UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of
1934
(Amendment No. 9)*
BALLY’S
CORPORATION
(Name of Issuer)
Common
Stock, $0.01 par value per share
(Title of Class of Securities)
90171
V204
(CUSIP Number)
Joseph
Mause
Standard General L.P.
767 Fifth Avenue, 12th Floor
New York, NY 10153
Tel. No.: 212-257-4701
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November
18, 2020
(Date of Event Which Requires Filing of
this Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule
13d-7 for other parties to whom copies are to be sent.
*
The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior
cover page.
The information required on the remainder of this cover
page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act")
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
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1
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Names of Reporting Persons.
Standard General L.P.
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF
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5
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
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6
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Citizenship or Place of Organization.
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7
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Sole Voting Power
0
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8
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Shared
Voting Power
11,471,463
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9
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Sole Dispositive Power
0
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10
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Shared
Dispositive Power
11,471,463
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11
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Aggregate
Amount Beneficially Owned by Each Reporting Person
11,471,463
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
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13
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Percent of Class Represented by Amount in Row (11)
37.6%
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14
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Type of Reporting Person (See Instructions)
IA
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1
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Names of Reporting Persons.
Soohyung Kim
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF
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5
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
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6
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Citizenship or Place of Organization.
United States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7
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Sole Voting Power
0
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8
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Shared
Voting Power
11,471,463
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9
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Sole Dispositive Power
0
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10
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Shared
Dispositive Power
11,471,463
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11
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Aggregate
Amount Beneficially Owned by Each Reporting Person
11,471,463
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
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13
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Percent of Class Represented by Amount in Row (11)
37.6%
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14
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Type of Reporting Person (See Instructions)
IN, HC
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AMENDMENT NO. 9 TO SCHEDULE
13D
This Amendment No. 9 to Schedule 13D (the
“Amendment”) relates to Common Stock, par value $0.01 per share (“Common Stock”), of Bally’s
Corporation, a Delaware corporation (the “Issuer” or the “Company”). This Amendment is being filed
to amend the Schedule 13D that was originally filed on March 29, 2019 and amended on June 26, 2019, July 15, 2019, August 2,
2019, November 19, 2019, February 13, 2020, February 20, 2020, August 7, 2020 and September 17, 2020 (as amended, the
“Schedule 13D”). Unless otherwise indicated in this Amendment, all capitalized terms have the meanings ascribed
to them in the Schedule 13D.
* * *
This Amendment is being filed to amend and supplement 4,
5, 6 and 7 of the Schedule 13D as set forth below.
Item 4. Purpose of Transaction
In a Current Report on Form 8-K filed by the Company with
the Securities and Exchange Commission on November 19, 2020 (the “Company’s 8-K”), the Company reported
that, on November 18, 2020, it had entered into (i) a Framework Agreement (the “Framework Agreement”) with
Sinclair Broadcast Group, Inc. (the “Sinclair”) and (ii) an agreement to acquire Bet.works Corp. (“Bet.Works”
and such acquisition the “Bet.Works Acquisition”). Under such agreements, the Company agreed to issue securities to
Sinclair and Bet.Works, respectively.
The issuance of securities to Sinclair in excess of 19.9% of
the Company’s currently outstanding shares (the “Share Issuance”) is subject to the approval of the Company’s
stockholders in accordance with the rules of the New York Stock Exchange (“NYSE”). The Company has entered into
a Voting and Support Agreement (the “Voting and Support Agreement”) pursuant to which Standard RI Ltd. and each of
the executive officers and directors of the Company have agreed to vote the shares beneficially owned by them in favor of the Share
Issuance at a meeting of the Company’s stockholders. To the extent stockholder approval of the Company’s issuance of
securities to Bet.Works is required by NYSE listing requirements, Standard RI Ltd. and each of the executive officers and directors
of the Company have agreed to vote the shares beneficially owned by them in favor of the Bet.Works Acquisition at the stockholder
meeting to approve the Share Issuance.
Each stockholder party to the Voting and Support Agreement agrees
that until the earlier of (a) the receipt of the requisite stockholder approval and (b) the time at which the Framework
Agreement is terminated in accordance with its terms without the closing thereunder having occurred, such stockholder will not,
subject to certain exceptions, directly or indirectly, and will not permit any of its controlled affiliates to, transfer, sell,
offer, exchange, assign, convey any legal or beneficial ownership interest in or otherwise dispose of any of their respective shares
of Common Stock of the Company beneficially owned by them or any voting interest in such shares.
The description of the Framework Agreement, the Bet.Works Acquisition
and the Voting and Support Agreement contained in the Company’s 8-K are hereby incorporated herein by reference into this
Item 4. A copy of the Voting Agreement is attached as Exhibit 99.1 hereto and is hereby incorporated herein by reference into
this Item 4.
The Reporting Persons intend to evaluate on an ongoing basis their investment
in the Issuer and their options with respect to such investment. The Reporting Persons continue to reserve the right to change their purpose
and to formulate and implement plans or proposals with respect to the Issuer at any time and from time to time.
Item 5. Interest in Securities of the Issuer
(a) and (b) See Items 7-13 of the cover pages and Item 2 above.
(c) The Reporting Persons did not effect any transactions in
shares of the Issuer’s Common Stock during the sixty day period prior to the filing of this Schedule 13D, except as follows:
Transaction
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Date
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No. Shares
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Price Per Share
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Open Market Sale*
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10/06/20
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800
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$
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26.4054
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Open Market Sale*
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10/07/20
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273,650
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$
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25.5029
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* Shares sold pursuant to a plan adopted in accordance with
Rule 10b5-1 of the Securities Exchange Act of 1934.
The percentages reported herein are based on a statement
in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 that there were 30,476,057 shares of
the Issuer's Common Stock outstanding as of November 1, 2020.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
The information contained in Item 4 is incorporated by reference
into this Item 6.
Item 7. Material to Be Filed as Exhibits
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true, complete and correct.
Date: November 20, 2020
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STANDARD GENERAL L.P.
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By:
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/s/ Joseph Mause
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Name:
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Joseph Mause
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Title:
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Chief Financial Officer
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SOOHYUNG KIM
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/s/ Soohyung Kim
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Soohyung Kim
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