PENN Entertainment Inc
For the period ended Dec 31, 2023. Filed Feb 22, 2024.
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FY2023 · Filed Feb 22, 2024
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Table of Contents
PENN ENTERTAINMENT, INC.
TABLE OF CONTENTS
| Page | |
|---|---|
| PART I | |
| Item 1. Business | 1 |
| Item 1A. Risk Factors | 10 |
| Item 1B. Unresolved Staff Comments | 27 |
| Item 1C. Cybersecurity | 27 |
| Item 2. Properties | 30 |
| Item 3. Legal Proceedings | 31 |
| Item 4. Mine Safety Disclosures | 31 |
| PART II | |
| Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 31 |
| Item 6. Reserved | 33 |
| Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations | 33 |
| Item 7A. Quantitative and Qualitative Disclosures About Market Risk | 53 |
| Item 8. Financial Statements and Supplementary Data | 55 |
| Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 119 |
| Item 9A. Controls and Procedures | 119 |
| Item 9B. Other Information | 121 |
| Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections. | 121 |
| PART III | |
| Item 10. Directors, Executive Officers and Corporate Governance | 122 |
| Item 11. Executive Compensation | 122 |
| Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 122 |
| Item 13. Certain Relationships and Related Transactions, and Director Independence | 122 |
| Item 14. Principal Accountant Fees and Services | 122 |
| PART IV | |
| Item 15. Exhibits, Financial Statement Schedules | 122 |
| Signatures | 130 |
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS
This Annual Report on Form 10-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are included throughout the document, including within “Item 1A. Risk Factors,” and relate to the business strategy, prospects and financial position of PENN Entertainment, Inc., together with its subsidiaries (“PENN,” the “Company,” “we,” “our,” or “us”). These statements can be identified by the use of forward-looking terminology such as “expects,” “believes,” “estimates,” “projects,” “intends,” “plans,” “goal,” “seeks,” “may,” “will,” “should,” or “anticipates” or the negative or other variations of these or similar words, or by discussions of future events, strategies or risks and uncertainties. Specifically, forward-looking statements include, but are not limited to, statements regarding: the Company’s anticipated share repurchases; the Company’s expectations of future results of operations and financial conditions, the assumptions provided regarding the guidance, including the scale and timing of the Company’s product and technology investments; the Company’s expectations regarding results, and the impact of competition, in retail/mobile/online sportsbooks, iCasino, social gaming, and retail operations; the Company’s development and launch of its Interactive segment’s products in new jurisdictions and enhancements to existing Interactive segment products, including the content for the ESPN BET and theScore Bet; the benefits of the Sportsbook Agreement between the Company and ESPN; the Company’s expectations regarding its Sportsbook Agreement with ESPN and the future success of its products; the Company’s expectations with respect to the integration and synergies related to the Company’s integration of theScore and the continued growth and monetization of the Company’s media business; the Company’s expectations with respect to the ongoing introduction and the potential benefits of the cashless, cardless and contactless (3C’s) technology; the Company’s development projects, including the prospective development projects; the Company’s ability to obtain financing for the development projects on attractive terms; the timing, cost and expected impact of planned capital expenditures on the Company’s results of operations; and the actions of regulatory, legislative, executive or judicial decisions at the federal, state, provincial or local level with regard to our business and the impact of any such actions.
Such statements are all subject to risks, uncertainties and changes in circumstances that could significantly affect the Company’s future financial results and business. Accordingly, the Company cautions that forward-looking statements contained herein are qualified by important factors that could cause actual results to differ materially from those reflected by such statements. Such factors include: the effects of economic and market conditions that could reduce discretionary spending, our ability to effectively compete in the global entertainment, sports content, and gaming industries, our ability to successfully acquire and integrate new properties and operations, our ability to maintain our gaming licenses and concessions and comply with applicable gaming law, win rates, changes in laws, including increased tax rates, regulations or accounting standards, third-party relations and approvals, risks associated with the collection and retention of data about our customers, employees, suppliers and business partners, and additional factors discussed in “Risk Factors.” In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this Form 10-K may not occur and actual results could differ materially from those anticipated or implied in the forward-looking statements. All forward-looking statements in this Form 10-K are based on information available to us as of the date hereof, such information may be limited or incomplete, and we assume no obligation to update any such forward-looking statements. These statements are inherently uncertain, and investors are cautioned not to unduly rely upon these statements. The following discussion should be read in conjunction with our consolidated financial statements and the accompanying notes contained in this Form 10-K.
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