(Address
of Principal Executive Offices and Zip Code)
________________________
(i401) i475-8474
(Registrant’s telephone number, including area code)
Not Applicable
(Former
name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
i☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12 (b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
iCommon
stock, $0.01 par value
iBALY
iNew York Stock Exchange
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. i☒
Item
3.02 Unregistered Sales of Equity Securities.
On February 5, 2021, Bally's Corporation acquired Horses Mouth Limited (“SportCaller”) for (1) €20 million in cash and 221,391 Bally’s common shares at closing (subject to adjustment) and (2) up to €10 million in value of additional shares if SportCaller meets certain post-closing performance targets.
The common shares will be issued in reliance on the private offering exemption from registration under Section 4(a)(2) of the Securities Act of 1933. Bally’s has agreed to register the resale of the common shares.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit No.
Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
