Form 8-K PlayAGS, Inc. For: Mar 14
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
December 31, 2017
Date of Report (Date of earliest event reported)
PLAYAGS, INC.
(Exact name of registrant as specified in its charter)
Nevada | 001-38357 | 46-3698600 | ||
(State of Incorporation) | (Commission File Number) | (IRS Employer Identification Number) | ||
5475 S. Decatur Blvd., Ste #100
Las Vegas, Nevada 89118
(Address of principal executive offices) (Zip Code)
(702) 722-6700
(Registrant’s telephone number, including area code)
N/A
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 x
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 March 14, 2018, the Company issued a press release and an earnings presentation announcing its results of operations for the three months ended December 31, 2017. A copy of the press release and earnings presentation are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively and incorporated herein by reference.
The results of operations information in this Item 2.02, Exhibit 99.1 and Exhibit 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
SIGNATURES
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.
PLAYAGS, INC. | |||
March 14, 2018 | By: | /s/ Kimo Akiona | |
Kimo Akiona | |||
Chief Financial Officer, Chief Accounting Officer and Treasurer, (Principal Financial and Accounting Officer) | |||
Exhibit 99.1
- AGS ANNOUNCES FOURTH QUARTER AND FULL YEAR RESULTS
• | Fourth Quarter Revenue of $57.7 Million Grew 35% Year-Over-Year |
• | Record Annual Revenue of $212.0 Million Grew 27% Year-Over-Year |
• | Record Annual Adjusted EBITDA of $106.8 Million Grew 25% Year-Over-Year |
• | Annual Net Loss of $45.1 Million Improved 45% Year-Over-Year |
LAS VEGAS, Nevada, March 14, 2018 - PlayAGS, Inc. (NYSE: AGS) (“AGS”, "us", "we" or the “Company”) today reported operating results for its fourth quarter 2017 and fiscal year ended December 31, 2017.
"Record revenue of $57.7 million in the fourth quarter punctuated a transformative year for AGS. With 27% growth on the top line, 10% recurring revenue growth, and 25% growth in Adjusted EBITDA in fiscal 2017, our results reflected AGS’s continued dedication to best-in-class execution against its growth initiatives to penetrate new jurisdictions and launch high-performing, in-demand products into the market,” said David Lopez, President and CEO of AGS. “Entering the new fiscal year, we believe we are well positioned for meaningful growth as we benefit from continued momentum of our Orion Portrait and Icon cabinets, entry into new domestic and international jurisdictions, and promising new product launches like the Orion Slant, STAX table progressive system, and the Dex S card shuffler.”
Summary of the quarter and year ended December 31, 2017 and 2016
(In thousands, except per-share and unit data)
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||
2017 | 2016 | % Change | 2017 | 2016 | % Change | ||||||||||||
Revenues | |||||||||||||||||
EGM | 54,184 | 40,254 | 34.6 | % | 199,931 | 156,407 | 27.8 | % | |||||||||
Table Products | 1,623 | 669 | 142.6 | % | 4,065 | 2,674 | 52.0 | % | |||||||||
Interactive | 1,854 | 1,822 | 1.8 | % | 7,959 | 7,725 | 3.0 | % | |||||||||
Total revenue | 57,661 | 42,745 | 34.9 | % | 211,955 | 166,806 | 27.1 | % | |||||||||
Operating income / (loss) | 861 | (1,403 | ) | 161.4 | % | 14,502 | (17,064 | ) | 185.0 | % | |||||||
Net loss | (8,520 | ) | (20,234 | ) | 57.9 | % | (45,106 | ) | (81,374 | ) | 44.6 | % | |||||
Loss per share | (0.37 | ) | (0.87 | ) | 57.5 | % | (1.94 | ) | (3.51 | ) | 44.7 | % | |||||
Adjusted EBITDA | |||||||||||||||||
EGM | 26,335 | 23,025 | 14.4 | % | 107,785 | 91,729 | 17.5 | % | |||||||||
Table Products | 193 | (268 | ) | 172.0 | % | (528 | ) | (1,663 | ) | 68.3 | % | ||||||
Interactive | (79 | ) | (656 | ) | 88.0 | % | (416 | ) | (4,727 | ) | 91.2 | % | |||||
Total adjusted EBITDA(1) | 26,449 | 22,101 | 19.7 | % | 106,841 | 85,339 | 25.2 | % | |||||||||
EGM Units Sold | 697 | 260 | 168.1 | % | 2,565 | 465 | 451.6 | % | |||||||||
EGM total installed base, end of period | 23,805 | 20,851 | 14.2 | % | 23,805 | 20,851 | 14.2 | % | |||||||||
(1) Adjusted EBITDA is a non-GAAP measure, see non-GAAP reconciliation below.
Fourth Quarter Financial Highlights
• | Total revenue increased 35% to $57.7 million driven by continued growth of our EGMs in the Class III marketplace. |
• | At $45.2 million, total recurring revenue grew approximately 20% quarter-over-quarter, primarily attributable to yield optimization efforts and the popularity of our new premium cabinet, Orion Portrait. |
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• | EGM equipment sales increased 151% to $12.4 million due to the sale of 697 units. |
• | Total adjusted EBITDA margin decreased to 46% in the fourth quarter 2017 compared to 52% due to sales mix and the timing of G2E, which took place in the fourth quarter 2017 and in the third quarter for 2016. |
• | SG&A increased $4.2 million in the fourth quarter of 2017 due to the timing of the annual Global Gaming Expo ("G2E") trade show as well as well as increased costs due to higher headcount. |
• | R&D increased $3.0 million in the fourth quarter of 2017 driven by increased headcount costs and the development of our new Orion Portrait and Orion Slant cabinets as well as our newly established game development studio in Sydney, Australia. |
• | At $26.4 million, adjusted EBITDA increased 20% driven by increases in revenue, and offset by increased adjusted operating expenses of $4.8 million primarily due to increased headcount. |
• | Net loss significantly improved to $8.5 million from $20.2 million. |
Full Year Financial Highlights
• | Total revenue increased 27% to $212.0 million due to the continued growth of our EGM segment driven by the introduction of new products and our continued expansion into the Class III marketplace. |
• | At $170.3 million, total recurring revenue grew approximately 10%, primarily attributable to yield optimization efforts and the popularity of our new premium cabinet, Orion Portrait. |
• | EGM equipment sales increased 250% to $41.6 million driven by an increase of 2,100 sold EGMs for a total of 2,565. |
• | Total adjusted EBITDA margin was 50% for 2017 compared to 51%, which is attributable primarily to the large increase in EGM equipment sales revenue. |
• | SG&A decreased $2.1 million in 2017 primarily due to decreased user acquisition fees from our Interactive segment in efforts to optimize marketing spend. |
• | R&D increased $4.4 million in 2017 driven by increased headcount costs and the development of our new Orion Portrait and Orion Slant cabinets as well as our newly established game development studio in Sydney, Australia. |
• | At $106.8 million, adjusted EBITDA increased 25% driven by the increases in revenue described above, and offset by increased adjusted operating expenses of $4.1 million primarily due to increased headcount. |
• | Net loss significantly improved to $45.1 million from $81.4 million. |
Full Year Business Highlights
• | EGM average selling price increased nearly 10% to $16,329. |
• | Domestic EGM revenue per day increased $1.03 to $25.77 driven by our yield optimization efforts as well as the introduction of our new, high performing products. |
• | Nearly $4.4 million of 2017’s recurring revenue came from our yield optimization efforts. As of year end, we have optimized nearly 2,300 units, of which 70% were optimized in 2017. |
• | Table Products increased 900 units, or 60%, to 2,400 units driven by both organic growth and the purchase of In Bet assets. |
• | Our ICON cabinet footprint grew nearly 300% to over 4,700 total units in the field. |
• | Introduced to the market in Q1 of 2017, our Orion Portrait cabinet ended the year with over 1,900 total units in the field. |
Balance Sheet Review
Capital expenditures increased $16.8 million to $57.5 million in 2017, compared to $40.7 million. The increase was driven primarily by the purchase of property and equipment of $15.7 million and software development costs of $1.1 million to fuel growth initiatives. As of December 31, 2017, AGS had $19.2 million in cash and cash equivalents compared to $18.0 million at December 31, 2016. Total net debt as of December 31, 2017, was approximately $649 million. As a result of the IPO, the exercise in full of the underwriters’ overallotment option and the settlement of our HoldCo PIK notes subsequent to year end, our pro forma total net debt decreased by $171 million to $478 million.
Recent Developments
Initial Public Offering
On January 26, 2018, we completed the initial public offering of our common stock, in which it issued and sold 10,250,000 shares of common stock at a public offering price of $16.00 per share. We received net proceeds of $149.1 million from the initial public offering, after deducting underwriting discounts and commissions and offering expenses payable.
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On February 27, 2018 we sold an additional 1,537,500 shares of common stock at a public offering price of $16.00 per share pursuant to the underwriters’ exercise in full of the over-allotment option and we received net proceeds of $23.0 million from the exercise of the over-allotment option, after deducting underwriting discounts and commissions.
Repayment of Senior Secured PIK Notes
On January 30, 2018, we used the net proceeds of the initial public offering and cash on hand to redeem in full the 11.25% senior secured PIK notes due 2024 (the “Notes”). On the redemption date, the aggregate principal amount of the Notes outstanding was $152.6 million and the amount of accrued and unpaid interest was $1.4 million. In connection with the redemption, we repaid all of the outstanding obligations in respect of principal, interest and fees under the Notes.
Term Loan Repricing
On February 7, 2018 we completed the repricing of our existing $513 million term loans under our First Lien Credit Agreement (the "Term Loans"). The Term Loans were repriced from 550 basis points to 425 basis points over LIBOR. The LIBOR floor remains at 100 basis points. As a result of the repricing, we expect to realize annual cash interest savings of approximately $6.4 million.
2018 Outlook
We expect to generate total adjusted EBITDA of $124 - $130 million in 2018, representing growth of approximately 16%-22% compared to the prior year period.
AGS expects 2018 capital expenditures to be in the range of $55 - $60 million, compared to $57.5 million in 2017, reflecting an expectation for a continued increase in our installed base in both existing and new markets as well as our ongoing yield optimization initiative.
Comparison of Fiscal 2018 Guidance to Fiscal 2017 and Fiscal 2016 Results
Year ended December 31, | |||||||||
(in $mm) | 2018 Guidance | 2017 | 2016 | ||||||
Adjusted EBITDA (1) | $124 - $130 | $ | 107 | $ | 85 | ||||
Capex | $55 - $60 | $ | 57 | $ | 41 | ||||
Conference Call and Webcast
Today, at 4:00 p.m. EST, management will host a conference call to present the fourth quarter 2017 results. Listeners may access a live webcast of the conference call along with accompanying slides at AGS' Investor Relations website at http://investors.playags.com/. A replay of the webcast will be available on the website following the live event. To listen by telephone, the US/Canada toll-free dial-in number is +1 (866) 777-2509 and the dial-in number for participants outside the US/Canada is +1 (412) 317-5413. The conference ID/confirmation code is AGS Q4 Earnings Call.
Company Overview
AGS is a global company focused on creating a diverse mix of entertaining gaming experiences for every kind of player. Our roots are firmly planted in the Class II Native American gaming market, but our customer-centric culture and remarkable growth have helped us branch out to become one of the most all-inclusive commercial gaming suppliers in the world. Powered by high-performing Class II and Class III slot products, an expansive table products portfolio, highly-rated social casino solutions for players and operators, and best-in-class service, we offer an unmatched value proposition for our casino partners. Learn more about us at www.playags.com.
Forward-looking Statements
This release contains “forward-looking statements.” Forward-looking statements include any statements that address future results or occurrences. In some cases you can identify forward-looking statements by terminology such as “may,” “might,” “will,” “would,” “should,” “could” or the negatives thereof. Generally, the words “anticipate,” “believe,” “continue,” “expect,”
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“intend,” “estimate,” “project,” “plan” and similar expressions identify forward-looking statements. In particular, statements about our expectations, beliefs, plans, objectives, assumptions or future events or performance contained in this Annual Report on Form 10-K in Item 1. “Business,” Item 1A. “Risk Factors” and Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” are forward-looking statements. These forward-looking statements include statements that are not historical facts, including statements concerning our possible or assumed future actions and business strategies.
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PLAYAGS, INC.
CONSOLIDATED BALANCE SHEETS
(amounts in thousands, except share and per share data)
December 31, | |||||||
2017 | 2016 | ||||||
Assets | |||||||
Current assets | |||||||
Cash and cash equivalents | $ | 19,242 | $ | 17,977 | |||
Restricted cash | 100 | 100 | |||||
Accounts receivable, net of allowance of $1,462 and $1,972 respectively | 32,776 | 24,035 | |||||
Inventories | 24,455 | 10,729 | |||||
Prepaid expenses | 2,675 | 2,609 | |||||
Deposits and other | 3,460 | 3,052 | |||||
Total current assets | 82,708 | 58,502 | |||||
Property and equipment, net | 77,982 | 67,926 | |||||
Goodwill | 278,337 | 251,024 | |||||
Deferred tax asset | 1,115 | 9 | |||||
Intangible assets | 232,287 | 232,877 | |||||
Other assets | 24,813 | 23,754 | |||||
Total assets | $ | 697,242 | $ | 634,092 | |||
Liabilities and Stockholders’ Equity | |||||||
Current liabilities | |||||||
Accounts payable | $ | 11,407 | $ | 8,790 | |||
Accrued liabilities | 24,954 | 17,702 | |||||
Current maturities of long-term debt | 7,359 | 6,537 | |||||
Total current liabilities | 43,720 | 33,029 | |||||
Long-term debt | 644,158 | 547,238 | |||||
Deferred tax liability - noncurrent | 1,016 | 6,957 | |||||
Other long-term liabilities | 36,283 | 30,440 | |||||
Total liabilities | 725,177 | 617,664 | |||||
Commitments and contingencies (Note 14) | |||||||
Stockholders' equity | |||||||
Preferred stock at $0.01 par value; 100,000 shares authorized, no shares issued and outstanding | — | — | |||||
Common stock at $0.01 par value; 46,629,155 shares authorized; 23,208,076 Shares issued and outstanding at December 31, 2017 and 2016. | 149 | 149 | |||||
Additional paid-in capital | 177,276 | 177,276 | |||||
Accumulated deficit | (201,557 | ) | (156,451 | ) | |||
Accumulated other comprehensive (loss) income | (3,803 | ) | (4,546 | ) | |||
Total stockholders’ equity | (27,935 | ) | 16,428 | ||||
Total liabilities and stockholders’ equity | $ | 697,242 | $ | 634,092 | |||
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PLAYAGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(amounts in thousands, except per share data)
Three months ended December 31, | Year ended December 31, | ||||||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||||||
Revenues | |||||||||||||||
Gaming operations (1) | $ | 45,212 | $ | 37,764 | $ | 170,252 | $ | 154,857 | |||||||
Equipment sales | 12,449 | 4,981 | 41,703 | 11,949 | |||||||||||
Total revenues | 57,661 | 42,745 | 211,955 | 166,806 | |||||||||||
Operating expenses | |||||||||||||||
Cost of gaming operations(2) | 9,948 | 7,109 | 31,742 | 26,736 | |||||||||||
Cost of equipment sales(2) | 5,521 | 1,993 | 19,847 | 6,237 | |||||||||||
Selling, general and administrative | 13,647 | 9,454 | 44,015 | 46,108 | |||||||||||
Research and development | 7,803 | 4,829 | 25,715 | 21,346 | |||||||||||
Write downs and other charges | 1,830 | 1,109 | 4,485 | 3,262 | |||||||||||
Depreciation and amortization | 18,051 | 19,654 | 71,649 | 80,181 | |||||||||||
Total operating expenses | 56,800 | 44,148 | 197,453 | 183,870 | |||||||||||
Loss from operations | 861 | (1,403 | ) | 14,502 | (17,064 | ) | |||||||||
Other expense (income) | |||||||||||||||
Interest expense | 13,131 | 15,812 | 55,511 | 59,963 | |||||||||||
Interest income | (28 | ) | (6 | ) | (108 | ) | (57 | ) | |||||||
Loss on extinguishment and modification of debt | 903 | — | 9,032 | — | |||||||||||
Other expense (income) | 1,867 | 1,090 | (2,938 | ) | 7,404 | ||||||||||
Loss before income taxes | (15,012 | ) | (18,299 | ) | (46,995 | ) | (84,374 | ) | |||||||
Income tax benefit (expense) | 6,492 | (1,935 | ) | 1,889 | 3,000 | ||||||||||
Net loss | (8,520 | ) | (20,234 | ) | (45,106 | ) | (81,374 | ) | |||||||
Foreign currency translation adjustment | 36 | (598 | ) | 743 | (2,735 | ) | |||||||||
Total comprehensive loss | $ | (8,484 | ) | $ | (20,832 | ) | $ | (44,363 | ) | $ | (84,109 | ) | |||
Basic and diluted loss per common share: | |||||||||||||||
Basic | $ | (0.37 | ) | $ | (0.87 | ) | $ | (1.94 | ) | $ | (3.51 | ) | |||
Diluted | $ | (0.37 | ) | $ | (0.87 | ) | $ | (1.94 | ) | $ | (3.51 | ) | |||
Weighted average common shares outstanding: | |||||||||||||||
Basic | 23,208 | 23,208 | 23,208 | 23,208 | |||||||||||
Diluted | 23,208 | 23,208 | 23,208 | 23,208 | |||||||||||
(1) includes revenues from our EGM, Table Products and Interactive segments
(2) exclusive of depreciation and amortization
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PLAYAGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
Year ended December 31, | |||||||
2017 | 2016 | ||||||
Cash flows from operating activities | |||||||
Net loss | $ | (45,106 | ) | $ | (81,374 | ) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||
Depreciation and amortization | 71,649 | 80,181 | |||||
Accretion of contract rights under development agreements and placement fees | 4,680 | 4,702 | |||||
Amortization of deferred loan costs and discount | 2,976 | 3,542 | |||||
Payment-in-kind interest capitalized | 15,935 | 15,396 | |||||
Payment-in-kind interest payments | (2,698 | ) | — | ||||
Write off of deferred loan cost and discount | 3,294 | — | |||||
Provision (benefit) for bad debts | 651 | 2,290 | |||||
Imputed interest income | — | — | |||||
Loss on disposition of assets | 3,901 | 1,149 | |||||
Impairment of assets | 584 | 4,749 | |||||
(Benefit) provision of deferred income tax | (7,062 | ) | (7,998 | ) | |||
Changes in assets and liabilities that relate to operations: | |||||||
Accounts receivable | (8,348 | ) | (3,191 | ) | |||
Inventories | (1,636 | ) | 307 | ||||
Prepaid expenses | (599 | ) | 2,021 | ||||
Deposits and other | (374 | ) | (315 | ) | |||
Other assets, non-current | (2,290 | ) | 467 | ||||
Accounts payable and accrued liabilities | 8,451 | 12,567 | |||||
Net cash provided by (used in) operating activities | 44,008 | 34,493 | |||||
Cash flows from investing activities | |||||||
Business acquisitions, net of cash acquired | (63,850 | ) | — | ||||
Collection of notes receivable | — | — | |||||
Purchase of intangible assets | (1,226 | ) | (1,311 | ) | |||
Software development and other expenditures | (7,664 | ) | (6,526 | ) | |||
Proceeds from disposition of assets | 514 | 87 | |||||
Purchases of property and equipment | (48,585 | ) | (32,879 | ) | |||
Net cash used in investing activities | (120,811 | ) | (40,629 | ) | |||
Cash flows from financing activities | |||||||
Borrowings under the revolving facility | — | — | |||||
Repayments under the revolving facility | — | — | |||||
Proceeds from issuance of first lien credit facilities | 448,725 | — | |||||
Proceeds from incremental term loans | 65,000 | — | |||||
Repayment of senior secured credit facilities | (410,655 | ) | — | ||||
Payments on first lien credit facilities | (2,413 | ) | (6,987 | ) | |||
Deferred offering costs paid | (653 | ) | — | ||||
Payment of previous acquisition obligation | — | (1,125 | ) | ||||
Payment of financed obligations | (128 | ) | |||||
Payment of financed placement fee obligations | (3,807 | ) | (3,516 | ) | |||
Repayment of seller notes | (12,401 | ) | — | ||||
Payments on equipment long term note payable and capital leases | (2,372 | ) | — | ||||
Repurchase of shares issued to management | — | (50 | ) | ||||
Proceeds from issuance of common stock | — | — | |||||
Proceeds from employees in advance of common stock issuance | 25 | 75 | |||||
Payment of deferred loan costs | (3,267 | ) | — | ||||
Net cash provided by financing activities | 78,054 | (11,603 | ) | ||||
Effect of exchange rates on cash and cash equivalents | 14 | (6 | ) | ||||
Increase (decrease) in cash and cash equivalents | 1,265 | (17,745 | ) | ||||
Cash and cash equivalents, beginning of period | 17,977 | 35,722 | |||||
Cash and cash equivalents, end of period | $ | 19,242 | $ | 17,977 | |||
Supplemental cash flow information: | |||||||
Cash paid during the period for interest | $ | 35,890 | $ | 40,060 | |||
Cash paid during the period for taxes | $ | 1,157 | $ | 1,247 | |||
Non-cash investing and financing activities: | |||||||
Non-cash consideration given in business acquisitions | $ | 2,600 | $ | — | |||
Financed placement fees | $ | — | $ | — | |||
Financed purchase property and equipment | $ | 368 | $ | 2,662 | |||
Financed purchase of intangible asset | $ | 4,866 | $ | — | |||
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Non-GAAP Financial Measures
This press release and accompanying schedules provide certain information regarding adjusted EBITDA which is considered a non-GAAP financial measures under the rules of the Securities and Exchange Commission.
We believe that the presentation of total adjusted EBITDA is appropriate to provide additional information to investors about certain material non-cash items that we do not expect to continue at the same level in the future, as well as other items we do not consider indicative of our ongoing operating performance. Further, we believe total adjusted EBITDA provides a meaningful measure of operating profitability because we use it for evaluating our business performance, making budgeting decisions, and comparing our performance against that of other peer companies using similar measures. It also provides management and investors with additional information to estimate our value.
Total adjusted EBITDA is not a presentation made in accordance with GAAP. Our use of the term total adjusted EBITDA may vary from others in our industry. Total adjusted EBITDA should not be considered as an alternative to operating income or net income. Total adjusted EBITDA has important limitations as an analytical tool, and you should not consider it in isolation or as a substitute for the analysis of our results as reported under GAAP.
Our definition of total adjusted EBITDA allows us to add back certain non-cash charges that are deducted in calculating net income and to deduct certain gains that are included in calculating net income. However, these expenses and gains vary greatly, and are difficult to predict. They can represent the effect of long-term strategies as opposed to short-term results. In addition, in the case of charges or expenses, these items can represent the reduction of cash that could be used for other corporate purposes. Due to these limitations, we rely primarily on our GAAP results, such as net loss, (loss) income from operations, EGM Adjusted EBITDA, Table Products Adjusted EBITDA or Interactive Adjusted EBITDA and use Total adjusted EBITDA only supplementally.
The following table presents a reconciliation of total adjusted EBITDA to net loss, which is the most comparable GAAP measure:
Total Adjusted EBITDA Reconciliation
Three months ended December 31, | Year ended December 31, | ||||||||||
2017 | 2016 | 2017 | 2016 | ||||||||
Net loss | (8,520 | ) | (20,234 | ) | (45,106 | ) | (81,374 | ) | |||
Income tax (benefit) expense | (6,492 | ) | 1,935 | (1,889 | ) | (3,000 | ) | ||||
Depreciation and amortization | 18,051 | 19,654 | 71,649 | 80,181 | |||||||
Other expense (income) | 1,867 | 1,090 | (2,938 | ) | 7,404 | ||||||
Interest income | (28 | ) | (6 | ) | (108 | ) | (57 | ) | |||
Interest expense | 13,131 | 15,812 | 55,511 | 59,963 | |||||||
Write downs and other(1) | 1,830 | 1,109 | 4,485 | 3,262 | |||||||
Loss on extinguishment and modification of debt(2) | 903 | — | 9,032 | — | |||||||
Other adjustments(3) | 823 | 159 | 2,890 | 1,809 | |||||||
Other non-cash charges(4) | 2,332 | 1,777 | 7,794 | 8,860 | |||||||
New jurisdiction and regulatory licensing costs(5) | 758 | 358 | 2,062 | 1,315 | |||||||
Legal & litigation expenses including settlement payments(6) | (243 | ) | 70 | 523 | 1,565 | ||||||
Acquisition & integration related costs(7) | 2,037 | 377 | 2,936 | 5,411 | |||||||
Adjusted EBITDA | 26,449 | 22,101 | 106,841 | 85,339 | |||||||
(1) Write downs and other includes items related to loss on disposal or impairment of long lived assets, fair value adjustments to contingent consideration and acquisition costs
(2) Loss on extinguishment and modification of debt primarily relates to the refinancing of long-term debt, in which deferred loan costs and discounts related to old senior secured credit facilities were written off
(3) Other adjustments are primarily composed of professional fees incurred for projects, corporate and public filing compliance, contract cancellation fees and other transaction costs deemed to be non-operating in nature
(4) Other non-cash charges are costs related to non-cash charges and losses on the disposition of assets, non-cash charges on capitalized installation and delivery, which primarily includes the costs to acquire contracts that are expensed over the estimated life of each contract and non-cash charges related to accretion of contract rights under development agreements
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(5) New jurisdiction and regulatory license costs relates primarily to one-time non-operating costs incurred to obtain new licenses and develop products for new jurisdictions
(6) Legal & litigation expenses include of payments to law firms and settlements for matters that are outside the normal course of business
(7) Acquisition and integration costs include restructuring and severance and are related to costs incurred after the purchase of businesses, such as the acquisitions of Rocket, In Bet, Cadillac Jack and RocketPlay, to integrate operations
For information contact:
Julia Boguslawski, Chief Marketing Officer & EVP of Investor Relations
PlayAGS, Inc.
702-724-1125
Or
Steven Kopjo, Director of SEC Reporting & Investor Relations
PlayAGS, Inc.
702-724-1155
9
March 2018
Social Casino
Table Games
Premium EGMs
Orion
Core EGMs
ICON
Specialty EGMs
Big Red
Table Equipment
Q4 2017 Results Presentation
Exhibit 99.2
1
This presentation and information contained herein constitutes confidential information and is provided to you on the condition that you will hold it in strict
confidence and not reproduce, disclose, forward or distribute it in whole or in part, other than to your directors, officers and employees who have a need to know such
information, without the prior written consent of AGS.
This presentation contains statements that constitute forward-looking statements which involve risks and uncertainties, including such risks and uncertainties
described in the Annual Report on Form 10-K of PlayAGS, Inc. (“AGS”) for the fiscal year ended December 31, 2017 filed with the Securities and Exchange Commission.
These statements include descriptions regarding the intent, belief or current expectations of AGS or its officers with respect to the consolidated results of operations
and financial condition, future events and plans of AGS. These statements can be recognized by the use of words such as "expects," "plans," "will," "estimates,"
"projects," or words of similar meaning. Such forward-looking statements are not guarantees of future performance and actual results may differ from those in the
forward-looking statements as a result of various factors and assumptions. These statements are subject to risks, uncertainties, changes in circumstances, assumptions
and other important factors, many of which are outside management’s control, that could cause actual results to differ materially from the results discussed in the
forward-looking statements. You are cautioned not to place undue reliance on these forward looking statements, which are based on the current view of the
management of AGS on future events. We undertake no obligation to publicly update or revise any forward-looking statement contained in this presentation, whether
as a result of new information, future events or otherwise, except as required by law. In light of the risks, uncertainties and assumptions, the forward-looking events
discussed in this presentation might not occur, and our actual results could differ materially from those anticipated in these forward-looking statements.
This presentation also contains references to Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”), Adjusted EBITDA and other measures that are
non-GAAP financial measures. Management believes that EBITDA and Adjusted EBITDA and related measures are commonly reported by companies and widely used
by investors as indicators of a company’s operating performance. There are other non-GAAP financial measures which should be considered only as a supplement to,
and not as a superior measure to, financial measures prepared in accordance with GAAP. Please refer to the last slide of this presentation for a reconciliation of certain
non-GAAP financial measures included in this presentation to the most directly comparable financial measure prepared in accordance with GAAP.
Unless otherwise noted, information included herein is presented as of the dates indicated. This presentation is not complete and the information contained herein
may change at any time without notice. Except as required by applicable law, we do not have any responsibility to update the presentation to account for such
changes.
Certain information in this presentation is based upon management forecasts and reflects prevailing conditions and management’s views as of this date, all of which
are subject to change. In preparing this presentation, we have relied upon and assumed, without independent verification, the accuracy and completeness of all
information available from public sources or which was provided to us by third parties. The information contained herein is subject to change, completion or
amendment and we are not under any obligation to keep you advised of such changes. We make no representation or warranty, express or implied, with respect to
the accuracy, reasonableness or completeness of any of the information contained herein, including, but not limited to, information obtained from third parties.
The information contained herein is not intended to provide, and should not be relied upon for, accounting, legal or tax advice or investment recommendations.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
2
SUMMARY OF Q4 AND FY 2017 FINANCIAL PERFORMANCE
$40.3
$54.2
$0.7
$1.6
$1.8
$1.9$42.7
$57.7
Q4 '16 Q4 '17
EGM Table Products Interactive
Revenue Adjusted EBITDA
$156.4
$199.9
$2.7
$4.1
$7.7
$8.0
$166.8
$212.0
FY 2016 FY 2017
EGM Table Products Interactive
($ in mm) ($ in mm)
$23.0 $26.3
$22.1
$26.4
Q4 '16 Q4 '17
Tables: ($0.3)
Interactive: ($0.7)
Tables: $0.2
Interactive: ($0.1)
Table: ($0.3
Interactive: ($0.6)
Table: $0.2
Interactive: ($0.1)
$91.7 $107.8
$85.3
$106.8
FY 2016 FY 2017
Tables: 1 7)
4 7
Tables: ($0.5)
4
Note: Adjusted EBITDA allows us to add back certain non-cash charges that are deducted in calculating net income and to deduct certain gains that are included in
calculating net income. However, these expenses and gains vary greatly, and are difficult to predict. They can represent the effect of long-term strategies as opposed
to short-term results. In addition, in the case of charges or expenses, these items can represent the reduction of cash that could be used for other corporate
purposes.
Recurring
Revenue
$45.2
Recurring
Revenue
$170.3
3
2017 BUSINESS HIGHLIGHTS
Launch of Orion Portrait in Q1 2017; ended year with ~1,900(1) units
Achieved over 5% ship share(2) in 2H 2017
2,565 EGMs sold in 2017 vs 465 in 2016 (452% increase)
Optimized ~1,600 legacy EGM units in 2017
Grew the recurring EGM base by more than 2,900 units in 2017
Continued success of ICON core cabinet; ended year with over 4,700(1) units
Acquisition of ~1,500 Class II units from Rocket Gaming in Q4 2017
Table Products segment EBITDA positive in Q4 2017
Launched 7 new table products in 2017
Acquisition of nearly 500 table game units from In Bet Gaming in Q4 2017
Interactive segment EBITDA positive in December 2017
Successful launch of our new B2B Social White Label Casino platform
AGS selected as one of Nation’s Best & Brightest Companies to Work For®
(1) Includes sales, leases and trials
(2) Q4 Eilers Survey
4
203
465
2,565
2015 2016 2017
EGM PERFORMANCE OVERVIEW
Class II
11,952
Intl
7,727
Class III
2,909
VLT
1,217
EGM Installed Base(1)
23,805
leased
EGMs
EGM Revenue and Adj. EBITDA
50%
Huge Growth in Sold EGMs
Achieved +5% ship share
in Q4 17 vs. <1% two
years ago
~50% gross profit margin(3)
33%
12%
Brazil &
Philippines
upside
Steady Ramp in Number of Leased EGMs
~100% recurring business; ~80% gross profit margin(2)
+15%
+23%
+12%
Y-o-Y Growth
High
recurring
revenue
Strong
relationships
Stable
business
5%
Note: All financial figures include contribution of Cadillac Jack following acquisition in May 2015.
(1) Inclusive of ~1,500 units acquired from Rocket in December 2017
(2) Gross Profit Margin for leased units = EGM gaming operations revenue less EGM cost of gaming operations, divided by EGM gaming operations revenue for FY2017
(3) Gross Profit Margin for sold units defined as EGM equipment sales revenue less Cost of equipment sales, divided by EGM equipment sales revenue for FY2017
$119.6
$156.4
$199.9
$66.3
$91.7
$107.8
2015 2016 2017
EGM Revenue EGM Adjusted EBITDA
($ in mm)
13,139 13,953 16,078
6,112 6,898
7,727
19,251 20,851
23,805
2015 2016 2017
Domestic International
Recurring
Revenue $113.5 $144.5 $158.3
18.1%
CAGR
($ in mm)
~700
Units Sold
in Q4 17
5
Table Products Installed Base and ALP
TABLE PRODUCTS PERFORMANCE OVERVIEW
815
1,500
2,400
2015 2016 2017
~70% Side Bets
~25% Progressives
~5% Premium
Table Revenue Adj. EBITDA
$1.7
$2.7
$4.1
2015 2016 2017
($1.4)
($1.7)
($0.5)
2015 2016 2017
($ in mm) ($ in mm)
ALP
($ in mm) $171 $194 $171
Over 30 different products, including premium table
games (poker and blackjack derivatives), side bets,
progressive systems, card shufflers and table
signage
Full quarter contribution of In Bet assets
125+ Bonus Spin units in the field
Quadrupled Buster Blackjack installed base since
acquisition in September 2015
Adjusted EBITDA positive in Q4 ‘17
~100%
Recurring
Q4 17
$0.2
6
INTERACTIVE PERFORMANCE OVERVIEW
$2.0
$7.7 $8.0
2015 2016 2017
($2.5)
($4.7)
($0.4)
2015 2016 2017
Interactive Revenue Adj. EBITDA
($ in mm) ($ in mm)
B2C - continued focus on optimizing marketing
spend by decreasing user acquisition fees
ARPDAU increased by ~10% to $0.54 in Q4 due to
marketing optimization and increased attention on
player
Adjusted EBITDA positive in December
Significant EBITDA improvement in 2017 compared
in 2016
Ended the year with six signed agreements for
Social WLC, our B2B offering
7
Pro Forma Capitalization
($ in mm)
CAPITAL STRUCTURE UPDATE
AGS priced its IPO on January 25th (NYSE: AGS)
• 10,250,000 shares offered at $16.00 per share
• Day 1 trading performance ( 15.6%), 31%+ since IPO(1)
• Greenshoe option was exercised on February 27, 2018
Repricing overview:
• On February 6, 2018, AGS repriced its existing $512.6 million B term loan due February 2024
• Reprice from L + 550 bps to L + 425 bps, saving over $6 million in annual interest expense
12/31/17 Adj. Pro Forma Rate Maturity
Capitalization
Cash $19 $18 $37
$30 million existing revolver – – – L + 4.25% 6/6/2022
First li term loan 513 – 513 L + 4.25% 2/15/2024
Other 3 – 3 Various –
Total first lien debt $515 $515
HoldCo PIK notes $153 (153) – 11.25% 5/28/2024
Total debt $668 $515
Total net debt 649 478
(1) As of 3/13/18.
8
STRATEGIC INITIATIVES TO DRIVE GROWTH
1. Continued Penetration of the Orion Portrait Cabinet and Securing Additional Banks of ICON
Opportunity to grow footprint in NV, CA, MS, LA, MD, etc.
+15 new titles for Orion Portrait to launch in 2018
2. New Market Entry for EGMs and Table Products
AGS obtained its gaming license in Ohio in Q1 2018
Prospective: MA, Canada, PA, CO
3. New Products to Drive Growth
New Orion Slant set to launch in Q2 2018; “Core Plus” cabinet
• +20 new titles for Orion Slant to launch in 2018
STAX multi-level progressive jackpot system
• Received GLI approval
• Received Casino Journal’s Top 20 Most Innovative Gaming Technology Products Award
B2B Social WLC and RMG opportunities
4. International Expansion Opportunities
Alora video bingo cabinet touched ground in Philippines in Q1 2018
If legalization of regulated gaming is passed, Brazil presents additional upside
9
Market
Stage
Jurisdiction
Estimated Total
Units in State(1)
AGS Estimated
Current Market
Share
Established /
Class II
Texas 4,097 41.7%
Alabama 6,602 40.6%
Oklahoma 74,737 9.2%
Ramping
Florida 22,081 8.2%
Montana 17,681 3.3%
California 72,704 1.8%
Early Entry
Mississippi 30,377 0.8%
New York 34,498 0.9%
Iowa 19,254 0.5%
New Mexico 20,524 0.5%
Indiana 19,047 0.5%
Louisiana 41,910 0.4%
Michigan 31,557 0.5%
Nevada 161,701 0.4%
Ontario 22,794 0.1%
Ohio 18,526 0.0%
Alberta 20,492 0.0%
Manitoba 10,099 0.0%
Saskatchewan 7,172 0.0%
Other(2) 215,400 1.9%
Prospective Other(3) 130,667 0.0%
Total 981,920 2.1%
SIGNIFICANT WHITESPACE OPPORTUNITY
27%
12%
12%
AGS Q4 ship share
demonstrates path
to further market
share growth
(1) Per Eilers & Krejcik Slot & Table Count 3Q17
(2) Other Early Entry jurisdictions include AZ, CT, DE, ID, IL, KS, MD, MN, ND, NE, NJ, NC, OR, SD, WA, WI and WY
(3) AGS is not currently licensed in U.S. states of AK, AR, CO, KY, ME, MA, MO, PA, RI, WV and Canadian provinces of British Columbia, New Brunswick,
Newfoundland & Labrador, Nova Scotia, Prince Edward Island and Quebec
Solid recurring revenue base and
market leadership in core markets of
TX, AL and OK
AGS has aggressively secured licenses
in, and begun to penetrate, key
Class III markets (e.g., NV, Canada, MS)
Orion Portrait is driving the growth in
early-entry markets
Recent ship share gains far in excess of
current market share
AGS is not dependent on the
replacement cycle to grow
1% market share when excluding
established markets
10
FY 2018 OUTLOOK
The Company expects to generate adjusted EBITDA, a non-GAAP financial measure defined below,
of $124 - $130 million in 2018, representing growth of approximately 16%-22% compared to the
prior year period.
AGS expects 2018 capital expenditures to be in the range of $55 - $60 million, compared to the
prior year period, reflecting an expectation for a continued increase in its installed base in both
existing and new markets.
($ in mm)
2016 2017 2018 guidance
Adj. EBITDA $85.3 $106.8 $124 - $130
Capex $40.7 $57.5 $55 - $60
APPENDIX
12
COMPREHENSIVE OPERATIONAL SUMMARY
($ in mm, except RPD, ASP, ALP and ARPDAU)
Operational and other data Q1 Q2 Q3 Q4 2016 Q1 Q2 Q3 Q4 2017
Revenues by segment
EGM $37.9 $39.9 $38.4 $40.3 $156.4 $45.0 $47.4 $53.3 $54.2 $199.9
Table products 0.7 0.6 0.7 0.7 2.7 0.6 0.7 1.1 1.6 4.1
Interactive 1.7 2.1 2.2 1.8 7.7 2.1 2.0 2.0 1.9 8.0
Total revenue $40.2 $42.6 $41.2 $42.7 $166.8 $47.8 $50.1 $56.4 $57.7 $212.0
Adjusted EBITDA by segment
EGM $23.8 $24.0 $20.9 $23.0 $91.7 $25.2 $26.5 $29.8 $26.3 $107.8
% margin 62.8% 60.1% 54.6% 57.2% 58.6% 56.0% 55.9% 55.8% 48.6% 53.9%
Table products (0.5) (0.6) (0.4) (0.3) (1.7) (0.2) (0.3) (0.2) 0.2 (0.5)
Interactive (2.0) (1.4) (0.6) (0.7) (4.7) (0.1) (0.1) (0.1) (0.1) (0.4)
Total Adjusted EBITDA $21.3 $22.0 $20.0 $22.1 $85.3 $24.9 $26.1 $29.4 $26.4 $106.8
% margin 52.8% 51.7% 48.4% 51.7% 51.2% 52.1% 52.1% 52.1% 45.9% 50.4%
EGM segment
Total installed base units 19,747 20,014 20,108 20,851 20,851 21,204 21,479 22,015 23,805 23,805
Total revenue per day $20.52 $20.33 $19.78 $18.55 $19.78 $19.93 $19.99 $19.65 $19.95 $19.88
EGM units sold 24 115 66 260 465 453 574 842 696 2,565
Average sales price $16,868 $14,317 $14,361 $15,108 $14,897 $15,695 $15,840 $15,890 $17,676 $16,329
Table products segment
Table products install base 923 1,091 1,205 1,500 1,500 1,691 1,754 2,350 2,400 2,400
Average monthly lease price $259 $187 $186 $149 $194 $125 $124 $151 $228 $171
Interactive segment
Average MAU 203,183 222,016 207,151 207,009 209,840 192,560 183,912 194,239 200,628 192,835
Average DAU 38,381 44,092 42,953 40,488 41,478 38,534 37,191 36,906 37,536 37,542
ARPDAU $0.49 $0.48 $0.47 $0.49 $0.48 $0.57 $0.58 $0.59 $0.54 $0.57
13
2
Write downs and other includes items related to
loss on disposal or impairment of long lived assets,
fair value adjustments to contingent consideration
and acquisition costs
Loss on extinguishment and modification of debt
primarily relates to the refinancing of long-term
debt, in which deferred loan costs and discounts
related to old senior secured credit facilities were
written off
Other adjustments are primarily composed of
professional fees incurred for projects, corporate
and public filing compliance, contract cancellation
fees and other transaction costs deemed to be
non-operating in nature
Other non-cash charges are costs related to non-
cash charges and losses on the disposition of
assets, non-cash charges on capitalized installation
and delivery, which primarily includes the costs to
acquire contracts that are expensed over the
estimated life of each contract and non-cash
charges related to accretion of contract rights
under development agreements
New jurisdiction and regulatory license costs
relates primarily to one-time non-operating costs
incurred to obtain new licenses and develop
products for new jurisdictions
Legal & litigation expenses include of payments to
law firms and settlements for matters that are
outside the normal course of business
Acquisition and integration costs include
restructuring and severance and are related to
costs incurred after the purchase of businesses,
such as the acquisitions of Cadillac Jack and
RocketPlay, to integrate operations
1
2
3
4
5
6
7
3
4
5
6
7
1
TOTAL ADJUSTED EBITDA RECONCILIATION
($ in mm)
Adj. EBITDA reconciliation Q1 Q2 Q3 Q4 2017
Net income ($12.4) ($20.1) ($4.1) ($8.5) ($45.1)
Income tax (benefit) expense 2.2 1.3 1.1 (6.5) (1.9)
Depreciation and amortization 18.5 18.2 16.9 18.1 71.6
Other expense (income) (2.8) (1.5) (0.5) 1.9 (2.9)
Interest income (0.0) (0.0) (0.0) (0.0) (0.1)
Interest expense 15.2 14.6 12.7 13.1 55.5
Write downs and oth r 0.2 1.9 0.5 1.8 4.5
Loss on extinguish t and modification of debt – 8.1 – 0.9 9.0
Other adjustments 0.6 0.9 0.5 0.8 2.9
Other non-cash charg 2.1 1.8 1.6 2.3 7.8
New jurisdiction and gulatory licensing costs 0.2 0.5 0.6 0.8 2.1
Legal & litigation exp nses including settlement payments 0.4 0.2 0.2 (0.2) 0.5
Acquisition & integr ion related costs 0.6 0.2 0.1 2.0 2.9
Adjusted EBITDA $24.9 $26.1 $29.4 $26.4 $106.8
($ in mm)
Adj. EBITDA reconciliation Q1 Q2 Q3 Q4 2016
Net income ($21.1) ($18.8) ($21.2) ($20.2) ($81.4)
Income tax (benefit) expense (2.2) (1.6) (1.2) 1.9 (3.0)
Depreciation and amortization 20.5 20.6 19.4 19.7 80.2
Other expense (income) 4.4 1.5 0.4 1.1 7.4
Interest income (0.0) (0.0) (0.0) (0.0) (0.1)
Interest expense 4 6 14 6 1 9 15 8 60 0
Write downs a d o h r 0 1 0 2 9 1 1 3 3
Loss on exti guish en and modification of debt – – – – –
adjustments 1 1 0 1 0 2 1 8
O her no -cash charges 1 7 3 6 1 8 1 8 8 9
New jurisdiction and r gulatory licensing costs 0 0 0 1 0 8 0 4 1 3
Legal & litigation expe ses including settlement payments 7 0 5 4 0 1 1 6
Acquisition & integrati n relate costs 1.3 1 0 2.7 4 5 4
Adjusted EBITDA $21 3 $22 0 $2 0 $22 1 $85 3
2
3
4
5
6
7
1
14
Unless otherwise indicated or the context otherwise requires, the following terms in this presentation have the
meanings set forth below:
Adjusted EBITDA: Total adjusted EBITDA is not a presentation made in accordance with GAAP. Our use of the term total adjusted
EBITDA may vary from others in our industry. Total adjusted EBITDA should not be considered as an alternative to operating income
or net income
Average Monthly Lease Price (ALP): Average monthly lease price is calculated by dividing (a) total revenues recognized and directly
attributable to Table Products by (b) the number of Table Products Installed Base and by (c) the number of months in such period
Average Revenue per Daily Active User (ARPDAU): ARPDAU is calculated by dividing (a) daily revenue by (b) the number of Daily
Active Users
Average Sales Price (ASP): Average sales price is calculated by dividing (a) total revenues recognized and directly attributable to
EGM unit sales in a period by (b) the number of EGM units sold over that same period
Daily Active Users (DAU): DAU is a count of daily unique visitors to a site
EGM Installed Base: EGM Installed Base is the number of recurring revenue EGM units installed on a specified date
Electronic Gaming Machine (EGM): EGMs include but are not limited to slot machines, Class II machines, video poker and video
lottery machines
Monthly Active Users (MAU): MAU is a count of monthly unique visitors to a site
Recurring Revenue: Equal to the Gaming Operations Revenue line of our audited financial statements
Revenue Per Day (RPD): RPD is calculated by dividing (a) total revenues over a specified period recognized and directly attributable
to units on lease (whether on a participation or daily fee arrangement) by (b) the number of units installed over that period and by
(c) the number of days in such period
Ship Share: Ship Share is the share of all slots sold in a specified period
Table Products Installed Base: Table Products Installed Base is the number of recurring revenue table products installed on a
specified date
TERMS USED IN THIS PRESENTATION
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