What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-05-02 compared with 2024-10-31 · 286 added, 343 removed, 843 unchanged (43% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

September 30,

(In thousands, except share data)

15 unchanged sentences

685,760 735,618

Other assets, net

Other assets, net ($ 83,754 and $ 0 assets related to VIE)

184,072 66,518

12 unchanged sentences

448,833 447,415

Income taxes payable

Total current liabilities

18 unchanged sentences

( 1,976 ) ( 2,402 )

Boyd Gaming Corporation stockholders' equity

1,349,152 1,581,513

Noncontrolling interest

Total stockholders' equity

6 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

(In thousands, except per share data)

$ 638,693 $ 634,131

Food & beverage

74,158 72,639

47,388 48,947

169,573 146,170

Management fee

25,146 22,245

36,607 36,389

Total revenues

991,565 960,521

Operating costs and expenses

246,123 245,686

Food & beverage

63,337 61,957

18,997 18,712

146,030 125,475

12,791 12,913

Selling, general and administrative

107,846 108,184

Master lease rent expense

28,160 27,235

Maintenance and utilities

36,725 34,744

Depreciation and amortization

68,223 62,913

Corporate expense

29,951 29,385

Project development, preopening and writedowns

( 1,522 ) 3,021

Impairment of assets

32,272 10,500

Other operating items, net

Total operating costs and expenses

791,678 741,136

Operating income

199,887 219,385

Other expense (income)

Interest income

( 808 ) ( 446 )

Interest expense, net of amounts capitalized

48,437 42,309

Total other expense, net

47,736 41,913

Income before income taxes

152,151 177,472

Income tax provision

( 41,269 ) ( 40,999 )

110,882 136,473

Net loss attributable to noncontrolling interest

Net income attributable to Boyd Gaming

$ 111,419 $ 136,473

Basic net income per common share

$ 1.31 $ 1.40

Weighted average basic shares outstanding

85,119 97,434

Diluted net income per common share

$ 1.31 $ 1.40

Weighted average diluted shares outstanding

85,136 97,479

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

(In thousands)

$ 110,882 $ 136,473

Other comprehensive income (loss), net of tax:

2 unchanged sentences

Comprehensive income

111,308 136,405

Amounts attributable to noncontrolling interest:

Net loss attributable to noncontrolling interest

Comprehensive loss attributable to noncontrolling interest

Comprehensive income attributable to Boyd Gaming

$ 111,845 $ 136,405

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited)

Accumulated Other

Boyd Gaming Corporation Stockholders' Equity

Additional Other

Comprehensive

Noncontrolling

(In thousands, except share data)

Paid-in Capital

Income (Loss)

Balances, January 1, 2025

86,184,155 $ 862 $ — $ 1,583,053 $ ( 2,402 ) $ — $ 1,581,513

— — — 136,473 — 136,473

Fair value adjustments to available-for-sale securities

— — — — 250 250

Foreign currency translation adjustments

— — — — ( 318 ) ( 318 )

Release of restricted stock units, net of tax

85,597 1 ( 1,586 ) ( 2,049 ) — ( 3,634 )

Release of performance stock units, net of tax

150,063 2 ( 119 ) ( 6,091 ) — ( 6,208 )

Shares repurchased and retired

( 1,658,377 ) ( 17 ) ( 5,155 ) ( 101,133 ) — ( 106,305 )

Dividends declared ($ 0.17 per share)

— — — ( 16,264 ) — ( 16,264 )

Share-based compensation costs

— — 6,860 — — 6,860

Balances, March 31, 2024

95,409,736 954 — 1,755,168 ( 1,166 ) 1,754,956

Net income (loss)

— — — 111,419 — ( 537 ) 110,882

7 unchanged sentences

44,277 — ( 1,209 ) ( 397 ) — — ( 1,606 )

Shares repurchased and retired

( 3,143,995 ) ( 31 ) ( 10,635 ) ( 166,756 ) — ( 177,422 )

Dividends declared ($ 0.17 per share)

— — — ( 15,736 ) — ( 15,736 )

Share-based compensation costs

— — 10,365 — — 10,365

Balances, June 30, 2024

92,309,009 923 — 1,712,488 ( 1,698 ) 1,711,713

— — — 131,128 — 131,128

Fair value adjustments to available-for-sale securities

— — — — 504 504

Foreign currency translation adjustments

— — — — 159 159

Release of restricted stock units, net of tax

Release of performance stock units, net of tax

99,124 1 ( 222 ) ( 4,273 ) — — ( 4,494 )

5 unchanged sentences

— — 7,605 — — — 7,605

Balances, September 30, 2024

Transactions with noncontrolling interest

— — — — — 3,754 3,754

Accumulated Other

Balances, March 31, 2025

81,881,988 $ 819 $ — $ 1,350,309 $ ( 1,976 ) $ 3,217 $ 1,352,369

Boyd Gaming Corporation Stockholders' Equity

Additional Other

Comprehensive

Noncontrolling

(In thousands, except share data)

Paid-in Capital

Income (Loss)

Balances, January 1, 2024

4 unchanged sentences

Foreign currency translation adjustments

Stock options exercised

— — — — ( 318 ) — ( 318 )

11 unchanged sentences

95,409,736 $ 954 $ — $ 1,755,168 $ ( 1,166 ) $ — $ 1,754,956

— — — 192,454 — 192,454

Fair value adjustments to available-for-sale securities

— — — — 112 112

Foreign currency translation adjustments

— — — — 196 196

Release of restricted stock units, net of tax

17,871 — ( 63 ) — — ( 63 )

Shares repurchased and retired

( 1,492,451 ) ( 15 ) ( 101,001 ) — — ( 101,016 )

Dividends declared ($ 0.16 per share)

— — — ( 16,041 ) — ( 16,041 )

Share-based compensation costs

— — 12,198 — — 12,198

Balances, June 30, 2023

100,012,042 1,000 102,723 1,645,682 ( 596 ) 1,748,809

— — — 135,233 — 135,233

Fair value adjustments to available-for-sale securities

— — — — ( 119 ) ( 119 )

Foreign currency translation adjustments

— — — — ( 254 ) ( 254 )

Release of restricted stock units, net of tax

1,974 — ( 56 ) — — ( 56 )

Shares repurchased and retired

( 1,627,777 ) ( 16 ) ( 107,345 ) — — ( 107,361 )

Dividends declared ($ 0.16 per share)

— — — ( 15,804 ) — ( 15,804 )

Share-based compensation costs

— — 8,033 — — 8,033

Balances, September 30, 2023

98,386,239 $ 984 $ 3,355 $ 1,765,111 $ ( 969 ) $ 1,768,481

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Nine Months Ended

September 30,

Three Months Ended

(In thousands)

Cash Flows from Operating Activities

$ 110,882 $ 136,473

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

68,223 62,913

Amortization of debt financing costs and discounts on debt

Non-cash operating lease expense

Non-cash expected credit loss (income) on note receivable

23,333 22,604

Share-based compensation expense

Deferred income taxes

Non-cash interest income

Non-cash impairment of assets

32,272 10,500

Other operating activities

Changes in operating assets and liabilities, excluding the impact of acquisition:

( 2,417 ) 1,859

Changes in operating assets and liabilities, excluding the impact of acquisitions:

Accounts receivable, net

22,321 18,970

Prepaid expenses and other current assets

Income taxes (receivable) payable, net

39,982 40,766

Other assets, net

1,710 ( 1,770 )

Accounts payable and accrued liabilities

( 31,453 ) ( 38,460 )

Operating lease liabilities

( 23,333 ) ( 22,604 )

Other liabilities

Net cash provided by operating activities

256,393 250,729

Cash Flows from Investing Activities

Capital expenditures

( 169,893 ) ( 89,645 )

Payments received on note receivable

Cash paid for acquisition, net of cash received

Advances made under note receivable

Cash paid for asset acquisitions

Other investing activities

( 7,287 ) ( 893 )

Net cash used in investing activities

( 250,421 ) ( 90,330 )

Cash Flows from Financing Activities

Borrowings under credit facility

808,900 364,300

Payments under credit facility

( 470,800 ) ( 413,600 )

Share-based compensation activities

( 5,961 ) ( 9,842 )

Shares repurchased and retired

( 327,997 ) ( 105,500 )

Dividends paid

( 14,665 ) ( 15,510 )

Other financing activities

Net cash used in financing activities

( 10,528 ) ( 180,189 )

Effect of foreign currency exchange rates on cash, cash equivalents and restricted cash

Change in cash, cash equivalents and restricted cash

( 4,551 ) ( 19,892 )

Cash, cash equivalents and restricted cash, beginning of period

321,364 307,930

Cash, cash equivalents and restricted cash, end of period

$ 316,813 $ 288,038

Supplemental Disclosure of Cash Flow Information

Cash paid for interest, net of amounts capitalized

$ 45,579 $ 40,830

Cash received for interest

Cash paid for income taxes

Cash paid (received) for income taxes

Supplemental Schedule of Non-cash Investing and Financing Activities

Payables incurred for capital expenditures

$ 24,907 $ 23,172

Dividends declared not yet paid

Expected credit loss (income) on note receivable

14,745 16,262

Asset acquisition in exchange for contingent consideration

Derecognition of right-of-use operating lease asset

Derecognition of lease liability

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

3 unchanged sentences

We are a geographically diversified operator of 28 wholly owned brick-and-mortar gaming entertainment properties ("gaming entertainment properties").

Headquartered in Las Vegas, Nevada, we have gaming entertainment properties in Nevada, Illinois, Indiana, Iowa, Kansas, Louisiana, Mississippi, Missouri, Ohio and Pennsylvania.

Headquartered in Las Vegas, Nevada, we have gaming operations in Nevada, Illinois, Indiana, Iowa, Kansas, Louisiana, Mississippi, Missouri, Ohio and Pennsylvania.

In addition, we own and operate Boyd Interactive, a business-to-business ( "B2B" ) and business-to-consumer ( "B2C" ) online gaming business.

6 unchanged sentences

Results of operations and cash flows for the interim periods presented herein are not necessarily indicative of the results that would be achieved during a full year of operations or in future periods.

Consolidation of Subsidiaries and Variable Interest Entities

The accompanying condensed consolidated financial statements include the accounts of the Company and its subsidiaries.

Investments in unconsolidated affiliates, which are 50% or less owned and where we have significant influence and do not meet the controlling financial interest consolidation criteria of the authoritative accounting guidance for voting interest or variable interest entities, are accounted for under the equity method.

In addition, we consolidate variable interest entities ("VIEs") for which we or one of our consolidated subsidiaries is the primary beneficiary.

We consider ourselves the primary beneficiary of a VIE when we have both the power to direct the activities that most significantly affect the economic performance of the VIE and the right to receive benefits or the obligation to absorb losses of the entity that could be potentially significant to the VIE.

We review investments for VIE consideration if a reconsideration event occurs to determine if the investment qualifies, or continues to qualify, as a VIE.

All intercompany accounts and transactions have been eliminated in consolidation.

13 unchanged sentences

The following table provides a reconciliation of cash, cash equivalents and restricted cash balances reported within the condensed consolidated balance sheets to the total balance shown in the condensed consolidated statements of cash flows.

September 30,

(In thousands)

7 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

38 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

(In thousands)

2 unchanged sentences

15,124 14,672

2,076 2,328 6,449 6,265

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

1 unchanged sentence

These gaming taxes are assessed based on our gaming revenues and are recorded in the condensed consolidated statements of operations as a gaming expense for gaming entertainment properties and online expense for Boyd Interactive operations.

Gaming taxes recorded as gaming expense totaled approximately $ 129.5 million and $ 128.1 million for the three months ended September 30, 2024 and 2023 , respectively, and were $ 386.4 million and $ 387.8 million for the nine months ended September 30, 2024 and 2023 , respectively.

Gaming taxes recorded as online expense, excluding taxes paid under collaborative arrangements (see Collaborative Arrangements below for further discussion), totaled $ 3.7 million and $ 2.1 million for the three months ended September 30, 2024 and 2023 , respectively, and $ 9.3 million and $ 3.9 million for the nine months ended September 30, 2024 and 2023 , respectively.

Gaming taxes recorded as gaming expense totaled approximately $ 127.1 million and $ 126.7 million for the three months ended March 31, 2025 and 2024 , respectively.

Gaming taxes recorded as online expense, excluding taxes paid under collaborative arrangements (see Collaborative Arrangements below for further discussion), totaled $ 5.4 million and $ 2.5 million for the three months ended March 31, 2025 and 2024 , respectively.

Income taxes are recorded under the asset and liability method, whereby deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.

4 unchanged sentences

In making such judgments, significant weight is given to evidence that can be objectively verified.

In performing our second quarter 2023 valuation allowance analysis, we determined that the positive evidence in favor of releasing a portion of our valuation allowance for certain state jurisdictions, outweighed the negative evidence.

We utilize a rolling twelve quarters of pre-tax income adjusted for permanent book to tax differences as a measure of cumulative results in recent years.

We transitioned from a cumulative loss position to a cumulative income position over the rolling twelve quarters ended June 30, 2023.

Other evidence considered in the analysis included, but was not limited to, a trend reflective of improvement in recent earnings, forecasts of profitability and taxable income and the reversal of existing temporary differences.

The change in these conditions during the three months ended June 30, 2023 provided positive evidence that supported the release of the valuation allowance against a significant portion of our state deferred tax assets.

As such, we concluded that it was more likely than not that the benefit from our deferred tax assets would be realized.

As a result, during the second quarter of 2023, we released $ 35.9 million of valuation allowance on our state income tax net operating loss carryforwards and other deferred tax assets.

Other Long-Term Tax Liabilities

12 unchanged sentences

The IRS has selected our federal corporate income tax return for the tax year ended December 31, 2021, for examination.

The IRS examination began in the second quarter of 2024 and is early in the process.

As of September 30, 2024 , and for the three and nine months then ended, there were no changes to our unrecognized tax benefits to date.

The IRS examination began in the second quarter of 2024.

As of March 31, 2025, there were no changes to our unrecognized tax benefits to date.

Collaborative Arrangements

3 unchanged sentences

We also operate sportsbooks under the FanDuel brand at one of our Downtown Las Vegas gaming entertainment properties, our gaming entertainment properties in Mississippi and all of the gaming entertainment properties in the states where we offer online sports wagering.

Under our online collaborative arrangements with FanDuel and other third parties, we receive a revenue share from FanDuel or the other third -party operators based on actual wagering wins and losses.

Under our online collaborative arrangements with FanDuel and other third parties, we receive a revenue share from the third -party operator based on actual wagering wins and losses.

The activities under these collaborative arrangements related to online wagering, are recorded in online revenue and online expense on the condensed consolidated statements of operations.

3 unchanged sentences

We report these gaming taxes and other expenses paid as online expense and the reimbursements we receive as online revenues.

These taxes and other payments totaled approximately $ 103.2 million and $ 71.4 million for the three months ended September 30, 2024 and 2023 , respectively, and $ 322.7 million and $ 230.6 million for the nine months ended September 30, 2024 and 2023 , respectively.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

______________________________________________________________________________________________________

These taxes and other payments totaled approximately $ 129.6 million and $ 116.0 million for the three months ended March 31, 2025 and 2024 , respectively.

Our five percent equity ownership in FanDuel is recorded at cost in accordance with the measurement alternative allowed under Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 321, Accounting for Investments in Equity Securities .

2 unchanged sentences

We evaluate the recorded value of the investment when any observable price changes in orderly transactions for an identical or similar investment would require an adjustment of the investment to fair value.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

Currency Translation

11 unchanged sentences

Because of the tentative and preliminary nature of such proposed standards, we have not yet determined the effect, if any, that the implementation of such proposed standards would have on our condensed consolidated financial statements.

Resorts Digital Gaming, LLC

On September 1, 2024, Boyd Interactive Gaming, Inc.

("Boyd Interactive"), a wholly owned subsidiary of the Company, completed its acquisition of Resorts Digital Gaming, LLC ("Resorts Digital"), pursuant to a Membership Interest Purchase Agreement (the "Membership Agreement"), entered into on May 15, 2024, by and among Boyd Interactive, DGMB Casino Holding, LLC and DGMB Casino SPE Corp.

Resorts Digital is now a wholly owned subsidiary of Boyd Interactive.

Resorts Digital is an online casino operator based in New Jersey, operating a dual-brand strategy across Resorts Casino and Mohegan Sun.

This acquisition is another step forward in building out our online casino business.

In addition to acquiring the existing online business under both brands, the acquisition includes a 20 -year marketing agreement with a 10 -year renewal option that provides for marketing and promotional services at Resorts Casino in Atlantic City, New Jersey.

This marketing agreement allows us to provide our online customers in New Jersey access to a gaming entertainment property where they can redeem points earned under a loyalty program for such amenities as complimentary food & beverage and hotel rooms.

The acquired company is aggregated into our Online segment (See Note 10, Segment Information ).

Consideration Transferred

The fair value of the consideration transferred for the membership interests of Resorts Digital included the purchase price of the net assets transferred.

The total gross consideration was $ 34.0 million (with $ 3.7 million of cash and restricted cash acquired and $ 1.5 million not paid as of September 30, 2024, for total cash paid for acquisition, net of cash received as of September 30, 2024 of $ 28.8 million).

Status of Purchase Price Allocation

The Company is following the acquisition method of accounting pursuant to FASB Accounting Standards Codification Topic 805 ("ASC 805" ).

For purposes of these condensed consolidated financial statements, we have allocated the purchase price to the assets acquired and the liabilities assumed based on preliminary estimates of fair value as determined by management with the assistance from third -party specialists.

The excess of the purchase price over the preliminary estimated fair value of the assets acquired and liabilities assumed has been recorded as goodwill.

The Company has recognized the assets acquired and liabilities assumed in the acquisition based on fair value estimates as of the date of the acquisition.

The determination of the fair values of all the acquired intangible assets and the related determination of their estimated lives is currently in process.

This determination requires significant judgment and as such, management has not completed its valuation analysis and calculations in sufficient detail necessary to finalize the determination of the fair value of the intangible assets acquired, along with the related allocation of goodwill.

The final fair value determinations may be different than those reflected in the condensed consolidated financial statements at September 30, 2024 .

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

______________________________________________________________________________________________________

The following table summarizes the preliminary allocation of the purchase price:

(In thousands)

Current assets

Intangible assets

Total acquired assets

Current liabilities

Other liabilities

Total liabilities assumed

Net identifiable assets acquired

Net assets acquired

The following table summarizes the preliminary values assigned to acquired intangible assets and preliminary weighted average useful lives of definite-lived intangible assets:

(In thousands)

Gaming license right

Indefinite $ 15,000

Customer relationships

Marketing agreement

Total intangible assets acquired

The goodwill recognized is the excess of the purchase price over the preliminary values assigned to the assets acquired and liabilities assumed.

All of the goodwill was assigned to the Online reportable segment.

The Company expensed $ 0.1 million of acquisition related costs for the three and nine months ended September 30, 2024 .

These costs are included in project development, preopening and writedowns on the condensed consolidated statements of operations.

The revenue and earnings from the acquisition are not material for the period subsequent to acquisition through September 30, 2024 .

The pro-forma revenue and earnings from the acquisition assuming all impacts as if it had been completed on January 1, 2024, are not material through September 30, 2024 .

PROPERTY AND EQUIPMENT, NET

Property and equipment, net consists of the following:

September 30,

(In thousands)

16 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

(In thousands)

1 unchanged sentence

$ 63,803 $ 58,823

During the three months ended March 31, 2025, as a result of our first quarter 2025 impairment review, the Company recorded a long-lived asset impairment charge of $ 32.3 million for property and equipment related to our Las Vegas Locals segment.

To determine the value of the long-lived asset and the resulting impairment, we utilized the income approach which focuses on the income-producing capability of the asset.

This noncash impairment charge is recorded in impairment of assets on the condensed consolidated statement of operations.

There were no impairments of our property and equipment long-lived assets during the three months ended March 31, 2024.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

1 unchanged sentence

Intangible assets, net consist of the following:

September 30, 2024

March 31, 2025

Effect of Foreign

21 unchanged sentences

1,592,981 ( 33,960 ) ( 286,249 ) — 1,272,772

Balances, September 30, 2024

Balances, March 31, 2025

$ 1,765,618 $ ( 91,248 ) $ ( 286,249 ) $ ( 486 ) $ 1,387,635

15 unchanged sentences

9.8 13,000 ( 2,347 ) — — 10,653

Marketing agreement

19.7 4,500 ( 75 ) — — 4,425

175,533 ( 56,800 ) — ( 498 ) 118,235

Indefinite lived intangible assets

5 unchanged sentences

$ 1,768,514 $ ( 90,760 ) $ ( 286,249 ) $ ( 498 ) $ 1,391,007

The following table presents the future amortization expense for our amortizing intangible assets as of September 30, 2024 :

The following table presents the future amortization expense for our amortizing intangible assets as of March 31, 2025 :

(In thousands)

7 unchanged sentences

For the year ending

2024 (excluding nine months ended September 30, 2024)

2025 (excluding three months ended March 31, 2025)

$ 495 $ 2,901 $ 2,289 $ 3,878 $ 2,857 $ 812 $ 169 $ 13,401

8 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

During the nine months ended September 30, 2024 , as a result of our first quarter 2024 impairment review, the Company recorded an impairment charge of $ 10.5 million for a gaming license right related to our Midwest & South segment.

During the three months ended March 31, 2024, as a result of our first quarter 2024 impairment review, the Company recorded an impairment charge of $ 10.5 million for a gaming license right related to our Midwest & South segment.

This noncash impairment charge is recorded in impairment of assets on the condensed consolidated statement of operations.

There were no impairments of our intangible assets during the three months ended March 31, 2025.

Goodwill consists of the following:

September 30, 2024

March 31, 2025

(In thousands)

9 unchanged sentences

30,529 — ( 30,529 ) — —

Balances, September 30, 2024

Balances, March 31, 2025

$ 1,372,099 $ ( 6,134 ) $ ( 408,078 ) $ 4 $ 957,891

15 unchanged sentences

Accrued liabilities consist of the following:

September 30,

(In thousands)

17 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

1 unchanged sentence

Long-term debt, net of current maturities and debt issuance costs, consists of the following:

September 30, 2024

September 30,

March 31, 2025

(In thousands)

28 unchanged sentences

The outstanding principal amounts under the Credit Facility are comprised of the following:

September 30,

(In thousands)

5 unchanged sentences

$ 1,638,400 $ 1,300,300

With a total revolving credit commitment of $ 1,450.0 million available under the Credit Facility, $ 380.0 million and $ 44.6 million in borrowings outstanding on the Revolving Credit Facility and the Swing Loan, respectively, and $ 13.0 million allocated to support various letters of credit, there was a remaining contractual availability under the Credit Facility of $ 1,012.4 million as of September 30, 2024 .

With a total revolving credit commitment of $ 1,450.0 million available under the Credit Facility, $ 825.0 million and $ 65.4 million in borrowings outstanding on the Revolving Credit Facility and the Swing Loan, respectively, and $ 13.0 million allocated to support various letters of credit, there was a remaining contractual availability under the Credit Facility of $ 546.6 million as of March 31, 2025 .

Covenant Compliance

As of September 30, 2024 , we were in compliance with the financial covenants of our debt instruments.

As of March 31, 2025 , we were in compliance with the financial covenants of our debt instruments.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

1 unchanged sentence

Wilton Rancheria Agreements

2012, the Company entered into a development agreement and a management agreement with Wilton Rancheria.

The development agreement obligated us to fund certain pre-development costs to assist Wilton Rancheria in its development and oversight of the gaming facility construction.

The pre-development costs financed by us were to be repaid under the terms of a note receivable with Wilton Rancheria bearing interest at

12.5 % with payment timing and the payment amount subject to an excess cash flow waterfall payment prioritization and maintenance of a certain leverage ratio, among other restrictions under Wilton Rancheria’s

third -party credit agreement that provided funding for the construction project.

Given the significant barriers of the project, a majority of the advances made during the

10 -year period prior to the Sky River Casino opening were historically reserved in full when advanced.

The Sky River Casino opened on

August 15, 2022 and after generating cash flows from operations, we updated our evaluation of expected losses on the note receivable which resulted in a partial release of the allowance during the

fourth quarter of

The Wilton Rancheria amended their

third -party credit agreement in

March 2023 and such amendment effectively allowed Sky River Casino to begin making previously disallowed distributions, under the excess cash flow waterfall.

Given the amendment in the

first quarter of

2023, the Company updated its evaluation of its expected losses on the note receivable.

As the amendment allowed for quarterly payments to begin and given the sustained operating strength of the recently opened property, the Company concluded it expected to receive all payments due under the note receivable.

As such, the Company removed the remaining allowance on the note receivable in the

first quarter of

2023, which represented a reserve on both the development advances and interest on the note.

The allowance reduction was thus allocated accordingly and

$ 20.1 million is recorded in project development, preopening and writedowns and

$ 14.3 million is recorded in interest income, both reflected in the condensed consolidated statement of operations for the

nine months ended September 30, 2023 .

The Company received

mi llion in principal payments and

million in interest due under the note receivable during the

nine months ended September 30, 2024 , and

mi llion in principal payments and

million in interest due under the note receivable during the

nine months ended September 30, 2023 .

September 30, 2024 , the principal and interest outstanding on the note receivable was fully repaid.

Separately, the management agreement provides for us to manage the gaming facility upon opening for a period of

2012, the Company entered into a management agreement with Wilton Rancheria.

The management agreement provides for us to manage the gaming facility upon opening for a period of

seven years and receive a monthly management fee for our services based on the monthly performance of the gaming facility.

2 unchanged sentences

$ 22.2 million for our management services for the

three months ended September 30, 2024 and 2023 , respectively, and

$ 64.5 million and

$ 54.6 million for the

nine months ended September 30, 2024 and 2023 , respectively, is paid monthly and recorded in management fee revenue on the condensed consolidated statements of operations.

September 27, 2024, the Company entered into an amendment to the management agreement with Wilton Rancheria that became effective

October 2, 2024, and provides for the Company to serve as manager of the Wilton Rancheria expansion to the Sky River Casino inclusive of

400 additional slots, a parking garage, a

300 -room hotel and spa,

two additional food and beverage outlets and an entertainment and events center.

The Company is

not obligated to fund the construction and the management fee remains unchanged.

September 30, 2024 , there have been

three months ended March 31, 2025 and 2024 , respectively, is paid monthly and recorded in management fee revenue on the condensed consolidated statements of operations.

Master Lease Agreements

The Company leases the facilities associated with the Ameristar Kansas City, Ameristar St.

Charles, Belterra Resort and Belterra Park gaming entertainment properties (“Master Leases”), with the initial term commencing on

October 15, 2018 and ending on

April 30, 2026, with options for renewal.

The term of the Master Leases

may be extended for

five separate renewal terms of

five years each.

first quarter

2025, the Company exercised its right to extend the Master Leases for the

first renewal term.

first renewal extends the Master Leases through

April 30, 2031.

The monthly lease payment during the initial term that consists of:

(i) the building base rent, plus (ii) the land base rent, plus (iii) the percentage rent, each as defined in the Master Leases, continues during the

first renewal term.

The exercise of the

first renewal term was previously assumed as the reasonably certain lease period at the Master Leases commencement date.

Norfolk Agreements

October 21, 2024, the Company, the Pamunkey Indian Tribe ("Tribe"), the Pamunkey Indian Tribal Gaming Authority ("PITGA"), and its wholly owned subsidiary, Golden Eagle Consulting II, LLC ("GEC") entered into agreements, pursuant to which, among other things, the Company will, subject to the purchase of land to develop and build a commercial casino and hotel development in Norfolk, Virginia ("Norfolk Casino"), (i) receive from PITGA an exclusive option to purchase a percentage of membership interests of GEC, (ii) make advance payments to PITGA and GEC, and (iii) become developer and manager of the Norfolk Casino.

Pursuant to the

October 21, 2024, agreements between the Company and the Tribe, PITGA, and GEC, on

February 14, 2025, the Norfolk Casino land was purchased and the Company entered into agreements with the Tribe, PITGA and GEC to develop and manage the Norfolk Casino.

GEC was previously formed to develop and operate the Norfolk Casino and has

no assets or operations, other than the exclusive right to a gaming license for a casino development in Norfolk, Virginia.

The development agreement with PITGA and GEC provides for the Company to fund and manage the development of the Norfolk Casino ("Norfolk Development Agreement").

The management agreement with PITGA and GEC provides for the Company to manage the operations of the developed Norfolk Casino ("Norfolk Management Agreement"), including both the transitional casino expected to open in the

fourth quarter

2025, and the full casino resort expected to open in late

2027, both pending receipt of final regulatory approvals.

Through the Norfolk Management Agreement, the Company is responsible for funding any operational losses and is entitled to significant economic benefits from the developed casino’s operations.

The Company has determined that GEC is a VIE and that the Company has variable interests in GEC through its exclusive option to purchase a percentage of membership interests of GEC, the Norfolk Development Agreement and the Norfolk Management Agreement.

As the Company has the power to direct the activities that most significantly affect the economic performance of GEC, including development and management of the Norfolk Casino, and the right to receive benefits or the obligation to absorb losses that could be potentially significant to GEC, the Company has determined that it is the primary beneficiary of GEC and that GEC must be consolidated with the Company’s financial results.

The Company does

not have the power to direct the Tribe or PITGA’s activities, nor is it responsible for economic losses or have rights to economic benefits of the Tribe or PITGA.

The Company anticipates incurring aggregate expenditures in connection with the Norfolk Casino project of approximately

$ 750.0 million.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

March 31, 2025 , other than the Master Lease Agreements and Norfolk Agreements discussed above, there have been

no material changes to our commitments described under Note

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May 9, 2024 and

September 30, 2024 ,

December 5, 2024.

March 31, 2025 ,

$ 312.5 million remains available under the Share Repurchase Program.

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Three Months Ended

Nine Months Ended

September 30,

(In thousands, except per share data)

Shares repurchased (2)

3,461 1,628 8,264 4,847

Total cost, including brokerage fees (3)

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$ 73.66 $ 63.62

( 1 ) Shares repurchased reflect repurchases settled during the three and nine months ended September 30, 2024 and 2023 .

These amounts exclude repurchases, if any, traded but not yet settled on or before September 30, 2024 and 2023 , respectively.

( 1 ) Shares repurchased reflect repurchases settled during the three months ended March 31, 2025 and 2024 .

These amounts exclude repurchases, if any, traded but not yet settled on or before March 31, 2025 and 2024 , respectively.

( 2 ) All shares repurchased have been retired and constitute authorized but unissued shares.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

8 unchanged sentences

April 15, 2024

June 15, 2023

July 15, 2023

August 15, 2023

September 15, 2023

October 15, 2023

December 5, 2024

4 unchanged sentences

April 15, 2025

June 15, 2024

July 15, 2024

August 20, 2024

September 15, 2024

October 15, 2024

Share-Based Compensation

3 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

(In thousands)

$ 254 $ 278 $ 778 $ 806

Food & beverage

49 53 149 154

Selling, general and administrative

1,295 1,415 3,958 4,098

Corporate expense

5,920 6,261 19,810 22,918

Total share-based compensation expense

$ 7,605 $ 6,860

Restricted Stock Units

Our 2020 Plan provides for the grant of Restricted Stock Units ("RSU").

A RSU is an award that may be earned in whole, or in part, upon the passage of time, and that may be settled for cash, shares, other securities or a combination thereof.

The RSUs do not contain voting rights and are not entitled to dividends.

The RSUs are subject to the terms and conditions contained in the applicable award agreement and the 2020 Plan.

Share-based compensation costs related to RSU awards are calculated based on the market price on the date of the grant.

We grant RSUs to certain members of management of the Company, which represents a contingent right to receive one share of our common stock upon vesting.

Prior to the first quarter 2025 grant, a RSU generally vested on the third anniversary of its issuance date.

Beginning with the first quarter 2025 grant, a RSU generally vests in annual installments of one - third of the original number of units granted with the full award fully vested on the third anniversary of its issuance date.

Share-based compensation expense is amortized to expense over the requisite service period.

In addition, annually we award RSUs to certain members of our Board of Directors and the shares are issued to the director when the RSU is granted.

As these RSUs are issued for past service, they are expensed on the date of issuance.

Performance Shares

Our stock incentive plan provides for the issuance of Performance Share Units ("PSU") grants which may be earned, in whole or in part, upon the passage of time and the attainment of performance criteria.

Our stock incentive plan provides for the issuance of Performance Share Units ("PSU") grants which may be earned, in whole or in part, upon passage of time and the attainment of performance criteria.

We periodically review our estimates of performance against the defined criteria to assess the expected payout of each outstanding PSU grant and adjust our stock compensation expense accordingly.

The PSU grants awarded in third quarter 2021 and fourth quarter 2019 fully vested during the first quarter of 2024 and 2023, respectively.

Common shares under the 2021 grant were issued based on the determination by the Compensation Committee of the Board of Directors ("Compensation Committee") of our actual achievement of Earnings Before Interest, Taxes, Depreciation and Amortization and Rent under master leases ("EBITDAR") and return on invested capital for the two -year performance period from July 2021 to June 2023.

Common shares under the 2019 grant were issued based on the determination by the Compensation Committee of net revenue growth and EBITDAR growth for the three -year performance period of the grant.

The PSU grants awarded in first quarter 2022 and third quarter 2021 fully vested during the first quarter of 2025 and 2024, respectively.

Common shares under the 2022 grant were issued based on determination by the Compensation Committee of the Board of Directors ("Compensation Committee") of our actual achievement of Earnings Before Interest, Taxes, Depreciation and Amortization and Rent under master leases ("EBITDAR"), EBITDAR margin and return on invested capital for the three -year performance period from January 1, 2022 to December 31, 2024.

Common shares under the 2021 grant were issued based on the determination by the Compensation Committee of our actual achievement of EBITDAR and return on invested capital for the two -year performance period from July 2021 to June 2023.

As provided under the provisions of our stock incentive plan, certain of the participants elected to surrender a portion of the shares to be received to pay the withholding and other payroll taxes payable on the compensation resulting from the vesting of the PSUs.

The PSU grant awarded in July 2021 resulted in a total of 241,277 shares being issued during the first quarter of 2024, representing approximately 1.94 shares per PSU.

Of the 241,277 shares issued, a total of 94,862 were surrendered by the participants for payroll taxes, resulting in a net issuance of 146,415 shares due to the vesting of the 2021 grant.

The actual achievement level under the award metrics approximated the estimated performance as of the year-end 2023;

therefore, the vesting of the PSUs had minimal impact to compensation costs of $ 0.8 million in our condensed consolidated statement of operations for the nine months ended September 30, 2024.

The PSU grant awarded in December 2019 resulted in a total of 519,782 shares being issued during the first quarter of 2023, representing approximately 2.00 shares per PSU.

The PSU grant awarded in February 2022 resulted in a total of 147,970 shares being issued during the first quarter of 2025, representing approximately 1.22 shares per PSU.

Of the 147,970 shares issued, a total of 55,433 were surrendered by the participants for payroll taxes, resulting in a net issuance of 92,537 shares due to the vesting of the 2022 grant.

1 unchanged sentence

therefore, the vesting of the PSUs did not impact compensation costs in our 2025 condensed consolidated statement of operations.

The PSU grant awarded in July 2021 resulted in a total of 241,277 shares being issued during the first quarter of 2024, representing approximately 1.94 shares per PSU.

Of the 241,277 shares issued, a total of 94,862 were surrendered by the participants for payroll taxes, resulting in a net issuance of 146,415 shares due to the vesting of the 2021 grant.

The actual achievement level under the award metrics approximated the estimated performance as of the year-end 2023;

therefore, the vesting of the PSUs had minimal impact to compensation costs of $ 0.8 million in our 2024 condensed consolidated statement of operations.

Unamortized Stock Compensation Expense and Recognition Period

As of September 30, 2024 , there was approximately $ 11.0 million, $ 3.0 million and $ 1.6 million of total unrecognized share-based compensation costs related to unvested restricted stock units ("RSUs"), PSUs and career shares, respectively.

As of September 30, 2024 , the unrecognized share-based compensation costs related to our RSUs, PSUs and career shares are expected to be recognized over approximately 2.0 years, 1.9 years and 3.5 years, respectively.

FAIR VALUE MEASUREMENTS

We have adopted the authoritative accounting guidance for fair value measurements, which does not determine or affect the circumstances under which fair value measurements are used, but defines fair value, expands disclosure requirements around fair value and specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable.

Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions.

As of March 31, 2025 , there was approximately $ 23.5 million, $ 11.1 million and $ 1.9 million of total unrecognized share-based compensation costs related to unvested RSUs, PSUs and career shares, respectively.

As of March 31, 2025 , the unrecognized share-based compensation costs related to our RSUs, PSUs and career shares are expected to be recognized over approximately 1.8 years, 2.6 years and 3.4 years, respectively.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

FAIR VALUE MEASUREMENTS

Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions.

These inputs create the following fair value hierarchy:

9 unchanged sentences

The following tables show the fair values of certain of our financial instruments:

September 30, 2024

March 31, 2025

(In thousands)

14 unchanged sentences

Cash and Cash Equivalents and Restricted Cash

The fair values of our cash and cash equivalents and restricted cash, classified in the fair value hierarchy as Level 1, are based on statements received from our banks as of September 30, 2024 and December 31, 2023 .

The fair values of our cash and cash equivalents and restricted cash, classified in the fair value hierarchy as Level 1, are based on statements received from our banks as of March 31, 2025 and December 31, 2024 .

Investment Available for Sale

2 unchanged sentences

As such, the fair value of this investment is classified as Level 3 in the fair value hierarchy.

The estimate of the fair value of such investment was determined using a combination of current market rates and estimates of market conditions for instruments with similar terms, maturities and degrees of risk and a discounted cash flows analysis as of September 30, 2024 and December 31, 2023 .

The significant unobservable input used to determine fair value of the instrument in the discounted cash flows analysis at September 30, 2024 and December 31, 2023 is a discount rate of 12.3 % and 12.4 %, respectively.

Unrealized gains and losses on this instrument resulting from changes in the fair value of the instrument are not charged to earnings, but rather are recorded as other comprehensive income (loss) in the stockholders' equity section of the condensed consolidated balance sheets and in the condensed consolidated statements of other comprehensive income.

As of September 30, 2024 and December 31, 2023 , $ 0.8 million and $ 0.7 million, respectively, of the carrying value of the investment available for sale is included as a current asset in prepaid expenses and other current assets, and at September 30, 2024 and December 31, 2023 , $ 12.4 million and $ 12.6 million, respectively, is included in other assets, net on the condensed consolidated balance sheets.

The discount associated with this investment of $ 1.9 million and $ 2.0 million as of September 30, 2024 and December 31, 2023 , respectively, is netted with the investment balance and is being accreted over the life of the investment using the effective interest method.

The fair value of the instrument is estimated using a discounted cash flows approach and the significant unobservable input used in the valuation at March 31, 2025 and December 31, 2024 is a discount rate of 12.7 % and 13.0 %, respectively.

At both March 31, 2025 and December 31, 2024 , $ 0.8 million of the carrying value of the investment available for sale is included as a current asset in prepaid expenses and other current assets, and at March 31, 2025 and December 31, 2024 , $12.4 million and $ 11.8 million, respectively, is included in other assets, net on the condensed consolidated balance sheets.

The discount associated with this investment of $ 1.8 million at both March 31, 2025 and December 31, 2024 , is netted with the investment balance and is being accreted over the life of the investment using the effective interest method.

The accretion of such discount is included in interest income on the condensed consolidated statements of operations.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

The following table summarizes the changes in fair value of the Company's Level 3 investment available for sale asset:

Three Months Ended

Nine Months Ended

September 30,

(In thousands)

3 unchanged sentences

Included in interest income

43 41 132 128

Included in other comprehensive income (loss)

664 ( 158 ) 473 ( 20 )

Purchases, sales, issuances and settlements:

— — ( 730 ) ( 680 )

Balance at end of reporting period

$ 13,142 $ 13,550

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

______________________________________________________________________________________________________

We are exposed to valuation risk on our Level 3 financial instruments.

We are exposed to valuation risk on our Level 3 financial instrument.

We estimate our risk exposure using a sensitivity analysis of potential changes in the significant unobservable inputs of our fair value measurements.

Our Level 3 financial instruments are most susceptible to valuation risk caused by changes in the discount rate.

Our Level 3 financial instrument is most susceptible to valuation risk caused by changes in the discount rate.

If the discount rate in our fair value measurements increased or decreased by 100 basis points, the change would not cause the value of our fair value measurements to change significantly.

The fair value of indefinite-lived intangible assets, classified in the fair value hierarchy as Level 3, is utilized in performing the Company's impairment analyses.

The value of our gaming licenses is determined using a multi-period excess earnings method, which is a specific discounted cash flow model which utilized Level 3 inputs.

The fair value of indefinite-lived intangible assets and long-lived assets, classified in the fair value hierarchy as Level 3, is utilized in performing the Company's impairment analyses.

Assets acquired and contingent liabilities assumed as part of an asset acquisition, along with noncontrolling interest, are recorded at fair value upon acquisition and all are classified in the fair value hierarchy as Level 3, other than cash or restricted cash acquired, classified as Level 1.

Balances Disclosed at Fair Value

The following tables provide the fair value measurement information about our obligation under assessment agreements and note receivable.

As of September 30, 2024 , the outstanding principal balance under the note receivable was paid in full.

September 30, 2024

March 31, 2025

Outstanding Carrying Estimated Fair Value

(In thousands)

Note receivable

$ 32,198 $ 32,198 $ 33,018 Level 3

Obligation under assessment arrangements

3 unchanged sentences

(In thousands)

Note receivable

$ 419 $ 419 $ 419 Level 3

Obligation under assessment arrangements

1 unchanged sentence

The following tables provide the fair value measurement information about our long-term debt:

September 30, 2024

March 31, 2025

Outstanding Carrying Estimated Fair Value

19 unchanged sentences

$ 3,200,306 $ 3,176,590 $ 3,080,684

The estimated fair value of our obligation under assessment arrangements is based on a discounted cash flows approach after giving consideration to the changes in market rates of interest, creditworthiness of both parties and credit spread.

The fair value of our note receivable as of December 31, 2023 , was estimated to equal its carrying value after consideration of the expected repayment timing of the remaining balance.

The estimated fair value of our Credit Facility is based on a relative value analysis performed on or about September 30, 2024 and December 31, 2023 .

The estimated fair values of our senior notes are based on quoted market prices as of September 30, 2024 and December 31, 2023 .

The other debt is fixed-rate debt consisting of finance leases with various maturity dates from 2024 to 2025.

The other debt is not traded and does not have an observable market input;

therefore, we have estimated fair value to be equal to the carrying value for these obligations.

There were no transfers between Level 1, Level 2 and Level 3 measurements during the nine months ended September 30, 2024 and 2023 .

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

The estimated fair values of our note receivable and our obligation under assessment arrangements is based on a discounted cash flows approach after giving consideration to the changes in market rates of interest, creditworthiness of both parties and credit spread.

The estimated fair value of our Credit Facility is based on a relative value analysis performed on or about March 31, 2025 and December 31, 2024 .

The estimated fair values of our senior notes are based on quoted market prices as of March 31, 2025 and December 31, 2024 .

The other debt is fixed-rate debt consisting of finance leases with maturity dates in 2025.

The other debt is not traded and does not have an observable market input;

therefore, we have estimated fair value to be equal to the carrying value for these obligations.

There were no transfers between Level 1, Level 2 and Level 3 measurements during the three months ended March 31, 2025 and 2024 .

SEGMENT INFORMATION

5 unchanged sentences

The Las Vegas Locals, Downtown Las Vegas and Midwest & South segments include the operating results of our gaming entertainment properties.

The table below lists the Reportable Segment classification of each of our gaming entertainment properties, which are each also operating segments, that were aggregated based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate and their management and reporting structure.

The Online segment includes the operating results of Boyd Interactive, including the operating results of Resorts Digital upon acquisition on September 1, 2024, and our online gaming operations through collaborative arrangements with third parties throughout the United States, both of which are also operating segments.

The table below lists the Reportable Segment classification of each of our gaming entertainment properties that were aggregated based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate and their management and reporting structure.

The Online segment includes the operating results of our online gaming operations through collaborative arrangements with third parties throughout the United States and the operations of Boyd Interactive.

To reconcile Reportable Segments information to the condensed consolidated information, the Company has aggregated nonreportable operating segments into a Managed & Other category.

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King of Prussia, Pennsylvania

( 1 ) Due to the current levels of demand in the market, Eastside Cannery has remained closed since March 18, 2020, when it closed in compliance with orders issued by state officials as precautionary measures intended to slow the spread of the COVID- 19 virus.

( 1 ) Due to the current levels of demand in the market, Eastside Cannery remains closed since it was closed on March 18, 2020, in compliance with orders issued by state officials as precautionary measures intended to slow the spread of the COVID- 19 virus.

( 2 ) Property is subject to a master lease agreement with a real estate investment trust.

Results of Operations - Total Reportable Segment Revenues and Adjusted EBITDAR

We evaluate profitability based on Adjusted EBITDAR, which represents earnings before interest expense, interest income, income taxes, depreciation and amortization, deferred rent, share-based compensation expense, project development, preopening and writedown expenses, impairments of assets, other operating items, net, gain or loss on early extinguishments and modifications of debt, other items, net and master lease rent expense, as applicable.

We evaluate profitability based on Adjusted EBITDAR, which represents earnings before interest expense, interest income, income taxes, depreciation and amortization, deferred rent, share-based compensation expense, project development, preopening and writedown expenses, impairments of assets, other operating items, net, gain or loss on early extinguishments and modifications of debt, net income (loss) attributable to noncontrolling interest, other items, net and master lease rent expense, as applicable.

Total Reportable Segment Adjusted EBITDAR is the aggregate sum of the Adjusted EBITDAR for each of the gaming entertainment properties included in our Las Vegas Locals, Downtown Las Vegas and Midwest & South segments and Adjusted EBITDAR related to the online operations in our Online segment.

Results for Downtown Las Vegas include the results of our Hawaii-based travel agency and captive insurance company as our Downtown Las Vegas properties focus their marketing efforts on gaming customers from Hawaii.

Results for Downtown Las Vegas include the results of our Hawaii-based travel agency as our Downtown Las Vegas properties focus their marketing efforts on gaming customers from Hawaii.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

2 unchanged sentences

The following tables set forth, for the periods indicated, departmental revenues for our Reportable Segments and our Managed & Other category to reconcile to total revenues:

Three Months Ended September 30, 2024

(In thousands)

Las Vegas Locals

$ 155,683 $ 20,545 $ 21,749 $ — $ — $ 13,884 $ 211,861

Downtown Las Vegas

33,586 10,622 6,309 — — 2,783 53,300

Midwest & South

440,823 41,561 22,168 — — 17,848 522,400

— — — 141,312 — — 141,312

Managed & Other

10,436 — — — 21,030 907 32,373

Total Revenues

$ 640,528 $ 72,728 $ 50,226 $ 141,312 $ 21,030 $ 35,422 $ 961,246

Three Months Ended September 30, 2023

(In thousands)

Las Vegas Locals

$ 165,153 $ 21,454 $ 21,324 $ — $ — $ 13,902 $ 221,833

Downtown Las Vegas

31,916 9,876 5,312 — — 2,441 49,545

Midwest & South

433,650 39,656 22,084 — — 17,638 513,028

— — — 90,288 — — 90,288

Managed & Other

10,449 — — — 17,153 868 28,470

Total Revenues

$ 641,168 $ 70,986 $ 48,720 $ 90,288 $ 17,153 $ 34,849 $ 903,164

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

(In thousands)

10 unchanged sentences

$ 638,693 $ 74,158 $ 47,388 $ 169,573 $ 25,146 $ 36,607 $ 991,565

Nine Months Ended September 30, 2023

Three Months Ended March 31, 2024

(In thousands)

12 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

The following table reconciles, for the periods indicated, our Reportable Segments and our Managed & Other category Adjusted EBITDAR to net income, as reported in our accompanying condensed consolidated statements of operations:

The following table reconciles, for the periods indicated, our Reportable Segments and our Managed & Other category Adjusted EBITDAR to net income attributable to Boyd Gaming, as reported in our accompanying condensed consolidated statements of operations:

Three Months Ended

Nine Months Ended

September 30,

(In thousands)

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Deferred rent

162 177 486 531

Master lease rent expense

3 unchanged sentences

Share-based compensation expense

7,540 8,033 24,765 28,050

Project development, preopening and writedowns

3 unchanged sentences

Other operating items, net

( 906 ) 301 4,947 959

Total other operating costs and expenses

7 unchanged sentences

48,437 42,309

189 ( 30 ) 289 596

Total other expense, net

5 unchanged sentences

110,882 136,473

Net income attributable to noncontrolling interest

Net income attributable to Boyd Gaming

$ 111,419 $ 136,473

For purposes of this presentation, corporate expense excludes its portion of share-based compensation expense.

Corporate expense represents unallocated payroll, professional fees, rent, aircraft expenses and various other expenses that are not directly related to our casino, hotel and online operations.

BOYD GAMING CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) — (Continued)

as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024

______________________________________________________________________________________________________

Total Reportable Segment Expenses

The Company's chief operating decision maker ("CODM") is our President and Chief Executive Officer.

To monitor performance, the CODM regularly receives and reviews revenue and Adjusted EBITDAR information monthly for each operating segment aggregated by reportable segment, as well as consolidated expense information.

Additionally, the CODM receives estimated and forecasted expense information by operating segment, as well as Adjusted EBITDAR margins and customer play on a segment basis.

The CODM uses Adjusted EBITDAR margins to monitor the operating efficiencies of segments and customer play trends to monitor the overall health of the player in each segment.

The CODM evaluates operating performance and allocates resources based on revenue and Adjusted EBITDAR.

In particular, the CODM utilizes Adjusted EBITDAR to evaluate total company performance and individual operating segment performance.

In addition, the CODM utilizes Adjusted EBITDAR in the evaluation of incentive compensation and in the annual budget process.

Finally, the CODM uses Adjusted EBITDAR in the evaluation of potential acquisitions.

As expense information provided is either at the consolidated Company level or is estimated or forecasted, and the CODM is not able to easily compute any segment expenses, the Company has aggregated all expenses into a single other segment expense category to reconcile segment revenues to Adjusted EBITDAR, the segment performance measure.

The following table reconciles, for the periods indicated, the revenues of our Reportable Segments and our Managed & Other category to Adjusted EBITDAR.

(In thousands)

Three Months Ended March 31, 2025

$ 222,799 $ 57,287 $ 504,587 $ 169,573 $ 37,319 $ 991,565

Other segment expenses (1)

116,252 36,364 321,365 146,267 10,000 630,248

Corporate expense

— — — — — 23,800

Adjusted EBITDAR

$ 106,547 $ 20,923 $ 183,222 $ 23,306 $ 27,319 $ 337,517

Three Months Ended March 31, 2024

$ 225,622 $ 53,531 $ 500,766 $ 146,170 $ 34,432 $ 960,521

Other segment expenses (1)

115,184 35,716 319,772 125,694 9,651 606,017

Corporate expense

— — — — — 24,018

Adjusted EBITDAR

$ 110,438 $ 17,815 $ 180,994 $ 20,476 $ 24,781 $ 330,486

( 1 ) Other segment expenses include gaming taxes, payroll and payroll related costs, advertising, property insurance, property taxes, professional fees, utilities, and various other expenses related to our casino, hotel and online operations.

Total Reportable Segment Assets

The Company's assets by Reportable Segment and Managed & Other category consisted of the following amounts:

September 30,

(In thousands)

11 unchanged sentences

SUBSEQUENT EVENTS

We have evaluated all events or transactions that occurred after September 30, 2024 .

We have evaluated all events or transactions that occurred after March 31, 2025 .

During this period, up to the filing date, we did not identify any subsequent events, the effects of which would require disclosure or adjustment to our financial position or results of operations.

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

What changed 10-Q

Item 1. Financial Statements