Results

Bally's Corporation

08/14/2026 | Press release | Distributed by Public on 08/14/2026 14:50

Quarterly Report for Quarter Ending June 30, 2026 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Cautionary Note Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements as to matters that are not historical facts, and include statements about our plans, objectives, expectations and intentions.
Forward-looking statements are not guarantees and are subject to risks and uncertainties. Forward-looking statements are based on our current expectations and assumptions. Although we believe that our expectations and assumptions are reasonable at this time, they should not be regarded as representations that our expectations will be achieved. Actual results may vary materially. Forward-looking statements speak only as of the date they are made and we do not undertake to update or revise them as more information becomes available, except as required by law.
Important factors beyond those that apply to most businesses, some of which are beyond our control, that could cause actual results to differ materially from our expectations and assumptions include:
•unexpected costs and other events impacting our planned construction projects, including a permanent casino resort in Chicago, Illinois ("Bally's Chicago") and a full-scale casino and resort in The Bronx, New York ("Bally's New York");
•unexpected costs, difficulties integrating and other events impacting our completed acquisitions and our ability to realize anticipated benefits;
•risks associated with our rapid growth, including those affecting customer and employee retention, integration and controls;
•risks associated with the impact of the digitalization of gaming on our casino operations, our expansion into online gaming ("iGaming") and sports betting and the highly competitive and rapidly changing aspects of our interactive businesses generally;
•the very substantial regulatory restrictions applicable to us, including costs of compliance;
•global economic challenges, including the impact of public health crises, global and regional conflicts, rising inflation, rising interest rates and supply-chain disruptions, could cause economic uncertainty and volatility and impact discretionary consumer spending;
•restrictions and limitations in agreements to which we are subject, including our debt, could significantly affect our ability to operate our business and our liquidity; and
•other risks identified in Part I. Item 1A. "Risk Factors" of Bally's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed with the SEC on March 23, 2026 and other filings with the SEC.
The foregoing list of important factors is not exclusive and does not include matters like changes in general economic conditions that affect substantially all gaming businesses.
You should not place undue reliance on our forward-looking statements.
Overview
We are a global gaming, hospitality, entertainment and technology company with an expanding international footprint across casino, interactive and lottery markets. We provide our customers and partners with physical and interactive entertainment and gaming experiences worldwide. Our offerings include traditional casino gaming, iGaming, online bingo, sportsbook, free-to-play games and technology driven lottery and gaming solutions.
As of June 30, 2026, we own and operate 20 casinos globally, including in the United Kingdom ("UK") and in 11 states across the United States ("US"), along with a golf course in New York and horse racetracks in Colorado and Wyoming. We also own Bally Bet Sportsbook & Casino, a premier sports betting and iCasino platform licensed in 16 jurisdictions in North America, and a majority equity interest in Bally's Intralot S.A. ("Bally's Intralot") which is active in 39 jurisdictions worldwide and is comprised of a global lottery, technology, management and services business and also the Bally's Interactive International division, a leading global interactive gaming operator. We also have rights to developable land in Las Vegas at the site of the former Tropicana Las Vegas, have been awarded a license to build Bally's New York, a full-scale casino and resort in The Bronx, New York, and are developing Bally's Chicago, an integrated destination resort in Chicago, Illinois.
Our Strategy and Business Developments
We seek to continue to grow our business by focusing on expanding our integrated casino and interactive gaming platform, optimizing our capital structure, and employing disciplined growth initiatives. We believe that interactive gaming represents a significant strategic opportunity for the future growth of Bally's and we will continue to proactively allocate resources in regions where we anticipate iGaming regulation, in addition to those markets where iGaming is already well-established. Across the globe, we engage in multiple state and private bidding processes, seeking to obtain new lottery agreements through our innovative technology and solutions. We seek to increase revenues at our casinos and resorts through enhancing the guest experience by providing popular games, restaurants, hotel accommodations, entertainment and other amenities in attractive surroundings with high-quality guest service. We believe that our recent acquisitions have expanded and diversified us from financial and market exposure perspectives, while continuing to mitigate our susceptibility to regional economic downturns, idiosyncratic regulatory changes and increases in regional competition.
We continue to make progress on the integration of our acquired assets and deploying capital on our strategic growth projects. These steps have advanced our transformation into a globally diversified gaming and technology operator with a strengthened portfolio, expanded global footprint and enhanced platforms across both digital and land-based channels.
Operating Structure
Our business is organized into four reportable segments: (i) Casinos & Resorts, (ii) Bally's Intralot B2B, (iii) Bally's Intralot B2C, and (iv) North America Interactive.
Casinos & Resorts - includes 19 land-based casino properties, two horse racetracks and one golf course in the US. For further information on the Casinos & Resorts properties, refer to Note 1 "General Information" to our condensed consolidated financial statements presented in Part I, Item 1 of this Quarterly Report on Form 10-Q.
Bally's Intralot B2B - includes the global lottery operations of Bally's Intralot and the Company's licensing business.
Bally's Intralot B2C - includes the Company's interactive European gaming operations, Bally's Intralot's B2C lottery operations, as well as one casino property, Bally's Newcastle, in the UK.
North America Interactive - includes the North American operations of Bally's Interactive, primarily a B2C online iGaming and online sportsbook operator; and consumer facing service and marketing engines.
Refer to Note 16 "Segment Reporting" to our condensed consolidated financial statements for additional information on our segment reporting structure.
Macroeconomic and Other Factors
Our business is subject to risks caused by global economic challenges, including those caused by public health crises such as the COVID-19 pandemic, the impact of global and regional conflicts, rising inflation, rising interest rates and supply-chain disruptions, that can cause economic uncertainty and volatility. These challenges can negatively impact discretionary consumer spending and could result in a reduction in visitors to our properties, including those that stay in our hotels, or discretionary spending by our customers on entertainment and leisure activities. In addition, inflation generally affects our business by increasing our cost of labor. In periods of sustained inflation, it may be difficult to effectively control such increases to our costs and retain key personnel.
Key Performance Indicators
The key performance indicator used in managing our business is consolidated Adjusted EBITDA and segment Adjusted EBITDAR. Adjusted EBITDA is defined as earnings, or loss, for the Company, or where noted its reporting segments, before, in each case, interest expense, net of interest income, provision (benefit) for income taxes, depreciation and amortization, non-operating (income) expense, acquisition and other transaction related costs, 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. Segment Adjusted EBITDAR is Adjusted EBITDA (as defined above) for the Company's reportable segments, plus rent expense associated with triple net operating leases for the real estate assets used in the operations of the Bally's casinos.
We use consolidated Adjusted EBITDA and segment Adjusted EBITDAR to analyze the performance of our business and they are used as determining factors for performance-based compensation for members of our management team. We use consolidated Adjusted EBITDA and segment Adjusted EBITDAR when evaluating operating performance because we believe that the inclusion or exclusion of certain recurring and non-recurring items is necessary to provide a more fulsome understanding of our core operating results and as a means to evaluate period-to-period performance. Also, we present consolidated Adjusted EBITDA and segment Adjusted EBITDAR because they are used by some investors and creditors as indicators of the strength and performance of ongoing business operations, including our ability to service debt, and to fund capital expenditures, acquisitions and operations. These calculations are commonly used as a basis for investors, analysts and credit rating agencies to evaluate and compare operating performance and value companies within our industry. Consolidated Adjusted EBITDA and segment Adjusted EBITDAR information is presented because management believes that they are commonly used measures of performance in the gaming industry and that they are considered by many to be key indicators of our operating results.
Consolidated Adjusted EBITDAR is used outside of our financial statements solely as a valuation metric. Consolidated Adjusted EBITDAR is defined as consolidated Adjusted EBITDA plus rent expense associated with triple net operating leases. Consolidated Adjusted EBITDAR is an additional metric used by analysts in valuing gaming companies subject to triple net leases since it eliminates the effects of variability in leasing methods and capital structures. This metric is included as supplemental disclosure because (i) we believe Consolidated Adjusted EBITDAR is used by gaming operator analysts and investors to determine the equity value of gaming operators and (ii) financial analysts refer to Consolidated Adjusted EBITDAR when valuing our business. We believe Consolidated Adjusted EBITDAR is useful for equity valuation purposes because (i) its calculation isolates the effects of financing real estate, and (ii) using a multiple of Consolidated Adjusted EBITDAR to calculate enterprise value allows for an adjustment to the balance sheet to recognize estimated liabilities arising from operating leases related to real estate.
Consolidated Adjusted EBITDA and segment Adjusted EBITDAR should not be construed as alternatives to net income, as indicators of our performance. In addition, consolidated Adjusted EBITDA and segment Adjusted EBITDAR as used by us may not be defined in the same manner as other companies in our industry, and, as a result, may not be comparable to similarly titled financial measures of other companies. Consolidated Adjusted EBITDAR should not be viewed as a measure of overall operating performance or considered in isolation or as an alternative to net income, because it excludes the rent expense associated with our triple net operating leases for real estate assets used in the operations of our casino properties.
Second Quarter 2026 Results
The following table presents, for the periods indicated, certain revenue and income items:
Successor Predecessor
(in millions) Three Months Ended June 30, 2026 Three Months Ended June 30, 2025 Six Months Ended June 30, 2026 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025
Total revenue $ 792.2 $ 657.5 $ 1,548.0 $ 1,026.2 $ 220.5
(Loss) income from operations (34.0) (2.4) 57.6 (4.2) (20.8)
Net loss (164.0) (228.4) (324.8) (193.9) (51.0)
The following table presents, for the periods indicated, certain income and expense items expressed as a percentage of total revenue:
Successor Predecessor
Three Months Ended June 30, 2026 Three Months Ended June 30, 2025 Six Months Ended June 30, 2026 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025
Total revenue 100.0 % 100.0 % 100.0 % 100.0 % 100.0 %
Gaming and non-gaming expenses 50.5 % 44.1 % 48.9 % 44.1 % 47.4 %
General and administrative 42.2 % 45.4 % 42.0 % 44.7 % 51.9 %
Gain on sale-leaseback - % - % (6.8) % - % - %
Depreciation and amortization 11.6 % 10.9 % 12.2 % 11.6 % 10.1 %
Total operating costs and expenses 104.3 % 100.4 % 96.3 % 100.4 % 109.4 %
(Loss) income from operations (4.3) % (0.4) % 3.7 % (0.4) % (9.4) %
Other (expense) income:
Interest expense, net (15.0) % (14.8) % (14.8) % (14.5) % (12.3) %
Other non-operating (expense) income, net (3.1) % 8.7 % (11.0) % 4.7 % (1.1) %
Total other expense, net (18.1) % (6.2) % (25.8) % (9.9) % (13.4) %
Loss before income taxes (22.4) % (6.5) % (22.1) % (10.3) % (22.8) %
(Benefit) provision for income taxes (1.7) % 28.2 % (1.1) % 8.6 % 0.3 %
Net loss (20.7) % (34.7) % (21.0) % (18.9) % (23.1) %
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Note: Amounts in table may not subtotal due to rounding.
Segment Performance
In the fourth quarter of 2025, the Company updated its operating and reportable segments in connection with the Company's acquisition of Intralot pursuant to the transaction agreement, dated as of July 18, 2025 (the "Intralot Transaction"). These changes were made to better align with the Company's strategic growth initiatives and how its chief operating decision maker evaluates performance and allocates resources. Prior period reportable segment results and related disclosures have been conformed to reflect the Company's current reportable segments.
The following table sets forth certain financial information associated with results of operations:
Successor Predecessor
(in thousands, except percentages) Three Months Ended June 30, 2026 Three Months Ended June 30, 2025 Six Months Ended June 30, 2026 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025
Revenue:
Gaming
Casinos & Resorts $ 311,393 $ 305,858 $ 612,091 $ 484,392 $ 95,984
Bally's Intralot B2C 242,856 195,860 481,988 303,596 74,849
North America Interactive 53,765 55,913 104,790 83,422 14,934
Total Gaming revenue 608,014 557,631 1,198,869 871,410 185,767
Non-gaming
Casinos & Resorts 89,624 87,475 168,654 135,792 28,315
Bally's Intralot B2B 79,488 7,046 153,444 11,929 3,720
Bally's Intralot B2C 625 3,160 1,431 3,291 416
North America Interactive 12,299 589 21,730 637 2,007
Corporate & Other 2,184 1,633 3,828 3,169 273
Total Non-gaming revenue 184,220 99,903 349,087 154,818 34,731
Total revenue $ 792,234 $ 657,534 $ 1,547,956 $ 1,026,228 $ 220,498
Operating costs and expenses:
Gaming
Casinos & Resorts $ 120,554 $ 116,689 $ 237,109 $ 181,204 $ 37,637
Bally's Intralot B2C 146,008 87,920 254,059 132,357 33,335
North America Interactive 49,745 37,427 100,001 61,998 17,022
Total Gaming expenses $ 316,307 $ 242,036 $ 591,169 $ 375,559 $ 87,994
Non-gaming
Casinos & Resorts $ 46,462 $ 45,240 $ 90,197 $ 70,080 $ 16,240
Bally's Intralot B2B 34,829 - 68,007 - -
Bally's Intralot B2C 387 - 548 1,140 16
North America Interactive 2,399 2,765 6,930 5,330 68
Corporate & Other - - - 564 202
Total Non-gaming expenses $ 84,077 $ 48,005 $ 165,682 $ 77,114 $ 16,526
General and administrative
Casinos & Resorts $ 190,176 $ 172,451 $ 371,726 $ 264,456 $ 63,503
Bally's Intralot B2B 44,051 - 71,025 - -
Bally's Intralot B2C 47,784 37,072 95,138 57,195 16,818
North America Interactive 10,861 14,439 23,770 17,468 5,512
Corporate & Other 41,308 74,236 88,567 119,470 28,568
Total General and administrative $ 334,180 $ 298,198 $ 650,226 $ 458,589 $ 114,401
Margins:
Gaming expenses as a percentage of Gaming revenue 52 % 43 % 49 % 43 % 47 %
Non-gaming expenses as a percentage of Non-gaming revenue 46 % 48 % 47 % 50 % 48 %
General and administrative as a percentage of Total revenue 42 % 45 % 42 % 45 % 52 %
Total Revenue
The following table sets forth certain financial information associated with revenue:
Successor Predecessor
(in thousands) Three Months Ended June 30, 2026 Three Months Ended June 30, 2025 Six Months Ended June 30, 2026 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025
Gaming $ 608,014 $ 557,631 $ 1,198,869 $ 871,410 $ 185,767
Hotel 33,566 33,714 63,220 52,427 11,006
Food and beverage 36,590 34,828 70,223 55,082 11,304
Technology Services 62,055 - 120,960 - -
Licensing 4,530 7,046 7,541 11,929 3,720
Retail, entertainment and other 47,479 24,315 87,143 35,380 8,701
Total revenue $ 792,234 $ 657,534 $ 1,547,956 $ 1,026,228 $ 220,498
Total revenue for the Successor three months ended June 30, 2026 increased 20% from $657.5 million for the Successor three months ended June 30, 2025. Total revenue for the Successor six months ended June 30, 2026 increased 24% compared to the Predecessor period from January 1, 2025 to February 7, 2025 and Successor period from February 8, 2025 to June 30, 2025. Increases in total revenue from the Predecessor period from January 1, 2025 to February 7, 2025 and Successor period from February 8, 2025 to June 30, 2025 were primarily driven by the revenue additions from the Bally's Intralot entities, beginning October 8, 2025, contributing $92.8 million and $188.1 million to the Successor three and six months ended June 30, 2026, respectively. Additionally, the Company experienced incremental increased revenue from Queen, as well as increased gaming revenue in our European markets within our Bally's Intralot B2C reportable segment during the Successor six months ended June 30, 2026.
Gaming and Non-gaming Expenses
In 2026, the Company's gaming and non-gaming expenses, amounting to $400.4 million and $756.9 million for the Successor three and six months ended June 30, 2026, respectively, grew proportionally relative to total revenue. The expenses for the Successor three months ended June 30, 2025 amounted to $290.0 million. The expenses for the Predecessor period from January 1, 2025 to February 7, 2025 and Successor period from February 8, 2025 to June 30, 2025 amounted to $557.2 million. This growth in expenses compared to the prior year is primarily due to the changes in revenue year over year.
General and Administrative
General and administrative expense for the Successor three months ended June 30, 2026 increased 12% compared to $298.2 million in the Successor three months ended June 30, 2025. General and administrative expense for the Successor six months ended June 30, 2026 compared to the Predecessor period from January 1, 2025 to February 7, 2025 and Successor period from February 8, 2025 to June 30, 2025, increased 13% from $573.0 million. These increases were mainly attributable to additional costs for the Bally's Intralot entities of $52.0 million and $86.4 million during the Successor three and six months ended June 30, 2026, respectively.
Depreciation and Amortization
Depreciation and amortization expense for the Successor three months ended June 30, 2026 increased $20.0 million from $71.7 million compared to the Successor three months ended June 30, 2025. Depreciation and amortization expense for the Successor six months ended June 30, 2026 increased $47.6 million compared to the Predecessor period from January 1, 2025 to February 7, 2025 and Successor period from February 8, 2025 to June 30, 2025. Changes year over year are primarily due to a $51.3 million increase in expense attributable to our Bally's Intralot entities, partially offset by a decrease in depreciation expense related to the assets sold as part of the Bally's Twin River sale-leaseback with Gaming and Leisure Properties, Inc. ("GLPI") in the first quarter of 2026.
(Loss) Income From Operations
Loss from operations was $34.0 million for the Successor three months ended June 30, 2026, compared to Loss from operations of $2.4 million for the Successor three months ended June 30, 2025. Income from operations was $57.6 million for the Successor six months ended June 30, 2026, compared to Loss from operations of $25.0 million for the Predecessor period from January 1, 2025 to February 7, 2025 and Successor period from February 8, 2025 to June 30, 2025. Changes year over year are primarily due to a $105.8 million Gain on sale-leaseback in the Successor three months ended June 30, 2026.
Other Expense
Other Expense was $143.5 million for the Successor three months ended June 30, 2026, compared to $40.6 million for the Successor three months ended June 30, 2025. Other Expense was $399.3 million for the Successor six months ended June 30, 2026, compared to $130.9 million for the Predecessor period from January 1, 2025 to February 7, 2025 and Successor period from February 8, 2025 to June 30, 2025. The increase of $268.3 million year over year is primarily due to a $205.9 million increase in Loss on fair value of fair value option assets, coupled with a $46.0 million increase in Loss on debt extinguishment in the current year.
Provision (Benefit) for Income Taxes
During the three and six months ended June 30, 2026 (Successor), the Company recorded a benefit for income tax of $13.6 million and $16.8 million, respectively. During the three months ended June 30, 2025 (Successor), the period from February 8, 2025 to June 30, 2025 (Successor) and the period from January 1, 2025 to February 7, 2025 (Predecessor), the Company recorded a provision of $185.4 million, $88.3 million and $0.7 million, respectively.
The effective tax rate for the three months ended June 30, 2026 (Successor) and June 30, 2025 (Successor) was 7.6% and (431.3)%, respectively. The effective tax rate for the six months ended June 30, 2026 (Successor), the period from February 8, 2025 to June 30, 2025 (Successor) and the period from January 1, 2025 to February 7, 2025 (Predecessor) was 4.9%, (83.7)% and (1.3)%, respectively. As of June 30, 2026 (Successor), the Company projects an annual tax benefit relative to its pre-tax loss offset in part by the valuation allowance on interest and a $14.3 million discrete provision on the benefit of the Bally's Twin River sale-leaseback during the three months ended March 31, 2026 (Successor).
Net Loss
Net loss attributable to Bally's Corporation for the Successor three months ended June 30, 2026 was $146.1 million compared to a net loss of $228.4 million for the Successor three months ended June 30, 2025. Net loss attributable to Bally's Corporation for the six months ended June 30, 2026 (Successor) was $308.0 million compared to a combined net loss of $244.9 million for the Predecessor period from January 1, 2025 to February 7, 2025 and Successor period from February 8, 2025 to June 30, 2025. This fluctuation from the prior year was attributable to the factors noted above.
Adjusted EBITDA and Adjusted EBITDAR by Segment
The following table presents segment Adjusted EBITDAR, which is our reportable segment GAAP measure and our primary measure for profit or loss for our reportable segments, and consolidated Adjusted EBITDA. The following table reconciles consolidated Adjusted EBITDA, which is a non-GAAP measure, to net loss, as derived from our financial statements:
Successor Predecessor
(in thousands) Three Months Ended June 30, 2026 Three Months Ended June 30, 2025 Six Months Ended June 30, 2026 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025
Adjusted EBITDAR
Casinos & Resorts $ 109,611 $ 105,967 $ 205,807 $ 177,507 $ 23,554
Bally's Intralot B2B 21,931 7,046 37,047 11,929 3,720
Bally's Intralot B2C 64,739 75,159 151,831 118,471 25,220
North America Interactive 2,994 2,484 (4,143) 139 (5,661)
Corporate & Other (11,760) (17,506) (24,096) (27,209) (6,774)
Total 187,515 173,150 366,446 280,837 40,059
Rent expense associated with triple net operating leases(1)
(63,481) (43,904) (119,128) (68,320) (15,669)
Adjusted EBITDA 124,034 129,246 247,318 212,517 24,390
Interest expense, net of interest income (118,970) (97,522) (228,875) (149,259) (27,229)
Benefit (provision) for income taxes 13,573 (185,441) 16,822 (88,348) (664)
Depreciation and amortization (91,689) (71,732) (189,132) (119,213) (22,343)
Non-operating (income) expense(2)
(16,702) 60,882 (186,005) 48,628 (3,525)
Foreign exchange (loss) gain (10,564) (6,538) 10,524 (4,947) 194
Transaction costs(3)
(21,343) (17,010) (28,568) (17,847) (865)
Development costs(4)
(20,306) (21,560) (33,264) (34,392) (6,846)
Share-based compensation (1,805) (2,350) (4,356) (5,090) (1,954)
Gain on sale-leaseback, net(5)
- - 105,845 - -
Merger Agreement and Intralot Transaction costs(6)
(2,195) (11,720) (10,953) (27,595) (11,233)
Other(7)
(18,015) (4,691) (24,195) (8,374) (949)
Net loss $ (163,982) $ (228,436) $ (324,839) $ (193,920) $ (51,024)
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(1) Consists of the operating lease components contained within our triple net leases for the real estate assets used in the operations of certain Casinos & Resorts properties.
(2) Non-operating expense, net includes: (i) change in value of performance warrants, (ii) gain (loss) on extinguishment of debt, (iii) non-operating items of equity method investments and fair value option assets, and (iv) other (income) expense, net.
(3) Includes acquisition, integration and other transaction related costs, and financing costs incurred in connection with the Company's sale lease-back transactions and credit agreements.
(4) Development costs include expenses associated with the Company's Casino development projects including: (i) the demolition and redevelopment of the Tropicana Las Vegas site with a state-of-the-art integrated resort and ballpark, (ii) the development of the Chicago Permanent Facility, and (iii) the Company's planned Bally's Bronx project.
(5) Gain on sale-leaseback, net is related to the transaction for Bally's Twin River which occurred during the first quarter of 2026.
(6) Costs incurred in connection with (i) the Merger transactions that were consummated on February 7, 2025 and (ii) the Intralot Transaction.
(7) Other includes the following items: (i) restructuring initiatives in connection with the Intralot Transaction, (ii) Oracle ERP non-capitalizable implementation costs, (iii) non-routine legal expenses, contract termination charges, and settlement costs for matters outside the normal course of business, (iv) storm related insurance and business interruption recoveries, and (v) other individually de minimis expenses.
Critical Accounting Estimates
There were no material changes to critical accounting estimates during the period covered by this Quarterly Report on Form 10-Q. Refer to Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 2025 for a complete list of our Critical Accounting Estimates.
Recent Accounting Pronouncements
Refer to Note 5 "Recently Issued Accounting Pronouncements" in Part I, Item 1 of this Quarterly Report on Form 10-Q for a description of recent accounting pronouncements that affect us.
Liquidity and Capital Resources
Overview
We are a holding company. Our ability to fund our obligations depends on existing cash on hand, cash flow from our subsidiaries and our ability to raise capital. Our primary sources of liquidity and capital resources have been cash on hand, cash flow from operations, borrowings under our Revolving Credit Facility (as defined herein) and proceeds from the issuance of debt and equity securities. We assess liquidity in terms of the ability to generate cash or obtain financing in order to fund operating, investing and debt service requirements. Our primary ongoing cash requirements include the funding of operations, capital expenditures, acquisitions and other investments in line with our business strategy and debt repayment obligations and interest payments. Our strategy has been to maintain moderate leverage and substantial capital resources in order to take advantage of opportunities, to invest in our businesses and acquire properties at what we believe to be attractive valuations. As such, we have continued to invest in our land-based casino business and build on our interactive/iGaming business.
Cash Flows Summary
Successor Predecessor
(in thousands) Six Months Ended June 30, 2026 Period from February 8, 2025 to June 30, 2025 Period from January 1, 2025 to February 7, 2025
Net cash (used in) provided by operating activities $ (265,936) $ 58,799 $ (80,186)
Net cash provided by (used in) investing activities 74,126 (163,552) (17,697)
Net cash (used in) provided by financing activities (232,268) 119,695 97,988
Effect of foreign currency on cash and cash equivalents and restricted cash 5,163 (4,941) (457)
Net change in cash and cash equivalents and restricted cash (418,915) 10,001 (352)
Cash and cash equivalents and restricted cash, beginning of period 906,686 230,902 231,254
Cash and cash equivalents and restricted cash, end of period $ 487,771 $ 240,903 $ 230,902
Operating Activities
Net cash used in operating activities for the six months ended June 30, 2026 (Successor) was $265.9 million compared to $21.4 million for the Predecessor period from January 1, 2025 to February 7, 2025 and the Successor period from February 8, 2025 to June 30, 2025. The increase in cash used was primarily driven by the $98.9 million in up front license fees paid during the six months ended June 30, 2026 (Successor), coupled with increased net losses of $79.9 million and the Company's changes in working capital.
Investing Activities
Net cash provided by investing activities for the six months ended June 30, 2026 (Successor) was $74.1 million compared to net cash used in investing activities of $181.2 million for the Predecessor period from January 1, 2025 to February 7, 2025 and the Successor period from February 8, 2025 to June 30, 2025. This increase was driven primarily by the $685.0 million of proceeds received from the Bally's Twin River sale-leaseback, offset by the $500.0 million paid in the first quarter of 2026 for the New York gaming license fee.
Financing Activities
Net cash used in financing activities for the six months ended June 30, 2026 (Successor) was $232.3 million, compared to net cash provided by financing activities of $217.7 million for the Predecessor period from January 1, 2025 to February 7, 2025 and the Successor period from February 8, 2025 to June 30, 2025. The fluctuation from the 2025 periods is primarily due to $49.1 million of net debt repayments during the six months ended June 30, 2026 (Successor), compared to net debt issuances of $545.5 million during the 2025 periods, coupled with the $416.2 million of share repurchases during the Successor period from February 8, 2025 to June 30, 2025.
Capital Return Program
As of June 30, 2026, there was $95.5 million available for use under the capital return program, subject to limitations in our regulatory and debt agreements. 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.
We did not pay cash dividends during the periods presented, nor do we currently intend to pay any dividends on our common stock in the foreseeable future. Any future determinations relating to our dividend policies will be made at the discretion of our Board of Directors (the "Board") and will depend on conditions then existing, including our financial condition, results of operations, contractual restrictions, capital and regulatory requirements and other factors our Board may deem relevant.
Debt and Lease Obligations
Unsecured Notes
In 2021, we issued $750.0 million aggregate principal amount of 5.625% senior notes due 2029 and $750.0 million aggregate principal amount of 5.875% senior notes due 2031. The indenture for these senior notes contains covenants that limit the ability of the Company and its restricted subsidiaries to, among other things, (i) incur additional indebtedness, (ii) pay dividends on or make distributions in respect of capital stock or make certain other restricted payments or investments, (iii) enter into certain transactions with affiliates, (iv) sell or otherwise dispose of assets, (v) create or incur liens and (vi) 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
In 2021, the Company and certain of its subsidiaries entered into a credit agreement (the "Credit Agreement") 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 was to mature in 2028, and a senior secured revolving credit facility in an aggregate principal amount of $620.0 million (the "Revolving Credit Facility").
In January 2026, the Third Amendment to the Credit Agreement ("Amendment No. 3") and the Incremental Joinder Agreement, which were executed in the third quarter of 2025, became effective. Upon effectiveness of these amendments, certain covenants and pricing provisions of the Revolving Credit Facility were revised, certain step downs in commitments were agreed, and its maturity was disaggregated into two tranches with portions maturing in October 2026 and October 2028, respectively. In May 2026, the Company also executed a Fourth Amendment to the Credit Agreement ("Amendment No. 4", together with Amendment No. 3 and the Credit Agreement, as so amended, the "Amended Credit Agreement"), which increased the interest rate margins applicable to revolving loans and swingline loans.
Following the effectiveness of Amendment No. 3 and the Incremental Joinder Agreement which occurred on January 6, 2026, a portion of the Revolving Credit Facility will mature in October 2028, while the remaining portion will continue to mature on its originally scheduled maturity date in October 2026. Amendment No. 3 and the Amended Credit Agreement 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 under the Amended Credit Agreement 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.
The Amended Credit Agreement allows 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 $325.0 million and 50% of the Company's consolidated EBITDA for the most recent four-quarter period plus or minus certain amounts as specified in the Amended Credit Agreement, including an unlimited amount subject to compliance with specified financial ratios. The Amended Credit Agreement contains 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 Amended Credit Agreement. The Revolving Credit Facility also includes certain financial covenants the Company is required to maintain throughout the term of the Revolving Credit Facility. These financial covenants include a provision whereby, in the event utilization under the Revolving Credit Facility exceeds 25% of the total revolving commitment, the Company is required to maintain a first lien secured net indebtedness to Adjusted EBITDA ratio of 4.00 to 1.00.
In May 2026, the Required Revolving Lenders and Administrative Agent under the Credit Facility conditionally waived compliance with the consolidated net leverage ratio covenant for each fiscal quarter ending during the period commencing March 31, 2026, through the Covenant Waiver Period. The waiver remains subject to the Company's ongoing satisfaction of certain liquidity maintenance requirements, among other conditions. Absent completion of the financing alternatives described below, and giving effect to the scheduled reduction in revolving commitments, the Company does not currently project that it would satisfy this liquidity maintenance requirement or, once reinstated, the consolidated net leverage ratio covenant, and may not be in compliance with the Company's Revolving Credit Facility during the twelve months following the date these financial statements are issued. Any future inability of the Company to meet the covenant requirements in the Company's Revolving Credit Facility has no implications under any of Bally's Intralot's debt documents. Bally's Intralot does not guarantee any of Bally's Corporation's debt.
The Company is pursuing a number of financing alternatives to enhance its liquidity and address this condition, including asset monetization, an equity sale, and debt financings. The Company executed a non-binding term sheet in July 2026 for a loan to fund further development of the Bally's Bronx project and general corporate purposes at Bally's. The parties are working towards a binding commitment. There is no assurance that this loan or any of the other financing alternatives will be consummated. Refer to Note 2 "Summary of Significant Accounting Policies" and Note 12 "Long-Term Debt" in Part I, Item 1 of this Quarterly Report on Form 10-Q for further information.
New Term Loan Facility
On February 11, 2026, the Company entered into a new $1.1 billion term loan credit facility due 2031 (the "Term Loans"). The Term Loans are secured by substantially all material assets of the Company and its wholly owned subsidiaries, subject to customary exceptions and exclusions.
Term Loan Facility and Revolving Credit Facility Repayments
In February 2026, the Company repaid in full the outstanding balance under its Term Loan Facility, resulting in cash payments of $1.48 billion. Additionally, in February 2026, the Company paid down $448.0 million of amounts outstanding under its Revolving Credit Facility, which had been drawn in January 2026 to fund the New York gaming license fee. In accordance with Amendment No. 3, following the closing of the Bally's Twin River sale-leaseback, the Company's commitments under its Revolving Credit Facility were reduced by 22.5%.
Intralot Greek Retail Bond
In 2024, Bally's Intralot established a common bond loan program (the "Intralot Greek Retail Bond") for the issuance of up to €130.0 million aggregate principal amount of bonds, with a minimum issuance of €120.0 million. The bonds were admitted to trading on the Fixed Income Securities category of the Regulated Market of Euronext Athens.
The bonds bear interest at a fixed rate of 6.00% per annum, payable semi-annually, which will remain fixed throughout the duration of the bonds. Upon its maturity, Bally's Intralot will be required to repay the principal in full, together with outstanding accrued interest and any other amounts payable. Bally's Intralot may redeem all or a portion of the bonds, subject to a minimum redemption amount of €15.0 million and a requirement that at least €50.0 million in aggregate principal amount remain outstanding after any partial redemption.
The Intralot Greek Retail Bond is an unsecured obligation of Bally's Intralot, with the benefit of a first-priority pledge over a designated bond loan collateral account. The bonds rank pari passu with the claims of all other unsecured creditors of Bally's Intralot, with the exception of claims that have a statutory privilege. The Intralot Greek Retail Bond is not guaranteed by any of Bally's Intralot's subsidiaries.
In the event of a change of control, each bondholder has the right to require Bally's Intralot to repurchase part or all of such bondholder's bonds at a price equal to 101% of the nominal value, plus accrued and unpaid interest and any additional amounts.
Intralot Greek Term Loan
Intralot Capital Luxembourg S.A. ("Intralot Capital"), a wholly owned indirect subsidiary of the Company, is a party to a Senior Facilities Agreement (the "Intralot Greek Term Loan") with various lenders, providing for an amortizing term loan facility in an aggregate amount up to €200.0 million.
The Intralot Greek Term Loan bears interest at a rate equal to 7.0% per annum, and requires semi-annual principal repayments plus accrued interest through maturity. The Intralot Greek Term Loan is secured by substantially all assets of Intralot Capital and the guarantors party thereto, subject to certain exceptions. Subject to an intercreditor agreement, Intralot Greek Term Loan carries the same security priority as other senior secured obligations of Intralot Capital.
Intralot British Term Loan
Intralot Capital is a party to a Senior Facilities Agreement (the "Intralot British Term Loan") with various lenders and agents, providing for a term loan facility in an aggregate principal amount of £400.0 million. The Intralot British Term Loan is secured by first-ranking security interests, including pledges of shares in Intralot Capital and material subsidiaries of Bally's Intralot and, in certain jurisdictions, security over substantially all assets of the obligors. The Intralot British Term Loan bears interest at a rate equal to SONIA (Sterling Overnight Index Average) plus a margin of 5.5%. Interest periods may be one, three, or six months, or such other periods as agreed among the parties, with accrued interest payments made on the last day of each interest period.
On July 27, 2026, Bally's Intralot, through its subsidiary, Intralot Capital, signed a senior secured sterling term facilities agreement for £261.8 million. The new term financing will be drawn in two term loan tranches with a tenor of three years, and is guaranteed and secured on a senior basis by certain subsidiaries of Bally's Intralot in line with the Bally's Intralot's existing senior secured financing arrangements. Bally's Intralot intends to use the funds for general corporate and working capital purposes, including its acquisition plans and refinancing of other debt.
Intralot Notes
Intralot Capital has issued €600 million aggregate principal amount of Senior Secured Fixed Rate Notes (the "Intralot Fixed Rate Notes") and €300 million aggregate principal amount of Senior Secured Floating Rate Notes (the "Intralot Floating Rate Notes" and, together with the Intralot Fixed Rate Notes, the "Intralot Notes"), pursuant to an indenture (the "Intralot Indenture") among Intralot Capital, Bally's Intralot, and its subsidiaries, as guarantor.
The Intralot Floating Rate Notes bear interest at a rate per annum, reset quarterly, equal to three-month EURIBOR (subject to a 0% floor) plus 4.500%, payable quarterly, commencing on February 28, 2026. The Intralot Fixed Rate Notes bear interest at a rate of 6.75% per annum, that became payable semi-annually, commencing on April 15, 2026.
The Intralot Notes are senior secured obligations of Intralot Capital, secured by first-ranking security interests (to the extent legally possible) over the share of obligors and material subsidiaries, structural intercompany receivables, and to the extent customary in the applicable jurisdiction, substantially all assets of the obligors. Enforcement of security is subject to an intercreditor agreement, and the Intralot Notes may share collateral on an equal ranking or junior basis with other permitted indebtedness as described in the Intralot Indenture. The Intralot Notes are unconditionally guaranteed, jointly and severally, by Bally's Intralot and future guarantors that is required to become a guarantor under the Intralot Indenture. The guarantees are subject to customary limitations under applicable law.
The Intralot Fixed Rate Notes may be redeemed at the option of Intralot Capital, in whole or in part, at any time on or after October 15, 2027, at determined redemption prices over time, plus accrued and unpaid interest. Prior to October 15, 2027, Intralot Capital may redeem the Intralot Fixed Rate Notes at a premium, which is the greater of (a) 1% of the outstanding principal amount and (b) the present value of the redemption price at October 15, 2027 plus all required interest payments through that date, computed using a discount rate equal to the Bund Rate plus 50 basis points, over the outstanding principal amount.
The Intralot Floating Rate Notes may be redeemed at the option of Intralot Capital at any time on or after October 15, 2026, at a redemption price equal to 100.0% of the principal amount redeemed plus accrued and unpaid interest.
In addition, prior to October 15, 2027 (in the case of Intralot Fixed Rate Notes) or October 15, 2026 (in the case of Intralot Floating Rate Notes), Intralot Capital may redeem up to 40% of the aggregate principal amount of the Intralot Notes with the net cash proceeds of certain equity offerings at a redemption price equal to 106.750% (in the case of Intralot Fixed Rate Notes) of the principal amount plus accrued and unpaid interest, subject to certain conditions, including that at least 50% of the original aggregate principal amount of the Intralot Notes must remain outstanding immediately after each such redemption. The Intralot Notes are not convertible into equity securities of Intralot Capital or any other entity.
Intralot Revolving Credit Facility
Intralot Capital is a party to a Super Senior Revolving Credit Facility Agreement (the "Intralot Credit Agreement") with various lenders and agents, providing for total permitted revolving credit commitments in an aggregate principal amount equal to the greater of €190.0 million and 40% of Bally's Intralot's four-quarter consolidated EBITDA, with current commitments totaling €160.0 million (the "Intralot Revolving Credit Facility" and, together with the Intralot Greek Term Loan and Intralot British Term Loan, the "Intralot Credit Facilities").
The Intralot Revolving Credit Facility bears interest at the applicable reference rate plus a margin of 4.50% per annum, subject to future leverage-based adjustments ranging from 4.75% to 3.75% based on Bally's Intralot's senior secured net leverage ratio, and matures on July 1, 2030. A commitment fee equal to 30% of the applicable margin on unused commitments is paid by Intralot Capital quarterly in arrears. Additionally, letter of credit fees are calculated as the applicable margin for revolving loans plus an annual fronting fee of 0.125%.
Operating Leases
The Company is committed under various operating lease agreements for real estate and property used in operations. Minimum rent payable under operating leases was $4.12 billion as of June 30, 2026, of which $142.6 million is due within the current year. Refer to Note 13 "Leases" in Part I, Item 1 of this Quarterly Report on Form 10-Q for further information.
GLPI Leases
The Company leases certain properties from GLPI under three separate master lease agreements, the "Master Lease," the "Master Lease No. 2," and the "Queen Master Lease."
On February 11, 2026, the Company completed the sale-leaseback of the land and real estate assets of Bally's Twin River to GLPI for total consideration of $700.0 million. The transaction was structured as a tax-free capital contribution and a substantial portion of the proceeds was used to reduce the Company's debt. In connection with this transaction, the Bally's Twin River property was added to Master Lease No. 2, increasing minimum annual payments by $56.0 million, and with annual escalations and extension options disclosed above. During the first quarter of 2026, the Company recorded a gain of $105.8 million, within Gain on sale-leaseback in the condensed consolidated statements of operations, representing the difference in the transaction price and the derecognition of assets. 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 2025, the Company entered into a master lease agreement with GLPI (the "Chicago MLA") for the property on which the Company plans to develop its Chicago Permanent Facility and a development agreement with GLPI (the "Chicago Development Agreement") pursuant to which GLPI has committed to advance up to $940.0 million (the "GLPI Development Advances") for the payment of hard costs used to construct the Chicago Permanent Facility in exchange for increasing the amount of rent payable to GLPI under the Chicago MLA.
The Chicago MLA has an initial term of 15 years and includes four, five-year options to renew and is subject to annual escalation. Initial annual rent under the Chicago MLA was $20.0 million, with additional rent equal to 8.5% of the GLPI Development Advances that are granted to the Company. Under the Chicago Development Agreement, as construction occurs, the Company will recognize a construction receivable on the condensed consolidated balance sheets due from the GLPI. To the extent costs exceed the amount to be reimbursed by GLPI, 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 June 30, 2026 (Successor), the Company's construction receivable balance, classified within Accounts receivable, net was $90.3 million, and its prepaid rent balance was $222.7 million.
Capital Expenditures
Capital expenditures are accounted for as either project, maintenance or capitalized software expenditures. Project capital expenditures are for fixed asset additions that expand an existing facility or create a new facility. Maintenance capital expenditures are expenditures to replace existing fixed assets with a useful life greater than one year that are obsolete, worn out or no longer cost effective to repair, along with spending on other small projects that do not fit into the project category. Capitalized software expenditures relate to the creation, production and preparation of software for use in our online gaming operations.
Capital expenditures for the Successor six months ended June 30, 2026 were $74.0 million compared to $79.4 million and $16.4 million for the Successor period from February 8, 2025 to June 30, 2025 and the Predecessor period from January 1, 2025 to February 7, 2025, respectively. For the Successor six months ended June 30, 2026, we continued our spending on our planned projects and maintenance at our casino properties. Through the Chicago Development Agreement, during the six months ended June 30, 2026 (Successor), the Company received reimbursement for capital expenditures related to the construction of the Chicago Permanent Facility of $274.0 million.
Bally's Twin River - In connection with our partnership with IGT, we have committed to invest $100 million in Bally's Twin River over the term of our master contract, ending in 2043, with Rhode Island to expand the property and add additional amenities along with other capital improvements. Approximately $39.0 million of the committed investment remains as of June 30, 2026.
Bally's Chicago - Pursuant to the Host Community Agreement with the City of Chicago, Bally's Chicago Operating Company, LLC, a majority owned subsidiary of the Company, is required to spend at least $1.34 billion on the design, construction and outfitting of its temporary casino and the permanent resort and casino. As of June 30, 2026 (Successor), approximately $400.0 million of this commitment remains. The Company anticipates that the total development costs attributable to the project will exceed its contractual obligations pursuant to the Host Community Agreement. As certain underlying contracts have yet to be executed, a reasonable estimate of the excess costs cannot be determined as of the date of issuance of these condensed conosolidated financial statements. We expect future funding of the permanent casino construction to be financed through the Chicago Development Agreement noted above and the Company's capital resources.
Bally's New York - In November 2025, we entered into a conveyance agreement (the "Conveyance Agreement") with the City of New York (the "City") where the City agreed to (i) dispose of certain parkland property interests to Bally's New York (the "Development Parcel"), (ii) alienate certain parkland in order to grant Bally's New York a non-exclusive easement over such lands for purposes of accessing the Development Parcel and (iii) discontinue certain lands as parkland and alienate and transfer jurisdiction of such lands to the City's Department of Transportation for use as public roadways (the "Ring Road Parcel") to facilitate access to the Development Parcel and so the Development Parcel may be used by the Company for a gaming facility.
The closing of the transactions contemplated by the Conveyance Agreement was contingent upon, among other things, (i) Bally's New York's agreement to make certain capital improvements to Ferry Point Park in the Bronx, New York with a fair market value of approximately $161 million and (b) to deliver security instruments to the City to secure the performance and completion of such capital improvements, (ii) the Company being awarded a downstate gaming facility license from the New York State Gaming Commission, (iii) payment by Bally's New York to the City's Department of Parks & Recreation of an administrative fee in the amount of $1 million, (iv) Bally's New York's agreement to pay for all costs and expenses for the development and mapping of the Ring Road Parcel and (v) Bally's New York's payment of real property transfer taxes with respect to the transactions contemplated by the Conveyance Agreement. Additionally, as part of the conditions for closing of the Conveyance Agreement, Bally's New York amended its License Agreement and Licensor Consent with the City, which includes an obligation for Bally's New York to design and construct a new permanent clubhouse on the licensed property.
New York Gaming License Commitments
In December 2025, the Company was awarded one of New York State's three downstate commercial casino licenses for its planned Bally's Bronx project, requiring the Company to pay a $500 million license fee, which was paid in the three months ended March 31, 2026 (Successor), as well as post a bond or cash deposit equal to 5% of the total project investment. The Company must also implement its community benefit commitments, including periodic public reporting, and engage an independent Compliance Monitoring Team approved by the New York State Gaming Commission to oversee regulatory, anti-money-laundering, and community-benefit compliance. Additionally, in February 2026, the Company paid $115 million of the $125 million in total contingent consideration due to the seller of Bally's Golf Links.
Other Contractual Obligations
Sponsorship Commitments - The Company has entered into several sponsorship agreements with various professional sports leagues and teams, allowing the Company use of official league marks for branding and promotions, among other rights. As of June 30, 2026, obligations related to these agreements were $96.8 million, with contracts extending through 2036.
Interactive Technology Partnerships - The Company has certain multi-year agreements with its various market access and content providers, as well as its online sports betting platform partners, that require the Company to pay variable fees based on revenue, with minimum annual guarantees. As of June 30, 2026, the cumulative minimum obligation committed in these agreements is approximately $41.1 million, extending through 2030.
Bally's Corporation published this content on August 14, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on August 14, 2026 at 20:50 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]