to pay each lender under the Revolving Credit Facility a 0.50 % or 0.375 % commitment fee in respect of commitments under the Revolving Credit Facility, with the applicable commitment fee determined based on the Company’s total net leverage ratio. The credit facilities contain covenants that limit the ability of the Company and its restricted subsidiaries to, among other things, incur additional indebtedness, pay dividends or make certain other restricted payments, sell assets, make certain investments and grant liens. These covenants are subject to exceptions and qualifications set forth in the Credit Agreement. 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 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. 38 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 15. LEASES Operating Leases The Company is committed under various operating lease agreements for real estate and property used in operations. Certain leases include various renewal options which are included in the lease term when the Company has determined it is reasonably certain of exercising the options. Certain of these leases include percentage rent payments based on property revenues and/or rent escalation provisions determined by increases in the consumer price index (“CPI”). These percentage rent and escalation provisions are treated as variable lease payments and recognized as lease expense in the period in which the obligation for those payments are incurred. 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 $ 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. GLPI Leases 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. The Company’s Bally’s Kansas City and Bally’s Shreveport properties are leased under the terms of the “Master Lease No. 2” which requires combined initial minimum annual payments of $ 32.2 million. All components of the Master Lease and Master Lease No. 2 are accounted for as operating leases within the provisions of ASC 842, Leases (“ASC 842”), over the lease term or until a re-assessment event occurs. 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 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. All components of the Queen Master Lease are accounted for as operating leases within the provisions of ASC 842, over the lease term or until a re-assessment event occurs. 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 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. 2. 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 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. 39 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 (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 Operating leases: Operating lease cost $ 56,436 $ 149,910 $ 21,714 $ 38,847 $ 113,135 Variable lease cost 2,839 6,967 1,238 3,216 8,825 Operating lease expense 59,275 156,877 22,952 42,063 121,960 Short-term lease expense 5,973 16,419 2,393 5,950 17,438 Total lease expense $ 65,248 $ 173,296 $ 25,345 $ 48,013 $ 139,398 Supplemental cash flow and other information related to operating leases are as follows: Successor Predecessor (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 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 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 % 40 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: Successor (in thousands) September 30, 2025 Remaining 2025 $ 57,542 2026 221,678 2027 217,461 2028 220,535 2029 221,896 Thereafter 2,434,592 Total lease payments 3,373,704 Less: present value discount ( 1,486,960 ) Lease obligations (1) $ 1,886,744 __________________________________ (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 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. 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. Lessor 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 $ 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. 41 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 16. STOCKHOLDERS’ EQUITY Capital Return Program The Company has a Board of Directors approved capital return program under which the Company may expend a total of up to $ 700 million for share repurchases and payment of dividends. Future share repurchases may be effected in various ways, which could include open-market or private repurchase transactions, accelerated stock repurchase programs, tender offers or other transactions. The amount, timing and terms of any return of capital transaction will be determined based on prevailing market conditions and other factors. There is no fixed time period to complete share repurchases. 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 On April 20, 2021, the Company issued a total of 12,650,000 shares of Bally’s common stock in an underwritten public offering at a price to the public of $ 55.00 per share. Net proceeds from the offering were approximately $ 671.4 million, after deducting underwriting discounts, but before expenses. On April 20, 2021, the Company issued to affiliates of Sinclair a warrant to purchase 909,090 common shares for an aggregate purchase price of $ 50.0 million, or $ 55.00 per share. The net proceeds were used to finance a portion of the purchase price of the Gamesys acquisition. The exercise price of the warrant is nominal and its exercise is subject to, among other conditions, requisite gaming authority approvals. Sinclair agreed not to acquire more than 4.9 % of Bally’s outstanding common shares without such approvals. In addition, in accordance with the agreements that Bally’s and Sinclair entered into in November 2020, Sinclair exchanged 2,086,908 common shares for substantially identical warrants. Preferred Stock The Company has authorized the issuance of up to 10 million shares of $ 0.01 par value preferred stock. As of September 30, 2025 (Successor) and December 31, 2024 (Predecessor), no shares of preferred stock have been issued. Shares 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. These incremental shares are summarized below: Sinclair Penny Warrants (Note 2) 11,575,597 MKF penny warrants (Note 12) 44,128 Outstanding awards under Equity Incentive Plans 729,786 12,349,511 42 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: Predecessor (in thousands) Foreign Currency Translation Adjustment Benefit Plans Cash Flow Hedges (1) Net Investment Hedges Total Accumulated other comprehensive (loss) income at December 31, 2024 (Predecessor) $ ( 261,745 ) $ 1,746 $ ( 8,189 ) $ 7,921 $ ( 260,267 ) Other comprehensive income (loss) before reclassifications ( 13,097 ) — 1,425 3,655 ( 8,017 ) Reclassifications from accumulated other comprehensive income (loss) to earnings — — ( 105 ) 7 ( 98 ) Tax effect — — ( 352 ) ( 976 ) ( 1,328 ) Accumulated other comprehensive (loss) income at February 07, 2025 (Predecessor) $ ( 274,842 ) $ 1,746 $ ( 7,221 ) $ 10,607 $ ( 269,710 ) 43 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Successor (in thousands) Foreign Currency Translation Adjustment Cash Flow Hedges (1) Net Investment Hedges Total Accumulated other comprehensive (loss) income at February 8, 2025 (Successor) $ — $ — $ — $ — Other comprehensive income (loss) before reclassifications 167,541 ( 28,310 ) ( 53,444 ) 85,787 Reclassifications from accumulated other comprehensive income (loss) to earnings — 2,318 1,960 4,278 Tax effect ( 44,539 ) 6,897 13,662 ( 23,980 ) Accumulated other comprehensive income (loss) at September 30, 2025 (Successor) $ 123,002 $ ( 19,095 ) $ ( 37,822 ) $ 66,085 __________________________________ (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. Predecessor (in thousands) Foreign Currency Translation Adjustment Benefit Plans Cash Flow Hedges Net Investment Hedges Total Accumulated other comprehensive (loss) income at December 31, 2023 $ ( 177,203 ) $ 886 $ ( 11,246 ) $ ( 21,995 ) $ ( 209,558 ) Other comprehensive income (loss) before reclassifications 103,342 — ( 26,507 ) ( 16,153 ) 60,682 Reclassifications from accumulated other comprehensive income (loss) to earnings — — ( 9,678 ) ( 3,170 ) ( 12,848 ) Tax effect — — 8,805 12,674 21,479 Accumulated other comprehensive (loss) income at September 30, 2024 $ ( 73,861 ) $ 886 $ ( 38,626 ) $ ( 28,644 ) $ ( 140,245 ) 17. COMMITMENTS AND CONTINGENCIES Litigation The Company is a party to other various legal and administrative proceedings which have arisen in the ordinary course of its business. Estimated losses are accrued for these proceedings when the loss is probable and can be estimated. The current liability for the estimated losses associated with these proceedings is not material to the Company’s consolidated financial condition and those estimated losses are not expected to have a material impact on results of operations. Although the Company maintains what it believes is adequate insurance coverage to mitigate the risk of loss pertaining to covered matters, legal and administrative proceedings can be costly, time-consuming and unpredictable. Although no assurance can be given, the Company does not believe that the final outcome of these matters, including costs to defend itself in such matters, will have a material adverse effect on the company’s condensed consolidated financial statements. 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. 44 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 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. The actual cost of the development may exceed this minimum capital investment requirement. In addition, land acquisition costs and financing costs, among other types of costs, are not counted toward meeting this requirement. As of September 30, 2025 (Successor), approximately $ 900.0 million of this commitment remains. City of Chicago Guaranty In connection with the Host Community Agreement, entered into by Bally’s Chicago Operating Company, LLC (the “Developer”), a wholly-owned indirect subsidiary of the Company, the Company provided the City of Chicago with a performance guaranty whereby the Company agreed to have and maintain available financial resources in an amount reasonably sufficient to allow the Developer to complete its obligations under the host community agreement. 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 Chicago Casino Fees Under the Illinois Gambling Act, the Company will be responsible to pay the Illinois Gaming Board a reconciliation fee payment three years after the date operations commenced (in a temporary or permanent facility) in an amount equal to 75% of the adjusted gross receipt (“AGR”) for the most lucrative 12-month period of operations, minus the amount equal to the initial payment per gaming position paid. Sponsorship Commitments 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. Interactive Technology Commitments 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 September 30, 2025 (Successor), the cumulative minimum obligation committed in these agreements is approximately $ 33.3 million through 2029. 45 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 18. SEGMENT REPORTING The Company has three operating and reportable segments: Casinos & Resorts, International Interactive and North America Interactive. The “Corporate & Other” category includes interest expense, select immaterial operating segments, unallocated corporate operating expenses, and other adjustments, such as eliminations of inter-segment transactions, to reconcile with the Company’s consolidated results. This category further accounts for other expenses such as share-based compensation, acquisition and transaction costs, and other non-recurring charges. During the first quarter of 2025, the Company moved a component of the North America Interactive operating segment to a separate operating segment, which is reported in the Corporate & Other category, to better align with the Company’s strategic growth initiatives and how its chief operating decision maker evaluates performance and allocates resources. Comparable prior period segment results have been re-cast to reflect this change. The prior year results presented below were reclassified to conform to the new segment presentation. 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. North America Interactive - A portfolio of sports betting, iGaming, and free-to-play gaming brands. The Company’s chief operating decision maker is its Executive Committee, consisting of the Chief Executive Officer, President, and Chief Financial Officer. The Company uses consolidated Adjusted EBITDA and segment Adjusted EBITDAR to analyze the performance of its business and they are used as determining factors for performance-based compensation for members of the Company’s management team. The Company uses consolidated Adjusted EBITDA and segment Adjusted EBITDAR when evaluating the operating performance of the business because management believes that the inclusion or exclusion of certain recurring and non-recurring items is necessary to provide a more fulsome understanding of the core operating results and as a means to evaluate period-to-period performance. 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. 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 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. The following table sets forth revenue and Adjusted EBITDAR for the Company’s three reportable segments and reconciles Adjusted EBITDAR on a consolidated basis to net (loss) income. The Other category is included in the following tables in order to reconcile the segment information to the Company’s condensed consolidated financial statements. 46 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Successor Predecessor (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 Revenue Casinos & Resorts $ 396,060 $ 1,016,244 $ 124,299 $ 353,358 $ 1,038,738 International Interactive 215,085 533,901 78,985 230,937 695,016 North America Interactive 49,906 133,965 16,941 44,121 130,188 Corporate & Other 2,665 5,834 273 1,558 6,171 Total $ 663,716 $ 1,689,944 $ 220,498 $ 629,974 $ 1,870,113 Adjusted EBITDAR (1) Casinos & Resorts $ 107,920 $ 285,427 $ 23,554 $ 100,442 $ 289,661 International Interactive 91,861 222,261 28,940 90,030 254,854 North America Interactive ( 5,990 ) ( 5,851 ) ( 5,661 ) ( 6,004 ) ( 17,314 ) Corporate & Other ( 17,953 ) ( 45,162 ) ( 6,774 ) ( 18,135 ) ( 50,954 ) Total 175,838 456,675 40,059 166,333 476,247 Operating (expense) income Rent expense associated with triple net operating leases (2) ( 45,242 ) ( 113,562 ) ( 15,669 ) ( 28,602 ) ( 91,986 ) Depreciation and amortization ( 78,371 ) ( 197,584 ) ( 22,343 ) ( 77,800 ) ( 316,328 ) Transaction costs ( 35,183 ) ( 78,967 ) ( 5,106 ) ( 19,788 ) ( 31,952 ) Restructuring — — — 1,068 ( 17,921 ) Tropicana Las Vegas demolition and closure costs ( 6,464 ) ( 22,093 ) ( 2,605 ) ( 19,643 ) ( 35,664 ) 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 ) Merger Agreement costs (3) ( 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 ) Income (loss) from operations 989 ( 3,258 ) ( 20,766 ) ( 157,655 ) ( 226,037 ) Other (expense) income Interest expense, net of interest income ( 105,866 ) ( 255,125 ) ( 27,229 ) ( 73,975 ) ( 221,306 ) Other ( 42,632 ) 5,302 ( 2,365 ) ( 49,854 ) ( 38,370 ) Total other expense, net ( 148,498 ) ( 249,823 ) ( 29,594 ) ( 123,829 ) ( 259,676 ) Loss before income taxes ( 147,509 ) ( 253,081 ) ( 50,360 ) ( 281,484 ) ( 485,713 ) Benefit (provision) for income taxes 41,310 ( 47,038 ) ( 664 ) 33,629 3,748 Net loss $ ( 106,199 ) $ ( 300,119 ) $ ( 51,024 ) $ ( 247,855 ) $ ( 481,965 ) __________________________________ (1) Adjusted EBITDAR is defined as earnings, or loss, for the Company before interest expense, net of interest income, provision (benefit) for income taxes, depreciation and amortization, non-operating (income) expense, acquisition, integration and restructuring expense, share-based compensation, and certain other gains or losses as well as, when presented for our reporting segments, an adjustment related to the allocation of corporate cost among segments, plus rent expense associated with triple net operating leases. Adjusted EBITDAR should not be construed as an alternative to GAAP net income, its most directly comparable GAAP measure, nor is it directly comparable to similarly titled measures presented by other companies. (2) Consists primarily of the operating lease components contained within certain triple net leases with GLPI. Refer to Note 15 “ Leases ” for further information. 47 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 September 30, 2025 (Successor) Revenue $ 396,060 $ 215,085 $ 49,906 Less: segment expenses Marketing costs 20,191 24,046 11,752 Gaming tax 58,718 40,400 11,230 Compensation 114,181 23,269 7,936 Other direct costs — 22,597 18,990 Casino property costs 59,931 — — General and administrative 27,367 8,680 5,563 Other segment items (1) 7,752 4,232 425 Segment EBITDAR $ 107,920 $ 91,861 $ ( 5,990 ) Period from February 8, 2025 to September 30, 2025 (Successor) Revenue $ 1,016,244 $ 533,901 $ 133,965 Less: segment expenses Marketing costs 49,243 56,852 31,567 Gaming tax 135,550 107,373 31,772 Compensation 273,086 58,059 20,219 Other direct costs — 56,739 48,579 Casino property costs 154,977 — — General and administrative 99,759 29,325 13,025 Other segment items (1) 18,202 3,292 ( 5,346 ) Segment EBITDAR $ 285,427 $ 222,261 $ ( 5,851 ) Period from January 1, 2025 to February 7, 2025 (Predecessor) Revenue $ 124,299 $ 78,985 $ 16,941 Less: segment expenses Marketing costs 8,814 8,362 5,055 Gaming tax 20,917 16,535 6,461 Compensation 41,381 8,492 3,213 Other direct costs — 8,183 8,355 Casino property costs 26,653 — — General and administrative 10,712 6,261 2,220 Other segment items (1) ( 7,732 ) 2,212 ( 2,702 ) Segment EBITDAR $ 23,554 $ 28,940 $ ( 5,661 ) 48 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Casinos & Resorts International Interactive North America Interactive Three Months Ended September 30, 2024 (Predecessor) Revenue $ 353,358 $ 230,937 $ 44,121 Less: segment expenses Marketing costs 25,741 27,139 10,245 Gaming tax 48,072 41,853 13,984 Compensation 101,431 22,958 7,151 Other direct costs — 33,117 14,140 Casino property costs 35,849 — — General and administrative 18,314 15,884 4,550 Other segment items (1) 23,509 ( 44 ) 55 Segment EBITDAR $ 100,442 $ 90,030 $ ( 6,004 ) Nine months ended September 30, 2024 (Predecessor) Revenue $ 1,038,738 $ 695,016 $ 130,188 Less: segment expenses Marketing costs 67,077 96,261 35,305 Gaming tax 142,234 114,541 34,254 Compensation 293,091 81,884 17,017 Other direct costs — 33,117 14,140 Casino property costs 141,633 74,242 28,970 General and administrative 52,838 48,856 13,610 Other segment items (1) 52,204 ( 8,739 ) 4,206 Segment EBITDAR $ 289,661 $ 254,854 $ ( 17,314 ) __________________________________ (1) Other Segment Items primarily includes Gaming and non-gaming expenses within our Casinos & Resorts reportable segment, and certain other immaterial costs and allocations within each of the Company’s reportable segments. 49 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Successor Predecessor (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 Capital Expenditures Casinos & Resorts $ 22,182 $ 45,307 $ 5,306 $ 20,768 $ 44,973 International Interactive 618 906 148 86 444 North America Interactive — — — 886 1,575 Corporate & Other (1) 27,933 83,942 10,970 70,576 108,765 Total $ 50,733 $ 130,155 $ 16,424 $ 92,316 $ 155,757 __________________________________ (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. 19. EARNINGS (LOSS) PER SHARE Diluted earnings per share includes the determinants of basic earnings per share and, in addition, reflects the dilutive effect of the common stock deliverable for stock options, using the treasury stock method, and for RSUs, RSAs and PSUs for which future service is required as a condition to the delivery of the underlying common stock. Successor Predecessor (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 Weighted average effect of dilutive securities — — — — — Weighted average common shares outstanding, diluted 60,636 60,628 48,743 48,596 48,405 Basic loss per share $ ( 1.70 ) $ ( 4.90 ) $ ( 1.05 ) $ ( 5.10 ) $ ( 9.96 ) Diluted loss per share $ ( 1.70 ) $ ( 4.90 ) $ ( 1.05 ) $ ( 5.10 ) $ ( 9.96 ) 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. In the period in which the contingencies are met, those instruments are participating securities to which income will be allocated using the two-class method. The Penny Warrants were considered exercisable for little to no consideration and are therefore included in basic shares outstanding at their issuance date. Refer to Note 2 “ Summary of Significant Accounting Policies ” for further information regarding the Framework Agreement. 50 BALLY’S CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 20. SUBSEQUENT EVENTS 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. 51