View:
United States securities and exchange commission logo
August 24, 2023
Felicia R. Hendrix
Executive Vice President and Chief Financial Officer
PENN Entertainment, Inc.
825 Berkshire Blvd., Suite 200
Wyomissing, Pennsylvania 19610
Re: PENN Entertainment,
Inc.
Form 10-K for
Fiscal Year Ended December 31, 2022
Filed February 23,
2023
File No. 000-24206
Dear Felicia R. Hendrix:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2022
General
1. We note that you
provided more expansive disclosure in your 2022 Corporate Social
Responsibility Report (
CSR Report ) than you provided in your SEC filings. Please
advise us what
consideration you gave to providing the same type of climate-related
disclosure in your SEC
filings as you provided in your CSR Report.
Management's Discussion and Analysis of Financial Condition and Results
of Operations, page
33
2. To the extent material,
please discuss the indirect consequences of climate-related
regulation or business
trends, such as the following:
decreased demand
for products or services that produce significant greenhouse gas
emissions or are
related to carbon-based energy sources;
Felicia R. Hendrix
PENN Entertainment, Inc.
August 24, 2023
Page 2
increased demand for products or services that result in lower
emissions than
competing products or services;
increased competition to develop innovative new products that
result in lower
emissions;
increased demand for generation and transmission of energy from
alternative energy
sources; and
any anticipated reputational risks resulting from operations or
products that produce
material greenhouse gas emissions.
3. We note disclosure that your properties are at risk of experiencing
extreme weather
conditions (such as snowstorms, tornadoes, and/or flooding) and that
your operations are
subject to disruptions or reduced patronage as a result of severe
weather conditions and
natural disasters. Please discuss the physical effects of climate
change on your operations
and results. This disclosure may include the following:
severity of weather, such as floods, hurricanes, sea levels,
arability of farmland,
extreme fires, and water availability and quality;
quantification of material weather-related damages to your
property or operations;
potential for indirect weather-related impacts that have
affected or may affect your
major customers or suppliers;
decreased agricultural production capacity in areas affected by
drought or other
weather-related changes; and
the extent to which extreme weather events have reduced the
availability of insurance
or increased the cost of insurance.
Include quantitative information for each of the periods covered by
your Form 10-K and
explain whether increased amounts are expected in future periods.
4. Please provide disclosure about your purchase or sale of carbon credits
or offsets and any
material effects on your business, financial condition, and results of
operations. Include
FirstName LastNameFelicia R. Hendrix
quantitative information for each of the periods covered by your Form
10-K and for future
Comapany NamePENN
periods Entertainment, Inc.
in your response.
August 24, 2023 Page 2
FirstName LastName
Felicia R. Hendrix
FirstName LastNameFelicia
PENN Entertainment, Inc. R. Hendrix
Comapany
August 24, NamePENN
2023 Entertainment, Inc.
August
Page 3 24, 2023 Page 3
FirstName LastName
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact Ronald (Ron) E. Alper at 202-551-3329 or Jennifer Angelini
at 202-551-
3047 with any questions.
Sincerely,
Division of
Corporation Finance
Office of Real Estate
& Construction