CENTURY CASINOS INC /CO/

Previous wording

This quarterly report on Form 10-Q contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995. In addition, Century Casinos, Inc. (together with its subsidiaries, the “Company”) may make other written and oral communications from time to time that contain such statements. Forward-looking statements include statements as to industry trends, ongoing projects and capital investments, cost savings initiatives, casino licensing matters and future expectations of the Company and other matters that do not relate strictly to historical facts and are based on certain assumptions by management at the time such statements are made. These statements are often identified by the use of words such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “estimate,” or “continue,” and similar expressions or variations. These statements are based on the beliefs and assumptions of the management of the Company based on information currently available to management. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from the forward-looking statements include, among others, the risks described in the section entitled “Risk Factors” under Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2024. We caution the reader to carefully consider such factors. Furthermore, such forward-looking statements speak only as of the date on which such statements are made. We undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements.

Current wording

This quarterly report on Form 10-Q contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995. In addition, Century Casinos, Inc. (together with its subsidiaries, the “Company”) may make other written and oral communications from time to time that contain such statements. Forward-looking statements include statements regarding projects in development and other opportunities, our strategic review process, our credit agreement with Goldman and obligations under our Master Lease and our ability to repay our debt and other obligations, outcomes of legal proceedings, changes in our tax provisions or exposure to additional income tax liabilities or impairments and plans for our casinos and our Company including estimates, forecasts and expectations regarding 2026 and later results, and any other statements that are not purely historical. These statements are often identified by the use of words such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “estimate,” or “continue,” and similar expressions or variations. These statements are based on the beliefs and assumptions of the management of the Company based on information currently available to management. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from the forward-looking statements include, among others, the risks described in the section entitled “Risk Factors” under Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2025. We caution the reader to carefully consider such factors. Furthermore, such forward-looking statements speak only as of the date on which such statements are made. We undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements.

Previous wording

We have a 66.6% ownership interest in CPL and we consolidate CPL as a majority-owned subsidiary for which we have a controlling financial interest. Polish Airports owns the remaining 33.3% of CPL. We account for and report the 33.3% Polish Airports ownership interest as a non-controlling financial interest. CPL has been in operation since 1989. As of September 30, 2025, CPL had casino licenses for six casinos and operated five casinos throughout Poland. We closed the Hilton Hotel casino in Warsaw in June 2025 after we were notified that we had not received a new license for the casino. The following table summarizes information about CPL’s casinos as of September 30, 2025.

Current wording

We have a 66.6% ownership interest in CPL and we consolidate CPL as a majority-owned subsidiary for which we have a controlling financial interest. Polish Airports owns the remaining 33.3% of CPL. We account for and report the 33.3% Polish Airports ownership interest as a non-controlling financial interest. CPL has been in operation since 1989. As of March 31, 2026, CPL had casino licenses for and operated six casinos throughout Poland. We closed the Hilton Hotel casino in Warsaw in June 2025 after we were notified that we had not received a new license for the casino.

Previous wording

(3)We were awarded a license for a second location in Wroclaw in March 2025. We anticipate opening the casino in January 2026 with 50 slot machines and four table games.

Current wording

(1)We were awarded a license for a second location in Wroclaw in March 2025. We opened the casino in February 2026.

Previous wording

Current macroeconomic conditions remain very dynamic, including volatile changes in stock markets, foreign currency exchange rates, political unrest and armed conflicts, inflation, US domestic and other international economic policies, such as tariffs, and the US government shutdown, and other factors. Both customer visits and customer spending at our casinos are key drivers of our revenue and profitability, and reductions in either could have a material adverse effect on our business, financial condition and results of operations. The actual or perceived impact of macroeconomic conditions on consumer spending could lead to fewer customer visits and decreased discretionary spending by our customers. Any worsening in economic conditions in the regions in which we operate or globally, or the perception that conditions may worsen, could reduce consumer discretionary spending or increase our costs and erode our net earnings and cash flows.

Current wording

Current macroeconomic conditions remain very dynamic, including volatile changes in stock markets, foreign currency exchange rates, political unrest and armed conflicts such as the wars in the Middle East and Ukraine, inflation, energy prices, US domestic and international economic policies such as tariffs, other US government policies and actions and other factors. Both customer visits and customer spending at our casinos are key drivers of our revenue and profitability, and reductions in either could have a material adverse effect on our business, financial condition and results of operations. The actual or perceived impact of macroeconomic conditions on consumer spending could lead to fewer customer visits and decreased discretionary spending by our customers. Any worsening in economic conditions in the regions in which we operate or globally, or the perception that conditions may worsen, could reduce consumer discretionary spending or increase our costs and erode our results of operations and cash flows.

Previous wording

In May 2025, we announced that we have partnered with BetMGM to operate an online and mobile sports betting application under our license in Missouri. The agreement includes a percentage of net gaming revenue payable to us, with a guaranteed minimum, as well as retail sportsbook options to be exercised at our discretion. Sports betting is expected to begin in Missouri on December 1, 2025.

Current wording

We have partnered with BetMGM to operate an online and mobile sports betting application under our license in Missouri. The agreement with BetMGM includes a percentage of net gaming revenue payable to us, with a guaranteed minimum, as well as retail sportsbook options to be exercised at our discretion. Sports betting began in Missouri on December 1, 2025.

Previous wording

In August 2025, we announced that our Board of Directors (the “Board”) initiated a comprehensive strategic review of our operations, capital structure and strategic growth options. The review will explore a range of potential strategic alternatives for our assets and businesses aimed at enhancing shareholder value and supporting long-term growth. These alternatives may include opportunities to unlock value within our existing property portfolio, optimize our capital structure, evaluate potential mergers, strategic partnerships, or the sale of the Company, and to analyze potential divestments of assets or other asset-level transactions. The Board has not set a timetable for the conclusion of this review. At this stage, no commitments or decisions have been made and there can be no assurance that the review will result in any transaction or particular change to our business. We do not intend to make further public comments on the process unless and until we determine that further disclosure is appropriate or necessary.

Current wording

In August 2025, we announced that our Board initiated a comprehensive strategic review of our operations, capital structure and strategic growth options. The review is exploring a range of potential strategic alternatives for our assets and businesses aimed at enhancing shareholder value and supporting long-term growth. These alternatives may include opportunities to unlock value within our existing property portfolio, optimize our capital structure, evaluate potential mergers, strategic partnerships, or the sale of the Company, and to analyze potential divestments of assets or other asset-level transactions, including our Poland casinos. The Board has not set a timetable for the conclusion of this review. At this stage, no commitments or decisions have been made and there can be no assurance that the review will result in any transaction or particular change to our business. We do not intend to make further public comments on the process unless and until we determine that further disclosure is appropriate or necessary.

Previous wording

Weather – Increased inclement weather impacted revenue for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 for all of our North American properties.

Current wording

Weather – Inclement weather negatively impacted revenue for the three months ended March 31, 2025 compared to the three months ended March 31, 2026 for all of our North American properties.

Previous wording

Net operating revenue decreased by ($2.0) million, or (1.3%), and by ($3.2) million, or (0.7%), for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024. Following is a breakout of net operating revenue by segment for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024:

Current wording

Net operating revenue increased by $6.8 million, or 5.2%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. Following is a breakout of net operating revenue by reportable segment for the three months ended March 31, 2026 compared to the three months ended March 31, 2025:

Previous wording

Canada increased by $0.3 million, or 1.5%, and decreased by ($1.3) million, or (2.3%).

Current wording

Poland increased by $0.5 million, or 2.3%.

Previous wording

Operating costs and expenses decreased by ($1.2) million, or (0.9%), and by ($3.5) million, or (0.9%), for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024. Following is a breakout of operating costs and expenses by segment for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024:

Current wording

Operating costs and expenses increased by $2.2 million, or 1.8%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. Following is a breakout of operating costs and expenses by reportable segment for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. Corporate and Other is included for reconciliation purposes.

Previous wording

Poland loss from operations increased by $0.6 million, or 46.2%, and remained constant.

Current wording

Poland increased by $0.6 million, or 2.7%.

Previous wording

Corporate and Other increased by $0.5 million, or 18.7%, and decreased by ($1.1) million, or (9.7%).

Current wording

Corporate and Other increased by $0.2 million, or 5.6%.

Previous wording

Earnings from operations decreased by ($0.8) million, or (4.4%), and increased by $0.4 million, or 0.9%, for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024. Following is a breakout of earnings from operations by segment for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024:

Current wording

Earnings from operations increased by $4.6 million, or 64.7%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. Following is a breakout of earnings from operations by reportable segment for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. Corporate and Other is included for reconciliation purposes.

Previous wording

Corporate and Other loss from operations increased by $0.5 million, or 18.7%, and decreased by ($1.1) million, or (9.6%).

Current wording

Corporate and Other loss from operations increased by $0.2 million, or 5.6%.

Previous wording

Net loss attributable to Century Casinos, Inc. shareholders increased by $2.4 million, or 29.9%, and decreased by ($19.8) million, or (31.3%), for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024. Items deducted from or added to earnings from operations to arrive at net loss attributable to Century Casinos, Inc. shareholders include interest income, interest expense, gains (losses) on foreign currency transactions and other, income tax expense (benefit) and non-controlling interests. Interest expense, primarily from the Master Lease, negatively impacts net loss attributable to Century Casinos, Inc. shareholders. Income tax expense decreased significantly for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 due to the valuation allowance noted above. For a discussion of these items, see “Non-Operating (Expense) Income” and “Taxes” below in this Item 2 and Note 7, “Income Taxes,” to our condensed consolidated financial statements included in Part I, Item 1 of this report.

Current wording

Net loss attributable to Century Casinos, Inc. shareholders decreased by ($4.1) million, or (19.9%), for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. Items deducted from or added to earnings from operations to arrive at net loss attributable to Century Casinos, Inc. shareholders include interest income, interest expense, gains (losses) on foreign currency transactions and other, income tax expense (benefit) and non-controlling interests. Interest expense, primarily from the Goldman Credit Agreement and the Master Lease, negatively impacts net loss attributable to Century Casinos, Inc. shareholders. For a discussion of these items, see “Non-Operating (Expense) Income” and “Taxes” below in this Item 2 and Note 7, “Income Taxes,” to our condensed consolidated financial statements included in Part I, Item 1 of this report.

Previous wording

The Happy Valley Casino in Pennsylvania is expected to open in early 2026. This casino, which is 112 miles from Rocky Gap, is expected to increase competition for Rocky Gap and could have a negative impact on our results of operations in Maryland. We believe our marketing efforts to surrounding areas such as Baltimore and Washington D.C., and the other non-casino amenities that our property offers such as our golf course will minimize the potential impact of this competitor on Rocky Gap's performance.

Current wording

The Happy Valley Casino in Pennsylvania opened in late April 2026. This casino, which is 112 miles from Rocky Gap, is expected to increase competition for Rocky Gap and could have a negative impact on our results of operations in Maryland. We believe our marketing efforts to surrounding areas such as Baltimore and Washington, D.C. and the other non-casino amenities that our property offers, such as our golf course, will minimize the potential impact of this competitor on Rocky Gap's performance.

Previous wording

East – Increased net operating revenue was primarily due to increased pari-mutuel revenue at our Mountaineer property and increased gaming and hotel revenue at our Rocky Gap property, offset by decreased gaming revenue at Mountaineer and increased promotional allowances at Rocky Gap. The increased hotel revenue at Rocky Gap was partially due to increases in room rates. Increased operating costs and expenses were due to increased payroll expense.

Current wording

Winter weather negatively impacted the properties during the three months ended March 31, 2025. Increased net operating revenue was primarily due to increased gaming revenue at our Rocky Gap property as a result of increased visitation and decreased promotional allowances and increased iGaming revenue at our Mountaineer property. Increased operating costs and expenses were due to increased payroll and gaming-related expenses.

Previous wording

We partner with sports betting operators that conduct sports wagering at our Colorado, West Virginia and Nevada locations. Each agreement with the sports betting operators provides for a share of net gaming revenue, and the Colorado agreement also provides for a minimum revenue guarantee each year. In addition, we operate internet and mobile interactive gaming applications in West Virginia with two iGaming partners. The agreements provide for a share of net iGaming revenue. Sports betting in Missouri was approved by voters in November 2024, and we have partnered with BetMGM to conduct online sports betting at our Missouri casinos with an option for a retail sportsbook. Sports betting is expected to begin in Missouri on December 1, 2025.

Current wording

We partner with sports betting operators that conduct sports wagering in Colorado and Missouri. Each agreement with the sports betting operators provides for a share of net gaming revenue with a minimum revenue guarantee each year. We have partnered with BetMGM to operate a sports book at Cape Girardeau and an online and mobile sports betting application under our license in Missouri. Sports betting began in Missouri on December 1, 2025.

Previous wording

A reconciliation of net earnings attributable to Century Casinos, Inc. shareholders to Adjusted EBITDAR for this reportable segment can be found in the “Non-US GAAP Measures Definitions and Calculations – Adjusted EBITDAR” discussion above.

Current wording

A reconciliation of Adjusted EBITDAR to net earnings attributable to Century Casinos, Inc. shareholders for this reportable segment can be found in the “Non-GAAP Measures Definitions and Calculations – Adjusted EBITDAR” discussion above.

Previous wording

In February 2023, the AGLC, Alberta’s gaming regulatory agency, approved a temporary increase from 15% of slot machine net sales retained by casinos to 17% effective from April 1, 2023 through March 31, 2025. In December 2024, the temporary increase was extended through March 31, 2026.

Current wording

In February 2023, the AGLC, Alberta’s gaming regulatory agency, approved a temporary increase from 15% of slot machine net sales retained by casinos to 17%, which was extended in January 2026 through March 31, 2029.

Previous wording

A competitor is requesting to relocate their casino from a city about 50 miles southeast of Edmonton to south Edmonton, approximately 11 miles from our Century Mile property. Additional approvals are needed before the project begins and we anticipate construction could take approximately two years if the project is approved. An increase in competitors to the Edmonton market and near our Century Mile property could lead to a decrease in visitors at our casinos and have a negative impact on our results of operations in Canada.

Current wording

A competitor has received conditional approval to relocate its casino from Camrose, Alberta, to south Edmonton, approximately 11 miles from our Century Mile property. We anticipate the casino will open in 2027 once construction is complete and final approvals are received. An increase in competitors to the Edmonton market and near our Century Mile property could lead to a decrease in visitors at our casinos and have a negative impact on our results of operations in Canada.

Previous wording

Results in US dollars were impacted by a (1.0%) and (2.9%) decrease in the average exchange rate between the US dollar and Canadian dollar for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024, respectively.

Current wording

Results in US dollars were impacted by a 4.4% increase in the average exchange rate between the US dollar and Canadian dollar for the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

Previous wording

Net operating revenue and operating costs and expenses remained relatively constant.

Current wording

Net operating revenue increased due to increased gaming revenue at our St. Albert, Century Downs and Century Mile properties and increased food and beverage revenue at our St. Albert property, offset by decreased pari-mutuel revenue at our Century Downs property. Net operating revenue at our Edmonton property remained relatively constant. Operating costs and expenses remained relatively constant.

Previous wording

(2)The Wroclaw casino reopened at a new location following the closure. We were awarded a second license in Wroclaw in March 2025 and expect to open the second casino in Wroclaw in January 2026.

Current wording

We were awarded a second license in Wroclaw in March 2025, and the casino opened in February 2026.

Previous wording

Results in US dollars were impacted by a 6.5% and 4.1% increase in the average exchange rate between the US dollar and Polish zloty for the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024, respectively.

Current wording

Results in US dollars were impacted by a 9.6% increase in the average exchange rate between the US dollar and Polish zloty for the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

Previous wording

Net operating revenue decreased primarily due to the closure of the casino at the Hilton Hotel in Warsaw, which was partially offset by increased revenue at the Warsaw Presidential Hotel and increased revenue at the casino in Wroclaw that reopened in October 2024. Operating costs and expenses decreased due to decreased gaming-related expenses and decreased payroll expense, primarily due to the closure of the casino at the Hilton Hotel in Warsaw.

Current wording

Net operating revenue decreased primarily due to the closure of the casino at the Hilton Hotel in Warsaw, which was partially offset by increased revenue at the Warsaw Presidential Hotel, the casino in Katowice and the casinos in Wroclaw. Operating costs and expenses decreased due to decreased gaming-related expenses and decreased payroll and rent expense, primarily due to the closure of the casino at the Hilton Hotel in Warsaw.

Previous wording

Total operating costs and expenses, including general and administrative expenses, for the three months ended September 30, 2025 increased due to increased stock compensation expense. Total operating costs and expenses for the nine months ended September 30, 2025 decreased primarily due to lower accounting and insurance costs offset by increased stock compensation expense. Net loss attributable to Century Casinos, Inc. shareholders is driven primarily by interest expense under the Goldman Credit Agreement.

Current wording

Total operating costs and expenses, including general and administrative expenses, increased primarily due to increased legal and accounting expenses offset by decreased insurance and payroll costs. Net loss attributable to Century Casinos, Inc. shareholders is driven primarily by interest expense under the Goldman Credit Agreement.

Previous wording

Corporate and Other is presented for reconciliation purposes only in the reconciliation of net loss attributable to Century Casinos, Inc. shareholders to Adjusted EBITDAR for this segment can be found in the “Non-US GAAP Measures Definitions and Calculations – Adjusted EBITDAR” discussion above.

Current wording

Corporate and Other is presented for reconciliation purposes only. A reconciliation of net loss attributable to Century Casinos, Inc. shareholders to Adjusted EBITDAR for this segment can be found in the “Non-US GAAP Measures Definitions and Calculations – Adjusted EBITDAR” discussion above.

Previous wording

Interest expense is directly related to interest owed on the borrowings under our Goldman Credit Agreement, the UniCredit Term Loan, CPL’s credit facility, our financing obligation under the Master Lease with VICI PropCo, deferred financing costs and our finance lease agreements. Interest expense in the United States and Canada reportable segments primarily relates to the Master Lease. Interest expense in the Corporate and Other segment primarily relates to the Goldman Credit Agreement.

Current wording

Interest expense is directly related to interest owed on the borrowings under our Goldman Credit Agreement, the UniCredit Term Loan, the CPL Credit Facility, the CPL Credit Agreement, our financing obligation under the Master Lease with VICI PropCo, deferred financing costs and our finance lease agreements. Interest expense in the US East, US Midwest and Canada reportable segments primarily relates to the Master Lease. Interest expense in Corporate and Other primarily relates to the Goldman Credit Agreement.

Previous wording

(Loss) gain on foreign currency transactions, cost recovery income and other

Current wording

Gain on foreign currency transactions, cost recovery income and other

Previous wording

Cost recovery income is related to infrastructure built during the development of CDR. The infrastructure was built by the non-controlling shareholders prior to our acquisition of our controlling ownership interest in CDR. Cost recovery income of $1.0 million was received by CDR for the nine months ended September 30, 2025 related to infrastructure built during the development of the Century Downs REC project. The distribution to CDR’s non-controlling shareholders is part of an agreement between CRM and CDR. Cost recovery income of $1.1 million was received by CDR for the nine months ended September 30, 2024.

Current wording

Cost recovery income relates to infrastructure built during the development of the Century Downs REC project. The infrastructure was built by the non-controlling shareholders prior to our acquisition of our controlling ownership interest in CDR. The distribution to CDR’s non-controlling shareholders is part of an agreement between CRM and CDR. There was no cost recovery income received by CDR for the three months ended March 31, 2026 and 2025.

Previous wording

Income tax expense is recorded relative to the jurisdictions that recognize book earnings. During the nine months ended September 30, 2025, we recognized income tax expense of $2.2 million on pre-tax loss of ($35.7) million, representing an effective income tax rate of (6.0%) compared to an income tax expense of $25.3 million on pre-tax loss of ($32.1) million, representing an effective income tax rate of (78.7%) for the same period in 2024. For further discussion of our effective income tax rates and an analysis of our effective income tax rate compared to the US federal statutory income tax rate, see Note 7, “Income Taxes,” to our condensed consolidated financial statements included in Part I, Item 1 of this report.

Current wording

Income tax expense is recorded relative to the jurisdictions that recognize book earnings. During the three months ended March 31, 2026, we recognized income tax expense of $0.9 million on pre-tax loss of ($13.9) million, representing an effective income tax rate of (6.6%) compared to an income tax expense of $0.5 million on pre-tax loss of ($18.4) million, representing an effective income tax rate of (2.6%) for the same period in 2025. For further discussion of our effective income tax rates and an analysis of our effective income tax rate compared to the US federal statutory income tax rate, see Note 7, “Income Taxes,” to our condensed consolidated financial statements included in Part I, Item 1 of this report.

Previous wording

(1)Cash, cash equivalents and restricted cash as of September 30, 2025 and 2024 included $0.2 million and $11.0 million, respectively, of cash previously funded by VICI PropCo that had not been spent on our Caruthersville project as of such date.

Current wording

(1)Cash, cash equivalents and restricted cash as of March 31, 2025 included $1.9 million of cash previously funded by VICI PropCo that had not been spent on our Caruthersville project as of such date.

Previous wording

Net cash used in investing activities for the nine months ended September 30, 2025 consisted of $0.7 million for a casino license in Poland, $2.5 million in slot machines and gaming related purchases for our US properties, $0.7 million for exterior renovations at our Cripple Creek property in Colorado, $0.7 million in exterior renovations at Mountaineer in West Virginia, $0.2 million for bar renovations at Rocky Gap in Maryland, $3.8 million for our casino project in Caruthersville, Missouri, $3.4 million in elevator upgrades at the Nugget in Nevada, $0.7 million in racing related updates at Century Downs and $0.7 million in exterior renovations at St. Albert in Canada, $1.0 million to renovate the new Wroclaw casino and $0.3 million to renovate the Bielsko-Biala casino in Poland, and $3.4 million in other fixed asset additions at our properties, offset by $0.2 million collected on a note receivable and $0.1 million in proceeds from the disposal of assets.

Current wording

Net cash used in investing activities for the three months ended March 31, 2025 consisted of $0.7 million for a casino license in Poland, $0.7 million in slot machines and gaming-related purchases for our US properties, $0.6 million for exterior renovations at our Cripple Creek property in Colorado, $0.9 million in exterior renovations at Mountaineer in West Virginia, $0.8 million for our casino project in Caruthersville, $2.0 million in elevator upgrades at the Nugget in Nevada, $0.3 million in racing related updates at Century Downs and $0.3 million in exterior renovations at St. Albert in Canada, and $1.2 million in other fixed asset additions at our properties, offset by less than $0.1 million in proceeds from the disposal of assets.

Previous wording

Net cash used in financing activities for the nine months ended September 30, 2025 consisted of $6.6 million in distributions to non-controlling interests, $2.5 million to repurchase and retire shares of our common stock and $1.6 million of principal payments net of proceeds from borrowings.

Current wording

Net cash used in financing activities for the three months ended March 31, 2026 consisted of $2.0 million in distributions to non-controlling interests, $0.4 million to repurchase and retire shares of our common stock and $0.9 million of principal payments net of proceeds from borrowings.

Previous wording

As of September 30, 2025, our total debt under bank borrowings and other agreements, net of $9.4 million related to deferred financing costs, was $329.3 million, of which $321.3 million was long-term debt and $8.0 million was the current portion of long-term debt. The current portion relates to payments due within one year under our Goldman Credit Agreement, CPL Credit Facility, and the UniCredit Term Loan. Our Goldman Credit Agreement provides for a $350.0 million Term Loan, drawn in April 2022, and a $30.0 million Revolving Facility. No amounts are currently outstanding under the Revolving Facility. The CPL Credit Facility is a PLN 15.0 million ($4.1 million based on the exchange rate in effect on September 30, 2025) line of credit available through June 2026. For a description of our debt agreements, see Note 4, “Long-Term Debt” to our condensed consolidated financial statements included in Part I, Item 1 of this report. Net Debt was $261.1 million as of September 30, 2025 compared to $220.9 million as of September 30, 2024. The increase in net debt is primarily due to decreased cash. For the definition and reconciliation of Net Debt to the most directly comparable US GAAP measure, see “Non-US GAAP Measures Definitions and Calculations – Net Debt” above.

Current wording

As of March 31, 2026, our total debt under bank borrowings and other agreements, net of $8.1 million related to deferred financing costs, was $328.6 million, of which $321.6 million was long-term debt and $7.0 million was the current portion of long-term debt. The current portion relates to payments due within one year under our Goldman Credit Agreement, CPL Credit Facility, and the CPL Credit Agreement. Our Goldman Credit Agreement provides for a $350.0 million Term Loan, drawn in April 2022, and a $30.0 million Revolving Facility. No amounts are currently outstanding under the Revolving Facility. The CPL Credit Facility is a PLN 15.0 million ($4.0 million based on the exchange rate in effect on March 31, 2026) line of credit available through June 2026. We intend to repay the CPL Credit Facility and the current portion of our other debt obligations with available cash. If opportunities to repurchase debt at a discount are offered, as occurred in February 2024, we may undertake such repurchases. We also may seek to refinance our debt if market conditions allow. For a description of our debt agreements, see Note 4, “Long-Term Debt” to our condensed consolidated financial statements included in Part I, Item 1 of this report. Net Debt was $276.7 million as of March 31, 2026 compared to $254.9 million as of March 31, 2025. The increase in net debt is primarily due to decreased cash. For the definition and reconciliation of Net Debt to the most directly comparable US GAAP measure, see “Non-US GAAP Measures Definitions and Calculations – Net Debt” above.

Previous wording

As of September 30, 2025, estimated cash payments due under the Master Lease for the remainder of 2025 are $15.5 million, which includes a CPI increase and a portion of the deferred Caruthersville rent increase. We have elected to defer the cash payments of $4.2 million in annual increased rent related to the Caruthersville project for 12 months and the deferred rent will be paid over a six month period beginning in December 2025. Estimated cash payments to the non-controlling partners under the lease between Smooth Bourbon and Nugget (the “Nugget Lease”) for the remainder of 2025 are $2.0 million.

Current wording

As of March 31, 2026, estimated cash payments due under the Master Lease for the remainder of 2026 are $49.1 million, which includes a CPI increase and a portion of the deferred Caruthersville rent increase being repaid through May 2026. Cash payments to the non-controlling interests under the lease between Smooth Bourbon and the Nugget (the “Nugget Lease”) for 2026 are estimated to be $6.1 million.

Previous wording

The following table details cash payments under the Master Lease and 50% of the cash payments under the Nugget Lease for the three and nine months ended September 30, 2025 and three and nine months ended September 30, 2024.

Current wording

The following table details cash payments under the Master Lease and 50% of the cash payments under the Nugget Lease for the three months ended March 31, 2026 and three months ended March 31, 2025.

Previous wording

The previous 10b5-1 plan announced May 14, 2025, expired by its terms on July 31, 2025. Our current 10b5-1 trading plan was announced on August 11, 2025. The current plan authorized the repurchase of up to $2.5 million of shares of our outstanding common stock and expires by its terms on December 31, 2025. During the nine months ended September 30, 2025, we repurchased and retired 1,029,657 shares of our common stock for $2.5 million on the open market under the Plans. The total amount remaining under the current plan was $1.5 million as of September 30, 2025. We intend to engage in additional stock repurchases. See Part II, Item 2 of this report for additional details.

Current wording

The Plan announced May 14, 2025 expired by its terms on July 31, 2025, and the Plan announced August 11, 2025 expired by its terms on December 31, 2025. Our current Plan was announced on January 2, 2026. The current Plan authorizes the repurchase of up to $1.5 million of shares of our outstanding common stock and expires by its terms on May 10, 2026. During the three months ended March 31, 2026, we repurchased and retired 275,673 shares of our common stock for $0.4 million on the open market under the Plan. We intend to engage in additional stock repurchases through our current Plan that expires in May 2026 and also may undertake additional stock repurchases in the future. See Part II, Item 2 of this report for additional details.

Previous wording

Historically, our primary source of liquidity and capital resources has been cash flow from operations. As of September 30, 2025, we had $77.7 million in cash and cash equivalents compared to $98.8 million in cash and cash equivalents at December 31, 2024. Cash and cash equivalents decreased primarily due to net cash used in investing activities of $17.8 million as discussed in “Investing Activities” above, including capital expenditures. We estimate that we have spent approximately 84% of our planned capital expenditures for 2025 through September 30, 2025. Remaining capital expenditures for 2025 are estimated to be approximately $3.2 million. Poland is negotiating a loan with mBank for PLN 4.0 million ($1.1 million based on the exchange rate in effect on September 30, 2025) for construction financing for the new casino in Wroclaw. We opened the new land-based casino and hotel at Century Casino Caruthersville on November 1, 2024. The project cost approximately $51.9 million and was funded with financing provided by VICI PropCo in conjunction with the Master Lease. We estimate approximately$0.2 million in remaining cash payments related to the Caruthersville project will be paid in 2025.

Current wording

Historically, our primary source of liquidity and capital resources has been cash flow from operations. As of March 31, 2026, we had $60.0 million in cash and cash equivalents compared to $68.9 million in cash and cash equivalents at December 31, 2025. Financing activities of $3.3 million and investing activities of $2.7 million contributed to the decrease in cash and cash equivalents as discussed in “Financing Activities” and “Investing Activities” above. Remaining capital expenditures for 2026 are estimated to be approximately $11.6 million.