Acquisitions and Dispositions (Tables)

6 Months Ended

Jun. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Allocation of Purchase Price and Adjustments

The following table reflects the preliminary allocation of the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed, with the excess recorded as goodwill at the February 17, 2023 acquisition date.

(in millions)	Estimated fair value
Cash and cash equivalents	$	10.1
Accounts receivable	44.8
Inventory	25.2
Other current assets	5.0
Lease right-of-use assets	13.5
Property and equipment	3.8
Goodwill	231.9
Other intangible assets
Barstool tradename	420.0
Advertising relationships	32.0
Other tradenames and brands	29.0
Customer relationships	11.0
Other long-term assets	18.7
Total assets	$	845.0
Accounts payable, accrued expenses and other current liabilities	$	38.7
Deferred income taxes	115.9
Other long-term liabilities	30.4
Total liabilities	185.0
Net assets acquired	$	660.0

Schedule of valuation approaches of intangible assets acquired

The following valuation approaches were utilized to determine the fair value of each intangible asset at the February 17, 2023 acquisition date:

Intangible Asset	Valuation Approach
Barstool tradename	Relief-from-royalty (variation of income approach)
Advertising relationships	With-and-without (variation of income approach)
Other tradenames and brands	Relief-from-royalty (variation of income approach)
Customer relationships	Replacement cost

Schedule of Actual and Pro Forma Financial Results

The following table includes unaudited pro forma consolidated financial information assuming our acquisition of Barstool had occurred as of January 1, 2022. The pro forma amounts include the historical operating results of PENN and Barstool prior to our acquisition. The pro forma financial information does not necessarily represent the results that may occur in the future. For the three months ended June 30, 2023 and 2022, pro forma adjustments directly attributable to the acquisition include acquisition and transaction related costs of $1.0 million, as compared to $2.3 million for the six months ended June 30, 2023 and 2022, incurred by both PENN and Barstool. Pro forma adjustments also included a $83.4 million gain on the Barstool Acquisition for the six months ended June 30, 2023 and 2022. Additionally, for the six months ended June 30, 2023 pro forma adjustments included a gain of $3.1 million, as compared to a gain of $1.5 million and $5.6 million for the three and six months ended June 30, 2022, respectively, related to remeasurement and settlement of Barstool put/call options.

	For the three months ended June 30,				For the six months ended June 30,
(in millions)	2023		2022		2023		2022
Revenues	$	1,674.8	$	1,680.7	$	3,367.8	$	3,285.5
Net income	$	79.2	$	32.3	$	518.5	$	139.6