Bally’s begins modified tender offer to purchase up to $190m of common shares

Bally's has started a modified "Dutch auction" tender offer to purchase its common shares for cash for a maximum aggregate purchase price of $190m. 
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Bally’s Corporation has commenced a modified “Dutch auction” tender offer to purchase its common shares for cash for a maximum aggregate purchase price of $190m. 

Bally’s stated that it will be purchasing the common shares for cash at a price per share of not less than $19.25 nor greater than $22. The tender will expire at midnight, New York City time, on July 22, 2022, unless extended or earlier terminated.

The $190m tender offer was determined by Bally’s board of directors in light of recent capital market changes. The firm expects to return capital to its shareholders in the future, including through its previously announced $350m capital return program.

Once the tender offer expires, Bally’s will specify the lowest price per share within the $19.25 to $22 range that will enable it to purchase the maximum number of its common shares having an aggregate purchase price not exceeding $190m. 

“All shares accepted in the tender offer will be purchased at the same price, which may be higher or lower than the market price immediately prior to or during the tender offer,” Bally’s said in a statement. 

“If the tender offer is fully subscribed, then common shares representing between 16.4% to 18.8% of Bally’s issued and outstanding shares will be purchased, depending on the purchase price payable in the tender offer.”

Bally’s noted that it intends to fund the purchase of shares and to pay the fees and expenses in connection with the offer via cash on hand and existing financial resources, including with borrowings under its revolving credit facility if required.

The group added that hedge fund Standard General – which beneficially owns 21.7% of Bally’s outstanding common shares – and Bally’s directors and executive officers have not determined as of the date of the offer whether or not to tender any of their shares. 

For the offer, Goldman Sachs & Co LLC will act as the lead dealer manager, while Capital One Securities Inc, Truist Securities Inc, and Wells Fargo Securities LLC will be co-dealer managers. MacKenzie Partners Inc will serve as the information agent and American Stock Transfer & Trust Company LLC is acting as the depositary.