Bally’s Chicago has announced a significant development in their plans for the new casino and resort at the former Tribune Publishing site. This project is poised to become a major entertainment destination in Chicago. Below are the details of their recent announcement regarding the offering of a 25% equity stake in the venture, providing potential investors an opportunity to be part of this landmark project.

(CHICAGO, IL) December 30, 2024 — Bally’s Chicago, Inc. (the “Company” or “BCI” or “Bally’s Chicago”) announced the commencement of its offering of a 25% equity stake in its Chicago casino and resort project. Bally’s Chicago has begun marketing the initial public offering and concurrent private placement of its equity ownership interests (offering by prospectus and information memorandum only). Loop Capital Markets is acting as the sole Placement Agent in the offering. The monies raised are intended to support the funding for Bally’s planned permanent casino and resort, located at the historic former Tribune Publishing site in Chicago, Illinois, and is a key component of the Host Community Agreement (“HCA”) between Bally’s Chicago and the City of Chicago. Qualified Investors under the terms of the HCA, can participate as equity investors in a project that aims to deliver world-class entertainment and generate significant economic impact for the region.

Prospective investors can learn more about the offering by visiting www.ballyschicagoinvest.com. A public offering of securities can be made only through a prospectus declared effective by the Securities and Exchange Commission. Accredited investors participating in the private placement, may do so only through a confidential information memorandum. A registration statement, including a prospectus, relating to the proposed initial public offering has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. The securities to be offered in the proposed initial public offering may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective.

For media inquiries, please contact Bally’s Chicago, Inc. For information about this offering, please contact Loop Capital Markets.

About Bally’s Chicago 

The Bally’s Chicago casino and resort will harness the beauty of the urban Chicago riverfront site, located at 777 W. Chicago Avenue, to create inclusive, dynamic spaces, including plans for a 3,000-seat theater, a 2-acre public park and open outdoor spaces, six restaurants, cafes and a food hall. The lower riverbank will be connected to the property with an approximately 2,000-foot extension of the riverwalk. The casino is being designed to offer space for approximately 3,400 slots, 173 table games and VIP gaming areas, while the hotel tower is being designed to include a large pool spa, fitness center and sun deck, as well as a rooftop restaurant bar to enjoy the Chicago skyline. The planned 500-room hotel tower will now be located on the south end of the site.

The references included herein to the contemplated initial public offering of Bally’s Chicago, Inc. do not constitute an offer of any securities for sale. Such securities may not be sold nor may offers to buy be accepted prior to the time a registration statement filed with the U.S. Securities and Exchange Commission has become effective.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will, “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the uncertainties related to market conditions and the completion of the initial public offering on the anticipated terms or at all, and other factors discussed in the “Risk Factors” section of the registration statement filed with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company’s filings with the SEC, which are available for review at http://www.sec.gov. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof, except as required by federal securities laws.

So what does this mean?

1. Investment Levels with Subordinated Loans:

• Cash Investment: This is the amount of money an investor pays directly.
• Subordinated Loan: This is an additional amount that functions as a loan. A subordinated loan is a type of debt that ranks below other loans or securities in terms of claims on assets or earnings. In the event of liquidation, subordinated loans are paid after other debts have been settled.

Examples:

• 20,000 + 5,000: An investor contributes $20,000 in cash and takes on a $5,000 subordinated loan.
• 22,000 + 2,500: An investor contributes $22,000 in cash and takes on a $2,500 subordinated loan.
• 250 + 24,750: An investor contributes $250 in cash and takes on a $24,750 subordinated loan.
• 25,000 + 0: The investor contributes $25,000 in cash with no subordinated loan attached.

The structure suggests varying degrees of risk and capital commitment. Higher cash contributions might come with fewer or no subordinated loans, reducing the investor’s exposure to debt.

2. Offering Structure:

The offering is divided into four classes of stock: Class A-1, A-2, A-3, and A-4 Interests. Here’s an explanation of these elements:

• Class A Interests: These represent different classes of equity or ownership stakes in the company. Each class might have distinct rights, privileges, or restrictions. Differences could include:
  • Voting Rights: Some classes might have voting power in company decisions, while others might not.
  • Dividend Preferences: Certain classes may have priority when dividends are distributed.
  • Conversion Rights: Some classes may be convertible into another type of equity under specific conditions.
  • Liquidation Preferences: If the company is liquidated, some classes may have priority in asset distribution.

3. Non-Listed Securities:

• Non-Listed: These Class A Interests are not traded on public stock exchanges. This means they are not easily bought or sold on the open market, which can impact liquidity. Investors in these securities often rely on private sales or must wait until the company offers a buyback or another liquidity event.

Summary of Key Points:

• Investment Levels: Investors can choose from various combinations of cash and subordinated loans, impacting their capital structure.
• Class A Interests: Different classes offer distinct features and are not traded publicly, meaning they might have different levels of risk and return.
• Subordinated Loans: These are junior debts that come with a higher risk but might offer higher returns if the company performs well.

This structure allows for flexible investment options, accommodating different risk tolerances and capital availability. It’s important for potential investors to carefully review the terms of each class and understand the implications of subordinated loans before committing to an investment.