Item 2.01 Completion of Acquisition or Disposition of Assets.
OnJune 3, 2021 , Bally's Corporation ("Bally's") completed its previously announced acquisition of the Tropicana Evansville casino operations from Caesars Entertainment, Inc. The total purchase price was$140 million , subject to customary adjustments, which was funded without any cash outlay. As part of the acquisition, Gaming and Leisure Properties, Inc. ("GLPI"), a publicly traded gaming-focused real estate investment trust ("REIT"), acquired the Evansville casino real estate for$340 million and leased it to Bally's for$28 million per year in rent, subject to escalation.
Item 7.01 Regulation FD.
On
Item 8.01 Other Events.
OnJune 1, 2021 , Bally's acquired Bet.Works Corp ("Bet.Works") for approximately$62.5 million in cash and 2,084,765 of common shares, subject to customary adjustments. Bet.Works shareholders have agreed not to transfer any Bally's common shares prior toJune 1, 2022 and, for the following 12 months, may transfer only up to 1% of Bally's common shares per every 90 days. As ofJune 1, 2021 , Bally's had 44,544,289 common shares outstanding and (1) up to 12,830,730 shares (4,919,006 of which are subject to the satisfaction of performance metrics) issuable upon exercise of options and warrants issued in connection with Bally's strategic partnership with Sinclair; (2) 812,161 common shares issuable upon exercise of penny warrants issued in connection with Bally's acquisition of Monkey Knife Fight; (3) up to 204,779 common shares (based on the exchange rate of €0.82:1 USD and Bally's closing stock of$59.63 , in each case ofJune 2, 2021 ) issuable to SportCaller selling stockholders subject to achievement of certain post-closing performance targets; and (4) 60,000 vested and unexercised stock options at an exercise price of$4.31 per share. Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
The financial statements (if any) required by Item 9.01(a) of Form 8-K will be filed by amendment to this Current Report on Form 8-K no later thanAugust 17, 2021 .
(b) Pro Forma Financial Information.
The pro forma financial statements (if any) required by Item 9.01(b) of Form 8-K will be filed by amendment to this Current Report on Form 8-K no later thanAugust 17, 2021 . (d) Exhibits Exhibit No. Description 99.1 P ress Release dated June 4 , 2021 regarding the Tropican a E vans ville transaction. 99.2 Press Release dated June 1, 2021 regarding the Bet.Works transaction. 104 Cover Page Interactive Data File (embedded within
the Inline XBRL document).
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