Correspondence 0001104659-25-068148 from Bally's Chicago, Inc. (CIK 0001935799)
Bally's Chicago, Inc. (CIK 0001935799)
Date: July 15, 2025 · CIK: 0001935799 · Accession: 0001104659-25-068148
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File numbers found in text: 333-283772
Letter
Avenue of the Americas
New York, New York 10020-1401
Tel: +1.212.906.1200 Fax: +1.212.751.4864
www.lw.com
FIRM / AFFILIATE OFFICES
Austin Milan
Beijing Munich
Boston New York
Brussels Orange County
Century City Paris
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July 15, 2025 Dubai San Diego
Düsseldorf San Francisco
Frankfurt Seoul
Hamburg Silicon Valley
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Houston Tel Aviv
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Los Angeles Washington, D.C.
Madrid
VIA EDGAR
United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E.
Washington, D.C. 20549-6010
Attention: Jeffrey Lewis
Shannon Menjivar
Ruairi Regan
Pam Howell
Re: Bally's Chicago, Inc. Amendment No. 8 to Registration Statement on Form S-1 Filed June 23, 2025
File No. 333-283772
Ladies and Gentlemen:
On behalf of Bally's Chicago, Inc. (the " Company "), we submit this letter in connection with the filing of Amendment No. 9 to Registration Statement on Form S-1 (the " Amendment No. 9 ") which reflects the Company's responses to the comment letter received by the Company on July 10, 2025 from the staff (the " Staff ") of the Securities and Exchange Commission (the " SEC ") regarding the above referenced Amendment No. 8 to Registration Statement on Form S-1 previously filed by the Company on June 23, 2025 (the " Amendment No. 8 ").
For ease of review, we have set forth below each of the numbered comments of your letter in bold type followed by the Company's responses thereto. Unless otherwise indicated, capitalized terms used herein have the meanings assigned to them in Amendment No. 9 and all references to page numbers in such responses are to page numbers in Amendment No. 9.
July 15, 2025 Page 2
Amended Registration Statement on Form S-1
Gaming License, page 18
1. We note your amended disclosure in response to prior comment 1 regarding the Illinois Gambling Act. Please revise to discuss the consequences of the change in offering in light of the ownership interest levels set forth in the Act, and address any risks that may arise if the levels are not met. Add risk factor disclosure as applicable
Response : The Company respectfully acknowledges the Staff's comment and has revised the disclosure on pages 18, 72, 73 and 151 of Amendment No. 9.
* * *
We hope the foregoing answers are responsive to your comments. Please do not hesitate to contact me by telephone at (212) 906-1834 with any questions or comments regarding this correspondence.
Very
truly yours,
/s/
Senet Bischoff
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CORRESP 1 filename1.htm 1271 Avenue of the Americas New York, New York 10020-1401 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Munich Boston New York Brussels Orange County Century City Paris Chicago Riyadh July 15, 2025 Dubai San Diego Düsseldorf San Francisco Frankfurt Seoul Hamburg Silicon Valley Hong Kong Singapore Houston Tel Aviv London Tokyo Los Angeles Washington, D.C. Madrid VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Jeffrey Lewis Shannon Menjivar Ruairi Regan Pam Howell Re: Bally's Chicago, Inc. Amendment No. 8 to Registration Statement on Form S-1 Filed June 23, 2025 File No. 333-283772 Ladies and Gentlemen: On behalf of Bally's Chicago, Inc. (the " Company "), we submit this letter in connection with the filing of Amendment No. 9 to Registration Statement on Form S-1 (the " Amendment No. 9 ") which reflects the Company's responses to the comment letter received by the Company on July 10, 2025 from the staff (the " Staff ") of the Securities and Exchange Commission (the " SEC ") regarding the above referenced Amendment No. 8 to Registration Statement on Form S-1 previously filed by the Company on June 23, 2025 (the " Amendment No. 8 "). For ease of review, we have set forth below each of the numbered comments of your letter in bold type followed by the Company's responses thereto. Unless otherwise indicated, capitalized terms used herein have the meanings assigned to them in Amendment No. 9 and all references to page numbers in such responses are to page numbers in Amendment No. 9. July 15, 2025 Page 2 Amended Registration Statement on Form S-1 Gaming License, page 18 1. We note your amended disclosure in response to prior comment 1 regarding the Illinois Gambling Act. Please revise to discuss the consequences of the change in offering in light of the ownership interest levels set forth in the Act, and address any risks that may arise if the levels are not met. Add risk factor disclosure as applicable Response : The Company respectfully acknowledges the Staff's comment and has revised the disclosure on pages 18, 72, 73 and 151 of Amendment No. 9. * * * We hope the foregoing answers are responsive to your comments. Please do not hesitate to contact me by telephone at (212) 906-1834 with any questions or comments regarding this correspondence. Very truly yours, /s/ Senet Bischoff Senet Bischoff of LATHAM & WATKINS LLP cc: (via email) Ameet Patel, Bally's Chicago, Inc. Sony Ben-Moshe, Esq., Latham & Watkins LLP John Slater, Esq., Latham & Watkins LLP