EVERI HOLDINGS INC., 10-Q filed on 8/7/2018
Quarterly Report
v3.10.0.1
Document and Entity Information - shares
6 Months Ended
Jun. 30, 2018
Aug. 01, 2018
Document And Entity Information [Abstract]    
Entity Registrant Name Everi Holdings Inc.  
Entity Central Index Key 0001318568  
Document Type 10-Q  
Document Period End Date Jun. 30, 2018  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Entity Current Reporting Status Yes  
Entity Filer Category Accelerated Filer  
Entity Common Stock, Shares Outstanding   69,545,760
Document Fiscal Year Focus 2018  
Document Fiscal Period Focus Q2  
Trading Symbol EVRI  
v3.10.0.1
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Revenues        
Revenues $ 118,682 $ 242,230 $ 229,683 $ 479,767
Costs and expenses        
Total cost of revenues 96,085   182,595  
Operating expenses 37,570 28,779 69,757 57,772
Research and development 4,595 4,618 8,906 9,161
Depreciation 13,701 11,396 26,526 22,226
Amortization 16,552 17,439 32,855 34,764
Total costs and expenses 96,085 220,938 182,595 435,872
Operating income 22,597 21,292 47,088 43,895
Other expenses        
Interest expense, net of interest income 22,122 23,881 42,429 48,938
Loss on extinguishment of debt 166 14,615 166 14,615
Total other expenses 22,288 38,496 42,595 63,553
Income (loss) before income tax 309 (17,204) 4,493 (19,658)
Income tax (benefit) provision (1,166) 1,853 (1,591) 2,907
Net income (loss) 1,475 (19,057) 6,084 (22,565)
Foreign currency translation (1,058) 836 (735) 1,108
Comprehensive income (loss) $ 417 $ (18,221) $ 5,349 $ (21,457)
Earnings (loss) per share        
Basic $ 0.02 $ (0.29) $ 0.09 $ (0.34)
Diluted $ 0.02 $ (0.29) $ 0.08 $ (0.34)
Weighted average common shares outstanding        
Basic 69,203 66,350 68,946 66,221
Diluted 73,440 66,350 73,323 66,221
Games        
Revenues        
Revenues $ 65,948 $ 55,104 $ 126,165 $ 110,380
Costs and expenses        
Total cost of revenues [1] 16,815 13,239 31,738 25,683
Operating expenses 16,210 10,588 28,217 21,197
Research and development 4,595 4,618 8,906 9,161
Depreciation 12,112 9,697 23,252 18,728
Amortization 13,907 14,241 27,392 28,098
Total costs and expenses 63,639 52,383 119,505 102,867
Operating income 2,309 2,721 6,660 7,513
Games | Gaming operations        
Revenues        
Revenues 43,022 36,869 83,078 73,400
Costs and expenses        
Total cost of revenues 4,211 3,963 8,393 7,171
Games | Gaming equipment and systems        
Revenues        
Revenues 22,278 17,557 42,431 36,281
Costs and expenses        
Total cost of revenues 12,045 8,740 22,786 17,976
Games | Gaming other        
Revenues        
Revenues 648 678 656 699
Costs and expenses        
Total cost of revenues 559 536 559 536
FinTech        
Revenues        
Revenues 52,734 187,126 103,518 369,387
Costs and expenses        
Total cost of revenues [1] 6,852 145,467 12,813 286,266
Operating expenses 21,360 18,191 41,540 36,575
Depreciation 1,589 1,699 3,274 3,498
Amortization 2,645 3,198 5,463 6,666
Total costs and expenses 32,446 168,555 63,090 333,005
Operating income 20,288 18,571 40,428 36,382
FinTech | Cash access services        
Revenues        
Revenues 39,739 175,442 77,958 347,175
Costs and expenses        
Total cost of revenues 2,446 142,445 4,676 281,106
FinTech | Equipment        
Revenues        
Revenues 4,765 3,697 9,183 5,997
Costs and expenses        
Total cost of revenues 3,426 2,212 5,940 3,631
FinTech | Information services and other        
Revenues        
Revenues 8,230 7,987 16,377 16,215
Costs and expenses        
Total cost of revenues $ 980 $ 810 $ 2,197 $ 1,529
[1] Exclusive of depreciation and amortization.
v3.10.0.1
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Jun. 30, 2018
Dec. 31, 2017
Current assets    
Cash and cash equivalents $ 110,164 $ 128,586
Settlement receivables 139,314 227,403
Trade and other receivables, net of allowances for doubtful accounts of $5,438 and $4,706 at June 30, 2018 and December 31, 2017, respectively 61,583 47,782
Inventory 23,527 23,967
Prepaid expenses and other assets 19,763 20,670
Total current assets 354,351 448,408
Non-current assets    
Property, equipment and leased assets, net 123,348 113,519
Goodwill 640,560 640,589
Other intangible assets, net 306,647 324,311
Other receivables 8,673 2,638
Other assets 6,237 7,609
Total non-current assets 1,085,465 1,088,666
Total assets 1,439,816 1,537,074
Current liabilities    
Settlement liabilities 217,473 317,744
Accounts payable and accrued expenses 132,496 134,504
Current portion of long-term debt 8,200 8,200
Total current liabilities 358,169 460,448
Non-current liabilities    
Deferred tax liability 36,297 38,207
Long-term debt, less current portion 1,157,397 1,159,643
Other accrued expenses and liabilities 8,227 19,409
Total non-current liabilities 1,201,921 1,217,259
Total liabilities 1,560,090 1,677,707
Commitments and contingencies (Note 13)
Stockholders’ deficit    
Common stock, $0.001 par value, 500,000 shares authorized and 94,408 and 93,120 shares issued at June 30, 2018 and December 31, 2017, respectively 94 93
Convertible preferred stock, $0.001 par value, 50,000 shares authorized and no shares outstanding at June 30, 2018 and December 31, 2017, respectively
Additional paid-in capital 292,750 282,070
Accumulated deficit (235,741) (246,202)
Accumulated other comprehensive loss (988) (253)
Treasury stock, at cost, 24,889 and 24,883 shares at June 30, 2018 and December 31, 2017, respectively (176,389) (176,341)
Total stockholders’ deficit (120,274) (140,633)
Total liabilities and stockholders’ deficit $ 1,439,816 $ 1,537,074
v3.10.0.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2018
Dec. 31, 2017
Statement Of Financial Position [Abstract]    
Allowances for doubtful accounts $ 5,438 $ 4,706
Common stock par value (in dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized 500,000,000 500,000,000
Common stock, shares issued 94,408,000 93,120,000
Convertible preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Convertible preferred stock, shares authorized 50,000,000 50,000,000
Convertible preferred stock, shares outstanding 0 0
Treasury stock, shares 24,889,000 24,883,000
v3.10.0.1
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Cash flows from operating activities    
Net income (loss) $ 6,084 $ (22,565)
Adjustments to reconcile net income (loss) to cash provided by operating activities:    
Depreciation and amortization 59,381 56,990
Amortization of financing costs and discounts 3,061 3,186
Loss on sale or disposal of assets 215 1,399
Accretion of contract rights 4,178 3,909
Provision for bad debts 5,114 5,170
Deferred income taxes (1,909) 2,565
Write-down of inventory and fixed assets 2,575  
Reserve for obsolescence 1,053 266
Loss on extinguishment of debt 166 14,615
Stock-based compensation 4,305 3,480
Changes in operating assets and liabilities:    
Settlement receivables 87,336 81,590
Trade and other receivables (20,230) 5,283
Inventory (2,359) (2,890)
Prepaid and other assets 1,977 (1,957)
Settlement liabilities (99,859) (93,479)
Accounts payable and accrued expenses (1,857) 16,530
Net cash provided by operating activities 49,231 74,092
Cash flows from investing activities    
Capital expenditures (57,936) (43,696)
Proceeds from sale of fixed assets 79 2
Placement fee agreements (10,117) (3,044)
Net cash used in investing activities (67,974) (46,738)
Cash flows from financing activities    
Proceeds from current credit facility   820,000
Repayments of prior credit facility   (465,600)
Repayments of secured notes   (335,000)
Repayments of credit facilities (4,100)  
Debt issuance costs and discounts (1,276) (19,663)
Proceeds from exercise of stock options 6,373 1,799
Purchase of treasury stock (47) (11)
Net cash provided by financing activities 950 1,525
Effect of exchange rates on cash (620) 882
Cash, cash equivalents and restricted cash    
Net (decrease) increase for the period (18,413) 29,761
Balance, beginning of the period 129,604 119,438
Balance, end of the period 111,191 149,199
Supplemental cash disclosures    
Cash paid for interest 42,844 29,485
Cash paid for income tax 223 669
Cash refunded for income tax 1 200
Supplemental non-cash disclosures    
Accrued and unpaid capital expenditures 2,650 3,822
Transfer of leased gaming equipment to inventory $ 4,519 $ 4,237
v3.10.0.1
BUSINESS
6 Months Ended
Jun. 30, 2018
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
BUSINESS

1.

BUSINESS

Everi Holdings Inc. (“Everi Holdings”, “Holdings” or “Everi”) is a holding company, the assets of which are the issued and outstanding shares of capital stock of each of Everi Games Holding Inc. (“Everi Games Holding”), which owns all of the issued and outstanding shares of capital stock of Everi Games Inc. (“Everi Games” or “Games”) and Everi Payments Inc. (“Everi Payments” or “Payments”). Unless otherwise indicated, the terms the “Company,” “we,” “us” and “our” refer to Holdings together with its consolidated subsidiaries. Everi Holdings reports results of its operations based on the two operating segments: Games and Payments. Effective April 1, 2018, we changed the name of the operating segment previously referred to as “Payments” to “Financial Technology Solutions” (“Everi FinTech” or “FinTech”). We believe this reference more accurately reflects the focus of the business segment on delivering innovative and integrated solutions. Everi’s FinTech solutions provide actionable information to enhance the efficiency of the casino operator, support the comprehensive regulatory and tax requirements of their gaming customers and improve players’ gaming experience by providing easy access to their funds and payment of winnings.

Everi is a leading supplier of technology solutions for the casino gaming industry. We provide casino operators with a diverse portfolio of products including innovative gaming machines that power the casino floor, and casino operational and management systems that include comprehensive end-to-end payments solutions, critical intelligence offerings, and gaming operations efficiency technology.

Everi Games provides a number of products and services for casinos, including (a) gaming machines comprised primarily of Class II and Class III slot machines placed under participation or fixed fee lease arrangements or sold to casino customers, including the award-winning TournEvent®; and (b) system software, licenses, ancillary equipment and maintenance to its casino customers. Everi Games also develops and manages the central determinant system for the video lottery terminals installed in the State of New York.

Everi FinTech provides its casino customers cash access and related products and services including: (a) access to cash at gaming facilities via Automated Teller Machine (“ATM”) cash withdrawals, credit card cash access transactions, point of sale (“POS”) debit card transactions and check verification and warranty services; (b) equipment that provides cash access and efficiency related services; (c) products and services that improve credit decision making, automate cashier operations and enhance patron marketing activities for gaming establishments; (d) compliance, audit and data solutions; and (e) online payment processing solutions for gaming operators in states that offer intrastate, internet-based gaming and lottery activities.

v3.10.0.1
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
6 Months Ended
Jun. 30, 2018
Accounting Policies [Abstract]  
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Our unaudited condensed consolidated financial statements included herein have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Some of the information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) have been condensed or omitted pursuant to such rules and regulations, although we believe the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments (which include normal recurring adjustments) necessary for a fair statement of results for the interim periods have been made. The results for the three and six months ended June 30, 2018 are not necessarily indicative of results to be expected for the full fiscal year. The Financial Statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017.

 

Other than the adoption of ASU 2014-09 and all subsequent amendments (collectively, ASC 606) and Accounting Standards Update (“ASU”) No. 2016-18, there have been no changes to our basis of presentation and significant accounting policies since the most recent filing of our Annual Report on Form 10-K for the fiscal year ended December 31, 2017.

Overall – Revenue Recognition

We evaluate the recognition of revenue based on the criteria set forth in ASC 606 and ASC 840, as appropriate. We recognize revenue upon transferring control of goods or services to our customers in an amount that reflects the consideration we expect to receive in exchange for those goods or services in accordance with ASC 606. We enter into contracts with customers that may include various combinations of goods and services. Timing of the transfer of control varies based on the nature of the contract. We recognize revenue net of any sales and other taxes collected from customers, which are subsequently remitted to governmental authorities and are not included in revenues or operating expenses. We measure revenue based on the consideration specified in a contract with a customer and adjusted, as necessary, in accordance with ASC 606.

 

We evaluate the composition of our revenues to ensure compliance with SEC Regulation S-X Section 210.5-03, which requires us to separately present certain categories of revenues that exceed the quantitative threshold on our Statements of Income (Loss).

 

Significant Judgments

 

ASC 606 requires that we apply judgments or estimates to determine the performance obligations and the Stand-Alone Selling Price (“SSP”) of each identified performance obligation. The establishment of SSP requires judgment as to whether there is a sufficient quantity of items sold or renewed on a stand-alone basis and those prices demonstrate an appropriate level of concentration to conclude that a SSP exists. The SSP of our goods and services are generally determined based on observable prices, an adjusted market assessment approach or an expected cost plus margin approach. We only utilize a residual approach when the SSP for performance obligations with observable prices have been established and the remaining performance obligation in the contract with a customer does not have an observable price as it is uncertain or highly variable and, therefore, is not discernable.

 

Collectability

 

To assess collectability, we determine whether it is probable that we will collect substantially all of the consideration to which we are entitled in exchange for the goods and services transferred to the customer in accordance with the terms and conditions of the contract. In connection with these procedures, we evaluate the customer using internal and external information available, including, but not limited to, research and analysis of the credit history with the customer. Based on the nature of our transactions and historical trends, we determine whether our customers have the ability and intention to pay the amounts of consideration when they become due to identify potentially significant credit risk exposure.

Contract Combinations - Multiple Promised Goods and Services

Our contracts may include promises to transfer multiple goods and services to a customer. Our Games and FinTech businesses may enter into multiple agreements with the same customer that meet the criteria to be combined for accounting purposes under ASC 606. When this occurs, a SSP will be determined for each performance obligation in the combined arrangement and the consideration allocated between the respective performance obligations. We use our judgment to analyze the nature of the promises made and determine whether each is distinct or should be combined with other promises in the contract based on the level of integration and interdependency between the individual deliverables.

 

Disaggregation of Revenues

 

We disaggregate revenues based on the nature and timing of the cash flows generated by such revenues as presented in “Note 18 Segment Information.”

Outbound Freight Costs

Upon transferring control of a good to a customer, the shipping and handling costs in connection with sale transactions are accounted for as fulfillment costs and included in cost of revenues.

 

Costs to Acquire a Contract with a Customer

 

We typically incur incremental costs to acquire customer contracts in the form of sales commission expenses. We evaluate those acquisition costs for groups of contracts with similar characteristics, based on the nature of the transactions. The incremental costs to acquire customer contracts identified would be amortized within one year and, as a result, we elected to utilize the practical expedient set forth in ASC 340-40, Contract Costs – Incremental Costs of Obtaining a Contract to expense these amounts as incurred.

Asset Balances

In connection with the adoption of ASC 606 utilizing the modified retrospective transition method, we recorded an immaterial cumulative adjustment with respect to certain amounts that had been previously deferred under the then existing revenue recognition guidance as of December 31, 2017 that required recognition under ASC 606 as of the effective date of adoption in accumulated deficit.

Games Revenues

Gaming Operations

Games revenues are primarily generated by our gaming operations under placement, participation and development arrangements in which we provide our customers with player terminals, player terminal-content licenses, central determinant systems for devices placed in service in licensed jurisdictions and back-office equipment, collectively referred to herein as leased gaming equipment. We evaluate the recognition of lease revenues based on criteria set forth in ASC 840. Generally, under these arrangements, we retain ownership of the leased gaming equipment installed at customer facilities and we receive revenues based on a percentage of the net win per day generated by the leased gaming equipment or a fixed daily fee based on the number of player terminals installed at the facility. Revenues from lease participation or daily fee arrangements are considered both realizable and earned at the end of each gaming day.

Gaming operations revenues generated by leased gaming equipment deployed at sites under development or placement fee agreements give rise to contract rights, which are amounts recorded to intangible assets for dedicated floor space resulting from such agreements. The gaming operations revenues generated by these arrangements are reduced by the accretion of contract rights, which represents the related amortization of the contract rights recorded in connection with those agreements.

Gaming operations revenues include revenues generated by Wide Area Progressive (“WAP”) systems, which consist of linked slot machines located in multiple casino properties that are connected to a central system. WAP-based gaming machines have a progressive jackpot we administer that increases with every wager until a player wins the top award combination. Casino operators pay us a percentage of the coin-in (the total amount wagered) for services related to the design, assembly, installation, operation, maintenance, administration and marketing of the WAP systems. The gaming operations revenues with respect to WAP-based gaming machines are presented in the Statements of Income (Loss) net of the jackpot expense, which is comprised of incremental amount funded by a portion of the coin-in from players. At such time a jackpot is won by a player, an additional jackpot expense is recorded with respect to the base seed amount required to fund the minimum level required by the respective WAP arrangement with the casino operator.

 

Gaming Equipment and Systems

 

Gaming equipment and systems revenues are derived from the sale of gaming equipment to our customers under contracts on standard credit terms, which are generally short-term in nature, and are recognized at a point in time when control of the promised goods and services transfers to the customer generally upon shipment or delivery pursuant to the terms of the contract.

 

Gaming Other

 

Gaming other revenues primarily consist of our TournEvent of Champions® national tournament and are recognized over a period of time as the customer simultaneously receives and consumes the benefits.

 

FinTech Revenues

 

Cash Access Services

 

Cash access services revenues are comprised of cash advance, ATM and check services revenue streams. We do not control the cash advance and ATM services provided to a customer and, therefore, we are acting as an agent whose performance obligation is to arrange for the provision of these services.

Cash advance revenues are comprised of transaction fees assessed to gaming patrons in connection with credit card cash access and POS debit card cash access transactions. Such fees are primarily based on a combination of a fixed amount plus a percentage of the face amount of the credit card cash access or POS debit card cash access transaction amount. In connection with these types of transactions, we report certain direct costs incurred as reductions to revenues on a net basis, which generally include: (i) commission expenses payable to casino operators; (ii) interchange fees payable to the network associations; and (iii) processing and related costs payable to other third party partners.

ATM revenues are primarily comprised of transaction fees in the form of cardholder surcharges assessed to gaming patrons in connection with ATM cash withdrawals at the time the transactions are authorized and reverse interchange fees paid to us by the patrons’ issuing banks. The cardholder surcharges assessed to gaming patrons in connection with ATM cash withdrawals are currently a fixed dollar amount and not a percentage of the transaction amount. In connection with these types of transactions, we report certain direct costs incurred as reductions to revenues on a net basis, which generally include: (i) commission expenses payable to casino operators; (ii) interchange fees payable to the network associations; and (iii) processing and related costs payable to other third party partners.

Check services revenues are principally comprised of check warranty revenues and are generally based upon a percentage of the face amount of checks warranted. These fees are paid to us by gaming establishments.

For cash access services arrangements, we recognize revenues over a period of time using an output method depicting the transfer of control to the customer based on variable consideration, such as volume of transactions processed with variability generally resolved in the reporting period.

Equipment

Equipment revenues are derived from the sale of equipment under contracts with standard credit terms, which are generally short-term in nature, and are recognized at a point in time when control of the promised goods and services transfers to the customer generally upon shipment or delivery pursuant to the terms of the contract.

 

Information Services and Other

 

Information services and other revenues include amounts derived from the sale of: (i) software licenses, software subscriptions, professional services and certain other ancillary fees; (ii) service related fees associated with the sale, installation and maintenance of equipment directly to our customers under contracts on standard credit terms, which are generally short-term in nature, secured by the related equipment, (iii) credit worthiness related software subscription services that are based upon either a flat monthly unlimited usage fee or a variable fee structure driven by the volume of patron credit histories generated; and (iv) ancillary marketing, database and internet-based gaming related activities.

 

Our software represents a functional right-to-use license and the revenues are recognized at a point in time. Subscription services represent a stand-ready performance obligation and the revenues are recognized over a period of time using an input method based on time elapsed. Professional and other services revenues are recognized over a period of time using an input method based on time elapsed as services are provided, thereby reflecting the transfer of control to the customer.

Restricted Cash

Our restricted cash primarily consists of: (i) deposits held in connection with a sponsorship agreement; (ii) WAP-related restricted funds; and (iii) Internet related cash access activities. The current portion of restricted cash, which is included in prepaid expenses and other assets, was approximately $0.9 million as of June 30, 2018 and December 31, 2017. The non-current portion of restricted cash, which is included in other assets, was approximately $0.1 million as of June 30, 2018 and December 31, 2017. The current portion of restricted cash was approximately $0.5 million and $0.3 million as of June 30, 2017 and December 31, 2016, respectively. The non-current portion of restricted cash was approximately $0.1 million as of June 30, 2017 and December 31, 2016.

Fair Values of Financial Instruments

The fair value of a financial instrument represents the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Fair value estimates are made at a specific point in time, based upon relevant market information about the financial instrument.

The carrying amount of cash and cash equivalents, settlement receivables, short-term trade and other receivables, settlement liabilities, accounts payable and accrued expenses approximates fair value due to the short-term maturities of these instruments. The fair value of the long-term trade and loans receivable is estimated by discounting expected future cash flows using current interest rates at which similar loans would be made to borrowers with similar credit ratings and remaining maturities. As of June 30, 2018 and December 31, 2017, the fair value of notes receivable, net, approximated the carrying value due to contractual terms of trade and loans receivable generally being under 24 months. The fair value of our borrowings is estimated based on various inputs to determine a market price, such as: market demand and supply, size of tranche, maturity and similar instruments trading in more active markets. The estimated fair value and outstanding balances of our borrowings are as follows (in thousands).

 

 

 

Level of

Hierarchy

 

Fair Value

 

 

Outstanding

Balance

 

June 30, 2018

 

 

 

 

 

 

 

 

 

 

Term loan

 

2

 

$

815,372

 

 

$

811,800

 

Senior unsecured notes

 

1

 

$

375,938

 

 

$

375,000

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2017

 

 

 

 

 

 

 

 

 

 

Term loan

 

2

 

$

826,099

 

 

$

815,900

 

Senior unsecured notes

 

1

 

$

372,656

 

 

$

375,000

 

 

The term loan facility was reported at fair value using a Level 2 input as there were quoted prices in markets that were not considered active as of June 30, 2018 and December 31, 2017. The senior unsecured notes were reported at fair value using a Level 1 input as there were quoted prices in markets that were considered active as of June 30, 2018 and December 31, 2017.

Reclassification of Prior Year Balances

Reclassifications were made to the prior-period Financial Statements to conform to the current period presentation, except for the adoption impact of the application of ASC 606 utilizing the modified retrospective transition method.

Recent Accounting Guidance

Recently Adopted Accounting Guidance

In March 2018, the FASB issued ASU No. 2018-05, which provides guidance on accounting for the tax effects of the 2017 Tax Act (pursuant to SEC Staff Accounting Bulletin No. 118). The new standard is effective March 13, 2018. We have adopted this guidance in the quarter ended March 31, 2018. In accordance with this guidance, some of the income tax effects recorded in 2017 are provisional and they may be adjusted during 2018.

In May 2014, the FASB issued ASU No. 2014-09, which creates ASC 606 and supersedes ASC Topic 605, “Revenue Recognition.” The guidance replaces industry-specific guidance and establishes a single five-step model to identify and recognize revenue. The core principle of the guidance is that an entity should recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. Additionally, the guidance requires the entity to disclose further quantitative and qualitative information regarding the nature and amount of revenues arising from contracts with customers, as well as other information about the significant judgments and estimates used in recognizing revenues from contracts with customers. The guidance in ASU 2014-09 was further updated by ASU 2016-08 in March 2016, which provided clarification on the implementation of the principal versus agent considerations in ASU 2014-09. In April 2016, the FASB issued ASU 2016-10, which provides clarification on the implementation of performance obligations and licensing in ASU 2014-09. In May 2016, the FASB issued ASU 2016-11, which amended guidance provided in two SEC Staff Announcements at the March 3, 2016 Emerging Issues Task Force meeting over various topics relating to ASU 606. In May 2016, the FASB issued ASU 2016-12, which clarified various topics in ASC 606. In December 2016, the FASB issued ASU 2016-20, which clarified additional topics in ASC 606. This guidance may be adopted retrospectively or under a modified retrospective method where the cumulative effect is recognized at the date of initial application. We adopted this guidance effective January 1, 2018 and have provided additional information with respect to the new revenue recognition topic elsewhere in this Note 2 disclosure and also in “Note 3 Adoption of ASC 606, Revenue from Contracts with Customers.”

In May 2017, the FASB issued ASU No. 2017-09 to clarify which changes to the terms and conditions of share-based payment awards require an entity to apply modification accounting under Topic 718. An entity is required to account for the effects of a modification unless all of the following conditions are met: (i) the fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the modified award is the same as the fair value (or value using an alternative measurement method) of the original award immediately before the original award is modified. If the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award, the entity is not required to estimate the value immediately before and after the modification; (ii) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (iii) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. We adopted this guidance in the quarter ended March 31, 2018. The adoption of this ASU did not have a material impact on our Financial Statements.

In January 2017, the FASB issued ASU No. 2017-01, which clarifies the definition of a business. The amendments affect all companies and other reporting organizations that must determine whether they have acquired or sold a business. The amendments are intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new standard is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. This guidance is to be applied using a prospective approach as of the beginning of the first period of adoption. We adopted this guidance in the quarter ended March 31, 2018. The adoption of this ASU did not have a material impact on our Financial Statements.

In October 2016, the FASB issued ASU No. 2016-18, which requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. As a result, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments do not provide a definition of restricted cash or restricted cash equivalents. We adopted this guidance in the quarter ended March 31, 2018 using a retrospective approach to each period presented. The adoption of this ASU did not have a material impact on our Financial Statements.

In October 2016, the FASB issued ASU No. 2016-16, which provides updated guidance on the recognition of the income tax consequences of intra-entity transfers of assets other than inventory when the transfer occurs, and this eliminates the exception for an intra-entity transfer of such assets. This guidance will be applied using a modified retrospective approach through a cumulative-effective adjustment directly to retained earnings as of the beginning of the period of adoption. We adopted this guidance in the quarter ended March 31, 2018. The adoption of this ASU did not have a material impact on our Financial Statements.

In August 2016, the FASB issued ASU No. 2016-15, which provides updated guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. This guidance is to be applied using a retrospective approach. If it is impracticable to apply the amendments retrospectively for some of the issues within this ASU, the amendments for those issues would be applied prospectively as of the earliest date practicable. We adopted this guidance in the quarter ended March 31, 2018. The adoption of this ASU did not have a material impact on our Financial Statements.

Recent Accounting Guidance Not Yet Adopted

In June 2018, the FASB issued ASU No. 2018-07, which expands the scope of Topic 718, Compensation—Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We do not expect the adoption of this ASU to have a material impact on our Financial Statements. We are currently evaluating the impact of adopting this guidance on our Financial Statements.

In February 2018, the FASB issued ASU No. 2018-02, which provides financial statement preparers with an option to reclassify stranded tax effects within AOCI to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act (or portion thereof) is recorded. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We do not expect the adoption of this ASU to have a material impact on our Financial Statements. We are currently evaluating the impact of adopting this guidance on our Financial Statements.

In June 2016, the FASB issued ASU No. 2016-13, which provides updated guidance on credit losses for financial assets measured at amortized cost basis and available-for sale debt securities. The new standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. This guidance will be applied using a modified retrospective approach for the cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective and using a prospective approach for debt securities for which any other-than-temporary impairment had been recognized before the effective date. Early adoption is permitted for fiscal years beginning after December 15, 2018. We are currently evaluating the impact of adopting this guidance on our Financial Statements.

In February 2016, the FASB issued ASU No. 2016-02, to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing transactions. The ASU establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. For lessees, leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition in the income statement. In July, 2018, the FASB issued ASU No. 2018-10 - Codification Improvements to Topic 842, Leases and ASU No. 2018-11 - Leases (Topic 842): Targeted Improvements. ASU No. 2018-10 affects narrow aspects of the guidance previously issued and ASU No. 2018-11 provides a practical expedient for lessors on separating components of a contract and includes an additional transition method for adopting the new standard. We plan to adopt the new standard on January 1, 2019. The guidance requires an entity to adopt the new standard, as amended, either retrospectively to each prior reporting period presented in the financial statements with the cumulative effect recognized at the beginning of the earliest comparative period or retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment, with certain practical expedients available. While we are currently assessing the impact of this ASU on our financial statements, including selecting the transition method, we expect the primary impact to our consolidated balance sheet will be the recognition of our operating leases on our balance sheets and providing disclosures as required by the new standard.

We do not expect that any other recently issued accounting guidance will have a significant effect on our consolidated financial statements.

v3.10.0.1
ADOPTION OF ASC 606, REVENUE FROM CONTRACTS WITH CUSTOMERS
6 Months Ended
Jun. 30, 2018
Revenue From Contract With Customer [Abstract]  
ADOPTION OF ASC 606, REVENUE FROM CONTRACTS WITH CUSTOMERS

3.ADOPTION OF ASC 606, “REVENUE FROM CONTRACTS WITH CUSTOMERS”

 

Change in accounting policies

On January 1, 2018, we adopted ASC 606 using the modified retrospective method, which requires us to evaluate whether any cumulative adjustment is required to be recorded to retained earnings (or accumulated deficit) as a result of applying the provisions set forth under ASC 606 for any existing arrangements not yet completed as of the adoption date of January 1, 2018. We determined that there was an immaterial cumulative adjustment in the amount of approximately $4.4 million, which we recorded to accumulated deficit as of the adoption date as a result of applying the modified retrospective transition method. In addition, under the modified retrospective method, our prior period results were not recast to reflect the new revenue recognition standard. Except for the changes discussed with respect to revenue recognition, the impact of which is summarized in the tables below, we have consistently applied our accounting policies to all periods presented in our Financial Statements.

Games revenues

 

We previously reported certain costs incurred in connection with our WAP platform, consisting primarily of the WAP jackpot expenses, as cost of revenues. Under ASC 606, such costs are reflected as reductions to gaming operations revenues on a net basis.

FinTech revenues

 

We previously reported costs and expenses related to our cash access services, which include commission expenses payable to casino operators, interchange fees payable to the network associations and processing and related costs payable to other third party partners, as a cost of revenues. Under ASC 606, such costs are reflected as reductions to cash access services revenues on a net basis.

The following table presents the impact of the application of ASC 606 utilizing the modified retrospective transition method to certain line items on our Unaudited Condensed Consolidated Statements of Income and Comprehensive Income for the three and six months ended June 30, 2018 (in thousands):

 

 

 

Three Months Ended June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

Without Adoption

 

 

 

As reported

 

 

Adjustments

 

 

of ASC 606

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Games revenues

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

$

43,022

 

 

$

619

 

 

$

43,641

 

Games total revenues

 

 

65,948

 

 

 

619

 

 

 

66,567

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FinTech revenues

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

39,739

 

 

 

155,000

 

 

 

194,739

 

Equipment

 

 

4,765

 

 

 

(2,261

)

 

 

2,504

 

FinTech total revenues

 

 

52,734

 

 

 

152,739

 

 

 

205,473

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

 

118,682

 

 

 

153,358

 

 

 

272,040

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Games cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

 

4,211

 

 

 

619

 

 

 

4,830

 

Games total cost of revenues

 

 

16,815

 

 

 

619

 

 

 

17,434

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FinTech cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

2,446

 

 

 

155,000

 

 

 

157,446

 

Equipment

 

 

3,426

 

 

 

 

 

 

3,426

 

FinTech total cost of revenues

 

 

6,852

 

 

 

155,000

 

 

 

161,852

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total costs and expenses

 

 

96,085

 

 

 

155,619

 

 

 

251,704

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

22,597

 

 

 

(2,261

)

 

 

20,336

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income tax

 

 

309

 

 

 

(2,261

)

 

 

(1,952

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit

 

 

(1,166

)

 

 

 

 

 

(1,166

)

Net income

 

 

1,475

 

 

 

(2,261

)

 

 

(786

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

417

 

 

 

(2,261

)

 

 

(1,844

)

 

(1)

Exclusive of depreciation and amortization.

 

The adoption of ASC 606 utilizing the modified retrospective transition method did not have a material impact to our Balance Sheets and Cash Flows as of and for the three months ended June 30, 2018.

 

 

 

Six Months Ended June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

Without Adoption

 

 

 

As reported

 

 

Adjustments

 

 

of ASC 606

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Games revenues

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

$

83,078

 

 

$

1,081

 

 

$

84,159

 

Games total revenues

 

 

126,165

 

 

 

1,081

 

 

 

127,246

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FinTech revenues

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

77,958

 

 

 

310,448

 

 

 

388,406

 

Equipment

 

 

9,183

 

 

 

(2,472

)

 

 

6,711

 

FinTech total revenues

 

 

103,518

 

 

 

307,976

 

 

 

411,494

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

 

229,683

 

 

 

309,057

 

 

 

538,740

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Games cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

 

8,393

 

 

 

1,081

 

 

 

9,474

 

Games total cost of revenues

 

 

31,738

 

 

 

1,081

 

 

 

32,819

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FinTech cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

4,676

 

 

 

309,899

 

 

 

314,575

 

Equipment

 

 

5,940

 

 

 

(85

)

 

 

5,855

 

FinTech total cost of revenues

 

 

12,813

 

 

 

309,814

 

 

 

322,627

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total costs and expenses

 

 

182,595

 

 

 

310,895

 

 

 

493,490

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

47,088

 

 

 

(1,838

)

 

 

45,250

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income tax

 

 

4,493

 

 

 

(1,838

)

 

 

2,655

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit

 

 

(1,591

)

 

 

 

 

 

(1,591

)

Net income

 

 

6,084

 

 

 

(1,838

)

 

 

4,246

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

5,349

 

 

 

(1,838

)

 

 

3,511

 

 

(1)

Exclusive of depreciation and amortization.

 

The adoption of ASC 606 utilizing the modified retrospective transition method did not have a material impact to our Balance Sheets and Cash Flows as of and for the six months ended June 30, 2018.

v3.10.0.1
BUSINESS COMBINATIONS
6 Months Ended
Jun. 30, 2018
Business Combinations [Abstract]  
BUSINESS COMBINATIONS

4.

BUSINESS COMBINATIONS

 

We account for business combinations in accordance with ASC 805, which requires that the identifiable assets acquired and liabilities assumed be recorded at their estimated fair values on the acquisition date separately from goodwill, which is the excess of the fair value of the purchase price over the fair values of these identifiable assets and liabilities. We include the results of operations of an acquired business as of the acquisition date. We had no material acquisitions for the three and six months ended June 30, 2018 and 2017.

v3.10.0.1
FUNDING AGREEMENTS
6 Months Ended
Jun. 30, 2018
A T M Funding Agreement Disclosure [Abstract]  
FUNDING AGREEMENTS

5.

FUNDING AGREEMENTS

Commercial Cash Arrangements

We have commercial arrangements with third party vendors to provide cash for certain of our ATMs. For the use of these funds, we pay a cash usage fee on either the average daily balance of funds utilized multiplied by a contractually defined cash usage rate or the amounts supplied multiplied by a contractually defined cash usage rate. These cash usage fees, reflected as interest expense within the Statements of Income (Loss), were $2.0 million and $3.7 million for the three and six months ended June 30, 2018, respectively, and $1.2 million and $2.4 million for the three and six months ended June 30, 2017, respectively. We are exposed to interest rate risk to the extent that the applicable rates increase.

Under these agreements, the currency supplied by third party vendors remain their sole property until the funds are dispensed. As these funds are not our assets, supplied cash is not reflected in our Balance Sheets. The outstanding balances of ATM cash utilized by us from the third parties were $225.3 million and $289.8 million as of June 30, 2018 and December 31, 2017, respectively.

Our primary commercial arrangement, the Contract Cash Solutions Agreement, as amended, with Wells Fargo, N.A. Wells Fargo, provides us with cash in the maximum amount of $300.0 million with the ability to increase the amount by $75 million over a 5-day period for holidays, such as the period around New Year’s Day. The agreement currently expires on June 30, 2020. We are responsible for any losses of cash in the ATMs under this agreement, and we self‑insure for this risk. We incurred no material losses related to this self‑insurance for the three and six months ended June 30, 2018 and 2017.

Site-Funded ATMs

We operate ATMs at certain customer gaming establishments where the gaming establishment provides the cash required for the ATM operational needs. We are required to reimburse the customer for the amount of cash dispensed from these site-funded ATMs. The site-funded ATM liability included within settlement liabilities in the accompanying Balance Sheets was $150.9 million and $210.8 million as of June 30, 2018 and December 31, 2017, respectively.

Everi-Funded ATMs

We enter into agreements with customers for certain of our Canadian ATMs whereby we provide the cash required to operate the ATMs. We supplied approximately $6.9 million of our cash for these ATMs at June 30, 2018 and December 31, 2017.

Prefunded Cash Access Agreements

Due to certain regulatory requirements, some international gaming establishments require prefunding of cash to cover all outstanding settlement amounts in order for us to provide cash access services to their properties. We enter into agreements with these operators for which we supply our cash access services for their properties. Under these agreements, we maintain sole discretion to either continue or cease operations as well as discretion over the amounts prefunded to the properties and may request amounts to be refunded to us, with appropriate notice to the operator, at any time. The initial prefunded amounts and subsequent amounts from the settlement of transactions are deposited into a bank account that is to be used exclusively for cash access services, and we maintain the right to monitor all transaction activity in that account. The total amount of prefunded cash outstanding was approximately $6.0 million and $8.4 million at June 30, 2018 and December 31, 2017, respectively, and is included in prepaid expenses and other assets on our Balance Sheets.

v3.10.0.1
TRADE AND OTHER RECEIVABLES
6 Months Ended
Jun. 30, 2018
Receivables [Abstract]  
TRADE AND OTHER RECEIVABLES

6.

TRADE AND OTHER RECEIVABLES

Trade and loans receivables represent short-term credit granted to customers as well as long-term loans receivable on our games, equipment and compliance products. Trade and loans receivables generally do not require collateral. The balance of trade and loans receivables consists of outstanding balances owed to us by gaming establishments. Other receivables include income taxes receivables and other miscellaneous receivables. The balance of trade and other receivables consisted of the following (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Trade and other receivables, net

 

 

 

 

 

 

 

 

Games trade and loans receivables

 

$

47,815

 

 

$

38,070

 

FinTech trade and loans receivables(1)

 

 

21,139

 

 

 

10,780

 

Other receivables

 

 

1,302

 

 

 

1,570

 

Total trade and other receivables, net

 

 

70,256

 

 

 

50,420

 

Less: non-current portion of receivables

 

 

 

 

 

 

 

 

Games trade and loans receivables

 

 

(2,515

)

 

 

(1,267

)

FinTech trade and loans receivables(1)

 

 

(6,158

)

 

 

(1,371

)

Total non-current portion of receivables

 

 

(8,673

)

 

 

(2,638

)

Total trade and other receivables, current portion

 

$

61,583

 

 

$

47,782

 

 

(1)

In connection with the adoption of ASC 606 utilizing the modified retrospective transition method, we recorded an immaterial cumulative adjustment with respect to certain amounts that had been previously deferred under the then existing revenue recognition guidance as of December 31, 2017 that required recognition under ASC 606 as of the effective date of adoption in accumulated deficit.

At least quarterly, we evaluate the collectability of the outstanding balances and establish a reserve for the amount of the expected losses on our receivables. The allowance for doubtful accounts for trade receivables was $5.4 million as of June 30, 2018 and $4.7 million as of December 31, 2017 and includes reserves for both Games and FinTech receivables. The provision for doubtful customer accounts receivable is generally included within operating expenses in the Statements of Income (Loss). We also have a provision for doubtful accounts specifically associated with our check warranty service, whereby we collect a fee and undertake responsibility for collecting the receivables, which is included within FinTech cost of revenues in the Statements of Income (Loss). The outstanding balances of the check warranty and general reserves were $2.8 million and $2.6 million, respectively, as of June 30, 2018 and $2.7 million and $2.0 million, respectively, as of December 31, 2017.

v3.10.0.1
INVENTORY
6 Months Ended
Jun. 30, 2018
Inventory Disclosure [Abstract]  
INVENTORY

7.

INVENTORY

 

Our inventory primarily consists of component parts as well as work-in-progress and finished goods. The cost of inventory includes cost of materials, labor, overhead and freight. The inventory is stated at the lower of cost or net realizable value and accounted for using the FIFO method.

 

There was no material impairment of our inventory for the three and six months ended June 30, 2018 and 2017.

 

We recorded an immaterial impairment charge of approximately $1.8 million in our Games segment for the three and six months ended June 30, 2018 to reduce the carrying value of certain component parts to their fair values. The adjustment was included in operating expenses in our Statements of Income (Loss).  

Inventory consisted of the following (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Inventory

 

 

 

 

 

 

 

 

Component parts, net of reserves of $1,563 and $1,327 at

   June 30, 2018 and December 31, 2017, respectively

 

$

18,598

 

 

$

18,782

 

Work-in-progress

 

 

1,389

 

 

 

985

 

Finished goods

 

 

3,540

 

 

 

4,200

 

Total inventory

 

$

23,527

 

 

$

23,967

 

 

v3.10.0.1
PREPAID AND OTHER ASSETS
6 Months Ended
Jun. 30, 2018
Prepaid Expense And Other Assets [Abstract]  
PREPAID AND OTHER ASSETS

8.

PREPAID AND OTHER ASSETS

Prepaid and other assets include the balance of prepaid expenses, deposits, debt issuance costs on our Revolving Credit Facility (defined herein), restricted cash and other assets. The current portion of these assets is included in prepaid and other assets and the non-current portion is included in other assets, both of which are contained within the Balance Sheets.

The balance of the current portion of prepaid and other assets consisted of the following (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Prepaid expenses and other assets

 

 

 

 

 

 

 

 

Deposits

 

$

7,093

 

 

$

9,003

 

Prepaid expenses

 

 

10,065

 

 

 

6,426

 

Other

 

 

2,605

 

 

 

5,241

 

Total prepaid expenses and other assets

 

$

19,763

 

 

$

20,670

 

 

The balance of the non-current portion of other assets consisted of the following (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Other assets

 

 

 

 

 

 

 

 

Prepaid expenses and deposits

 

$

5,144

 

 

$

4,103

 

Debt issuance costs of revolving credit facility

 

 

752

 

 

 

849

 

Other

 

 

341

 

 

 

2,657

 

Total other assets

 

$

6,237

 

 

$

7,609

 

 

v3.10.0.1
PROPERTY, EQUIPMENT AND LEASED ASSETS
6 Months Ended
Jun. 30, 2018
Property Plant And Equipment [Abstract]  
PROPERTY, EQUIPMENT AND LEASED ASSETS

9.

PROPERTY, EQUIPMENT AND LEASED ASSETS

Property, equipment and leased assets consist of the following (in thousands):

 

 

 

 

 

At June 30, 2018

 

 

At December 31, 2017

 

 

 

Useful Life

 

 

 

 

 

Accumulated

 

 

Net Book

 

 

 

 

 

 

Accumulated

 

 

Net Book

 

 

 

(Years)

 

Cost

 

 

Depreciation

 

 

Value

 

 

Cost

 

 

Depreciation

 

 

Value

 

Property, equipment and

   leased assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental pool - deployed

 

2-4

 

$

180,323

 

 

$

92,065

 

 

$

88,258

 

 

$

162,319

 

 

$

80,895

 

 

$

81,424

 

Rental pool - undeployed

 

2-4

 

 

30,418

 

 

 

21,424

 

 

 

8,994

 

 

 

17,366

 

 

 

9,374

 

 

 

7,992

 

FinTech equipment

 

3-5

 

 

27,142

 

 

 

20,583

 

 

 

6,559

 

 

 

25,907

 

 

 

18,654

 

 

 

7,253

 

Leasehold and building

   improvements

 

Lease

Term

 

 

11,339

 

 

 

6,103

 

 

 

5,236

 

 

 

10,981

 

 

 

5,211

 

 

 

5,770

 

Machinery, office and other

   equipment

 

2-5

 

 

41,082

 

 

 

26,781

 

 

 

14,301

 

 

 

35,167

 

 

 

24,087

 

 

 

11,080

 

Total

 

 

 

$

290,304

 

 

$

166,956

 

 

$

123,348

 

 

$

251,740

 

 

$

138,221

 

 

$

113,519

 

Depreciation expense related to property, equipment and leased assets totaled approximately $13.7 million and $26.5 million for the three and six months ended June 30, 2018 and $11.4 million and $22.2 million for the three and six months ended June 30, 2017, respectively.

There was no material impairment of our property, equipment and leased assets for the three and six months ended June 30, 2018 and 2017.

We recorded an immaterial impairment charge of approximately $0.8 million in our Games segment for the three and six months ended June 30, 2018 to reduce the carrying value of certain leased assets to their fair values. The adjustment was included in operating expenses in our Statements of Income (Loss).

v3.10.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS
6 Months Ended
Jun. 30, 2018
Goodwill And Intangible Assets Disclosure [Abstract]  
GOODWILL AND OTHER INTANGIBLE ASSETS

10.

GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

Goodwill represents the excess of the purchase price over the identifiable tangible and intangible assets acquired plus liabilities assumed arising from business combinations. The balance of goodwill was $640.6 million at June 30, 2018 and December 31, 2017, respectively.

In accordance with ASC 350, we test goodwill at the reporting unit level, which are identified as operating segments or one level below, for impairment on an annual basis and between annual tests if events and circumstances indicate it is more likely than not that the fair value of a reporting unit is less than its carrying amount.

We test for impairment annually on a reporting unit basis, at the beginning of our fourth fiscal quarter, or more often under certain circumstances. The annual impairment test is completed using either: a qualitative Step 0 assessment based on reviewing relevant events and circumstances; or a quantitative Step 1 assessment, which determines the fair value of the reporting unit, using an income approach that discounts future cash flows based on the estimated future results of our reporting units and a market approach that compares market multiples of comparable companies to determine whether or not any impairment exists. If the fair value of a reporting unit is less than its carrying amount, we will use the Step 1 assessment to determine the impairment.

No impairment was identified for our goodwill for the three and six months ended June 30, 2018 and 2017.

Other Intangible Assets

Other intangible assets consist of the following (in thousands):

 

 

 

 

At June 30, 2018

 

 

At December 31, 2017

 

 

 

Weighted Average

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remaining Life

 

 

 

 

 

 

Accumulated

 

 

Net Book

 

 

 

 

 

 

Accumulated

 

 

Net Book

 

 

 

(years)

 

 

Cost

 

 

Amortization

 

 

Value

 

 

Cost

 

 

Amortization

 

 

Value

 

Other intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contract rights under

   placement fee agreements

 

 

4

 

 

$

57,594

 

 

$

8,088

 

 

$

49,506

 

 

$

57,231

 

 

$

3,910

 

 

$

53,321

 

Customer contracts

 

 

6

 

 

 

51,175

 

 

 

44,900

 

 

 

6,275

 

 

 

51,175

 

 

 

43,638

 

 

 

7,537

 

Customer relationships

 

 

8

 

 

 

231,100

 

 

 

74,136

 

 

 

156,964

 

 

 

231,100

 

 

 

63,653

 

 

 

167,447

 

Developed technology and

   software

 

 

2

 

 

 

264,369

 

 

 

175,488

 

 

 

88,881

 

 

 

249,064

 

 

 

158,919

 

 

 

90,145

 

Patents, trademarks and other

 

 

4

 

 

 

29,168

 

 

 

24,147

 

 

 

5,021

 

 

 

29,046

 

 

 

23,185

 

 

 

5,861

 

Total

 

 

 

 

 

$

633,406

 

 

$

326,759

 

 

$

306,647

 

 

$

617,616

 

 

$

293,305

 

 

$

324,311

 

 

Amortization expense related to other intangible assets was approximately $16.6 million and $32.9 million for the three and six months ended June 30, 2018, respectively, and $17.4 million and $34.8 million for the three and six months ended June 30, 2017, respectively.          

We evaluate our other intangible assets for potential impairment in connection with our quarterly review process. There was no material impairment identified for any of our other intangible assets for the three and six months ended June 30, 2018 and 2017.

We enter into placement fee agreements to secure a long-term revenue share percentage and a fixed number of player terminal placements in a gaming facility, for which the funding under placement fee agreements is not reimbursed. In return for the fees under these agreements, each facility dedicates a percentage of its floor space, or an agreed upon unit count, for the placement of our electronic gaming machines (“EGMs”) over the term of the agreement, generally 12 to 83 months, and we receive a fixed percentage or flat fee of those machines’ hold per day. Certain of the agreements contain EGM performance standards that could allow the respective facility to reduce a portion of our guaranteed floor space.

Placement fees and amounts advanced in excess of those to be reimbursed by the customer for real property and land improvements are allocated to intangible assets and are generally amortized over the term of the contract, which is recorded as a reduction of revenue generated from the facility. In the past we have, and in the future, we may, by mutual agreement, amend these agreements to reduce our floor space at the facilities. Any proceeds received for the reduction of floor space are first applied against the intangible asset for that particular placement fee agreement, if any, and the remaining net book value of the intangible asset is prospectively amortized on a straight-line method over the remaining estimated useful life.

We paid approximately $5.9 million and $11.5 million in placement fees, including $0.4 million and $1.4 million of imputed interest, to a customer for the three and six months ended June 30, 2018, respectively, and approximately $3.0 million in placement fees for the three and six months ended June 30, 2017.

v3.10.0.1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
6 Months Ended
Jun. 30, 2018
Payables And Accruals [Abstract]  
ACCOUNTS PAYABLE AND ACCRUED EXPENSES

11.

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

The following table presents our accounts payable and accrued expenses (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Accounts payable and accrued expenses

 

 

 

 

 

 

 

 

Trade accounts payable

 

$

64,946

 

 

$

59,435

 

Placement fees(1)

 

 

22,328

 

 

 

22,328

 

Accrued interest

 

 

1,481

 

 

 

5,766

 

Deferred and unearned revenues

 

 

15,166

 

 

 

10,450

 

Cash access processing and related expenses

 

 

6,562

 

 

 

8,932

 

Payroll and related expenses

 

 

11,009

 

 

 

14,178

 

Accrued taxes

 

 

1,874

 

 

 

2,112

 

Other

 

 

9,130

 

 

 

11,303

 

Total accounts payable and accrued expenses

 

$

132,496

 

 

$

134,504

 

 

(1)

The total outstanding balance of the placement fee liability as of June 30, 2018 and December 31, 2017 was $27.9 million and $39.1 million, respectively. The remaining $5.6 million and $16.8 million of non-current placement fees as of June 30, 2018 and December 31, 2017, respectively, was included in other accrued expenses and liabilities in our Balance Sheets.

v3.10.0.1
LONG-TERM DEBT
6 Months Ended
Jun. 30, 2018
Debt Disclosure [Abstract]  
LONG-TERM DEBT

12.

LONG-TERM DEBT

The following table summarizes our outstanding indebtedness (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Long-term debt

 

 

 

 

 

 

 

 

Senior secured term loan

 

$

811,800

 

 

$

815,900

 

Senior unsecured notes

 

 

375,000

 

 

 

375,000

 

Total debt

 

 

1,186,800

 

 

 

1,190,900

 

Less: debt issuance costs and discount

 

 

(21,203

)

 

 

(23,057

)

Total debt after debt issuance costs and discount

 

 

1,165,597

 

 

 

1,167,843

 

Less: current portion of long-term debt

 

 

(8,200

)

 

 

(8,200

)

Long-term debt, less current portion

 

$

1,157,397

 

 

$

1,159,643

 

Refinancing

On May 9, 2017 (the “Closing Date”), Everi Payments, as borrower, and Holdings entered into a credit agreement with the lenders party thereto and Jefferies Finance LLC, as administrative agent, collateral agent, swing line lender, letter of credit issuer, sole lead arranger and sole book manager (amended as described below, the “New Credit Agreement”). The New Credit Agreement provides for: (i) a $35.0 million, five-year senior secured revolving credit facility (the “New Revolving Credit Facility”); and (ii) an $820.0 million, seven-year senior secured term loan facility (the “New Term Loan Facility,” and together with the New Revolving Credit Facility, the “New Credit Facilities”). The fees associated with the New Credit Facilities included discounts of approximately $4.1 million and debt issuance costs of approximately $15.5 million. All borrowings under the New Revolving Credit Facility are subject to the satisfaction of customary conditions, including the absence of defaults and the accuracy of representations and warranties.

The proceeds from the New Term Loan Facility incurred on the Closing Date were used to: (i) refinance: (a) Everi Payments’ existing credit facility with an outstanding balance of approximately $462.3 million with Bank of America, N.A., as administrative agent, collateral agent, swing line lender and letter of credit issuer, Deutsche Bank Securities Inc., as syndication agent, and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Deutsche Bank Securities Inc., as joint lead arrangers and joint book managers (the “Prior Credit Facility”); and (b) Everi Payments’ 7.25% Senior Secured Notes due 2021 in the aggregate original principal amount of $335.0 million (the “Refinanced Secured Notes”); and (ii) pay related transaction fees and expenses.

In connection with the refinancing, we recorded a non-cash charge of approximately $14.6 million during the second quarter of 2017 related to the unamortized deferred financing fees and discounts related to the extinguished term loan under the Prior Credit Facility and the redeemed Refinanced Secured Notes. No prepayment penalties were incurred.

On November 13, 2017 (the “Repricing Closing Date”), we entered into an amendment to the New Credit Agreement (the “First Amendment”) which, among other things, reduced the interest rate on the approximately $818.0 million then outstanding balance of the New Term Loan Facility, but did not change the maturity dates for the New Term Loan Facility or the New Revolving Credit Facility or the financial covenants or other debt repayments terms set forth in the New Credit Agreement. We incurred approximately $3.0 million of debt issuance costs and fees associated with the repricing of the New Term Loan Facility.

 

On May 17, 2018, we entered into a Second Amendment (the “Second Amendment”) to the New Credit Agreement, which reduced the interest rate on the $813.9 million outstanding balance of the senior secured term loan under the Credit Agreement by 50 basis points to LIBOR + 3.00% from LIBOR + 3.50% with the LIBOR floor unchanged at 1.00%. The senior secured term loan under the Credit Agreement will be subject to a prepayment premium of 1.00% of the principal amount repaid for any voluntary prepayment or mandatory prepayment with proceeds of debt that has a lower effective yield than the repriced term loan or any amendment to the repriced term loan that reduces the interest rate thereon, in each case, to the extent occurring within six months of the effective date of the Second Amendment. The maturity date for the Credit Agreement remains May 9, 2024, and no changes were made to the financial covenants or other debt repayment terms. We incurred approximately $1.3 million of debt issuance costs and fees associated with the repricing of the New Term Loan Facility.

 

New Credit Facilities

The New Term Loan Facility matures seven years after the Closing Date and the New Revolving Credit Facility matures five years after the Closing Date. The New Revolving Credit Facility is available for general corporate purposes, including permitted acquisitions, working capital and the issuance of letters of credit.

The interest rate per annum applicable to loans under the New Revolving Credit Facility is, at Everi Payments’ option, the base rate or the Eurodollar Rate (defined to be the London Interbank Offered Rate or a comparable or successor rate) (the “Eurodollar Rate”) plus, in each case, an applicable margin. The interest rate per annum applicable to the New Term Loan Facility also is, at Everi Payments’ option, the base rate or the Eurodollar Rate plus, in each case, an applicable margin. The Eurodollar Rate is reset at the beginning of each selected interest period based on the Eurodollar Rate then in effect; provided that, if the Eurodollar Rate is below zero, then such rate will be equal to zero plus the applicable margin. The base rate is a fluctuating interest rate equal to the highest of: (i) the prime lending rate announced by the administrative agent; (ii) the federal funds effective rate from time to time plus 0.50%; and (iii) the Eurodollar Rate (after taking account of any applicable floor) applicable for an interest period of one month plus 1.00%. Prior to the effectiveness of the First Amendment on the Repricing Closing Date, the applicable margins for both the New Revolving Credit Facility and the New Term Loan Facility were: (i) 4.50% in respect of Eurodollar Rate loans and (ii) 3.50% in respect of base rate loans. The applicable margins for the New Term Loan Facility from and after the effectiveness of the First Amendment on the Repricing Closing Date through the effectiveness of the Second Amendment were: (i) 3.50% in respect of Eurodollar Rate loans and (ii) 2.50% in respect of base rate loans. The applicable margins for the New Term Loan Facility from and after the effectiveness of the Second Amendment are: (i) 3.00% in respect of Eurodollar Rate loans and (ii) 2.00% in respect of base rate loans.

Voluntary prepayments of the term loan and the revolving loans and voluntary reductions in the unused commitments are permitted in whole or in part, in minimum amounts as set forth in the New Credit Agreement governing the New Credit Facilities, with prior notice but without premium or penalty, except that certain refinancings of the term loans within six months after the Repricing Closing Date will be subject to a prepayment premium of 1.00% of the principal amount repaid.

Subject to certain exceptions, the obligations under the New Credit Facilities are secured by substantially all of the present and subsequently acquired assets of each of Everi Payments, Holdings and the subsidiary guarantors party thereto including: (i) a perfected first priority pledge of all the capital stock of Everi Payments and each domestic direct, wholly owned material restricted subsidiary held by Holdings, Everi Payments or any such subsidiary guarantor; and (ii) a perfected first priority security interest in substantially all other tangible and intangible assets of Holdings, Everi Payments, and such subsidiary guarantors (including, but not limited to, accounts receivable, inventory, equipment, general intangibles, investment property, real property, intellectual property and the proceeds of the foregoing). Subject to certain exceptions, the New Credit Facilities are unconditionally guaranteed by Holdings and such subsidiary guarantors.

The New Credit Agreement governing the New Credit Facilities contains certain covenants that, among other things, limit Holdings’ ability, and the ability of certain of its subsidiaries, to incur additional indebtedness, sell assets or consolidate or merge with or into other companies, pay dividends or repurchase or redeem capital stock, make certain investments, issue capital stock of subsidiaries, incur liens, prepay, redeem or repurchase subordinated debt, and enter into certain types of transactions with its affiliates. The New Credit Agreement governing the New Credit Facilities also requires Holdings, together with its subsidiaries, to comply with a consolidated secured leverage ratio. At June 30, 2018, our consolidated secured leverage ratio was 3.42 to 1.00, with a maximum allowable ratio of 5.00 to 1.00 (which maximum allowable ratio is reduced to 4.75 to 1.00 as of December 31, 2018, 4.50 to 1.00 as of December 31, 2019, 4.25 to 1.00 as of December 31, 2020, and 4.00 to 1.00 as of December 31, 2021 and each December 31 thereafter).

We were in compliance with the covenants and terms of the New Credit Facilities as of June 30, 2018.

Events of default under the New Credit Agreement governing the New Credit Facilities include customary events such as a cross-default provision with respect to other material debt. In addition, an event of default will occur if Holdings undergoes a change of control. This is defined to include the case where Holdings ceases to own 100% of the equity interests of Everi Payments, or where any person or group acquires a percentage of the economic or voting interests of Holdings’ capital stock of 35% or more (determined on a fully diluted basis).

We are required to repay the New Term Loan Facility in an amount equal to 0.25% per quarter of the initial aggregate principal, with the final principal repayment installment on the maturity date. Interest is due in arrears on each interest payment date applicable thereto and at such other times as may be specified in the New Credit Agreement. As to any loan other than a base rate loan, the interest payment dates shall be the last day of each interest period applicable to such loan and the maturity date (provided, however, that if any interest period for a Eurodollar Rate loan exceeds three months, the respective dates that fall every three months after the beginning of such interest period shall also be interest payment dates). As to any base rate loan, the interest payment dates shall be last business day of each March, June, September and December and the maturity date.  

For the three and six months ended June 30, 2018, the New Term Loan Facility had an applicable weighted average interest rate of 5.24% and 5.15%, respectively.

At June 30, 2018, we had $811.8 million of borrowings outstanding under the New Term Loan Facility and no borrowings outstanding under the New Revolving Credit Facility. We had $35.0 million of additional borrowing availability under the New Revolving Credit Facility as of June 30, 2018.

Refinanced Senior Secured Notes

In connection with entering into the New Credit Agreement, on May 9, 2017, Everi Payments redeemed in full all outstanding Refinanced Secured Notes in the aggregate principal amount of $335.0 million face value (plus accrued interest) of the Refinanced Secured Notes. As a result of the redemption, we recorded non-cash charges in the amount of approximately $1.7 million, which consisted of unamortized deferred financing fees of $0.2 million and discounts of $1.5 million. These fees were included in the total $14.6 million non-cash charge referred to above.

Senior Unsecured Notes

In December 2014, we issued $350.0 million in aggregate principal amount of 10.0% Senior Unsecured Notes due 2022 (the “2014 Unsecured Notes”) under an indenture (as supplemented, the “2014 Notes Indenture”), dated December 19, 2014, between Everi Payments (as successor issuer), and Deutsche Bank Trust Company Americas, as trustee. The fees associated with the 2014 Unsecured Notes included original issue discounts of approximately $3.8 million and debt issuance costs of approximately $14.0 million. In December 2015, we completed an exchange offer in which all of the unregistered 2014 Unsecured Notes were exchanged for a like amount of 2014 Unsecured Notes that had been registered under the Securities Act.

In December 2017, we issued $375.0 million in aggregate principal amount of 7.50% Senior Unsecured Notes due 2025 (the “2017 Unsecured Notes”) under an indenture (the “2017 Notes Indenture”), dated December 5, 2017, among Everi Payments (as issuer), Holdings and certain of its direct and indirect domestic subsidiaries as guarantors, and Deutsche Bank Trust Company Americas, as trustee. Interest on the 2017 Unsecured Notes accrues at a rate of 7.50% per annum and is payable semi-annually in arrears on each June 15 and December 15, commencing on June 15, 2018. The 2017 Unsecured Notes will mature on December 15, 2025. We incurred approximately $6.1 million of debt issuance costs and fees associated with the issuance of the 2017 Unsecured Notes.

On December 5, 2017, together with the issuance of the 2017 Unsecured Notes, Everi Payments satisfied and discharged the 2014 Notes Indenture relating to the 2014 Unsecured Notes. To effect the satisfaction and discharge, Everi Payments issued an unconditional notice of redemption to Deutsche Bank Trust Company Americas, as trustee, of the redemption in full on January 15, 2018 (the “Redemption Date”) of all outstanding 2014 Unsecured Notes under the terms of the 2014 Notes Indenture. In addition, using the proceeds from the sale of the 2017 Unsecured Notes and cash on hand, Everi Payments irrevocably deposited with the trustee funds sufficient to pay the redemption price of the 2014 Unsecured Notes of 107.5% of the principal amount thereof, plus accrued and unpaid interest to, but not including, the Redemption Date (the “Redemption Price”), and irrevocably instructed the trustee to apply the deposited money toward payment of the Redemption Price for the 2014 Unsecured Notes on the Redemption Date. Upon the trustee’s receipt of such funds and instructions, along with an officer’s certificate of Everi Payments and an opinion of counsel certifying and opining that all conditions under the 2014 Notes Indenture to the satisfaction and discharge of the 2014 Notes Indenture had been satisfied, the 2014 Notes Indenture was satisfied and discharged, and all of the obligations of Everi Payments and the guarantors under the 2014 Notes Indenture ceased to be of further effect, as of December 5, 2017 (subject to certain exceptions). The 2014 Unsecured Notes were thereafter redeemed on the Redemption Date.

In connection with the issuance of the 2017 Unsecured Notes and the redemption of the 2014 Unsecured Notes, in December 2017 we incurred a $37.2 million loss on extinguishment of debt consisting of a $26.3 million make-whole premium related to the satisfaction and redemption of the 2014 Unsecured Notes and approximately $10.9 million for the write-off of related unamortized debt issuance costs and fees.

We were in compliance with the terms of the 2017 Unsecured Notes as of June 30, 2018.

v3.10.0.1
COMMITMENTS AND CONTINGENCIES
6 Months Ended
Jun. 30, 2018
Commitments And Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES

13.

COMMITMENTS AND CONTINGENCIES

There were no material changes in our commitments under contractual obligations as compared to those disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017.

We are involved in various investigations, claims and lawsuits in the ordinary course of our business. In addition, various legal actions, claims and governmental inquiries and proceedings are pending or may be instituted or asserted in the future against us and our subsidiaries. Although the outcome of our legal proceedings cannot be predicted with certainty and no assurances can be provided, based upon current information, we do not believe the liabilities, if any, which may ultimately result from the outcome of such matters, individually or in the aggregate, will have a material adverse impact on our financial position, liquidity or results of operations.

v3.10.0.1
SHAREHOLDERS' EQUITY
6 Months Ended
Jun. 30, 2018
Stockholders Equity Note [Abstract]  
SHAREHOLDERS' EQUITY

14.

SHAREHOLDERS’ EQUITY

Preferred Stock. Our amended and restated certificate of incorporation, as amended, allows our Board of Directors, without further action by stockholders, to issue up to 50 million shares of preferred stock in one or more series and to fix the designations, powers, preferences, privileges and relative participating, optional, or special rights as well as the qualifications, limitations or restrictions of the preferred stock, including dividend rights, conversion rights, voting rights, terms of redemption and liquidation preferences. As of June 30, 2018 and December 31, 2017, we had no shares of preferred stock outstanding.

Common Stock. Subject to the preferences that may apply to shares of preferred stock that may be outstanding at the time, the holders of outstanding shares of common stock are entitled to receive dividends out of assets legally available at the times and in the amounts as our Board of Directors may from time to time determine. All dividends are non-cumulative. In the event of the liquidation, dissolution or winding up of Everi, the holders of common stock are entitled to share ratably in all assets remaining after the payment of liabilities, subject to the prior distribution rights of preferred stock, if any, then outstanding. Each stockholder is entitled to one vote for each share of common stock held on all matters submitted to a vote of stockholders. Cumulative voting for the election of directors is not provided for. The common stock is not entitled to preemptive rights and is not subject to conversion or redemption. There are no sinking fund provisions applicable to the common stock. Each outstanding share of common stock is fully paid and non-assessable. As of June 30, 2018 and December 31, 2017, we had 94.4 million and 93.1 million shares of common stock issued, respectively.

 

Treasury Stock. Employees may direct us to withhold vested shares of restricted stock to satisfy the minimum statutory withholding requirements applicable to their restricted stock vesting. We withheld from restricted stock awards 1,215 and 6,216 shares of common stock for the three and six months ended June 30, 2018, respectively, at an aggregate purchase price of $8,878 and $47,278, respectively, and 455 and 3,029 shares of common stock for the three and six months ended June 30, 2017, respectively, at an aggregate purchase price of $3,117 and $10,591, respectively, to satisfy the minimum applicable tax withholding obligations related to the vesting of such restricted stock awards.  

v3.10.0.1
WEIGHTED AVERAGE COMMON SHARES
6 Months Ended
Jun. 30, 2018
Earnings Per Share [Abstract]  
WEIGHTED AVERAGE COMMON SHARES

15.

WEIGHTED AVERAGE COMMON SHARES

The weighted average number of shares of common stock outstanding used in the computation of basic and diluted loss per share is as follows (in thousands):

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Weighted average shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares

   outstanding - basic

 

 

69,203

 

 

 

66,350

 

 

 

68,946

 

 

 

66,221

 

Potential dilution from equity awards(1)

 

 

4,237

 

 

 

 

 

 

4,377

 

 

 

 

Weighted average number of common shares

   outstanding - diluted(1)

 

 

73,440

 

 

 

66,350

 

 

 

73,323

 

 

 

66,221

 

 

(1)

The potential dilution excludes the weighted average effect of equity awards to purchase 8.6 million and 8.1 million shares of common stock for the three and six months ended June 30, 2018, respectively, because the application of the treasury stock method, as required, makes them anti-dilutive. Company was in a net loss position for the three and six months ended June 30, 2017; therefore, potentially dilutive common shares were excluded as their effects would be anti-dilutive under the application of the treasury stock method. Equity awards to purchase approximately 11.9 million and 15.3 shares of common stock for the three and six months ended June 30, 2017 were excluded from the diluted net loss per share results.

v3.10.0.1
SHARE-BASED COMPENSATION
6 Months Ended
Jun. 30, 2018
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
SHARE-BASED COMPENSATION

16.

SHARE-BASED COMPENSATION

Equity Incentive Awards

Our 2014 Equity Incentive Plan (as amended and restated effective May 23, 2017, the “Amended and Restated 2014 Plan”) and our 2012 Equity Incentive Plan (as amended, the “2012 Plan”) are used to attract and retain the best available personnel, to provide additional incentives to employees, directors and consultants and to promote the success of our business. The 2012 Plan was assumed in connection with our 2014 acquisition of Everi Games Holding and conformed to include similar provisions to those as set forth in the Amended and Restated 2014 Plan. Our equity incentive plans are administered by the Compensation Committee of our Board of Directors, which has the authority to select individuals who are to receive equity incentive awards and to specify the terms and conditions of grants of such awards, including, but not limited to the vesting provisions and exercise prices.

Generally, we grant the following award types with varying vesting provisions and expiration periods: (a) time-based options; (b) market-based options; (c) time-based restricted stock; and (d) restricted stock units (“RSUs”) with either time- or performance-based criteria.

A summary of award activity is as follows (in thousands):

 

 

 

Stock Options

 

 

Restricted Stock

 

 

Restricted Stock

 

 

 

Granted

 

 

Awards Granted

 

 

Units Granted

 

Outstanding, December 31, 2017

 

 

19,131

 

 

 

74

 

 

 

 

Granted

 

 

 

 

 

 

 

 

1,838

 

Exercised options or vested shares

 

 

(1,288

)

 

 

(22

)

 

 

 

Cancelled or forfeited

 

 

(1,209

)

 

 

 

 

 

(5

)

Outstanding, June 30, 2018

 

 

16,634

 

 

 

52

 

 

 

1,833

 

 

There are approximately 3.3 million awards of our common stock available for future equity grants, both under the Amended and Restated 2014 Plan and the 2012 Plan. There are no awards available for future equity grants under the 2005 Plan.

Stock Options

Our time-based stock options granted under our equity plans generally vest at a rate of 25% per year on each of the first four anniversaries of the option grant dates and the options expire after a ten-year period. We estimate forfeiture amounts based on historical patterns.

Our market-based options granted in 2017 vest at a rate of 25% per year on each of the first four anniversaries of the grant date, provided that as of the vesting date for each vesting tranche, the closing price of our shares on the New York Stock Exchange is at least a specified price hurdle, defined as a 25% premium to the closing stock price on the grant date. If the price hurdle is not met as of the vesting date for a vesting tranche, then the vested tranche shall vest and become vested shares on the last day of a period of 30 consecutive trading days during which the closing price is at least the price hurdle. These options expire after a ten-year period.

There were no time-based or market-based option awards granted during the six months ended June 30, 2018.

The fair values of our standard time-based options were determined as of the date of grant using the Black-Scholes option pricing model with the following assumptions:

 

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

2017

 

Risk-free interest rate

 

 

2

%

Expected life of options (in years)

 

 

6

 

Expected volatility

 

 

54

%

Expected dividend yield

 

 

%

 

The fair values of our market-based options were determined as of the date of grant using a lattice-based option valuation model with the following assumptions:

 

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

2017

 

Risk-free interest rate

 

 

3

%

Measurement period (in years)

 

 

10

 

Expected volatility

 

 

70

%

Expected dividend yield

 

 

%

 

The following table presents the options activity:

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Number of

 

 

Weighted Average

 

 

Average Life

 

 

Aggregate

 

 

 

Options

 

 

Exercise Price

 

 

Remaining

 

 

Intrinsic Value

 

 

 

(in thousands)

 

 

(per share)

 

 

(years)

 

 

(in thousands)

 

Outstanding, December 31, 2017

 

 

19,131

 

 

$

5.34

 

 

 

6.4

 

 

$

45,887

 

Granted

 

 

 

 

$

 

 

 

 

 

 

 

 

 

Exercised

 

 

(1,288

)

 

$

4.94

 

 

 

 

 

 

 

 

 

Canceled or forfeited

 

 

(1,209

)

 

$

5.77

 

 

 

 

 

 

 

 

 

Outstanding, June 30, 2018

 

 

16,634

 

 

$

5.34

 

 

 

6.5

 

 

$

36,771

 

Vested and expected to vest, June 30, 2018

 

 

15,355

 

 

$

5.39

 

 

 

6.5

 

 

$

33,418

 

Exercisable, June 30, 2018

 

 

10,101

 

 

$

6.06

 

 

 

5.9

 

 

$

16,376

 

 

There were no options granted for the three and six months ended June 30, 2018 and 58,000 and 4.1 million options granted for the three and six months ended June 30, 2017, respectively. The weighted average grant date fair value per share of options granted was $3.28 and $1.83 for the three and six months ended June 30, 2017, respectively. The total intrinsic value of options exercised was $2.5 million and $3.7 million for the three and six months ended June 30, 2018, respectively, and $2.0 million for the three and six months ended June 30, 2017.

There was $5.2 million in unrecognized compensation expense related to options expected to vest as of June 30, 2018. This cost is expected to be recognized on a straight-line basis over a weighted average period of 3.2 years. We recorded $3.7 million during the six months ended June 30, 2018 in non-cash compensation expense related to options granted that were expected to vest as of June 30, 2018. During the three and six months ended June 30, 2018, we received $2.8 million and $7.1 million, respectively, in cash from the exercise of options.

There was $13.4 million in unrecognized compensation expense related to options expected to vest as of June 30, 2017. This cost was expected to be recognized on a straight-line basis over a weighted average period of 2.4 years. We recorded $3.3 million during the six months ended June 30, 2017 in non-cash compensation expense related to options granted that were expected to vest as of June 30, 2017. We received $1.8 million in cash from the exercise of options for the three and six months ended June 30, 2017.

Restricted Stock Awards

The following is a summary of non-vested share awards for our time-based restricted stock:

 

 

 

 

 

 

 

Weighted

 

 

 

Shares

 

 

Average Grant

 

 

 

Outstanding

 

 

Date Fair Value

 

 

 

(in thousands)

 

 

(per share)

 

Outstanding, December 31, 2017

 

 

74

 

 

$

7.00

 

Granted

 

 

 

 

$

 

Vested

 

 

(22

)

 

$

6.91

 

Forfeited

 

 

 

 

$

 

Outstanding, June 30, 2018

 

 

52

 

 

$

7.04

 

 

There were no shares of restricted stock granted for the three and six months ended June 30, 2018. The total fair value of restricted stock vested was approximately $33,306 and $152,054 for the three and six months ended June 30, 2018, respectively, and $12,128 and $80,590 for the three and six months ended June 30, 2017, respectively.

There was $0.2 million in unrecognized compensation expense related to shares of restricted stock expected to vest as of June 30, 2018. This cost is expected to be recognized on a straight-line basis over a weighted average period of 0.6 years. During the six months ended June 30, 2018, there were 22,002 shares of restricted stock that vested and we recorded $0.3 million in non-cash compensation expense related to restricted stock expected to vest.

There was $0.9 million in unrecognized compensation expense related to shares of restricted stock expected to vest as of June 30, 2017. This cost was expected to be recognized on a straight-line basis over a weighted average period of 1.5 years. During the six months ended June 30, 2017, there were 11,070 shares of restricted stock that vested and we recorded $0.2 million in non-cash compensation expense related to the restricted stock expected to vest.

Restricted Stock Units

The following is a summary of non-vested RSU awards:

 

 

 

 

 

 

 

Weighted

 

 

Weighted

 

 

 

 

 

 

 

Shares

 

 

Average Grant

 

 

Average Life

 

 

Aggregate

 

 

 

Outstanding

 

 

Date Fair Value

 

 

Remaining

 

 

Intrinsic Value

 

 

 

(in thousands)

 

 

(per share)

 

 

(years)

 

 

(in thousands)

 

Outstanding, December 31, 2017

 

 

 

 

$

 

 

 

 

 

 

 

 

 

Granted

 

 

1,838

 

 

$

7.49

 

 

 

 

 

 

 

 

 

Vested

 

 

 

 

$

 

 

 

 

 

 

 

 

 

Forfeited

 

 

(5

)

 

$

7.47

 

 

 

 

 

 

 

 

 

Outstanding, June 30, 2018

 

 

1,833

 

 

$

7.49

 

 

 

2.5

 

 

$

13,195

 

Vested and expected to vest, June 30, 2018

 

 

1,125

 

 

$

7.49

 

 

 

2.3

 

 

$

8,099

 

Exercisable, June 30, 2018

 

 

 

 

$

 

 

 

 

 

$

 

 

The time-based RSUs granted during the three months ended June 30, 2018 vest at a rate of 25% per year on each of the first four anniversaries of the grant dates.

The performance-based RSUs granted during the three months ended June 30, 2018 will be evaluated by our Compensation Committee of our Board of Directors after a performance period, beginning on the date of grant through December 31, 2020, based on certain revenue and Adjusted EBITDA growth rate metrics, with achievement of each measure to be determined independently of one another. If the performance criteria of the metrics are approved, the eligible awards will become vested on the third anniversary of the grant dates.

The time-based RSUs granted during the three months ended March 31, 2018 to independent members of our Board of Directors vest in equal installments on each of the first three anniversary dates of the grant date and settle on the earliest of the following events: (i) March 7, 2028; (ii) death; (iii) the occurrence of a Change in Control (as defined in the Amended and Restated 2014 Plan), subject to qualifying conditions; or (iv) the date that is six months following the separation from service, subject to qualifying conditions.

There were 1.8 million shares of RSU awards granted for the six months ended June 30, 2018. There were no RSUs granted for the six months ended June 30, 2017. There were no RSUs vested during the six months ended June 30, 2018 and 2017.

There was $7.9 million in unrecognized compensation expense related to RSU awards expected to vest as of June 30, 2018. This cost is expected to be recognized on a straight-line basis over a weighted average period of 3.5 years. We recorded $0.3 million during the six months ended June 30, 2018 in non-cash compensation expense related to RSU awards.

v3.10.0.1
INCOME TAXES
6 Months Ended
Jun. 30, 2018
Income Tax Disclosure [Abstract]  
INCOME TAXES

17.INCOME TAXES

The income tax benefit reflected an effective income tax rate of negative 377.3% and negative 35.4% for the three and six months ended June 30, 2018, respectively, which was less than the statutory federal rate of 21.0%, primarily due to a decrease in our valuation allowance for deferred tax assets and the benefit from a research credit. The decrease in our valuation allowance is primarily due to the income during the year and the interest deduction limitation (deferred tax asset) which can be offset against our indefinite lived deferred tax liabilities. The income tax provision reflected an effective income tax rate of negative 10.8% and a negative 14.8% for the three and six months ended June 30, 2017, respectively, which was less than the statutory federal rate of 35.0%, primarily due to an increase in our valuation allowance for deferred tax assets, partially offset by state taxes, the benefit from stock option exercises, and the benefit from a research credit.

We have analyzed filing positions in all of the federal, state and foreign jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions. As of June 30, 2018, we recorded $0.9 million of unrecognized tax benefits, all of which would impact our effective tax rate, if recognized. We do not anticipate that our unrecognized tax benefits will materially change within the next 12 months. We have not accrued any penalties and interest for our unrecognized tax benefits. Other than the unrecognized tax benefit recorded, we believe that our income tax filing positions and deductions will be sustained upon audit, and we do not anticipate any other adjustments that will result in a material change to our financial position. We may, from time to time, be assessed interest or penalties by tax jurisdictions, although any such assessments historically have been minimal and immaterial to our financial results. Our policy for recording interest and penalties associated with audits and unrecognized tax benefits is to record such items as a component of income tax in our Statements of Income (Loss).

On December 22, 2017, the SEC staff issued Staff Accounting Bulletin 118 (“SAB 118”), which provides guidance on accounting for the tax effects of the Tax Cut and Jobs Act of 2017 (the “2017 Tax Act”). SAB 118 was added to the FASB codification in March 2018 with the issuance of ASU 2018-05. SAB 118 provides a measurement period that should not extend beyond one year from the enactment date for companies to complete the accounting under Accounting Standards Codification Topic 740 Income Taxes (“ASC 740”). In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the 2017 Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the 2017 Tax Act is incomplete but for which they are able to determine a reasonable estimate, it must record a provisional amount in the financial statements. Provisional treatment is proper in light of anticipated additional guidance from various taxing authorities, the SEC, the FASB, and even the Joint Committee on Taxation. Provisional treatment is also necessary if the company is waiting for final financial information from domestic and foreign equity investments. If a company cannot determine a provisional amount to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the 2017 Tax Act.

In accordance with the SAB 118 guidance, some of the income tax effects recorded in 2017 are provisional, including the one-time transition tax, the effect on our valuation allowance including the stricter limits on interest deductions, and the re-measurement of our deferred tax assets and liabilities. In addition, we are still evaluating the Global Intangible Low-Taxed Income provisions of the 2017 Tax Act and its impact, if any, on our Financial Statements. The accounting for these income tax effects may be adjusted during 2018 as a result of continuing analysis of the 2017 Tax Act; additional implementation guidance from the IRS, state tax authorities, the SEC, the FASB, or the Joint Committee on Taxation; and new information from domestic or foreign equity affiliates. As of June 30, 2018, we have not finalized our analysis of these provisional amounts.

v3.10.0.1
SEGMENT INFORMATION
6 Months Ended
Jun. 30, 2018
Segment Reporting [Abstract]  
SEGMENT INFORMATION

18.

SEGMENT INFORMATION

Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision-making group in deciding how to allocate resources and in assessing performance. Our chief operating decision-making group consists of the Chief Executive Officer and the Chief Financial Officer. This group manages the business, allocates resources and measures profitability based on our operating segments. Our operating segments are managed and reviewed separately, as each represents products that can be sold separately to our customers.

Our chief operating decision-making group has determined the following to be the operating segments for which we conduct business: (a) Games and (b) FinTech. We have reported our financial performance based on our segments in both the current and prior periods. Each of these segments is monitored by our management for performance against our internal forecast and is consistent with our internal management reporting.

 

The Games segment provides solutions directly to gaming establishments to offer their patrons gaming entertainment-related experiences including: leased gaming equipment; sales and maintenance related services of gaming equipment; gaming systems; and ancillary products and services.

 

The FinTech segment provides solutions directly to gaming establishments to offer their patrons cash access-related services and products, including: access to cash at gaming facilities via ATM cash withdrawals, credit card cash access transactions and POS debit card cash access transactions; check-related services; equipment and maintenance services; compliance, audit and data software; casino credit data and reporting services and other ancillary offerings.

Corporate overhead expenses have been allocated to the segments either through specific identification or based on a reasonable methodology. In addition, we record depreciation and amortization expenses to the business segments.

Our business is predominantly domestic with no specific regional concentrations and no significant assets in foreign locations.

The accounting policies of the operating segments are generally the same as those described in the summary of significant accounting policies. Since we adopted ASC 606 utilizing the modified retrospective method, the prior year comparative amounts shown in the tables below have not been restated.

The following tables present segment information (in thousands):

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Games

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

$

43,022

 

 

$

36,869

 

 

$

83,078

 

 

$

73,400

 

Gaming equipment and systems

 

 

22,278

 

 

 

17,557

 

 

 

42,431

 

 

 

36,281

 

Gaming other

 

 

648

 

 

 

678

 

 

 

656

 

 

 

699

 

Total revenues

 

 

65,948

 

 

 

55,104

 

 

 

126,165

 

 

 

110,380

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

 

4,211

 

 

 

3,963

 

 

 

8,393

 

 

 

7,171

 

Gaming equipment and systems

 

 

12,045

 

 

 

8,740

 

 

 

22,786

 

 

 

17,976

 

Gaming other

 

 

559

 

 

 

536

 

 

 

559

 

 

 

536

 

Games total cost of revenues

 

 

16,815

 

 

 

13,239

 

 

 

31,738

 

 

 

25,683

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

16,210

 

 

 

10,588

 

 

 

28,217

 

 

 

21,197

 

Research and development

 

 

4,595

 

 

 

4,618

 

 

 

8,906

 

 

 

9,161

 

Depreciation

 

 

12,112

 

 

 

9,697

 

 

 

23,252

 

 

 

18,728

 

Amortization

 

 

13,907

 

 

 

14,241

 

 

 

27,392

 

 

 

28,098

 

Total costs and expenses

 

 

63,639

 

 

 

52,383

 

 

 

119,505

 

 

 

102,867

 

Operating income

 

$

2,309

 

 

$

2,721

 

 

$

6,660

 

 

$

7,513

 

 

(1)

Exclusive of depreciation and amortization.

 

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

FinTech

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

$

39,739

 

 

$

175,442

 

 

$

77,958

 

 

$

347,175

 

Equipment

 

 

4,765

 

 

 

3,697

 

 

 

9,183

 

 

 

5,997

 

Information services and other

 

 

8,230

 

 

 

7,987

 

 

 

16,377

 

 

 

16,215

 

Total revenues

 

 

52,734

 

 

 

187,126

 

 

 

103,518

 

 

 

369,387

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

2,446

 

 

 

142,445

 

 

 

4,676

 

 

 

281,106

 

Equipment

 

 

3,426

 

 

 

2,212

 

 

 

5,940

 

 

 

3,631

 

Information services and other

 

 

980

 

 

 

810

 

 

 

2,197

 

 

 

1,529

 

Cost of revenues

 

 

6,852

 

 

 

145,467

 

 

 

12,813

 

 

 

286,266

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

21,360

 

 

 

18,191

 

 

 

41,540

 

 

 

36,575

 

Depreciation

 

 

1,589

 

 

 

1,699

 

 

 

3,274

 

 

 

3,498

 

Amortization

 

 

2,645

 

 

 

3,198

 

 

 

5,463

 

 

 

6,666

 

Total costs and expenses

 

 

32,446

 

 

 

168,555

 

 

 

63,090

 

 

 

333,005

 

Operating income

 

$

20,288

 

 

$

18,571

 

 

$

40,428

 

 

$

36,382

 

 

(1)

Exclusive of depreciation and amortization.

 

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Total Games and FinTech

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

118,682

 

 

$

242,230

 

 

$

229,683

 

 

$

479,767

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues(1)

 

 

23,667

 

 

 

158,706

 

 

 

44,551

 

 

 

311,949

 

Operating expenses

 

 

37,570

 

 

 

28,779

 

 

 

69,757

 

 

 

57,772

 

Research and development

 

 

4,595

 

 

 

4,618

 

 

 

8,906

 

 

 

9,161

 

Depreciation

 

 

13,701

 

 

 

11,396

 

 

 

26,526

 

 

 

22,226

 

Amortization

 

 

16,552

 

 

 

17,439

 

 

 

32,855

 

 

 

34,764

 

Total costs and expenses

 

 

96,085

 

 

 

220,938

 

 

 

182,595

 

 

 

435,872

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

22,597

 

 

$

21,292

 

 

$

47,088

 

 

$

43,895

 

 

(1)

Exclusive of depreciation and amortization.

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Total assets

 

 

 

 

 

 

 

 

Games

 

$

931,730

 

 

$

925,186

 

FinTech

 

 

508,086

 

 

 

611,888

 

Total assets

 

$

1,439,816

 

 

$

1,537,074

 

 

Major Customers. For the three and six months ended June 30, 2018 and 2017, no single customer accounted for more than 10% of our revenues. Our five largest customers accounted for approximately 22% of our revenues for the three and six months ended June 30, 2018, and 26% and 27% for the three and six months ended June 30, 2017, respectively.

v3.10.0.1
SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2018
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

19.

SUBSEQUENT EVENTS

As of the filing date, we had not identified, and were not aware of, any subsequent event for the period.

v3.10.0.1
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
6 Months Ended
Jun. 30, 2018
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

Our unaudited condensed consolidated financial statements included herein have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Some of the information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) have been condensed or omitted pursuant to such rules and regulations, although we believe the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments (which include normal recurring adjustments) necessary for a fair statement of results for the interim periods have been made. The results for the three and six months ended June 30, 2018 are not necessarily indicative of results to be expected for the full fiscal year. The Financial Statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017.

 

Other than the adoption of ASU 2014-09 and all subsequent amendments (collectively, ASC 606) and Accounting Standards Update (“ASU”) No. 2016-18, there have been no changes to our basis of presentation and significant accounting policies since the most recent filing of our Annual Report on Form 10-K for the fiscal year ended December 31, 2017.

Overall - Revenue Recognition under ASC 606

Overall – Revenue Recognition

We evaluate the recognition of revenue based on the criteria set forth in ASC 606 and ASC 840, as appropriate. We recognize revenue upon transferring control of goods or services to our customers in an amount that reflects the consideration we expect to receive in exchange for those goods or services in accordance with ASC 606. We enter into contracts with customers that may include various combinations of goods and services. Timing of the transfer of control varies based on the nature of the contract. We recognize revenue net of any sales and other taxes collected from customers, which are subsequently remitted to governmental authorities and are not included in revenues or operating expenses. We measure revenue based on the consideration specified in a contract with a customer and adjusted, as necessary, in accordance with ASC 606.

 

We evaluate the composition of our revenues to ensure compliance with SEC Regulation S-X Section 210.5-03, which requires us to separately present certain categories of revenues that exceed the quantitative threshold on our Statements of Income (Loss).

 

Significant Judgments

 

ASC 606 requires that we apply judgments or estimates to determine the performance obligations and the Stand-Alone Selling Price (“SSP”) of each identified performance obligation. The establishment of SSP requires judgment as to whether there is a sufficient quantity of items sold or renewed on a stand-alone basis and those prices demonstrate an appropriate level of concentration to conclude that a SSP exists. The SSP of our goods and services are generally determined based on observable prices, an adjusted market assessment approach or an expected cost plus margin approach. We only utilize a residual approach when the SSP for performance obligations with observable prices have been established and the remaining performance obligation in the contract with a customer does not have an observable price as it is uncertain or highly variable and, therefore, is not discernable.

 

Collectability

 

To assess collectability, we determine whether it is probable that we will collect substantially all of the consideration to which we are entitled in exchange for the goods and services transferred to the customer in accordance with the terms and conditions of the contract. In connection with these procedures, we evaluate the customer using internal and external information available, including, but not limited to, research and analysis of the credit history with the customer. Based on the nature of our transactions and historical trends, we determine whether our customers have the ability and intention to pay the amounts of consideration when they become due to identify potentially significant credit risk exposure.

Contract Combinations - Multiple Promised Goods and Services

Our contracts may include promises to transfer multiple goods and services to a customer. Our Games and FinTech businesses may enter into multiple agreements with the same customer that meet the criteria to be combined for accounting purposes under ASC 606. When this occurs, a SSP will be determined for each performance obligation in the combined arrangement and the consideration allocated between the respective performance obligations. We use our judgment to analyze the nature of the promises made and determine whether each is distinct or should be combined with other promises in the contract based on the level of integration and interdependency between the individual deliverables.

 

Disaggregation of Revenues

 

We disaggregate revenues based on the nature and timing of the cash flows generated by such revenues as presented in “Note 18 Segment Information.”

Outbound Freight Costs

Upon transferring control of a good to a customer, the shipping and handling costs in connection with sale transactions are accounted for as fulfillment costs and included in cost of revenues.

 

Costs to Acquire a Contract with a Customer

 

We typically incur incremental costs to acquire customer contracts in the form of sales commission expenses. We evaluate those acquisition costs for groups of contracts with similar characteristics, based on the nature of the transactions. The incremental costs to acquire customer contracts identified would be amortized within one year and, as a result, we elected to utilize the practical expedient set forth in ASC 340-40, Contract Costs – Incremental Costs of Obtaining a Contract to expense these amounts as incurred.

Asset Balances

In connection with the adoption of ASC 606 utilizing the modified retrospective transition method, we recorded an immaterial cumulative adjustment with respect to certain amounts that had been previously deferred under the then existing revenue recognition guidance as of December 31, 2017 that required recognition under ASC 606 as of the effective date of adoption in accumulated deficit.

Games Revenues

Gaming Operations

Games revenues are primarily generated by our gaming operations under placement, participation and development arrangements in which we provide our customers with player terminals, player terminal-content licenses, central determinant systems for devices placed in service in licensed jurisdictions and back-office equipment, collectively referred to herein as leased gaming equipment. We evaluate the recognition of lease revenues based on criteria set forth in ASC 840. Generally, under these arrangements, we retain ownership of the leased gaming equipment installed at customer facilities and we receive revenues based on a percentage of the net win per day generated by the leased gaming equipment or a fixed daily fee based on the number of player terminals installed at the facility. Revenues from lease participation or daily fee arrangements are considered both realizable and earned at the end of each gaming day.

Gaming operations revenues generated by leased gaming equipment deployed at sites under development or placement fee agreements give rise to contract rights, which are amounts recorded to intangible assets for dedicated floor space resulting from such agreements. The gaming operations revenues generated by these arrangements are reduced by the accretion of contract rights, which represents the related amortization of the contract rights recorded in connection with those agreements.

Gaming operations revenues include revenues generated by Wide Area Progressive (“WAP”) systems, which consist of linked slot machines located in multiple casino properties that are connected to a central system. WAP-based gaming machines have a progressive jackpot we administer that increases with every wager until a player wins the top award combination. Casino operators pay us a percentage of the coin-in (the total amount wagered) for services related to the design, assembly, installation, operation, maintenance, administration and marketing of the WAP systems. The gaming operations revenues with respect to WAP-based gaming machines are presented in the Statements of Income (Loss) net of the jackpot expense, which is comprised of incremental amount funded by a portion of the coin-in from players. At such time a jackpot is won by a player, an additional jackpot expense is recorded with respect to the base seed amount required to fund the minimum level required by the respective WAP arrangement with the casino operator.

 

Gaming Equipment and Systems

 

Gaming equipment and systems revenues are derived from the sale of gaming equipment to our customers under contracts on standard credit terms, which are generally short-term in nature, and are recognized at a point in time when control of the promised goods and services transfers to the customer generally upon shipment or delivery pursuant to the terms of the contract.

 

Gaming Other

 

Gaming other revenues primarily consist of our TournEvent of Champions® national tournament and are recognized over a period of time as the customer simultaneously receives and consumes the benefits.

 

FinTech Revenues

 

Cash Access Services

 

Cash access services revenues are comprised of cash advance, ATM and check services revenue streams. We do not control the cash advance and ATM services provided to a customer and, therefore, we are acting as an agent whose performance obligation is to arrange for the provision of these services.

Cash advance revenues are comprised of transaction fees assessed to gaming patrons in connection with credit card cash access and POS debit card cash access transactions. Such fees are primarily based on a combination of a fixed amount plus a percentage of the face amount of the credit card cash access or POS debit card cash access transaction amount. In connection with these types of transactions, we report certain direct costs incurred as reductions to revenues on a net basis, which generally include: (i) commission expenses payable to casino operators; (ii) interchange fees payable to the network associations; and (iii) processing and related costs payable to other third party partners.

ATM revenues are primarily comprised of transaction fees in the form of cardholder surcharges assessed to gaming patrons in connection with ATM cash withdrawals at the time the transactions are authorized and reverse interchange fees paid to us by the patrons’ issuing banks. The cardholder surcharges assessed to gaming patrons in connection with ATM cash withdrawals are currently a fixed dollar amount and not a percentage of the transaction amount. In connection with these types of transactions, we report certain direct costs incurred as reductions to revenues on a net basis, which generally include: (i) commission expenses payable to casino operators; (ii) interchange fees payable to the network associations; and (iii) processing and related costs payable to other third party partners.

Check services revenues are principally comprised of check warranty revenues and are generally based upon a percentage of the face amount of checks warranted. These fees are paid to us by gaming establishments.

For cash access services arrangements, we recognize revenues over a period of time using an output method depicting the transfer of control to the customer based on variable consideration, such as volume of transactions processed with variability generally resolved in the reporting period.

Equipment

Equipment revenues are derived from the sale of equipment under contracts with standard credit terms, which are generally short-term in nature, and are recognized at a point in time when control of the promised goods and services transfers to the customer generally upon shipment or delivery pursuant to the terms of the contract.

 

Information Services and Other

 

Information services and other revenues include amounts derived from the sale of: (i) software licenses, software subscriptions, professional services and certain other ancillary fees; (ii) service related fees associated with the sale, installation and maintenance of equipment directly to our customers under contracts on standard credit terms, which are generally short-term in nature, secured by the related equipment, (iii) credit worthiness related software subscription services that are based upon either a flat monthly unlimited usage fee or a variable fee structure driven by the volume of patron credit histories generated; and (iv) ancillary marketing, database and internet-based gaming related activities.

 

Our software represents a functional right-to-use license and the revenues are recognized at a point in time. Subscription services represent a stand-ready performance obligation and the revenues are recognized over a period of time using an input method based on time elapsed. Professional and other services revenues are recognized over a period of time using an input method based on time elapsed as services are provided, thereby reflecting the transfer of control to the customer.

Restricted Cash

Restricted Cash

Our restricted cash primarily consists of: (i) deposits held in connection with a sponsorship agreement; (ii) WAP-related restricted funds; and (iii) Internet related cash access activities. The current portion of restricted cash, which is included in prepaid expenses and other assets, was approximately $0.9 million as of June 30, 2018 and December 31, 2017. The non-current portion of restricted cash, which is included in other assets, was approximately $0.1 million as of June 30, 2018 and December 31, 2017. The current portion of restricted cash was approximately $0.5 million and $0.3 million as of June 30, 2017 and December 31, 2016, respectively. The non-current portion of restricted cash was approximately $0.1 million as of June 30, 2017 and December 31, 2016.

Fair Values of Financial Instruments

Fair Values of Financial Instruments

The fair value of a financial instrument represents the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Fair value estimates are made at a specific point in time, based upon relevant market information about the financial instrument.

The carrying amount of cash and cash equivalents, settlement receivables, short-term trade and other receivables, settlement liabilities, accounts payable and accrued expenses approximates fair value due to the short-term maturities of these instruments. The fair value of the long-term trade and loans receivable is estimated by discounting expected future cash flows using current interest rates at which similar loans would be made to borrowers with similar credit ratings and remaining maturities. As of June 30, 2018 and December 31, 2017, the fair value of notes receivable, net, approximated the carrying value due to contractual terms of trade and loans receivable generally being under 24 months. The fair value of our borrowings is estimated based on various inputs to determine a market price, such as: market demand and supply, size of tranche, maturity and similar instruments trading in more active markets. The estimated fair value and outstanding balances of our borrowings are as follows (in thousands).

 

 

 

Level of

Hierarchy

 

Fair Value

 

 

Outstanding

Balance

 

June 30, 2018

 

 

 

 

 

 

 

 

 

 

Term loan

 

2

 

$

815,372

 

 

$

811,800

 

Senior unsecured notes

 

1

 

$

375,938

 

 

$

375,000

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2017

 

 

 

 

 

 

 

 

 

 

Term loan

 

2

 

$

826,099

 

 

$

815,900

 

Senior unsecured notes

 

1

 

$

372,656

 

 

$

375,000

 

 

The term loan facility was reported at fair value using a Level 2 input as there were quoted prices in markets that were not considered active as of June 30, 2018 and December 31, 2017. The senior unsecured notes were reported at fair value using a Level 1 input as there were quoted prices in markets that were considered active as of June 30, 2018 and December 31, 2017.

Reclassification of Prior Year Balances

Reclassification of Prior Year Balances

Reclassifications were made to the prior-period Financial Statements to conform to the current period presentation, except for the adoption impact of the application of ASC 606 utilizing the modified retrospective transition method.

Recent Accounting Guidance

Recent Accounting Guidance

Recently Adopted Accounting Guidance

In March 2018, the FASB issued ASU No. 2018-05, which provides guidance on accounting for the tax effects of the 2017 Tax Act (pursuant to SEC Staff Accounting Bulletin No. 118). The new standard is effective March 13, 2018. We have adopted this guidance in the quarter ended March 31, 2018. In accordance with this guidance, some of the income tax effects recorded in 2017 are provisional and they may be adjusted during 2018.

In May 2014, the FASB issued ASU No. 2014-09, which creates ASC 606 and supersedes ASC Topic 605, “Revenue Recognition.” The guidance replaces industry-specific guidance and establishes a single five-step model to identify and recognize revenue. The core principle of the guidance is that an entity should recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. Additionally, the guidance requires the entity to disclose further quantitative and qualitative information regarding the nature and amount of revenues arising from contracts with customers, as well as other information about the significant judgments and estimates used in recognizing revenues from contracts with customers. The guidance in ASU 2014-09 was further updated by ASU 2016-08 in March 2016, which provided clarification on the implementation of the principal versus agent considerations in ASU 2014-09. In April 2016, the FASB issued ASU 2016-10, which provides clarification on the implementation of performance obligations and licensing in ASU 2014-09. In May 2016, the FASB issued ASU 2016-11, which amended guidance provided in two SEC Staff Announcements at the March 3, 2016 Emerging Issues Task Force meeting over various topics relating to ASU 606. In May 2016, the FASB issued ASU 2016-12, which clarified various topics in ASC 606. In December 2016, the FASB issued ASU 2016-20, which clarified additional topics in ASC 606. This guidance may be adopted retrospectively or under a modified retrospective method where the cumulative effect is recognized at the date of initial application. We adopted this guidance effective January 1, 2018 and have provided additional information with respect to the new revenue recognition topic elsewhere in this Note 2 disclosure and also in “Note 3 Adoption of ASC 606, Revenue from Contracts with Customers.”

In May 2017, the FASB issued ASU No. 2017-09 to clarify which changes to the terms and conditions of share-based payment awards require an entity to apply modification accounting under Topic 718. An entity is required to account for the effects of a modification unless all of the following conditions are met: (i) the fair value (or calculated value or intrinsic value, if such an alternative measurement method is used) of the modified award is the same as the fair value (or value using an alternative measurement method) of the original award immediately before the original award is modified. If the modification does not affect any of the inputs to the valuation technique that the entity uses to value the award, the entity is not required to estimate the value immediately before and after the modification; (ii) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (iii) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. We adopted this guidance in the quarter ended March 31, 2018. The adoption of this ASU did not have a material impact on our Financial Statements.

In January 2017, the FASB issued ASU No. 2017-01, which clarifies the definition of a business. The amendments affect all companies and other reporting organizations that must determine whether they have acquired or sold a business. The amendments are intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new standard is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. This guidance is to be applied using a prospective approach as of the beginning of the first period of adoption. We adopted this guidance in the quarter ended March 31, 2018. The adoption of this ASU did not have a material impact on our Financial Statements.

In October 2016, the FASB issued ASU No. 2016-18, which requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. As a result, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments do not provide a definition of restricted cash or restricted cash equivalents. We adopted this guidance in the quarter ended March 31, 2018 using a retrospective approach to each period presented. The adoption of this ASU did not have a material impact on our Financial Statements.

In October 2016, the FASB issued ASU No. 2016-16, which provides updated guidance on the recognition of the income tax consequences of intra-entity transfers of assets other than inventory when the transfer occurs, and this eliminates the exception for an intra-entity transfer of such assets. This guidance will be applied using a modified retrospective approach through a cumulative-effective adjustment directly to retained earnings as of the beginning of the period of adoption. We adopted this guidance in the quarter ended March 31, 2018. The adoption of this ASU did not have a material impact on our Financial Statements.

In August 2016, the FASB issued ASU No. 2016-15, which provides updated guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. This guidance is to be applied using a retrospective approach. If it is impracticable to apply the amendments retrospectively for some of the issues within this ASU, the amendments for those issues would be applied prospectively as of the earliest date practicable. We adopted this guidance in the quarter ended March 31, 2018. The adoption of this ASU did not have a material impact on our Financial Statements.

Recent Accounting Guidance Not Yet Adopted

In June 2018, the FASB issued ASU No. 2018-07, which expands the scope of Topic 718, Compensation—Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We do not expect the adoption of this ASU to have a material impact on our Financial Statements. We are currently evaluating the impact of adopting this guidance on our Financial Statements.

In February 2018, the FASB issued ASU No. 2018-02, which provides financial statement preparers with an option to reclassify stranded tax effects within AOCI to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act (or portion thereof) is recorded. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We do not expect the adoption of this ASU to have a material impact on our Financial Statements. We are currently evaluating the impact of adopting this guidance on our Financial Statements.

In June 2016, the FASB issued ASU No. 2016-13, which provides updated guidance on credit losses for financial assets measured at amortized cost basis and available-for sale debt securities. The new standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. This guidance will be applied using a modified retrospective approach for the cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective and using a prospective approach for debt securities for which any other-than-temporary impairment had been recognized before the effective date. Early adoption is permitted for fiscal years beginning after December 15, 2018. We are currently evaluating the impact of adopting this guidance on our Financial Statements.

In February 2016, the FASB issued ASU No. 2016-02, to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing transactions. The ASU establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. For lessees, leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition in the income statement. In July, 2018, the FASB issued ASU No. 2018-10 - Codification Improvements to Topic 842, Leases and ASU No. 2018-11 - Leases (Topic 842): Targeted Improvements. ASU No. 2018-10 affects narrow aspects of the guidance previously issued and ASU No. 2018-11 provides a practical expedient for lessors on separating components of a contract and includes an additional transition method for adopting the new standard. We plan to adopt the new standard on January 1, 2019. The guidance requires an entity to adopt the new standard, as amended, either retrospectively to each prior reporting period presented in the financial statements with the cumulative effect recognized at the beginning of the earliest comparative period or retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment, with certain practical expedients available. While we are currently assessing the impact of this ASU on our financial statements, including selecting the transition method, we expect the primary impact to our consolidated balance sheet will be the recognition of our operating leases on our balance sheets and providing disclosures as required by the new standard.

We do not expect that any other recently issued accounting guidance will have a significant effect on our consolidated financial statements.

v3.10.0.1
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
6 Months Ended
Jun. 30, 2018
Accounting Policies [Abstract]  
Schedule of Estimated Fair Value and Outstanding Balances of Borrowings

The estimated fair value and outstanding balances of our borrowings are as follows (in thousands).

 

 

 

Level of

Hierarchy

 

Fair Value

 

 

Outstanding

Balance

 

June 30, 2018

 

 

 

 

 

 

 

 

 

 

Term loan

 

2

 

$

815,372

 

 

$

811,800

 

Senior unsecured notes

 

1

 

$

375,938

 

 

$

375,000

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2017

 

 

 

 

 

 

 

 

 

 

Term loan

 

2

 

$

826,099

 

 

$

815,900

 

Senior unsecured notes

 

1

 

$

372,656

 

 

$

375,000

 

 

v3.10.0.1
ADOPTION OF ASC 606, REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables)
6 Months Ended
Jun. 30, 2018
Adoption of ASC Topic 606  
Impact of Adopting ASC 606 on Financial Statements

The following table presents the impact of the application of ASC 606 utilizing the modified retrospective transition method to certain line items on our Unaudited Condensed Consolidated Statements of Income and Comprehensive Income for the three and six months ended June 30, 2018 (in thousands):

 

 

 

Three Months Ended June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

Without Adoption

 

 

 

As reported

 

 

Adjustments

 

 

of ASC 606

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Games revenues

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

$

43,022

 

 

$

619

 

 

$

43,641

 

Games total revenues

 

 

65,948

 

 

 

619

 

 

 

66,567

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FinTech revenues

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

39,739

 

 

 

155,000

 

 

 

194,739

 

Equipment

 

 

4,765

 

 

 

(2,261

)

 

 

2,504

 

FinTech total revenues

 

 

52,734

 

 

 

152,739

 

 

 

205,473

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

 

118,682

 

 

 

153,358

 

 

 

272,040

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Games cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

 

4,211

 

 

 

619

 

 

 

4,830

 

Games total cost of revenues

 

 

16,815

 

 

 

619

 

 

 

17,434

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FinTech cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

2,446

 

 

 

155,000

 

 

 

157,446

 

Equipment

 

 

3,426

 

 

 

 

 

 

3,426

 

FinTech total cost of revenues

 

 

6,852

 

 

 

155,000

 

 

 

161,852

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total costs and expenses

 

 

96,085

 

 

 

155,619

 

 

 

251,704

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

22,597

 

 

 

(2,261

)

 

 

20,336

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income tax

 

 

309

 

 

 

(2,261

)

 

 

(1,952

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit

 

 

(1,166

)

 

 

 

 

 

(1,166

)

Net income

 

 

1,475

 

 

 

(2,261

)

 

 

(786

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

417

 

 

 

(2,261

)

 

 

(1,844

)

 

(1)

Exclusive of depreciation and amortization.

 

The adoption of ASC 606 utilizing the modified retrospective transition method did not have a material impact to our Balance Sheets and Cash Flows as of and for the three months ended June 30, 2018.

 

 

 

Six Months Ended June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

Without Adoption

 

 

 

As reported

 

 

Adjustments

 

 

of ASC 606

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Games revenues

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

$

83,078

 

 

$

1,081

 

 

$

84,159

 

Games total revenues

 

 

126,165

 

 

 

1,081

 

 

 

127,246

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FinTech revenues

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

77,958

 

 

 

310,448

 

 

 

388,406

 

Equipment

 

 

9,183

 

 

 

(2,472

)

 

 

6,711

 

FinTech total revenues

 

 

103,518

 

 

 

307,976

 

 

 

411,494

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

 

229,683

 

 

 

309,057

 

 

 

538,740

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Games cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

 

8,393

 

 

 

1,081

 

 

 

9,474

 

Games total cost of revenues

 

 

31,738

 

 

 

1,081

 

 

 

32,819

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FinTech cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

4,676

 

 

 

309,899

 

 

 

314,575

 

Equipment

 

 

5,940

 

 

 

(85

)

 

 

5,855

 

FinTech total cost of revenues

 

 

12,813

 

 

 

309,814

 

 

 

322,627

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total costs and expenses

 

 

182,595

 

 

 

310,895

 

 

 

493,490

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

47,088

 

 

 

(1,838

)

 

 

45,250

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income tax

 

 

4,493

 

 

 

(1,838

)

 

 

2,655

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit

 

 

(1,591

)

 

 

 

 

 

(1,591

)

Net income

 

 

6,084

 

 

 

(1,838

)

 

 

4,246

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

5,349

 

 

 

(1,838

)

 

 

3,511

 

 

(1)

Exclusive of depreciation and amortization.

 

The adoption of ASC 606 utilizing the modified retrospective transition method did not have a material impact to our Balance Sheets and Cash Flows as of and for the six months ended June 30, 2018.

v3.10.0.1
TRADE AND OTHER RECEIVABLES (Tables)
6 Months Ended
Jun. 30, 2018
Receivables [Abstract]  
Schedule of components of trade and other receivables

The balance of trade and other receivables consisted of the following (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Trade and other receivables, net

 

 

 

 

 

 

 

 

Games trade and loans receivables

 

$

47,815

 

 

$

38,070

 

FinTech trade and loans receivables(1)

 

 

21,139

 

 

 

10,780

 

Other receivables

 

 

1,302

 

 

 

1,570

 

Total trade and other receivables, net

 

 

70,256

 

 

 

50,420

 

Less: non-current portion of receivables

 

 

 

 

 

 

 

 

Games trade and loans receivables

 

 

(2,515

)

 

 

(1,267

)

FinTech trade and loans receivables(1)

 

 

(6,158

)

 

 

(1,371

)

Total non-current portion of receivables

 

 

(8,673

)

 

 

(2,638

)

Total trade and other receivables, current portion

 

$

61,583

 

 

$

47,782

 

 

(1)

In connection with the adoption of ASC 606 utilizing the modified retrospective transition method, we recorded an immaterial cumulative adjustment with respect to certain amounts that had been previously deferred under the then existing revenue recognition guidance as of December 31, 2017 that required recognition under ASC 606 as of the effective date of adoption in accumulated deficit.

v3.10.0.1
INVENTORY (Tables)
6 Months Ended
Jun. 30, 2018
Inventory Disclosure [Abstract]  
Schedule of components of inventory

Inventory consisted of the following (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Inventory

 

 

 

 

 

 

 

 

Component parts, net of reserves of $1,563 and $1,327 at

   June 30, 2018 and December 31, 2017, respectively

 

$

18,598

 

 

$

18,782

 

Work-in-progress

 

 

1,389

 

 

 

985

 

Finished goods

 

 

3,540

 

 

 

4,200

 

Total inventory

 

$

23,527

 

 

$

23,967

 

 

v3.10.0.1
PREPAID AND OTHER ASSETS (Tables)
6 Months Ended
Jun. 30, 2018
Prepaid Expense And Other Assets [Abstract]  
Schedule of components of current portion of prepaid and other assets

The balance of the current portion of prepaid and other assets consisted of the following (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Prepaid expenses and other assets

 

 

 

 

 

 

 

 

Deposits

 

$

7,093

 

 

$

9,003

 

Prepaid expenses

 

 

10,065

 

 

 

6,426

 

Other

 

 

2,605

 

 

 

5,241

 

Total prepaid expenses and other assets

 

$

19,763

 

 

$

20,670

 

 

Schedule of components of non-current portion of prepaid and other assets

The balance of the non-current portion of other assets consisted of the following (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Other assets

 

 

 

 

 

 

 

 

Prepaid expenses and deposits

 

$

5,144

 

 

$

4,103

 

Debt issuance costs of revolving credit facility

 

 

752

 

 

 

849

 

Other

 

 

341

 

 

 

2,657

 

Total other assets

 

$

6,237

 

 

$

7,609

 

 

v3.10.0.1
PROPERTY, EQUIPMENT AND LEASED ASSETS (Tables)
6 Months Ended
Jun. 30, 2018
Property Plant And Equipment [Abstract]  
Schedule of components of property, equipment and leased assets

Property, equipment and leased assets consist of the following (in thousands):

 

 

 

 

 

At June 30, 2018

 

 

At December 31, 2017

 

 

 

Useful Life

 

 

 

 

 

Accumulated

 

 

Net Book

 

 

 

 

 

 

Accumulated

 

 

Net Book

 

 

 

(Years)

 

Cost

 

 

Depreciation

 

 

Value

 

 

Cost

 

 

Depreciation

 

 

Value

 

Property, equipment and

   leased assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental pool - deployed

 

2-4

 

$

180,323

 

 

$

92,065

 

 

$

88,258

 

 

$

162,319

 

 

$

80,895

 

 

$

81,424

 

Rental pool - undeployed

 

2-4

 

 

30,418

 

 

 

21,424

 

 

 

8,994

 

 

 

17,366

 

 

 

9,374

 

 

 

7,992

 

FinTech equipment

 

3-5

 

 

27,142

 

 

 

20,583

 

 

 

6,559

 

 

 

25,907

 

 

 

18,654

 

 

 

7,253

 

Leasehold and building

   improvements

 

Lease

Term

 

 

11,339

 

 

 

6,103

 

 

 

5,236

 

 

 

10,981

 

 

 

5,211

 

 

 

5,770

 

Machinery, office and other

   equipment

 

2-5

 

 

41,082

 

 

 

26,781

 

 

 

14,301

 

 

 

35,167

 

 

 

24,087

 

 

 

11,080

 

Total

 

 

 

$

290,304

 

 

$

166,956

 

 

$

123,348

 

 

$

251,740

 

 

$

138,221

 

 

$

113,519

 

 

v3.10.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
6 Months Ended
Jun. 30, 2018
Goodwill And Intangible Assets Disclosure [Abstract]  
Schedule of other intangible assets

Other intangible assets consist of the following (in thousands):

 

 

 

 

At June 30, 2018

 

 

At December 31, 2017

 

 

 

Weighted Average

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remaining Life

 

 

 

 

 

 

Accumulated

 

 

Net Book

 

 

 

 

 

 

Accumulated

 

 

Net Book

 

 

 

(years)

 

 

Cost

 

 

Amortization

 

 

Value

 

 

Cost

 

 

Amortization

 

 

Value

 

Other intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contract rights under

   placement fee agreements

 

 

4

 

 

$

57,594

 

 

$

8,088

 

 

$

49,506

 

 

$

57,231

 

 

$

3,910

 

 

$

53,321

 

Customer contracts

 

 

6

 

 

 

51,175

 

 

 

44,900

 

 

 

6,275

 

 

 

51,175

 

 

 

43,638

 

 

 

7,537

 

Customer relationships

 

 

8

 

 

 

231,100

 

 

 

74,136

 

 

 

156,964

 

 

 

231,100

 

 

 

63,653

 

 

 

167,447

 

Developed technology and

   software

 

 

2

 

 

 

264,369

 

 

 

175,488

 

 

 

88,881

 

 

 

249,064

 

 

 

158,919

 

 

 

90,145

 

Patents, trademarks and other

 

 

4

 

 

 

29,168

 

 

 

24,147

 

 

 

5,021

 

 

 

29,046

 

 

 

23,185

 

 

 

5,861

 

Total

 

 

 

 

 

$

633,406

 

 

$

326,759

 

 

$

306,647

 

 

$

617,616

 

 

$

293,305

 

 

$

324,311

 

 

v3.10.0.1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)
6 Months Ended
Jun. 30, 2018
Payables And Accruals [Abstract]  
Schedule of accounts payable and accrued expenses

The following table presents our accounts payable and accrued expenses (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Accounts payable and accrued expenses

 

 

 

 

 

 

 

 

Trade accounts payable

 

$

64,946

 

 

$

59,435

 

Placement fees(1)

 

 

22,328

 

 

 

22,328

 

Accrued interest

 

 

1,481

 

 

 

5,766

 

Deferred and unearned revenues

 

 

15,166

 

 

 

10,450

 

Cash access processing and related expenses

 

 

6,562

 

 

 

8,932

 

Payroll and related expenses

 

 

11,009

 

 

 

14,178

 

Accrued taxes

 

 

1,874

 

 

 

2,112

 

Other

 

 

9,130

 

 

 

11,303

 

Total accounts payable and accrued expenses

 

$

132,496

 

 

$

134,504

 

 

(1)

The total outstanding balance of the placement fee liability as of June 30, 2018 and December 31, 2017 was $27.9 million and $39.1 million, respectively. The remaining $5.6 million and $16.8 million of non-current placement fees as of June 30, 2018 and December 31, 2017, respectively, was included in other accrued expenses and liabilities in our Balance Sheets.

v3.10.0.1
LONG-TERM DEBT (Tables)
6 Months Ended
Jun. 30, 2018
Debt Disclosure [Abstract]  
Schedule of outstanding indebtedness

The following table summarizes our outstanding indebtedness (in thousands):

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Long-term debt

 

 

 

 

 

 

 

 

Senior secured term loan

 

$

811,800

 

 

$

815,900

 

Senior unsecured notes

 

 

375,000

 

 

 

375,000

 

Total debt

 

 

1,186,800

 

 

 

1,190,900

 

Less: debt issuance costs and discount

 

 

(21,203

)

 

 

(23,057

)

Total debt after debt issuance costs and discount

 

 

1,165,597

 

 

 

1,167,843

 

Less: current portion of long-term debt

 

 

(8,200

)

 

 

(8,200

)

Long-term debt, less current portion

 

$

1,157,397

 

 

$

1,159,643

 

 

v3.10.0.1
WEIGHTED AVERAGE COMMON SHARES (Tables)
6 Months Ended
Jun. 30, 2018
Earnings Per Share [Abstract]  
Schedule of weighted average number of common shares outstanding used in computation of basic and diluted earnings per share

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Weighted average shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares

   outstanding - basic

 

 

69,203

 

 

 

66,350

 

 

 

68,946

 

 

 

66,221

 

Potential dilution from equity awards(1)

 

 

4,237

 

 

 

 

 

 

4,377

 

 

 

 

Weighted average number of common shares

   outstanding - diluted(1)

 

 

73,440

 

 

 

66,350

 

 

 

73,323

 

 

 

66,221

 

 

(1)

The potential dilution excludes the weighted average effect of equity awards to purchase 8.6 million and 8.1 million shares of common stock for the three and six months ended June 30, 2018, respectively, because the application of the treasury stock method, as required, makes them anti-dilutive. Company was in a net loss position for the three and six months ended June 30, 2017; therefore, potentially dilutive common shares were excluded as their effects would be anti-dilutive under the application of the treasury stock method. Equity awards to purchase approximately 11.9 million and 15.3 shares of common stock for the three and six months ended June 30, 2017 were excluded from the diluted net loss per share results.

v3.10.0.1
SHARE-BASED COMPENSATION (Tables)
6 Months Ended
Jun. 30, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Summary of award activity

A summary of award activity is as follows (in thousands):

 

 

 

Stock Options

 

 

Restricted Stock

 

 

Restricted Stock

 

 

 

Granted

 

 

Awards Granted

 

 

Units Granted

 

Outstanding, December 31, 2017

 

 

19,131

 

 

 

74

 

 

 

 

Granted

 

 

 

 

 

 

 

 

1,838

 

Exercised options or vested shares

 

 

(1,288

)

 

 

(22

)

 

 

 

Cancelled or forfeited

 

 

(1,209

)

 

 

 

 

 

(5

)

Outstanding, June 30, 2018

 

 

16,634

 

 

 

52

 

 

 

1,833

 

 

Summary of options activity

The following table presents the options activity:

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Number of

 

 

Weighted Average

 

 

Average Life

 

 

Aggregate

 

 

 

Options

 

 

Exercise Price

 

 

Remaining

 

 

Intrinsic Value

 

 

 

(in thousands)

 

 

(per share)

 

 

(years)

 

 

(in thousands)

 

Outstanding, December 31, 2017

 

 

19,131

 

 

$

5.34

 

 

 

6.4

 

 

$

45,887

 

Granted

 

 

 

 

$

 

 

 

 

 

 

 

 

 

Exercised

 

 

(1,288

)

 

$

4.94

 

 

 

 

 

 

 

 

 

Canceled or forfeited

 

 

(1,209

)

 

$

5.77

 

 

 

 

 

 

 

 

 

Outstanding, June 30, 2018

 

 

16,634

 

 

$

5.34

 

 

 

6.5

 

 

$

36,771

 

Vested and expected to vest, June 30, 2018

 

 

15,355

 

 

$

5.39

 

 

 

6.5

 

 

$

33,418

 

Exercisable, June 30, 2018

 

 

10,101

 

 

$

6.06

 

 

 

5.9

 

 

$

16,376

 

 

Summary of non-vested share awards for time-based restricted stock

The following is a summary of non-vested share awards for our time-based restricted stock:

 

 

 

 

 

 

 

Weighted

 

 

 

Shares

 

 

Average Grant

 

 

 

Outstanding

 

 

Date Fair Value

 

 

 

(in thousands)

 

 

(per share)

 

Outstanding, December 31, 2017

 

 

74

 

 

$

7.00

 

Granted

 

 

 

 

$

 

Vested

 

 

(22

)

 

$

6.91

 

Forfeited

 

 

 

 

$

 

Outstanding, June 30, 2018

 

 

52

 

 

$

7.04

 

 

Time Based Options  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Schedule assumptions used to determine fair value

There were no time-based or market-based option awards granted during the six months ended June 30, 2018.

The fair values of our standard time-based options were determined as of the date of grant using the Black-Scholes option pricing model with the following assumptions:

 

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

2017

 

Risk-free interest rate

 

 

2

%

Expected life of options (in years)

 

 

6

 

Expected volatility

 

 

54

%

Expected dividend yield

 

 

%

 

Market Performance Based Options  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Schedule assumptions used to determine fair value

The fair values of our market-based options were determined as of the date of grant using a lattice-based option valuation model with the following assumptions:

 

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

2017

 

Risk-free interest rate

 

 

3

%

Measurement period (in years)

 

 

10

 

Expected volatility

 

 

70

%

Expected dividend yield

 

 

%

 

Restricted Stock Units  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Summary of non-vested share awards for time-based restricted stock

The following is a summary of non-vested RSU awards:

 

 

 

 

 

 

 

Weighted

 

 

Weighted

 

 

 

 

 

 

 

Shares

 

 

Average Grant

 

 

Average Life

 

 

Aggregate

 

 

 

Outstanding

 

 

Date Fair Value

 

 

Remaining

 

 

Intrinsic Value

 

 

 

(in thousands)

 

 

(per share)

 

 

(years)

 

 

(in thousands)

 

Outstanding, December 31, 2017

 

 

 

 

$

 

 

 

 

 

 

 

 

 

Granted

 

 

1,838

 

 

$

7.49

 

 

 

 

 

 

 

 

 

Vested

 

 

 

 

$

 

 

 

 

 

 

 

 

 

Forfeited

 

 

(5

)

 

$

7.47

 

 

 

 

 

 

 

 

 

Outstanding, June 30, 2018

 

 

1,833

 

 

$

7.49

 

 

 

2.5

 

 

$

13,195

 

Vested and expected to vest, June 30, 2018

 

 

1,125

 

 

$

7.49

 

 

 

2.3

 

 

$

8,099

 

Exercisable, June 30, 2018

 

 

 

 

$

 

 

 

 

 

$

 

 

v3.10.0.1
SEGMENT INFORMATION (Tables)
6 Months Ended
Jun. 30, 2018
Segment Reporting [Abstract]  
Schedule of segment information

The following tables present segment information (in thousands):

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Games

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

$

43,022

 

 

$

36,869

 

 

$

83,078

 

 

$

73,400

 

Gaming equipment and systems

 

 

22,278

 

 

 

17,557

 

 

 

42,431

 

 

 

36,281

 

Gaming other

 

 

648

 

 

 

678

 

 

 

656

 

 

 

699

 

Total revenues

 

 

65,948

 

 

 

55,104

 

 

 

126,165

 

 

 

110,380

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gaming operations

 

 

4,211

 

 

 

3,963

 

 

 

8,393

 

 

 

7,171

 

Gaming equipment and systems

 

 

12,045

 

 

 

8,740

 

 

 

22,786

 

 

 

17,976

 

Gaming other

 

 

559

 

 

 

536

 

 

 

559

 

 

 

536

 

Games total cost of revenues

 

 

16,815

 

 

 

13,239

 

 

 

31,738

 

 

 

25,683

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

16,210

 

 

 

10,588

 

 

 

28,217

 

 

 

21,197

 

Research and development

 

 

4,595

 

 

 

4,618

 

 

 

8,906

 

 

 

9,161

 

Depreciation

 

 

12,112

 

 

 

9,697

 

 

 

23,252

 

 

 

18,728

 

Amortization

 

 

13,907

 

 

 

14,241

 

 

 

27,392

 

 

 

28,098

 

Total costs and expenses

 

 

63,639

 

 

 

52,383

 

 

 

119,505

 

 

 

102,867

 

Operating income

 

$

2,309

 

 

$

2,721

 

 

$

6,660

 

 

$

7,513

 

 

(1)

Exclusive of depreciation and amortization.

 

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

FinTech

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

$

39,739

 

 

$

175,442

 

 

$

77,958

 

 

$

347,175

 

Equipment

 

 

4,765

 

 

 

3,697

 

 

 

9,183

 

 

 

5,997

 

Information services and other

 

 

8,230

 

 

 

7,987

 

 

 

16,377

 

 

 

16,215

 

Total revenues

 

 

52,734

 

 

 

187,126

 

 

 

103,518

 

 

 

369,387

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash access services

 

 

2,446

 

 

 

142,445

 

 

 

4,676

 

 

 

281,106

 

Equipment

 

 

3,426

 

 

 

2,212

 

 

 

5,940

 

 

 

3,631

 

Information services and other

 

 

980

 

 

 

810

 

 

 

2,197

 

 

 

1,529

 

Cost of revenues

 

 

6,852

 

 

 

145,467

 

 

 

12,813

 

 

 

286,266

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

21,360

 

 

 

18,191

 

 

 

41,540

 

 

 

36,575

 

Depreciation

 

 

1,589

 

 

 

1,699

 

 

 

3,274

 

 

 

3,498

 

Amortization

 

 

2,645

 

 

 

3,198

 

 

 

5,463

 

 

 

6,666

 

Total costs and expenses

 

 

32,446

 

 

 

168,555

 

 

 

63,090

 

 

 

333,005

 

Operating income

 

$

20,288

 

 

$

18,571

 

 

$

40,428

 

 

$

36,382

 

 

(1)

Exclusive of depreciation and amortization.

 

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Total Games and FinTech

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

118,682

 

 

$

242,230

 

 

$

229,683

 

 

$

479,767

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues(1)

 

 

23,667

 

 

 

158,706

 

 

 

44,551

 

 

 

311,949

 

Operating expenses

 

 

37,570

 

 

 

28,779

 

 

 

69,757

 

 

 

57,772

 

Research and development

 

 

4,595

 

 

 

4,618

 

 

 

8,906

 

 

 

9,161

 

Depreciation

 

 

13,701

 

 

 

11,396

 

 

 

26,526

 

 

 

22,226

 

Amortization

 

 

16,552

 

 

 

17,439

 

 

 

32,855

 

 

 

34,764

 

Total costs and expenses

 

 

96,085

 

 

 

220,938

 

 

 

182,595

 

 

 

435,872

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

22,597

 

 

$

21,292

 

 

$

47,088

 

 

$

43,895

 

 

(1)

Exclusive of depreciation and amortization.

 

 

 

At June 30,

 

 

At December 31,

 

 

 

2018

 

 

2017

 

Total assets

 

 

 

 

 

 

 

 

Games

 

$

931,730

 

 

$

925,186

 

FinTech

 

 

508,086

 

 

 

611,888

 

Total assets

 

$

1,439,816

 

 

$

1,537,074

 

 

v3.10.0.1
BUSINESS (Details)
6 Months Ended
Jun. 30, 2018
Segment
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Number of operating segments 2
Effective date of change in operating segments name Apr. 01, 2018
v3.10.0.1
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)
$ in Millions
6 Months Ended
Jun. 30, 2018
Dec. 31, 2017
Jun. 30, 2017
Dec. 31, 2016
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]        
Current restricted cash $ 0.9 $ 0.9 $ 0.5 $ 0.3
Restricted Cash, Current, Asset, Statement of Financial Position [Extensible List] us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember    
Non-current restricted cash $ 0.1 $ 0.1 $ 0.1 $ 0.1
Restricted Cash, Noncurrent, Asset, Statement of Financial Position [Extensible List] us-gaap:OtherNoncurrentAssetsMember us-gaap:OtherNoncurrentAssetsMember    
Maximum        
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]        
Amortization period of costs to acquire a contract with a customer 1 year      
Contractual terms of trade and loans receivable 24 months      
v3.10.0.1
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Fair Value and Outstanding Balances of Borrowings (Details) - USD ($)
$ in Thousands
Jun. 30, 2018
Dec. 31, 2017
Fair Value | Level 2 | Term Loan    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt $ 815,372 $ 826,099
Fair Value | Level 1 | Senior unsecured notes    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt 375,938 372,656
Outstanding Balance | Level 2 | Term Loan    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt 811,800 815,900
Outstanding Balance | Level 1 | Senior unsecured notes    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Long-term debt $ 375,000 $ 375,000
v3.10.0.1
ADOPTION OF ASC 606, REVENUE FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($)
$ in Thousands
Jun. 30, 2018
Jan. 01, 2018
Dec. 31, 2017
Revenue From Contract With Customer [Line Items]      
Cumulative adjustment to accumulated deficit upon adoption of ASC 606 $ 235,741   $ 246,202
Adoption of ASC Topic 606 | Adjustments      
Revenue From Contract With Customer [Line Items]      
Cumulative adjustment to accumulated deficit upon adoption of ASC 606   $ 4,400  
v3.10.0.1
ADOPTION OF ASC 606, REVENUE FROM CONTRACTS WITH CUSTOMERS - Impact of Adopting ASC 606 on Statement of Income and Comprehensive Income (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Revenue From Contract With Customer [Line Items]        
Total revenues $ 118,682 $ 242,230 $ 229,683 $ 479,767
Costs and expenses        
Total cost of revenues 96,085   182,595  
Operating income 22,597 21,292 47,088 43,895
Income before income tax 309 (17,204) 4,493 (19,658)
Income tax benefit (1,166) 1,853 (1,591) 2,907
Net income (loss) 1,475 (19,057) 6,084 (22,565)
Comprehensive income 417 (18,221) 5,349 (21,457)
Games        
Revenue From Contract With Customer [Line Items]        
Total revenues 65,948 55,104 126,165 110,380
Costs and expenses        
Total cost of revenues [1] 16,815 13,239 31,738 25,683
Operating income 2,309 2,721 6,660 7,513
Games | Gaming operations        
Revenue From Contract With Customer [Line Items]        
Total revenues 43,022 36,869 83,078 73,400
Costs and expenses        
Total cost of revenues 4,211 3,963 8,393 7,171
FinTech        
Revenue From Contract With Customer [Line Items]        
Total revenues 52,734 187,126 103,518 369,387
Costs and expenses        
Total cost of revenues [1] 6,852 145,467 12,813 286,266
Operating income 20,288 18,571 40,428 36,382
FinTech | Cash access services        
Revenue From Contract With Customer [Line Items]        
Total revenues 39,739 175,442 77,958 347,175
Costs and expenses        
Total cost of revenues 2,446 142,445 4,676 281,106
FinTech | Equipment        
Revenue From Contract With Customer [Line Items]        
Total revenues 4,765 3,697 9,183 5,997
Costs and expenses        
Total cost of revenues 3,426 $ 2,212 5,940 $ 3,631
Adoption of ASC Topic 606 | Adjustments        
Revenue From Contract With Customer [Line Items]        
Total revenues 153,358   309,057  
Costs and expenses        
Total cost of revenues 155,619   310,895  
Operating income (2,261)   (1,838)  
Income before income tax (2,261)   (1,838)  
Net income (loss) (2,261)   (1,838)  
Comprehensive income (2,261)   (1,838)  
Adoption of ASC Topic 606 | Without Adoption of ASC 606        
Revenue From Contract With Customer [Line Items]        
Total revenues 272,040   538,740  
Costs and expenses        
Total cost of revenues 251,704   493,490  
Operating income 20,336   45,250  
Income before income tax (1,952)   2,655  
Income tax benefit (1,166)   (1,591)  
Net income (loss) (786)   4,246  
Comprehensive income (1,844)   3,511  
Adoption of ASC Topic 606 | Games | Adjustments        
Revenue From Contract With Customer [Line Items]        
Total revenues 619   1,081  
Costs and expenses        
Total cost of revenues 619   1,081  
Adoption of ASC Topic 606 | Games | Adjustments | Gaming operations        
Revenue From Contract With Customer [Line Items]        
Total revenues 619   1,081  
Costs and expenses        
Total cost of revenues 619   1,081  
Adoption of ASC Topic 606 | Games | Without Adoption of ASC 606        
Revenue From Contract With Customer [Line Items]        
Total revenues 66,567   127,246  
Costs and expenses        
Total cost of revenues 17,434   32,819  
Adoption of ASC Topic 606 | Games | Without Adoption of ASC 606 | Gaming operations        
Revenue From Contract With Customer [Line Items]        
Total revenues 43,641   84,159  
Costs and expenses        
Total cost of revenues 4,830   9,474  
Adoption of ASC Topic 606 | FinTech | Adjustments        
Revenue From Contract With Customer [Line Items]        
Total revenues 152,739   307,976  
Costs and expenses        
Total cost of revenues 155,000   309,814  
Adoption of ASC Topic 606 | FinTech | Adjustments | Cash access services        
Revenue From Contract With Customer [Line Items]        
Total revenues 155,000   310,448  
Costs and expenses        
Total cost of revenues 155,000   309,899  
Adoption of ASC Topic 606 | FinTech | Adjustments | Equipment        
Revenue From Contract With Customer [Line Items]        
Total revenues (2,261)   (2,472)  
Costs and expenses        
Total cost of revenues     (85)  
Adoption of ASC Topic 606 | FinTech | Without Adoption of ASC 606        
Revenue From Contract With Customer [Line Items]        
Total revenues 205,473   411,494  
Costs and expenses        
Total cost of revenues 161,852   322,627  
Adoption of ASC Topic 606 | FinTech | Without Adoption of ASC 606 | Cash access services        
Revenue From Contract With Customer [Line Items]        
Total revenues 194,739   388,406  
Costs and expenses        
Total cost of revenues 157,446   314,575  
Adoption of ASC Topic 606 | FinTech | Without Adoption of ASC 606 | Equipment        
Revenue From Contract With Customer [Line Items]        
Total revenues 2,504   6,711  
Costs and expenses        
Total cost of revenues $ 3,426   $ 5,855  
[1] Exclusive of depreciation and amortization.
v3.10.0.1
FUNDING AGREEMENTS (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Dec. 31, 2017
Funding Agreements          
Site-funded ATM liability $ 150,900,000   $ 150,900,000   $ 210,800,000
Cash supplied for Canadian ATMs 6,900,000   6,900,000   6,900,000
Contract Cash Solutions Agreement | Indemnification Guarantee          
Funding Agreements          
Outstanding balance 225,300,000   225,300,000   289,800,000
Contract Cash Solutions Agreement | Indemnification Guarantee | Interest expense          
Funding Agreements          
Cash usage fees incurred 2,000,000 $ 1,200,000 3,700,000 $ 2,400,000  
Contract Cash Solutions Agreement, as amended | Indemnification Guarantee          
Funding Agreements          
Maximum amount 300,000,000   300,000,000    
Ability to increase maximum amount     $ 75,000,000    
Expiration date     Jun. 30, 2020    
Prefunded Cash Access Agreements | Prepaid expenses and other assets          
Funding Agreements          
Prefunded cash $ 6,000,000   $ 6,000,000   $ 8,400,000
v3.10.0.1
TRADE AND OTHER RECEIVABLES (Details) - USD ($)
$ in Thousands
Jun. 30, 2018
Dec. 31, 2017
Trade and other receivables, net    
Other receivables $ 1,302 $ 1,570
Total trade and other receivables, net 70,256 50,420
non-current portion of receivables (8,673) (2,638)
Total trade and other receivables, current portion 61,583 47,782
Allowances for doubtful accounts 5,438 4,706
Check Warranty Reserves    
Trade and other receivables, net    
Allowances for doubtful accounts 2,800 2,700
General Reserves    
Trade and other receivables, net    
Allowances for doubtful accounts 2,600 2,000
Gaming operations    
Trade and other receivables, net    
Trade receivables, net 47,815 38,070
non-current portion of receivables (2,515) (1,267)
FinTech    
Trade and other receivables, net    
Trade receivables, net 21,139 10,780
non-current portion of receivables $ (6,158) $ (1,371)
v3.10.0.1
INVENTORY (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2018
Dec. 31, 2017
Inventory [Line Items]      
Component parts, net of reserves of $1,563 and $1,327 at June 30, 2018 and December 31, 2017, respectively $ 18,598 $ 18,598 $ 18,782
Work-in-progress 1,389 1,389 985
Finished goods 3,540 3,540 4,200
Total inventory 23,527 23,527 23,967
Component parts, reserves 1,563 1,563 $ 1,327
Games      
Inventory [Line Items]      
Impairment charge to reduce carrying value to fair value of assets $ 1,800 $ 1,800  
v3.10.0.1
PREPAID AND OTHER ASSETS (Details) - USD ($)
$ in Thousands
Jun. 30, 2018
Dec. 31, 2017
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract]    
Deposits $ 7,093 $ 9,003
Prepaid expenses 10,065 6,426
Other 2,605 5,241
Total prepaid expenses and other assets 19,763 20,670
Prepaid expenses and deposits 5,144 4,103
Debt issuance costs of revolving credit facility 752 849
Other 341 2,657
Total other assets $ 6,237 $ 7,609
v3.10.0.1
PROPERTY, EQUIPMENT AND LEASED ASSETS (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Dec. 31, 2017
Property Plant And Equipment [Line Items]          
Cost $ 290,304,000   $ 290,304,000   $ 251,740,000
Accumulated Depreciation 166,956,000   166,956,000   138,221,000
Net Book Value 123,348,000   123,348,000   113,519,000
Depreciation 13,701,000 $ 11,396,000 26,526,000 $ 22,226,000  
Impairment of property, equipment and leased assets 0   0    
Games          
Property Plant And Equipment [Line Items]          
Depreciation 12,112,000 $ 9,697,000 23,252,000 $ 18,728,000  
Impairment charge to reduce carrying value to fair value of assets 1,800,000   1,800,000    
Games | Property, Equipment and Leased Assets          
Property Plant And Equipment [Line Items]          
Impairment charge to reduce carrying value to fair value of assets 800,000   800,000    
Rental pool - deployed          
Property Plant And Equipment [Line Items]          
Cost 180,323,000   180,323,000   162,319,000
Accumulated Depreciation 92,065,000   92,065,000   80,895,000
Net Book Value 88,258,000   $ 88,258,000   81,424,000
Rental pool - deployed | Minimum          
Property Plant And Equipment [Line Items]          
Useful Life (years)     2 years    
Rental pool - deployed | Maximum          
Property Plant And Equipment [Line Items]          
Useful Life (years)     4 years    
Rental pool - undeployed          
Property Plant And Equipment [Line Items]          
Cost 30,418,000   $ 30,418,000   17,366,000
Accumulated Depreciation 21,424,000   21,424,000   9,374,000
Net Book Value 8,994,000   $ 8,994,000   7,992,000
Rental pool - undeployed | Minimum          
Property Plant And Equipment [Line Items]          
Useful Life (years)     2 years    
Rental pool - undeployed | Maximum          
Property Plant And Equipment [Line Items]          
Useful Life (years)     4 years    
FinTech equipment          
Property Plant And Equipment [Line Items]          
Cost 27,142,000   $ 27,142,000   25,907,000
Accumulated Depreciation 20,583,000   20,583,000   18,654,000
Net Book Value 6,559,000   $ 6,559,000   7,253,000
FinTech equipment | Minimum          
Property Plant And Equipment [Line Items]          
Useful Life (years)     3 years    
FinTech equipment | Maximum          
Property Plant And Equipment [Line Items]          
Useful Life (years)     5 years    
Leasehold and building improvements          
Property Plant And Equipment [Line Items]          
Cost 11,339,000   $ 11,339,000   10,981,000
Accumulated Depreciation 6,103,000   6,103,000   5,211,000
Net Book Value 5,236,000   5,236,000   5,770,000
Machinery, office and other equipment          
Property Plant And Equipment [Line Items]          
Cost 41,082,000   41,082,000   35,167,000
Accumulated Depreciation 26,781,000   26,781,000   24,087,000
Net Book Value $ 14,301,000   $ 14,301,000   $ 11,080,000
Machinery, office and other equipment | Minimum          
Property Plant And Equipment [Line Items]          
Useful Life (years)     2 years    
Machinery, office and other equipment | Maximum          
Property Plant And Equipment [Line Items]          
Useful Life (years)     5 years    
v3.10.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Dec. 31, 2017
Goodwill And Intangible Assets Disclosure [Abstract]          
Goodwill $ 640,560,000   $ 640,560,000   $ 640,589,000
Impairment of goodwill $ 0 $ 0 $ 0 $ 0  
v3.10.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Other Intangible Assets (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Dec. 31, 2017
Finite Lived Intangible Assets [Line Items]          
Cost $ 633,406   $ 633,406   $ 617,616
Accumulated Amortization 326,759   326,759   293,305
Net Book Value 306,647   306,647   324,311
Amortization of Intangible Assets 16,600 $ 17,400 $ 32,900 $ 34,800  
Contract rights under placement fee agreements          
Finite Lived Intangible Assets [Line Items]          
Weighted Average Remaining Life (years)     4 years    
Cost 57,594   $ 57,594   57,231
Accumulated Amortization 8,088   8,088   3,910
Net Book Value 49,506   $ 49,506   53,321
Customer contracts          
Finite Lived Intangible Assets [Line Items]          
Weighted Average Remaining Life (years)     6 years    
Cost 51,175   $ 51,175   51,175
Accumulated Amortization 44,900   44,900   43,638
Net Book Value 6,275   $ 6,275   7,537
Customer relationships          
Finite Lived Intangible Assets [Line Items]          
Weighted Average Remaining Life (years)     8 years    
Cost 231,100   $ 231,100   231,100
Accumulated Amortization 74,136   74,136   63,653
Net Book Value 156,964   $ 156,964   167,447
Developed technology and software          
Finite Lived Intangible Assets [Line Items]          
Weighted Average Remaining Life (years)     2 years    
Cost 264,369   $ 264,369   249,064
Accumulated Amortization 175,488   175,488   158,919
Net Book Value 88,881   $ 88,881   90,145
Patents, trademarks and other          
Finite Lived Intangible Assets [Line Items]          
Weighted Average Remaining Life (years)     4 years    
Cost 29,168   $ 29,168   29,046
Accumulated Amortization 24,147   24,147   23,185
Net Book Value $ 5,021   $ 5,021   $ 5,861
v3.10.0.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Placement Fee Agreements (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Funding Agreements        
Cash payment made $ 5.9 $ 3.0 $ 11.5 $ 3.0
Imputed interest in placement fees $ 0.4   $ 1.4  
Contract rights under development and placement fee agreements | Minimum        
Funding Agreements        
General term of the agreement     12 months  
Contract rights under development and placement fee agreements | Maximum        
Funding Agreements        
General term of the agreement     83 months  
v3.10.0.1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($)
$ in Thousands
Jun. 30, 2018
Dec. 31, 2017
Payables And Accruals [Abstract]    
Trade accounts payable $ 64,946 $ 59,435
Placement fees 22,328 22,328
Accrued interest 1,481 5,766
Deferred and unearned revenues 15,166 10,450
Cash access processing and related expenses 6,562 8,932
Payroll and related expenses 11,009 14,178
Accrued taxes 1,874 2,112
Other 9,130 11,303
Total accounts payable and accrued expenses $ 132,496 $ 134,504
v3.10.0.1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Parenthetical) (Details) - USD ($)
$ in Millions
Jun. 30, 2018
Dec. 31, 2017
Payables And Accruals [Abstract]    
Total outstanding balance of placement fee liability $ 27.9 $ 39.1
Non-current placement fees $ 5.6 $ 16.8
v3.10.0.1
LONG-TERM DEBT - Summary of Indebtedness (Details) - USD ($)
$ in Thousands
Jun. 30, 2018
Dec. 31, 2017
Long-term debt    
Total debt $ 1,186,800 $ 1,190,900
Less: debt issuance costs and discount (21,203) (23,057)
Total debt after debt issuance costs and discount 1,165,597 1,167,843
Less: current portion of long-term debt (8,200) (8,200)
Long-term debt, less current portion 1,157,397 1,159,643
Senior secured term loan    
Long-term debt    
Total debt 811,800 815,900
Senior unsecured notes    
Long-term debt    
Total debt $ 375,000 $ 375,000
v3.10.0.1
LONG-TERM DEBT - Refinancing and New Credit Facilities (Details) - USD ($)
3 Months Ended 6 Months Ended
May 17, 2018
May 09, 2017
Jun. 30, 2018
Jun. 30, 2018
Nov. 13, 2017
Mar. 31, 2017
Credit Facilities            
Write-off of unamortized deferred financing fees and discounts related to the extinguished debt   $ 14,600,000        
Prepayment penalties incurred   0        
New Credit Agreement, dated May 9, 2017            
Credit Facilities            
Debt issuance discount   4,100,000        
Debt issuance costs   15,500,000        
Actual consolidated leverage ratio (as a percent)       342.00%    
Maximum allowable consolidated secured leverage ratio as of December 31, 2017 and June 30,2018       500.00%    
Maximum allowable consolidated secured leverage ratio as of December 31, 2018 (as a percent)       475.00%    
Maximum allowable consolidated secured leverage ratio as of December 31, 2019 (as a percent)       450.00%    
Maximum allowable consolidated secured leverage ratio as of December 31, 2020 (as a percent)       4.25%    
Maximum allowable consolidated secured leverage ratio as of December 31, 2021 (as a percent)       4.00%    
Maximum allowable consolidated secured leverage ratio as of December 31, thereafter (as a percent)       4.00%    
Threshold for change of control of parent company (as a percent)       35.00%    
New Credit Agreement, dated May 9, 2017 | Everi Payments Inc.            
Credit Facilities            
Ownership of equity interests (as a percent)       100.00%    
New Credit Agreement, dated May 9, 2017 | Eurodollar            
Credit Facilities            
Variable reference rate threshold (as a percent)       0.00%    
Variable reference rate (as a percent)       0.00%    
7.25% Notes due 2021 (Refinanced Secured Notes) | Senior secured notes            
Credit Facilities            
Interest rate (as a percent)           7.25%
Outstanding amount redeemed   335,000,000        
New Credit Agreement, dated November 13, 2017            
Credit Facilities            
Maximum borrowing capacity         $ 818,000,000  
Debt issuance costs         $ 3,000,000  
New Credit Agreement, dated May 17, 2018            
Credit Facilities            
Maximum borrowing capacity $ 813,900,000          
Debt issuance costs $ 1,300,000          
Basis points on variable rate 0.50%          
New Credit Agreement, dated May 17, 2018 | LIBOR            
Credit Facilities            
Interest rate margin (as a percent) 3.50%     3.00%    
Libor floor rate 1.00%          
New Credit Agreement, dated May 17, 2018 | Senior secured term loan            
Credit Facilities            
Percentage of prepayment premium of principal amount of term loan 1.00%          
Revolving credit facility | New Credit Agreement, dated May 9, 2017            
Credit Facilities            
Maximum borrowing capacity   $ 35,000,000        
Term of facility   5 years   5 years    
Borrowings outstanding     $ 0 $ 0    
Additional borrowing availability     $ 35,000,000 $ 35,000,000    
Senior secured term loan facility | New Credit Agreement, dated May 9, 2017            
Credit Facilities            
Term of facility   7 years   7 years    
Principal amount of debt   $ 820,000,000        
Prepayment premium applied to principal amount (as a percent)       1.00%    
Required quarterly principal payment, as a percentage of original principal       0.25%    
Weighted average interest rate during period (as a percent)     5.24% 5.15%    
Outstanding borrowings     $ 811,800,000 $ 811,800,000    
Senior secured term loan facility | New Credit Agreement, dated May 9, 2017 | Maximum            
Credit Facilities            
Period after Closing Date prepayment is subject to a prepayment premium       6 months    
Senior secured term loan facility | Prior Credit Agreement, December 2014            
Credit Facilities            
Prepayment of outstanding balances   $ 462,300,000        
Base rate borrowings | New Credit Agreement, dated May 9, 2017            
Credit Facilities            
Interest rate margin (as a percent)       3.50%    
Base rate borrowings | New Credit Agreement, dated May 9, 2017 | Eurodollar            
Credit Facilities            
Interest rate margin (as a percent)       1.00%    
Variable reference rate period       1 month    
Base rate borrowings | New Credit Agreement, dated May 9, 2017 | Federal funds effective rate            
Credit Facilities            
Interest rate margin (as a percent)       0.50%    
Base rate borrowings | New Credit Agreement, dated November 13, 2017            
Credit Facilities            
Interest rate margin (as a percent)       2.50%    
Base rate borrowings | New Credit Agreement, dated May 17, 2018            
Credit Facilities            
Interest rate margin (as a percent)       2.00%    
Eurodollar Borrowings | New Credit Agreement, dated May 9, 2017            
Credit Facilities            
Interest rate margin (as a percent)       4.50%    
Eurodollar Borrowings | New Credit Agreement, dated November 13, 2017            
Credit Facilities            
Interest rate margin (as a percent)       3.50%    
Eurodollar Borrowings | New Credit Agreement, dated May 17, 2018            
Credit Facilities            
Interest rate margin (as a percent)       3.00%    
Eurodollar Borrowings, Interest Period Greater than Three Months | New Credit Agreement, dated May 9, 2017            
Credit Facilities            
Interest period term       3 months    
Eurodollar Borrowings, Interest Period Greater than Three Months | New Credit Agreement, dated May 9, 2017 | Minimum            
Credit Facilities            
Interest remittance period       3 months    
v3.10.0.1
LONG-TERM DEBT - Senior Secured Notes (Details) - USD ($)
3 Months Ended 6 Months Ended
May 09, 2017
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Long-term debt          
Loss on extinguishment of debt   $ 166,000 $ 14,615,000 $ 166,000 $ 14,615,000
Senior secured notes          
Long-term debt          
Loss on extinguishment of debt       $ 14,600,000  
Senior secured notes | 7.25% Notes due 2021 (Refinanced Secured Notes)          
Long-term debt          
Outstanding amount redeemed $ 335,000,000        
Loss on extinguishment of debt 1,700,000        
Debt issuance costs and fees expensed on extinguishment of debt 200,000        
Debt discounts expensed on extinguishment of debt $ 1,500,000        
v3.10.0.1
LONG-TERM DEBT - Senior Unsecured Notes (Details) - USD ($)
1 Months Ended 3 Months Ended 6 Months Ended
Dec. 05, 2017
Dec. 31, 2017
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Dec. 31, 2014
Long-term debt              
Loss on extinguishment of debt     $ 166,000 $ 14,615,000 $ 166,000 $ 14,615,000  
Senior unsecured notes              
Long-term debt              
Principal amount of debt   $ 375,000,000         $ 350,000,000
Interest rate (as a percent)   7.50%         10.00%
Debt issuance discount             $ 3,800,000
Debt issuance costs   $ 6,100,000         $ 14,000,000
Maturity date   Dec. 15, 2025          
Redemption date Dec. 05, 2017            
Loss on extinguishment of debt $ 37,200,000            
Make whole premium 26,300,000            
Debt issuance costs and fees expensed on extinguishment of debt $ 10,900,000            
Senior unsecured notes | Prior Credit Agreement, December 2014              
Long-term debt              
Redemption price percentage 107.50%            
v3.10.0.1
SHAREHOLDERS' EQUITY (Details)
3 Months Ended 6 Months Ended
Jun. 30, 2018
USD ($)
Vote
shares
Jun. 30, 2017
USD ($)
shares
Jun. 30, 2018
USD ($)
_Series
Vote
fund
shares
Jun. 30, 2017
USD ($)
shares
Dec. 31, 2017
shares
Class Of Stock [Line Items]          
Convertible preferred stock, shares authorized 50,000,000   50,000,000   50,000,000
Convertible preferred stock, shares outstanding 0   0   0
Number of votes for a share of common stock | Vote 1   1    
Number of sinking fund provisions applicable to common stock | fund     0    
Common stock, shares issued 94,408,000   94,408,000   93,120,000
Treasury Stock          
Total Number of Shares Purchased or Withheld          
Shares withheld from restricted stock awards 1,215 455 6,216 3,029  
Aggregate purchase price of shares repurchased or withheld from restricted stock awards | $ $ 8,878 $ 3,117 $ 47,278 $ 10,591  
Maximum          
Class Of Stock [Line Items]          
Convertible preferred stock, shares authorized 50,000,000   50,000,000    
Minimum          
Class Of Stock [Line Items]          
Number of series of preferred stock that may be issued | _Series     1    
v3.10.0.1
WEIGHTED AVERAGE COMMON SHARES (Details) - shares
shares in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Weighted average common shares outstanding        
Weighted average number of common shares outstanding - basic 69,203 66,350 68,946 66,221
Potential dilution from equity awards 4,237   4,377  
Weighted average number of common shares outstanding - diluted 73,440 66,350 73,323 66,221
Anti-dilutive equity awards excluded from computation of earnings per share (in shares) 8,600 11,900 8,100 15,300
v3.10.0.1
SHARE-BASED COMPENSATION - Award Activity (Details) - shares
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
2014 Equity Incentive Plan        
Restricted Stock Granted        
Number of shares available for grant 3,300,000   3,300,000  
2012 Equity Incentive Plan        
Restricted Stock Granted        
Number of shares available for grant 3,300,000   3,300,000  
2005 Stock Incentive Plan        
Restricted Stock Granted        
Number of shares available for grant 0   0  
Stock Options        
Stock Options Granted        
Outstanding (in shares)     19,131,000  
Granted (in shares) 0 58,000 0 4,100,000
Exercised options (in shares)     (1,288,000)  
Canceled or forfeited (in shares)     (1,209,000)  
Outstanding (in shares) 16,634,000   16,634,000  
Restricted Stock Awards        
Restricted Stock Granted        
Outstanding (in shares)     74,000  
Granted (in shares) 0   0  
Vested (in shares)     (22,002) (11,070)
Outstanding (in shares) 52,000   52,000  
Restricted Stock Units        
Restricted Stock Granted        
Granted (in shares)     1,838,000  
Canceled or forfeited (in shares)     (5,000)  
Outstanding (in shares) 1,833,000   1,833,000  
v3.10.0.1
SHARE-BASED COMPENSATION - Stock Options, Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Mar. 31, 2017
Jun. 30, 2018
Jun. 30, 2017
Mar. 31, 2017
Dec. 31, 2017
Stock options              
Proceeds from exercise of stock options       $ 6,373 $ 1,799    
Time Based Options              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Vesting period       4 years      
Expiration period       10 years      
Stock options              
Granted (in shares)       0      
Stock Options Granted              
Granted (in shares)       0      
Time Based Options | Tranche Two              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Vesting rate per year (as a percent)       25.00%      
Market Performance Based Options              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Vesting period             4 years
Expiration period             10 years
Vesting price hurdle, percent of premium to closing stock price on grant date             25.00%
Number of consecutive trading days the Company's average stock price meets certain target prices, which satisfy vesting requirements             30 days
Stock options              
Granted (in shares)       0      
Stock Options Granted              
Granted (in shares)       0      
Market Performance Based Options | Tranche One              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Vesting rate per year (as a percent)             25.00%
Stock Options              
Stock options              
Granted (in shares) 0 58,000   0 4,100,000    
Weighted average grant date fair value (in dollars per share)     $ 3.28     $ 1.83  
Exercised $ 2,500 $ 2,000   $ 3,700 $ 2,000    
Unrecognized compensation expense 5,200 13,400   $ 5,200 $ 13,400    
Weighted-average period for recognition of unrecognized compensation expense       3 years 2 months 12 days 2 years 4 months 24 days    
Non-cash compensation expense       $ 3,700 $ 3,300    
Proceeds from exercise of stock options $ 2,800 $ 1,800   $ 7,100 $ 1,800    
Stock Options Granted              
Outstanding (in shares)       19,131,000      
Granted (in shares) 0 58,000   0 4,100,000    
Exercised options (in shares)       (1,288,000)      
Canceled or forfeited (in shares)       (1,209,000)      
Outstanding (in shares) 16,634,000     16,634,000     19,131,000
Vested and expected to vest (in shares) 15,355,000     15,355,000      
Exercisable (in shares) 10,101,000     10,101,000      
Weighted Average Exercise Price              
Outstanding (in dollars per share)       $ 5.34      
Exercised options (in dollars per share)       4.94      
Canceled or forfeited (in dollars per share)       5.77      
Outstanding (in dollars per share) $ 5.34     5.34     $ 5.34
Vested and expected to vest (in dollars per share) 5.39     5.39      
Exercisable (in dollars per share) $ 6.06     $ 6.06      
Weighted Average Life Remaining              
Outstanding       6 years 8 months 12 days     6 years 4 months 25 days
Vested and expected to vest       6 years 8 months 12 days      
Exercisable       5 years 9 months 18 days      
Aggregate Intrinsic Value              
Outstanding (in dollars) $ 36,771     $ 36,771     $ 45,887
Exercised 2,500 $ 2,000   3,700 $ 2,000    
Vested and expected to vest (in dollars) 33,418     33,418      
Exercisable (in dollars) $ 16,376     $ 16,376      
v3.10.0.1
SHARE-BASED COMPENSATION - Stock Options, Fair Value Assumptions (Details)
6 Months Ended
Jun. 30, 2017
Time Based Options  
Weighted-average assumptions used in estimating fair value  
Risk-free interest rate 2.00%
Expected life of options (in years) 6 years
Expected volatility 54.00%
Market Performance Based Options  
Weighted-average assumptions used in estimating fair value  
Risk-free interest rate 3.00%
Expected life of options (in years) 10 years
Expected volatility 70.00%
v3.10.0.1
SHARE-BASED COMPENSATION - Restricted Stock (Details) - Restricted Stock Awards - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Restricted Stock Granted        
Outstanding (in shares)     74,000  
Granted (in shares) 0   0  
Vested (in shares)     (22,002) (11,070)
Outstanding (in shares) 52,000   52,000  
Weighted Average Grant Date Fair Value        
Outstanding (in dollars per share)     $ 7.00  
Vested (in dollars per share)     6.91  
Outstanding (in dollars per share) $ 7.04   $ 7.04  
Restricted stock        
Granted (in shares) 0   0  
Total fair value of shares vested $ 33,306 $ 12,128 $ 152,054 $ 80,590
Unrecognized compensation expense $ 200,000 $ 900,000 $ 200,000 $ 900,000
Weighted-average period for recognition of unrecognized compensation expense     7 months 6 days 1 year 6 months
Vested (in shares)     22,002 11,070
Non-cash compensation expense     $ 300,000 $ 200,000
v3.10.0.1
SHARE-BASED COMPENSATION - Restricted Stock Units (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2018
Jun. 30, 2017
Restricted Stock Units and Performance Based Restricted Stock Units      
Restricted Stock Granted      
Granted (in shares)   1,838,000 0
Vested (in shares)   0 0
Forfeited (in shares)   (5,000)  
Outstanding (in shares) 1,833,000 1,833,000  
Vested and expected to vest (in shares) 1,125,000 1,125,000  
Weighted Average Grant Date Fair Value      
Granted (in dollars per share)   $ 7.49  
Forfeited (in dollars per share)   7.47  
Outstanding (in dollars per share) $ 7.49 7.49  
Vested and expected to vest (in dollars per share) $ 7.49 $ 7.49  
Weighted Average Life Remaining      
Outstanding   2 years 6 months  
Vested and expected to vest   2 years 3 months 18 days  
Aggregate Intrinsic Value      
Outstanding (in dollars) $ 13,195 $ 13,195  
Vested and expected to vest (in dollars) 8,099 $ 8,099  
Restricted stock      
Granted (in shares)   1,838,000 0
Vested (in shares)   0 0
Unrecognized compensation expense $ 7,900 $ 7,900  
Weighted-average period for recognition of unrecognized compensation expense   3 years 6 months  
Non-cash compensation expense   $ 300  
Restricted Stock Units      
Restricted Stock Granted      
Granted (in shares)   1,838,000  
Forfeited (in shares)   (5,000)  
Outstanding (in shares) 1,833,000 1,833,000  
Weighted Average Grant Date Fair Value      
Vesting period 4 years    
Restricted stock      
Granted (in shares)   1,838,000  
Restricted Stock Units | Tranche One      
Weighted Average Grant Date Fair Value      
Vesting rate per year (as a percent) 25.00%    
v3.10.0.1
INCOME TAXES - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Income Tax Disclosure [Abstract]        
Effective income tax rate (as a percent) (377.30%) (10.80%) (35.40%) (14.80%)
Statutory federal rate (as a percent) 21.00% 35.00% 21.00% 35.00%
Unrecognized tax benefits $ 0.9   $ 0.9  
v3.10.0.1
SEGMENT INFORMATION - Revenues, Operating Income, and Assets (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Dec. 31, 2017
Revenues          
Total revenues $ 118,682 $ 242,230 $ 229,683 $ 479,767  
Costs and expenses          
Cost of revenues 96,085   182,595    
Operating expenses 37,570 28,779 69,757 57,772  
Research and development 4,595 4,618 8,906 9,161  
Depreciation 13,701 11,396 26,526 22,226  
Amortization 16,552 17,439 32,855 34,764  
Total costs and expenses 96,085 220,938 182,595 435,872  
Operating income 22,597 21,292 47,088 43,895  
Total assets          
Total assets 1,439,816   1,439,816   $ 1,537,074
Games          
Revenues          
Total revenues 65,948 55,104 126,165 110,380  
Costs and expenses          
Cost of revenues [1] 16,815 13,239 31,738 25,683  
Operating expenses 16,210 10,588 28,217 21,197  
Research and development 4,595 4,618 8,906 9,161  
Depreciation 12,112 9,697 23,252 18,728  
Amortization 13,907 14,241 27,392 28,098  
Total costs and expenses 63,639 52,383 119,505 102,867  
Operating income 2,309 2,721 6,660 7,513  
Total assets          
Total assets 931,730   931,730   925,186
Games | Gaming operations          
Revenues          
Total revenues 43,022 36,869 83,078 73,400  
Costs and expenses          
Cost of revenues 4,211 3,963 8,393 7,171  
Games | Gaming equipment and systems          
Revenues          
Total revenues 22,278 17,557 42,431 36,281  
Costs and expenses          
Cost of revenues 12,045 8,740 22,786 17,976  
Games | Gaming other          
Revenues          
Total revenues 648 678 656 699  
Costs and expenses          
Cost of revenues 559 536 559 536  
FinTech          
Revenues          
Total revenues 52,734 187,126 103,518 369,387  
Costs and expenses          
Cost of revenues [1] 6,852 145,467 12,813 286,266  
Operating expenses 21,360 18,191 41,540 36,575  
Depreciation 1,589 1,699 3,274 3,498  
Amortization 2,645 3,198 5,463 6,666  
Total costs and expenses 32,446 168,555 63,090 333,005  
Operating income 20,288 18,571 40,428 36,382  
Total assets          
Total assets 508,086   508,086   $ 611,888
FinTech | Cash access services          
Revenues          
Total revenues 39,739 175,442 77,958 347,175  
Costs and expenses          
Cost of revenues 2,446 142,445 4,676 281,106  
FinTech | Equipment          
Revenues          
Total revenues 4,765 3,697 9,183 5,997  
Costs and expenses          
Cost of revenues 3,426 2,212 5,940 3,631  
FinTech | Information services and other          
Revenues          
Total revenues 8,230 7,987 16,377 16,215  
Costs and expenses          
Cost of revenues 980 810 2,197 1,529  
Total Games and FinTech          
Revenues          
Total revenues 118,682 242,230 229,683 479,767  
Costs and expenses          
Cost of revenues 23,667 158,706 44,551 311,949  
Operating expenses 37,570 28,779 69,757 57,772  
Research and development 4,595 4,618 8,906 9,161  
Depreciation 13,701 11,396 26,526 22,226  
Amortization 16,552 17,439 32,855 34,764  
Total costs and expenses 96,085 220,938 182,595 435,872  
Operating income $ 22,597 $ 21,292 $ 47,088 $ 43,895  
[1] Exclusive of depreciation and amortization.
v3.10.0.1
SEGMENT INFORMATION - Major Customers (Details) - Five largest customers - Customer risk - Revenues - Customer
3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2018
Jun. 30, 2017
Entity Wide Revenue Major Customer [Line Items]        
Number of major customers 5 5 5 5
Concentration risk (as a percent) 22.00% 26.00% 22.00% 27.00%