Bally's Corp

Our risk factors contained in Part I. Item IA. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025 have undergone no material changes, except for the addition described below.

We may not satisfy the covenants under our Credit Agreement, which could harm our liquidity and have a material adverse effect on our business, financial condition, and results of operations.

Our lenders under the Company’s Revolving Credit Facility have conditionally waived compliance with the consolidated net leverage ratio covenant through the Covenant Waiver Period. The waiver remains subject to the Company’s ongoing satisfaction of certain liquidity maintenance requirements, among other conditions. If we fail to satisfy the waiver conditions or any applicable covenants, absent an additional waiver, our lenders could accelerate the indebtedness under our Credit Agreement. As a result, these matters could have a material adverse effect on our business, financial condition, and results of operations, and raise substantial doubt about our ability to continue as a going concern.