STOCKHOLDERS’ EQUITY

9 Months Ended

Sep. 30, 2024

Equity [Abstract]

STOCKHOLDERS’ EQUITY

STOCKHOLDERS’ EQUITY

Capital Return Program

The Company has a Board of Directors approved capital return program under which the Company may expend a total of up to $700 million for share repurchases and payment of dividends. Future share repurchases may be effected in various ways, which could include open-market or private repurchase transactions, accelerated stock repurchase programs, tender offers or other transactions. The amount, timing and terms of any return of capital transaction will be determined based on prevailing market conditions and other factors. There is no fixed time period to complete share repurchases. As of September 30, 2024 and December 31, 2023, $95.5 million was available for use under the capital return program.

There was no share repurchase activity during the three and nine months ended September 30, 2024 and the three months ended September 30, 2023. Total share repurchase activity during the nine months ended September 30, 2023 was as follows:

(in thousands, except share and per share data)	Nine Months Ended September 30, 2023
Number of common shares repurchased	1,774,845
Total cost	$	30,458
Average cost per share, including commissions	$	17.16

All shares repurchased during the nine months ended September 30, 2023 were transferred to treasury stock and 40,451 and 1,778,916 shares were retired during those same periods, respectively. The shares were returned to the status of authorized but unissued. As of September 30, 2024, there were no shares remaining in treasury.

There were no cash dividends paid during the three and nine months ended September 30, 2024 and 2023.

Common Stock Offering

On April 20, 2021, the Company issued a total of 12,650,000 shares of Bally’s common stock in an underwritten public offering at a price to the public of $55.00 per share. Net proceeds from the offering were approximately $671.4 million, after deducting underwriting discounts, but before expenses.

On April 20, 2021, the Company issued to affiliates of Sinclair a warrant to purchase 909,090 common shares for an aggregate purchase price of $50.0 million, or $55.00 per share. The net proceeds were used to finance a portion of the purchase price of the Gamesys acquisition. The exercise price of the warrant is nominal and its exercise is subject to, among other conditions, requisite gaming authority approvals. Sinclair agreed not to acquire more than 4.9% of Bally’s outstanding common shares without such approvals. In addition, in accordance with the agreements that Bally’s and Sinclair entered into in November 2020, Sinclair exchanged 2,086,908 common shares for substantially identical warrants.

Preferred Stock

The Company has authorized the issuance of up to 10 million shares of $0.01 par value preferred stock. As of September 30, 2024 and December 31, 2023, no shares of preferred stock have been issued.

Shares Outstanding

As of September 30, 2024, the Company had 40,653,346 common shares issued and outstanding. The Company issued warrants, options and other contingent consideration in acquisitions and strategic partnerships that are expected to result in the issuance of common shares in future periods resulting from the exercise of warrants and options or the achievement of certain performance targets. These incremental shares are summarized below:

Sinclair Penny Warrants (Note 2)	7,911,724
Sinclair Performance Warrants (Note 2)	3,279,337
Sinclair Options(1) (Note 2)	1,639,669
MKF penny warrants (Note 11)	44,128
Telescope contingent shares (Note 11)	8,626
Outstanding awards under Equity Incentive Plans	1,594,249
	14,477,733

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(1)    Consists of four equal tranches to purchase shares with exercise prices ranging from $30.00 to $45.00 per share, exercisable over a seven-year period beginning on the fourth anniversary of the November 18, 2020 closing of the Framework Agreement.

Accumulated Other Comprehensive Income (Loss)

The following tables reflect the changes in accumulated other comprehensive loss by component for the nine months ended September 30, 2024 and 2023, respectively:

(in thousands)	Foreign Currency Translation Adjustment		Benefit Plans		Cash Flow Hedges(1)		Net Investment Hedges		Total
Accumulated other comprehensive (loss) income at December 31, 2023	$	(177,203)	$	886	$	(11,246)	$	(21,995)	$	(209,558)
Other comprehensive income (loss) before reclassifications	103,342		—		(26,507)		(16,153)		60,682
Reclassifications from accumulated other comprehensive income (loss) to earnings	—		—		(9,678)		(3,170)		(12,848)
Tax effect	—		—		8,805		12,674		21,479
Accumulated other comprehensive (loss) income at September 30, 2024	$	(73,861)	$	886	$	(38,626)	$	(28,644)	$	(140,245)

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(1)    As of September 30, 2024, approximately $6.8 million of existing gains and losses are estimated to be reclassified into earnings within the next 12 months.

(in thousands)	Foreign Currency Translation Adjustment		Benefit Plans		Cash Flow Hedges		Net Investment Hedges		Total
Accumulated other comprehensive (loss) income at December 31, 2022	$	(295,984)	$	344	$	—	$	—	$	(295,640)
Other comprehensive income (loss) before reclassifications	1,532		—		3,970		675		6,177
Reclassifications from accumulated other comprehensive income (loss) to earnings	—		—		(443)		(388)		(831)
Tax effect	—		—		(934)		(76)		(1,010)
Accumulated other comprehensive (loss) income at September 30, 2023	$	(294,452)	$	344	$	2,593	$	211	$	(291,304)