8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________________________________________________________

FORM 8-K

____________________________________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): July 26, 2022

____________________________________________________________________

Boyd Gaming Corporation

(Exact Name of Registrant as Specified in its Charter)

____________________________________________________________________

Nevada	001-12882	88-0242733
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

6465 South Rainbow Boulevard 

Las Vegas, Nevada 89118

(Address of Principal Executive Offices, Including Zip Code)

(702) 792-7200

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.01 par value	BYD	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 2.02.     Results of Operations and Financial Condition.

On July 26, 2022, Boyd Gaming Corporation issued a press release announcing its financial results for the second quarter ended June 30, 2022. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01.     Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description
99.1	Press Release, dated July 26, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:	July 26, 2022	Boyd Gaming Corporation
	By:	/s/ Lori M. Nelson
		Lori M. Nelson
		Senior Vice President Financial Operations and Reporting and Interim Chief Accounting Officer

EX-99.1

Exhibit 99.1

Financial Contact:	Media Contact:
Josh Hirsberg	David Strow
(702) 792-7234	(702) 792-7386
joshhirsberg@boydgaming.com	davidstrow@boydgaming.com

BOYD GAMING REPORTS SECOND-QUARTER 2022 RESULTS

LAS VEGAS - JULY 26, 2022 - Boyd Gaming Corporation (NYSE: BYD) today reported financial results for the second quarter ended June 30, 2022.

Keith Smith, President and Chief Executive Officer of Boyd Gaming, said: “We delivered another strong quarter, with quarterly Adjusted EBITDAR that was second only to last year's record results. The second quarter of 2021 was a challenging comparison due to benefits from government stimulus and the lifting of COVID restrictions.  This quarter's excellent results were driven by a continued focus on our core customer and sustained efficiencies throughout our business.  Our operating trends remain strong, as play from core customer segments grew both year-over-year and sequentially from the first quarter of 2022. We also improved Companywide operating margins from the first quarter despite inflationary pressures.  Overall, we are encouraged by the continued strength of our business, and remain confident in our strategy and our ability to navigate today's uncertain economic environment.”

Boyd Gaming reported second-quarter 2022 revenues of $894.5 million, up slightly from $893.6 million in the second quarter of 2021. The Company reported net income of $146.8 million, or $1.33 per share, for the second quarter of 2022, compared to $113.7 million, or $1.00 per share, for the year-ago period.

Total Adjusted EBITDAR⁽¹⁾ was $353.9 million in the second quarter of 2022, compared to $385.4 million in the second quarter of 2021. Adjusted Earnings⁽¹⁾ for the second quarter of 2022 were $163.5 million, or $1.48 per share, compared to $175.2 million, or $1.54 per share, for the same period in 2021.  Second-quarter 2021 results benefitted from government stimulus and the lifting of COVID restrictions.

^{(1) See footnotes at the end of the release for additional information relative to non-GAAP financial measures.}

1

Operations Review

During the second quarter of 2022, the Company reported its second-best quarterly Adjusted EBITDAR performance in its history. Companywide operating margins after corporate expense were 39.6%, exceeding 39% for the fifth straight quarter. 

All three operating segments continued to produce strong results, with revenue, Adjusted EBITDAR and margins in line with the last three quarters and well above pre-pandemic levels.  The Las Vegas Locals segment achieved margins above 50% for the fifth straight quarter.  On a sequential basis compared to the first quarter of 2022, revenue increased 4% in the Las Vegas Locals segment while Adjusted EBITDAR rose nearly 6%.  Revenues grew 9% sequentially in Downtown Las Vegas as the segment set a quarterly Adjusted EBITDAR record and operating margins exceeded 40% for the first time. The Company’s Midwest & South segment continued its steady performance, posting its strongest revenue and Adjusted EBITDAR performance since the second quarter of 2021 as operating margins remained steady at 38%.

Additional Company Updates

The Company continues to make progress toward completing its previously announced acquisition of Pala Interactive for cash consideration of $170 million.  Pending the receipt of all remaining regulatory approvals, the Company anticipates it will close on the acquisition around year-end.

In addition, the Company plans to open Sky River Casino near Sacramento, California in early September 2022.  The Company has a seven-year management agreement to operate Sky River on behalf of the Wilton Rancheria Tribe.

Dividend and Share Repurchase Program Update

Boyd Gaming paid a quarterly cash dividend of $0.15 per share on July 15, 2022, to shareholders of record on June 30, 2022.

As part of its recurring share repurchase program, the Company repurchased approximately $168 million in stock during the second quarter of 2022. As of June 30, 2022, the Company had approximately $481 million remaining under current share repurchase authorizations.

Balance Sheet Statistics

As of June 30, 2022, Boyd Gaming had cash on hand of $250.2 million, and total debt of $2.9 billion. 

Conference Call Information

Boyd Gaming will host a conference call to discuss its second-quarter 2022 results today, July 26, at 5:00 p.m. Eastern.  The conference call number is (844) 200-6205, or (833) 950-0062 for Canadian callers and +1 (929) 526-1599 for international callers.  The conference call passcode is 452657.  Please join up to 15 minutes in advance to ensure you are connected prior to the start of the call. 

The conference call will also be available live on the Internet at https://investors.boydgaming.com, or https://events.q4inc.com/attendee/186116044.

A replay will be available by dialing (866) 813-9403 (Canada (226) 828-7578, international +44 204 525 0658) on Tuesday, July 26 after the conclusion of the call, and continuing through Tuesday, August 2.  The conference number for the replay is 740380.  The replay will also be available at https://investors.boydgaming.com.

2

BOYD GAMING CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(In thousands, except per share data)	2022			2021			2022			2021
Revenues
Gaming	$	684,925		$	727,462		$	1,352,879		$	1,345,388
Food & beverage		70,299			57,428			134,042			101,540
Room		49,904			39,077			92,313			65,067
Other		89,322			69,635			175,959			134,914
Total revenues		894,450			893,602			1,755,193			1,646,909
Operating costs and expenses
Gaming		254,500			259,378			504,542			491,491
Food & beverage		57,456			46,819			111,390			85,732
Room		17,285			14,207			33,275			26,339
Other		60,577			44,487			117,502			86,394
Selling, general and administrative		95,662			90,473			187,709			180,480
Master lease rent expense (a)		26,654			26,175			52,960			52,090
Maintenance and utilities		34,517			31,157			67,407			59,388
Depreciation and amortization		66,757			67,279			129,235			131,746
Corporate expense		34,872			34,716			63,876			58,031
Project development, preopening and writedowns		912			1,454			(9,117	)		2,869
Other operating items, net		188			11,115			286			12,272
Total operating costs and expenses		649,380			627,260			1,259,065			1,186,832
Operating income		245,070			266,342			496,128			460,077
Other expense (income)
Interest income		(483	)		(455	)		(903	)		(964	)
Interest expense, net of amounts capitalized		36,466			55,131			74,124			113,021
Loss on early extinguishments and modifications of debt		16,509			65,475			19,809			65,475
Other, net		3,750			237			3,497			2,169
Total other expense, net		56,242			120,388			96,527			179,701
Income before income taxes		188,828			145,954			399,601			280,376
Income tax provision		(42,065	)		(32,225	)		(89,910	)		(64,486	)
Net income	$	146,763		$	113,729		$	309,691		$	215,890
Basic net income per common share	$	1.33		$	1.00		$	2.79		$	1.90
Weighted average basic shares outstanding		110,118			113,779			111,151			113,703
Diluted net income per common share	$	1.33		$	1.00		$	2.78		$	1.89
Weighted average diluted shares outstanding		110,259			114,040			111,303			114,005

__________________________________________

(a) Rent expense incurred by those properties subject to a master lease with a real estate investment trust.

3

BOYD GAMING CORPORATION

SUPPLEMENTAL INFORMATION

Reconciliation of Adjusted EBITDA to Net Income

(Unaudited)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(In thousands)	2022			2021			2022			2021
Total Revenues by Reportable Segment
Las Vegas Locals	$	236,461		$	236,095		$	464,023		$	418,518
Downtown Las Vegas		53,899			38,780			103,383			60,213
Midwest & South		604,090			618,727			1,187,787			1,168,178
Total revenues	$	894,450		$	893,602		$	1,755,193		$	1,646,909
Adjusted EBITDAR by Reportable Segment
Las Vegas Locals	$	125,334		$	133,570		$	244,029		$	224,212
Downtown Las Vegas		22,123			15,421			40,512			17,861
Midwest & South		229,049			259,992			452,530			478,141
Property Adjusted EBITDAR		376,506			408,983			737,071			720,214
Corporate expense, net of share-based compensation expense (a)		(22,633	)		(23,588	)		(44,362	)		(42,222	)
Adjusted EBITDAR		353,873			385,395			692,709			677,992
Master lease rent expense (b)		(26,654	)		(26,175	)		(52,960	)		(52,090	)
Adjusted EBITDA		327,219			359,220			639,749			625,902
Other operating costs and expenses
Deferred rent		192			207			384			414
Depreciation and amortization		66,757			67,279			129,235			131,746
Share-based compensation expense		14,100			12,823			22,833			18,524
Project development, preopening and writedowns		912			1,454			(9,117	)		2,869
Other operating items, net		188			11,115			286			12,272
Total other operating costs and expenses		82,149			92,878			143,621			165,825
Operating income		245,070			266,342			496,128			460,077
Other expense (income)
Interest income		(483	)		(455	)		(903	)		(964	)
Interest expense, net of amounts capitalized		36,466			55,131			74,124			113,021
Loss on early extinguishments and modifications of debt		16,509			65,475			19,809			65,475
Other, net		3,750			237			3,497			2,169
Total other expense, net		56,242			120,388			96,527			179,701
Income before income taxes		188,828			145,954			399,601			280,376
Income tax provision		(42,065	)		(32,225	)		(89,910	)		(64,486	)
Net income	$	146,763		$	113,729		$	309,691		$	215,890

__________________________________________

(a) Reconciliation of corporate expense:

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(In thousands)	2022			2021			2022			2021
Corporate expense as reported on Condensed Consolidated Statements of Operations	$	34,872		$	34,716		$	63,876		$	58,031
Corporate share-based compensation expense		(12,239	)		(11,128	)		(19,514	)		(15,809	)
Corporate expense, net, as reported on the above table	$	22,633		$	23,588		$	44,362		$	42,222

(b) Rent expense incurred by those properties subject to a master lease with a real estate investment trust.

4

BOYD GAMING CORPORATION

SUPPLEMENTAL INFORMATION

Reconciliations of Net Income to Adjusted Earnings

and Net Income Per Share to Adjusted Earnings Per Share 

(Unaudited)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
(In thousands, except per share data)	2022			2021			2022			2021
Net income	$	146,763		$	113,729		$	309,691		$	215,890
Pretax adjustments:
Project development, preopening and writedowns		912			1,454			(9,117	)		2,869
Other operating items, net		188			11,115			286			12,272
Loss on early extinguishments and modifications of debt		16,509			65,475			19,809			65,475
Other, net		3,750			237			3,497			2,169
Total adjustments		21,359			78,281			14,475			82,785
Income tax effect for above adjustments		(4,591	)		(16,848	)		(3,096	)		(17,851	)
Adjusted earnings	$	163,531		$	175,162		$	321,070		$	280,824
Net income per share, diluted	$	1.33		$	1.00		$	2.78		$	1.89
Pretax adjustments:
Project development, preopening and writedowns		0.01			0.01			(0.08	)		0.03
Other operating items, net		—			0.10			—			0.11
Loss on early extinguishments and modifications of debt		0.15			0.58			0.18			0.57
Other, net		0.03			—			0.03			0.02
Total adjustments		0.19			0.69			0.13			0.73
Income tax effect for above adjustments		(0.04	)		(0.15	)		(0.03	)		(0.16	)
Adjusted earnings per share, diluted	$	1.48		$	1.54		$	2.88		$	2.46
Weighted average diluted shares outstanding		110,259			114,040			111,303			114,005

5

Non-GAAP Financial Measures

Our financial presentations include the following non-GAAP financial measures:

● EBITDA: earnings before interest, taxes, depreciation and amortization,

● Adjusted EBITDA: EBITDA adjusted for deferred rent, share-based compensation expense, project development, preopening and writedown expenses, impairments of assets, other operating items, net, gain or loss on early extinguishments and modifications of debt and other items, net,

● EBITDAR: EBITDA further adjusted for rent expense associated with master leases with a real estate investment trust,

● Adjusted EBITDAR: Adjusted EBITDA further adjusted for rent expense associated with master leases with a real estate investment trust,

● Adjusted Earnings: net income before project development, preopening and writedown expenses, impairments of assets, other operating items, net, gain or loss on early extinguishments and modifications of debt, and other non-recurring adjustments, net, and,

● Adjusted Earnings Per Share (Adjusted EPS): Adjusted Earnings divided by weighted average diluted shares outstanding.

Collectively, we refer to these and other non-GAAP financial measures as the “Non-GAAP Measures”. 

The Non-GAAP Measures are commonly used measures of performance in our industry that we believe, when considered with measures calculated in accordance with accounting principles generally accepted in the United States (GAAP), provide our investors with a more complete understanding of our operating results and facilitates comparisons between us and our competitors. We provide this information to investors to enable them to perform comparisons of our past, present and future operating results and as a means to evaluate the results of core on-going operations. We have historically reported these measures to our investors and believe that the continued inclusion of the Non-GAAP Measures provides consistency in our financial reporting. We also believe this information is useful to investors in allowing greater transparency related to significant measures used by our management in their financial and operational decision-making, their evaluation of total company and individual property performance, in the evaluation of incentive compensation and in the annual budget process.   Management also uses Non-GAAP Measures in the evaluation of potential acquisitions and dispositions. We believe these measures continue to be used by investors in their assessment of our operating performance and the valuation of our company.

The use of Non-GAAP Measures has certain limitations. Our presentation of the Non-GAAP Measures may be different from the presentation used by other companies and therefore comparability may be limited. While excluded from certain of the Non-GAAP Measures, depreciation and amortization expense, interest expense, income taxes and other items have been and will be incurred. Each of these items should also be considered in the overall evaluation of our results. Additionally, the Non-GAAP Measures do not consider capital expenditures and other investing activities and should not be considered as a measure of our liquidity. We compensate for these limitations by providing the relevant disclosure of our depreciation and amortization, interest and income taxes, capital expenditures and other items both in our reconciliations to the historical GAAP financial measures and in our consolidated financial statements, all of which should be considered when evaluating our performance. We do not provide a reconciliation of forward-looking Non-GAAP Measures to the corresponding forward-looking GAAP measure due to our inability to project special charges and certain expenses.

The Non-GAAP Measures are to be used in addition to and in conjunction with results presented in accordance with GAAP. The Non-GAAP Measures should not be considered as an alternative to net income, operating income, or any other operating performance measure prescribed by GAAP, nor should these measures be relied upon to the exclusion of GAAP financial measures. The Non-GAAP Measures reflect additional ways of viewing our operations that we believe, when viewed with our GAAP results and the reconciliations to the corresponding historical GAAP financial measures, provide a more complete understanding of factors and trends affecting our business than could be obtained absent this disclosure. Management strongly encourages investors to review our financial information in its entirety and not to rely on a single financial measure.

6

Forward-looking Statements and Company Information

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements contain words such as “may,” “will,” “might,” “expect,” “believe,” “anticipate,” “could,” “would,” “estimate,” “continue,” “pursue,” or the negative thereof or comparable terminology, and may include (without limitation) information regarding the Company's expectations, goals or intentions regarding future performance. In addition, forward-looking statements in this press release, as well as in our earnings conference call remarks, include statements regarding continued growth in visitation and spending among the Company’s core customers, the Company’s views that it will be able to drive continued revenue and EBITDAR growth throughout its business, the impacts of COVID-19 on the Company, the Company’s operating strategy, the Company’s confidence in its long-term growth trajectory, and the Company’s plans with respect to share repurchases and returning capital to shareholders. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in any such statement.  These risks and uncertainties include but are not limited to: the ongoing uncertainty about COVID-19, its duration and impact, the extent of consumer demand, potential negative effects on the Company’s workforce, suppliers, contractors and other partners, as well as the impact on the customer experience of necessary health and safety measures implemented at the direction of state and local governments and gaming regulators.  Risks also include fluctuations in the Company's operating results; the political climate and its effects on consumer spending and its impact on the travel industry; the state of the economy and its effect on consumer spending; the impact and effects of the local economies in the markets where the Company operates; the receipt of legislative, and other state, federal and local approvals for the Company's development projects; developments in legalization of online gaming, the Company's ability to operate online gaming profitably, or otherwise; consumer reaction to fluctuations in the stock market and economic factors; the effects of events adversely impacting the economy or the regions from which the Company draws a significant percentage of its customers; competition; litigation; financial community and rating agency perceptions of the Company; changes in laws and regulations, weather, regulation, economic, credit and capital market conditions; and the effects of war, terrorist or similar activity. Additional factors that could cause actual results to differ are discussed under the heading “Risk Factors” and in other sections of the Company's Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and in the Company's other current and periodic reports filed from time to time with the SEC. All forward-looking statements in this press release are made as of the date hereof, based on information available to the Company as of the date hereof, and the Company assumes no obligation to update any forward-looking statement.

About Boyd Gaming

Founded in 1975, Boyd Gaming Corporation (NYSE: BYD) is a leading geographically diversified operator of 28 gaming entertainment properties in 10 states.  The Company is also a strategic partner and 5% equity owner of FanDuel Group, the nation’s leading sports-betting operator.  With one of the most experienced leadership teams in the casino industry, Boyd Gaming prides itself on offering its guests an outstanding entertainment experience, delivered with unwavering attention to customer service. Through a long-standing company philosophy called Caring the Boyd Way, Boyd Gaming is committed to advancing Environmental, Social and Corporate Governance (ESG) initiatives that positively impact the Company’s stakeholders and communities.  For additional Company information and press releases, visit https://investors.boydgaming.com.

7

XML

Document And Entity Information	Jul. 26, 2022
Document Information [Line Items]
Entity, Registrant Name	Boyd Gaming Corporation
Document, Type	8-K
Document, Period End Date	Jul. 26, 2022
Entity, Incorporation, State or Country Code	NV
Entity, File Number	001-12882
Entity, Tax Identification Number	88-0242733
Entity, Address, Address Line One	6465 South Rainbow Boulevard
Entity, Address, City or Town	Las Vegas
Entity, Address, State or Province	NV
Entity, Address, Postal Zip Code	89118
City Area Code	702
Local Phone Number	792-7200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock
Trading Symbol	BYD
Security Exchange Name	NYSE
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000906553