1 state of new jersey 2 casino control commission

1 STATE OF NEW JERSEY

2 CASINO CONTROL COMMISSION

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4 PUBLIC MEETING NO. 21-08-17

5 VIA REMOTE TECHNOLOGY

6 Tuesday, August 17, 2021

7 10:04 a.m. to 3:23 p.m.

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10 The Petition of Premier Entertainment AC, LLC,

11 Bally's Corporation and Twin River Management Group,

12 Inc., for the issuance of a casino license and for

13 various rulings in connection therewith (PRN 1472001)

14 (PRN 2832001) (PRN 3032001)

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17 Certified Court Reporter: M. Darlene Engel

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20 RENZI LEGAL RESOURCES

21 Court Reporting, Videography & Legal Services

22 2277 STATE HIGHWAY #33, SUITE 410

23 HAMILTON SQUARE, NEW JERSEY 08690

24 TEL: (609) 989-9199 TOLL FREE: (800) 368-7652

25 www.RLResources.com No. 406484

2Public Meeting No. 12-08-17 August 17, 2021

www.renziassociates.comRenzi Legal Resources (609) 989-9199

1 B E F O R E :

2 CASINO CONTROL COMMISSION: JAMES T. PLOUSIS, CHAIR

3 ALISA COOPER, VICE CHAIR JOYCE MOLLINEAUX, COMMISSIONER

4PRESENT FOR THE CASINO CONTROL COMMISSION:

5 DARYL W. NANCE, ADMINISTRATIVE ANALYST

6 OFFICE OF THE GENERAL COUNSEL: DIANNA W. FAUNTLEROY, GENERAL COUNSEL/EXECUTIVE

7 SECRETARY

8 DIVISION OF GAMING ENFORCEMENT: DEPUTY ATTORNEYS GENERAL:

9 JORDAN HOLLANDER, DEPUTY ATTORNEY GENERAL

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1 A P P E A R A N C E S :

2 ITEM NO. 1 DIANNA W. FAUNTLEROY, GENERAL COUNSEL JORDAN HOLLANDER, DEPUTY ATTORNEY GENERAL

3 COOPER LEVENSON LLOYD D. LEVENSON, ESQ.

4 LYNNE LEVIN KAUFMAN, ESQ. LUCAS R. LEVENSON, ESQ.

5 FOR: PREMIER ENTERTAINMENT, AC, LLC, BALLY'S CORPORATION AND TWIN RIVER

6 MANAGEMENT GROUP, INC.

7 ITEM NO. 2 DIANNA W. FAUNTLEROY, GENERAL COUNSEL JORDAN HOLLANDER, DEPUTY ATTORNEY GENERAL

8 COOPER LEVENSON LLOYD D. LEVENSON, ESQ.

9 LYNNE LEVIN KAUFMAN, ESQ. LUCAS R. LEVENSON, ESQ.

10 FOR: PREMIER ENTERTAINMENT, AC, LLC, BALLY'S CORPORATION AND TWIN RIVER

11 MANAGEMENT GROUP, INC.

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1 E X H I B I T S :

2 COMMISSION ID

3 C-1 Draft Resolution X

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5 DIVISION EVIDENCE

6 D-1 Report of Division of Gaming X Enforcement dated July 27, 2021, on

7 the Petition of Premier Entertainment AC, LLC, for the

8 issuance of a casino license and on the qualifications of Bally's

9 Corporation and Twin River Management Group, Inc., in

10 connection therewith (PRN 1472001) (Redacted) (72 Pages)

11D-2 Report of Division of Gaming X

12 Enforcement dated July 27, 2021, on the qualifications of Standard RI,

13 LTD, as security holder and entity qualifier and Standard General, LP,

14 as an entity qualifier of Bally's Corporation in connection with the

15 application of Premier Entertainment, AC, LLC, for the

16 issuance of a casino license (Redacted) (11 Pages)

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1 AGENDA PUBLIC MEETING NO. 21-08-17

2 AUGUST 17, 2021, 10:04 A.M.

3 ITEM PAGE VOTE

4 1 Petition of Premier Entertainment AC, 9 192 LLC, Bally's Corporation and Twin River

5 Management Group, Inc., for the issuance of a casino license and for

6 various rulings in connection therewith (PRN 1472001) (PRN 2832001) (PRN

7 3032001) Sworn George T. Papanier 24

8 Stephen H. Capp 56 Michael Monty 98

9 Nicholas J. Polcino, Jr. 1372 Consideration of the application for a 194 197

10 casino key employee license and for qualification of Michael Monty

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Public Meeting No. 12-08-17 August 17, 2021


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1 (Special Public Meeting 21-08-17 was2 commenced at 10:04 a.m.)3 MR. NANCE: Good morning. I'd like to4 read an opening statement:5 This is to advise the general public6 that in compliance with Chapter 231 of the7 public laws of 1975 entitled "Senator Bryon M.8 Baer Open Public Meeting Act," the New Jersey9 Casino Control Commission on August 15th, 2021,

10 filed with the Secretary of State at the State11 House in Trenton a notice of this hearing.12 On August 15th, 2021, copies were mailed13 to subscribers.14 Any member of the public who wish to15 address the Commission will be given the16 opportunity to do so before the Commission17 adjourns for the day.18 Please acknowledge the Pledge of19 Allegiance.20 (The Flag Salute was recited.)21 CHAIR PLOUSIS: Good morning. And thank22 you for your patience with our little bit of23 technical difficulties.24 Welcome everyone who is joining us25 remotely today.

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1 As a measure to mitigate the spread of2 COVID-19 and to protect the health and safety3 of meeting participants as well as members of4 the public interested in this meeting, the5 Commission is continuing to use remote6 collaboration technology for meeting7 participants.8 The public is able to listen through9 access provided on the Commission's website as

10 well as through our YouTube channel. We will11 accept public comments via e-mail. Public12 comments can be sent to: [email protected] state.nj.us. I will repeat that address.14 [email protected] beginning now15 and any time throughout the meeting, ending at16 the time of adjournment.17 This meeting is being transcribed as18 well as recorded, and minutes will be available19 on our website in due course.20 To meeting participant callers, I ask21 that you follow the instructions provided with22 the web link or the audio call-in code and23 place your phones on mute until your matter is24 called. Also please remember to identify25 yourself before speaking. And also if you

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1 could put your computers on mute when you're2 not speaking as well.3 Miss Fauntleroy?4 MS. FAUNTLEROY: Good morning, Mr.5 Chairman.6 Please answer when I call your name for7 the roll, please.8 Commissioner Mollineaux?9 COMMISSIONER MOLLINEAUX: Present.

10 MS. FAUNTLEROY: Vice Chair Cooper?11 VICE CHAIR COOPER: Present.12 MS. FAUNTLEROY: And Chairman Plousis?13 CHAIR PLOUSIS: Present.14 MS. FAUNTLEROY: Thank you.15 Matters discussed in closed session this16 morning included the approval of the hiring of17 Nicholas Bachen to the Research Analyst18 position, Division of Regulatory Affairs,19 Program Analyst and Specialist II band; and the20 hiring of Olga Cayon to the Division of21 Accounting, Finance Analyst, Accounting and22 Finance Analyst II band in the Division of23 Regulatory Affairs.24 We also reviewed and prepped and25 prepared for today's plenary hearing.

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1 ITEM NO. 12 The matter -- are you ready? Okay.3 The first matter for our consideration4 is the Petition of Premier Entertainment AC,5 LLC, Bally's Corporation and Twin River6 Management Group for the issuance of a casino7 license and for various rulings in connection8 therewith.9 CHAIR PLOUSIS: Counsel, will you enter

10 your -- your appearances for the record,11 please?12 MR. HOLLANDER: Good morning, Deputy13 Attorney General Jordan Hollander on behalf of14 the Division of Gaming Enforcement.15 MR. LEVENSON: Good morning. It's Lloyd16 Levenson on behalf of Premier. Also with me on17 screen is Lynne Kaufman, who you know very18 well, and who will be questioning a couple of19 the witnesses. And Lucas Levenson, an20 associate of ours.21 CHAIR PLOUSIS: Thank you.22 At our November 4th, 2020, special23 public meeting, we considered and granted the24 request for Premier Entertainment AC, LLC, Twin25 River Worldwide Holdings, Incorporated, now



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1 ITEM NO. 12 known as Bally's Corporation, and Twin River3 Management Group for interim casino4 authorization and related rulings so they could5 own and operate Bally's Atlantic City Hotel and6 Casino for a nine-month period in accordance7 with the relevant provisions of the Casino8 Control Act and subject to the conditions9 detailed in our resolution.

10 We are here today to determine whether11 the casino license applicant, Premier, and12 related entities, designated individual13 qualifiers, and key qualifiers have established14 by clear and convincing evidence that they meet15 the standards set forth in the Act for casino16 licensure and plenary qualification.17 To assist us in that determination,18 we'll take testimony from witnesses and19 consider the presentations of counsel.20 Before we begin, I understand there are21 several exhibits that have been premarked.22 Mr. Nance?23 MR. NANCE: Chairman, Commissioners, the24 premarked exhibits are as follows.25 The Casino Control Commission at has one

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1 ITEM NO. 12 exhibit premarked as C1 for identification3 only. C1 is a draft resolution.4 The Division of Gaming Enforcement5 submitted two exhibits premarked as D-1 and6 D-2. D-1 is the report of Division of Gaming7 Enforcement dated July 27, 2021, on the8 Petition of Premier Entertainment AC, LLC, for9 the issuance of a casino license and on the

10 qualifications of Bally's Corporation and Twin11 River Management Group in connection therewith,12 PRN 1472001, 72 pages.13 D-2 is the report of the Division of14 Gaming Enforcement dated July 27, 2021, on the15 qualifications of Standard RI, LTD, as security16 qualifier and entity qualifier of Standard17 General, LP, and an entity qualifier of Bally's18 Corporation in connection with the application19 of Premier Entertainment AC, LLC, for the20 issuance of a casino license, 11 pages.21 These are the exhibits that have been22 submitted.23 CHAIR PLOUSIS: If counsel want to be24 heard on the sealing request, and the admission25 of the exhibits into the record?

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1 ITEM NO. 12 MS. KAUFMAN: No.3 MR. LEVENSON: No. I think we have4 entered into an agreement that was presented to5 Dianna.6 Is that true, Jordan?7 MS. KAUFMAN: No. I don't -- I think8 they -- I'm not positive if Dianna has it yet.9 MR. LEVENSON: Okay.

10 MS. KAUFMAN: The Division -- we agreed11 with the Division on all the proposed12 redactions that are either on their way to13 Dianna now or she has them. So if we could14 perhaps visit this after witnesses to make sure15 that -- or after testimony to make sure16 obviously that the General Counsel has had a17 chance to review.18 MS. FAUNTLEROY: Thank you, Mr.19 Chairman. I have not seen that submission yet.20 So I will recommend, as Miss Kaufman indicated,21 that we return to the exhibits in terms of22 granting and considering the sealing request23 and their adoption into the record after we24 break -- or later on this afternoon.25 CHAIR PLOUSIS: Excellent.

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1 ITEM NO. 12 MR. HOLLANDER: Dianna, this is Jordan3 Hollander. If I may add something. I just4 want to say the video for the Commission is5 off. So we are not seeing anything from the6 Commission room. Okay.7 MS. FAUNTLEROY: Okay.8 MR. HOLLANDER: And as counsel stated,9 we have had significant discussions regarding

10 the redactions. We've come to an agreement as11 to those, and we can address those later when12 it is appropriate and when it's appropriate to13 move those into evidence as well.14 MS. FAUNTLEROY: Okay.15 CHAIR PLOUSIS: Thank you, Jordan.16 We are now set for opening statements17 which the parties may waive and elect instead18 to proceed to testimony.19 Counsel, what is your preference?20 MR. HOLLANDER: I have an opening21 statement. I defer to Lloyd.22 MR. LEVENSON: No. I have some23 introductions and the like. And, you know, a24 brief opening statement. Do you want me to go25 first?



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1 ITEM NO. 1

2 CHAIR PLOUSIS: Yes.

3 MR. LEVENSON: Or do you want Jordan to

4 go first?

5 CHAIR PLOUSIS: You can go, Mr.

6 Levenson.

7 MR. LEVENSON: Okay. Fine.

8 Well, first of all, although I can't see

9 her because it's so tiny, the Casino Control

10 Commission room, on behalf of Cooper Levenson

11 and on behalf of Bally's, we welcome

12 Commissioner Mollineaux to the Casino Control

13 Commission. We believe she'll be a very strong

14 addition to the Commission. And again, welcome

15 aboard.

16 COMMISSIONER MOLLINEAUX: Thank you.

17 MR. LEVENSON: I can't see you. But I

18 know you're there.

19 COMMISSIONER MOLLINEAUX: Can you hear

20 me?

21 MR. LEVENSON: I can hear you. Yes.

22 COMMISSIONER MOLLINEAUX: Okay. Good.

23 MR. LEVENSON: Okay. And so let me

24 announce first that we'll have four witnesses,

25 George Papanier, Steve Capp, Mike Monty, and

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1 ITEM NO. 12 Nick Polcino. They will introduce themselves3 during the time of their being called as4 witnesses, but I wanted to introduce some5 others on the screen.6 There's Maria Johnson. Maria, could you7 take yourself off mute for a minute and just8 tell the Casino Control Commissioners what your9 role is with the organization?

10 MS. JOHNSON: Sure. My name is Maria11 Johnson, and I'm the Senior Vice President of12 Human Resources. And I help Monique at the13 property to handle any HR recruiting issues as14 well as being compliant with all the15 regulations set forth by the Gaming Commission.16 MR. LEVENSON: And next, Wanda? Wanda17 Wilson, would you mind telling us what your18 relationship is with the company?19 MS. WILSON: Absolutely. I'm Wanda M.20 Wilson. I am a member of the Board of21 Directors of Bally's. I serve as the Chair of22 the Audit Committee and the Compliance23 Committee.24 MR. LEVENSON: Thank you.25 Next, Craig Eaton?

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1 ITEM NO. 12 MR. EATON: Thanks, Lloyd. Craig Eaton.3 I am the General Counsel for Bally's4 responsible for all things legal and working5 with Wanda and the Board.6 MR. LEVENSON: And Phil Juliano7 somewhere. There. Yeah.8 MR. JULIANO: I am Executive Vice9 President of Casino Operations and Chief

10 Marketing Officer for Bally's Corporation.11 MR. LEVENSON: Great. Thanks.12 And last, not part of Bally's13 organization, but someone who is serving as14 Trustee, Chief Justice Jim Zazzally is on the15 line.16 Do you want to say hello? We don't have17 time for your entire background.18 JUSTICE ZAZZALLY: No. Make it easy.19 I'm a has-been. But seriously, I'm thrilled20 and pleased and privileged to be involved.21 I've always enjoyed my relationships with the22 Commission and with the DGE ever since I was23 Attorney General way, way back. And then since24 leaving the court some years ago, I've been25 also fortunate enough to serve a few Casino

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1 ITEM NO. 12 Control Commission activities, including the3 appointment as the Trustee for Borgata. I4 think you're all familiar or conversant with5 that. That lasted for four years. I think we6 accomplished some decent results there. But7 thank you for letting me be on board.8 MR. LEVENSON: Okay. Thank you.9 As we all heard, there was an interim

10 casino authorization hearing on November 4th of11 last year. It became effective on November12 18th for the nine months. This is the13 nine-month time period.14 We are here today for the Commission to15 make a determination as to whether Bally's16 meets the required standards under the Casino17 Control Act to be issued a casino license.18 As I stated a few minutes ago, we are19 going to call four witnesses. The first20 witness will be George Papanier, the CEO of21 Bally's Corporation. As you recall, he22 testified at the ICA hearing and described his23 history with the casino industry, including his24 employment with various Atlantic City casinos.25 He also testified about a number of



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1 ITEM NO. 12 acquisitions that have been made up to that3 time. Today he will testify to the additional4 activities and acquisitions the company has5 made since his initial testimony.6 The next witness, who will be questioned7 by Lynne, also testified at the ICA hearing,8 will be Steve Capp, the CFO of Bally's9 Corporation. He -- not surprisingly because of

10 his title, will be testifying regarding the11 financial affairs of the company.12 The next witness who I will question is13 Mike Monty. You will recall at the ICA hearing14 that you heard from Marc Crisafulli regarding15 Bally's plan for capital expenditures.16 Unfortunately, Marc has been out on medical17 leave since April and is not able to testify18 here today. We all wish him well and a speedy19 recovery.20 In his place is Mike Monty, the21 Assistant General Manager of Bally's AC, who22 has taken over those responsibilities with23 regard to the area of capital expenditures --24 excuse me. He will not only be testifying in25 that area but will cover the request of the

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1 ITEM NO. 12 Division of Gaming Enforcement at the end of3 their report that there should be testimony4 with regard to the way in which Bally's AC5 expects to become competitive and profitable in6 the Atlantic City market.7 The final witness who will be questioned8 by Lynne will be Nick Polcino, the General9 Manager of Bally's Atlantic City. He also

10 testified at the ICA hearing, and he will11 generally discuss operations at the property12 and discuss the employment plan for Bally's AC13 moving forward.14 We believe that you will be very much15 impressed with what Bally's has accomplished in16 the relatively brief nine months' period and17 will conclude based on all the testimony you18 hear today that Bally's meets all of the19 required standards under the Casino Control Act20 by clear and convincing evidence to be issued a21 casino license.22 That's all I have as an opening.23 CHAIR PLOUSIS: Thank you, Mr. Levenson.24 Mr. Hollander?25 MR. HOLLANDER: Good morning, Chairman

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1 ITEM NO. 12 and Commissioners. Jordan Hollander, Deputy3 Attorney General on behalf of Division of4 Gaming Enforcement.5 Premier Entertainment AC, LLC, must meet6 the criteria set forth in Section 84 of the7 Casino Control Act to be granted a casino8 license. Similarly, Twin River Management9 Group, Inc., and Bally's Corporation must meet

10 the same criteria to be found qualified as a11 casino holding company.12 First a casino license applicant must13 establish its financial stability, integrity,14 and responsibility. Second, such an applicant15 must establish its good character, honesty, and16 integrity. Finally, the applicant must show17 that it has the sufficient business ability and18 casino experience to establish the likelihood19 of maintaining a successful and efficient20 casino operation.21 These criteria must be proven by clear22 and convincing evidence and may be demonstrated23 by providing such information, documentation,24 and assurances as may be required, including25 with regard to their financial background and

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1 ITEM NO. 12 resources, the qualifications of any financial3 backers and investors, its business4 organization, including the nature and5 background of all of its business activities6 and those of its holding, intermediary, and7 subsidiary companies, as well as background8 details relevant to its officers, directors,9 and other employees.

10 The Commission granted ICA to Premier11 and Bally's on November 4th, 2020, which became12 effective on November 18th, 2020, upon the13 consummation of certain asset purchase14 agreements as set forth in the ICA resolution.15 The Division has investigated plenarily16 Premier as well as the entities which require17 qualification of holding companies, entity18 qualifiers, security holders, and individual19 natural person qualifiers and key qualifiers.20 The results of that investigation are21 set forth in two reports, both dated July 27,22 2021, which will be entered into evidence and23 has been premarked as D-1 and -- Exhibit D-124 and Exhibit D-2, as well as the 19 individual25 reports.



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1 ITEM NO. 12 In connection with its investigation of3 Premier, the Division has also completed a4 thorough financial review and analysis of5 Bally's Corporation, including a review of its6 historical operating results, debt structure,7 major transactions completed or announced since8 ICA, and financial forecast through December9 31, 2023.

10 During the course of the proceeding11 today, certain areas will be addressed,12 including the financial stability and the13 operating results of Bally's AC and its14 affiliated companies, capital expenditure15 requirements for the Atlantic City property,16 the lingering effects of the COVID-19 pandemic,17 the expansion and growth of Bally's Corporation18 and the attendant risks associated with that19 rapid growth.20 Today the Commission will hear testimony21 and arguments of counsel which, together with22 the Division reports, will allow it to evaluate23 whether Premier meets the requirements of the24 Act for a plenary casino licensure.25 The Division is prepared to proceed with

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1 ITEM NO. 12 today's hearing.3 I would just like to note for the record4 that since the report -- Division's reports5 were filed on July 27th, 2021, there have been6 some changes regarding the financing of the7 Gamesys transaction which will be addressed --8 those differences will be addressed in9 testimony through today's hearing.

10 Thank you very much.11 CHAIR PLOUSIS: Thank you, there, Mr.12 Hollander.13 Mr. Levenson, please call your first14 witness.15 MR. LEVENSON: Yes. Thank you,16 Chairman.17 George Papanier? You want to --18 MR. PAPANIER: Good morning, Chairman,19 commissioners. Pleasure to be before you20 today.21 CHAIR PLOUSIS: Just a minute, there,22 Mr. Papanier.23 Mr. Nance, will you swear in the24 witness, please?25 MR. NANCE: Yes. Would you raise your

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1 GEORGE T. PAPANIER2 right hand.3 - - -4 G E O R G E T . P A P A N I E R , having been first5 duly sworn remotely, testified as follows:6 - - -7 MR. NANCE: Please state your name for8 the record.9 THE WITNESS: George Papanier.

10 MR. NANCE: Thank you.11 CHAIR PLOUSIS: Please proceed, sir.12 MR. LEVENSON: Thank you.13 DIRECT EXAMINATION BY MR. LEVENSON:14 Q. So, George, you testified at the ICA15 hearing back on November 4th of 2020. And I know that16 you went through your personal background and your17 employment history, but I think it's essential that we18 at least summarize that for the record here today. So19 let's start with your personal background.20 A. Sure. So I was born and raised in21 Philadelphia. I graduated Bishop Eustace High School22 in Pennsauken, New Jersey, and graduated Rowan23 University where I received my BA in business24 accounting in 1979. I have a CPA but no longer am25 active. So, Lloyd, I guess you could say I'm a South

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1 GEORGE T. PAPANIER2 Jersey through and through boy.3 Q. Okay. And to make it even stronger4 South Jersey, let's hear about your employment5 history. Because I know that that involves some6 stints in Atlantic City, so go ahead.7 A. Sure. So a little of my background,8 which started with my first job in gaming at the9 Sands. I was in a financial capacity. I then moved

10 to Playboy Elsinore briefly before being recruited by11 the Golden Nugget and then by Trump Plaza where I12 ended what I'll call my first stint in AC as Vice13 President of Finance before going to Colorado as a VP14 of Operations for Hemmeter Enterprises. That was in15 the mid '90s. I was then recruited to be the CFO of16 Mohegan Sun Casino in Connecticut where I was17 literally the very first employee of the Mohegan Tribe18 at the time. And I helped them secure first-ever Wall19 Street financing for an Indian casino at that time.20 I then was briefly CFO North America for21 Sun International who owned Atlantis in the Bahamas22 and Resorts AC before becoming the President of23 Resorts Casino Hotel in Atlantic City where I ended my24 second tour of AC in 2000 -- the year 2000.25 I then left to accept a COO position for



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1 GEORGE T. PAPANIER2 Peninsula Gaming. I helped build a gaming company of3 four casinos at the time before I left, before being4 persuaded to rejoin Sun International to accept the5 COO position in Lincoln Park, which turned into the6 CEO position of Twin River in 2010. And now Bally's.7 And I've been leading this company ever since.8 Q. That's great.9 Just generally what attracted you to

10 Bally's AC as a company that -- casino hotel that you11 and your company would be interested in?12 A. Sure, Lloyd. So, you know, we were13 excited about the market and the fact that even after14 the impact of -- of competition from surrounding15 states, the market was still about a $3 billion16 market. That included i-gaming. And we felt that's a17 considerable market and we always felt we could18 compete for a better share in. And also -- and also19 that acquisition allowed us to enter into what we felt20 was a very mature and growing sports betting and21 i-gaming market.22 As far as the physical attributes, you23 know, we love the fact that it was located on the24 center of the Boardwalk. We came up with what I think25 is a pretty encouraging campaign or plan to enhance

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1 GEORGE T. PAPANIER2 the property. And I know that that's -- we'll be3 talking about that a little bit more later today. And4 we felt this plan would really allow us to compete.5 So we're currently focused on6 incremental improvements on the property. And we're7 holding back just a little bit from a marketing8 perspective, because we really want those improvements9 to catch up as we're continuing to put capital dollars

10 into the building. And at that point in time, we feel11 we'll be able to aggressively compete in the market12 facility, and we feel that will be sometime around the13 beginning of Summer 2023.14 Q. And now that it's been nine months, has15 your opinion changed at all? Are you still excited16 about the acquisition?17 A. Sure. You know, we talked a little bit18 about how we think we're -- how we're progressing.19 You know, we actually turned a corner and had our20 first -- first month of profitability in July. We21 expect to be profitable for the entire third quarter.22 And again, you know, we'll be focused on not only23 launching i-gaming in the market, hopefully by the end24 of this year, certainly by the first quarter of next25 year, and then follow up it with sports betting with

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1 GEORGE T. PAPANIER2 our platform.3 Q. All right. So since November when you4 testified at the ICA hearing and outlined various5 acquisitions, relationships that were entered into at6 that -- by that time, there -- in these last nine7 months there have been other casino acquisitions and8 other pending casino acquisitions. Can you tell us9 first about the acquisitions that have been made since

10 the ICA hearing?11 A. Well, we've certainly been very active12 in a very concentrated period of time with both our13 retail casino and our interactive businesses. From a14 retail casino perspective, you know, we -- we -- well,15 first I think I want to mention the fact that in16 October of 2020, we acquired the Bally's brand from17 Caesars. And we -- and we changed our corporate name18 from Twin River to Bally's, as I mentioned a little19 earlier. That was in November of 2020. And now we20 trade under the ticker symbol BALY on the New York21 Stock Exchange. So this will allow us to maintain the22 name of Bally's Atlantic City. And this will also23 enable us to rebrand the entire portfolio of casinos24 over a period of time. Hopefully within the next 1225 months to 16 months, we'll have the entire portfolio

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1 GEORGE T. PAPANIER2 rebranded. The only nuance to the agreement is that3 Caesars Bally's Las Vegas will have a perpetual4 license to use that name, only in Las Vegas.5 So as far as the retail side of our6 business, we closed on Tropicana Evansville, Indiana,7 and that was on June 3rd of 2020 -- 2021. We also --8 we acquired that from Caesars in conjunction with a9 related transaction with GLPI, who acquired the real

10 estate, which we now lease from them. This11 acquisition also gave us as access to sports betting12 and i-gaming in the state of Indiana.13 The other acquisition we closed on was14 Jumer's on June 14th, and that's Rock Island,15 Illinois. And we acquired that from Delaware North,16 and now we own and operate that property. This17 acquisition also gave us access to sports betting in18 Illinois.19 We also have two pending licensing --20 pending licensing casino acquisitions, which include21 Tropicana Las Vegas, which we announced on April 13th22 of 2021, to purchase the nonland real estate from GLPI23 and the outstanding equity interests of the property24 from Penn National Gaming, who is currently still25 operating that property, and they own the current



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1 GEORGE T. PAPANIER2 license. We expect to close on that transaction3 sometime during the first quarter of 2022.4 And the last one, also pending, we5 announced on January 4th, 2021, an agreement to6 jointly develop and manage a casino located in State7 College, Pennsylvania. We expect to start8 construction sometime during the fourth quarter of9 2021. And that should take about a year, 14 months to

10 build.11 Q. All right. You mentioned the12 interactive side of your business. Have you had any13 acquisitions since November of 2020 with regard to the14 interactive side of your business?15 A. Sure. We closed on a company called16 Monkey Knife Fight on March 23rd, 2021. And that is17 currently the third largest daily fantasy sports18 platform in North America. And we thought that19 acquisition would be very complementary to our sports20 betting initiatives.21 Also on June 1st of 2021 we closed on a22 company called Bet.Works, which is a US sports betting23 platform provider -- actually currently operating in24 New Jersey, Iowa, Indiana, Colorado, and they operate25 in New Jersey. And they are a provider in New Jersey

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1 GEORGE T. PAPANIER2 for a company called theScore New Jersey.3 As far as interactive pending4 acquisitions, you know, we have had a transformative5 acquisition that's currently pending. On April 13th6 of 2021, we announced the Gamesys acquisition. They7 are an on-line internet gaming company that currently8 offers bingo and casino games internationally and also9 operate on behalf of Tropicana in New Jersey.

10 That's -- their platform is currently operating there.11 So we're going to -- we'll use this12 on-line platform in the United States. We feel will13 provide access -- we will provide access through the14 Bally's operation for both sports betting and15 i-gaming.16 The latest update to this acquisition is17 that on June 30th, 2021, both Bally's and -- and18 Gamesys announced that we received all our requisite19 shareholder approvals and board approvals.20 Q. Excellent.21 And I know there's some content22 acquisition, and I was excited about that because I23 watch the Olympics, and I was amazed at the talent of24 the volleyball players -- men and women. Just -- just25 amazing to watch that. So tell us about that.

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1 GEORGE T. PAPANIER2 A. Sure. On July 13th, 2021, we acquired3 AVT. It's a beach volleyball organization that hosts4 a number of tournaments across the US. And we'll5 utilize that as content on our Sinclair Bally's sports6 networks. And Steve Capp will describe that a little7 bit later on I believe.8 But anyway, we're hoping to bring a9 tournament to Atlantic City next year pending, you

10 know, we get -- pending the approvals of permits. So11 we're excited about that.12 Q. Great. Well, thank you very much.13 MR. LEVENSON: I have no further14 questions at this time, Mr. Chairman.15 CHAIR PLOUSIS: Thank you, Mr. Levenson.16 Mr. Hollander?17 MR. HOLLANDER: Thank you, Mr. Chairman.18 - - -19 CROSS-EXAMINATION BY MR. HOLLANDER:20 Q. Good morning, Mr. Papanier.21 A. Good morning.22 Q. Did Bally's Corporation, formerly Twin23 River, enter the Atlantic City and New Jersey gaming24 market as part of its corporate strategy to become a25 multilevel gaming provider in the i-gaming and sports

33

1 GEORGE T. PAPANIER2 wagering areas?3 A. It did in addition to having a physical4 brick-and-mortar property in that market that we could5 cross market to.6 Q. And in describing the recent growth of7 the company, have there been any challenges for8 Bally's Corporation's senior management in managing9 that rapid recent growth?

10 A. No. Actually, we have -- we have a11 pretty wide bandwidth. We have a lot of talented12 managers, and each time we acquire an asset, we see13 that, we review that as an additional human14 resource -- pool of human resource for us. So, yeah.15 We -- we have not had any issues from an expansion --16 as well as integrating the properties that we've17 acquired over the last couple years.18 Q. And historically, and in those19 acquisitions has Bally's Corporation used REITs in20 financing its acquisition?21 A. We have. Steve Capp, CFO, I believe22 will be testifying a little later. He can get into23 the specific detail. But, yes, we have probably --24 but not a majority of our portfolio. I think we have25 currently -- REITs for two of our acquisitions, which



34

1 GEORGE T. PAPANIER2 would include Evansville, Indiana, which I described3 earlier. Futuristically will include Tropicana Las4 Vegas. And there was one other one that Steve will5 get into. I know that we've -- we've REIT'd out6 Delaware as well as Colorado futuristically for those7 acquisitions.8 Q. And has the use of those REITs and those9 acquisitions provided liquidity to the company?

10 A. Yeah. It's a -- you know, we have a11 significant land bank of assets. And certainly12 situationally we'll look to monetize certain assets13 that make sense to us for acquisition.14 Q. Does Bally's Corporation plan to place15 the Bally's AC real estate into a REIT?16 A. There are no plans at this time for17 that.18 Q. And in light of the sale of Bally's AC19 from VICI that was sold to them by you in 2020, are20 there any restrictions on that? On the Bally's AC21 properties going back into the VICI REIT?22 A. There are none.23 Q. Thank you.24 The next few questions, I know you may25 have gone -- it may be a little repetitive, but I just

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1 GEORGE T. PAPANIER2 would like to get on the record again.3 Bally's and Gamesys agreed to an4 acquisition on April 13th, 2021; correct?5 A. That's correct.6 Q. And have the shareholders of both7 companies approved the transaction?8 A. They have.9 Q. And have the boards of both companies

10 approved the transaction?11 A. They have.12 Q. When will the merger occur?13 A. We're -- we're contemplating sometime14 during the fourth quarter. Hopefully earlier. Early15 fourth quarter.16 Q. And will that transaction have any17 effect on your position with the company?18 A. Yes. It will. I will -- I will move to19 a president of retail casinos, effectively overall the20 existing land -- land casinos that we currently have.21 But I still will be a member of the22 board.23 Q. And will someone be replacing you as24 CEO?25 A. Yes. A gentleman by the name of Lee

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1 GEORGE T. PAPANIER2 Fenton who currently runs Gamesys.3 Q. Thank you.4 A. You're welcome.5 Q. The estimated cost of that6 acquisition -- the Gamesys acquisition -- is7 approximately 3.456 billion; is that correct?8 A. I believe it's in that -- you can get9 more specific information from Steve Capp who will be

10 testifying later on. But it's in that -- it's in that11 range. Yes.12 Q. And this amount reflects the acquisition13 of Gamesys stock and the redemption of Gamesys14 outstanding debt; is that correct?15 A. Could you repeat that?16 Q. That estimated amount reflects the17 acquisition of Gamesys stock and the redemption of18 Gamesys outstanding debt; correct?19 A. Yes. Yes.20 Q. And in connection with that acquisition,21 Bally's Corporation obtained $2.372 billion bridge22 loan?23 A. I think we just -- he just completed --24 yeah. We just completed that. Again, Steve Capp will25 get into more specifics related to that.

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1 GEORGE T. PAPANIER2 Q. All right. Finally, as part of that3 transaction, Bally's Corporation will issue $5844 million in common stock to certain Gamesys5 shareholders who have agreed to accept Bally's stock6 in lieu of cash; is that correct?7 A. I believe that is a correct -- yes.8 Correct amount.9 Q. And Bally's Corporation intends to use

10 the Gamesys platform to expand its i-gaming footprint;11 is that right?12 A. That's correct.13 (Overlapping voices.)14 A. Primarily in the United States, but also15 we'll be active internationally.16 Q. And what benefits does Bally's17 Corporation envision from the proposed transaction?18 A. Well, we -- we think it will be a19 credence to its shareholders immediately upon closing20 of the transaction, but it also gives us access to21 where we believe the future growth of i-gaming will22 be, and that is in the United States. There's23 estimates currently that it could be up to about $5024 million market at maturity.25 Q. And given the recent acquisitions and



38

1 GEORGE T. PAPANIER2 transactions made by Bally's Corporation, is it true3 that Bally's Corporation is focused on online casino4 gaming and sports wagering as a growth area for the5 company?6 A. That's correct. But we also feel that7 it will be complementary to the land-based assets as8 well.9 Q. And given those growth expectations, is

10 Bally's committed to the brick-and-mortar side of11 those operations?12 A. Oh, again, we believe it's13 complementary. We feel the whole pie will be growing.14 And as a result of that and the opportunity to acquire15 additional people in our databases that we'll be able16 to cross market between land as well as interactive17 technologists.18 Q. And even with that, a substantial amount19 of revenue then is anticipated to be generated from20 i-gaming going forward; is that correct?21 A. That is correct.22 Q. As physical facilities are necessary for23 eligibility to apply to operate i-gaming and sports24 wagering in most jurisdictions, does Bally's see them25 as a means to an end?

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1 GEORGE T. PAPANIER2 A. No. We -- again, we feel it's an3 integral part of our entire portfolio of assets. We4 believe that i-gaming as well as land -- land5 customers could -- are kind of interchangeable. But6 again, we feel it's very complementary to each other.7 There's always people that are going to require a more8 social setting. And certainly land-banked --9 land-based casinos provide that. Other people -- not

10 as much so as technology continues to advance.11 Q. So the brick-and-mortar side fits into12 the trajectory and future plans of the company?13 (Overlapping voices.)14 A. It's important. Very important to us.15 Q. Have all of Bally's Corporation's gaming16 properties reopened in some capacity since the various17 shutdowns as a result of the pandemic?18 A. They are all up and running. Yes.19 Q. And does Bally's Corporation expect to20 continue to experience negative impacts moving forward21 as a result of the COVID-19 pandemic?22 A. Well, we -- as you're seeing, there will23 certainly be hiccups along the way. But I think most24 of that is behind us, and we're looking for -- looking25 to put it completely behind us.

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1 GEORGE T. PAPANIER2 Q. Have you reviewed the Division's3 reports?4 A. I have.5 Q. Have you read and are you familiar with6 the Division's recommended conditions to be imposed in7 connection with this proceeding set forth as Exhibit F8 to the Division's reports?9 A. I have. Yes.

10 Q. And do you agree to abide by the11 conditions?12 A. We do. I do.13 Q. And in particular, will Bally's14 Corporation comply with those related to capital15 expenditures?16 A. Yes. And that's -- we're in the middle17 of that right now.18 Q. And will Bally's Corporation comply --19 comply with the conditions to support operations and20 cash needs at the Bally's AC property?21 A. We will.22 Q. And will Bally's Corporation comply with23 the conditions related to employee staffing levels and24 reporting?25 A. Yes, we will.

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1 GEORGE T. PAPANIER2 Q. All right. Thank you very much. I have3 no further questions at this time.4 A. Thank you.5 CHAIR PLOUSIS: Mr. --6 MR. LEVENSON: I have no redirect.7 CHAIR PLOUSIS: You have nothing, Mr.8 Levenson?9 MR. LEVENSON: Nope.

10 CHAIR PLOUSIS: Okay. Moving right11 along, any questions from the commissioners?12 VICE CHAIR COOPER: Mr. Chairman, yes.13 I'd like to say good morning to Mr.14 Papanier and thank you for participating this15 morning.16 Just have a couple questions. And I say17 questions and maybe just some additional18 information to what you, shall we say, already19 presented. And we do know, we acknowledge that20 your company has definitely expanded21 particularly since 2018. Just looking at some22 notes that I have, you are now in 11 -- you now23 and currently will be in 11 states with 1624 casinos. Could you elaborate what was the25 motivation in this -- I'm going to say this



42

1 GEORGE T. PAPANIER2 rapid expansion? And if you could share with3 us a strategy that you have going forward?4 And one other piece to that -- that, are5 you anticipating any additional acquisitions,6 let's say, in the next year or two?7 THE WITNESS: To answer your last8 question first, listen, we're an opportunistic9 company. You know, we look for opportunities

10 that not only will put us in the markets where11 we feel that we can compete and obviously we12 feel there's upside to that acquisition, but13 also markets that provide us access to the14 growing i-gaming as well as sports bettings --15 sports betting space.16 As far as our strategy is concerned,17 starting -- you know, the initial motivator --18 and again, I've been with the -- I've been with19 the company since 2010 in a CEO roll, and I'm20 also a board member. The original motivation21 was really the fact that we were only a single22 casino operator as far as -- you know, as early23 as 2013. At that time there was legislation24 that was approved in Massachusetts that allowed25 for increased competition. And that's our

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1 GEORGE T. PAPANIER2 neighboring state. So we felt that we needed3 to diversify the company at that moment in4 time.5 We embarked on a pretty aggressive6 strategy. We acquired Hard Rock in Mississippi7 initially, but then from there continued to8 grow very quickly and really reduced our9 exposure from Massachusetts from a hundred

10 percent to currently where we are, I think it's11 in the mid teens. So from that perspective12 we've done a really good job as management and13 as a board to limit that.14 Also, with the -- with the reversal15 passed in 2018, we saw kind of where the -- the16 industry was going. And that was really --17 really aggressively into sports betting, and we18 didn't want to be left behind. That would be19 foolish from a company perspective, considering20 that's -- that's our business. So we -- we21 accelerated the acquisitions of --22 opportunistically again -- to where we had23 access to markets sellout sports betting. And24 we feel ultimately that those markets will25 potentially provide for legislation that will

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1 GEORGE T. PAPANIER2 allow i-gaming similar to New Jersey.3 And, you know, we're going to continue4 to -- and the last acquisition really is the5 Gamesys acquisition. We felt that completed6 kind of our puzzle or the foundation of the7 company that we needed in order to effectively8 compete, not only in land-based but in sports9 betting as well as i-gaming.

10 VICE CHAIR COOPER: Okay. In one of the11 reports -- and I read something, and I'm just12 going to mention. I'm going to read a13 sentence. And again, if you can elaborate or14 explain a little more about what it actually15 is. And I'm going to just take a line out of16 the report. What it is Mr. Kim, the founder --17 and I'm going to say Soohyung Kim. He founded18 a company back in 2007, and Mr. Kim is best19 known for specializing in "distressed debt."20 His strategy is to pursue opportunistic21 investments in the United States market.22 If you would, could you elaborate,23 explain a little bit more in distressed debt24 and -- I'm going to say perhaps explain the25 pros and cons, advantages, disadvantages of

45

1 GEORGE T. PAPANIER2 what that actually is.3 THE WITNESS: Sure. Well, the4 distressed debt would be assets that are5 underperforming, is the best way to explain6 that. It -- if I go further -- further prior7 to 2010, the company was actually in a8 prepackaged bankruptcy. And it emerged from9 that prepackaged bankruptcy in 2010. That's

10 when I was inserted as the CEO of the company.11 So typically you'll have people that invest in12 distressed debts, which are primarily hedge13 funds. And they look at it as an opportunity14 to effectively to -- to help the company15 perform better and ultimately flip that. Flip16 the asset.17 In this case, that did not happen here.18 We merged in 2010. Soo Kim, as part of his19 portfolio, he does have distressed debt. But20 certainly we should talk to him further about21 his strategies of investing. I can only tell22 you about how he invested in Twin River. And I23 believe that was sometime in 2000 -- I want to24 say '15, 2016. We can certainly get that25 information for you.



46

1 GEORGE T. PAPANIER2 Then he was on -- he was put on the3 board in 2018. But Soo Kim is a builder. You4 know, he saw an opportunity in this -- in5 this -- in this asset to really grow and create6 a platform for future growth. Which really7 goes back to what I spoke about earlier, which8 is not only land-based but interactive9 technologists that we've been getting into very

10 rapidly since 2018.11 VICE CHAIR COOPER: Thank you.12 THE WITNESS: I hope that explains it,13 your question.14 VICE CHAIR COOPER: I had a feeling15 that's what it was. And I've researched it a16 little bit more. But, you know, I wanted to,17 shall we say, hear from you. And your18 explanation was perfect. Was, you know --19 satisfied the additional questions that I have.20 Another question that I have for you,21 and I'm going to add to the -- add to the22 question. You've got a great background, a23 great connection to Atlantic City with your24 history of employment in different properties25 to -- you had mentioned right at the beginning.

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1 GEORGE T. PAPANIER2 So Atlantic City, there's the history of -- as3 I said, with your background.4 Looking at all of the properties, all of5 your properties in all -- what we're saying6 right now 11 states, what particularly7 impresses you -- I'm going to say impresses8 present or past -- impressed or impresses you9 about Atlantic City? And if you were talking

10 to a group of people, a convention, a seminar,11 whoever you might be making a presentation to,12 what makes Atlantic City stand out with regard13 to your other properties?14 I'm not saying to be disrespectful to15 your other properties. I know you have a whole16 portfolio. But Atlantic City, you know, in my17 eyes, is very special. Could you tell me --18 you know, share with us what makes Atlantic19 City special to you, and how would you present20 it to, as I said, a convention, a seminar21 narrative, et cetera.22 THE WITNESS: Sure. Well, me personally23 having the advantage of growing up in24 Philadelphia/South Jersey area and actually --25 I don't want to call it summering but certainly

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1 GEORGE T. PAPANIER2 frequently -- frequenting a lot the Jersey3 Shore, you know, I've always -- I've always4 seen that as an incredible -- incredible asset,5 incredible -- incredible part of the country.6 And certainly enjoyed that throughout my -- my7 teens and into my -- into my early adulthood8 before relocate -- before leaving that.9 You know, we have a -- we have a pretty

10 significant portfolio of assets. And we break11 that down in a couple ways. There are12 certainly -- there -- what we would call13 destination properties. There's properties14 that we have that we will call regional15 properties. And then there's also just kind of16 regional local -- local properties. Atlantic17 City fits into what we consider to be a18 destination property, and we would put that up19 with Las Vegas as well.20 So we felt that a very important thing,21 you know, in a national portfolio was to have22 casinos and locations where people actually23 want to go. And -- and that is certainly24 Atlantic City during the season. And it's in25 Las Vegas during their season. So we felt that

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1 GEORGE T. PAPANIER2 we had bookends for our portfolio.3 I think Atlantic City, you know, during4 the season, it's an awesome place. I think the5 area -- the area is where there needs to be a6 little bit more attention is what I'll call the7 offseason areas. And I think that Atlantic8 City's doing a pretty good job. Certainly can9 do a better job. And that's really what other

10 activities could we inject into the South11 Jersey Shore in order to motivate people to go12 there?13 Again, the summer is not an issue.14 People want to be there. There's never a room15 that's available in the market. So we have to16 figure out how we can, you know, convey that17 type of customer attitude to the offseasons.18 And I think really the direction for the19 Atlantic City is to figure out again how to get20 back into the convention and visitors business.21 And they'll be able to do just fine going --22 going forward.23 VICE CHAIR COOPER: Okay. Thank you.24 And one final question, and again I'm25 going preface it. Nobody really has the -- I



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1 GEORGE T. PAPANIER2 wish we did or we wish somebody did -- the3 definite answer or the magic answer with regard4 to covid. If you could share with us regarding5 how the Atlantic City property is coping with6 covid, what precautions? Even going back a7 little bit to last year when everything shut8 down. Then we reopened. I said "we"9 reopened -- Atlantic City reopened. What are

10 you doing with regard to the Atlantic City11 property? And what do you -- and again, I know12 there's not a magic answer, but what do you13 anticipate things to be like maybe, let's say,14 in the next year or two?15 THE WITNESS: I'm going to do my best to16 prognosticate and predict the future. But to17 answer your -- the first part of your question,18 we have Nick Polcino who will also testify, and19 he can discuss specifics as it relates to the20 properties. And certainly I think at this21 point we're in the back end of where it was a22 little bit more restrictive. So, you know,23 we -- we -- we adhere to state and regulatory24 guidelines from an operating perspective. And25 we do that in all jurisdictions. And each

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1 GEORGE T. PAPANIER2 jurisdiction is a little bit different.3 And as far as the -- as far as my4 feeling about covid is -- obviously we're5 dealing with this variant right now. But we do6 have -- we do communicate with a company we're7 going to be acquiring, Gamesys, in the UK. And8 what we've always been hearing is that UK may9 be about two and-a-half weeks ahead of us, and

10 what happens in UK comes here. So basically11 they've come out of it. And they seemed to12 peak and that's starting to diminish. So my --13 our expectation or my expectation is we're14 going to see the same type of diminishing15 impacts of this variant. Hopefully starting in16 about a week from now.17 VICE CHAIR COOPER: Thank you very, very18 much. Thank you again for participating today.19 THE WITNESS: Thank you.20 VICE CHAIR COOPER: And for your21 answers.22 Mr. Chairman?23 CHAIR PLOUSIS: Commissioner Mollineaux,24 do you have any questions?25 COMMISSIONER MOLLINEAUX: Yes, Mr.

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1 GEORGE T. PAPANIER

2 Chairman.

3 Good morning.

4 THE WITNESS: Good morning.

5 COMMISSIONER MOLLINEAUX: Throughout my

6 reading, the issue of employment kept popping

7 up. Could you elaborate on how you are going

8 to address this issue further?

9 THE WITNESS: I think I'll leave to

10 defer to one of the other individuals

11 testifying.

12 Lynne, do you know who will be

13 addressing that?

14 MS. KAUFMAN: Yes. Commissioner, Nick

15 Polcino will be addressing the employment

16 matter, including the condition.

17 COMMISSIONER MOLLINEAUX: Okay. Thank

18 you.

19 That's all I have.

20 CHAIR PLOUSIS: Thank you.

21 Mr. Papanier? I have a few questions.

22 You mentioned that you were hoping to

23 bring a volleyball tournament here next year to

24 Atlantic City. You plan on that being annual

25 if you get all the permits for that?

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1 GEORGE T. PAPANIER2 THE WITNESS: We certainly do. We think3 it would be -- it would be interest --4 important for us to have -- I don't want to5 call it a permit, but theoretically a permanent6 facility where we conduct beach volleyball.7 What's a better place than the Atlantic City8 coast on the South Jersey shoreline in all that9 sand? So we are excited about that and,

10 hopefully, we can get that done.11 CHAIR PLOUSIS: Great.12 Now, in regards to i-gaming and the13 sportsbook, are you planning to move any of14 those assets or any of those support services15 to Atlantic City?16 THE WITNESS: There cur -- within --17 within the regulation, we're going to comply18 with that. I believe we already have an office19 in -- in the South Jersey area. I'm not sure20 if it's Atlantic City or just off -- off the21 Mainland. Or on the Mainland.22 But, yeah. We would certainly comply23 with that, and we do have a presence in24 Atlantic City.25 CHAIR PLOUSIS: Let me expand that. Are



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1 GEORGE T. PAPANIER2 you -- or support for other jurisdictions.3 Would you think about placing that in Atlantic4 City or in the region?5 THE WITNESS: It will. It depends on6 the regulation of each jurisdiction. But if we7 already have an office, we'd certainly be8 adding to it. We think that would be the most9 efficient way of operating that segment of the

10 business.11 CHAIR PLOUSIS: I ask this question of12 every applicant since I've been here, and we13 want the market to expand. We don't want one14 casino to cannibalize off another. So what is15 your strategy on expanding the market here in16 Atlantic City?17 THE WITNESS: So, I touched on that.18 You're right. From a gaming perspective,19 there -- there tends to be cannibalization.20 But ultimately, if every facility can operate21 in the most productive way for themselves, we22 feel that they can grow the overall market.23 Give -- give more than the -- more than the24 market of people that are coming to Atlantic25 City a reason to come to Atlantic City.

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1 GEORGE T. PAPANIER2 So that's why I touched on it a little3 earlier with the convention and meeting4 business. And just speaking for -- just5 speaking for Bally's Atlantic City, they've6 done a good job over the last three years,7 literally completely getting out of that8 business. We have 80,000 feet of convention9 space, and we feel it's underutilized for the

10 market. We feel we have enough rooms, not only11 ourselves but also with the neighboring hotel,12 that we could presently go after a larger13 convention type of a business as well as the14 meetings -- meeting businesses associated with15 that.16 CHAIR PLOUSIS: Thank you.17 Any other questions?18 VICE CHAIR COOPER: Thank you.19 CHAIR PLOUSIS: Hearing none, Miss20 Kaufman, your next witness?21 Thank you, Mr. Papanier.22 THE WITNESS: Thank you.23 MS. KAUFMAN: Hello, Chair,24 Commissioners. My next witness is Steve Capp.25 And before I start, for those of you who

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1 STEPHEN H. CAPP2 are not in Atlantic City, you may hear3 Thunderbirds and various airplanes flying4 overhead because, as Commissioner Cooper and5 George just talked about, you know, Atlantic6 City being destination and special, we have the7 Air Show tomorrow, and they're practicing now.8 So I apologize in advance, Steve.9 MR. CAPP: Thank you.

10 MS. KAUFMAN: As George had reintroduced11 himself, if you can give a brief introduction12 of your position?13 CHAIR PLOUSIS: Let me jump in.14 Mr. Nance, could you swear in the15 witness, please?16 MS. KAUFMAN: Oh, oops.17 - - -18 S T E P H E N H . C A P P , having been first duly19 sworn remotely, testified as follows:20 MR. NANCE: Please state your name for21 the record.22 THE WITNESS: Stephen Capp.23 MR. NANCE: Thank you.24 THE WITNESS: Thank you.25 CHAIR PLOUSIS: Please proceed, Lynne.

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1 STEPHEN H. CAPP2 MS. KAUFMAN: Okay.3 DIRECT EXAMINATION BY MS. KAUFMAN:4 Q. Could you tell us a little about5 yourself, your position, and your background briefly?6 A. Yes, indeed. Mr. Chairman,7 commissioners, thank you for your time today. We're8 pleased to be here.9 Yeah. I'm -- I'm currently Executive

10 Vice President and Chief Financial Officer for Bally's11 Corporation. As such, I am responsible for all things12 financial, if you will. That includes a number of --13 of areas, including treasury, cash management, and our14 accounting records, our SEC reporting, internal15 audits, our compliance, the raising of financing for16 our acquisitions and operations, investor relations,17 Wall Street investors as well. Various analysts.18 And, of course, participating in the strategic19 decision-making process for other investments, capital20 allocation such as greenfield, new-build properties,21 or merger and acquisition types of opportunities.22 Lynne, did you want me to say a couple23 sentences on background as well?24 Q. No. I think that -- I think we're good.25 And certainly I was going to ask, what do you do in



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1 STEPHEN H. CAPP2 your spare time but --3 A. Excellent.4 Q. You really don't have to answer that.5 A. Okay. Thank you.6 Q. George talked about the recent7 acquisitions that we had touched on at the last8 hearing. And at the ICA hearing, you had talked about9 how your hope was that those acquisitions would

10 generate free cash. Obviously, it's new and it's too11 soon to make any conclusions, but could you tell us if12 you are on that path?13 A. Certainly. Indeed. And let me divide14 the answer, Lynne, between companies we've acquired15 for the interactive side of the business and the16 properties we've acquired for the brick-and-mortar17 side of the business.18 As to the former, we are -- I should say19 formative stages of developing and building our20 interactive business. Some of those companies we've21 acquired are actually cash-flow positive. Some of22 them are at approximately break even at this time. We23 will be investing some more monies in both the online24 sports betting and i-casino products in future25 periods. And have high expectations for the

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1 STEPHEN H. CAPP2 performance there.3 As to the brick-and-mortar properties4 that George walked through previously, I can tell you5 that -- that without exception, every single one that6 we have acquired since 2014 in this company -- and7 there have been a lot, and particularly in 2020 and8 2021 -- every single one is cash-flow positive. And I9 say that about Bally's Atlantic City, as George

10 mentioned, because it turned cash-flow positive in11 July of this year.12 Yes, we have been in a rebuilding mode13 with regard to that very fine property as -- as14 testimony earlier suggests. There's some capital15 expenditure required there to bring that property up16 to a competitive position. We have started to turn17 the corner with some of that investment. More18 importantly, transitioning away from its predecessor19 ownership into Bally's portfolio after a number of20 months of unprofitable operations. As George21 mentioned, it was profitable in July. So -- so, yes.22 Every single property we have acquired -- casino23 property -- is period to period now cash-flow24 positive.25 Q. Okay. And keeping on that positive

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1 STEPHEN H. CAPP2 note, you recently had a forecast -- or a -- quarterly3 call of reporting your earnings and the like. And4 could you talk about that? And I believe there was5 some positives.6 A. Yes. Indeed.7 Q. Other positives?8 A. Thank you. That's a great question.9 We had a great -- we announced a very

10 positive earnings quarter for the second quarter11 ending June 30th of 2021. We reported cash flow that12 is approximate EBITDA of right about $84 million.13 That's a record for this company. We reported overall14 revenues of right about $268 million for the quarter.15 Very importantly, that cash-flow number, about $8416 million, is compared to the first quarter's report of17 $52 million for the period ended March 31st of 2021.18 That's not all -- that's not all apples to apples or19 sales to our sales, if you will. There are some20 acquisitions that contributed additional revenues and21 cash flows.22 But getting back to my prior point,23 every single property was profitable in -- in the24 second quarter except Bally's Atlantic City, but it25 turned profitable in July.

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1 STEPHEN H. CAPP2 Notwithstanding that, we did report3 record revenues and record cash flows for the second4 quarter, and we are on a trajectory to continue5 that -- that positive circumstance.6 Q. Okay. And, Steve, to -- as followup on7 something that Jordan had asked George about, which is8 the -- the future of the land-based casinos and9 Bally's commitment to it. You know, from my novice

10 looking --11 (There was a noise interruption.)12 MR. LEVENSON: Sorry.13 THE WITNESS: Lynne, you just got14 strafed, I think.15 MS. KAUFMAN: That's why I felt I needed16 to say something in advance. So that -- I'm a17 veteran of this.18 MR. LEVENSON: They broke the sound19 barrier, I think.20 THE WITNESS: Thanks for the heads-up.21 Yes. That's good to know.22 A. Yes. Listen, we are 100 percent23 comitted to the brick-and-mortar, land-based business.24 It contributes today virtually 100 percent of Bally's25 Corporation profitability. As I said, our interactive



62

1 STEPHEN H. CAPP2 business is -- is massive and requires --3 (There was a cell phone interruption.)4 THE WITNESS: Sorry about that.5 A. It requires additional investment and --6 and focus. But the brick-and mortar business, which7 is what this company has been historically since day8 one is -- is critical and a very important focus of9 ours, which George will be -- will be at the head of

10 on a go-forward basis as always. So, yeah. We are --11 we are fully committed.12 Q. Thank you.13 Related to the brick and mortar and14 another kind of question that -- that Jordan had is,15 could you talk a little or kind of confirm what George16 said about REITs and your -- your plans for Bally's17 Atlantic City not to be in REIT and kind of in the18 future in general?19 A. Indeed. And that's actually a very good20 question. We're -- we take a different view of the21 REIT. That -- that's short for real estate investment22 trust. We take a different view of the usefulness of23 that particular financing tool from Wall Street. Some24 of our peers have used it to raise lots of money and25 adopt an asset-light or asset-free model and become

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1 STEPHEN H. CAPP2 purely operating companies. As George mentioned,3 we -- we have a portfolio of a significant amount of4 land-based casinos still. But we have used some of5 that real estate to -- and leased that up through the6 REIT product for strategic advantages.7 George mentioned we -- we did commit8 Dover -- Dover Downs in Delaware to the REIT structure9 in order to free up some capital and the opportunity

10 to acquire Tropicana Evansville, Indiana. So we11 acquired a land-based footprint in a brand new state.12 And with that we acquired the sports betting rights in13 that state as well.14 He also mentioned that we have committed15 sales lease-back transactions for both Jumer's in16 Illinois and the Black Hawk three casinos that we own17 in order to finance the acquisition of the operating18 assets of Tropicana Las Vegas.19 So, in all of these REITs we20 participated in, it wasn't so much about raising the21 capital, although that's important. It was more about22 creating strategic opportunity for us in -- in23 acquiring operations in additional states and24 important locations.25 As it relates to Atlantic City, as

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1 STEPHEN H. CAPP2 George mentioned, we -- we have no current plans for a3 sale lease-back of the Bally's Atlantic City property.4 We have -- I know Nick and Mike Monty will get into5 this in a little bit. We are solely focused right now6 on this asset, about capital investment and7 operational improvement. And that gets to -- and8 then, of course, both of those things are inextricably9 related to the customer experience. Capital drives

10 customer experience and the customer experience drives11 the performance at the property. And that's the sole12 focus. It's not about any other financing related to13 the Bally's property at this time.14 Q. Okay. Thank you.15 Next I'm going to ask a question --16 after this flyby.17 I'm going to ask a question that I ask18 my now adult children; and that is, you have this19 Gamesys transaction and how are you going to pay for20 it?21 A. Well, we've been working pretty hard to22 answer that question, Lynne. And I'm very pleased to23 say that we have a complete answer at this point. All24 of the capital has been raised for the -- for the25 Gamesys financial. And we've announced that just very

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1 STEPHEN H. CAPP2 recently in the last couple weeks. That's a3 combination of equity proceeds, Bally common stock,4 and -- and some additional debt that we raised just5 recently. As we stand here today, that transaction is6 100 percent financed with the combination of equity7 and debt.8 Q. Okay. And how much -- how much debt are9 you talking about?

10 A. Well, in the sources and uses of -- that11 I believe the commissioners have -- have seen, we are12 raising approximately $3.5 billion of funded debt to13 finance the acquisition. That's in addition to14 approximately -- I'm using a -- I'm using a -- a gross15 number of -- of cash equity of $745 million that we16 raised through a combination of a public -- of a17 common stock offering as well as an investment from18 Sinclair Broadcasting of $50 million to purchase penny19 warrants.20 And that's -- and that $740 million is21 in addition to -- Jordan raised this with George22 Papanier -- approximately $450 million of Bally's23 common stock that will be used to purchase 26 percent24 of the Gamesys shares.25 So the 3.5 -- the $3.54 billion of debt,



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1 STEPHEN H. CAPP2 to be a bit more precise, is compared to the debt of3 both companies today added together of right about4 $2.1 billion. So the debt's increasing from 2.1 to5 about 3.5. That's about a 67 percent increase. That6 might sound like a big number but, in fact, we're7 doubling the cash flow of these companies. As -- as8 Bally's and Gamesys combine, our collective pro forma9 cash flow essentially doubles to about $625 million as

10 a combined entity.11 And so we're using a combination of12 existing cash on the balance sheet, all of the equity13 that we placed, the debt that we've placed. And on14 the other side of that, we believe we'll have a very15 healthy capital structure of that amount of debt and16 that amount of cash flow. And we believe that's a17 very reasonable capital structure.18 Q. So I guess I'm putting it in simpler19 terms, the -- while, if you were just looking at20 Bally's, the amount of debt is -- looks like it's21 higher than 60-some percent, it -- and it may look22 like it's several times higher. Actually, you have to23 look at the company's combined pro forma and, you24 know, all sides of it, the debt and the income side,25 to realize that the increase in debt is, you know, not

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1 STEPHEN H. CAPP2 as -- as such as it may appear just looking at Bally's3 debt.4 A. I think that's right, Lynne. And I5 would highlight the fact that we had a very positive6 reception in the credit markets. The loan market,7 that's the institutional loan market, and the -- and8 the unsecured -- the senior unsecured market for bonds9 as well. That's a pretty good barometer that the

10 markets also believe. And these are, of course -- are11 the investors who -- who subscribe both the loan that12 we placed and the senior unsecured notes that we13 placed, that the capital structure that we're merging14 with on a combined basis is appropriate and15 reasonable. Because that debt offering that we just16 executed went very -- went very well in fact.17 Q. Despite that, we do -- we read the18 public filings. And, you know, they are -- it19 mentions risks. I mean, there's covid. There's your20 rough roads, some of the things that you have21 mentioned. I'm not going to invoke my grandmother22 and, you know, the mad money stash again. Because23 when I came from the ICA hearing, somebody had already24 tipped my husband off. And he asked me, you know,25 where was I hiding extra free cash. But where -- can

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1 STEPHEN H. CAPP2 you talk a little about your cushion?3 A. Yes. We have a very large -- I think4 you're getting to liquidity, Lynne? You mentioned --5 Q. Yes.6 A. We have -- we have built into the7 capital structure of the combined company a very8 significant amount of -- of liquidity cushion. We9 will have at the closing -- and this is all pro forma

10 of course. When the companies come together, they11 will have -- they will be reflective of the most very12 recent operations. So the cash balance -- we can't13 know exactly what those are, but we do believe those14 will be in the several-hundred-million dollars range15 day one of closing cash.16 In addition -- and, of course, there's17 free cash flow generating -- generation going on by18 both companies individually as we move into the future19 on a post combination basis. But in addition to those20 cash sources, as part of the -- the debt facilities21 that we just placed into the credit markets, we also22 did sign up a $620 million revolving credit facility.23 Which is, of course, like a checkbook. We do intend24 to increase that going forward up to about $75025 million. And so that -- that amount as it exists --

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1 STEPHEN H. CAPP2 committed today increasing into the future will also3 be available for a liquidity cushion for capital4 allocation purposes, be that capital expenditures,5 financing operations, or the like.6 But bear in mind that the free-cash flow7 generation of these two companies is -- is a very8 large percentage of gross cash flow produced by the9 companies, and that's a very strong credit criteria,

10 if you will, for the combined company.11 Q. So you -- for this revolver, you don't12 have anything in mind? It's not committed yet.13 A. That is correct. That's purely excess14 liquidity.15 Q. Right. Thank you.16 Turning to Atlantic City, Mike Monty is17 going to talk about capex and the plans. Are you18 aware of --19 (There was a noise interruption.)20 Q. Are aware of the condition and the capex21 commitment and --22 A. Yes. Indeed, Lynne. We -- we are23 agreeable to the $100 million capital expenditure24 overall investment amount. We are aware that 8525 million of that must -- you know, will be expended in



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1 STEPHEN H. CAPP2 the first three years, that 35 of debt will be3 rededicated to room refurbishments. The balance of4 the 65 will be for nonroom upgrades to the property.5 We think that's a -- a terrific amount of investment6 and will result in the transformation of this property7 along the way.8 Q. Okay. Also, we spoke about this last9 time, there are five factors that a property needs in

10 order to prove financial stability and obtain and11 maintain a casino license. And they are having an12 adequate casino bankroll, being able to pay operating13 expenses, being able to pay your taxes, paying debts14 when due, and capital maintenance expenditures. Are15 you familiar with the condition that -- the16 recommended condition that Bally's Corporation17 continues to commit to any advances necessary in the18 event there is a shortfall, as there has been now, for19 Bally's Atlantic City to continue which would be and20 continue to be financial stable?21 A. Yes, I am aware of those conditions,22 Lynne. And, yes, we are quite prepared to continue23 supporting Bally's Atlantic City toward its24 transformation and continue -- and long-term25 profitability.

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1 STEPHEN H. CAPP2 Q. Thank you.3 MS. KAUFMAN: I don't have any more4 direct now.5 CHAIR PLOUSIS: Excellent. Thank you.6 Mr. Hollander, your witness.7 MR. HOLLANDER: Thank you, Chairman.8 - - -9 CROSS-EXAMINATION BY MR. HOLLANDER:

10 Q. Good morning, Mr. Capp.11 A. Good morning.12 Q. I appreciate from that explanation and13 followup as to the REIT structure or the use of REITs14 by Bally's Corporation. So is it fair to say that15 Bally's Corporation won't rule out the use of REITs in16 future transactions, but as a company sort of policy,17 they are not the preferred financial tool as other18 companies may see it?19 A. Yes. That's a fair represent --20 summation, I would say. You know, we -- we really21 feel like a more traditional capital structure is22 better for our business model. And what I mean is23 that maintaining some significant amount of real24 estate ownership, we believe, brings comfort to25 creditors, both secured and unsecured, that which

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1 STEPHEN H. CAPP2 translates into lower financing rates than would3 likely otherwise be the case.4 We also believe that with credit markets5 as strong as they have been now for a couple of years,6 that it's -- it's a bit more opportunistic to execute7 pure loans and senior unsecured financing for -- for8 debt versus the REIT structure just because the credit9 markets are so hungry right now. That said, as

10 mentioned, we --11 (There was a cell phone interruption.)12 THE WITNESS: We -- excuse me.13 A. That said, as mentioned we -- we -- we14 have used and again could use in the future some of15 our real estate assets in the form of a REIT financing16 to generate additional strategic opportunities. There17 is no such intention at this time. In fact our -- our18 board policy, if you will, is to maintain a real -- a19 balance of refinancings and traditional financings and20 maintain a significant amount of real estate ownership21 into the future.22 Q. As you've confirmed to Lynne's question,23 there's no plans for the AC property to be put into a24 REIT; is that correct?25 A. Yes, sir. That's correct.

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1 STEPHEN H. CAPP2 Q. Thank you.3 I want to turn to a little bit of4 historical debt structure just so we have some5 context -- context for some of the questions and your6 responses.7 Is it true that as of December 31, 2020,8 Bally's Corporation maintained approximately 1.139 billion in debt?

10 A. Yes.11 Q. And that figure includes the $57012 million term loan?13 A. Yes.14 Q. As well as 525 million in senior notes?15 A. Yes.16 Q. And finally, approximately 35 million17 outstanding on an existing revolving credit facility?18 A. Yes.19 Q. And during 2021, there is a projected20 $223 million increase in that existing revolving21 credit facility as a result of the acquisitions of22 Jumer's Casino in Illinois and Bet.Works; is that23 correct?24 A. Yes, it is.25 Q. Is it also true by year end 2021 Bally's



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1 STEPHEN H. CAPP2 Corporation's total long-term debt is expected to3 increase by 217 million before accounting for the4 Gamesys transaction? Approximately?5 A. Jordan, is that included in the increase6 you mentioned in your prior question? So that --7 Q. Yes. Sorry.8 A. So that the revolver is approximately9 $275 million or so. Yes, sir. That's correct.

10 Q. All right. Thank you.11 And at the time of the closing of the12 Gamesys acquisition, Bally's Corporation intends to13 satisfy that bridge loan and refinance all of its14 existing debt; is that correct?15 A. Yes, sir. It is. And refinancing all16 the debt on both -- for both purposes of Gamesys'17 existing debt and Bally's existing debt. The entire18 debt stack. Yes, sir.19 Q. And has the new debt for the Gamesys20 transaction been finalized?21 A. Yes, it has. In its terms, it is22 scheduled to fund on Friday of this week.23 Q. And just so you confirm the details for24 the record, are they the same components of interest25 rates as those contained in the Division's report?

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1 STEPHEN H. CAPP2 A. Not precisely. They are very -- they3 are quite similar. But there has been a bit of a4 difference. We actually -- we actually flipped the5 relative amounts of each of the debt components. So6 we had originally -- we had originally suggested or7 approached the markets for $2 billion of senior8 unsecured notes and about $1.5 billion of Term Loan B.9 We essentially flipped those, given market conditions

10 and the relatively higher level of investor interest11 in the loan -- the loan facility. So we actually12 raised 1. -- round numbers 1. -- well, specific13 numbers, $1.945 billion of the Term Loan B and $1.514 billion of the senior unsecured notes.15 The -- the LIBOR spread on the Term Loan16 B is 3.25 percent. And the interest -- the coupon on17 the -- and excuse me, that billion-five of senior18 unsecured notes is divided into two tranches. There's19 an eight-year tranche of $750 million and a ten-year20 tranche of $750 million. The interest -- the coupon21 payable by Bally's Corporation on the eight-year22 tranche is 5.625 percent. And the coupon on the23 ten-year tranche is 5.875 percent. Those are the --24 those are the changes.25 Q. And each of those interest rates that

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1 STEPHEN H. CAPP2 you just described for the 2029 bonds and the 20313 bonds are higher than previously anticipated; is that4 correct?5 A. Well, we launched at -- yes. We6 launched at -- I think five and-a-quarter and five7 and-a-half percent respectively. And the market -- we8 hit a bit of a market rough patch with some of the9 concern about the impact of the Delta variant on

10 economic conditions. So, yes. The interest rates did11 move up by the difference in those numbers just12 mentioned.13 But, you know, under six percent for14 senior unsecured notes for a -- although call it a low15 single bid issuer such as Bally's Corporation, it's16 actually very strong execution. We are quite pleased.17 Q. And overall, the projection is for a18 total of 3.45 billion in total debt following the19 Gamesys transaction; is that correct?20 A. Of -- of funded debt at the closing21 date. Yes, it is.22 Q. That is the same total as previously23 been set forth in the Bally's projections that had24 been provided to the Division; is that correct?25 A. It's -- it's very close. Yes, it is.

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1 STEPHEN H. CAPP2 Q. Do you view any of these changes as3 material overall?4 A. No. Do not.5 Q. Has the post closing cash balance and6 credit line availability changed from those figures7 contained in the Division's report?8 A. Our view of them has not changed. As9 mentioned in my discussion -- in our discussion with

10 Lynne, cash balances change all the time. So, of11 course, we can't know those numbers. But our12 expectation is that they have not changed materially.13 No.14 Q. So the expectation is that there'll be a15 cash balance of 580 million; is that correct?16 A. Yes. Again subject to cash generation.17 I mentioned several hundred million dollars of cash18 balances. Yes. That is -- that is still in essence19 our expectation.20 Q. And that cash balance will serve as a21 key financial resource for the company following the22 acquisition; is that right?23 A. Indeed it will. Yes.24 Q. And is it also correct that in addition25 to that cash flow, there will also be a $620 million



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1 STEPHEN H. CAPP2 revolver?3 A. Yes. That has been committed to at this4 point. Yes.5 Q. Uh-hum. With the ability to upsize to6 approximately 750 million post closing; correct?7 A. That's correct.8 Q. And are these amounts sufficient to9 provide Bally's Corporation with the financial

10 flexibility it will need following the acquisition?11 A. We believe so. Yes.12 Q. And following the closing of the13 proposed Gamesys transaction, will any of the revolver14 remain outstanding or will it be fully available15 without any outstanding borrowing?16 A. Our expectation is that the revolver17 will remain unfunded at close. It will be fully18 available thereafter for usage in the business.19 Q. And at what point will the Bally's20 Corporation operation be focused on revenue and21 profitability rather than on the transactions?22 A. Well, we're focused on both at this23 time. I think it's -- as George mentioned, we have --24 we really have kind of a tale of two worlds going on25 right now with investment and focus on our interactive

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1 STEPHEN H. CAPP2 team on the building of the interactive business.3 That, of course, includes online sports betting and4 i-casino products and customer engagement through5 content, sports entertainment, and the like utilizing6 the Sinclair broadcasting partnership that we have on7 the one side.8 And then George's specific world is the9 brick-and-mortar casino side of this, as we have not

10 deflected any attention or focus from that at all.11 As previously mentioned, every time we12 pick up a property or a company, we pick up a13 management team as well as part of the acquisition.14 We've become reasonably adept as incorporating and15 including new managers and employees into Bally's16 operation to help us manage the new acquisitions on17 either side of that -- those two worlds I just18 mentioned. Over time we will look to integrate those19 worlds, and we will become more of an omnichannel20 provider of casino entertainment products. But I21 can -- I can assure you that our focus on both sides22 of the business is not distracted, and we are focused23 on revenue generation and profitability today as we24 speak.25 Q. Are additional developments and growth

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1 STEPHEN H. CAPP2 steps anticipated?3 A. Yes. Although -- although unknown in4 specifics, we do have an open eye of opportunism to5 continue to build the business both from a6 brick-and-mortar standpoint and potential market7 access into new states as we create this national8 footprint of -- of omnichannel and Bally's branded9 entertainment products. But also -- and, look. To be

10 candid, the Gamesys acquisition completes most of11 the -- most of the puzzle that we're trying to pull12 together here. There might be some additional tuck-in13 acquisitions, like the Association of Volleyball14 Professionals on one hand, or the Telescope15 acquisition we just announced a couple weeks ago. As16 we look to bring in more content and more digital17 expertise for customer engagement that -- as part of18 the entire omnichannel model that we're building. But19 there -- I think that they'll be small in nature, and20 we don't have any others that are on the radar screen21 at the moment, but we'll continue to be opportunistic.22 Q. Okay. Thank you.23 Now, during 2020 Bally's Corporation had24 a total of approximately 58 million in interest25 payments; is that correct?

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1 STEPHEN H. CAPP2 A. I'm sorry. For which period of time?3 Q. During 2020.4 A. Yes. I believe that's correct.5 Q. And assuming that the various6 acquisitions and transactions anticipated by Bally's7 Corporation are completed during 2021, interest8 expense and lease payments are expected to increase to9 approximately 229 million for 2022; is that correct?

10 A. Yes. I believe that's just about --11 that is correct.12 Q. And this includes an expected increase13 of interest payments by a-hundred-three million due14 primarily to the borrowing needed to fund certain15 acquisitions, and in particular, the Gamesys16 acquisition; correct?17 A. Yes.18 Q. And moreover, it includes an estimated19 $68 million increase in lease payments for 2022; is20 that correct?21 A. That is correct.22 Q. And will Bally's Corporation generate23 sufficient EBITDA to fund these increased levels of24 interest and lease payments?25 A. We -- I certainly believe so. Yes.



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1 STEPHEN H. CAPP2 Q. I want to turn to the Atlantic City3 property now. I know some of this has been covered.4 So, but I just want to go through these quickly for5 the record.6 Bally's has incurred operating losses.7 Is that -- Bally's AC has incurred operating losses;8 is that correct?9 A. Since the time of our acquisition of it

10 late last year, that's correct. Through the June --11 the month of June of this year.12 Q. Correct.13 And is it correct that Bally's AC had an14 operating loss of 5.9 million from acquisition in15 November 2020 through the end of 2020?16 A. I don't have that specific number in17 front of me. What -- Jordan, your time frame was what18 again? Sorry.19 Q. From acquisition through the end of20 2020.21 A. That -- that sounds correct to me. I22 don't have it in front of me. But -- but, yes, I23 believe so.24 Q. Okay. Thank you.25 And for the first three months of 2021,

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1 STEPHEN H. CAPP2 is it correct that Bally's AC has an operating loss of3 approximately 6.5 million?4 A. Yes. That's correct.5 Q. And finally, for the second quarter6 ending June 30th, 2021, it's estimated Bally's AC had7 another 3.4 million operating loss; is that correct?8 A. Yes. That's correct.9 Q. So that totals from acquisition in

10 November 2020 through June of 2021, Bally's AC has had11 an estimated 15.8 million in operating losses; is that12 correct?13 A. Yes.14 Q. And during that time, is it correct that15 Bally's AC has relied upon financial support from16 Bally's Corporation?17 A. It is. That is correct.18 Q. And do you have any plans to return the19 property to profitability?20 A. Yes, we -- we most certainly do. Mr. --21 Nick Polcino and Mike Monty will comment a little22 further on this. But, of course, as mentioned, the23 property did turn the corner of profitability for the24 month of July. We have similar expectations certainly25 through the -- the end of the -- of fairer weather

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1 STEPHEN H. CAPP2 period of this year. Of course, colder weather months3 are always more challenging in this market. But, yes.4 We absolutely have aspirations for improved revenues5 and profitability on a go-forward basis.6 Q. Will Bally's AC become self-sufficient?7 A. We certainly believe so. Yes.8 Q. All right. And what time frame do you9 anticipate that?

10 A. Well, I'll let -- I'll let Mr. Polcino11 and Monte comment on this. I would expect we would12 continue to run profitably through -- as I mentioned,13 through the fall months of this year. You know,14 November, December can be a bit more challenging. Of15 course, the Atlantic City market is challenging in the16 sense that most of the -- most of the revenues are17 generated in the seasonally warmer months when people18 would prefer to be at the beach. And so typically --19 you know, there may be some negative profitability20 months in -- in any given year. It's hard to say. We21 do believe, however, going forward that as of -- as a22 whole on an annual basis that Bally's Atlantic City23 will be profitable from certainly from '22 -- 202224 year moving forward.25 Q. And will Bally's Corporation continue to

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1 STEPHEN H. CAPP2 financially support it unless Bally's AC becomes3 self-sufficient? Until it becomes.4 A. Yes. That is certainly our intent.5 Q. And in particular and if needed, will6 Bally's Corporation continue to support Bally's AC7 with addressing any cash shortfalls and operating8 expenses?9 A. Yes.

10 Q. And that includes funding for capital11 expenditure requirements; correct?12 A. It does.13 Q. Also, will Bally's Corporation fund any14 unforeseen needs of Bally's AC?15 A. That is -- that is our intent. Yes.16 Q. And since Bally's Corporation financial17 projections rely on significant growth in the online18 gaming areas, are there risks and challenges in19 obtaining those projected results?20 A. Well, of course there's no guaranties in21 the future. But part of the -- part of the wisdom we22 believe behind the combination with Gamesys is the23 acquisition of the management team at Gamesys that24 brings with it a -- very deep résumé -- collection of25 very deep résumés in the interactive business. It's



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1 STEPHEN H. CAPP2 been so successful as operated by that team in the UK3 up to this time. So although there are risks, we are4 highly confident. And our track record suggests that5 the merger and acquisition activity we have6 participated to date has been highly profitable. So7 there are always risks.8 But as mentioned, as we acquired9 Gamesys, you know, we're folding in approximately $300

10 million of interactive cash flow on day one on an11 annualized basis. So we are -- we are optimistic that12 the entire operation will be profitable, and we will13 build into profitability on the interactive division14 in the next one or two years.15 Q. And if the projected financial results16 do not occur, does the Bally's Corporation have the17 financial flexibility or other resources to address18 any shortfalls from those unanticipated results?19 A. Yes. I do. As I mentioned, we'll be20 combining these companies on day one with an excess of21 $600 million of cash flow with which to support the22 balance sheet and the capital expenditure plans that23 are in your -- the DGE report presented here today.24 That capital structure, even without reliance on25 significant profitability from our new interactive

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1 STEPHEN H. CAPP2 expectations, would be -- would be sufficient to3 maintain -- excuse me -- the capital allocations and4 the capital expenditures that we have discussed here5 today.6 Q. And does that financial flexibility7 include uncertainties surrounding the COVID-198 pandemic, operations, and customer attitudes and9 general economic conditions?

10 A. Of course, you know, a shutdown of11 operations as we saw in 2020 and a zero revenue12 environment is not what anybody wants or expects.13 That was a rather dramatic impact on the industry.14 Barring an extreme environment like that, we've15 actually learned a lot about our businesses of16 shutting down properties, reopening them on a more17 efficient basis from a cost standpoint. We feel18 better -- much better today about the ability to19 manage challenging circumstances in the future than we20 even felt in 2020. So I -- I don't have an accurate21 crystal ball to predict the future, but I do believe22 with our cash -- our cash balance as expected, the23 cash flow generation of the company, the financial24 resources we have through the revolver that we will25 have access to, that we're in an excellent position to

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1 STEPHEN H. CAPP2 prosper in the future and weather any difficulties3 that -- that could be coming.4 Q. And does that anticipated financial5 flexibility include accounting for unexpected costs6 with integrating and other issues and facts in recent7 acquisitions by Bally's Corporation to realize those8 unanticipated benefits?9 A. It does. Yes.

10 Q. Moreover, does it also include the risks11 associated with customer employee retention and12 integration associated with Bally's Corporation's13 recent rapid growth?14 A. Yes.15 Q. And this -- does this also include the16 risks associated with the impact of i-gaming on17 Bally's land-based casino operations?18 A. Yes, indeed.19 Q. And finally, does this also include the20 risks with expansion into i-gaming and sports21 wagering, which are highly competitive and rapidly22 evolving areas?23 A. It does -- it does include. Yes.24 Q. Have you reviewed the Division's report?25 A. Yes, I have.

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1 STEPHEN H. CAPP2 Q. Have you read and are you familiar with3 the Division's recommended conditions to be imposed in4 connection with this proceeding as set forth in5 Exhibit F to the Division's report?6 A. I am aware. Yes.7 Q. Do you agree to abide by the conditions?8 A. I do. Yes. We do.9 Q. And will Bally's Corporation -- thank

10 you.11 Will Bally's Corporation comply by the12 conditions?13 A. Yes.14 Q. And in particular, will Bally's15 Corporation comply with those related to capital16 expenditures?17 A. Yes.18 Q. And those related to supported cash19 needs of the Bally's AC property?20 A. Yes.21 Q. And those related to staffing levels and22 reporting?23 A. Yes.24 Q. Thank you very much. I have no further25 questions at this time.



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1 STEPHEN H. CAPP2 A. Thank you.3 CHAIR PLOUSIS: Miss Kaufman, redirect?4 MS. KAUFMAN: I have no redirect.5 I just do want to make a comment that6 when the forecasts and the information on7 sources and uses of funds and the debt changed,8 we did provide the new numbers to the Division.9 CHAIR PLOUSIS: Thank you.

10 Commissioners, any questions?11 VICE CHAIR COOPER: Yes.12 CHAIR PLOUSIS: Commissioner Cooper?13 VICE CHAIR COOPER: Thank you.14 Mr. Capp, once again, thank you for15 participating today.16 I did have some questions, and actually17 you answered -- answered most of them. I just18 might ask you for a little bit more information19 or just clarification on a couple things.20 There's no question you have -- you have21 a large financial obligation from -- in that22 whole big picture. I suppose the two things23 I'm looking at right now are the capital24 expenditures. And I know Mr. Monte will be25 focusing on that. And also the $3.4 billion

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1 STEPHEN H. CAPP2 Gamesys transaction. Looking at those two3 things.4 First looking at the hundred million on5 capital expenditures -- and I say this next6 piece with no disrespect. I just need some7 sort of additional confirmation that once the8 capital expenditures gets under way that you9 will have the sufficient resources. And I know

10 you've mentioned cushion, cash flow, liquidity.11 I understand everything. But maybe in layman's12 terms that, you know, let's say you're getting13 under way, the projects are going and you run a14 little short on money. Keep in mind, this is a15 building that's over 40 years old. I don't say16 with any disrespect. It was opened in 1979. I17 know over the years improvements have been18 made, updates, et cetera. But it's still 4019 years old. It's a big building. And you can20 look at the palaces in Europe. But we're21 looking at Bally in Atlantic City.22 My concern is, moving forward, do you23 have sufficient resources to -- if you run a24 little short on the capital expenditures that,25 you know, it's not okay, we're only going to

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1 STEPHEN H. CAPP2 carpet this section or we're going to paint3 this. Is there money there to keep those4 expenditures going to make this property up to5 par, make it -- you know, as -- you know,6 competitive in the Atlantic City market? So7 could you just give me a little more8 confirmation or validation to my concerns?9 THE WITNESS: Commissioner Cooper,

10 that's a very good and fair question. And11 you've obviously had had experience in dealing12 with old properties. You tend to discover13 things along the way that might not be pleasant14 surprises. But suffice it to say that we15 believe that old -- that older building has16 excellent bones and needs -- but needs17 substantial attention.18 As mentioned in the prior testimony19 with -- earlier, we -- we do anticipate in20 excess of $600 million of cash flow. And when21 I say "cash flow," I'm talking about EBITDA.22 So we still do have debt service and tax -- and23 tax payment obligations out of that -- out of24 that number. But historically the free cash25 flow available to each of Bally's and Gamesys,

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1 STEPHEN H. CAPP2 if you look at the historical financials, has3 been about 90 percent of that $600-plus million4 number -- has been in the form of what we will5 call free cash flow. And free cash flow is6 defined by Wall Street as that EBIDTA number7 less maintenance capex. So sorry to get8 technical about it, but the residual of that --9 and I won't do the math here -- is the

10 availability of -- of few or several hundred11 million dollars of pure investable free cash12 flow which presents us with a very large13 opportunity for capital allocation year in and14 year out. And -- when we combine that with the15 segmented approach or the moderated approach of16 the capital that will -- will be employing into17 Bally's Atlantic City as outlined in the DGE18 report, $25 million in 2021, $35 million in19 2022, $85 million total by the end of year20 three at a minimum, those are bite-sized21 numbers in the context of the overall cash flow22 generation of this company.23 Yes, we do have some capex opportunities24 we would like to seize in other properties.25 Kansas City and Rhode Island, to mention the



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1 STEPHEN H. CAPP2 other two specifically. But they are all of3 measurable amounts of 15, 20, $25 million per4 year. In -- in the sum total of all that, I5 believe that's a very manageable commitment6 and -- and opportunity for Bally's Corp. going7 forward given the large base of cash flow with8 which we have to work.9 To answer your question specifically,

10 though, as a relatively conservative balance11 sheet manager, I do prefer and always been able12 to convince a board that the high levels of13 liquidity and large amounts of unfunded14 revolving credit facility are things that15 enable opportunism, as we demonstrated last16 year in 2020 even under very difficult17 circumstances. And also the bringing of18 comfort to creditors who are also very much19 wanting to see an abundance of liquidity in the20 business. So liquidity is, quite frankly,21 probably my first and most important22 responsibility as a CFO. And having excess23 liquidity is the way you kind of sleep-at-night24 construct of a balance sheet.25 So to answer your question, yes. I

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1 STEPHEN H. CAPP2 believe we will have sufficient reserves even3 if, you know, there's a rough patch here or4 there. Of course, that's the nature of having5 excess cash in a very large revolving credit6 facility is the insurance policy that backs up7 the liquidity needed for capital expenditures8 at Bally Atlantic City. I think we'll be just9 fine.

10 VICE CHAIR COOPER: Okay. And I'm going11 to say actually almost like a second part to12 that -- and again, I want -- I know I say this13 sometimes, but with no disrespect to your other14 properties, your other casinos in other states.15 My concern, my passion, of course, is Atlantic16 City. I would just like a little more17 confirmation if you would. If you run a little18 short in Atlantic City with the Bally's19 Atlantic City property, I know you've mentioned20 again the cushion, liquidity, this, that.21 Again could you in layman's terms, if you run a22 little short -- and I know there will be23 stipulations and requirements and how much24 money is necessary to keep on hand. But can25 you guarantee or elaborate what your funding

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1 STEPHEN H. CAPP2 resources would be? Again, make me feel3 comfortable that money will be there if you run4 a little short in at -- in regard to the5 Atlantic City property.6 THE WITNESS: Yes. And I'll -- I'll7 keep this response a little bit shorter and,8 hopefully, a little more concise. But we -- we9 anticipate -- I anticipate maintaining a

10 nine -- a nine-digit number of cash within the11 company in excess of one or $200 million or12 $300 million in cash in the company on the13 balance sheet in addition to a six to $70014 million unfunded revolver. That's almost15 approaching a billion dollars of available16 liquidity. So if we ran a little bit short of17 our expectations for the profitability of18 Bally's Atlantic City, that we will have19 sufficient funding for the capital expenditures20 for the -- for the five-year period that we're21 targeting here. I say that with -- with high22 confidence.23 VICE CHAIR COOPER: Okay. Mr. Capp,24 thank you very much.25 Mr. Chairman, I'm fine with regard to

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1 STEPHEN H. CAPP2 the questions.3 CHAIR PLOUSIS: Commissioner Mollineaux?4 Any questions?5 COMMISSIONER MOLLINEAUX: Not at this6 time, Mr. Chairman.7 CHAIR PLOUSIS: Mr. Capp, I just have8 one question.9 You committed a hundred million dollars

10 for the capital improvements. To date, how11 much have you spent of that hundred million?12 THE WITNESS: I don't have the specific13 answer to that question, Mr. Chairman. We have14 been -- we have been busy. Our capex team has15 been busy. I've been approving the invoices16 and the purchase orders repeatedly for Atlantic17 City. I don't have that sum total number.18 Mike -- Mike Monty might have that at his19 fingertips. But if not, I will -- I will find20 that number before the end of this meeting.21 It's a fair question.22 CHAIR PLOUSIS: Thank you. I -- just as23 a footnote, I was there yesterday. I toured24 your facility. And I know you're doing25 improvements throughout the building. So I was



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1 MICHAEL MONTY2 just curious on how much you've expended so3 far. So.4 Miss Kaufman? Any other followup?5 MS. KAUFMAN: No. No, sir.6 CHAIR PLOUSIS: Mr. Hollander?7 MR. HOLLANDER: No addition questions8 from the Division. Thank you.9 CHAIR PLOUSIS: At this time we will

10 recess till 1:00, and then we'll continue the11 proceedings at 1:00 today.12 THE WITNESS: Thank you.13 MR. LEVENSON: Thank you.14 (A recess was taken from 12:02 to 1:0315 p.m.)16 CHAIR PLOUSIS: Good afternoon. We are17 going to reconvene our hearing today.18 Mr. Levenson, your next witness, please.19 MR. LEVENSON: Yes, sir.20 Mike Monty, please.21 CHAIR PLOUSIS: Mr. Nance, will you22 swear in Mr. Monte?23 - - -24 M I C H A E L M O N T Y , having been first duly25 sworn remotely, testified as follows:

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1 MICHAEL MONTY2 - - -3 MR. NANCE: Please state your name for4 the record.5 THE WITNESS: Michael James Monty.6 MR. NANCE: Thank you.7 EXAMINATION BY MR. LEVENSON:8 Q. Hi. Mike, just thought I'd start by9 telling the commissioners and the DGE that this is a

10 good news, bad news day for the Monte family. Mike is11 now -- and his family -- a resident of the County of12 Atlantic. That's the good news. The bad news is the13 moving people are at his house moving in, and his wife14 and two kids are there and he's here. So bad news for15 Mrs. Monte, certainly.16 But, Mike, other than the three -- the17 three other witnesses testified at the prior hearing18 and you did not. So you're -- you're new to them. So19 we certainly need to go a little deeper into your20 background than maybe some of the others who heard21 about their background and employment history22 previously. But so, give us a snapshot of your23 personal background first.24 A. Yeah. Sure, Lloyd.25 So again, my name is Michael Monty.

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1 MICHAEL MONTY2 I -- I was born in rural Upstate New York. I -- I3 went to West Point for my undergraduate education. I4 served five years in the Army as an active duty5 infantry officer. After leaving the Army, I went to6 the Yale School of Management to get my MBA.7 My first foray into the gaming market8 was -- was in the interim between the first and second9 year of the business school where I interned for MGM

10 out in Las Vegas. After that I got a job in finance11 where I worked for an investment management firm in12 Connecticut for a period of time before I joined then13 Twin River Worldwide Holdings in Providence, Rhode14 Island, to focus on the growth initiatives and15 acquisitions of the brick-and-mortar casinos16 throughout the country. As other testimony has17 indicated, we've done a lot of acquisitions.18 And then during the -- during my time19 here -- and then really after several years of doing20 that, I was offered the opportunity to move down to21 New Jersey, join Bally's Atlantic City, get22 operational experience as the Assistant General23 Manager down in Bally Atlantic City where I've been24 doing that since the start of this year.25 Q. So that's your position with Bally's,

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1 MICHAEL MONTY2 Assistant General Manager, Bally's AC?3 A. That's correct.4 Q. And just give us a snapshot, also, your5 duties as Assistant General Manager.6 A. So as the right-hand man to Nick7 Polcino, who is the General Manager, I -- I do what he8 tells me in many regards, but it's focusing on9 providing direction, motivation to the directors and

10 staff throughout the property.11 I'm heavily involved in contract12 negotiations with both our lease tenants. And to a13 lesser extent at this point, but handling labor14 relations with our union leadership throughout --15 throughout the -- throughout our labor staff.16 I also facilitate some of the analysis17 and strategy and decision-making that goes in the18 property. But really -- really involved in everything19 and learning a lot from Nick and his 40 years in the20 industry.21 Q. And have you had an opportunity to22 become familiar with Marc Crisafulli's testimony back23 at the ICA hearing on November 4th?24 A. I have. I heard it at the time, and I25 reread it to refresh my memory.



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1 MICHAEL MONTY2 Q. And during that period of time and up to3 the present, were you involved at all with the issue4 of how much money would be spent on Bally's AC, also5 known as capital expenditures?6 A. Yes. I've been involved with it from7 even prior to our announcement of this transaction,8 forecasting capex of the Atlantic City property.9 Q. All right. So despite the fact that

10 Marc testified on November 4, you were involved as of11 then with the issue of how much needed to be spent on12 the property?13 A. Yes.14 Q. And with Marc going out, unfortunately,15 on medical leave, did you become actually more16 involved at that time? From that time?17 A. Yes.18 Q. Okay. So since the testimony at the ICA19 hearing, have there been any changes to what was20 anticipated and agreed to that would be spent when it21 comes to capex?22 A. So, fundamentally, no, in the sense that23 we -- we continue to do everything that we had24 previously stated that we would do. The timing and25 scale of some of those items have -- have been

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1 MICHAEL MONTY2 modified as our priorities have changed and continue3 to change and as discovery occurs at the property of4 issues not necessarily known or known to a lesser5 scale or opportunities arise for additional6 partnerships or investment that are creative to7 incremental revenue at the property.8 Q. So the projects that were testified to9 earlier, they're still going to be done over the five

10 year period. It's just that a timing and the amount11 of money to be spent on each may have changed; is that12 correct?13 A. That's correct.14 Q. Have we reached an agreement with the15 Division of Gaming Enforcement regarding the amount of16 money -- the minimum amount of money -- that Bally's17 AC will spend on capital expenditures?18 A. We have.19 Q. And were you part of that discussion?20 A. Yes.21 Q. Along with myself?22 A. Yes.23 Q. And in the Exhibit F to the Division's24 report, the first four conditions deal with capital25 expenditures. The first one is substantive. The

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1 MICHAEL MONTY2 other three -- two, three, and four -- are reporting3 ones in the future. Have you read all three of those?4 A. Yes.5 Q. And do they comport with what our6 understanding was with the Division of Gaming7 Enforcement?8 A. Yes.9 Q. Can you tell us what your understanding

10 is of how the minimum of a hundred million dollars11 over five years will be spent?12 A. Yes. So fundamentally we're committed13 to spend 35 million, a minimum of 35 million on the14 hotel. A minimum of 65 million elsewhere at the15 property. From a timing perspective, there will be16 $25 million spent in year one, a cumulative of $5517 million. So an additional $30 million by the end of18 year two. And then additional $30 million -- $8519 million by the end of year three. But the remaining20 $15 million to be spent in the year five.21 Q. And the $35 million to be spent on hotel22 rooms, if you spend -- see that you are going to spend23 more than the 25 million, that does not reduce the 6524 that you agree to spend on other projects; is that25 correct?

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1 MICHAEL MONTY2 A. Yes. Understood. The 35 is -- is the3 minimum, and it's the contribution to the hundred4 million. Just as the 65 is on the nonhotel5 renovations.6 Q. And -- right.7 And tell us about those hotel room8 renovations. What -- what -- when do you expect to do9 them and what -- what is going to be done to them?

10 A. So it's starting within the next 3011 days. In September we are going to be initiating our12 investment, which is -- start off with a focus on the13 Bally's Tower. There -- we're going to be adding 1614 new penthouse suites. We're really -- found that in15 that regard focusing on the high-end customers. Our16 penthouses are great right now, and we're adding more.17 We're going to have -- we're going to be adding really18 the best-in-class cornered suites. We have the modern19 rooms up now, and we finalized the FF&E in those --20 and those will be a strong -- a strong offering21 through -- for -- within the market for an ocean view22 room in the corner.23 Really kind of across the board,24 porcelain tile floors. New finishings. New flooring.25 We'll be adding 50-inch TVs, new bed frames, new



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1 MICHAEL MONTY2 lighting. The plumbing fixtures will be switched out.3 And it's -- it's a dated view right now that you can4 see. The rooms are clean, and they're neat, but5 they're not modern or inviting. And we're really --6 we're going to be starting the Bally's Tower, but7 really spread throughout the property. But and that8 starts in September.9 Q. Why -- why are the rooms to be redone an

10 important feature of moving forward at Bally's?11 A. So it's -- it's important for a few12 reasons. One of the things we're adding to the room13 are -- are desks. Because it's -- as we've built out14 the room product, it will allow us to open up business15 lines that previously have been neglected at the16 property. In this instance, the convention business.17 As George alluded to, the offseason convention is18 important to our business plan going forward, and it19 really should be important to all of Atlantic City.20 But part of that is offering a room product that can21 accommodate and meet business-type visitors.22 Additionally, the gaming customer likes23 a nice -- likes a nice room. And we're competing24 with -- with not only throughout the AC market but for25 visitors to go elsewhere in the Mid-Atlantic Region.

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1 MICHAEL MONTY2 So that's important for us to be able to offer a3 quality product from the gaming customer perspective.4 And then really you -- you know, one5 thing Nick has taught me is that customers -- they6 like things to be bright and secure. So just the --7 the refinishing of the hallways in the hotel -- in the8 hotels -- hotel tower is important. And it's9 really -- I think is a big difference as you're

10 walking towards a lot of rooms where we've already11 fitted out the hotel hallway renovation. And that12 will really brighten up and make it more amicable to13 customers.14 Q. All right. And Phil Juliano will kill15 me if I don't ask this question. I woke him up.16 There we are.17 If -- the glass on the outside of the18 tower, what -- what happened with that?19 A. So the glass has turned into a -- a20 symbolic and a literal emblem of our transition.21 Whereas we -- we are focused on doing the little22 things right because we feel strongly that that allows23 the larger parts of the operation to take care of24 themselves.25 So in this case, whether you're walking

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1 MICHAEL MONTY2 on the Boardwalk from any direction, or if you were3 driving in to Atlantic City on the Expressway, you4 would see a tower of red mixed with -- with miscolored5 windows that were blue or mirrored color. So it was6 Phil's priority from the beginning, as someone who7 walks along the Boardwalk on a daily basis on his8 five- or six-mile walk to not see that anymore.9 Because that's what the customers see. And so we --

10 we immediately started that transition. We acquired11 the proper colored glass. It's in testing to make12 sure it will look right when we put it on.13 And, you know, we -- we fixed that14 glass. But on a smaller level, you know, if you ever15 walked around the property with Nick, he doesn't walk16 by a piece of trash, no matter how small. He throws17 it -- throws it away. And if -- if he sees that, the18 customers are more likely to follow by not throwing19 trash on the ground. The employees see that, and they20 don't allow it, either. So it's really symbolic of21 how we do business. Attention to detail, taking care22 of the little things, and showing the customer that we23 care.24 Q. And now for some of the more fun aspects25 of your testimony.

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1 MICHAEL MONTY2 The Division has asked that we discuss3 your strategy, the company's strategy to have Bally's4 AC become competitive and profitable in the AC market.5 I think one of the questions left over from the last6 witness was how much was spent thus far, whether you7 can estimate that amount that has been spent thus far8 to improve the capital structure.9 A. Yeah. So, you know, there's a couple

10 different ways to count capital. You can count when11 it is written. You can count when the check goes out12 the door. Or you can count when the product is put13 into place. But, you know, we're $10 million out14 right now. As of the end of July, just under $1015 million. That number will greatly accelerate. Most16 of this year's capital number is in the hotel rooms.17 Starting September 17th, you're going to -- by the18 time we report that next, it will be increasing at an19 increased rate.20 Q. All right. So some of the things that21 you're doing at the hotel, new things, I expect you to22 believe that they will make you more competitive and23 profitable. So why don't you tell us about some of24 the areas that you are spending money on which,25 hopefully, will make Bally's AC more profitable and



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1 MICHAEL MONTY2 competitive?3 A. Yeah. Definitely. So fundamentally4 I'll talk about, you know, the more customer-centric5 stuff. Not that the maintenance stuff isn't6 important, but, you know, I really want to tout some7 of things in the short time we've owned the property.8 So from a restaurant perspective, we9 turned a previously vacant site called Arturo's, which

10 had a great view of the water, but it was just an11 empty restaurant. We turned that into a place through12 a multimillion-dollar investment, a place called Jerry13 Longo's Meatball & Martinis. Now, this is a14 restaurant product we have in Dover, Delaware. It's15 been a great success. Also in Lincoln, Rhode Island.16 So if you -- if you ever go there, or if you're lucky17 enough to be able to get a table there, you'll see18 there's a line out the door. They have blackjack19 tables established right at the entrance. And20 there's -- there's the DJ that comes in on weekends,21 after 9 or 10:00 at night. The music turns up a22 little bit. And, you know, you can't even get a seat23 at the bar. It's really an energetic environment.24 It's really activated our sixth-floor space.25 So we have a Guy -- Guy Fieri's

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1 MICHAEL MONTY2 Chophouse which was there previously but, you know, in3 consultation with the brand, the Guy Fieri brand,4 we're doing revenue numbers that they had not seen5 previously ever in that spot. And this is all on the6 sixth floor of the escalator.7 And so I would be remiss not to mention8 Water Dog which opened yesterday. That's a little9 Ventnor-based restaurant which is making its first

10 foray into a second location in our casino. And it's11 really kind of an avant-garde Jewish deli but very12 modern. And it's fun. It's got a bar. We're in day13 two right now, but that will be our three-meal-a-day14 food establishment. And drink establishment. And15 we're really excited about that. And again, that's16 all -- that's all in the sixth floor in space that17 was -- some of it was either completely inactive or,18 you know, not open every day a week for sure.19 We have a lease signed with an Asian20 restauranteur from Flushing, New York, to provide21 authentic Asian cuisine in -- in a previously vacant22 space on the Boardwalk which is right now vacant. So23 we're going to be investing significant amount of24 money there. That same vendor is also putting in an25 Asian bakery to get both tea and Asian baked goods in

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1 MICHAEL MONTY2 our food court, which we call it Taste of the Shore3 next to Sac O' Subs if you know the location.4 Also right on the other side of Sac O'5 Subs, we just opened another -- another local vender,6 Carluccio's Pizza just opened up. And, you know,7 we're -- where we were investing and redoing the8 tables and chairs in that space to really liven it up.9 So all of that is -- is indicative of

10 our food and beverage investment. And I did mention11 the sixth floor, because, you know, we created this12 idea of Dining on the Six where you can eat at the13 restaurant of your choice but sit out in the open area14 in front of the piano and listen to music, and you can15 get served from any one of those sixth-floor16 restaurants.17 So that ties in well to the18 entertainment aspect which was previously nonexistent19 in the property. And it was important to us to -- to20 start entertaining because that is also on the sixth21 floor, to both energize the dining establishments but22 just to energize the entire building.23 So if you have not seen the billboard24 coming in the AC Expressway, take a look up to the25 right next time you come in. We've had a Motown show

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1 MICHAEL MONTY2 running since July 4th. We've just recently extended3 that through October. You know, this is an4 entertainment offering in the ballroom there that5 has -- has not existed in -- in years at the property.6 So we have -- you know, anecdotally, we have people7 coming in from Philadelphia. They come in for the8 4:00 show and they stay for the 8:00 show. And they9 get some dinner at Longo's in between. You know, they

10 hadn't planned to stay for the 8:00 show. But, you11 know, it was a conversation we had with customers.12 We -- I got more entertainment going13 this Fall. We've got a Bee Gees show, a Bee Gees14 cover band coming. We have a Jackson cover band15 coming. We have the lead singer of Journey will be16 here in October. And we are -- are constantly looking17 for developing those weekends. And we're assessing18 this week and the next week what our summer-long show19 will be next year.20 So we're excited about that, and that's21 all stuff -- I've not even mentioned the gaming stuff22 yet. So I can tell about the hotel rooms. Those will23 continue to be built out. But from a casino floor24 perspective, you know, we have -- you walk around, you25 see the aesthetic has changed things that don't really



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1 MICHAEL MONTY2 cost money but make a difference to customers. Sight3 lines and lighting and cleanliness.4 But, you know, the -- we've added slot5 machines. And we'll have more coming next year. From6 the high limit room, that project will start at the7 end of this month. We're making a million dollar8 investment, expanding the high limit room to allow for9 more table games.

10 On this -- on the docket for late this11 year, next year is the lobby bar to really add the12 sense of arrival. We really hope to do -- it will be13 designed forthcoming. But that will be an electric14 type area to feed into this energy that I alluded to.15 And the -- not only the front desk area but also the16 entrances up to the front desk will be added and made17 more aesthetically pleasing.18 If you look out -- if you've ever looked19 out at the beach bar this summer, we spent half a20 million dollars improving those amenities, umbrellas,21 cabanas, chairs, tables to really make that a focus22 point for the summer traveler. And we -- we really23 enjoyed how it turned out, and we hope to expand on24 that for more a permanent beach bar in the coming25 years.

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1 MICHAEL MONTY2 So I've talked the casino. I've talked3 the restaurants. I've talked entertainment. And4 I've -- I've -- you know, very important but not5 really customer-facing is all the this stuff. And6 then, as you mentioned -- as was mentioned earlier,7 this 40-year-old building. There's a lot of stuff8 that is -- requires intense capital investment that,9 you know, you don't really ever notice. From switches

10 and air handlers and, you know, storm and sanitary --11 and storm items, curtain walls, gaskets. You know, I12 have my whole list. But needless to say, there's13 investment going into parts of the property that you14 and I will never see. So, but it's very important to15 the functioning of the building.16 So all of that in totality, combined17 with our seasoned marketing team and their marketing18 strategy, is really how we get the property to be19 competitive. And we've already started to that end,20 and we continue to grow and the momentum gained in the21 past couple of months even given all the obstacles we22 face. We have covid and the changeover and the23 transition period.24 Q. I have no further questions.25 CHAIR PLOUSIS: Thank you.

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1 MICHAEL MONTY2 Mr. Hollander, your witness.3 MR. HOLLANDER: Thank you, Mr. Chairman.4 - - -5 CROSS-EXAMINATION BY MR. HOLLANDER:6 Q. Good afternoon, Mr. Monty.7 A. Good afternoon.8 Q. At the time ICA was granted to Bally's9 AC with the Premier, the Commission imposed certain

10 conditions related to capital expenditures; is that11 correct?12 A. Yes.13 Q. And in particular, those conditions14 required Bally's to invest a minimum of $90 million in15 capital expenditures exclusive of the retail16 sportsbook during the first five years of ownership;17 is that correct?18 A. Yes.19 Q. And importantly, this amount is subject20 to increase based on further review and analysis of21 the needs of the property; right?22 A. Yes.23 Q. And is it true that Bally's Corporation24 negotiated an agreement whereby the prior owners of25 the Bally's AC property agreed to reimburse Bally's

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1 MICHAEL MONTY2 Corporation for a portion of the required capital3 expenditures?4 A. Yes.5 Q. And this amount of reimbursement, as has6 been negotiated, is currently $30 million; is that7 correct?8 A. Yes.9 Q. And following the ICA hearing, did

10 Bally's comply with the condition requiring it to11 submit a detailed capital expenditure plan?12 A. Yes.13 Q. So I'm just going to go through some of14 the details of that just to get the details of that15 plan on the record.16 This plan included a total of 26.117 million in hotel room renovations and upgrades; is18 that correct?19 A. Yes.20 Q. And it also included 16.2 million in21 casino floor enhancement and technology upgrades;22 correct?23 A. Yes.24 Q. Moreover, it included 10.9 million in25 HVAC and transportation upgrades; correct?



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1 MICHAEL MONTY2 A. Yes.3 Q. And the submitted plan also included a4 proposed $10.5 million for food and beverage projects;5 is that correct?6 A. Yes.7 Q. And additionally, the plan called for $98 million for a new spa and fitness center; is that9 correct?

10 A. Yes.11 Q. It also included $8.8 million for12 updates to the arrival and front desk area, Boardwalk13 facade and replacement of the exterior glass; is that14 correct?15 A. Yes.16 Q. The plan further included $4 million in17 garage repairs and upgrades as well; right?18 A. Yes.19 Q. And finally, the plan also included 4.520 million in improvements to convention, meeting, and21 banquet space; is that right?22 A. Yes.23 Q. So the total of capital expenditure plan24 as submitted by Bally's Corporation of $90 million was25 less than the amount of capital expenditure projects

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1 MICHAEL MONTY2 that had been identified by Bally's AC's prior owner;3 is that right?4 A. Yes.5 Q. And the prior plan by the prior owner6 had identified approximately $118 million in preferred7 capital projects; is that right?8 A. Yes.9 Q. So the difference in those two plans is

10 approximately $28 million, which is similar to the11 amount that Bally's Corporation expects to receive in12 financial arrangements with its prior property owners;13 is that right?14 A. Yes.15 Q. And as noted, the $90 million figure was16 only a floor which could be increased upon further17 review; correct?18 A. Yes.19 Q. And then following the discussion with20 the Division and further review of the needs of the21 company, the Bally's Corporation has agreed a minimum22 of a hundred million dollars is appropriate; is that23 right?24 A. Yes.25 Q. And Bally's Corporation has agreed to

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1 MICHAEL MONTY2 expend $85 million on capital expenditures during its3 first three years of its ownership of the Bally's AC4 property; correct?5 A. Yes.6 Q. And this also includes a commitment to7 invest a minimum of $35 million in hotel room8 refurbishments over the initial five-year period; is9 that correct?

10 A. Yes.11 Q. And the commitment further includes $6512 million to be expended on nonroom capital expenditure13 projects; is that right?14 A. Yes.15 Q. And if more than $35 million is expended16 on hotel room refurbishments, Bally's Corporation17 agrees that the 65 million for the nonroom projects18 will not be reduced; is that right?19 A. That's correct.20 Q. And similarly, Bally's Corporation21 further agrees that if more than 65 million is22 expended on the nonroom projects, the $35 million23 minimum amount for the hotel room projects will not be24 reduced; is that right?25 A. Yes.

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1 MICHAEL MONTY2 Q. Thank you.3 I know you've gone into this a little4 bit in your response to Lloyd's questioning. Are5 there any other significant changes that have been6 made to the gaming areas of the property that you7 would like to highlight?8 A. I mean, so -- I can give a little more9 detail about some stuff we've done on the gaming

10 floor. As I mentioned, the high limit room project is11 slated to start in the next couple of weeks. We've12 done everything from little to big. You know, we've13 realigned the gaming floor for sight lines. We've14 added electronic roulette games which, you know, the15 customers tend to like, and it makes it easier for the16 dealer and surveillance team. We've added new felts17 that highlight our brand but are well needed.18 You know, from the noncapital items, we19 cleaned the chandelier in the high limit room. And20 employees and customers alike asked if -- asked when21 we got a new chandelier, indicative of how long it had22 been since it had been cleaned. So from -- from23 little to big, those are a quick flash of items.24 We got 60-some-odd slot machines coming25 any day now. And, you know, there'll be another batch



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1 MICHAEL MONTY2 coming in the offseason in time for next summer.3 You know, we're looking to put in4 e-bonusing and the wiring to support that on the5 gaming floor. One aspect of the e-bonus, the customer6 sees, is the wiring which no one sees. But it's7 important as we modernize our gaming floor.8 So the gaming floor has changed. We've9 reduced the count in the high limit room. We've

10 realigned it to make it more welcoming. So we've11 done -- we have done things that cost a lot of money12 and things that cost a little bit of money, but they13 all tend to make a difference to the customer14 cumulatively.15 Q. And in a similar vein, significant16 changes were made to the hospitality and entertainment17 and convention areas of the property that you would18 feel important to highlight?19 A. I think I covered most of them in my20 conversation with Lloyd.21 Q. Did those changes result in a positive22 effect on Bally's AC's financial performance?23 A. Yeah. I mean, I would say overall we're24 getting better every month. For instance, in June25 slots grew 49 percent while the market grew just 35

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1 MICHAEL MONTY2 percent. In -- in July we moved out of nine out of3 nine in net land-based revenue by heading off one of4 our competitors. So we're making incremental5 progress. Part of it's the marketing plan. Part of6 it is stuff that we're doing to the property. You7 know, that's what really gives us a positive outlook8 going forward. Because, like I said, we spent $109 million. We've got at least $90 million more to

10 spend. We haven't even touched the hotel rooms yet.11 So as our capital plan starts to really12 fully unfold, the gaming revenue will drive. The13 energy of the property will continue to increase. The14 restaurants will be packed. It will be good for the15 employees, good for the customers, and you'll see it16 in the revenue reports on a monthly basis.17 Q. So it's your expectation that those18 additional investments that you just detailed will be19 able to -- will be able to continue the financial20 turnaround performance of the casino?21 A. Yeah. Yes.22 Q. Have you reviewed the Division's report23 filed in this matter?24 A. Yes.25 Q. Have you read it? Are you familiar with

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1 MICHAEL MONTY2 the Division's recommended conditions to be imposed in3 connection with this proceeding as set forth in4 Exhibit F to the Division's report?5 A. Yes.6 Q. Do you agree to abide by those7 conditions?8 A. Yes.9 Q. And will the Bally's entities comply

10 with the conditions and, in particular, the conditions11 pertaining to the capital expenditure required to be12 made at the Bally's AC property and related reporting13 requirements?14 A. Yes.15 Q. Thank you very much. I have no further16 questions.17 CHAIR PLOUSIS: Thank you, Mr.18 Hollander.19 MR. LEVENSON: I have no other20 questions.21 CHAIR PLOUSIS: Nothing?22 Thank you, there, Mr. Levenson.23 Vice Chair? The floor is yours.24 VICE CHAIR COOPER: I have questions.25 Mr. Monty, again thank you for being

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1 MICHAEL MONTY2 here.3 I'm going to work backwards. Actually,4 you answered some of my questions, so I'm going5 to work backwards. And instead of starting6 with a question, I'm actually going to start7 with a compliment or something that makes me8 happy that you just mentioned. And there were9 two areas, actually.

10 You were talking about the sixth floor11 which is going to be focusing on the food, and12 you mentioned the different types of food. The13 national brands that you mentioned, very happy14 with that. But also very, very, very pleased15 to see that you've incorporated some of the16 fine local restaurants right here in Atlantic17 City or Atlantic County. You mentioned18 Carluccio's, Water Dog. Great, great places.19 And as I said, it's good to have the national20 brands or brands that are known with your21 company, but very, very pleased to see that22 you're, you know, welcoming some of the local23 restaurants that we have. And those are two24 of -- two great, great property -- restaurants.25 You mentioned entertainment. And I was



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1 MICHAEL MONTY2 in the entertainment business many, many years3 ago. And one of the questions I always like to4 ask is, what are your entertainment plans? And5 you just mentioned the Motown review. Some of6 my friends happen to be the musicians7 performing in there, and I heard the review8 show is fabulous. You mentioned a show9 featuring, you know, the music, the Bee Gees

10 coming up, Michael Jackson. This is great.11 If you would -- and again, I'm always12 happy to hear about entertainment, live13 entertainment, just any type of entertainment.14 Could you expand on what some of the plans are15 for your property -- anything that you've got16 planned. And might you be looking at down --17 down the road -- and again -- I know the layout18 of Bally. They don't have a big theater, per19 se, a theater that can hold a thousand or 2,00020 people. But down the line, are you planning21 any, shall we say, big name entertainment?22 So at this point tell us what you've23 got -- or tell us what you've got planned for24 entertainment in the future.25 THE WITNESS: Yeah. So I would be --

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1 MICHAEL MONTY2 I'd want a mention a couple things. One, you3 know, we've -- you know, with working with the4 seating plan, we can include about 1300 in that5 auditorium. So there is an opportunity for6 mid-to-large scale shows. Also, I didn't7 mention that the beach bar. We -- you know, we8 had live and local entertainment, both bands9 and DJs, throughout the summer. And we've

10 invested a lot in that. And in the lobby, even11 without the lobby bar, we run entertainment on12 Fridays and Saturday nights.13 But -- but in addition to what I've14 mentioned, we would be pleased to have15 entertainment offerings on a weekly basis. We16 like the energy that it brings into the -- into17 the property. To go, as we're going, into the18 offseason to make a destination for folks, you19 know, that are likely to travel to go see a20 show. Again, as I also mentioned, next summer21 we're looking for another ten-week show to --22 to focus on just getting more customers to the23 property.24 I -- I can't really speak to what our25 appetite is exactly for -- for how large of a

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1 MICHAEL MONTY2 scale type band we can go. You know -- excuse3 me -- that will be based on, you know, as4 entertainment grows and the ability to sell out5 and pay for those types of shows will drive6 that. But I -- I assure you that, you know, we7 are committed to entertainment at the property.8 And we are committed to getting as -- as most9 attractive type entertainer as we can to get

10 the most amount of people there. And if the11 show pencils financially, we'll be able to do12 it and we would. And we demonstrated13 throughout our portfolio to -- you know, Phil14 Juliano is on the call. From an entertainment15 perspective, we've done those large shows16 throughout our portfolio and not shy to do so17 when they can make sense for you.18 VICE CHAIR COOPER: Okay. I just want19 to again -- you've answered the question.20 Again, I just -- I suppose I want a little more21 confirmation. I'm going to go back to the22 capital expenditure just for one moment if you23 would.24 You've mentioned you've got 16 penthouse25 suites. How many rooms do you have all -- at

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1 MICHAEL MONTY2 Bally? Regular hotel rooms.3 THE WITNESS: Right around 1200.4 VICE CHAIR COOPER: Okay. With the5 capital expenditures -- and I know -- as I6 said, I know you've answered it, but so let's7 say 1200. Once you start renovating the rooms,8 as I mentioned -- or I asked this before of Mr.9 Capp -- and I'm going to say it again with no

10 disrespect. It's an old property. You start11 something and you found out there's a problem,12 whether it be air-conditioning or heating or13 something and you run into a problem. I know14 what you've allocated for room or nonrooms.15 Can you reassure me -- or reassure my16 colleagues that there will be money. So we're17 not like -- again, I know you've said 65, 35.18 What you can take, what you can't take and that19 such. Just can you reassure me and my20 colleagues that these capital improvements will21 be done on a timely fashion to get this22 property -- competitive as soon as possible?23 When I say "competitive," top to bottom, 120024 rooms as soon as -- I mean, what is a proper25 time frame. Do you have access to that money



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1 MICHAEL MONTY2 should you start to run short?3 THE WITNESS: Yes. Fifteen million --4 that's one of the benefits of being backed by5 Bally's and its robust portfolio properties6 that, you know, we're not a standalone property7 that has to fund these itself. It allows us to8 make the investment versus the benefits over9 time. And I would say you must have been

10 talking to our facilities personnel because11 we -- we cannot do anything at the property12 without uncovering one or two other problems13 that require focus, time, and money.14 VICE CHAIR COOPER: Okay. As I said,15 I'm going to reminisce for 10 seconds, 2016 seconds. The old, you know, Bally, the history17 of it, it was the olden Dennis, the old18 Marlborough-Blenheim. The Dennis, I believe,19 is still there, the Dennis Lounge. I go back20 many, many years. And it was an old21 magnificent grand hotel in Atlantic City. I22 realize everything that is old is new again,23 that cliche. I'm just excited to see -- we've24 heard a lot today. I'm particularly excited to25 hear what you're doing, what you're planning

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1 MICHAEL MONTY

2 with the capital expenditures, most -- most

3 importantly to make it competitive in the

4 Atlantic City market.

5 With that being said, thank you again

6 for your answers, for your explanations.

7 Mr. Chairman?

8 CHAIR PLOUSIS: Thank you, Commissioner

9 Cooper.

10 Commissioner Mollineaux?

11 COMMISSIONER MOLLINEAUX: Thank you, Mr.

12 Chairman.

13 Good afternoon, Mr. Monty.

14 THE WITNESS: Good afternoon.

15 COMMISSIONER MOLLINEAUX: First, I want

16 to thank you for serving.

17 THE WITNESS: Thank you.

18 COMMISSIONER MOLLINEAUX: Second, I want

19 to welcome you to Atlantic County.

20 THE WITNESS: I'm glad -- glad to be

21 there.

22 COMMISSIONER MOLLINEAUX: I welcome the

23 statements that my colleague just made

24 concerning local restaurants. Ones that you

25 have chosen there are very recommendable. So

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1 MICHAEL MONTY2 we're glad to see that you're headed in that3 direction and where -- what you're doing with4 the local community.5 What do you have planned -- do you have6 any thoughts about engaging the -- the7 community, the Atlantic City community, in your8 involvement? Have you spoken to anyone or do9 you have a plan for that?

10 THE WITNESS: Yes. Yeah. Definitely,11 Commissioner. And I think Nick, Jim will even12 highlight this a little bit more. I can13 speak -- I can speak for myself. And, you14 know, as late as last -- last weekend, we --15 Carluccio's, who is a local pizza joint we just16 put into the property, you know, we -- worked17 with them and we donated 60 pizzas over to18 the -- you know, AtlantiCare. And that's just19 a little thing. And a couple weeks ago it was20 National Hotdog Day. I didn't know there was a21 need for that but there is. And, you know, we22 had an abundance, you know -- we order a lot of23 hotdogs for the -- for the beach bar. And, you24 know, we brought -- we brought those -- we25 donated a bunch of hotdogs to the Boys & Girls

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1 MICHAEL MONTY

2 Club in Atlantic City.

3 And Nick -- Nick will touch on this

4 more. But, you know, we're -- we are actively

5 looking for opportunities to engage the

6 community? You know, it's -- sometimes it's --

7 it's -- you know, there's a donation and that's

8 meaningful and that's helpful, but we also

9 enjoy the opportunity to take ourselves and

10 employees and maybe some of our resources to a

11 local state or nonprofit that can benefit for

12 it. We think it's good for the community.

13 It's good for us, gets us out of the office.

14 Those are just two anecdotes. You know, we're

15 continuing to do a lot more. We've done more

16 than that, but that's important to us.

17 COMMISSIONER MOLLINEAUX: And the casino

18 itself is an old casino. So some of the

19 statements you stated concerning the little

20 small things that you were going to be involved

21 in fixing, that makes me feel better. Because

22 it's the little, small things that people don't

23 really pick up on. But when the -- when

24 someone is coming into the casino, they do see

25 it. I came from the Construction Department,



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1 MICHAEL MONTY2 so -- in Atlantic City. So I know what you're3 saying. Those type of small areas do need to4 be taken care of. So we do welcome your5 comments and the things that you are going to6 be doing with that is quite welcome.7 Thank you.8 THE WITNESS: Thank you.9 CHAIR PLOUSIS: Thank you, Commissioner

10 Mollineaux.11 Mr. Monty, by now your company intends12 shortly -- as you state you'll be in 11 states.13 What kind of cross-pollinization are you going14 to do with your other properties around the15 country to bring people to Atlantic City or16 vice versa?17 THE WITNESS: So I would say we're18 already doing it. We have an opportunity --19 you know, we're proud of this property. And20 the rooms need to be updated but, frankly, that21 you put -- if you go up to the top floor and22 you look out in the ocean, you know, there's23 probably not a better view in the portfolio.24 So I will tell you even just this25 upcoming weekend, we have customers coming from

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1 MICHAEL MONTY2 the Biloxi property. We have customers coming3 down from New England to visit this property.4 And we're facilitating that. And we look at it5 as a second -- a second amenity for -- for our6 portfolio property customers. Something that7 it's good for them. It's good for us.8 Additionally, we're implementing a one9 card system. You know, it's already started to

10 roll out in our portfolio. And we -- we are --11 we're going to be rolling that out in12 September. So there is going to be a one card13 Bally's that's active throughout the entire14 portfolio. Over time there's a few properties15 that are already rolled out but, you know,16 you'll be able to get your points and use them17 throughout the portfolio. And we're also18 implementing a system that allows us to track19 what our customer likes. So, you know, the20 customer who is in -- in Nevada or customer21 that's that Rhode Island or Biloxi when they22 come to our property when we check in, we23 will -- we will know what restaurants they24 like, what -- you know, what games they play.25 What kind of room they enjoy. Who -- you know,

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1 MICHAEL MONTY2 what their birthday is. So, it's -- it's --3 it's the one card system. We'll further4 improve the momentum of the things we're5 already doing which is cross-pollinating, to6 use your words, the customers throughout the7 portfolio.8 CHAIR PLOUSIS: Thank you. That9 answered my question thoroughly.

10 That's all I have for you, Mr. Monty.11 Thank you for your testimony today. And again,12 thank you for your service to our country as13 well.14 THE WITNESS: Thanks a lot.15 CHAIR PLOUSIS: Mr. Levenson? Your next16 witness, please?17 MR. LEVENSON: I turn it over to Miss18 Kaufman.19 MS. KAUFMAN: Chair, commissioners, my20 next witness is the General Manager, Nick21 Polcino.22 And I will remember to have him sworn23 in.24 CHAIR PLOUSIS: Mr. Nance?25 - - -

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1 NICHOLAS J. POLICINO, JR.2 N I C H O L A S J . P O L I C I N O , J R . , having3 been first duly sworn remotely, testified as follows:4 - - -5 MR. NANCE: Please state your name for6 the record.7 THE WITNESS: Nicholas Joseph Polcino,8 Jr.9 MR. NANCE: Thank you.

10 DIRECT EXAMINATION BY MS. KAUFMAN:11 Q. Good afternoon.12 A. Good afternoon.13 Q. I would like you to start by introducing14 yourself by not only your title but your personal15 experience at Bally's. Meaning, you know, your job16 history and happy story.17 A. My name is Nick Polcino. I'm the Vice18 President and General Manager and probably executive19 gaming -- gaming executive on property here.20 I started my career in Atlantic City a21 very long time ago, 41, 42 years ago now. I started22 on this very property as a craps dealer in 1979 with23 Bally Corporation. And worked my way through the24 city. And up to 18 years ago I left. And eight years25 ago I was picked up by Twin River, which is now Bally



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1 NICHOLAS J. POLICINO, JR.2 Corporation, with their Hard Rock property in Biloxi3 and was asked to be the GM at Dover Downs in Delaware.4 And I was excited when I was asked to5 come back to Atlantic City where it all started. My6 family is very happy about that. Knowing what I was7 getting into, a property that's been depressed over8 these years, but I feel very confident in wanting to9 bring it back.

10 The two properties prior to me coming11 here were successful in different areas. I was able12 to do certain things with the help of the corporate13 structure to get things done. And so far that's14 happening here in Atlantic City.15 Q. Thank you.16 Mike mentioned something that, to me, is17 the true sign of a leader. Because obviously you have18 led by example.19 MS. KAUFMAN: I'm waiting for this --20 Q. By showing, you're teaching him just by21 watching you how important the little details are that22 don't require a lot of money put into the property,23 keeping the property clean and well lit and really24 inspiring others. Can you talk about your philosophy?25 A. Well, the property can't exist without

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1 NICHOLAS J. POLICINO, JR.2 both parties. I mean, Mike has been very helpful to3 me on a contractual side of things and certainly has4 the education and forthwith to keep me out of trouble5 in those areas. But for me it's always been about the6 detail. It's always been my ability to build teams7 and to get the right people in the right spots.8 I spoke back in November about the pride9 in the city that I thought was lost. And in order to

10 bring pride back, it starts with one property, one11 individual. And I kind of started that here. The12 process has been a little slower because of covid.13 But I think we're winning people over one at a time,14 one customer at a time, one employee at a time.15 There's definitely pride here. There's a lot of16 long-term employees here that I'm capitalizing on.17 And again, I try to lead by example and get my18 executive team to do the same.19 Q. Speaking of your executive team, at the20 ICA hearing you did talk about wanting to bring some21 of your Dover Downs team with you who had experience22 in Atlantic City and knew the customers, combine them23 with the talent you already had at the property?24 A. That's correct. We had Frank25 Policastro, who was our Director of Gaming in the

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1 NICHOLAS J. POLICINO, JR.2 Dover Downs is now our Executive Director of all3 things gaming here in Atlantic City. And we also4 brought Catherine Grasso as our casino manager here.5 Both have done great things on the casino floor with6 putting new games in and getting us up to speed with7 the rest of the city.8 Since we've taken over in November, the9 toke rate is up over $10 for the dealers from, you

10 know, sub $10 rate to some weeks 18, $19 an hour,11 which is, you know, credited to those folks and what12 they do in those departments.13 Q. And have you made any other hire --14 hires in any other departments that have been -- seen15 some change.16 A. Personally I have not made the hires.17 But we have made hires in the Asian department. Gary18 Ng, who represents Asian marketing for our company,19 has done an excellent, outstanding job with us here in20 Atlantic City along with Anthony Speziale, who is our21 Domestic Executive Director of Player Development,22 which Mike alluded to, a few things we already23 started.24 This week there are people coming from25 Rhode Island and Biloxi. And the folks coming from

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1 NICHOLAS J. POLICINO, JR.2 Biloxi have never been to Atlantic City before. So3 we're opening up our Atlantic City cuisine. We're4 going to introduce them to some soft water taffy and5 soft pretzels, and those kinds of things.6 Q. Okay. Mike talked a little about the7 tie-in between the capex improvements you'll be making8 and how that ties into your marketing efforts and kind9 of how that's hampered you so far. Can you just

10 elaborate a little on that?11 A. Well, you know, they go hand in hand.12 You can't have one without the other. The property13 was depressed. A lot of folks didn't want to come14 here because it was dirty. You know, the little15 things that you can do. And it was old. And each16 time -- we've seen improvement each time we've17 invested our capital. So here, the capital in18 Longo's, we saw some residual play on the casino19 floor, which helps. Every time -- I think the same20 thing will happen when we open -- we just opened Water21 Dog. And I think that will help the locals get back22 here. Because the local market is important to us,23 especially during the week. So, but you can't have24 robust marketing program without developing some kind25 of capital projects.



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1 NICHOLAS J. POLICINO, JR.2 Q. Speaking of capital projects, you have a3 beautiful sportsbook. Can you talk a little about4 that and what your hopes are for it?5 A. Well, the sportsbook is certainly a6 beautiful area. We cleaned that area up at the7 casino. That was one of the first things we did when8 we got here. A lot of conversation was said about it.9 The food is very good in there. We have a great

10 sports menu. Off to -- it was off to a little bit11 slow start because of the season we brought it up in.12 Certainly football season will tell the story for our13 sportsbook. And we already have people wanting to14 visit us on weekends and making reservations for spots15 in the sportsbook.16 Q. The Division had expressed concerns, you17 know, about the staffing levels under prior ownership.18 And at the ICA hearing, you had discussed your -- all,19 actually, the witnesses expressed their intention to20 hire or reallocate employees as you added these21 amenities that are tied in as well to your capex22 expenditures. I know that obviously that --23 (There was a noise interruption.)24 MS. KAUFMAN: I'll wait until this goes25 by. It's very exciting here in Atlantic City.

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1 NICHOLAS J. POLICINO, JR.2 Q. I know that there has been -- obviously3 everyone has had a decrease since -- over the precovid4 numbers. But I'm sure you were very pleased to see5 that your -- that the decrease in the number of6 Bally's employees as compared to the industry was the7 lowest in the industry. Can you talk about your8 philosophy and why?9 A. Sure. You know, we're pleased in our

10 ability to maintain that all during the pandemic and11 the challenges that that, you know, put forth to us.12 But, you know, not only are the number of employees up13 but the number of employees that were furloughed are14 less. So we brought those people back when we could.15 And we've probably increased the workforce some16 hundred and 20 employees. And I believe that's17 without the count of the new restaurant, Water Dog,18 which is some 120 employees in itself.19 Q. Right. Which I believe is well more20 than the previous establishment that was not operating21 full time --22 A. Yes.23 Q. -- or serving three meals a day.24 A. Yes. This will be three meals a day,25 seven days a week.

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1 NICHOLAS J. POLICINO, JR.

2 Q. Okay. Are you familiar with the

3 conditions in the DGE report regarding putting

4 unemployment plan together, comparing precovid numbers

5 over the years to your projected numbers and, you

6 know, providing an explanation if during any month

7 there is more than a 50 employee drop?

8 A. Yes. I am.

9 Q. And are you prepared to comply with that

10 condition?

11 A. Yes.

12 Q. Mike Monty touched on something that's,

13 I know, very important to you as well, community

14 involvement. Can you talk about Bally's community

15 involvement and, you know, I know you've been active

16 as well personally. So --

17 A. You know, along with the 501(c) people

18 that we donate to, you know -- you know, Mike had

19 mentioned the money is just as important. We do that.

20 And he mentioned the Boys & Girls Club and the

21 Carluccio's pizza. But also through the Red Cross, we

22 do Tots for -- you know, Toys for Tots. We got that

23 in. We're in the back-to-school drive now for the --

24 to support the Atlantic City school systems. The

25 Lion's Club, we did a recycling of glasses, which was

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1 NICHOLAS J. POLICINO, JR.2 big for us. And also, we received an award from the3 American Legion for our veterans. We volunteered for4 veterans to be hired. That's what we've done so far.5 Q. Okay.6 A. We try -- our plan is to do one7 community event a month. Or be -- participate in8 something at least once a month.9 Q. Right.

10 A. That's what we try to do.11 Q. And then it's my understanding that you12 also encourage employee community involvement to help13 build, you know, a really Bally employee through14 community?15 A. Along with the corporate mandate, you16 know, we volunteer many hours and we volunteer a lot17 of our property to local people to get things done in18 a community to, you know, have seminars about things.19 So, you know, yes, we -- very involved.20 Q. I -- I know that you worked with our21 head of human resources, Monique Tarves, on our EEOC22 and then the new requirement, which we know -- as a23 company many of the required items you are doing24 already. But the plan prohibiting harassment and25 discrimination that, you know, we call that PPHD.



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1 NICHOLAS J. POLICINO, JR.2 Could you tell us about your involvement and --3 A. Well, right now my involvement is on two4 levels. And the first level is to build something5 permanent on property through the HR and corporate HR.6 But more recently my other involvement in it is, every7 orientation that we have once a week here on property8 with new hires, I spend 20 minutes to a half hour9 going over the harassment policy as its written by New

10 Jersey. And ask for any questions by anyone and to11 kind of explain to them what the responsibilities are12 of them. That we have a zero tolerance for this type13 of behavior. And that moving forward, I give them the14 opportunity to speak and tell them where to go if15 there's an issue.16 Q. Okay. And on the EEOC, have you -- what17 have you seen with your hiring in minorities, females,18 local residents? How -- how are you doing? How do19 you feel that you're doing?20 A. Well --21 Q. Some things are hard to measure.22 A. Well, it's hard to measure because a lot23 of employees do not state on the application. You24 know, they tend to withdraw from answering those25 questions. But the ones that answer the questions

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1 NICHOLAS J. POLICINO, JR.2 about minority and gender status, we're running pretty3 much with what the corporate initiative is right now4 or where we are corporately. About 47 percent, you5 know, minorities and females -- or 30 percent6 minorities and 37 percent female on our property. So7 we're running close to those numbers. And we have8 about -- as I recall, about 20 percent or 18 percent9 that are in leadership positions. Out of that group.

10 Q. Okay. And I was looking over some11 numbers, and just verify this for or me, but it looks12 like our percentage of applicants to hiring is -- if13 it's not even across the board that actually our14 minority percentage is higher than some other15 categories suggest.16 A. Yes. Yes. Yeah. The gender piece is17 almost 50 percent. The minority piece still runs18 around 25, 30 percent.19 And also, Atlantic City residents -- I20 think that was part of your question. Right now we21 have just south of 400 AC residents that work here on22 property. At all -- in all different departments.23 Q. Which is -- I mean, I was --24 A. Including our hotel director. Our hotel25 director lives here in Atlantic City.

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1 NICHOLAS J. POLICINO, JR.2 Q. Well, very good recruiter.3 Now we are nine months later, and they4 are -- I know that it's been challenging. But how are5 you feeling?6 A. Well --7 Q. Tell us you're not running away.8 A. No. No. I'm -- first of all, my9 children won't let me do that, number one. And,

10 number two, I'm very optimistic about the property. I11 wouldn't have took the position with the company if I12 didn't feel I could add some value to what the company13 is trying to do here in Atlantic City. And, of14 course, what I said earlier, you know, starting here15 at the bottom rung in the casino industry and then16 arriving at this late time in my life or the twilight17 of my life, whatever you want to call it, to be Vice18 President and General Manager of the very same19 property and some of the employees that I started with20 are still here in various departments. Even in the21 gaming department. They've been here 40 years.22 So the difficult part for me is, again,23 the pride issue. And I think the pride on the24 property is moving in the direction and, hopefully, if25 our property can help other properties move into the

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1 NICHOLAS J. POLICINO, JR.2 pride of Atlantic City, that's I think sorely missing3 when it comes to being proud of where you work and4 what you do. And I instill that in every orientation.5 If you can't be proud of what you do, there's no sense6 in doing it. Move on, so.7 Q. Well, you know that I -- I have a8 bias -- and Lloyd's going to make fun of me because9 he's saying, wow, she hasn't mentioned where she came

10 from. I would -- I would say that I'm very pleased11 about the capital expenditures because I hadn't been12 in my office in the legal department for 23 years, and13 nothing had changed. Other -- including every --14 including, you know, my old work still being there.15 But I am -- I've just seen the difference now and16 already what you're doing. And I know even the back17 of the house improvement -- back of the house18 improvement so far, you know, I know helps employee19 morale and goes very far.20 A. I know one of the commissioners21 mentioned the small things, and part of my mantra is22 you know, the attention to some of those details. And23 so far everybody's buying in. You know, there's24 always the few people that won't. But, you know, they25 get it. If the majority buys in, the rest -- the rest



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1 NICHOLAS J. POLICINO, JR.2 will follow.3 Q. Okay. Thank you. I have no more4 direct.5 CHAIR PLOUSIS: Thank you, Miss Kaufman.6 Mr. Hollander, your witness.7 MR. HOLLANDER: Thank you, Mr. Chairman.8 - - -9 CROSS-EXAMINATION BY MR. HOLLANDER:

10 Q. Good afternoon, Mr. Polcino.11 A. Good afternoon.12 Q. I know you've touched on the business on13 the questioning. Do you anticipate Bally's AC being a14 partner to the greater Atlantic City community?15 A. Yes, I do.16 Q. And from a corporate perspective, that's17 something that's very important to Bally's Corporation18 and to Bally's AC?19 A. Yes, it is.20 Q. In your view, is the greatest21 opportunity in the Atlantic City market in the areas22 of i-gaming and sports wagering?23 A. I would say it's the future. Yes.24 Q. All right. Given that -- and I know25 we've touched to this with other witnesses, the retail

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1 NICHOLAS J. POLICINO, JR.2 brick-and-mortar side is still an integral part of the3 operations; correct?4 A. Yes.5 Q. Thank you.6 Are there any strategies in place to --7 or planned -- to attract new and retain existing8 customers to and with the property?9 A. Well, Mike touched upon our one card

10 issuance. And we -- we're presently getting ready to11 roll out our tier system with new cards that everybody12 will be proud to see when we finally hit the market.13 And along with that, you know, the14 i-gaming databases and the things that we can15 withdraw -- draw from those entities is going to help16 brick and mortar here. We've already started to --17 again, to Mike's thing with PD and moving players from18 other parts of the country to us. As I said, there's19 going to be 30 or 40 people on property for three days20 from Biloxi of which 20 of them have never been to21 this property or in Atlantic City.22 Q. And this strategy and these -- what23 you're doing to attract these new customers and24 retaining existing customers, that's both retail and25 online sports wagering patrons?

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1 NICHOLAS J. POLICINO, JR.2 A. Yes, it is.3 Q. And is there any specific to attract4 nongaming patrons?5 A. Well, our restaurant products. That's6 for sure. I mean, we have the best. We have, you7 know, Water Dog and Longo's Meatballs & Martinis. I8 mean, have been both -- two days for Water Dogs, but9 Longo's has been a huge, huge success for us.

10 Q. And you mentioned the integrated Bally's11 rewards card. When is that planned to be rolled out12 at the property?13 A. Probably in the next 30 to 40 days I14 believe.15 Q. Is there any concern for cannibalization16 of the current market?17 A. There always is. We're in a very18 competitive market. And, you know, it's our job, my19 job, to grow the market with all the tools that we20 have to make it grow, and I think we'll do that.21 Q. And what tools or specific ideas do you22 have to anticipate growing the market?23 A. Well, as I said, we have a player24 development program throughout the country, and those25 player development folks talk to one another. We move

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1 NICHOLAS J. POLICINO, JR.2 people here -- not move people here, but we try to get3 people to travel here to our major events like our4 beach concert this weekend. The Air Show. And then5 we share our customers within our company with the6 things that they do in their jurisdictions.7 Q. And what role will i-gaming and sports8 wagering play in growing the market?9 A. Just by building a database for us. A

10 chance to get into the database. Database is11 important for all.12 Q. In light of the covid pandemic, has it13 been a challenge to bring back patrons into the14 facility since reopening?15 A. I think -- I think the more -- the16 bigger question is to bring employees back. The17 patrons are coming. And we're having a tough time,18 you know, keeping people on and getting people to come19 back. Although we've done a great job at that, it's20 still, you know -- it's still a very difficult21 situation.22 Q. I'm glad you brought up the employees.23 That's a good segue into my next line of questioning.24 I just wanted to go over some historical numbers to25 just put a context on everything.



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1 NICHOLAS J. POLICINO, JR.2 Is it accurate that at the end of3 February 2021, Bally's AC reported 1,257 full-time and4 part-time employees, which represents a decrease of5 approximately 18.1 percent of the workforce when6 compared to February 2020?7 A. I would say yes.8 Q. And as of May 31st, 2021, Bally's9 reported 1,325 full- and part-time employees; is that

10 correct?11 A. Yes.12 Q. And Bally's AC anticipates growing13 employment by an estimated 278 positions over the next14 three years; is that correct?15 A. Yes. We're probably at 1700 right now.16 Q. And is that level of staffing sufficient17 to be competitive in the AC market?18 A. I say yes. We could always use more19 help.20 Q. You touched on this a little bit before.21 Has it been a challenge to retain employees?22 A. It has.23 Q. And has Bally's AC employed any24 strategies for improving employee recruitment and25 retention?

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1 NICHOLAS J. POLICINO, JR.2 A. Well, we have. I mean, just like I said3 earlier, making the toke rate -- the tip rate for the4 dealers higher, that's helped on the gaming side to5 keep people here from moving on. And also we've6 created some hiring strategies in the form of7 bonus-type structure to get people in different areas8 to work.9 Q. And have you seen positive results from

10 those so far?11 A. Not as positive as I would like. No.12 Q. On February 11th, 2021, the Division13 sent a warning letter to Bally's AC for a lack of14 compliance with regulatory requirements under the15 Casino Control Act by employing individuals without16 first ensuring they hold the proper level of17 credential. Are you familiar with that warning18 letter?19 A. Yes, I am.20 Q. Have you read it?21 A. Yes, I have.22 Q. And has Bally's AC taken steps to23 prevent such a situation from occurring?24 A. We have. We've -- unfortunately, at25 that time with a new HR department and the influx of

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1 NICHOLAS J. POLICINO, JR.2 employees, that gentleman fell through the cracks.3 Came to work without his key license being -- being4 honored, I guess is the right word. But we've taken5 steps now through HR with all the programs, that6 that's initiated on every board, on our hiring boards.7 So that -- and then we have steps to make sure that8 the person doesn't return to work until the key9 license is activated.

10 Q. Okay. Thank you.11 Does Bally's AC maintain a culture of12 compliance as part of a closely regulated industry13 where compliance is a key component in maintaining the14 public's confidence and trust?15 A. It does.16 Q. And has Bally's AC committed to17 compliance with all applicable laws and regulations?18 A. We are.19 Q. Have you read the Division's report?20 A. I have.21 Q. Have you read and are you familiar with22 the conditions the Division recommended be imposed in23 connection with this proceeding set forth in Exhibit F24 to the Division's report?25 A. Yes.

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1 NICHOLAS J. POLICINO, JR.2 Q. And in particular, have you read those3 conditions related to employee staffing and reporting4 requirements?5 A. I have.6 Q. And will Bally's AC comply with those7 conditions if they are imposed?8 A. We will.9 Q. Thank you very much. I have no further

10 questions.11 CHAIR PLOUSIS: Mr. Hollander.12 Miss Kaufman?13 MS. KAUFMAN: No further questions.14 CHAIR PLOUSIS: Commissioners?15 Commissioner Cooper?16 VICE CHAIR COOPER: I have questions.17 Mr. Polcino, thank you for being here.18 Actually, some of my questions you've already19 answered, so I'm going to move on.20 There's -- no doubt you have a longtime21 history, affiliation, connection to Atlantic22 City as you mentioned. You started at Bally in23 1979. In addition to what we've heard about24 the property, what we've heard, you know, about25 Bally as it exists right now, you mentioned,



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1 NICHOLAS J. POLICINO, JR.2 let's say, there's a group coming here -- for3 example, there's a group coming in from Biloxi4 and 30 or 40 people who have never been to5 Atlantic City before. When they arrive, let's6 say you're going to be greeting them. What7 would be the first five or ten things you would8 highlight and tell them as they -- as9 they're -- this is their first experience to

10 Atlantic City. In your -- I'm going to say in11 your estimation, what are the highlights that12 you would focus on to a group of people --13 particularly from Mississippi because the South14 is -- I don't want to say Mississippi is much15 different from Jersey, location. It's the16 South versus the East. What would you tell17 them as you welcome them to Atlantic City?18 THE WITNESS: When they welcomed me to19 Biloxi it was always the food issue.20 VICE CHAIR COOPER: Okay.21 THE WITNESS: Food would be the first22 thing here. We have a lot of local products in23 our submarine sandwiches and pizza and24 everything else we have to offer with the25 saltwater taffy that got mentioned earlier.

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1 NICHOLAS J. POLICINO, JR.2 And they will be getting those as parting3 gifts, the saltwater taffy, as they leave the4 property. I'll also talk about the Boardwalk5 and, you know, I'll talk about my history with6 the Boardwalk with them because it's not -- as7 it was when I was a young person and try to8 bring them up to speed with where we are now.9 We also have beautiful beaches. And I

10 don't know what else to say. When you mention11 Atlantic City to me, my first thought is the12 Atlantic City Boardwalk and the beach. So13 there's not -- that would be the first ten14 minutes of my speech. Enjoy the Boardwalk.15 Enjoy the ocean. Don't lose your teeth on the16 taffy.17 VICE CHAIR COOPER: And the salt water18 air.19 Let's say we're going from that 20, 3020 people from Biloxi and small crowd. Now let's21 just change the dynamics of a presentation.22 Let's say you are speaking at a seminar or23 convention of about a thousand people, trying24 to get them -- trying to get an organization or25 a national convention to come to Atlantic City.

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1 NICHOLAS J. POLICINO, JR.2 And I know convention services -- there're3 different, you know, components or different4 parts of an operation that would work on, you5 know, trying to secure national convention.6 But let's say you're appearing at a convention.7 What would you say to entice -- to encourage a8 national convention to think about Atlantic9 City or to -- not to think about, to consider

10 coming to Atlantic City for a three, four,11 five-day convention? What would you promote?12 What would you emphasize?13 THE WITNESS: I would promote the14 easiness to navigate throughout the city. You15 know, it's not a huge metropolitan city. It's16 easy to navigate from one end of town to17 another. If you're interested in walking from18 one end of the town to the other, you can. But19 utilizing our boardwalk. And there's going to20 be tons of entertainment somewhere for your21 enjoyment.22 I mean, I -- you know, I'm not the exact23 convention guy to be out there selling24 conventions, so I would rely on my convention25 staff to do that. But to talk to me, it would

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1 NICHOLAS J. POLICINO, JR.2 be always about the Boardwalk and how easy it3 is to navigate the city.4 VICE CHAIR COOPER: I love it. It's5 just, and what you said, it's -- it's 486 blocks, 47 blocks. It's the beach, the7 Boardwalk. So many natural attributes. And as8 you've said, you got the convention services9 people to do that. But you as the -- as an

10 executive.11 One other thing that -- it's not a12 question, but I would just like to comment. I13 comment and compliment and maybe you might be14 able to expand on it, although you've answered15 it magnificently today. And I'm particularly16 happy, and Miss Kaufman had asked you about17 your community -- about your community18 involvement, your philanthropic activities.19 And what you mentioned previously. I'm very,20 very pleased. You know, the big picture with21 everything is always important, but, you know,22 it's still Atlantic City. We still have people23 here. It's Atlantic City. It's Atlantic24 County. There are -- these are challenging25 times. I mean, children are getting ready to



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1 NICHOLAS J. POLICINO, JR.2 go back to school. We're still in the midst of3 this covid.4 You know, so as I said, what you've5 mentioned I'm very, very pleased about. What6 you're doing. Is there anything additional7 that you might not have mentioned with regard8 to Bally's civic and philanthropic activities9 and what you might be planning for the future?

10 Is there anything else you'd like to add?11 THE WITNESS: No. Not at this time.12 No. But we're always looking for13 opportunities. And they always come to us14 through different -- different groups, whether15 it be Cancer Association or the Red Cross or16 the March of Dimes. Everything -- everything17 comes to us.18 You know, on a personal level, I'm19 involved in the ALS situation. I lost a family20 member to that. So, you know, being involved21 in community stuff is big for me. And it's big22 for this company.23 VICE CHAIR COOPER: That's very, very24 encouraging, very reassuring. I know you25 mentioned that you tried to do one event a

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1 NICHOLAS J. POLICINO, JR.2 month. And again, I wouldn't expect you to3 have a year's calendar, that, you know,4 something could come up. It might not be that5 particular monthly. It could be something down6 the line. Something that unexpectedly happens.7 But again, I must compliment and tell you that8 I'm very happy with what I've heard regarding,9 as I said, your civic and philanthropic

10 activity.11 Everything else you answered. So I'm12 going to thank you for being here and13 participating.14 MS. KAUFMAN: Commissioner Cooper?15 VICE CHAIR COOPER: Yes.16 MS. KAUFMAN: May I just add that one of17 the -- I think one of the upcoming events that18 Nick may have slipped his mind at the moment19 was.20 THE WITNESS: Bicycle event.21 MS. KAUFMAN: Yeah. Bicycle event.22 THE WITNESS: Bicycle event. How could23 I his miss that?24 MS. KAUFMAN: Right. Which actually25 we've received some nice press about it, and if

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2 you want to speak of that a little. Or just

3 wants to remind you or tell you, Vice Chair,

4 that we do have, you know, these things on the

5 horizon.

6 VICE CHAIR COOPER: This is -- this is

7 very, very -- this is great to hear. I'm very

8 pleased.

9 Thank you, Miss Kaufman.

10 THE WITNESS: Thank you.

11 MS. KAUFMAN: Thank you.

12 CHAIR PLOUSIS: Commissioner Mollineaux?

13 COMMISSIONER MOLLINEAUX: Thank you, Mr.

14 Chairman.

15 Good afternoon.

16 THE WITNESS: Good afternoon.

17 COMMISSIONER MOLLINEAUX: They told me I

18 had to wait for you.

19 Concerning -- concerning the employment

20 issues, throughout my reading, I -- I saw all

21 this there. So you're saying that you have

22 1700 employees.

23 THE WITNESS: Yeah. About that.

24 COMMISSIONER MOLLINEAUX: Is that right?

25 THE WITNESS: About that. That's

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2 including the people that are on -- still on

3 leave. Some of those people are on leave,

4 medical leaves on there, but they are still on

5 my payroll.

6 COMMISSIONER MOLLINEAUX: But they are

7 not actually working now?

8 THE WITNESS: There are 16 -- 1600, just

9 under 1700 still actively working.

10 COMMISSIONER MOLLINEAUX: Okay. So the

11 employee is a benefactor in the casino in

12 Bally's. And but what -- what are you -- what

13 are your plans to get more employees hired at

14 this casino? Have you -- have you -- I know

15 you're saying you reached out to the community

16 for employment. You're -- you're doing that

17 part of it. Have you -- have you thought about

18 reaching out to -- well, I guess my question

19 really is, have you hired -- how many

20 disability people do you have working for you?

21 You have the quota, I'm sure. But --

22 THE WITNESS: Yeah. I don't have the

23 exact amount, but we do have a commitment to a

24 diverse workforce. And we do have employees

25 that self-identified being disabled that we've



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2 hired. But I don't have the exact number of

3 how many disabled we hired.

4 We are involved with the Chamber of

5 Commerce and partnering up with PathStone for

6 the support of grant that would give

7 students -- disabled students an opportunity to

8 enter the workforce.

9 COMMISSIONER MOLLINEAUX: That's the key

10 right there. That's the word I was looking

11 for, "students." And I'm glad to hear that.

12 Really glad to hear that because --

13 THE WITNESS: And --

14 COMMISSIONER MOLLINEAUX: Go ahead.

15 THE WITNESS: To go back, Commissioner,

16 to a statement that I made earlier, that is one

17 of the bigger problems in Atlantic City is to

18 get younger people involved in the casino

19 business as this workforce is getting older.

20 Not me. Not Lloyd.

21 COMMISSIONER MOLLINEAUX: Me, either.

22 Yeah. I'm actually very glad you put that word

23 in.

24 THE WITNESS: Other people just don't

25 want to become involved.

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1 NICHOLAS J. POLICINO, JR.2 COMMISSIONER MOLLINEAUX: Yeah. I'm3 actually glad that you put that word "student"4 in there. Because they seem -- everywhere5 there seem to be overlooking that particular6 aspect of it, as students with disabilities.7 So I'm -- I'm really glad to hear you -- that8 you're doing that.9 But your employment issue, if you have

10 17 or 1600 employees, and they are the person11 that comes in and greet everybody that's coming12 in, they are an employee. I'm sure that some13 of them are working overtime and -- because you14 don't -- you only have 16. You should have 17.15 Even though you have 17, but you have 16. So16 some of them are working overtime. So you17 might want to look -- look into that function18 and really try reaching out a little harder to19 get more employees on your staff.20 THE WITNESS: Will do.21 COMMISSIONER MOLLINEAUX: Thank you.22 CHAIR PLOUSIS: Thank you, Commissioner23 Mollineaux.24 Mr. Polcino, I just have two questions.25 One -- one of my staff earlier this week

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1 NICHOLAS J. POLICINO, JR.2 when we heard we were having this hearing, they3 asked if you were bringing back boxing.4 THE WITNESS: I'm not sure if we're5 bringing back boxing, but we -- we are looking6 into it. It is part of -- you know, it could7 be part of the marketing strategy. You know,8 it all has to make sense to the bottom line.9 But we are talking about it.

10 CHAIR PLOUSIS: Well, I know you -- you11 know, you being there 40 years, you know the12 great history you've had there historically.13 The other question is, and I've asked14 this of every -- every group that came in for15 licensing, and I asked it earlier. What16 strategy do you have specifically not to17 cannibalize the market but to grow the market?18 And to give an example, we've had other19 licensing applicants come in saying that we're20 going to focus on entertainment. We had other21 ones say we're going to focus on Top Golf and22 some other amenities. What -- what niche are23 you guys going to go after to grow the market?24 THE WITNESS: I personally believe that25 it's our food and beverage offerings. But I

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1 NICHOLAS J. POLICINO, JR.2 don't know how much that's going to grow the3 market. But a bigger part of it is, is making4 employees believe or feel part of the whole5 marketing program from the guy at the bottom to6 me. And that's the pride factor and that --7 that builds. That gets out there and builds8 energy and brings people to the market. It9 brings people to your property. Will that

10 cannibalize other properties? Maybe. But I11 think overall we need to create a whole pride12 to develop a new market in Atlantic City.13 CHAIR PLOUSIS: Excellent. Thank you.14 That's all I have, Mr. Polcino.15 Miss Kaufman, did you have any other16 questions or comments?17 MS. KAUFMAN: No, Chair. I do not.18 CHAIR PLOUSIS: Okay. Mr. Hollander?19 MR. HOLLANDER: No, Mr. Chairman. I do20 not. Thank you.21 MS. FAUNTLEROY: This is an opportunity22 to go back to the sealing requests and the23 exhibits.24 CHAIR PLOUSIS: Okay.25 MR. LEVENSON: Just for the record,



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1 ITEM NO. 12 that's the extent of our witnesses. So we3 rest.4 CHAIR PLOUSIS: Thank you, Mr. Levenson.5 MS. FAUNTLEROY: Just for the record,6 the Division, I did not anticipate any7 witnesses being called; is that correct, Mr.8 Hollander?9 MR. HOLLANDER: That is correct.

10 MS. FAUNTLEROY: Okay. So I think at11 the beginning, we did indicate that there was12 C-1 just for identification. There was --13 however, D-1, which Mr. Nance reflected was the14 plenary report. And D-2 was the report on the15 two Standard entities. The sealing request was16 pending.17 During the break, Mr. Chairman, I did18 receive a copy of the Petitioner's sealing19 request with respect to those two documents.20 It appears that the Division has consented to21 them. I have reviewed it, and I do recommend22 that it be granted. But I would defer to23 counsel to put their respective positions on24 the record.25 MS. KAUFMAN: I'll go first.

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1 ITEM NO. 1

2 We submitted our sealing request, and I

3 think the Division is in agreement with us, and

4 we would respectfully request that it be

5 granted.


7 Mr. Hollander?

8 MR. HOLLANDER: Thank you, Mr. Chairman.

9 As counsel has indicated, we've had

10 extensive discussions regarding the redactions

11 to be made to D-1 and D-2, and we have come to

12 an agreement as to consensual redactions to

13 those documents. And so we would have no

14 objection -- the Division has no objection to

15 the sealing request and would ask that D-1 and

16 D-2 be moved into evidence at this time.

17 Thank you.

18 CHAIR PLOUSIS: Do I have a motion to

19 move D-1 and D-2?

20 VICE CHAIR COOPER: I'll make the

21 motion, Mr. Chairman.

22 CHAIR PLOUSIS: Do I have a second?

23 COMMISSIONER MOLLINEAUX: Mr. Chairman,

24 I second the motion.

25 CHAIR PLOUSIS: All in favor, say aye?

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1 ITEM NO. 12 (Ayes.)3 CHAIR PLOUSIS: Opposed?4 (No response.)5 CHAIR PLOUSIS: Ayes have it. D-1 and6 D-2 will be redacted. Thank you.7 We'll move into closing statements.8 MS. FAUNTLEROY: Do you want to take,9 Mr. Chairman, just a ten-minute break just to

10 allow the attorneys to clear their desk and11 move into closing statements?12 COMMISSIONER MOLLINEAUX: Yeah. Yes.13 CHAIR PLOUSIS: We'll take a ten-minute14 break and be back here at quarter to three for15 closing statements.16 COMMISSIONER MOLLINEAUX: Thank you.17 (A recess was taken from 2:33 to 2:5118 p.m.)19 MR. HOLLANDER: Are we ready to proceed20 to closing?21 CHAIR PLOUSIS: Yes, we are. Yes.22 Thank you.23 MR. HOLLANDER: Thank you very much.24 The Division has reported upon its25 investigation of the qualifications of Premier

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1 ITEM NO. 12 Entertainment AC, LLC, its holding companies,3 entity qualifiers, security holder, and4 individual qualifiers and key qualifiers.5 The Division examined Premier and6 Bally's Corporation and provided an update7 regarding operations at the Bally's AC8 property, including a review of its financial9 stability.

10 Since ICA was granted, Bally's11 Corporation has grown significantly and12 continues to expand. With that rapid growth13 comes associated risks and increased debt14 service requirements. Given the recent15 expansion, Bally's Corporation's long-term debt16 is expected to increase significantly.17 In the Division's view, if Bally's18 Corporation achieves its revenue forecast, it19 will be able to withstand any lingering impacts20 of the COVID-19 pandemic and generate excess21 cash flow. However, if those levels are not22 achieved, there could be a substantial impact23 on Bally's financial stability.24 Since its acquisition by Bally's25 Corporation, the Bally's AC property had



174

1 ITEM NO. 12 reported operating loses through June 2021,3 although results in July 2021 were positive.4 Moreover, the Division has concerns regarding5 capital expenditures plans and employment6 levels at Bally's AC.7 As set forth in its report, it is the8 Division's position that Bally's Corporation9 will need to invest a higher amount into

10 capital expenditures than had been required11 following ICA in order to make the property12 competitive in the AC market and a first-class13 facility. And the Bally's Corporation has14 committed to a revised minimum expenditure of a15 hundred million dollars.16 Additionally, the Division has17 recommended conditions relating to employee18 staffing levels and reporting and related to19 overall continued financial support of the AC20 property by Bally's Corporation as needed.21 Based on the Division's reports, the22 exhibits in evidence, and the testimony you23 heard today, the Division submits that Premier24 has met its burden of proof in demonstrating25 that it meets the statutory criteria for a

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1 ITEM NO. 12 casino license, and that Bally's Corporation3 and Twin River Management Group, Inc., have met4 the standards for qualification as holding5 companies.6 Based on separately filed reports, the7 Division further submits that Standard RI has8 demonstrated that it meets the criteria of the9 qualification as an entity qualifier and

10 security holder and that Standard General has11 demonstrated that it meets the standards for12 qualification as an entity qualifier in13 connection with Premier.14 Moreover, the Division submits that the15 natural person qualifiers and key qualification16 of Premier have demonstrated that they meet the17 criteria for individual qualification and18 licensure as applicable under the Act.19 In its report, the Division recommended20 the Commission impose certain conditions as21 part of today's ruling, primarily related to22 capital expenditures, regulatory reporting,23 employee staffing, and continued financial24 support as needed which will assist the25 Division in continuing to assure the financial

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1 ITEM NO. 12 stability of the operations of the Bally's AC3 property.4 The Division submits that in order for5 Premier to be found plenary licensed and its6 affiliated entities be qualified today, the7 conditions in the report need to be imposed.8 Finally, the Division notes that the ICA9 Trust Agreement provides that the ICA Trust to

10 terminate automatically upon the grant of the11 casino license and qualification.12 If necessary for the Commission's ruling13 today, and if the Commission finds Premier to14 be plenarily licensed and its affiliated15 holding companies and entries associated16 individuals to be qualified, the Division17 consents to the dissolution of the ICA Trust18 Agreement and the discharge of Justice Zazzally19 as Trustee.20 Thank you very much.21 CHAIR PLOUSIS: Thank you, Mr.22 Hollander.23 Mr. Levenson?24 MS. FAUNTLEROY: Your mic is off, Lloyd.25 MR. LEVENSON: Yeah. I was waiting for

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1 ITEM NO. 12 the B52 to get by us, so.3 So I learned early in my career, very4 early, the following --5 (There was a noise interruption.)6 MR. LEVENSON: Can you hear me?7 CHAIR PLOUSIS: Yeah. We can hear you.8 MR. LEVENSON: The following which --9 all right. The following which I've lived by,

10 and it's the following. It's that when you11 stand well, you stand still.12 Having heard the Division of Gaming13 Enforcement state that we have met our burden14 of proof to be awarded a casino license, I15 don't believe there's any further argument that16 I would need to make or want to make.17 I want to just make a couple of comments18 outside of that. One is to thank the19 Commission, Chairman, Commissioner Cooper and20 Commissioner Mollineaux -- and again, welcome,21 Commissioner Mollineaux to -- to the22 Commission. Thank the Division of Gaming23 Enforcement, Mary Jo Flaherty and Tracy24 Richardson and Chris Glaum who has been behind25 the scenes throughout these last nine months



178

1 ITEM NO. 12 and has been a pleasure to work with. Also3 want to thank Dianna and Daryl for always being4 right there when we need that.5 And last but not least, I'd like to6 commend Jordan, because Jordan came on late in7 the game here. There was, as everybody knows,8 a prior deputy who was handling this matter for9 most of the time period. He came on late in

10 the game and picked it up like he had been the11 deputy attorney general from the very12 beginning.13 And one more person who never gets any14 kind of -- much accolades but Lynne has been15 working with him day and night, and that's Tim16 Ficchi from the Division with regard to17 alcoholic beverages issues all along.18 The one thing I'll say about this client19 and this purchase that I've seen -- and I think20 the Chairman may have picked it up also during21 his tour -- there's another -- it's a sign in22 my office which says: You never get a second23 chance to make a good first impression. And I24 think the executives with this hotel casino25 right from the very beginning with the glass --

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1 ITEM NO. 1

2 because I know I noticed that for years, that

3 the glass was mismatched and, you know, people

4 see that. You see -- and you see signs that,

5 you know, the E is not lit up or whatever. It

6 gives you a sense that the people don't care.

7 These people care, from the glass to the front

8 desk which is going to be redone to the rooms.

9 And that's the way to success, is that first

10 impression and then keep it going as you move

11 along to the rest of the property.

12 So on behalf of Lynne and myself, Lucas,

13 we thank the Commission for hearing this matter

14 and, hopefully, you'll agree with the

15 Division's position that we've met our burden

16 of proof and issue us a plenary casino license.

17 CHAIR PLOUSIS: Thank you, Mr. Levenson.

18 Commissioner Cooper, any other questions

19 or any anything for counsel?

20 VICE CHAIR COOPER: No questions. Very

21 satisfied with what I've heard.

22 CHAIR PLOUSIS: Commissioner Mollineaux,

23 any other questions or --

24 COMMISSIONER MOLLINEAUX: No questions.

25 CHAIR PLOUSIS: No questions.

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1 ITEM NO. 1

2 COMMISSIONER MOLLINEAUX: But I would

3 like to make a comment.

4 CHAIR PLOUSIS: We're going to recess,

5 and then when we come back, you can comment.

6 COMMISSIONER MOLLINEAUX: Okay.

7 MS. FAUNTLEROY: Mr. Chairman, five

8 minutes for a brief consultation before you

9 deliberate and render your decision.

10 CHAIR PLOUSIS: Yes. Okay. So we'll

11 recess for five minutes, and we'll come back at

12 five after three.

13 MS. FAUNTLEROY: Don't go too far.

14 (A recess was taken from 2:59 to 3:02

15 p.m.)

16 CHAIR PLOUSIS: Are there any other

17 matters that need to be brought to our

18 attention?

19 Commissioners, any other comments or any

20 other questions?

21 (No response.)

22 CHAIR PLOUSIS: Hearing none, I'll make

23 my remarks.

24 On November 4th, 2020, we granted an

25 interim casino authorization, referred to as an

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1 ITEM NO. 12 ICA, to Premier Entertainment AC, LLC, and3 related entities to own and operate Bally's4 Atlantic City Hotel and Casino subject to the5 conditions set forth in the resolution.6 The ICA was effective as of the date of7 the consummation of the asset purchase8 agreement and the real estate purchase and sale9 agreement which was on November 18th, 2020.

10 Pursuant to the Casino Control Act, we are11 required to hold a hearing and render a12 decision on the casino licensure of Premier and13 the qualifications of its related entities and14 individuals within nine months after an ICA is15 granted.16 We must now determine whether Premier17 and related entities and individuals have18 established by clear and convincing evidence19 that they meet the essential criteria for20 casino licensure; and they are financial21 stability, integrity, and responsibility, good22 character, honesty, and integrity, and23 sufficient business ability and casino24 experience to establish the likelihood of25 maintaining a successful and efficient casino



182

1 ITEM NO. 12 operation.3 As was noted during the ICA proceeding,4 Twin River, once a regional operator,5 aggressively pursued a growth strategy,6 continuously increasing its portfolio of casino7 properties and gaming assets across multiple8 regions. Over a three-year span, Twin River,9 now known as Bally's Corporation, acquired 11

10 different properties. As reported by the11 Division, as of June 30th, 2021, Bally's owned,12 operated, or managed 14 casinos across 1013 states, a horse track -- horse racetrack and 1314 OTB licensed operations in Colorado.15 With the completion of the pending16 purchase of the Tropicana Las Vegas and the17 construction of a Category 4 Pennsylvania18 casino, Bally's will own or manage 16 casinos19 across 11 states as well as horse racing -- a20 horse racing track in Arapahoe Park in21 Colorado.22 Bally's also is heavily invested in23 expanding its horse racing and internet24 operations, including the pending acquisition25 of Gamesys, a $3.4 billion transaction.

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1 ITEM NO. 12 As one of the first casinos in Atlantic3 City, Bally's has a historic significance to4 the city and the state and its prominent5 location at Park Place on the Boardwalk is6 known throughout the world. To many7 generations Bally's is an iconic brand, and its8 presence in Atlantic City an integral part of9 the history of the city.

10 Several of Bally's executives were part11 of that history and are not strangers to12 Atlantic City. Mr. Papanier, Bally's13 Corporation's CEO, Phil Juliano, Bally's14 Executive Vice President and Chief Marketing15 Officer, and Nick Polcino, Bally's AC General16 Manager and Chief Gaming Executive, all started17 their gaming careers here in Atlantic City.18 That personal history is important, and19 I hope it provides added motivation to Bally's20 commitment to return Bally's AC to its21 prominence and ensure that it operates as a22 first-class facility as required by the Act.23 Although Bally's AC operating results24 during the ICA period were disappointing, Mr.25 Capp testified that the July's operating

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1 ITEM NO. 12 results were very positive.3 The acquisition of Bally's during a4 pandemic with operating restrictions, the loss5 of Caesars rewards program, the loss of Wild6 West -- the Wild West section of the property,7 and the need for added critical capital8 improvements contributed to Bally's operating9 losses.

10 Mr. Capp testified that Bally's11 Corporation is committed to ensuring the12 success and ongoing financial stability of13 Bally's AC and will provide any advances needed14 to offset any operating losses, address any15 unanticipated cash need, and complete capital16 improvement requirements.17 The Division has recommended that the18 commitment be imposed by the Commission as a19 condition of the licensure. I believe that the20 condition to be reasonable and appropriate21 under the circumstances.22 As noted, Bally's growth strategy has23 been very aggressive. Recent and pending24 acquisitions will ultimately more than double25 its long-term debt load. It is worth noting

185

1 ITEM NO. 12 that Bally's financing vehicles provide some3 flexibility should Bally's AC not meet its4 anticipated operating results. Nonetheless,5 the additional assurance that Bally's will6 honor its commitment to Bally's AC is7 warranted.8 It is clear that a significant component9 of Bally's growth strategy is to build out its

10 sports wagering and internet gaming operations.11 Despite pandemic operational challenges and12 challenges inherent with ownership transitions,13 Bally's was successful in opening its FanDuel14 sportsbook permanent site in 2021. Bally's15 also has agreements with other entities to16 provide internet gaming and online sports17 wagering service, which have only recently18 become operational.19 For many of our casino licensees, there20 are only -- their online gaming operations21 offered a lifeline during the pandemic.22 However, as we begin to emerge, a significant23 part of Atlantic City's future is the ability24 of its gaming industry to grow its customer25 base and thereby bring visitors and new



186

1 ITEM NO. 12 customers to this market.3 Capital improvements at Bally's AC are4 critical to improve its quality and enhance its5 customer appeal. Bally's has shown a6 willingness to invest in Bally's AC to make it7 more attractive, more competitive, and more8 profitable. It is now committed to investing a9 hundred million dollars in capital improvements

10 to the property over the next five years.11 The Division recommends that we12 memorialize this commitment and impose specific13 conditions to the casino licensure. We heard14 today that Bally consents to the imposition of15 these conditions. I, for one, agree Bally16 needs to make a significant investment in a17 capital improvement program, upgrade its rooms,18 and more other notable changes to reverse its19 decline in gaming revenue and improve its20 competitive issue. To that end, the imposition21 of conditions is appropriate.22 We also heard testimony today regarding23 Bally's employment levels. The Division24 acknowledges that Bally's decrease in25 employment levels, both full and part time, as

187

1 ITEM NO. 12 a result of the pandemic restrictions was less3 than that of its competitors. However, the4 Division maintains that under Caesars5 Entertainment ownership, Bally's AC employment6 levels were deficient in comparison and that a7 commitment to exceed Caesars' staffing levels8 post pandemic and a longer-term basis is9 necessary to remain competitive.

10 The Atlantic City casino industry has11 been a powerful economic engine and job creator12 for the state since its inception. Ensuring13 that the casinos maintain adequate staffing14 levels to safeguard gaming integrity is a15 critical regulatory function.16 Mr. Polcino testified to Bally's17 commitment to maintaining appropriate staffing18 levels and envision -- envisions enhanced19 opportunities for employment as it implements20 its capital improvement plan. Mr. Polcino has21 an extensive background in gaming operations,22 and as I mentioned, starting his career in23 gaming as a craps dealer nearly 40 years ago.24 I wholeheartedly believe that with the25 support of the Bally entire executive team, Mr.

188

1 ITEM NO. 12 Polcino is well equipped to manage Bally's AC3 and ensure it is adequately staffed.4 At the ICA hearing, we emphasized that a5 seamless transition to a new ownership was not6 only critical to us as regulators but essential7 for the gaming public and the many employees8 who rely on the property for their livelihood.9 We believe that the case was made that Twin

10 River, now Bally's, was the right owner at the11 right time. No doubt the pandemic certainly12 created unprecedented challenges which impacted13 the transaction.14 However, it is essential that Bally's15 and Premier readies Bally's AC for post16 pandemic operations. Bally's has a number of17 new projects unfolding simultaneously across18 the country. We expect Bally AC to remain a19 priority and anticipate an aggressive campaign20 to reinduce -- reintroduce the property to the21 market and create an atmosphere of excitement,22 energy and rebirth.23 Through its strategic acquisition,24 Bally's has the capacity to create synergies25 between its Atlantic City operations and other

189

1 ITEM NO. 12 regional properties. We look forward to seeing3 the benefits of Bally's cross-property4 marketing strategies.5 It should be noted that Atlantic City's6 recent revenue results are encouraging or7 showing signs of post pandemic recovery. We8 expect Bally's and Premier to positively9 contribute to the market recovery and support

10 Atlantic City's continued resurgence. Today we11 must decide whether the casino license12 Applicant, Premier, has met its burden to13 demonstrate to the Commission by clear and14 convincing evidence that it meets each15 qualification standard set forth in the Act.16 Has Premier established itself financially17 stable, integrity, and responsibility, good18 character, honesty, and integrity, and has19 shown sufficient business ability and casino20 experience to establish the likelihood of21 maintaining a successful and efficient casino22 operation?23 The Division reported to us the results24 of a plenary investigation and qualification of25 the casino license applicant, Premier, its



190

1 ITEM NO. 12 parent holding company, Bally's Corporation,3 its intermediary holding company, Twin River4 Management Group, and by separate report it's5 qualifying entities, Standard Rhode Island,6 LTD, and Standard General, LP, as well as it's7 individual qualifiers and key qualifiers.8 Based upon the Division's reports and9 the considering of the entire record of this

10 proceeding, including the testimony of today's11 witnesses, I am satisfied that the Applicant12 has met its burden of establishing by clear and13 convincing evidence that it meets the criteria14 for the issuance of a casino license.15 I want to thank Justice Zazzally for16 serving as Trustee for Premier. We appreciate17 his service during the ICA period.18 That being said, I move that we adopt19 the resolution and issue a casino license to20 Premier and grant plenary qualifications to its21 holding company, intermediary holding company,22 and entity qualifiers, Bally's Corporation,23 Twin River Management Group, Standard Rhode24 Island, LTD, and Standard General, LP, as well25 as its individual and casino key qualifiers

191

1 ITEM NO. 12 based on the findings and rulings and subject3 to the conditions specified therein.4 Is there a second to that motion?5 VICE CHAIR COOPER: Mr. Chairman, I'll6 make the second.7 CHAIR PLOUSIS: Any further discussion?8 (No response.)9 CHAIR PLOUSIS: Hearing none, roll call

10 vote?11 Oh, I'm sorry. Now it's time for12 comment. I'm sorry.13 COMMISSIONER MOLLINEAUX: Oh. Thank14 you, Mr. Chairman.15 I wanted to thank all that participated16 in this discussion today and the work that17 you've put into it. I welcome you all to move18 Bally's forward because that's what we're19 trying to do in Atlantic City, move the City20 forward. You go along with the City, so we are21 trying to move the City forward, and we look22 forward to Bally's moving forward. The23 testimony that I heard today has turned out24 that -- that is what you have in mind, and I'm25 looking forward to that, for you to become a

192

1 ITEM NO. 12 Premier Bally's in Atlantic City.3 Thank you.4 CHAIR PLOUSIS: Thank you.5 Commissioner Cooper?6 VICE CHAIR COOPER: Oh.7 MS. FAUNTLEROY: One second. You8 seconded?9 VICE CHAIR COOPER: I -- yes.

10 CHAIR PLOUSIS: Roll call vote, please?11 MS. FAUNTLEROY: Commissioner12 Mollineaux.13 COMMISSIONER MOLLINEAUX: Yes.14 MS. FAUNTLEROY: Vice Chair Cooper?15 VICE CHAIR COOPER: Yes.16 MS. FAUNTLEROY: And Chairman Plousis?17 CHAIR PLOUSIS: Yes.18 MR. LEVENSON: MR. Chairman, may I just19 say one thing before we adjourn? I neglected20 to acknowledge the Division of Gaming21 Enforcement Director Dave Rebuck. It was under22 his leadership that all of the Division of23 Gaming Enforcement works for, and he's a very24 involved individual and does a magnificent job.25 So I just wanted to acknowledge his -- his

193

1 ITEM NO. 12 position and his leadership.3 CHAIR PLOUSIS: Thank you, Mr. Levenson.4 Duly noted.5 MS. FAUNTLEROY: Mr. Chairman, if I may6 acknowledge Mr. Levenson's partner, Miss7 Kaufman, who responded to my multiple text8 messages over the weekend at any day and at any9 time and mostly after 10:00 at night. So I

10 don't want the record to go unnoticed. And I11 thank Miss Kaufman for her cooperation in12 helping the Commission move this matter13 forward.14 MR. LEVENSON: She's -- she's a one of a15 kind in the sense that you will always see16 e-mails from her at one in the morning and at17 four in the morning. So we're all trying to18 understand when she does sleep. Or we19 believe -- some people believe she sets her20 phone in a certain way so that her e-mails come21 and they're misleading.22 But seriously, I want to thank also,23 obviously, Lynne, who's incomparable. And to24 me has no -- there's no comparison of any other25 gaming lawyer in the world. And I've said that



194

1 ITEM NO. 22 before.3 And to my young son, who is just4 starting out and some day will have gray hair5 like me. I hope this was a tremendous learning6 experience for you. And he was very helpful to7 both Lynne and me.8 Thank you all. That's all I have to9 say.

10 CHAIR PLOUSIS: Thank you.11 Congratulations.12 MS. FAUNTLEROY: For the record, Mr.13 Chairman, the matter of the --14 MR. LEVENSON: The sad part of all of15 this is when this kind of end happens, we're16 all together and we walk up to the dais and we17 shake hands and we talk and we tell stories and18 whatever. Come on. This covid stuff's got to19 end.20 CHAIR PLOUSIS: We're in agreement21 there, Mr. Levenson.22 MS. FAUNTLEROY: Almost there.23 One more matter, Mr. Chairman. Your24 indulgence. The matter of an application for a25 casino key employee license and for

195

1 ITEM NO. 22 qualification of Mr. Monty.3 This matter is called separately.4 There's a stipulation that surrounds Mr.5 Monty's current move to New Jersey and6 documentation with respect to his ultimate7 driver's license which has been delayed.8 So that is the last matter to address,9 and I would ask that if the attorneys have any

10 representation regarding it that we can move11 the matter forward.12 MS. KAUFMAN: This is -- Lynne Kaufman13 again.14 I -- you accurately described -- you15 heard he's moving in process as we speak. And16 for that reason, he was not able to get a17 driver's license appointment. He recently18 closed on his house. And so, therefore, we19 entered into a stipulation whereby his license20 will be granted as long as he shows up for his21 driver's license appointment.22 CHAIR PLOUSIS: Thank you.23 MS. KAUFMAN: So we reviewed the24 resolution, and we are fine with it. And25 respectfully request the matter be granted.

196

1 ITEM NO. 22 MR. HOLLANDER: Mr. Chairman,3 commissioners, Jordan Hollander on behalf of4 the Division of Gaming Enforcement.5 As counsel just set forth, we have6 entered into a stipulation of settlement7 pertaining to Mr. Monty's establishing8 residency in New Jersey.9 We have nothing further to add to the

10 stipulation and request that it be approved as11 submitted.12 The Division has also reviewed the draft13 resolution and in regard to the stipulation and14 has no objection to it.15 Thank you very much.16 CHAIR PLOUSIS: Thank you.17 Do I have a motion on the action?18 VICE CHAIR COOPER: Mr. Chairman, I move19 to approve the stipulation of settlement20 between the Division and Applicant and:21 A, grant an initial casino key employee22 license to Michael Monty;23 And, B, find Mr. Monty qualified to24 serve as Assistant General Manager for Premier25 Entertainment AC, LLC, in accordance with NJSA

197

1 ITEM NO. 2

2 5:12-85.1c and d, NJSA 5:12-89(b)1 and 2, and

3 NJAC 13:69C-2.6 subject to compliance with the

4 terms and conditions as provided for in the

5 stipulation.

6 CHAIR PLOUSIS: Do I have a second on

7 that motion?

8 COMMISSIONER MOLLINEAUX: Mr. Chairman,

9 I second the motion.

10 CHAIR PLOUSIS: Roll call vote?

11 MS. FAUNTLEROY: Commissioner

12 Mollineaux?

13 COMMISSIONER MOLLINEAUX: Yes.

14 MS. FAUNTLEROY: Vice Chair Cooper?

15 VICE CHAIR COOPER: Yes.

16 MS. FAUNTLEROY: And Chairman Plousis?

17 CHAIR PLOUSIS: Yes.

18 MS. FAUNTLEROY: In accordance with

19 Resolution 19-12-11-03 [sic], the next closed

20 session shall be held on Wednesday September

21 15, 2021, at 9:30 a.m. in the Commission

22 offices.


24 COMMISSIONER MOLLINEAUX: Thank you.

25 CHAIR PLOUSIS: Public participation?



198

1 ITEM NO. 22 Do we have any public comments?3 MS. FAUNTLEROY: Mr. Chairman, I have4 been informed that there are none.5 CHAIR PLOUSIS: Hearing that, do I have6 a motion to adjourn?7 VICE CHAIR COOPER: Mr. Chairman, I'll8 make that motion.9 CHAIR PLOUSIS: Do I have a second?

10 COMMISSIONER MOLLINEAUX: Second.11 CHAIR PLOUSIS: All in favor?12 (Ayes.)13 CHAIR PLOUSIS: Opposed?14 (No response.)15 CHAIR PLOUSIS: The ayes have it.16 The meeting is now adjourned.17 MS. KAUFMAN: Thank you.18 MR. LEVENSON: Thank you.19 MS. FAUNTLEROY: Thank you. Have a good20 one, everybody. Enjoy the real air show21 tomorrow.22 (The Special Public Meeting was23 adjourned at 3:23 p.m.)24 - - -25

199

12 C E R T I F I C A T E34 I, M. DARLENE ENGEL, a Certified Court5 Reporter and Notary Public of the State of New Jersey,6 certify that the foregoing is a true and accurate7 transcript of the proceedings via remote technology.8 I further certify that I am neither9 attorney, of counsel for, nor related to or employed

10 by any of the parties to the action; further that I am11 not a relative or employee of any attorney or counsel12 employed in this case; nor am I financially interested13 in the action.1415161718 ------------------------19 M. DARLENE ENGEL, CCR20 License No 30XI01023002122 Dated: August 20, 202123 My Notary Commission Expires24 November 21, 202425 ID No 50117353


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Aa-hundred-...81:13

a.m1:7 5:26:2 197:21

abide 40:1089:7 124:6

ability 20:1778:5 87:18128:4 139:6143:10181:23185:23189:19

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abundance94:19 132:22

AC1:10 3:5,104:7,15 5:49:4,24 11:811:19 18:2119:4,12 20:522:13 25:1225:22,2426:10 34:1534:18,2040:20 72:2382:7,13 83:283:6,10,1584:6 85:2,685:14 89:19101:2 102:4

103:17106:24 109:4109:4,25112:24 116:9116:25 120:3124:12147:21150:13,18154:3,12,17154:23155:13,22156:11,16157:6 173:2173:7,25174:6,12,19176:2 181:2183:15,20,23184:13 185:3185:6 186:3186:6 187:5188:2,15,18196:25

AC's119:2122:22

accelerate109:15

accelerated43:21

accept 7:1125:25 26:437:5

access 7:929:11,1731:13,1337:20 42:1343:23 80:787:25 129:25

accolades178:14

accommodate106:21

accomplished17:6 19:15

accounting8:21,2124:24 57:14

74:3 88:5accurate 87:20154:2 199:6

accurately195:14

achieved173:22

achieves173:18

acknowledge6:18 41:19192:20,25193:6

acknowledges186:24

acquire 33:1238:14 63:10

acquired 28:1629:8,9,1532:2 33:1743:6 58:1458:16,2159:6,2263:11,1286:8 108:10182:9

acquiring 51:763:23

acquisition26:19 27:1629:11,13,1730:19 31:5,631:16,2233:20 34:1335:4 36:6,636:12,17,2042:12 44:4,557:21 63:1765:13 74:1277:22 78:1079:13 80:1080:15 81:1682:9,14,1983:9 85:2386:5 173:24182:24 184:3

188:23acquisitions18:2,4 28:528:7,8,929:20 30:1331:4 33:1933:25 34:7,937:25 42:543:21 57:1658:7,9 60:2073:21 79:1680:13 81:681:15 88:7100:15,17184:24

Act6:8 10:810:15 17:1719:19 20:722:24 155:15175:18181:10183:22189:15

action 196:17199:10,13

activated110:24 156:9

active 24:2528:11 37:15100:4 135:13144:15

actively 133:4165:9

activities17:2 18:421:5 49:10161:18 162:8

activity 86:5163:10

add13:3 46:2146:21 114:11148:12162:10163:16 196:9

added 66:3114:4,16


121:14,16142:20183:19 184:7

adding 54:8105:13,16,17105:25106:12

addition 14:1433:3 65:1365:21 68:1668:19 77:2496:13 98:7127:13157:23

additional18:3 33:1338:15 41:1742:5 46:1960:20 62:563:23 65:472:16 79:2580:12 91:7103:5 104:17104:18123:18 162:6185:5

additionally106:22 118:7135:8 174:16

address 6:157:13 13:1152:8 86:17184:14 195:8

addressed22:11 23:7,8

addressing52:13,1585:7

adept 79:14adequate 70:12187:13

adequately188:3

adhere 50:23adjourn 192:19198:6

adjourned198:16,23

adjournment7:16

adjourns 6:17ADMINISTRA...2:5

admission11:24

adopt 62:25190:18

adoption 12:23adult 64:18adulthood 48:7advance 39:1056:8 61:16

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advantage47:23

advantages44:25 63:6

advise 6:5aesthetic113:25

aesthetically114:17

affairs 8:188:23 18:11

affiliated22:14 176:6176:14

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afternoon12:24 98:16116:6,7131:13,14137:11,12150:10,11164:15,16

AGENDA 5:1aggressive43:5 184:23188:19

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27:11 43:17182:5

ago16:2417:18 80:15126:3 132:19137:21,21,24137:25187:23

agree 40:1089:7 104:24124:6 179:14186:15

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agreed 12:1035:3 37:5102:20116:25119:21,25

agreement 12:413:10 29:230:5 103:14116:24 171:3171:12 176:9176:18 181:8181:9 194:20

agreements21:14 185:15

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ahead 25:651:9 166:14

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air-condit...129:12

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alike 121:20ALISA 2:3Allegiance6:19

allocated

129:14allocation57:20 69:493:13

allocations87:3

allow 22:2227:4 28:2144:2 106:14108:20 114:8172:10

allowed 26:1942:24

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alluded 106:17114:14140:22

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amount 36:1236:16 37:838:18 63:366:15,16,2068:8,2569:24 70:571:23 72:20103:10,15,16109:7 111:23116:19 117:5118:25119:11120:23128:10165:23 174:9


amounts 75:578:8 94:3,13

analysis 22:4101:16116:20

Analyst 2:58:17,19,218:22

analysts 57:17and-a-half51:9 76:7

and-a-quarter76:6

anecdotally113:6

anecdotes133:14

announce 14:24announced 22:729:21 30:531:6,18 60:964:25 80:15

announcement102:7

annual 52:2484:22

annualized86:11

answer 8:642:7 50:3,350:12,1758:4,1464:22,2394:9,2597:13 146:25

answered 90:1790:17 125:4128:19 129:6136:9 157:19161:14163:11

answering146:24

answers 51:21131:6

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anybody 87:12anymore 108:8anyway 32:8apologize 56:8appeal 186:5appear 67:2appearances9:10

appearing160:6

appears 170:20appetite127:25

apples 60:1860:18

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applicants147:12168:19

application4:15 5:911:18 146:23

194:24apply 38:23appointment17:3 195:17195:21

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arrival 114:12118:12

arrive 158:5arriving148:16

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Atlantis 25:21

atmosphere188:21

attendant22:18

attention 49:679:10 92:17108:21149:22180:18

attitude 49:17attitudes 87:8attorney 2:93:2,7 9:1316:23 20:3178:11 199:9199:11

attorneys 2:8172:10 195:9

attract 151:7151:23 152:3

attracted 26:9attractive128:9 186:7

attributes26:22 161:7

audio 7:22Audit 15:22auditorium127:5

audits 57:15August 1:6 5:26:9,12199:22

authentic111:21

authorization10:4 17:10180:25

automatically176:10

availability77:6 93:10

available 7:1849:15 69:378:14,1892:25 96:15

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ball87:21ballroom 113:4Bally 65:391:21 95:8100:23126:18 129:2130:16137:23,25145:13157:22,25186:14,15187:25188:18

Bally's 1:113:5,10 4:84:14 5:4 9:510:2,5 11:1011:17 14:1115:21 16:316:10,1217:15,2118:8,15,2119:4,9,12,15

19:18 20:921:11 22:522:13,1726:6,1028:16,18,2229:3 31:1431:17 32:532:22 33:833:19 34:1434:15,18,2035:3 36:2137:3,5,9,1638:2,3,10,2439:15,1940:13,18,2040:22 55:557:10 59:959:19 60:2461:9,2462:16 64:364:13 65:2266:8,20 67:270:16,19,2371:14,1573:8,2574:12,1775:21 76:1576:23 78:978:19 79:1580:8,23 81:681:22 82:6,782:13 83:2,683:10,15,1684:6,22,2585:2,6,6,1385:14,1686:16 88:788:12,1789:9,11,1489:19 92:2593:17 94:695:18 96:18100:21,25101:2 102:4103:16105:13 106:6

106:10 109:3109:25 116:8116:14,23,25116:25117:10118:24 119:2119:11,21,25120:3,16,20122:22 124:9124:12 130:5135:13137:15 143:6144:14150:13,17,18152:10 154:3154:8,12,23155:13,22156:11,16157:6 162:8165:12 173:6173:7,10,15173:17,23,24173:25 174:6174:8,13,20175:2 176:2181:3 182:9182:11,18,22183:3,7,10183:12,13,15183:19,20,23184:3,8,10184:13,22185:2,3,5,6185:9,13,14186:3,5,6,23186:24 187:5187:16 188:2188:10,14,15188:16,24189:3,8190:2,22191:18,22192:2

BALY28:20band8:19,22113:14,14

128:2bands 127:8bandwidth33:11

bank34:11bankroll 70:12bankruptcy45:8,9

banquet 118:21bar110:23111:12114:11,19,24127:7,11132:23

barometer 67:9barrier 61:19Barring 87:14base94:7185:25

based 19:17116:20 128:3174:21 175:6190:8 191:2

basically51:10

basis 62:1067:14 68:1984:5,2286:11 87:17108:7 123:16127:15 187:8

batch 121:25beach 32:353:6 84:18114:19,24127:7 132:23153:4 159:12161:6

beaches 159:9bear69:6beautiful142:3,6159:9

becoming 25:22bed105:25Bee113:13,13


126:9beginning 7:1427:13 46:25108:6 170:11178:12,25

behalf 9:13,1614:10,1120:3 31:9179:12 196:3

behavior146:13

believe 14:1319:14 32:733:21 36:837:7,2138:12 39:445:23 53:1860:4 65:1166:14,1667:10 68:1371:24 72:478:11 81:481:10,2582:23 84:784:21 85:2287:21 92:1594:5 95:2109:22130:18143:16,19152:14168:24 169:4177:15184:19187:24 188:9193:19,19

benefactor165:11

benefit 133:11benefits 37:1688:8 130:4,8189:3

best44:1845:5 50:15152:6

best-in-class

105:18Bet.Works30:22 73:22

better 26:1845:15 49:953:7 71:2287:18,18122:24133:21134:23

betting 26:2027:25 29:1129:17 30:2030:22 31:1442:15 43:1743:23 44:958:24 63:1279:3

bettings 42:14beverage112:10 118:4168:25

beverages178:17

bias149:8Bicycle 163:20163:21,22

bid76:15big66:6 90:2291:19 107:9121:12,23126:18,21145:2 161:20162:21,21

bigger 153:16166:17 169:3

billboard112:23

billion 26:1536:7,2165:12,2566:4 73:975:7,8,13,1476:18 90:2596:15 182:25

billion-five

75:17Biloxi 135:2135:21 138:2140:25 141:2151:20 158:3158:19159:20

bingo 31:8birthday 136:2Bishop 24:21bit6:22 27:327:7,17 32:744:23 46:1649:6 50:7,2251:2 64:566:2 72:673:3 75:376:8 84:1490:18 96:796:16 110:22121:4 122:12132:12142:10154:20

bite-sized93:20

Black 63:16blackjack110:18

blocks 161:6,6blue108:5board 15:2016:5 17:731:19 35:2242:20 43:1346:3 72:1894:12 105:23147:13 156:6

boards 35:9156:6

boardwalk26:24 108:2108:7 111:22118:12 159:4159:6,12,14160:19 161:2

161:7 183:5bonds 67:876:2,3

bones 92:16bonus-type155:7

bookends 49:2Borgata 17:3born24:20100:2

borrowing78:15 81:14

bottom 129:23148:15 168:8169:5

boxing 168:3,5boy25:2Boys132:25144:20

brand 28:1663:11 111:3111:3 121:17183:7

branded 80:8brands 125:13125:20,20

break 12:2448:10 58:22170:17 172:9172:14

brick 62:13151:16

brick-and 62:6brick-and-...33:4 38:1039:11 58:1659:3 61:2379:9 80:6100:15 151:2

bridge 36:2174:13

brief 13:2419:16 56:11180:8

briefly 25:1025:20 57:5


bright 107:6brighten107:12

bring 32:852:23 59:1580:16 134:15138:9 139:10139:20153:13,16159:8 185:25

bringing 94:17168:3,5

brings 71:2485:24 127:16169:8,9

broadcasting65:18 79:6

broke 61:18brought 132:24132:24 140:4142:11143:14153:22180:17

Bryon 6:7build 26:230:10 80:586:13 139:6145:13 146:4185:9

builder 46:3building 27:1058:19 79:280:18 91:1591:19 92:1597:25 112:22115:7,15153:9

builds 169:7,7built 68:6106:13113:23

bunch 132:25burden 174:24177:13179:15

189:12190:12

business 20:1721:3,5 24:2329:6 30:1230:14 43:2049:20 54:1055:4,8,1358:15,17,2061:23 62:2,671:22 78:1879:2,22 80:585:25 94:20100:9 106:14106:16,18108:21 126:2150:12166:19181:23189:19

business-type106:21

businesses28:13 55:1487:15

busy97:14,15buying 149:23buys149:25

CC3:1 56:1898:24 137:2137:2 199:2199:2

C-14:3 170:12C111:2,3cabanas 114:21Caesars 28:1729:3,8 184:5187:4

Caesars' 187:7calendar 163:3call8:6 17:1923:13 25:1247:25 48:1248:14 49:6

53:5 60:376:14 93:5112:2 128:14145:25148:17 191:9192:10197:10

call-in 7:22called 7:2415:3 30:1530:22 31:2110:9,12118:7 170:7195:3

callers 7:20campaign 26:25188:19

Cancer 162:15candid 80:10cannibaliz...54:19 152:15

cannibalize54:14 168:17169:10

capacity 25:939:16 188:24

capex 69:17,2093:7,2397:14 102:8102:21 141:7142:21

capital 18:1518:23 22:1427:9 40:1457:19 59:1463:9,21 64:664:9,2466:15,1767:13 68:769:3,4,2370:14 71:2185:10 86:2286:24 87:3,489:15 90:2391:5,8,2493:13,16

95:7 96:1997:10 102:5103:17,24109:8,10,16115:8 116:10116:15 117:2117:11118:23,25119:7 120:2120:12123:11124:11128:22 129:5129:20 131:2141:17,17,25142:2 149:11174:5,10175:22 184:7184:15 186:3186:9,17187:20

capitalizing139:16

Capp5:8 14:2518:8 32:633:21 36:936:24 55:2456:1,9,2257:1 58:159:1 60:161:1 62:163:1 64:165:1 66:167:1 68:169:1 70:171:1,10 72:173:1 74:175:1 76:177:1 78:179:1 80:181:1 82:183:1 84:185:1 86:187:1 88:189:1 90:1,1491:1 92:1


93:1 94:195:1 96:1,2397:1,7 129:9183:25184:10

card135:9,12136:3 151:9152:11

cards 151:11care107:23108:21,23134:4 179:6179:7

career 137:20177:3 187:22

careers 183:17Carluccio's112:6 125:18132:15144:21

carpet 92:2case45:1772:3 107:25188:9 199:12

cash37:640:20 57:1358:10 60:1160:21 61:365:15 66:7,966:12,1667:25 68:1268:15,17,2069:8 77:5,1077:15,16,1777:20,2585:7 86:1086:21 87:2287:22,2389:18 91:1092:20,21,2493:5,5,11,2194:7 95:596:10,12173:21184:15

cash-flow

58:21 59:859:10,2360:15

casino 1:2,122:2,4 4:8,165:5,10 6:99:6 10:3,6,710:11,15,2511:9,20 14:914:12 15:816:9,2517:10,16,1717:23 19:1919:21 20:7,720:11,12,1820:20 22:2425:16,19,2326:10 28:7,828:13,1429:20 30:631:8 38:342:22 54:1459:22 70:1170:12 73:2279:9,2088:17 111:10113:23 115:2117:21123:20133:17,18,24140:4,5141:18 142:7148:15155:15165:11,14166:18 175:2176:11177:14178:24179:16180:25 181:4181:10,12,20181:23,25182:6,18185:19186:13

187:10189:11,19,21189:25190:14,19,25194:25196:21

casinos 17:2426:3 28:2335:19,2039:9 41:2448:22 61:863:4,1695:14 100:15182:12,18183:2 187:13

catch 27:9categories147:15

Category182:17

Catherine140:4

Cayon 8:20CCR199:19cell62:372:11

center 26:24118:8

CEO17:20 26:635:24 42:1945:10 183:13

certain 21:1322:11 34:1237:4 81:14116:9 138:12175:20193:20

certainly27:24 28:1134:11 39:839:23 45:2045:24 47:2548:6,12,2349:8 50:2053:2,22 54:757:25 58:13

81:25 83:2083:24 84:784:23 85:499:15,19139:3 142:5142:12188:11

Certified 1:17199:4

certify 199:6199:8

cetera 47:2191:18

CFO18:8 25:1525:20 33:2194:22

Chair 2:2,36:21 8:10,118:13 9:9,2111:23 12:2513:15 14:2,515:21 19:2323:11,2124:11 32:1541:5,7,10,1244:10 46:1146:14 49:2351:17,20,2352:20 53:1153:25 54:1155:16,18,1955:23 56:1356:25 71:590:3,9,11,1290:13 95:1096:23 97:3,797:22 98:6,998:16,21115:25124:17,21,23124:24128:18 129:4130:14 131:8134:9 136:8136:15,19,24150:5 157:11


157:14,16158:20159:17 161:4162:23163:15 164:3164:6,12167:22168:10169:13,17,18169:24 170:4171:6,18,20171:22,25172:3,5,13172:21176:21 177:7179:17,20,22179:25 180:4180:10,16,22191:5,7,9192:4,6,9,10192:14,15,17193:3 194:10194:20195:22196:16,18197:6,10,14197:15,17,23197:25 198:5198:7,9,11198:13,15

Chairman 8:58:12 10:2312:19 19:2523:16,1832:14,1741:12 51:2252:2 57:671:7 96:2597:6,13116:3 131:7131:12 150:7164:14169:19170:17 171:8171:21,23172:9 177:19

178:20 180:7191:5,14192:16,18193:5 194:13194:23 196:2196:18 197:8197:16 198:3198:7

chairs 112:8114:21

challenge153:13154:21

challenges33:7 85:18143:11185:11,12188:12

challenging84:3,14,1587:19 148:4161:24

Chamber 166:4chance 12:17153:10178:23

chandelier121:19,21

change 77:10103:3 140:15159:21

changed 27:1528:17 77:6,877:12 90:7103:2,11113:25 122:8149:13

changeover115:22

changes 23:675:24 77:2102:19 121:5122:16,21186:18

channel 7:10Chapter 6:6

character20:15 181:22189:18

check 109:11135:22

checkbook68:23

Chief 16:9,1457:10 183:14183:16

children 64:18148:9 161:25

choice 112:13Chophouse111:2

chosen 131:25Chris 177:24circumstance61:5

circumstances87:19 94:17184:21

city10:517:24 19:6,922:15 25:625:23 28:2232:9,2346:23 47:2,947:12,16,1948:17,2449:3,19 50:550:9,1052:24 53:753:15,20,2454:4,16,2554:25 55:556:2,6 59:960:24 62:1763:25 64:369:16 70:1970:23 82:284:15,2291:21 92:693:17,2595:8,16,1895:19 96:5

96:18 97:17100:21,23102:8 106:19108:3 125:17130:21 131:4132:7 133:2134:2,15137:20,24138:5,14139:9,22140:3,7,20141:2,3142:25144:24147:19,25148:13 149:2150:14,21151:21157:22 158:5158:10,17159:11,12,25160:9,10,14160:15 161:3161:22,23166:17169:12 181:4183:3,4,8,9183:12,17187:10188:25191:19,19,20191:21 192:2

City's 49:8185:23 189:5189:10

civic 162:8163:9

clarification90:19

clean 106:4138:23

cleaned 121:19121:22 142:6

cleanliness114:3

clear 10:14


19:20 20:21172:10181:18 185:8189:13190:12

cliche 130:23client 178:18close 30:276:25 78:17147:7

closed 8:1529:6,1330:15,21195:18197:19

closely 156:12closing 37:1968:9,1574:11 76:2077:5 78:6,12172:7,11,15172:20

Club133:2144:20,25

coast 53:8code7:22colder 84:2collaboration7:6

colleague131:23

colleagues129:16,20

collection85:24

collective66:8

College 30:7color 108:5Colorado 25:1330:24 34:6182:14,21

colored 108:11combination65:3,6,1666:11 68:19

85:22combine 66:893:14 139:22

combined 66:1066:23 67:1468:7 69:10115:16

combining86:20

come13:1051:11 54:2568:10 112:25113:7 135:22138:5 141:13153:18159:25162:13 163:4168:19171:11 180:5180:11193:20194:18

comes 51:10102:21110:20 149:3162:17167:11173:13

comfort 71:2494:18

comfortable96:3

coming 54:2488:3 112:24113:7,14,15114:5,24121:24 122:2126:10133:24134:25 135:2138:10140:24,25153:17 158:2158:3 160:10167:11

comitted 61:23

commenced 6:2commend 178:6comment 83:2184:11 90:5161:12,13180:3,5191:12

comments 7:117:12 134:5169:16177:17180:19 198:2

Commerce 166:5Commission 1:22:2,4 4:26:9,15,167:5 10:2513:4,6 14:1014:13,1415:15 16:2217:2,1421:10 22:20116:9 175:20176:13177:19,22179:13184:18189:13193:12197:21199:23

Commission's7:9 176:12

Commissioner2:3 8:8,914:12,16,1914:22 51:2351:25 52:552:14,1756:4 90:1292:9 97:3,5131:8,10,11131:15,18,22132:11133:17 134:9157:15

163:14164:12,13,17164:24 165:6165:10 166:9166:14,15,21167:2,21,22171:23172:12,16177:19,20,21179:18,22,24180:2,6191:13 192:5192:11,13197:8,11,13197:24198:10

commissioners10:23 15:820:2 23:1941:11 55:2457:7 65:1190:10 99:9136:19149:20157:14180:19 196:3

commit 63:770:17

commitment61:9 69:2194:5 120:6120:11165:23183:20184:18 185:6186:12 187:7187:17

committed38:10 62:1163:14 69:269:12 78:397:9 104:12128:7,8156:16174:14184:11 186:8


Committee15:22,23

common 37:465:3,17,23

communicate51:6

community132:4,7,7133:6,12144:13,14145:7,12,14145:18150:14161:17,17162:21165:15

companies 21:721:17 22:1435:7,9 58:1458:20 63:266:3,7 68:1068:18 69:7,971:18 86:20173:2 175:5176:15

company 15:1818:4,1120:11 26:2,726:10,1130:15,2231:2,7 33:734:9 35:1738:5 39:1241:20 42:942:19 43:343:19 44:744:18 45:745:10,1451:6 59:660:13 62:768:7 69:1071:16 77:2179:12 87:2393:22 96:1196:12 119:21125:21

134:11140:18145:23148:11,12153:5 162:22190:2,3,21190:21

company's66:23 109:3

compared 60:1666:2 143:6154:6

comparing144:4

comparison187:6 193:24

compete 26:1827:4,1142:11 44:8

competing106:23

competition26:14 42:25

competitive19:5 59:1688:21 92:6109:4,22110:2 115:19129:22,23131:3 152:18154:17174:12 186:7186:20 187:9

competitors123:4 187:3

complementary30:19 38:738:13 39:6

complete 64:23184:15

completed 22:322:7 36:2336:24 44:581:7

completely39:25 55:7

111:17completes80:10

completion182:15

compliance 6:615:22 57:15155:14156:12,13,17197:3

compliant15:14

compliment125:7 161:13163:7

comply 40:1440:18,19,2253:17,2289:11,15117:10 124:9144:9 157:6

component156:13 185:8

components74:24 75:5160:3

comport 104:5computers 8:1concentrated28:12

concern 76:991:22 95:15152:15

concerned42:16

concerning131:24133:19164:19,19

concerns 92:8142:16 174:4

concert 153:4concise 96:8conclude 19:17conclusions58:11

condition52:16 69:2070:15,16117:10144:10184:19,20

conditions10:8 40:6,1140:19,2370:21 75:976:10 87:989:3,7,12103:24116:10,13124:2,7,10124:10 144:3156:22 157:3157:7 174:17175:20 176:7181:5 186:13186:15,21191:3 197:4

conduct 53:6confidence96:22 156:14

confident 86:4138:8

confirm 62:1574:23

confirmation91:7 92:895:17 128:21

confirmed72:22

Congratula...194:11

conjunction29:8

Connecticut25:16 100:12

connection1:13 4:10,145:6 9:711:11,1822:2 36:2040:7 46:23


89:4 124:3156:23157:21175:13

cons44:25consensual171:12

consented170:20

consents176:17186:14

conservative94:10

consider 10:1948:17 160:9

considerable26:17

consideration5:9 9:3

considered9:23

considering12:22 43:19190:9

constantly113:16

construct94:24

construction30:8 133:25182:17

consultation111:3 180:8

consummation21:13 181:7

contained74:25 77:7

contemplating35:13

content 31:2132:5 79:580:16

context 73:5,593:21 153:25

continue 39:20

44:3 61:470:19,20,2270:24 80:580:21 84:1284:25 85:698:10 102:23103:2 113:23115:20123:13,19

continued 43:7174:19175:23189:10

continues39:10 70:17173:12

continuing 7:527:9 133:15175:25

continuously182:6

contract101:11

contractual139:3

contribute189:9

contributed60:20 184:8

contributes61:24

contribution105:3

Control 1:22:2,4 6:910:8,25 14:914:12 15:817:2,1719:19 20:7155:15181:10

convention47:10,2049:20 55:3,855:13 106:16106:17

118:20122:17159:23,25160:2,5,6,8160:11,23,24161:8

conventions160:24

conversant17:4

conversation113:11122:20 142:8

convey 49:16convince 94:12convincing10:14 19:2020:22 181:18189:14190:13

COO25:25 26:5Cooper 2:3 3:33:8 8:10,1114:10 41:1244:10 46:1146:14 49:2351:17,2055:18 56:490:11,12,1392:9 95:1096:23 124:24128:18 129:4130:14 131:9157:15,16158:20159:17 161:4162:23163:14,15164:6 171:20177:19179:18,20191:5 192:5192:6,9,14192:15196:18197:14,15

198:7cooperation193:11

copies 6:12coping 50:5copy170:18corner 27:1959:17 83:23105:22

cornered105:18

Corp94:6corporate28:17 32:24138:12145:15 146:5147:3 150:16

corporately147:4

Corporation1:11 3:5,104:9,14 5:49:5 10:211:10,1816:10 17:2118:9 20:922:5,1732:22 33:1934:14 36:2137:3,9,1738:2,3 39:1940:14,18,2257:11 61:2570:16 71:1471:15 73:874:12 75:2176:15 78:978:20 80:2381:7,2283:16 84:2585:6,13,1686:16 88:789:9,11,15116:23 117:2118:24119:11,21,25


120:16,20137:23 138:2150:17 173:6173:11,18,25174:8,13,20175:2 182:9184:11 190:2190:22

Corporation's33:8 39:1574:2 88:12173:15183:13

correct 35:4,536:7,14,1837:6,7,8,1238:6,20,2169:13 72:2472:25 73:2374:9,14 76:476:19,2477:15,2478:6,7 80:2581:4,9,11,1681:20,2182:8,10,1282:13,2183:2,4,7,883:12,14,1785:11 101:3103:12,13104:25116:11,17117:7,18,22117:25 118:5118:9,14119:17 120:4120:9,19139:24 151:3154:10,14170:7,9

cost36:587:17 114:2122:11,12

costs 88:5counsel 2:6

3:2,7 9:910:19 11:2312:16 13:813:19 16:322:21 170:23171:9 179:19196:5 199:9199:11

COUNSEL/EX...2:6

count 109:10109:10,11,12122:9 143:17

country 48:5100:16134:15136:12151:18152:24188:18

County 99:11125:17131:19161:24

couple 9:1833:17 41:1648:11 57:2265:2 72:580:15 90:19109:9 115:21121:11 127:2132:19177:17

coupon 75:1675:20,22

course 7:1922:10 57:1864:8 67:1068:10,16,2377:11 79:383:22 84:284:15 85:2087:10 95:495:15 148:14

court 1:17,2116:24 112:2

199:4cover 18:25113:14,14

covered 82:3122:19

covid 50:4,651:4 67:19115:22139:12153:12 162:3194:18

COVID-19 7:222:16 39:2187:7 173:20

CPA24:24cracks 156:2Craig 15:2516:2

craps 137:22187:23

create 46:580:7 169:11188:21,24

created 112:11155:6 188:12

creating 63:22creative 103:6creator 187:11credence 37:19credential155:17

credit 67:668:21,2269:9 72:4,873:17,2177:6 94:1495:5

credited140:11

creditors71:25 94:18

Crisafulli18:14

Crisafulli's101:22

criteria 20:6

20:10,2169:9 174:25175:8,17181:19190:13

critical 62:8184:7 186:4187:15 188:6

cross 33:538:16 144:21162:15

CROSS-EXAM...32:19 71:9116:5 150:9

cross-poll...136:5

cross-poll...134:13

cross-prop...189:3

crowd 159:20crystal 87:21cuisine 111:21141:3

culture 156:11cumulative104:16

cumulatively122:14

cur53:16curious 98:2current 29:2564:2 152:16195:5

currently 27:529:24 30:1730:23 31:5,731:10 33:2535:20 36:237:23 41:2343:10 57:9117:6

curtain 115:11cushion 68:2,869:3 91:1095:20


customer 49:1764:9,10,1079:4 80:1787:8 88:11106:22 107:3108:22 122:5122:13135:19,20,20139:14185:24 186:5

customer-c...110:4

customer-f...115:5

customers 39:5105:15 107:5107:13 108:9108:18113:11 114:2121:15,20123:15127:22134:25 135:2135:6 136:6139:22 151:8151:23,24153:5 186:2

Dd3:3,8 197:2D-14:6 11:5,621:23,23170:13171:11,15,19172:5

D-24:11 11:611:13 21:24170:14171:11,16,19172:6

daily 30:17108:7

dais194:16Darlene 1:17199:4,19

Daryl 2:5

178:3database 153:9153:10,10

databases38:15 151:14

date76:2186:6 97:10181:6

dated 4:6,1211:7,1421:21 106:3199:22

Dave192:21day6:17 62:768:15 86:1086:20 99:10111:12,18121:25132:20143:23,24178:15 193:8194:4

days105:11143:25151:19 152:8152:13

deal103:24dealer 121:16137:22187:23

dealers 140:9155:4

dealing 51:592:11

debt22:636:14,1844:19,2345:4,19 65:465:7,8,12,2566:2,13,1566:20,24,2567:3,1568:20 70:272:8 73:4,974:2,14,1674:17,17,18

74:19 75:576:18,2090:7 92:22173:13,15184:25

debt's 66:4debts 45:1270:13

December 22:873:7 84:14

decent 17:6decide 189:11decision 180:9181:12

decision-m...57:19 101:17

decline 186:19decrease 143:3143:5 154:4186:24

deep85:24,25deeper 99:19defer 13:2152:10 170:22

deficient187:6

defined 93:6definite 50:3definitely41:20 110:3132:10139:15

deflected79:10

Delaware 29:1534:6 63:8110:14 138:3

delayed 195:7deli111:11deliberate180:9

Delta 76:9demonstrate189:13

demonstrated20:22 94:15

128:12 175:8175:11,16

demonstrating174:24

Dennis 130:17130:18,19

department133:25140:17148:21149:12155:25

departments140:12,14147:22148:20

depends 54:5depressed138:7 141:13

deputy 2:8,93:2,7 9:1220:2 178:8178:11

describe 32:6described17:22 34:276:2 195:14

describing33:6

designated10:12

designed114:13

desk114:15,16118:12172:10 179:8

desks 106:13despite 67:17102:9 185:11

destination48:13,1856:6 127:18

detail 33:23108:21 121:9139:6

detailed 10:9


117:11123:18

details 21:874:23 117:14117:14138:21149:22

determination10:17 17:15

determine10:10 181:16

develop 30:6169:12

developing58:19 113:17141:24

development140:21152:24,25

developments79:25

DGE16:2286:23 93:1799:9 144:3

Dianna 2:6 3:23:7 12:5,812:13 13:2178:3

difference75:4 76:11107:9 114:2119:9 122:13149:15

differences23:8

different46:24 51:262:20,22109:10125:12138:11147:22 155:7158:15 160:3160:3 162:14162:14182:10

difficult94:16 148:22153:20

difficulties6:23 88:2

digital 80:16Dimes 162:16diminish 51:12diminishing51:14

dining 112:12112:21

dinner 113:9direct 24:1357:3 71:4137:10 150:4

direction49:18 101:9108:2 132:3148:24

director139:25 140:2140:21147:24,25192:21

directors15:21 21:8101:9

dirty 141:14disabilities167:6

disability165:20

disabled165:25 166:3166:7

disadvantages44:25

disappointing183:24

discharge176:18

discover 92:12discovery103:3

discrimina...

145:25discuss 19:1119:12 50:19109:2

discussed 8:1587:4 142:18

discussion77:9,9103:19119:19 191:7191:16

discussions13:9 171:10

disrespect91:6,1695:13 129:10

disrespectful47:14

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distracted79:22

distressed44:19,2345:4,12,19

diverse 165:24diversify 43:3divide 58:13divided 75:18division 2:84:5,6,118:18,20,229:14 11:4,611:13 12:1012:11 19:220:3 21:1522:3,22,2576:24 86:1390:8 98:8103:15 104:6109:2 119:20142:16155:12156:22 170:6170:20 171:3171:14

172:24 173:5174:4,16,23175:7,14,19175:25 176:4176:8,16177:12,22178:16182:11184:17186:11,23187:4 189:23192:20,22196:4,12,20

Division's23:4 40:2,640:8 74:2577:7 88:2489:3,5103:23123:22 124:2124:4 156:19156:24173:17 174:8174:21179:15 190:8

DJ110:20DJs127:9docket 114:10documentation20:23 195:6

documents170:19171:13

Dog111:8125:18141:21143:17 152:7

Dogs152:8doing 49:850:10 97:24100:19,24107:21109:21 111:4123:6 130:25132:3 134:6134:18 136:5


145:23146:18,19149:6,16151:23 162:6165:16 167:8

dollar 114:7dollars 27:968:14 77:1793:11 96:1597:9 104:10114:20119:22174:15 186:9

Domestic140:21

donate 144:18donated 132:17132:25

donation 133:7door109:12110:18

double 184:24doubles 66:9doubling 66:7doubt 157:20188:11

Dover 63:8,8110:14 138:3139:21 140:2

Downs 63:8138:3 139:21140:2

draft 4:3 11:3196:12

dramatic 87:13draw151:15drink 111:14drive 123:12128:5 144:23

driver's 195:7195:17,21

drives 64:9,10driving 108:3drop144:7due7:19 70:1481:13

duly24:556:18 98:24137:3 193:4

duties 101:5duty100:4dynamics159:21

EE2:1,1 3:1,14:1 24:4,4,456:18,1898:24 179:5199:2,2

e-bonus 122:5e-bonusing122:4

e-mail 7:11e-mails 193:16193:20

earlier 28:1934:3 35:1446:7 55:359:14 92:19103:9 115:6148:14 155:3158:25166:16167:25168:15

early 35:1442:22 48:7177:3,4

earnings 60:360:10

easier 121:15easiness160:14

East158:16easy16:18160:16 161:2

eat112:12Eaton 15:2516:2,2

EBIDTA 93:6EBITDA 60:12

81:23 92:21economic 76:1087:9 187:11

education100:3 139:4

EEOC145:21146:16

effect 35:17122:22

effective17:11 21:12181:6

effectively35:19 44:745:14

effects 22:16efficient20:19 54:987:17 181:25189:21

efforts 141:8eight 137:24eight-year75:19,21

either 12:1279:17 108:20111:17166:21

elaborate41:24 44:1344:22 52:795:25 141:10

elect 13:17electric114:13

electronic121:14

eligibility38:23

Elsinore 25:10embarked 43:5emblem 107:20emerge 185:22emerged 45:8emphasize160:12

emphasized188:4

employed154:23 199:9199:12

employee 5:1025:17 40:2388:11 139:14144:7 145:12145:13149:18154:24 157:3165:11167:12174:17175:23194:25196:21199:11

employees 21:979:15 108:19121:20123:15133:10139:16142:20 143:6143:12,13,16143:18146:23148:19153:16,22154:4,9,21156:2 164:22165:13,24167:10,19169:4 188:7

employing93:16 155:15

employment17:24 19:1224:17 25:446:24 52:652:15 99:21154:13164:19165:16 167:9


174:5 186:23186:25 187:5187:19

empty 110:11enable 28:2394:15

encourage145:12 160:7

encouraging26:25 162:24189:6

ended 25:12,2360:17

energetic110:23

energize112:21,22

energy 114:14123:13127:16 169:8188:22

Enforcement2:8 4:6,129:14 11:4,711:14 19:220:4 103:15104:7 177:13177:23192:21,23196:4

engage 133:5engagement79:4 80:17

engaging 132:6Engel 1:17199:4,19

engine 187:11England 135:3enhance 26:25186:4

enhanced187:18

enhancement117:21

enjoy 133:9135:25

159:14,15198:20

enjoyed 16:2148:6 114:23

enjoyment160:21

ensure 183:21188:3

ensuring155:16184:11187:12

enter 9:926:19 32:23166:8

entered 12:421:22 28:5195:19 196:6

Enterprises25:14

entertainer128:9

entertaining112:20

entertainment1:10 3:5,104:7,15 5:49:4,24 11:811:19 20:579:5,20 80:9112:18 113:4113:12 115:3122:16125:25 126:2126:4,12,13126:13,21,24127:8,11,15128:4,7,14160:20168:20 173:2181:2 187:5196:25

entice 160:7entire 16:1727:21 28:2328:25 39:3

74:17 80:1886:12 112:22135:13187:25 190:9

entities 10:1221:16 124:9151:15170:15 176:6181:3,13,17185:15 190:5

entitled 6:7entity 4:13,1411:16,1721:17 66:10173:3 175:9175:12190:22

entrance110:19

entrances114:16

entries 176:15environment87:12,14110:23

envision 37:17187:18

envisions187:18

equipped 188:2equity 29:2365:3,6,1566:12

escalator111:6

especially141:23

ESQ3:3,4,4,83:9,9

essence 77:18essential24:17 181:19188:6,14

essentially66:9 75:9

establish

20:13,15,18181:24189:20

established10:13 110:19181:18189:16

establishing190:12 196:7

establishment111:14,14143:20

establishm...112:21

estate 29:1029:22 34:1562:21 63:571:24 72:1572:20 181:8

estimate 109:7estimated 36:536:16 81:1883:6,11154:13

estimates37:23

estimation158:11

et47:21 91:18Europe 91:20Eustace 24:21evaluate 22:22Evansville29:6 34:263:10

event 70:18145:7 162:25163:20,21,22

events 153:3163:17

everybody151:11167:11 178:7198:20

everybody's149:23


evidence 4:510:14 13:1319:20 20:2221:22 171:16174:22181:18189:14190:13

evolving 88:22exact 160:22165:23 166:2

exactly 68:13127:25

EXAMINATION24:13 57:399:7 137:10

examined 173:5example 138:18139:17 158:3168:18

exceed 187:7excellent12:25 31:2058:3 71:587:25 92:16140:19169:13

exception 59:5excess 69:1386:20 92:2094:22 95:596:11 173:20

Exchange 28:21excited 26:1327:15 31:2232:11 53:9111:15113:20130:23,24138:4

excitement188:21

exciting142:25

exclusive116:15

excuse 18:2472:12 75:1787:3 128:2

execute 72:6executed 67:16execution76:16

executive 16:857:9 137:18137:19139:18,19140:2,21161:10183:14,16187:25

executives178:24183:10

exhibit 11:221:23,2440:7 89:5103:23 124:4156:23

exhibits 10:2110:24 11:511:21,2512:21 169:23174:22

exist 138:25existed 113:5existing 35:2066:12 73:1773:20 74:1474:17,17151:7,24

exists 68:25157:25

expand 37:1053:25 54:13114:23126:14161:14173:12

expanded 41:20expanding54:15 114:8

182:23expansion22:17 33:1542:2 88:20173:15

expect 27:2130:2,7 39:1984:11 105:8109:21 163:2188:18 189:8

expectation51:13,1377:12,14,1978:16 123:17

expectations38:9 58:2583:24 87:296:17

expected 74:281:8,1287:22 173:16

expects 19:587:12 119:11

expend 120:2expended 69:2598:2 120:12120:15,22

expenditure22:14 59:1569:23 85:1186:22 117:11118:23,25120:12124:11128:22174:14

expenditures18:15,2340:15 69:470:14 87:489:16 90:2491:5,8,2492:4 95:796:19 102:5103:17,25116:10,15

117:3 120:2129:5 131:2142:22149:11 174:5174:10175:22

expense 81:8expenses 70:1385:8

experience20:18 39:2064:9,10,1092:11 100:22137:15139:21 158:9181:24189:20 194:6

expertise80:17

Expires 199:23explain 44:1444:23,2445:5 146:11

explains 46:12explanation46:18 71:12144:6

explanations131:6

exposure 43:9expressed142:16,19

Expressway108:3 112:24

extended 113:2extensive171:10187:21

extent 101:13170:2

exterior118:13

extra 67:25extreme 87:14eye80:4eyes47:17


FF2:1 40:789:5 103:23124:4 156:23199:2

fabulous 126:8facade 118:13face115:22facilitate101:16

facilitating135:4

facilities38:22 68:20130:10

facility 27:1253:6 54:2068:22 73:1773:21 75:1194:14 95:697:24 153:14174:13183:22

fact26:13,2328:15 42:2166:6 67:5,1672:17 102:9

factor 169:6factors 70:9facts 88:6fair71:14,1992:10 97:21

fairer 83:25fall84:13113:13

familiar 17:440:5 70:1589:2 101:22123:25 144:2155:17156:21

family 99:1099:11 138:6162:19

FanDuel 185:13

fantasy 30:17far26:22 29:531:3 42:1642:22 51:3,398:3 109:6,7138:13 141:9145:4 149:18149:19,23155:10180:13

fashion 129:21Fauntleroy 2:63:2,7 8:3,48:10,12,1412:18 13:713:14 169:21170:5,10172:8 176:24180:7,13192:7,11,14192:16 193:5194:12,22197:11,14,16197:18 198:3198:19

favor 171:25198:11

feature 106:10featuring126:9

February 154:3154:6 155:12

feed114:14feel27:10,1231:12 38:638:13 39:2,642:11,1243:24 54:2255:9,1071:21 87:1796:2 107:22122:18133:21 138:8146:19148:12 169:4

feeling 46:14

51:4 148:5feet55:8fell156:2felt26:16,1726:19 27:443:2 44:548:20,2561:15 87:20

felts 121:16female 147:6females 146:17147:5

Fenton 36:2FF&E105:19Ficchi 178:16Fieri 111:3Fieri's 110:25Fifteen 130:3Fight 30:16figure 49:1649:19 73:11119:15

figures 77:6filed 6:1023:5 123:23175:6

filings 67:18final 19:749:24

finalized74:20 105:19

finally 20:1637:2 73:1683:5 88:19118:19151:12 176:8

finance 8:218:22 25:1363:17 65:13100:10

financed 65:6financial18:11 20:1320:25 21:222:4,8,1225:9 57:10

57:12 64:2570:10,2071:17 77:2178:9 83:1585:16 86:1586:17 87:687:23 88:490:21 119:12122:22123:19 173:8173:23174:19175:23,25181:20184:12

financially85:2 128:11189:16199:12

financials93:2

financing 23:625:19 33:2057:15 62:2364:12 69:572:2,7,15185:2

financings72:19

find97:19196:23

findings 191:2finds 176:13fine14:749:21 59:1395:9 96:25125:16195:24

fingertips97:19

finishings105:24

firm100:11first 9:313:25 14:4,814:24 17:19


20:12 23:1324:4 25:8,1225:17 27:2027:20,2428:9,15 30:342:8 50:1756:18 60:1670:2 82:2591:4 94:2198:24 99:23100:7,8103:24,25111:9 116:16120:3 131:15137:3 142:7146:4 148:8155:16 158:7158:9,21159:11,13170:25178:23 179:9183:2

first-class174:12183:22

first-ever25:18

fitness 118:8fits39:1148:17

fitted 107:11five70:9 76:676:6 100:4103:9 104:11104:20116:16 158:7180:7,11,12186:10

five- 108:8five-day160:11

five-year96:20 120:8

fixed 108:13fixing 133:21fixtures 106:2

Flag6:20Flaherty177:23

flash 121:23flexibility78:10 86:1787:6 88:5185:3

flip45:15,15flipped 75:4,9floor 111:6,16112:11,21113:23117:21119:16121:10,13122:5,7,8124:23125:10134:21 140:5141:19

flooring105:24

floors 105:24flow60:1166:7,9,1668:17 69:6,877:25 86:1086:21 87:2391:10 92:2092:21,2593:5,5,12,2194:7 173:21

flows 60:2161:3

Flushing111:20

flyby 64:16flying 56:3focus 62:6,864:12 78:2579:10,21100:14105:12114:21127:22

130:13158:12168:20,21

focused 27:527:22 38:364:5 78:2078:22 79:22107:21

focusing 90:25101:8 105:15125:11

folding 86:9folks 127:18140:11,25141:13152:25

follow 7:2127:25 108:18150:2

following76:18 77:2178:10,12117:9 119:19174:11 177:4177:8,9,10

follows 10:2424:5 56:1998:25 137:3

followup 61:671:13 98:4

food111:14112:2,10118:4 125:11125:12 142:9158:19,21168:25

foolish 43:19football142:12

footnote 97:23footprint37:10 63:1180:8

foray 100:7111:10

forecast 22:8

60:2 173:18forecasting102:8

forecasts 90:6foregoing199:6

form72:1593:4 155:6

forma 66:8,2368:9

formative58:19

former 58:18formerly 32:22forth 10:1515:15 20:621:14,2140:7 76:2389:4 124:3143:11156:23 174:7181:5 189:15196:5

forthcoming114:13

forthwith139:4

fortunate16:25

forward 19:1338:20 39:2042:3 49:2268:24 84:2184:24 91:2294:7 106:10106:18 123:8146:13 189:2191:18,20,21191:22,22,25193:13195:11

found 20:10105:14129:11 176:5

foundation44:6


founded 44:17founder 44:16four14:2417:5,19 26:3103:24 104:2160:10193:17

fourth 30:835:14,15

frame 82:1784:8 129:25

frames 105:25Frank 139:24frankly 94:20134:20

free1:2458:10 63:967:25 68:1792:24 93:5,593:11

free-cash 69:6frequenting48:2

frequently48:2

Friday 74:22Fridays 127:12friends 126:6front 82:17,22112:14114:15,16118:12 179:7

full143:21186:25

full- 154:9full-time154:3

fully 62:1178:14,17123:12

fun108:24111:12 149:8

function167:17187:15

functioning

115:15fund74:2281:14,2385:13 130:7

fundamentally102:22104:12 110:3

funded 65:1276:20

funding 85:1095:25 96:19

funds 45:1390:7

furloughed143:13

further 32:1341:3 45:6,645:20 52:883:22 89:24115:24116:20118:16119:16,20120:11,21124:15 136:3157:9,13175:7 177:15191:7 196:9199:8,10

future 37:2139:12 46:650:16 58:2461:8 62:1868:18 69:271:16 72:1472:21 85:2187:19,2188:2 104:3126:24150:23 162:9185:23

futuristic...34:3,6

GG24:4,4

gained 115:20game178:7,10games 31:8114:9 121:14135:24 140:6

Gamesys 23:731:6,18 35:336:2,6,13,1336:17,1837:4,10 44:551:7 64:1964:25 65:2466:8 74:4,1274:19 76:1978:13 80:1081:15 85:2285:23 86:991:2 92:25182:25

Gamesys' 74:16gaming 2:8 4:64:11 9:1411:4,6,1415:15 19:220:4 25:826:2,2 29:2431:7 32:2332:25 38:439:15 54:1885:18 100:7103:15 104:6106:22 107:3113:21 121:6121:9,13122:5,7,8123:12137:19,19139:25 140:3148:21 155:4177:12,22182:7 183:16183:17185:10,16,20185:24186:19187:14,21,23

188:7 192:20192:23193:25 196:4

garage 118:17Gary140:17gaskets 115:11Gees113:13,13126:9

gender 147:2147:16

general 2:6,62:8,9 3:2,23:7,7 4:136:5 9:1311:17 12:1616:3,2318:21 19:820:3 62:1887:9 100:22101:2,5,7136:20137:18148:18175:10178:11183:15 190:6190:24196:24

generally19:11 26:9

generate 58:1072:16 81:22173:20

generated38:19 84:17

generating68:17

generation68:17 69:777:16 79:2387:23 93:22

generations183:7

gentleman35:25 156:2

George 5:7


14:25 17:2023:17 24:1,924:14 25:126:1 27:128:1 29:130:1 31:132:1 33:134:1 35:136:1 37:138:1 39:140:1 41:142:1 43:144:1 45:146:1 47:148:1 49:150:1 51:152:1 53:154:1 55:156:5,10 58:659:4,9,2061:7 62:9,1563:2,7 64:265:21 78:23106:17

George's 79:8getting 46:955:7 60:2268:4 91:12122:24127:22 128:8138:7 140:6151:10153:18 159:2161:25166:19

gifts 159:3Girls 132:25144:20

give54:23,2356:11 92:799:22 101:4121:8 146:13166:6 168:18

given 6:1537:25 38:975:9 84:20

94:7 115:21150:24173:14

gives 37:20123:7 179:6

glad131:20,20132:2 153:22166:11,12,22167:3,7

glass 107:17107:19108:11,14118:13178:25 179:3179:7

glasses 144:25Glaum 177:24GLPI29:9,22GM138:3go13:24 14:414:5 25:645:6 48:2349:11 55:1282:4 99:19106:25110:16117:13127:17,19128:2,21130:19134:21141:11146:14153:24 162:2166:14,15168:23169:22170:25180:13191:20193:10

go-forward62:10 84:5

goes46:7101:17109:11

142:24149:19

going 17:1925:13 31:1134:21 38:2039:7 41:2542:3 43:1644:3,12,1244:15,17,2446:21 47:749:21,22,2550:6,15 51:751:14 52:753:17 57:2564:15,17,1967:21 68:1768:24 69:1778:24 84:2191:13,2592:2,4 94:695:10 98:17102:14 103:9104:22 105:9105:11,13,17105:17 106:6106:18109:17111:23113:12115:13117:13 123:8125:3,4,6,11127:17128:21 129:9130:15133:20 134:5134:13135:11,12141:4 146:9149:8 151:15151:19157:19 158:6158:10159:19160:19163:12

168:20,21,23169:2 179:8179:10 180:4

Golden 25:11Golf168:21good6:3,218:4 9:12,1514:22 19:2520:15 23:1832:20,2141:13 43:1249:8 52:3,455:6 57:2461:21 62:1967:9 71:1071:11 92:1098:16 99:1099:12 116:6116:7 123:14123:15125:19131:13,14133:12,13135:7,7137:11,12142:9 148:2150:10,11153:23164:15,16178:23181:21189:17198:19

goods 111:25graduated24:21,22

grand 130:21grandmother67:21

grant 166:6176:10190:20196:21

granted 9:2320:7 21:10116:8 170:22


171:5 173:10180:24181:15195:20,25

granting 12:22Grasso 140:4gray194:4great 16:1126:8 32:1246:22,2353:11 60:8,9105:16110:10,15125:18,18,24125:24126:10 140:5142:9 153:19164:7 168:12

greater 150:14greatest150:20

greatly 109:15greenfield57:20

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groups 162:14grow43:8 46:554:22 115:20152:19,20168:17,23169:2 185:24

growing 26:2038:13 42:14

47:23 152:22153:8 154:12

grown 173:11grows 128:4growth 22:1722:19 33:6,937:21 38:4,946:6 79:2585:17 88:13100:14173:12 182:5184:22 185:9

guarantee95:25

guaranties85:20

guess 24:2566:18 156:4165:18

guidelines50:24

guy110:25,25111:3 160:23169:5

guys168:23

HH4:1 5:8 56:156:18,1857:1 58:159:1 60:161:1 62:163:1 64:165:1 66:167:1 68:169:1 70:171:1 72:173:1 74:175:1 76:177:1 78:179:1 80:181:1 82:183:1 84:185:1 86:187:1 88:189:1 90:1

91:1 92:193:1 94:195:1 96:197:1 98:24137:2

hair194:4half114:19146:8

hallway 107:11hallways 107:7HAMILTON 1:23hampered 141:9hand24:280:14 95:24141:11,11

handle 15:13handlers115:10

handling101:13 178:8

hands 194:17happen 45:17126:6 141:20

happened107:18

happening138:14

happens 51:10163:6 194:15

happy 125:8,13126:12137:16 138:6161:16 163:8

harassment145:24 146:9

hard43:664:21 84:20138:2 146:21146:22

harder 167:18has-been 16:19Hawk63:16head62:9145:21

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heads-up 61:20health 7:2healthy 66:15hear14:19,2119:18 22:2025:4 46:1756:2 126:12130:25 164:7166:11,12167:7 177:6177:7

heard 11:2417:9 18:1499:20 101:24126:7 130:24157:23,24163:8 168:2174:23177:12179:21186:13,22191:23195:15

hearing 6:118:25 17:1017:22 18:718:13 19:1023:2,9 24:1528:4,10 51:855:19 58:8,867:23 98:1799:17 101:23102:19 117:9139:20142:18 168:2179:13180:22181:11 188:4191:9 198:5

heating 129:12heavily 101:11182:22

hedge 45:12held197:20hello 16:1655:23


help15:1245:14 79:16138:12141:21145:12148:25151:15154:19

helped 25:1826:2 155:4

helpful 133:8139:2 194:6

helping 193:12helps 141:19149:18

Hemmeter 25:14Hi99:8hiccups 39:23hiding 67:25high24:2158:25 94:1296:21 114:6114:8 121:10121:19 122:9

high-end105:15

higher 66:2166:22 75:1076:3 147:14155:4 174:9

highlight 67:5121:7,17122:18132:12 158:8

highlights158:11

highly 86:4,688:21

HIGHWAY 1:22hire140:13142:20

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hires 140:14140:16,17

146:8hiring 8:16,20146:17147:12 155:6156:6

historic 183:3historical22:6 73:493:2 153:24

historically33:18 62:792:24 168:12

history 17:2324:17 25:546:24 47:299:21 130:16137:16157:21 159:5168:12 183:9183:11,18

hit76:8151:12

hold126:19155:16181:11

holder 4:13173:3 175:10

holders 21:18holding 20:1121:6,17 27:7173:2 175:4176:15 190:2190:3,21,21

Holdings 9:25100:13

Hollander 2:93:2,7 9:129:13 13:2,313:8,2019:24,2520:2 23:1232:16,17,1971:6,7,998:6,7 116:2116:3,5124:18 150:6

150:7,9157:11169:18,19170:8,9171:7,8172:19,23176:22 196:2196:3

honesty 20:15181:22189:18

honor 185:6honored 156:4hope46:1258:9 114:12114:23183:19 194:5

hopefully27:23 28:2435:14 51:1553:10 96:8109:25148:24179:14

hopes 142:4hoping 32:852:22

horizon 164:5horse 182:13182:13,19,20182:23

hospitality122:16

hosts 32:3Hotdog 132:20hotdogs 132:23132:25

hotel 10:525:23 26:1055:11 104:14104:21 105:7107:7,8,11109:16,21113:22117:17 120:7120:16,23

123:10 129:2130:21147:24,24178:24 181:4

hotels 107:8hour140:10146:8

hours 145:16house 6:1199:13 149:17149:17195:18

HR15:13 146:5146:5 155:25156:5

huge152:9,9160:15

human 15:1233:13,14145:21

hundred 43:977:17 91:493:10 97:997:11 104:10105:3 119:22143:16174:15 186:9

hungry 72:9husband 67:24HVAC117:25

Ii-casino 58:2479:4

i-gaming 26:1626:21 27:2329:12 31:1532:25 37:1037:21 38:2038:23 39:442:14 44:2,953:12 88:1688:20 150:22151:14 153:7

ICA17:22 18:718:13 19:10


21:10,1422:8 24:1428:4,10 58:867:23 101:23102:18 116:8117:9 139:20142:18173:10174:11 176:8176:9,17181:2,6,14182:3 183:24188:4 190:17

iconic 183:7ID4:2 199:25idea112:12ideas 152:21identifica...11:2 170:12

identified119:2,6

identify 7:24II8:19,22Illinois 29:1529:18 63:1673:22

immediately37:19 108:10

impact 26:1476:9 87:1388:16 173:22

impacted188:12

impacts 39:2051:15 173:19

implementing135:8,18

implements187:19

important39:14,1448:20 53:462:8 63:2163:24 94:21106:10,11,18106:19 107:2

107:8 110:6112:19 115:4115:14 122:7122:18133:16138:21141:22144:13,19150:17153:11161:21183:18

importantly59:18 60:15116:19 131:3

impose 175:20186:12

imposed 40:689:3 116:9124:2 156:22157:7 176:7184:18

imposition186:14,20

impressed19:15 47:8

impresses 47:747:7,8

impression178:23179:10

improve 109:8136:4 186:4186:19

improved 84:4improvement64:7 141:16149:17,18184:16186:17187:20

improvements27:6,8 91:1797:10,25118:20129:20 141:7

184:8 186:3186:9

improving114:20154:24

inactive111:17

inception187:12

include 29:2034:2,3 87:788:5,10,1588:19,23127:4

included 8:1626:16 74:5117:16,20,24118:3,11,16118:19

includes 57:1273:11 79:381:12,1885:10 120:6120:11

including 17:217:23 20:2421:4 22:5,1252:16 57:1379:15 147:24149:13,14165:2 173:8182:24190:10

income 66:24incomparable193:23

incorporated9:25 125:15

incorporating79:14

increase 66:566:25 68:2473:20 74:3,581:8,12,19116:20123:13

173:16increased42:25 81:23109:19119:16143:15173:13

increasing66:4 69:2109:18 182:6

incredible48:4,4,5,5

incremental27:6 103:7123:4

incurred 82:682:7

Indian 25:19Indiana 29:629:12 30:2434:2 63:10

indicate170:11

indicated12:20 100:17171:9

indicative112:9 121:21

individual10:12 21:1821:24 139:11173:4 175:17190:7,25192:24

individually68:18

individuals52:10 155:15176:16181:14,17

indulgence194:24

industry 17:2343:16 87:13101:20 143:6143:7 148:15


156:12185:24187:10

inextricably64:8

infantry 100:5influx 155:25information20:23 36:941:18 45:2590:6,18

informed 198:4inherent185:12

initial 18:542:17 120:8196:21

initially 43:7initiated156:6

initiating105:11

initiative147:3

initiatives30:20 100:14

inject 49:10inserted 45:10inspiring138:24

instance106:16122:24

instill 149:4institutional67:7

instructions7:21

insurance 95:6integral 39:3151:2 183:8

integrate79:18

integrated152:10

integrating

33:16 88:6integration88:12

integrity20:13,16181:21,22187:14189:17,18

intend 68:23intends 37:974:12 134:11

intense 115:8intent 85:4,15intention72:17 142:19

interactive28:13 30:1230:14 31:338:16 46:858:15,2061:25 78:2579:2 85:2586:10,13,25

interchang...39:5

interest 53:374:24 75:1075:16,20,2576:10 80:2481:7,13,24

interested 7:426:11 160:17199:12

interests29:23

interim 10:317:9 100:8180:25

intermediary21:6 190:3190:21

internal 57:14International25:21 26:4

internatio...31:8 37:15

interned 100:9internet 31:7182:23185:10,16

interruption61:11 62:369:19 72:11142:23 177:5

introduce 15:215:4 141:4

introducing137:13

introduction56:11

introductions13:23

invest 45:11116:14 120:7174:9 186:6

investable93:11

invested 45:22127:10141:17182:22

investigated21:15

investigation21:20 22:2172:25189:24

investing45:21 58:23111:23 112:7186:8

investment59:17 62:562:21 64:665:17 69:2470:5 78:25100:11 103:6105:12110:12112:10 114:8115:8,13130:8 186:16

investments44:21 57:19123:18

investor 57:1675:10

investors 21:357:17 67:11

inviting 106:5invoices 97:15invoke 67:21involved 16:20101:11,18102:3,6,10102:16133:20145:19162:19,20166:4,18,25192:24

involvement132:8 144:14144:15145:12 146:2146:3,6161:18

involves 25:5Iowa30:24Island 29:1493:25 100:14110:15135:21140:25 190:5190:24

issuance 1:124:8,16 5:59:6 11:9,20151:10190:14

issue 37:349:13 52:6,8102:3,11146:15148:23158:19 167:9179:16186:20


190:19issued 17:1719:20

issuer 76:15issues 15:1333:15 88:6103:4 164:20178:17

ITEM3:2,7 5:39:1 10:111:1 12:113:1 14:115:1 16:117:1 18:119:1 20:121:1 22:123:1 170:1171:1 172:1173:1 174:1175:1 176:1177:1 178:1179:1 180:1181:1 182:1183:1 184:1185:1 186:1187:1 188:1189:1 190:1191:1 192:1193:1 194:1195:1 196:1197:1 198:1

items 102:25115:11121:18,23145:23

JJ5:9 137:1,2137:2 138:1139:1 140:1141:1 142:1143:1 144:1145:1 146:1147:1 148:1149:1 150:1151:1 152:1

153:1 154:1155:1 156:1157:1 158:1159:1 160:1161:1 162:1163:1 164:1165:1 166:1167:1 168:1169:1

Jackson 113:14126:10

James 2:2 99:5January 30:5Jerry 110:12Jersey 1:1,236:8 24:2225:2,4 30:2430:25,2531:2,9 32:2344:2 47:2448:2 49:1153:8,19100:21146:10158:15 195:5196:8 199:5

Jewish 111:11Jim16:14132:11

Jo177:23job25:8 43:1249:8,9 55:6100:10137:15140:19152:18,19153:19187:11192:24

Johnson 15:615:10,11

join100:21joined 100:12joining 6:24joint 132:15jointly 30:6

Jordan 2:9 3:23:7 9:1312:6 13:2,1514:3 20:261:7 62:1465:21 74:582:17 178:6178:6 196:3

Joseph 137:7Journey 113:15JOYCE 2:3Jr5:9 137:1,8138:1 139:1140:1 141:1142:1 143:1144:1 145:1146:1 147:1148:1 149:1150:1 151:1152:1 153:1154:1 155:1156:1 157:1158:1 159:1160:1 161:1162:1 163:1164:1 165:1166:1 167:1168:1 169:1

Juliano 16:6,8107:14128:14183:13

July4:6,1211:7,1421:21 23:527:20 32:259:11,2160:25 83:24109:14 113:2123:2 174:3

July's 183:25Jumer's 29:1463:15 73:22

jump56:13June29:7,1430:21 31:17

60:11 82:1082:11 83:683:10 122:24174:2 182:11

jurisdiction51:2 54:6

jurisdictions38:24 50:2554:2 153:6

Justice 16:1416:18 176:18190:15

KKansas 93:25Kaufman 3:4,99:17 12:2,712:10,2052:14 55:2055:23 56:1056:16 57:2,361:15 71:390:3,4 98:498:5 136:18136:19137:10138:19142:24 150:5157:12,13161:16163:14,16,21163:24 164:9164:11169:15,17170:25 193:7193:11195:12,12,23198:17

keep91:1492:3 95:2496:7 139:4155:5 179:10

keeping 59:25138:23153:18

kept52:6


key5:10 10:1321:19 77:21156:3,8,13166:9 173:4175:15 190:7190:25194:25196:21

kids99:14kill107:14Kim44:16,1744:18 45:1846:3

kind39:543:15 44:648:15 62:1462:15,1778:24 94:23105:23111:11134:13135:25139:11 141:8141:24146:11178:14193:15194:15

kinds 141:5knew139:22Knife 30:16know9:1713:23 14:1824:15 25:526:12,2327:2,17,1927:22 28:1431:4,2132:10 34:534:10,2441:19 42:942:17,2244:3 46:4,1646:18 47:1547:16,1848:3,9,21

49:3,1650:11,2252:12 56:561:9,21 64:466:24,2567:18,22,2468:13 69:2571:20 76:1377:11 82:384:13,1986:9 87:1090:24 91:991:12,17,2592:5,5 95:395:12,19,2297:24 107:4108:13,14109:9,13110:4,6,22111:2,18112:3,6,11113:3,6,9,11113:24 114:4115:4,9,10115:11 121:3121:12,14,18121:25 122:3123:7 125:22126:9,17127:3,3,7,19128:2,3,6,13129:5,6,13129:17 130:6130:16132:14,16,18132:20,21,22132:24 133:4133:6,7,14134:2,19,22135:9,15,19135:23,24,25137:15140:10,11141:11,14142:17,22143:2,9,11

143:12 144:6144:13,15,15144:17,18,18144:22145:13,16,18145:19,20,22145:25146:24 147:5148:4,14149:7,14,16149:18,18,20149:22,23,24150:12,24151:13 152:7152:18153:18,20157:24 159:5159:10 160:2160:3,5,15160:22161:20,21162:4,18,20162:24 163:3164:4 165:14168:6,7,10168:11,11169:2 179:2179:3,5

Knowing 138:6known 10:244:19 102:5103:4,4125:20 182:9183:6

knows 178:7

LL98:24 137:2137:2

labor 101:13101:15

lack155:13land34:1135:20,2038:16 39:4,4

land-banked

39:8land-based38:7 39:944:8 46:861:8,23 63:463:11 88:17123:3

large 68:369:8 90:2193:12 94:794:13 95:5127:25128:15

larger 55:12107:23

largest 30:17Las29:3,4,2134:3 48:1948:25 63:18100:10182:16

lasted 17:5late82:10114:10132:14148:16 178:6178:9

latest 31:16launched 76:576:6

launching27:23

laws6:7156:17

lawyer 193:25layman's 91:1195:21

layout 126:17lead113:15139:17

leader 138:17leadership101:14 147:9192:22 193:2

leading 26:7learned 87:15


177:3learning101:19 194:5

lease 29:1081:8,19,24101:12111:19

lease-back63:15 64:3

leased 63:5leave 18:1752:9 102:15159:3 165:3165:3

leaves 165:4leaving 16:2448:8 100:5

led138:18Lee35:25left25:2526:3 43:18109:5 137:24

legal 1:20,2116:4 149:12

Legion 145:3legislation42:23 43:25

lesser 101:13103:4

let's 24:1925:4 42:650:13 91:12129:6 158:2158:5 159:19159:20,22160:6

letter 155:13155:18

letting 17:7level 75:10108:14 146:4154:16155:16162:18

levels 40:2381:23 89:21

94:12 142:17146:4 173:21174:6,18186:23,25187:6,7,14187:18

Levenson 3:3,33:4,8,8,99:15,16,1912:3,9 13:2214:3,6,7,1014:17,21,2315:16,2416:6,11 17:819:23 23:1323:15 24:1224:13 32:1332:15 41:6,841:9 61:1261:18 98:1398:18,1999:7 124:19124:22136:15,17169:25 170:4176:23,25177:6,8179:17192:18 193:3193:14194:14,21198:18

Levenson's193:6

LEVIN 3:4,9LIBOR 75:15license 1:124:8,16 5:55:10 9:710:11 11:911:20 17:1719:21 20:820:12 29:430:2 70:11156:3,9175:2 176:11

177:14179:16189:11,25190:14,19194:25 195:7195:17,19,21196:22199:20

licensed 176:5176:14182:14

licensees185:19

licensing29:19,20168:15,19

licensure10:16 22:24175:18181:12,20184:19186:13

lieu37:6life148:16,17lifeline185:21

light 34:18153:12

lighting 106:2114:3

likelihood20:18 181:24189:20

likes 106:22106:23135:19

limit 43:13114:6,8121:10,19122:9

Lincoln 26:5110:15

line16:1544:15 77:6110:18126:20

153:23 163:6168:8

lines 106:15114:3 121:13

lingering22:16 173:19

link7:22Lion's 144:25liquidity 34:968:4,8 69:369:14 91:1094:13,19,2094:23 95:795:20 96:16

list115:12listen 7:842:8 61:22112:14

lit138:23179:5

literal 107:20literally25:17 55:7

little 6:2225:7 27:3,727:17 28:1832:6 33:2234:25 44:1444:23 46:1649:6 50:7,2251:2 55:257:4 62:1564:5 68:273:3 83:2190:18 91:1491:24 92:795:16,17,2296:4,7,8,1699:19 107:21108:22110:22 111:8121:3,8,12121:23122:12128:20132:12,19


133:19,22138:21139:12 141:6141:10,14142:3,10154:20 164:2167:18

live126:12127:8

lived 177:9livelihood188:8

liven 112:8lives 147:25LLC1:10 3:53:10 4:7,155:4 9:5,2411:8,19 20:5173:2 181:2196:25

Lloyd 3:3,89:15 13:2116:2 24:2526:12 99:24122:20166:20176:24

Lloyd's 121:4149:8

load184:25loan36:2267:6,7,1173:12 74:1375:8,11,1175:13,15

loans 72:7lobby 114:11127:10,11

local 48:16,16112:5 125:16125:22 127:8131:24 132:4132:15133:11141:22145:17

146:18158:22

locals 141:21located 26:2330:6

location111:10 112:3158:15 183:5

locations48:22 63:24

long121:21137:21195:20

long-term70:24 74:2139:16173:15184:25

longer 24:24longer-term187:8

Longo's 110:13113:9 141:18152:7,9

longtime157:20

look34:1242:9 45:1366:21,2379:18 80:980:16 91:2093:2 108:12112:24114:18134:22 135:4167:17,17189:2 191:21

looked 114:18looking 39:2439:24 41:2147:4 61:1066:19 67:290:23 91:2,491:21 113:16122:3 126:16127:21 133:5

147:10162:12166:10 168:5191:25

looks 66:20147:11

lose159:15loses 174:2loss82:1483:2,7 184:4184:5

losses 82:6,783:11 184:9184:14

lost139:9162:19

lot33:11 48:259:7 87:15100:17101:19107:10 115:7122:11127:10130:24132:22133:15136:14138:22139:15141:13 142:8145:16146:22158:22

lots62:24Lounge 130:19love26:23161:4

low76:14lower 72:2lowest 143:7LP4:13 11:17190:6,24

Lucas 3:4,99:19 179:12

lucky 110:16Lynne 3:4,9

9:17 18:719:8 52:1256:25 57:2258:14 61:1364:22 67:468:4 69:2270:22 77:10178:14179:12193:23 194:7195:12

Lynne's 72:22

MM1:17 6:715:19 98:2498:24 199:4199:19

machines 114:5121:24

mad67:22magic 50:3,12magnificent130:21192:24

magnificently161:15

mailed 6:12Mainland 53:2153:21

maintain 28:2170:11 72:1872:20 87:3143:10156:11187:13

maintained73:8

maintaining20:19 71:2396:9 156:13181:25187:17189:21

maintains187:4


maintenance70:14 93:7110:5

major 22:7153:3

majority 33:24149:25

making 47:11111:9 114:7123:4 141:7142:14 155:3169:3

man101:6manage 30:679:16 87:19182:18 188:2

manageable94:5

managed 182:12management1:11 3:6,114:9 5:5 9:610:3 11:1120:8 33:843:12 57:1379:13 85:23100:6,11175:3 190:4190:23

manager 18:2119:9 94:11100:23 101:2101:5,7136:20137:18 140:4148:18183:16196:24

managers 33:1279:15

managing 33:8mandate 145:15mantra 149:21Marc18:14,16101:22102:10,14

March 30:1660:17 162:16

Maria 15:6,615:10

market 19:626:13,15,1626:17,2127:11,2332:24 33:4,537:24 38:1644:21 49:1554:13,15,2254:24 55:1067:6,7,875:9 76:7,880:6 84:3,1592:6 100:7105:21106:24 109:4122:25 131:4141:22150:21151:12152:16,18,19152:22 153:8154:17168:17,17,23169:3,8,12174:12 186:2188:21 189:9

marketing16:10 27:7115:17,17123:5 140:18141:8,24168:7 169:5183:14 189:4

markets 42:1042:13 43:2343:24 67:667:10 68:2172:4,9 75:7

Marlboroug...130:18

Martinis110:13 152:7

Mary177:23Massachusetts42:24 43:9

massive 62:2material 77:3materially77:12

math93:9matter 7:239:2,3 52:16108:16123:23 178:8179:13193:12194:13,23,24195:3,8,11195:25

matters 8:15180:17

mature 26:20maturity 37:24MBA100:6meals 143:23143:24

mean67:1971:22 121:8122:23129:24 139:2147:23 152:6152:8 155:2160:22161:25

Meaning 137:15meaningful133:8

means 38:25measurable94:3

measure 7:1146:21,22

Meatball110:13

Meatballs152:7

medical 18:16102:15 165:4

meet10:1420:5,9106:21175:16181:19 185:3

meeting 1:45:1 6:1,87:3,4,6,157:17,20 9:2355:3,1497:20 118:20198:16,22

meetings 55:14meets 17:1619:18 22:23174:25 175:8175:11189:14190:13

member 6:1415:20 35:2142:20 162:20

members 7:3memorialize186:12

memory 101:25men31:24mention 28:1544:12 93:25111:7 112:10127:2,7159:10

mentioned28:18 30:1146:25 52:2259:10,2163:2,7,1464:2 67:2168:4 72:1072:13 74:676:12 77:977:17 78:2379:11,1883:22 84:1286:8,1991:10 92:18


95:19 113:21115:6,6121:10 125:8125:12,13,17125:25 126:5126:8 127:14127:20128:24 129:8138:16144:19,20149:9,21152:10157:22,25158:25161:19 162:5162:7,25187:22

mentions 67:19menu142:10merged 45:18merger 35:1257:21 86:5

merging 67:13messages 193:8met174:24175:3 177:13179:15189:12190:12

metropolitan160:15

MGM100:9mic176:24Michael 5:8,1098:1 99:1,599:25 100:1101:1 102:1103:1 104:1105:1 106:1107:1 108:1109:1 110:1111:1 112:1113:1 114:1115:1 116:1117:1 118:1119:1 120:1

121:1 122:1123:1 124:1125:1 126:1126:10 127:1128:1 129:1130:1 131:1132:1 133:1134:1 135:1136:1 196:22

mid25:1543:11

Mid-Atlantic106:25

mid-to-large127:6

middle 40:16midst 162:2Mike14:2518:13,2064:4 69:1683:21 97:1897:18 98:2099:8,10,16138:16 139:2140:22 141:6144:12,18151:9

Mike's 151:17million 37:437:24 60:1260:14,16,1765:15,18,2065:22 66:968:22,2569:23,2573:12,14,1673:20 74:3,975:19,2077:15,17,2578:6 80:2481:9,13,1982:14 83:3,783:11 86:1086:21 91:492:20 93:393:11,18,18

93:19 94:396:11,12,1497:9,11104:10,13,13104:14,16,17104:17,18,19104:20,21,23105:4 109:13109:15 114:7114:20116:14 117:6117:17,20,24118:4,8,11118:16,20,24119:6,10,15119:22 120:2120:7,12,15120:17,21,22123:9,9130:3 174:15186:9

mind15:1769:6,1291:14 163:18191:24

minimum 93:20103:16104:10,13,14105:3 116:14119:21 120:7120:23174:14

minorities146:17 147:5147:6

minority 147:2147:14,17

minute 15:723:21

minutes 7:1817:18 146:8159:14 180:8180:11

mirrored 108:5miscolored108:4

misleading193:21

mismatched179:3

missing 149:2Mississippi43:6 158:13158:14

mitigate 7:1mixed 108:4mode59:12model 62:2571:22 80:18

moderated93:15

modern 105:18106:5 111:12

modernize122:7

modified 103:2Mohegan 25:1625:17

Mollineaux 2:38:8,9 14:1214:16,19,2251:23,2552:5,17 97:397:5 131:10131:11,15,18131:22133:17134:10164:12,13,17164:24 165:6165:10 166:9166:14,21167:2,21,23171:23172:12,16177:20,21179:22,24180:2,6191:13192:12,13197:8,12,13197:24


198:10moment 43:380:21 128:22163:18

momentum115:20 136:4

monetize 34:12money 62:2467:22 91:1492:3 95:2496:3 102:4103:11,16,16109:24111:24 114:2122:11,12129:16,25130:13138:22144:19

monies 58:23Monique 15:12145:21

Monkey 30:16Monte 84:1190:24 98:2299:10,15

month 27:2082:11 83:24114:7 122:24144:6 145:7145:8 163:2

monthly 123:16163:5

months 17:1227:14 28:728:25,2530:9 59:2082:25 84:284:13,17,20115:21 148:3177:25181:14

months' 19:16Monty 5:8,1014:25 18:1318:20 64:4

69:16 83:2197:18 98:198:20 99:1,599:25 100:1101:1 102:1103:1 104:1105:1 106:1107:1 108:1109:1 110:1111:1 112:1113:1 114:1115:1 116:1116:6 117:1118:1 119:1120:1 121:1122:1 123:1124:1,25125:1 126:1127:1 128:1129:1 130:1131:1,13132:1 133:1134:1,11135:1 136:1136:10144:12 195:2196:22,23

Monty's 195:5196:7

morale 149:19morning 6:3,218:4,16 9:129:15 19:2523:18 32:2032:21 41:1341:15 52:3,471:10,11193:16,17

mortar 62:6,13151:16

motion 171:18171:21,24191:4 196:17197:7,9198:6,8

motivate 49:11

motivation41:25 42:20101:9 183:19

motivator42:17

Motown 112:25126:5

move13:1335:18 53:1368:18 76:11100:20148:25 149:6152:25 153:2157:19171:19 172:7172:11179:10190:18191:17,19,21193:12 195:5195:10196:18

moved 25:9123:2 171:16

moving 19:1339:20 41:1084:24 91:2299:13,13106:10146:13148:24151:17 155:5191:22195:15

multilevel32:25

multimilli...110:12

multiple 182:7193:7

music 110:21112:14 126:9

musicians126:6

mute7:23 8:115:7

NN3:1 24:456:18 98:24137:2,2

name8:6 15:1024:7 28:1728:22 29:435:25 56:2099:3,25126:21 137:5137:17

Nance 2:5 6:310:22,2323:23,2524:7,1056:14,20,2398:21 99:3,6136:24 137:5137:9 170:13

narrative47:21

national 29:2448:21 80:7125:13,19132:20159:25 160:5160:8

natural 21:19161:7 175:15

nature 21:480:19 95:4

navigate160:14,16161:3

nearly 187:23neat106:4necessarily103:4

necessary38:22 70:1795:24 176:12187:9

need78:1091:6 99:19132:21 134:3134:20


169:11 174:9176:7 177:16178:4 180:17184:7,15

needed 43:244:7 61:1581:14 85:595:7 102:11121:17174:20175:24184:13

needless115:12

needs 40:2049:5 70:985:14 89:1992:16,16116:21119:20186:16

negative 39:2084:19

neglected106:15192:19

negotiated116:24 117:6

negotiations101:12

neighboring43:2 55:11

neither 199:8net123:3networks 32:6Nevada 135:20never 49:14115:14 141:2151:20 158:4178:13,22

new1:1,23 6:824:22 28:2030:24,25,2531:2,9 32:2344:2 58:1063:11 74:19

79:15,1680:7 86:2590:8 99:18100:2,21105:14,24,24105:25,25109:21111:20 118:8121:16,21130:22 135:3140:6 143:17145:22 146:8146:9 151:7151:11,23155:25169:12185:25 188:5188:17 195:5196:8 199:5

new-build57:20

news99:10,1099:12,12,14

Ng140:18nice106:23,23163:25

niche 168:22Nicholas 5:98:17 137:1,7138:1 139:1140:1 141:1142:1 143:1144:1 145:1146:1 147:1148:1 149:1150:1 151:1152:1 153:1154:1 155:1156:1 157:1158:1 159:1160:1 161:1162:1 163:1164:1 165:1166:1 167:1168:1 169:1

Nick15:2 19:8

50:18 52:1464:4 83:21101:6,19107:5 108:15132:11 133:3133:3 136:20137:17163:18183:15

night 110:21178:15 193:9

nights 127:12nine17:1219:16 27:1428:6 96:10123:2,3148:3 177:25181:14

nine-digit96:10

nine-month10:6 17:13

NJAC197:3NJSA196:25197:2

noise 61:1169:19 142:23177:5

noncapital121:18

nonexistent112:18

nongaming152:4

nonhotel 105:4nonland 29:22nonprofit133:11

nonroom 70:4120:12,17,22

nonrooms129:14

Nope41:9North 25:2029:15 30:18

notable 186:18

Notary 199:5199:23

note23:3 60:2noted 119:15182:3 184:22189:5 193:4

notes 41:2267:12 73:1475:8,14,1876:14 176:8

notice 6:11115:9

noticed 179:2noting 184:25Notwithsta...61:2

November 9:2217:10,1121:11,1224:15 28:328:19 30:1382:15 83:1084:14 101:23102:10 139:8140:8 180:24181:9 199:24

novice 61:9nuance 29:2Nugget 25:11number 17:2532:4 57:1259:19 60:1565:15 66:682:16 92:2493:4,6 96:1097:17,20109:15,16143:5,12,13148:9,10166:2 188:16

numbers 75:1275:13 76:1177:11 90:893:21 111:4143:4 144:4144:5 147:7


147:11153:24

OO2:1 24:498:24 137:2137:2,2

O'112:3,4objection171:14,14196:14

obligation90:21

obligations92:23

obstacles115:21

obtain 70:10obtained 36:21obtaining85:19

obviously12:16 42:1151:4 58:1092:11 138:17142:22 143:2193:23

occur 35:1286:16

occurring155:23

occurs 103:3ocean 105:21134:22159:15

October 28:16113:3,16

offer 107:2158:24

offered 100:20185:21

offering 65:1767:15 105:20106:20 113:4

offerings127:15

168:25offers 31:8office 2:653:18 54:7133:13149:12178:22

officer 16:1057:10 100:5183:15

officers 21:8offices 197:22offseason 49:7106:17 122:2127:18

offseasons49:17

offset 184:14Oh38:12 56:16191:11,13192:6

okay9:2 12:913:6,7,1414:7,22,2317:8 25:341:10 44:1049:23 52:1757:2 58:559:25 61:664:14 65:870:8 80:2282:24 91:2595:10 96:23102:18128:18 129:4130:14 141:6144:2 145:5146:16147:10 150:3156:10158:20165:10169:18,24170:10 180:6180:10

old91:15,19

92:12,15129:10130:16,17,20130:22133:18141:15149:14

olden 130:17older 92:15166:19

Olga8:20Olympics 31:23omnichannel79:19 80:880:18

on-line 31:731:12

once90:1491:7 129:7145:8 146:7182:4

ones104:3131:24146:25168:21

ongoing 184:12online 38:358:23 79:385:17 151:25185:16,20

oops56:16open6:8 80:4106:14111:18112:13141:20

opened 91:16111:8 112:5112:6 141:20

opening 6:413:16,20,2419:22 141:3185:13

operate 10:529:16 30:2431:9 38:23

54:20 181:3operated 86:2182:12

operates183:21

operating 22:622:13 29:2530:23 31:1050:24 54:963:2,1770:12 82:6,782:14 83:2,783:11 85:7143:20 174:2183:23,25184:4,8,14185:4

operation20:20 31:1478:20 79:1686:12 107:23160:4 182:2189:22

operational64:7 100:22185:11,18

operations16:9 19:1125:14 38:1140:19 57:1659:20 63:2368:12 69:587:8,1188:17 151:3173:7 176:2182:14,24185:10,20187:21188:16,25

operator 42:22182:4

opinion 27:15opportunism80:4 94:15

opportunistic42:8 44:20


72:6 80:21opportunis...43:22

opportunities42:9 57:2172:16 93:23103:5 133:5162:13187:19

opportunity6:16 38:1445:13 46:463:9,2293:13 94:6100:20101:21 127:5133:9 134:18146:14150:21 166:7169:21

Opposed 172:3198:13

optimistic86:11 148:10

order 44:749:11 63:963:17 70:10132:22 139:9174:11 176:4

orders 97:16organization15:9 16:1321:4 32:3159:24

orientation146:7 149:4

original 42:20originally75:6,6

OTB182:14outlined 28:493:17

outlook 123:7outside 107:17177:18

outstanding

29:23 36:1436:18 73:1778:14,15140:19

overall 35:1954:22 60:1369:24 76:1777:3 93:21122:23169:11174:19

overhead 56:4Overlapping37:13 39:13

overlooking167:5

overtime167:13,16

owned 25:21110:7 182:11

owner 119:2,5188:10

owners 116:24119:12

ownership59:19 71:2472:20 116:16120:3 142:17185:12 187:5188:5

PP3:1,1 24:4,456:18,18,18137:2

p.m1:7 98:15172:18180:15198:23

packed 123:14PAGE5:3pages 4:10,1611:12,20

paint 92:2palaces 91:20pandemic 22:16

39:17,2187:8 143:10153:12173:20 184:4185:11,21187:2,8188:11,16189:7

Papanier 5:714:25 17:2023:17,18,2224:1,9 25:126:1 27:128:1 29:130:1 31:132:1,20 33:134:1 35:136:1 37:138:1 39:140:1 41:1,1442:1 43:144:1 45:146:1 47:148:1 49:150:1 51:152:1,21 53:154:1 55:1,2165:22 183:12

par92:5parent 190:2Park26:5182:20 183:5

part16:1232:24 37:239:3 45:1848:5 50:1768:20 79:1380:17 85:2185:21 95:11103:19106:20 123:5123:5 147:20148:22149:21 151:2156:12165:17 168:6

168:7 169:3169:4 175:21183:8,10185:23186:25194:14

part-time154:4,9

participant7:20

participants7:3,7

participate145:7

participated63:20 86:6191:15

participating41:14 51:1857:18 90:15163:13

participation197:25

particular40:13 62:2381:15 85:589:14 116:13124:10 157:2163:5 167:5

particularly41:21 47:659:7 130:24158:13161:15

parties 13:17139:2 199:10

parting 159:2partner 150:14193:6

partnering166:5

partnership79:6

partnerships103:6

parts 107:23


115:13151:18 160:4

passed 43:15passion 95:15patch 76:895:3

path58:12PathStone166:5

patience 6:22patrons 151:25152:4 153:13153:17

pay64:1970:12,13128:5

payable 75:21paying 70:13payment 92:23payments 80:2581:8,13,1981:24

payroll 165:5PD151:17peak51:12peers 62:24pencils 128:11pending 28:829:19,2030:4 31:3,532:9,10170:16182:15,24184:23

Peninsula 26:2Penn29:24Pennsauken24:22

Pennsylvania30:7 182:17

penny 65:18penthouse105:14128:24

penthouses105:16

people 38:1539:7,9 45:1147:10 48:2249:11,1454:24 84:1799:13 113:6126:20128:10133:22134:15 139:7139:13140:24142:13143:14144:17145:17149:24151:19 153:2153:2,3,18153:18 155:5155:7 158:4158:12159:20,23161:9,22165:2,3,20166:18,24169:8,9179:3,6,7193:19

percent 43:1061:22,2465:6,23 66:566:21 75:1675:22,2376:7,13 93:3122:25 123:2147:4,5,6,8147:8,17,18154:5

percentage69:8 147:12147:14

perfect 46:18perform 45:15performance59:2 64:11

122:22123:20

performing126:7

period 10:617:13 19:1628:12,2459:23,2360:17 81:284:2 96:20100:12 102:2103:10115:23 120:8178:9 183:24190:17

periods 58:25permanent 53:5114:24 146:5185:14

permit 53:5permits 32:1052:25

perpetual 29:3person 21:19156:8 159:7167:10175:15178:13

personal 24:1624:19 99:23137:14162:18183:18

personally47:22 140:16144:16168:24

personnel130:10

perspective27:8 28:1443:11,1950:24 54:18104:15 107:3110:8 113:24128:15

150:16persuaded 26:4pertaining124:11 196:7

Petition 1:104:7 5:4 9:411:8

Petitioner's170:18

Phil16:6107:14128:13183:13

Phil's 108:6Philadelphia24:21 113:7

Philadelph...47:24

philanthropic161:18 162:8163:9

philosophy138:24 143:8

phone 62:372:11 193:20

phones 7:23physical 26:2233:3 38:22

piano 112:14pick79:12,12133:23

picked 137:25178:10,20

picture 90:22161:20

pie38:13piece 42:491:6 108:16147:16,17

pizza 112:6132:15144:21158:23

pizzas 132:17place 7:2318:20 34:14


49:4 53:7109:13110:11,12151:6 183:5

placed 66:1366:13 67:1267:13 68:21

places 125:18placing 54:3plan18:1519:12 26:2527:4 34:1452:24 106:18117:11,15,16118:3,7,16118:19,23119:5 123:5123:11 127:4132:9 144:4145:6,24187:20

planned 113:10126:16,23132:5 151:7152:11

planning 53:13126:20130:25 162:9

plans 34:1639:12 62:1664:2 69:1772:23 83:1886:22 119:9126:4,14165:13 174:5

platform 28:230:18,2331:10,1237:10 46:6

play135:24141:18 153:8

Playboy 25:10player 140:21152:23,25

players 31:24151:17

Plaza 25:11pleasant 92:13please 6:187:24 8:6,79:11 23:1323:24 24:724:11 56:1556:20,2598:18,2099:3 136:16137:5 192:10

pleased 16:2057:8 64:2276:16 125:14125:21127:14 143:4143:9 149:10161:20 162:5164:8

pleasing114:17

pleasure 23:19178:2

Pledge 6:18plenarily21:15 176:14

plenary 8:2510:16 22:24170:14 176:5179:16189:24190:20

Plousis 2:26:21 8:12,139:9,21 11:2312:25 13:1514:2,5 19:2323:11,2124:11 32:1541:5,7,1051:23 52:2053:11,2554:11 55:1655:19 56:1356:25 71:590:3,9,12

97:3,7,2298:6,9,16,21115:25124:17,21131:8 134:9136:8,15,24150:5 157:11157:14164:12167:22168:10169:13,18,24170:4 171:6171:18,22,25172:3,5,13172:21176:21 177:7179:17,22,25180:4,10,16180:22 191:7191:9 192:4192:10,16,17193:3 194:10194:20195:22196:16 197:6197:10,16,17197:23,25198:5,9,11198:13,15

plumbing 106:2point 27:1050:21 60:2264:23 78:478:19 100:3101:13114:22126:22

points 135:16Polcino 5:915:2 19:850:18 52:1583:21 84:10101:7 136:21137:7,17150:10

157:17167:24169:14183:15187:16,20188:2

Policastro139:25

POLICINO 137:1138:1 139:1140:1 141:1142:1 143:1144:1 145:1146:1 147:1148:1 149:1150:1 151:1152:1 153:1154:1 155:1156:1 157:1158:1 159:1160:1 161:1162:1 163:1164:1 165:1166:1 167:1168:1 169:1

policy 71:1672:18 95:6146:9

pool33:14popping 52:6porcelain105:24

portfolio28:23,2533:24 39:345:19 47:1648:10,2149:2 59:1963:3 128:13128:16 130:5134:23 135:6135:10,14,17136:7 182:6

portion 117:2position 8:1825:25 26:5,6


35:17 56:1257:5 59:1687:25 100:25148:11 174:8179:15 193:2

positions147:9 154:13170:23

positive 12:858:21 59:859:10,24,2560:10 61:567:5 122:21123:7 155:9155:11 174:3184:2

positively189:8

positives 60:560:7

possible129:22

post68:1977:5 78:6187:8 188:15189:7

potential 80:6potentially43:25

powerful187:11

PPHD145:25practicing56:7

precautions50:6

precise 66:2precisely 75:2precovid 143:3144:4

predecessor59:18

predict 50:1687:21

preface 49:25prefer 84:18

94:11preference13:19

preferred71:17 119:6

premarked10:21,2411:2,5 21:23

Premier 1:103:5,10 4:74:15 5:4 9:49:16,2410:11 11:811:19 20:521:10,1622:3,23116:9 172:25173:5 174:23175:13,16176:5,13181:2,12,16188:15 189:8189:12,16,25190:16,20192:2 196:24

prepackaged45:8,9

prepared 8:2522:25 70:22144:9

prepped 8:24presence 53:23183:8

present 2:48:9,11,1347:8,19102:3

presentation47:11 159:21

presentations10:19

presented 12:441:19 86:23

presently55:12 151:10

presents 93:12

president15:11 16:925:13,2235:19 57:10137:18148:18183:14

press 163:25pretty 26:2533:11 43:548:9 49:864:21 67:9147:2

pretzels 141:5prevent 155:23previous143:20

previously59:4 76:3,2279:11 99:22102:24106:15 110:9111:2,5,21112:18161:19

pride 139:8,10139:15148:23,23149:2 169:6169:11

primarily37:14 45:1281:14 175:21

prior 45:660:22 74:692:18 99:17102:7 116:24119:2,5,5,12138:10142:17 178:8

priorities103:2

priority 108:6188:19

privileged16:20

PRN1:13,14,144:10 5:6,6,611:12

pro66:8,2368:9

probably 33:2394:21 134:23137:18143:15152:13154:15

problem 129:11129:13

problems130:12166:17

proceed 13:1822:25 24:1156:25 172:19

proceeding22:10 40:789:4 124:3156:23 182:3190:10

proceedings98:11 199:7

proceeds 65:3process 57:19139:12195:15

produced 69:8product 63:6106:14,20107:3 109:12110:14

productive54:21

products 58:2479:4,20 80:9152:5 158:22

Professionals80:14

profitability27:20 61:2570:25 78:2179:23 83:19


83:23 84:584:19 86:1386:25 96:17

profitable19:5 27:2159:21 60:2360:25 84:2386:6,12109:4,23,25186:8

profitably84:12

prognosticate50:16

program 8:19141:24152:24 169:5184:5 186:17

programs 156:5progress 123:5progressing27:18

prohibiting145:24

project 114:6121:10

projected73:19 85:1986:15 144:5

projection76:17

projections76:23 85:17

projects 91:13103:8 104:24118:4,25119:7 120:13120:17,22,23141:25 142:2188:17

prominence183:21

prominent183:4

promote 160:11160:13

proof 174:24177:14179:16

proper 108:11129:24155:16

properties33:16 34:2139:16 46:2447:4,5,13,1548:13,13,1548:16 50:2057:20 58:1659:3 87:1692:12 93:2495:14 130:5134:14135:14138:10148:25169:10 182:7182:10 189:2

property 15:1319:11 22:1527:2,6 29:1629:23,2533:4 40:2048:18 50:550:11 59:1359:15,22,2360:23 64:364:11,1370:4,6,972:23 79:1282:3 83:1983:23 89:1992:4 95:1996:5 101:10101:18 102:8102:12 103:3103:7 104:15106:7,16108:15 110:7112:19 113:5115:13,18116:21,25

119:12 120:4121:6 122:17123:6,13124:12125:24126:15127:17,23128:7 129:10129:22 130:6130:11132:16134:19 135:2135:3,6,22137:19,22138:2,7,22138:23,25139:10,23141:12145:17 146:5146:7 147:6147:22148:10,19,24148:25 151:8151:19,21152:12157:24 159:4169:9 173:8173:25174:11,20176:3 179:11184:6 186:10188:8,20

proposed 12:1137:17 78:13118:4

pros44:25prosper 88:2protect 7:2proud 134:19149:3,5151:12

prove 70:10proven 20:21provide 31:1331:13 39:942:13 43:25

78:9 90:8111:20184:13 185:2185:16

provided 7:97:21 34:976:24 173:6197:4

Providence100:13

provider 30:2330:25 32:2579:20

provides 176:9183:19

providing20:23 101:9144:6

provisions10:7

public 1:4 5:16:1,5,7,8,147:4,8,11,119:23 65:1667:18 188:7197:25 198:2198:22 199:5

public's156:14

Public.com...7:12

Public.com...7:14

pull80:11purchase 21:1329:22 65:1865:23 97:16178:19 181:7181:8 182:16

pure72:793:11

purely 63:269:13

purposes 69:474:16

Pursuant


181:10pursue 44:20pursued 182:5put8:1 27:939:25 42:1046:2 48:1872:23 108:12109:12 122:3132:16134:21138:22143:11153:25166:22 167:3170:23191:17

putting 66:18111:24 140:6144:3

puzzle 44:680:11

Qqualification5:10 10:1621:17 175:4175:9,12,15175:17176:11189:15,24195:2

qualificat...4:8,12 11:1011:15 21:2172:25181:13190:20

qualified20:10 176:6176:16196:23

qualifier 4:134:14 11:1611:16,17175:9,12

qualifiers

10:13,1321:18,19,19173:3,4,4175:15 190:7190:7,22,25

qualifying190:5

quality 107:3186:4

quarter 27:2127:24 30:3,835:14,1560:10,10,1460:24 61:483:5 172:14

quarter's60:16

quarterly 60:2question 18:1242:8 46:1346:20,2249:24 50:1754:11 60:862:14,2064:15,17,2272:22 74:690:20 92:1094:9,25 97:897:13,21107:15 125:6128:19 136:9147:20153:16161:12165:18168:13

questioned18:6 19:7

questioning9:18 121:4150:13153:23

questions32:14 34:2441:3,11,1641:17 46:19

51:24 52:2155:17 73:589:25 90:1090:16 97:2,498:7 109:5115:24124:16,20,24125:4 126:3146:10,25,25157:10,13,16157:18167:24169:16179:18,20,23179:24,25180:20

quick 121:23quickly 43:882:4

quite 70:2275:3 76:1694:20 134:6

quota 165:21

RR2:1 3:1,4,924:4,4 137:2199:2

racetrack182:13

racing 182:19182:20,23

radar 80:20raise 23:2562:24

raised 24:2064:24 65:465:16,2175:12

raising 57:1563:20 65:12

ran96:16range 36:1168:14

rapid 22:1933:9 42:2

88:13 173:12rapidly 46:1088:21

rate109:19140:9,10155:3,3

rates 72:274:25 75:2576:10

reached 103:14165:15

reaching165:18167:18

read6:4 40:544:11,1267:17 89:2104:3 123:25155:20156:19,21157:2

readies 188:15reading 52:6164:20

ready 9:2151:10161:25172:19

real29:9,2234:15 62:2163:5 71:2372:15,18,20181:8 198:20

realigned121:13122:10

realize 66:2588:7 130:22

reallocate142:20

really 27:4,842:21 43:843:12,16,1744:4 46:5,649:9,18,2558:4 71:20


78:24 100:19101:18,18105:14,17,23106:5,7,19107:4,9,12108:20 110:6110:23,24111:11,15112:8 113:25114:11,12,21114:22 115:5115:9,18123:7,11127:24133:23138:23145:13165:19166:12 167:7167:18

reason 54:25195:16

reasonable66:17 67:15184:20

reasonably79:14

reasons 106:12reassure129:15,15,19

reassuring162:24

rebirth 188:22rebrand 28:23rebranded 29:2Rebuck 192:21rebuilding59:12

recall 17:2118:13 147:8

receive 119:11170:18

received 24:2331:18 145:2163:25

reception 67:6

recess 98:1098:14 172:17180:4,11,14

recited 6:20recommend12:20 170:21

recommendable131:25

recommended40:6 70:1689:3 124:2156:22174:17175:19184:17

recommends186:11

reconvene98:17

record 9:1011:25 12:2323:3 24:8,1835:2 56:2160:13 61:3,374:24 82:586:4 99:4117:15 137:6169:25 170:5170:24 190:9193:10194:12

recorded 7:18records 57:14recovery 18:19189:7,9

recruited25:10,15

recruiter148:2

recruiting15:13

recruitment154:24

recycling144:25

red108:4

144:21162:15

redacted 4:104:16 172:6

redactions12:12 13:10171:10,12

rededicated70:3

redemption36:13,17

redirect 41:690:3,4

redoing 112:7redone 106:9179:8

reduce 104:23reduced 43:8120:18,24122:9

referred180:25

refinance74:13

refinancing74:15

refinancings72:19

refinishing107:7

reflected170:13

reflective68:11

reflects 36:1236:16

refresh 101:25refurbishm...70:3 120:8120:16

regard 18:2319:4 20:2530:13 47:1250:3,1059:13 96:496:25 105:15

162:7 178:16196:13

regarding 13:918:10,1423:6 50:4103:15 144:3163:8 171:10173:7 174:4186:22195:10

regards 53:12101:8

region 54:4106:25

regional 48:1448:16 182:4189:2

regions 182:8Regular 129:2regulated156:12

regulation53:17 54:6

regulations15:15 156:17

regulators188:6

regulatory8:18,2350:23 155:14175:22187:15

reimburse116:25

reimbursement117:5

reinduce188:20

reintroduce188:20

reintroduced56:10

REIT34:15,2162:17,2163:6,8 71:1372:8,15,24


REIT'd 34:5REITs 33:19,2534:8 62:1663:19 71:1371:15

rejoin 26:4related 10:410:12 29:936:25 40:1440:23 62:1364:9,1289:15,18,21116:10124:12 157:3174:18175:21 181:3181:13,17199:9

relates 50:1963:25

relating174:17

relations57:16 101:14

relationship15:18

relationships16:21 28:5

relative 75:5199:11

relatively19:16 75:1094:10

relevant 10:721:8

reliance 86:24relied 83:15relocate 48:8rely85:17160:24 188:8

remain 78:1478:17 187:9188:18

remaining104:19

remarks 180:23

remember 7:24136:22

remind 164:3reminisce130:15

remiss 111:7remote 1:5 7:5199:7

remotely 6:2524:5 56:1998:25 137:3

render 180:9181:11

renovating129:7

renovation107:11

renovations105:5,8117:17

RENZI 1:20reopened 39:1650:8,9,9

reopening87:16 153:14

repairs 118:17repeat 7:1336:15

repeatedly97:16

repetitive34:25

replacement118:13

replacing35:23

report 4:6,1111:6,13 19:323:4 44:1660:16 61:274:25 77:786:23 88:2489:5 93:18103:24109:18123:22 124:4

144:3 156:19156:24170:14,14174:7 175:19176:7 190:4

reported 60:1160:13 154:3154:9 172:24174:2 182:10189:23

Reporter 1:17199:5

reporting 1:2140:24 57:1460:3 89:22104:2 124:12157:3 174:18175:22

reports 21:2121:25 22:2223:4 40:3,844:11 123:16174:21 175:6190:8

represent71:19

representa...195:10

represents140:18 154:4

request 9:2411:24 12:2218:25 170:15170:19 171:2171:4,15195:25196:10

requests169:22

require 21:1639:7 130:13138:22

required 17:1619:19 20:2459:15 116:14117:2 124:11

145:23174:10181:11183:22

requirement145:22

requirements22:15,2385:11 95:23124:13155:14 157:4173:14184:16

requires 62:262:5 115:8

requiring117:10

requisite31:18

reread 101:25Research 8:17researched46:15

reservations142:14

reserves 95:2residency196:8

resident 99:11residents146:18147:19,21

residual 93:8141:18

resolution 4:310:9 11:321:14 181:5190:19195:24196:13197:19

Resorts 25:2225:23

resource 33:1433:14 77:21

resources 1:20


15:12 21:286:17 87:2491:9,23 96:2133:10145:21

respect 170:19195:6

respectfully171:4 195:25

respective170:23

respectively76:7

responded193:7

response 96:7121:4 172:4180:21 191:8198:14

responses 73:6responsibi...18:22 146:11

responsibi...20:14 94:22181:21189:17

responsible16:4 57:11

rest140:7149:25,25170:3 179:11

restaurant110:8,11,14111:9 112:13143:17 152:5

restauranteur111:20

restaurants112:16 115:3123:14125:16,23,24131:24135:23

restrictions34:20 184:4187:2

restrictive50:22

result 38:1439:17,2170:6 73:21122:21 187:2

results 17:621:20 22:622:13 85:1986:15,18155:9 174:3183:23 184:2185:4 189:6189:23

résumé 85:24résumés 85:25resurgence189:10

retail 28:1328:14 29:535:19 116:15150:25151:24

retain 151:7154:21

retaining151:24

retention88:11 154:25

return 12:2183:18 156:8183:20

revenue 38:1978:20 79:2387:11 103:7111:4 123:3123:12,16173:18186:19 189:6

revenues 60:1460:20 61:384:4,16

reversal 43:14reverse 186:18review 12:1722:4,5 33:13

116:20119:17,20126:5,7173:8

reviewed 8:2440:2 88:24123:22170:21195:23196:12

revised 174:14revolver 69:1174:8 78:2,1378:16 87:2496:14

revolving68:22 73:1773:20 94:1495:5

rewards 152:11184:5

Rhode 93:25100:13110:15135:21140:25 190:5190:23

RI4:12 11:15175:7

Richardson177:24

right 24:228:3 30:1137:2,1140:17 41:241:10 46:2547:6 51:554:18 60:1260:14 64:566:3 67:469:15 72:974:10 77:2278:25 84:890:23 102:9105:6,16106:3 107:14

107:22108:12109:14,20110:19111:13,22112:4,25116:21118:17,21119:3,7,13119:23120:13,18,24125:16 129:3139:7,7143:19 145:9146:3 147:3147:20150:24154:15 156:4157:25163:24164:24166:10 177:9178:4,25188:10,11

right-hand101:6

rights 63:12risks 22:1867:19 85:1886:3,7 88:1088:16,20173:13

River 1:11 3:53:10 4:9 5:49:5,25 10:211:11 20:826:6 28:1832:23 45:22100:13137:25 175:3182:4,8188:10 190:3190:23

road126:17roads 67:20robust 130:5


141:24Rock29:1443:6 138:2

role15:9153:7

roll8:7 42:19135:10151:11 191:9192:10197:10

rolled 135:15152:11

rolling 135:11room13:614:10 49:1470:3 105:7105:22106:12,14,20106:23 114:6114:8 117:17120:7,16,23121:10,19122:9 129:14135:25

rooms 55:10104:22105:19 106:4106:9 107:10109:16113:22123:10128:25 129:2129:7,24134:20 179:8186:17

rough 67:2076:8 95:3

roulette121:14

round 75:12Rowan 24:22rule71:15ruling 175:21176:12

rulings 1:135:6 9:7 10:4

191:2run84:1291:13,2395:17,2196:3 127:11129:13 130:2

rung148:15running 39:18113:2 147:2147:7 148:7

runs36:2147:17

rural 100:2

SS3:1 4:156:18 137:2

Sac112:3,4sad194:14safeguard187:14

safety 7:2sale34:1864:3 181:8

sales 60:19,1963:15

salt159:17saltwater158:25 159:3

Salute 6:20sand53:9Sands 25:9sandwiches158:23

sanitary115:10

satisfied46:19 179:21190:11

satisfy 74:13Saturday127:12

saw43:15 46:487:11 141:18164:20

saying 47:5,14

134:3 149:9164:21165:15168:19

says178:22scale 102:25103:5 127:6128:2

scenes 177:25scheduled74:22

school 24:21100:6,9144:24 162:2

screen 9:1715:5 80:20

se126:19sealing 11:2412:22 169:22170:15,18171:2,15

seamless 188:5season 48:2448:25 49:4142:11,12

seasonally84:17

seasoned115:17

seat110:22seating 127:4SEC57:14second 20:1425:24 60:1060:24 61:383:5 95:11100:8 111:10131:18 135:5135:5 171:22171:24178:22 191:4191:6 192:7197:6,9198:9,10

seconded 192:8seconds 130:15

130:16Secretary 2:76:10

section 20:692:2 184:6

secure 25:18107:6 160:5

secured 71:25security 4:1311:15 21:18173:3 175:10

see14:8,1733:12 38:2451:14 71:1894:19 104:22106:4 108:4108:8,9,19110:17113:25115:14123:15125:15,21127:19130:23 132:2133:24 143:4151:12 179:4179:4,4193:15

seeing 13:539:22 189:2

seen12:1948:4 65:11111:4 112:23140:14141:16146:17149:15 155:9178:19

sees108:17122:6,6

segment 54:9segmented93:15

segue 153:23seize 93:24self-ident...


165:25self-suffi...84:6 85:3

sell128:4selling 160:23sellout 43:23seminar 47:1047:20 159:22

seminars145:18

Senator 6:7senior 15:1133:8 67:8,1272:7 73:1475:7,14,1776:14

sense 34:1384:16 102:22114:12128:17 149:5168:8 179:6193:15

sent7:12155:13

sentence 44:13sentences57:23

separate 190:4separately175:6 195:3

September105:11 106:8109:17135:12197:20

seriously16:19 193:22

serve 15:2116:25 77:20196:24

served 100:4112:15

service 92:22136:12173:14185:17

190:17services 1:2153:14 160:2161:8

serving 16:13131:16143:23190:16

session 8:15197:20

set10:1513:16 15:1520:6 21:1421:21 40:776:23 89:4124:3 156:23174:7 181:5189:15 196:5

sets193:19setting 39:8settlement196:6,19

seven 143:25several-hu...68:14

shake 194:17share 26:1842:2 47:1850:4 153:5

shareholder31:19

shareholders35:6 37:5,19

shares 65:24she'll 14:13sheet 66:1286:22 94:1194:24 96:13

Shore 48:349:11 112:2

shoreline 53:8short 62:2191:14,2495:18,2296:4,16110:7 130:2

shorter 96:7shortfall70:18

shortfalls85:7 86:18

shortly 134:12show20:1656:7 112:25113:8,8,10113:13,18126:8,8127:20,21128:11 153:4198:20

showing 108:22138:20 189:7

shown 186:5189:19

shows 127:6128:5,15195:20

shut50:7shutdown 87:10shutdowns39:17

shutting 87:16shy128:16sic197:19side29:530:12,1438:10 39:1158:15,1766:14,2479:7,9,17112:4 139:3151:2 155:4

sides 66:2479:21

sight 114:2121:13

sign68:22138:17178:21

signed 111:19significance183:3

significant13:9 34:1148:10 63:368:8 71:2372:20 85:1786:25 111:23121:5 122:15185:8,22186:16

significantly173:11,16

signs 179:4189:7

similar 44:275:3 83:24119:10122:15

similarly 20:8120:20

simpler 66:18simultaneo...188:17

Sinclair 32:565:18 79:6

singer 113:15single 42:2159:5,8,2260:23 76:15

sir24:1172:25 74:974:15,1898:5,19

sit112:13site110:9185:14

situation153:21155:23162:19

situationally34:12

six76:1396:13 112:12

six-mile 108:8sixth 111:6,16112:11,20


sixth-floor110:24112:15

slated 121:11sleep 193:18sleep-at-n...94:23

slipped 163:18slot114:4121:24

slots 122:25slow142:11slower 139:12small 80:19108:16133:20,22134:3 149:21159:20

smaller 108:14snapshot 99:22101:4

social 39:8soft141:4,5sold34:19sole64:11solely 64:5somebody 50:267:23

son194:3Soo45:18 46:3Soohyung 44:17soon58:11129:22,24

sorely 149:2sorry 61:1262:4 74:781:2 82:1893:7 191:11191:12

sort71:1691:7

sound 61:1866:6

sounds 82:21sources 65:1068:20 90:7

south 24:2525:4 49:1053:8,19147:21158:13,16

spa118:8space 42:1555:9 110:24111:16,22112:8 118:21

span182:8spare 58:2speak 79:24127:24132:13,13146:14 164:2195:15

speaking 7:258:2 55:4,5139:19 142:2159:22

special 6:19:22 47:1747:19 56:6198:22

Specialist8:19

specializing44:19

specific 33:2336:9 75:1279:8 82:1697:12 152:3152:21186:12

specifically94:2,9168:16

specifics36:25 50:1980:4

specified191:3

speech 159:14speed 140:6159:8

speedy 18:18spend 103:17104:13,22,22104:24123:10 146:8

spending109:24

spent 97:11102:4,11,20103:11104:11,16,20104:21 109:6109:7 114:19123:8

Speziale140:20

spoke 46:770:8 139:8

spoken 132:8sports 26:2027:25 29:1129:17 30:1730:19,2231:14 32:532:25 38:438:23 42:1442:15 43:1743:23 44:858:24 63:1279:3,5 88:20142:10150:22151:25 153:7185:10,16

sportsbook53:13 116:16142:3,5,13142:15185:14

spot111:5spots 139:7142:14

spread 7:175:15 106:7

SQUARE 1:23stability

20:13 22:1270:10 173:9173:23 176:2181:21184:12

stable 70:20189:17

stack 74:18staff 101:10101:15160:25167:19,25

staffed 188:3staffing 40:2389:21 142:17154:16 157:3174:18175:23 187:7187:13,17

stages 58:19stand 47:1265:5 177:11177:11

standalone130:6

standard 4:124:13 11:1511:16 170:15175:7,10189:15 190:5190:6,23,24

standards10:15 17:1619:19 175:4175:11

standpoint80:6 87:17

start 24:1930:7 55:2599:8 100:24105:12112:20 114:6121:11 125:6129:7,10130:2 137:13142:11


started 25:859:16 108:10115:19 135:9137:20,21138:5 139:11140:23148:19151:16157:22183:16

starting 42:1751:12,15105:10 106:6109:17 125:5148:14187:22 194:4

starts 106:8123:11139:10

stash 67:22state 1:1,226:10,10 24:729:12 30:643:2 50:2356:20 63:1163:13 99:3133:11134:12 137:5146:23177:13 183:4187:12 199:5

state.nj.us7:13

stated 13:817:18 102:24133:19

statement 6:413:21,24166:16

statements13:16 131:23133:19 172:7172:11,15

states 26:1531:12 37:1437:22 41:23

44:21 47:663:23 80:795:14 134:12182:13,19

status 147:2statutory174:25

stay113:8,10Stephen 5:856:1,22 57:158:1 59:160:1 61:162:1 63:164:1 65:166:1 67:168:1 69:170:1 71:172:1 73:174:1 75:176:1 77:178:1 79:180:1 81:182:1 83:184:1 85:186:1 87:188:1 89:190:1 91:192:1 93:194:1 95:196:1 97:1

steps 80:2155:22 156:5156:7

Steve 14:2518:8 32:633:21 34:436:9,2455:24 56:861:6

stint 25:12stints 25:6stipulation195:4,19196:6,10,13196:19 197:5

stipulations

95:23stock 28:2136:13,1737:4,5 65:365:17,23

stories 194:17storm 115:10115:11

story 137:16142:12

strafed 61:14strangers183:11

strategic57:18 63:663:22 72:16188:23

strategies45:21 151:6154:24 155:6189:4

strategy 32:2442:3,16 43:644:20 54:15101:17 109:3109:3 115:18151:22 168:7168:16 182:5184:22 185:9

Street 25:1957:17 62:2393:6

strong 14:1369:9 72:576:16 105:20105:20

stronger 25:3strongly107:22

structure 22:663:8 66:1566:17 67:1368:7 71:1371:21 72:873:4 86:24109:8 138:13

155:7student 167:3students 166:7166:7,11167:6

stuff 110:5,5113:21,21115:5,7121:9 123:6162:21

stuff's 194:18sub140:10subject 10:877:16 116:19181:4 191:2197:3

submarine158:23

submission12:19

submit 117:11submits 174:23175:7,14176:4

submitted 11:511:22 118:3118:24 171:2196:11

Subs112:3,5subscribe67:11

subscribers6:13

subsidiary21:7

substantial38:18 92:17173:22

substantive103:25

success 110:15152:9 179:9184:12

successful20:19 86:2138:11


181:25185:13189:21

suffice 92:14sufficient20:17 78:881:23 87:291:9,23 95:296:19 154:16181:23189:19

suggest 147:15suggested 75:6suggests 59:1486:4

SUITE 1:22suites 105:14105:18128:25

sum94:4 97:17summarize24:18

summation71:20

summer 27:1349:13 114:19114:22 122:2127:9,20

summer-long113:18

summering47:25

Sun25:16,2126:4

support 40:1953:14 54:283:15 85:2,686:21 122:4144:24 166:6174:19175:24187:25 189:9

supported89:18

supporting70:23

suppose 90:22128:20

sure12:14,1515:10 24:2025:7 26:1227:17 30:1532:2 45:347:22 53:1999:24 108:12111:18 143:4143:9 152:6156:7 165:21167:12 168:4

surprises92:14

surprisingly18:9

surrounding26:14 87:7

surrounds195:4

surveillance121:16

swear 23:2356:14 98:22

switched 106:2switches 115:9sworn 5:7 24:556:19 98:25136:22 137:3

symbol 28:20symbolic107:20108:20

synergies188:24

system 135:9135:18 136:3151:11

systems 144:24

TT2:2 4:1 5:724:1,4 25:126:1 27:128:1 29:1

30:1 31:132:1 33:134:1 35:136:1 37:138:1 39:140:1 41:142:1 43:144:1 45:146:1 47:148:1 49:150:1 51:152:1 53:154:1 55:156:18 98:24199:2,2

table 110:17114:9

tables 110:19112:8 114:21

taffy 141:4158:25 159:3159:16

take10:1815:7 30:944:15 62:2062:22 107:23112:24129:18,18133:9 172:8172:13

taken 18:2298:14 134:4140:8 155:22156:4 172:17180:14

tale78:24talent 31:23139:23

talented 33:11talk45:2060:4 62:1568:2 69:17110:4 138:24139:20 142:3143:7 144:14152:25 159:4

159:5 160:25194:17

talked 27:1756:5 58:6,8115:2,2,3141:6

talking 27:347:9 65:992:21 125:10130:10 168:9

targeting96:21

Tarves 145:21Taste 112:2taught 107:5tax92:22,23taxes 70:13tea111:25teaching138:20

team79:2,1385:23 86:297:14 115:17121:16139:18,19,21187:25

teams 139:6technical 6:2393:8

technologists38:17 46:9

technology 1:57:6 39:10117:21 199:7

teens 43:1148:7

teeth 159:15TEL1:24Telescope80:14

tell15:8 28:831:25 45:2147:17 57:458:11 59:4104:9 105:7109:23


113:22126:22,23134:24142:12 146:2146:14 148:7158:8,16163:7 164:3194:17

telling 15:1799:9

tells 101:8ten158:7159:13

ten-minute172:9,13

ten-week127:21

ten-year 75:1975:23

tenants 101:12tend92:12121:15122:13146:24

tends 54:19term73:1275:8,13,15

terminate176:10

terms 12:2166:19 74:2191:12 95:21197:4

terrific 70:5testified17:22,2518:7 19:1024:5,14 28:456:19 98:2599:17 102:10103:8 137:3183:25184:10187:16

testify 18:318:17 50:18

testifying18:10,2433:22 36:1052:11

testimony10:18 12:1513:18 18:519:3,1722:20 23:959:14 92:18100:16101:22102:18108:25136:11174:22186:22190:10191:23

testing 108:11text193:7thank 6:218:14 9:2112:18 13:1514:16 15:2417:7,8 19:2323:10,11,1524:10,1232:12,15,1734:23 36:341:2,4,1446:11 49:2351:17,18,1952:17,2055:16,18,2155:22 56:956:23,2457:7 58:560:8 62:1264:14 69:1571:2,5,773:2 74:1080:22 82:2489:9,24 90:290:9,13,1496:24 97:22

98:8,12,1399:6 115:25116:3 121:2124:15,17,22124:25 131:5131:8,11,16131:17 134:7134:8,9136:8,11,12137:9 138:15150:3,5,7151:5 156:10157:9,17163:12 164:9164:10,11,13167:21,22169:13,20170:4 171:6171:8,17172:6,16,22172:23176:20,21177:18,22178:3 179:13179:17190:15191:13,15192:3,4193:3,11,22194:8,10195:22196:15,16197:23,24198:17,18,19

Thanks 16:2,1161:20 136:14

theater 126:18126:19

theoretically53:5

therewith 1:134:10 5:6 9:811:11

theScore 31:2thing 48:20107:5 132:19

141:20151:17158:22161:11178:18192:19

things 16:450:13 57:1164:8 67:2090:19,2291:3 92:1394:14 106:12107:6,22108:22109:20,21110:7 113:25122:11,12127:2 133:20133:22 134:5136:4 138:12138:13 139:3140:3,5,22141:5,15142:7 145:17145:18146:21149:21151:14 153:6158:7 164:4

think 12:3,717:4,5 24:1726:24 27:1828:15 33:2436:23 37:1839:23 43:1049:3,4,7,1850:20 52:953:2 54:3,857:24,2461:14,1967:4 68:370:5 76:678:23 80:1995:8 107:9109:5 122:19132:11


133:12139:13141:19,21147:20148:23 149:2152:20153:15,15160:8,9163:17169:11170:10 171:3178:19,24

third 27:2130:17

thorough 22:4thoroughly136:9

thought 30:1899:8 139:9159:11165:17

thoughts 132:6thousand126:19159:23

three 55:663:16 70:282:25 93:2099:16,17104:2,2,3,19120:3 143:23143:24151:19154:14160:10172:14180:12

three-meal...111:13

three-year182:8

thrilled 16:19throwing108:18

throws 108:16108:17

Thunderbirds56:3

ticker 28:20tie-in 141:7tied142:21tier151:11ties112:17141:8

tile105:24till98:10Tim178:15time7:15,1615:3 16:1717:13 18:325:18,1926:3 27:1028:6,12,2432:14 33:1234:16 41:342:23 43:457:7 58:2,2264:13 70:972:17 74:1177:10 78:2379:11,1881:2 82:9,1783:14 84:886:3 89:2597:6 98:9100:12,18101:24 102:2102:16,16109:18 110:7112:25 116:8122:2 129:25130:9,13135:14137:21139:13,14,14141:16,16,19143:21148:16153:17155:25162:11171:16 178:9

186:25188:11191:11 193:9

timely 129:21times 66:22161:25

timing 102:24103:10104:15

tiny14:9tip155:3tipped 67:24title 18:10137:14

today 6:2510:10 17:1418:3,1819:18 22:1122:20 23:2024:18 27:351:18 57:761:24 65:566:3 69:279:23 86:2387:5,1890:15 98:1198:17 130:24136:11161:15174:23 176:6176:13186:14,22189:10191:16,23

today's 8:2523:2,9175:21190:10

toke140:9155:3

told164:17tolerance146:12

TOLL1:24tomorrow 56:7198:21

tons160:20tool62:2371:17

tools 152:19152:21

top129:23134:21168:21

total74:276:18,18,2280:24 93:1994:4 97:17117:16118:23

totality115:16

totals 83:9Tots144:22,22touch 133:3touched 54:1755:2 58:7123:10144:12150:12,25151:9 154:20

tough 153:17tour25:24178:21

toured 97:23tournament32:9 52:23

tournaments32:4

tout110:6tower 105:13106:6 107:8107:18 108:4

town160:16,18Toys144:22track 86:4135:18182:13,20

Tracy 177:23trade 28:20traditional71:21 72:19


trajectory39:12 61:4

tranche 75:1975:20,22,23

tranches 75:18transaction23:7 29:930:2 35:7,1035:16 37:337:17,2064:19 65:574:4,2076:19 78:1391:2 102:7182:25188:13

transactions22:7 38:263:15 71:1678:21 81:6

transcribed7:17

transcript199:7

transforma...70:6,24

transforma...31:4

transition107:20108:10115:23 188:5

transitioning59:18

transitions185:12

translates72:2

transporta...117:25

trash 108:16108:19

travel 127:19153:3

traveler114:22

treasury 57:13tremendous194:5

Trenton 6:11Tribe 25:17tried 162:25Tropicana 29:629:21 31:934:3 63:1063:18 182:16

trouble 139:4true12:6 38:273:7,25116:23138:17 199:6

Trump 25:11trust 62:22156:14 176:9176:9,17

Trustee 16:1417:3 176:19190:16

try139:17145:6,10153:2 159:7167:18

trying 80:11148:13159:23,24160:5 191:19191:21193:17

tuck-in 80:12Tuesday 1:6turn59:1673:3 82:283:23 136:17

turnaround123:20

turned 26:527:19 59:1060:25 107:19110:9,11114:23191:23

Turning 69:16

turns 110:21TVs105:25twilight148:16

Twin1:11 3:53:10 4:9 5:49:5,24 10:211:10 20:826:6 28:1832:22 45:22100:13137:25 175:3182:4,8188:9 190:3190:23

two11:5 21:2129:19 33:2542:6 50:1451:9 69:775:18 78:2479:17 86:1490:22 91:294:2 99:14104:2,18111:13 119:9125:9,23,24130:12133:14138:10 146:3148:10 152:8167:24170:15,19

type49:1751:14 55:13114:14126:13 128:2128:9 134:3146:12

types 57:21125:12 128:5

typically45:11 84:18

UUh-hum 78:5UK51:7,8,10

86:2ultimate 195:6ultimately43:24 45:1554:20 184:24

umbrellas114:20

unanticipated86:18 88:8184:15

uncertainties87:7

uncovering130:12

undergraduate100:3

underperfo...45:5

understand10:20 91:11193:18

understanding104:6,9145:11

Understood105:2

underutilized55:9

unemployment144:4

unexpected88:5

unexpectedly163:6

unfold 123:12unfolding188:17

unforeseen85:14

unfortunately18:16 102:14155:24

unfunded 78:1794:13 96:14

union 101:14United 31:12


37:14,2244:21

University24:23

unknown 80:3unnoticed193:10

unprecedented188:12

unprofitable59:20

unsecured 67:867:8,1271:25 72:775:8,14,1876:14

upcoming134:25163:17

update 31:16173:6

updated 134:20updates 91:18118:12

upgrade 186:17upgrades 70:4117:17,21,25118:17

upside 42:12upsize 78:5Upstate 100:2usage 78:18use7:5 29:431:11 34:837:9 71:1371:15 72:14135:16 136:6154:18

usefulness62:22

uses65:1090:7

utilize 32:5utilizing 79:5160:19

Vvacant 110:9111:21,22

validation92:8

value 148:12variant 51:551:15 76:9

various 1:135:6 9:717:24 28:439:16 56:357:17 81:5148:20

Vegas 29:3,429:21 34:448:19,2563:18 100:10182:16

vehicles 185:2vein122:15vender 112:5vendor 111:24Ventnor-based111:9

verify 147:11versa 134:16versus 72:8130:8 158:16

veteran 61:17veterans 145:3145:4

vice2:3 8:108:11 15:1116:8 25:1241:12 44:1046:11,1449:23 51:1751:20 55:1857:10 90:1190:13 95:1096:23 124:23124:24128:18 129:4130:14134:16

137:17148:17157:16158:20159:17 161:4162:23163:15 164:3164:6 171:20179:20183:14 191:5192:6,9,14192:15196:18197:14,15198:7

VICI34:19,21video 13:4Videography1:21

view62:20,2277:2,8105:21 106:3110:10134:23150:20173:17

virtually61:24

visit 12:14135:3 142:14

visitors 49:20106:21,25185:25

voices 37:1339:13

volleyball31:24 32:352:23 53:680:13

volunteer145:16,16

volunteered145:3

vote5:3191:10192:10

197:10VP25:13

WW2:5,6 3:2,7wagering 33:238:4,2488:21 150:22151:25 153:8185:10,17

wait142:24164:18

waiting 138:19176:25

waive 13:17walk108:8,15113:24194:16

walked 59:4108:15

walking 107:10107:25160:17

walks 108:7Wall25:1857:17 62:2393:6

walls 115:11Wanda 15:16,1615:19 16:5

want11:2313:4,24 14:316:16 23:1727:8 28:1543:18 45:2347:25 48:2349:14 53:454:13,1357:22 73:382:2,4 90:595:12 110:6127:2 128:18128:20131:15,18141:13148:17


158:14 164:2166:25167:17 172:8177:16,17178:3 190:15193:10,22

wanted 15:446:16 153:24191:15192:25

wanting 94:19138:8 139:20142:13

wants 87:12164:3

warmer 84:17warning 155:13155:17

warranted185:7

warrants 65:19wasn't 63:20watch 31:23,25watching138:21

water 110:10111:8 125:18141:4,20143:17 152:7152:8 159:17

way12:1216:23,2319:4 39:2345:5 54:9,2170:7 91:8,1392:13 94:23137:23 179:9193:20

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we'll 10:1814:24 27:227:11,2228:25 31:1132:4 34:1237:15 38:15

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we're 27:5,6,927:18,1831:11 32:832:11 35:1335:13 39:2440:16 42:844:3 47:550:21 51:4,651:13 53:1757:7,2462:20 66:666:11 67:1378:22 80:1180:18 86:987:25 91:2091:25 92:296:20 104:12105:13,14,16105:17,17106:5,6,12106:23109:13 111:4111:12,15,23112:7 113:17113:20 114:7122:3,23123:4,6127:17,21129:16 130:6132:2 133:4133:14134:17,19135:4,8,11135:17 136:4139:13 141:3141:3 143:9144:23 147:2147:7 151:10152:17

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weather 83:2584:2 88:2

web7:22website 7:9,19Wednesday197:20

week51:16

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weekend 132:14134:25 153:4193:8

weekends110:20113:17142:14

weekly 127:15weeks 51:965:2 80:15121:11132:19140:10

welcome 6:2414:11,1436:4 131:19131:22 134:4134:6 158:17177:20191:17

welcomed158:18

welcoming122:10125:22

went24:1667:16,16100:3,5

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wholeheart...187:24

wide33:11wife99:13Wild184:5,6willingness186:6

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windows 108:5


winning 139:13wiring 122:4,6wisdom 85:21wish6:1418:18 50:2,2

withdraw146:24151:15

withstand173:19

witness 17:2018:6,12 19:723:14,2424:9 42:745:3 46:1247:22 50:1551:19 52:4,953:2,16 54:554:17 55:2055:22,2456:15,22,2461:13,2062:4 71:672:12 92:996:6 97:1298:12,1899:5 109:6116:2 126:25129:3 130:3131:14,17,20132:10 134:8134:17136:14,16,20137:7 150:6158:18,21160:13162:11163:20,22164:10,16,23164:25 165:8165:22166:13,15,24167:20 168:4168:24

witnesses 9:1910:18 12:14

14:24 15:417:19 99:17142:19150:25 170:2170:7 190:11

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works 192:23world 79:8183:6 193:25

worlds 78:2479:17,19

Worldwide 9:25100:13

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year's 109:16163:3

years 16:2417:5 33:1755:6 70:272:5 86:1491:15,17,19

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yesterday97:23 111:8

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young 159:7194:3

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40-year-old115:7

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770096:13724:10 11:1274065:2074565:1575068:2475:19,2078:6

88.8118:118:00113:8,1080,000 55:88001:248420:6 60:1260:15

8569:24 93:19104:18 120:2

995:4 110:21118:7

9:30197:219093:3 116:14118:24119:15 123:9

90s25:15985:8989-9199 1:24

1 state of new jersey 2 casino control commission

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