Bally's Corp
For the period ended Dec 31, 2025. Filed Mar 23, 2026.
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FY2025 · Filed Mar 23, 2026
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Goodwill and Intangible Assets
- GOODWILL AND INTANGIBLE ASSETS
2025 Annual Impairment Assessment
As of October 1, 2025 (Successor), the Company performed its annual impairment assessment of goodwill and long lived assets
for all reporting units and asset groups. Each individual property within the Casinos & Resorts operating segment is determined
to be its own reporting unit and asset group. The reporting unit for the North America Interactive operating segment is the
operating segment. The reporting units for the Bally's Intralot B2C and Bally's Intralot B2B operating segments are grouped at
the geographical level.
The Company performed a quantitative test of a reporting unit and a long lived asset group within its Bally's Intralot B2B
operating segment due to declining projected cash flows in its licensing business. The carrying value of the reporting unit and
asset group exceeded their respective fair values, resulting in animpairment charge of$181.6 million. The goodwill within the
reporting unit wasimpaired by$72.5 million, and the fair value was determined through a discounted cash flow approach. The
valuation utilized level 3 inputs including projected cash flows, a market-based weighted average cost of capital (“WACC”) of
25% and a long term growth rate of 2%. The long lived assets within the group consisted of a licensing asset, which was
impaired by$109.1 million. The fair value of the asset group was determined using a relief from royalty method, which is a
discounted cash flow approach and utilized level three inputs including projected cash flows, a royalty rate of 19%, a WACC of
23%, and the Company’s estimates for probability of continuing use of the licensing asset.
For four indefinite lived gaming licenses in the Casinos & Resorts segment, the Company determined the useful life was no
longer indefinite, and the useful life was updated to be finite lived. In accordance with ASC 350, upon re-assessing the assets
as finite lived, an impairment test was performed. The Company valued the gaming licenses using the Greenfield Method under
the income approach which estimates the fair value of the gaming license using a discounted cash flow model assuming the
Company built a new casino with similar utility to that of the existing casino. Level 3 inputs to the valuation include estimating
projected revenues and operating cash flows, including terminal growth rates of 2%, estimated construction costs, and pre-
opening expenses and are discounted at a WACC of 10% forfour licenses. The fair values of the four gaming licenses exceeded
their respective carrying values and no impairment was recorded.
For all other reporting units, indefinite lived intangible assets and long lived asset groups, the Company performed a qualitative
analysis for the annual assessment of goodwill (commonly referred to as “Step Zero”). From a qualitative perspective, in
evaluating whether it is more likely than not that the fair value of a reporting unit exceeds its carrying amount, relevant events
and circumstances are taken into account, with greater weight assigned to events and circumstances that most affect the fair
value or the carrying amounts of its assets. Items that were considered included, but were not limited to, the following:
macroeconomic conditions, industry and market conditions and overall financial performance, and the most recent quantitative
assessment performed for the reporting unit. After assessing these and other factors, the Company determined that it was more
likely than not that the fair value of the reporting units subject to the qualitative assessment exceeded their carrying amounts as
of October 1, 2025 (Successor). If future results vary significantly from current estimates and related projections, the Company
may be required to record impairment charges.
2025 Interim Impairment
During the fourth quarter of 2025, the UK announced an increase of the remote gaming duty tax from 21% to 40%, effective in
April 2026. As a result of this announcement, the Company identified a triggering event to assess impairment at a reporting unit
within its Bally's Intralot B2C operating segment and performed a quantitative test for impairment. The estimated fair value of
the reporting unit was determined through a combination of a discounted cash flow model and market-based approach, which
utilized inputs including future cash flow projections for the reporting units, terminal growth rates of 3%, and discount rates of
12.0%. The result of this assessment did not result in any impairment as fair value exceeded carrying value. If future results
significantly vary from current estimates and related projections, the Company may be required to record impairment.
2024 Annual Impairment Assessment
As of October 1, 2024 (Predecessor), the Company performed its annual impairment assessment of goodwill and long lived
assets for all reporting units and asset groups. Each individual property within the Casinos & Resorts operating segment is
determined to be its own reporting unit and asset group. The reporting units for the North America Interactive and Bally's
Intralot B2C operating segments are the operating segments.
The Company performed a quantitative test of goodwill for its Bally's Intralot B2C reporting unit and one reporting unit within
the Casinos & Resorts operating segment and determined that the fair value of the reporting units exceeded their respective
carrying amounts and thus, there was no impairment. The estimated fair value of the reporting units were determined through a
combination of a discounted cash flow model and market-based approach, which utilized Level 3 inputs including future cash
flow projections for the reporting units, terminal growth rates of 3% and discount rates of 15% and 11%. If future results
significantly vary from current estimates and related projections, the Company may be required to record impairment charges.
For the North America Interactive reporting unit and all other reporting units within the Casinos & Resorts segment with
goodwill, the Company performed a qualitative analysis for the annual assessment of goodwill (commonly referred to as “Step
Zero”). From a qualitative perspective, in evaluating whether it is more likely than not that the fair value of a reporting unit
exceeds its carrying amount, relevant events and circumstances are taken into account, with greater weight assigned to events
and circumstances that most affect the fair value or the carrying amounts of its assets. Items that were considered included, but
were not limited to, the following: macroeconomic conditions, industry and market conditions and overall financial
performance, and the most recent quantitative assessment performed for the reporting unit. After assessing these and other
factors, the Company determined that it was more likely than not that the fair value of the reporting units subject to the
qualitative assessment exceeded their carrying amounts as of October 1, 2024 (Predecessor). If future results vary significantly
from current estimates and related projections, the Company may be required to record impairment charges.
For four indefinite lived gaming licenses in the Casinos & Resorts segment, the Company determined it had an indicator of
impairment based on declines in actual or projected results compared to those projected when the gaming licenses were
originally valued at acquisition. The Company valued the gaming licenses using the Greenfield Method under the income
approach which estimates the fair value of the gaming license using a discounted cash flow model assuming the Company built
a new casino with similar utility to that of the existing casino. Level 3 inputs to the valuation include estimating projected
revenues and operating cash flows, including terminal growth rates between 2% and 3%, estimated construction costs, and pre-
opening expenses and is discounted at a market-based WACC, which was between 10% and 11% for three licenses. The fair
values of three of the four gaming licenses were below their respective carrying values and the Company recorded a combined
impairment loss of$38.6 million. The fair value of the fourth gaming license exceeded its carrying value.
For all other indefinite lived intangible assets, the Company performed a qualitative assessment of impairment and determined
that it was more likely than not that the fair values of all assets exceed their carrying values as of October 1, 2024 (Predecessor).
If future results vary significantly from current estimates and related projections, the Company may be required to record
impairment charges.
2024 Interim Impairment
During the fourth quarter of 2024 (Predecessor), the Company divested a component within the Bally's Intralot B2B operating
segment (refer to Note 3 “Related Party Transactions” for further information). As a result of this divestiture, the Company
allocated goodwill on a relative fair value basis to the divested component which also triggered the need for an interim
impairment assessment. The Company estimated the fair value of the reporting units using both income and market-based
approaches. Specifically, the Company applied the discounted cash flow (“DCF”) method under the income approach. The
Company relied on the present value of expected future cash flows, including terminal value, utilizing a market-based WACC
determined separately for the reporting unit as of the valuation date. The determination of fair value under the DCF method
involved the use of significant Level 3 inputs and assumptions, including revenue growth rates driven by expected future
activity, operating margins, capital expenditures, working capital requirements, tax rates, terminal growth rates of 3%, and a
discount rate of 16%. The fair value of the reporting unit exceeded its carrying value and thus no impairment was recorded. The
Company allocated$20.7 million to the component that was divested, which was subsequently de-recognized.
As a result of this divestiture, the Company identified a triggering event related to a long lived asset group within its Bally's
Intralot B2B operating segment. The triggering event was the result of the expected future cash flows of the asset group being
below the carrying value of the long lived assets and therefore, a quantitative impairment analysis was performed. The fair
value of the intangible assets were determined using a relief from royalty method, which utilized Level 3 inputs and was
exceeded by the carrying value, indicating an impairment. Inputs to the valuation included revenue projections derived from the
intangible assets, a discount rate of 16% and royalty rates between 3% and 12%. As a result of the analysis, the Company
recorded an aggregate$197.5 million impairment charge in its Bally's Intralot B2B operating segment. The Company allocated
the loss first to intangible assets, in the amount of$125.9 million, and then the residual of$71.6 million to goodwill. These
charges are recorded within “Impairment charges” in the consolidated statements of operations.
The change in carrying value of goodwill by reportable segment for theperiod from February 8, 2025 to December 31, 2025
(Successor), theperiod from January 1, 2025 to February 7, 2025 (Predecessor) and the year ended December 31,2024
(Predecessor) is as follows:
| (in thousands) | Casinos & Resorts(3)(4) | Bally's Intralot B2B | Bally's Intralot B2C | North America Interactive | Corporate & Other | Total |
|---|---|---|---|---|---|---|
| Goodwill as of December 31, 2023 (Predecessor)(1)(3) | $313,493 | $— | $1,586,590 | $35,720 | $— | $1,935,803 |
| Goodwill from current year business combinations | — | — | 1,176 | — | — | 1,176 |
| Effect of foreign exchange | — | (3,390) | (40,810) | (334) | — | (44,534) |
| Purchase accounting adjustments on prior year business combinations | (208) | — | — | — | — | (208) |
| Current year divestiture | — | — | (20,657) | — | — | (20,657) |
| Reporting unit re-allocation | — | 158,733 | (158,733) | — | — | — |
| Impairment charges | — | (71,636) | — | — | — | (71,636) |
| Goodwill as of December 31, 2024 (Predecessor)(1)(2)(4) | 313,285 | 83,707 | 1,367,566 | 35,386 | — | 1,799,944 |
| Effect of foreign exchange | — | (97) | (11,171) | — | — | (11,268) |
| Goodwill as of February 7, 2025 (Predecessor)(1)(2)(4) | $313,285 | $83,610 | $1,356,395 | $35,386 | $— | $1,788,676 |
| Goodwill as of February 8, 2025 (Successor) | 612,191 | 86,008 | 630,252 | 56,845 | 205,352 | 1,590,648 |
| Goodwill from current period business combinations | — | 977,338 | 785,888 | — | — | 1,763,226 |
| Current year measurement period adjustments | 7,922 | (21,219) | 20,875 | 324 | 47,936 | 55,838 |
| Goodwill measurement period segment re-allocation | 21,942 | 11,416 | 235,834 | (57,169) | (212,023) | — |
| Impairment charges | — | (72,497) | — | — | — | (72,497) |
| Effect of foreign exchange | — | 13,133 | 82,545 | — | — | 95,678 |
| Goodwill as of December 31, 2025 (Successor)(5)(6) | $642,055 | $994,179 | $1,755,394 | $— | $41,265 | $3,432,893 |
(1)Amounts are shown net of accumulated goodwill impairment charges of$5.4 million and$140.4 million for Casinos & Resorts and North America
Interactive, respectively.
(2)Amounts are shown net of accumulated goodwill impairment charges of$71.6 million for Bally's Intralot B2B.
(3)As of December 31, 2023 (Predecessor), amounts shown include$50.4 million of goodwill associated with reporting units with negative carrying value.
(4)As of February 7, 2025 (Predecessor) and December 31, 2024 (Predecessor), amounts shown include$59.2 million of goodwill associated with reporting
units with negative carrying value.
(5)As of December 31, 2025 (Successor), amounts shown include$115.8 million of goodwill associated with reporting units with negative carrying value.
(6)Amounts are shown net of accumulated goodwill impairment charges of$73.3 million for Bally's Intralot B2B.
The change in intangible assets, net for theperiod from February 8, 2025 to December 31, 2025 (Successor), theperiod from
January 1, 2025 to February 7, 2025 (Predecessor) and the year ended December 31,2024 (Predecessor) is as follows (in
thousands):
| Intangible assets, net as of December 31, 2023 (Predecessor) | $1,871,428 |
|---|---|
| Derecognition of Commercial rights - Sinclair | (202,572) |
| Effect of foreign exchange | (24,871) |
| Impairment charges | (164,486) |
| Capitalized software | 48,392 |
| Other intangibles acquired | 3,059 |
| Intangible assets disposed | (2,074) |
| Less: Amortization of intangible assets | (221,533) |
| Intangible assets, net as of December 31, 2024 (Predecessor) | $1,307,343 |
| Effect of foreign exchange | (3,662) |
| Capitalized software | 3,054 |
| Less: Amortization of intangible assets | (14,765) |
| Intangible assets, net as of February 7, 2025 (Predecessor) | $1,291,970 |
| Intangible assets, net as of February 8, 2025 (Successor) | $1,941,245 |
| Additions from current year business combinations | 828,235 |
| Measurement period adjustments | (47,542) |
| Impairment charges | (109,123) |
| Additions in current period(1) | 503,813 |
| Capitalized software | 31,214 |
| Effect of foreign exchange | 72,664 |
| Less: Amortization of intangible assets | (219,523) |
| Intangible assets, net as of December 31, 2025 (Successor) | $3,000,983 |
(1)Amount includes$500.0 million acquisition of New York gaming license. Refer to Note 19 “Commitments and Contingencies” for further information.
The Company’s identifiable intangible assets consist of the following:
| Weightedaverageremaining life(in years) · December 31, 2025 (Successor) | ||||
|---|---|---|---|---|
| (in thousands, except years) · Gross Carrying Amount · AccumulatedAmortization · Net | ||||
| Amortizable intangible assets: | ||||
| Gaming licenses | 14.4 | $1,279,780 | $(43,882) | $1,235,898 |
| Customer relationships | 11.0 | 588,320 | (91,471) | 496,849 |
| Developed technology | 8.7 | 535,530 | (53,724) | 481,806 |
| Backlog | 7.8 | 297,551 | (8,554) | 288,997 |
| Trade names | 11.8 | 144,801 | (8,628) | 136,173 |
| Licensing asset | 6.1 | 34,902 | (1,384) | 33,518 |
| Internally developed software | 4.1 | 31,214 | (1,351) | 29,863 |
| Other | 9.6 | 25,412 | (5,533) | 19,879 |
| Total amortizable intangible assets | 2,937,510 | (214,527) | 2,722,983 | |
| Intangible assets not subject to amortization: | ||||
| Trade names | Indefinite | 278,000 | — | 278,000 |
| Total unamortizable intangible assets | 278,000 | — | 278,000 | |
| Total intangible assets, net | $3,215,510 | $(214,527) | $3,000,983 | |
| Weightedaverageremaining life(in years) · December 31, 2024 (Predecessor) | ||||
|---|---|---|---|---|
| (in thousands, except years) · Gross Carrying Amount · AccumulatedAmortization · Net | ||||
| Amortizable intangible assets: | ||||
| Customer relationships | 4.1 | $660,005 | $(272,333) | $387,672 |
| Developed technology | 5.1 | 210,712 | (70,073) | 140,639 |
| Internally developed software | 3.7 | 105,284 | (26,791) | 78,493 |
| Gaming licenses | 5.6 | 47,797 | (19,864) | 27,933 |
| Trade names | 7.0 | 31,723 | (18,032) | 13,691 |
| Hard Rock license | 22.5 | 8,000 | (2,545) | 5,455 |
| Other | 9.6 | 11,473 | (4,918) | 6,555 |
| Total amortizable intangible assets | 1,074,994 | (414,556) | 660,438 | |
| Intangible assets not subject to amortization: | ||||
| Gaming licenses | Indefinite | 546,908 | — | 546,908 |
| Trade Names | Indefinite | 98,784 | — | 98,784 |
| Other | Indefinite | 1,213 | — | 1,213 |
| Total unamortizable intangible assets | 646,905 | — | 646,905 | |
| Total intangible assets, net | $1,721,899 | $(414,556) | $1,307,343 | |
Amortization of intangible assets was approximately$219.5 million,$14.8 million, and$221.5 million for theperiod from
February 8, 2025 to December 31, 2025 (Successor), theperiod from January 1, 2025 to February 7, 2025 (Predecessor) and the
year ended December 31, 2024 (Predecessor), respectively.
Refer to Note 7 “Business Combinations” for further information about the goodwill and intangible balances added from
business combinations. Refer to Note 2 “Summary of Significant Accounting Policies” for intangible assets added through the
Framework Agreement.
The following table shows the remaining amortization expense associated with finite lived intangible assets as of December 31,
2025 (Successor):
| (in thousands) | |
|---|---|
| 2026 | $329,948 |
| 2027 | 328,863 |
| 2028 | 308,473 |
| 2029 | 237,569 |
| 2030 | 178,430 |
| Thereafter | 1,339,700 |
| $2,722,983 | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.