Item 3.02 Unregistered Sales of Equity Securities.

On January 22, 2021, Bally's Corporation entered into an agreement to acquire Monkey Knife Fight ("MKF") for (1) immediately exercisable penny warrants to purchase up to 984,450 Bally's common shares (subject to adjustment) at closing and (2) contingent penny warrants to purchase up to 787,550 additional Bally's common shares half of which is issuable on each of the first and second anniversary of closing. The contingency relates to MKF's continued operations in jurisdictions in which it operates at closing. The closing is subject to customary closing conditions and is expected to close in the first quarter of 2021.

The warrants 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 issued upon exercise of the warrants.

Item 7.01 Regulation FD Disclosure.

On January 25, 2021, the Company published a press release announcing the MKF agreement described in Item 3.02 above. A copy of the press release is furnished as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits
Exhibit No.               Description
99.1                        Press Release dated January 25, 2021
104                       Cover Page Interactive Data File (embedded within the Inline XBRL
                          document).



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