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FAIR VALUE MEASUREMENTS
 9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS
The following tables summarize the Company’s assets and liabilities measured at fair value on a recurring basis. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement:
September 30, 2024
(in thousands)Balance Sheet LocationLevel 1Level 2Level 3
Assets:
Cash and cash equivalentsCash and cash equivalents$190,975 $— $— 
Restricted cashRestricted cash89,564 — — 
Convertible loansOther assets— — 4,321 
Investments in equity securitiesOther assets2,440 — — 
Investment in GLPI partnershipOther assets— 14,748 — 
Derivative assets designated as hedging instruments:
Interest rate contractsPrepaid expenses and other current assets— 95 — 
Interest rate contractsOther assets— — — 
Cross currency swapsPrepaid expenses and other current assets— 5,066 — 
Cross currency swapsOther assets— 3,906 — 
Total derivative assets at fair value— 9,067 — 
Total assets$282,979 $23,815 $4,321 
Liabilities:
Contingent considerationOther long-term liabilities$— $— $58,844 
Derivative liabilities not designated as hedging instruments:
Sinclair Performance Warrants
Commercial rights liabilities— — 55,318 
Derivative liabilities designated as hedging instruments:
Interest rate contractsAccrued and other current liabilities— 3,570 — 
Interest rate contractsOther long-term liabilities— 52,452 — 
Cross currency swapsAccrued and other current liabilities— 4,005 — 
Cross currency swapsOther long-term liabilities— 44,429 — 
Total derivative liabilities at fair value— 104,456 55,318 
Total liabilities$— $104,456 $114,162 
December 31, 2023
(in thousands)Balance Sheet LocationLevel 1Level 2Level 3
Assets:
Cash and cash equivalentsCash and cash equivalents$163,194 $— $— 
Restricted cashRestricted cash152,068 — — 
Convertible loansOther assets— — 4,115 
Investments in equity securitiesOther assets3,409 — — 
Investment in GLPI partnershipOther assets— 14,146 — 
Derivative assets designated as hedging instruments:
Interest rate contractsPrepaid expenses and other current assets— 5,356 — 
Cross currency swapsPrepaid expenses and other current assets— 4,174 — 
Cross currency swapsOther assets— 6,477 — 
Total derivative assets at fair value— 16,007 — 
Total assets$318,671 $30,153 $4,115 
Liabilities:
Contingent considerationOther long-term liabilities$— $— $58,580 
Derivatives not designated as hedging instruments
Sinclair Performance WarrantsCommercial rights liabilities— — 44,703 
Derivative liabilities designated as hedging instruments:
Interest rate contractsOther long-term liabilities— 21,492 — 
Cross currency swapsAccrued and other current liabilities— 1,225 — 
Cross currency swapsOther long-term liabilities— 29,376 — 
Total derivative liabilities at fair value— 52,093 44,703 
Total liabilities$— $52,093 $103,283 

The following tables summarize the changes in fair value of the Company’s Level 3 assets and liabilities:
(in thousands)Sinclair Performance WarrantsContingent ConsiderationConvertible Loans
Beginning as of December 31, 2023
$44,703 $58,580 $4,115 
Change in fair value— (1,835)(33)
Ending as of March 31, 2024
$44,703 $56,745 $4,082 
Change in fair value(6,317)1,040 4 
Ending as of June 30, 2024
$38,386 $57,785 $4,086 
Change in fair value16,932 1,059 235 
Ending as of September 30, 2024
$55,318 $58,844 $4,321 
(in thousands)Sinclair Performance WarrantsContingent ConsiderationConvertible Loans
Beginning as of December 31, 2022
$36,987 $8,220 $10,212 
Additions in the period (acquisition fair value)— — 500 
Change in fair value267 1,241 126 
Ending as of March 31, 2023
$37,254 $9,461 $10,838 
Additions in the period (acquisition fair value)— — 500 
Reductions in the period— (9,292)— 
Change in fair value(7,558)(169)136 
Ending as of June 30, 2023
$29,696 $— $11,474 
Additions in the period (acquisition fair value)— 58,580 500 
Change in fair value(4,676)— (1,289)
Ending as of September 30, 2023
$25,020 $58,580 $10,685 

The gains (losses) recognized in the condensed consolidated statements of operations for derivative instruments during the three and nine months ended September 30, 2024 and 2023 are as follows:
Condensed Consolidated Statements of Operations LocationThree Months Ended
September 30,		Nine Months Ended
September 30,
(in thousands)2024202320242023
Derivatives not designated as hedging instruments
Sinclair Performance WarrantsOther non-operating (expense) income, net$(16,932)$4,676 $(10,615)$11,967 
Derivatives designated as hedging instruments
Interest rate contractsInterest expense, net$(3,983)$(443)$(9,678)$(443)
Cross currency swapsInterest expense, net(634)(388)(3,170)(388)

Interest Rate Contracts and Cross Currency Swaps

The fair values of interest rate contracts and cross currency swap assets and liabilities are classified within Level 2 of the fair value hierarchy as the valuation inputs are based on estimates using currency spot and forward rates and standard pricing models that consider the value of future cash flows as of the balance sheet date, discounted to a present value using discount factors that match both the time to maturity and currency of the underlying instruments. These standard pricing models utilize inputs that are derived from or corroborated by observable market data such as interest rate yield curves as well as currency spot and forward rates. Changes in the fair value of these contracts are reported as a component of other comprehensive income (loss).

Sinclair Performance Warrants

Sinclair Performance Warrants are accounted for as a derivative instrument classified as a liability within Level 3 of the hierarchy as the warrants are not traded in active markets and are subject to certain assumptions and estimates made by management related to the probability of meeting performance milestones. These assumptions and the probability of meeting performance targets may have a significant impact on the value of the warrant. The Performance Warrants are valued using an option pricing model, considering the Company’s estimated probabilities of achieving the performance milestones for each tranche. Inputs to this valuation approach include volatility between 40% and 67%, risk free rates between 3.84% and 4.79%, the Company’s common stock price for each period and expected terms between 1.5 and 6.3 years. The fair value is recorded within “Commercial rights liabilities” of the condensed consolidated balance sheets.
Contingent Consideration

Contingent consideration related to acquisitions is recorded at fair value as a liability on the acquisition date and subsequently remeasured at each reporting date, based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The remeasurements are based primarily on the expected probability of achievement of the contingency targets which are subject to management’s estimates. These changes in fair value are recognized within “Other non-operating (expense) income, net” of the condensed consolidated statements of operations.

In connection with the acquisitions of SportCaller and Monkey Knife Fight (“MKF”) in the first quarter of 2021, the Company recorded contingent consideration of $58.7 million. During the second quarter of 2023, the Company, in satisfaction of contingencies related to the respective acquisition agreements, settled the remaining contingent consideration of $9.3 million, comprised of 386,926 immediately exercisable penny warrants, 103,656 shares of Bally’s Corporation common stock and a de minimis payment in cash.

In connection with the acquisition of Bally’s Golf Links on September 12, 2023, the Company recorded contingent consideration, which was valued at $58.8 million as of September 30, 2024. Refer to Note 6 “Business Combinations” for further information.

Convertible Loans

The Company has certain agreements with vendors to provide a portfolio of games to its customers. Pursuant to these agreements, the Company has issued loans to its vendors and has an option to convert the loans to shares of the vendors’ equity, exercisable within a specified time period. The Company recorded instruments within “Other assets” at their fair value. The fair value of the loans to vendors have share values based on unobservable inputs and are classified within Level 3 of the hierarchy, with changes to fair value included within “Other non-operating (expense) income, net” of the condensed consolidated statements of operations.

Investments in Equity Securities

The Company has a long-term investment in an unconsolidated entity which it accounts for under the equity method of accounting. The Company has elected the fair value option allowed by ASC 825, Financial Instruments, with respect to this investment. Under the fair value option, the investment is remeasured at fair value at each reporting period through earnings. The Company measures fair value using quoted prices in active markets that are classified within Level 1 of the hierarchy, with changes to fair value included within “Other non-operating (expense) income, net” of the condensed consolidated statements of operations.

Investment in GLPI Partnership

The Company holds a limited partnership interest in GLP Capital, L.P., the operating partnership of GLPI. The investment is reported at fair value based on Level 2 inputs, with changes to fair value included within “Other non-operating (expense) income, net” of the condensed consolidated statements of operations.

Long-Term Debt

The fair value of the Company’s Term Loan Facility and senior notes are estimated based on quoted prices in active markets and are classified as Level 1 measurements. The fair value of the Revolving Credit Facility approximates its carrying amount as it is revolving, variable rate debt, and is also classified as a Level 1 measurement. In the table below, the carrying amounts of the Company’s long-term debt are net of debt issuance costs and debt discounts. Refer to Note 14 “Long-Term Debt” for further information.
 September 30, 2024
December 31, 2023
(in thousands)Carrying AmountFair ValueCarrying AmountFair Value
Term Loan Facility$1,861,903 $1,809,739 $1,871,330 $1,888,100 
5.625% Senior Notes due 2029
737,988 559,687 736,447 596,250 
5.875% Senior Notes due 2031
721,047 504,394 719,858 570,544