0001698991-23-000010 | 10-K | XBRL Viewer

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Cover - USD ($) $ in Millions	12 Months Ended
Cover - USD ($) $ in Millions	Dec. 31, 2022	Feb. 24, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-38136
Entity Registrant Name	Accel Entertainment, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	98-1350261
Entity Address, Address Line One	140 Tower Drive
Entity Address, City or Town	Burr Ridge
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60527
City Area Code	630
Local Phone Number	972-2235
Title of 12(b) Security	Class A-1 Common Stock, par value $.0001 per share
Trading Symbol	ACEL
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 610.3
Entity Common Stock, Shares Outstanding		86,666,703
Documents Incorporated by Reference	Portions of the registrant’s definitive Proxy Statement for its 2023 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended December 31, 2022.
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Central Index Key	0001698991

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2022
Audit Information [Abstract]
Auditor Name	KPMG LLP
Auditor Location	Chicago, Illinois
Auditor Firm ID	185

CONSOLIDATED STATEMENTS OF OPERATIONS and COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Total net revenues	$ 969,797	$ 734,707	$ 316,352
Operating expenses:
Cost of revenue (exclusive of depreciation and amortization expense shown below)	666,126	494,032	211,086
Cost of manufacturing goods sold (exclusive of depreciation and amortization expense shown below)	4,775	0	0
General and administrative	145,942	110,818	77,420
Depreciation and amortization of property and equipment	29,295	24,636	20,969
Amortization of intangible assets and route and customer acquisition costs	17,484	22,040	22,608
Other expenses, net	9,320	12,989	8,948
Total operating expenses	872,942	664,515	341,031
Operating income (loss)	96,855	70,192	(24,679)
Interest expense, net	21,637	12,702	13,707
(Gain) loss on change in fair value of contingent earnout shares	(19,544)	9,762	(8,484)
Gain on change in fair value of warrants	0	0	(12,574)
Loss on debt extinguishment	0	1,152	0
Income (loss) before income tax expense (benefit)	94,762	46,576	(17,328)
Income tax expense (benefit)	20,660	15,017	(16,918)
Net income (loss)	$ 74,102	$ 31,559	$ (410)
Earnings (loss) per share:
Basic (in usd per share)	$ 0.82	$ 0.34	$ (0.00)
Diluted (in usd per share)	$ 0.81	$ 0.33	$ (0.02)
Weighted average number of shares outstanding:
Basic (in shares)	90,629	93,781	83,045
Diluted (in shares)	91,229	94,638	83,113
Comprehensive income (loss)
Net income (loss)	$ 74,102	$ 31,559	$ (410)
Unrealized (loss) gain on investment in convertible notes (net of income taxes of $(36) and $36, respectively)	0	(93)	93
Unrealized gain on interest rate caplets (net of income taxes of $4,693)	12,240	0	0
Comprehensive income (loss)	86,342	31,466	(317)
Net gaming
Total net revenues	925,009	705,784	300,520
Amusement
Total net revenues	21,106	16,667	9,247
Manufacturing
Total net revenues	7,621	0	0
ATM fees and other revenue
Total net revenues	$ 16,061	$ 12,256	$ 6,585

CONSOLIDATED STATEMENTS OF OPERATIONS and COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Income taxes for unrealized gain on investment in convertible notes		$ 36	$ (36)
Income taxes for unrealized gain on interest rate caplets	$ 4,693

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 224,113	$ 198,786
Accounts receivable, net	11,166	5,121
Prepaid expenses	7,407	6,998
Inventories	6,941	0
Income taxes receivable	538	0
Interest rate caplets	8,555	0
Investment in convertible notes	32,065	32,065
Other current assets	8,427	5,025
Total current assets	299,212	247,995
Property and equipment, net	211,844	152,251
Noncurrent assets:
Route and customer acquisition costs, net	18,342	15,913
Location contracts acquired, net	189,343	150,672
Goodwill	100,707	46,199
Other intangible assets, net	22,979	0
Interest rate caplets, net of current	11,364	0
Other assets	8,978	3,043
Total noncurrent assets	351,713	215,827
Total assets	862,769	616,073
Current liabilities:
Current maturities of debt	23,466	17,500
Current portion of route and customer acquisition costs payable	1,487	2,079
Accrued location gaming expense	7,791	3,969
Accrued state gaming expense	16,605	11,441
Accounts payable and other accrued expenses	22,302	14,616
Accrued compensation and related expenses	10,607	8,886
Current portion of consideration payable	7,647	13,344
Total current liabilities	89,905	71,835
Long-term liabilities:
Debt, net of current maturities	518,566	324,022
Route and customer acquisition costs payable, less current portion	5,137	3,953
Consideration payable, less current portion	6,872	12,706
Contingent earnout share liability	23,288	42,831
Other long-term liabilities	3,390	17
Deferred income tax liability, net	37,021	2,248
Total long-term liabilities	594,274	385,777
Stockholders’ equity:
Preferred Stock, par value of $0.0001; 1,000,000 shares authorized; 0 shares issued and outstanding at December 31, 2022 and December 31, 2021	0	0
Class A-1 Common Stock, par value $0.0001; 250,000,000 shares authorized; 94,504,051 shares issued and 86,674,390 shares outstanding at December 31, 2022; 94,111,868 shares issued and 93,410,563 shares outstanding at December 31, 2021	9	9
Additional paid-in capital	194,157	187,656
Treasury stock, at cost	(81,697)	(8,983)
Accumulated other comprehensive income	12,240	0
Accumulated earnings (deficit)	53,881	(20,221)
Total stockholders' equity	178,590	158,461
Total liabilities and stockholders' equity	$ 862,769	$ 616,073

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Preferred stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	1,000,000	1,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (in usd per share)	$ 0.0001
Class A-1 Common Stock
Common stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	250,000,000	250,000,000
Common stock, shares issued (in shares)	94,504,051	94,111,868
Common stock, shares outstanding (in shares)	86,674,390	93,410,563

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Treasury Stock	Accumulated Other Comprehensive Income	Accumulated Earnings (Deficit)
Beginning balance (in shares) at Dec. 31, 2019		76,637,470
Beginning balance at Dec. 31, 2019	$ (43,010)	$ 8	$ 8,352	$ 0	$ 0	$ (51,370)
Beginning balance (in shares) at Dec. 31, 2019				0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of Class A-2 Common Stock to Class A-1 Common Stock (in shares)		1,666,636
Conversion of Class A-2 Common Stock to Class A-1 Common Stock	19,924		19,924
Stock-based compensation	$ 5,538		5,538
Exercise of common stock options (in shares)	359,987	359,987
Exercise of common stock options	$ 839		839
Exercise of warrants (in shares)		510
Exercise of warrants	4		4
Exchange of warrants for common stock (in shares)		5,581,890
Exchange of warrants for common stock	54,471		54,471
Issuance of common stock, net (in shares)		9,133,015
Issuance of common stock, net	90,422	$ 1	90,421
Unrealized gain on investment in convertible notes	93				93
Unrealized gain on interest rate caplets	0
Net income (loss)	(410)					(410)
Ending balance (in shares) at Dec. 31, 2020		93,379,508
Ending balance at Dec. 31, 2020	127,871	$ 9	179,549	$ 0	93	(51,780)
Ending balance (in shares) at Dec. 31, 2020				0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	$ 6,403		6,403
Exercise of common stock options (in shares)	577,719
Repurchase of common stock (in shares)		(701,305)		(701,305)
Repurchase of common stock	$ (8,983)			$ (8,983)
Exercise of stock-based awards (in shares)		732,360
Exercise of stock-based awards	1,704		1,704
Unrealized gain on investment in convertible notes	(93)				(93)
Unrealized gain on interest rate caplets	0
Net income (loss)	31,559					31,559
Ending balance (in shares) at Dec. 31, 2021		93,410,563
Ending balance at Dec. 31, 2021	158,461	$ 9	187,656	$ (8,983)	0	(20,221)
Ending balance (in shares) at Dec. 31, 2021				(701,305)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	$ 6,840		6,840
Exercise of common stock options (in shares)	136,998
Repurchase of common stock (in shares)	(7,643,978)	(7,643,978)		(7,643,978)
Repurchase of common stock	$ (79,003)			$ (79,003)
Reissuance of treasury stock in business combination (in shares)		515,622		515,622
Reissuance of treasury stock in business combination	5,584		(705)	$ 6,289
Exercise of stock-based awards (in shares)		392,183
Exercise of stock-based awards	366		366
Unrealized gain on investment in convertible notes	0
Unrealized gain on interest rate caplets	12,240				12,240
Net income (loss)	74,102					74,102
Ending balance (in shares) at Dec. 31, 2022		86,674,390
Ending balance at Dec. 31, 2022	$ 178,590	$ 9	$ 194,157	$ (81,697)	$ 12,240	$ 53,881
Ending balance (in shares) at Dec. 31, 2022				(7,829,661)

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net income (loss)	$ 74,102	$ 31,559	$ (410)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization of property and equipment	29,295	24,636	20,969
Amortization of intangible assets and route and customer acquisition costs	17,484	22,040	22,608
Amortization of debt issuance costs	2,110	2,099	2,064
Stock-based compensation	6,840	6,403	5,538
(Gain) loss on change in fair value of contingent earnout shares	(19,544)	9,762	(8,484)
Gain on change in fair value of warrants	0	0	(12,574)
(Gain) loss on disposal of property and equipment	(608)	(63)	47
Loss on write-off of route and customer acquisition costs and route and customer acquisition costs payable	757	711	910
Loss on debt extinguishment	0	1,152	0
Remeasurement of contingent consideration	(3,524)	4,347	(584)
Payments on consideration payable	(3,570)	(2,566)	(1,766)
Accretion of interest on route and customer acquisition costs payable, contingent consideration, and contingent stock consideration	2,460	2,617	2,030
Payments for debt issuance costs	0	(156)	0
Deferred income taxes	13,433	6,108	(16,836)
Changes in operating assets and liabilities, net of acquisition of businesses:
Prepaid expenses and other current assets	(1,610)	(4,982)	(2,904)
Accounts receivable, net	(1,651)	0	0
Inventories	(500)	0	0
Income taxes receivable	(349)	3,341	566
Route and customer acquisition costs	(4,347)	(3,077)	(603)
Route and customer acquisition costs payable	358	97	(780)
Accounts payable and accrued expenses	1,791	3,738	(16,876)
Accrued compensation and related expenses	95	3,033	3,452
Other assets	(5,023)	(44)	(72)
Net cash provided by (used in) operating activities	107,999	110,755	(3,705)
Cash flows from investing activities:
Purchases of property and equipment	(47,379)	(29,753)	(25,761)
Proceeds from the sale of property and equipment	2,144	1,405	394
Payments on consideration payable	0	0	(299)
Business and asset acquisitions, net of cash acquired	(144,028)	(6,196)	(35,769)
Net cash used in investing activities	(189,263)	(34,544)	(61,435)
Cash flows from financing activities:
Proceeds from term loan	0	12,338	0
Payments on term loan	(21,875)	(9,000)	(12,000)
Proceeds from delayed draw term loans	100,000	0	65,000
Payments on delayed draw term loans	(3,750)	(4,688)	(5,438)
Proceeds from revolving debt	140,000	42,000	49,000
Payments on revolving debt	(19,000)	(42,000)	(107,500)
Payments for debt issuance costs	0	(364)	(677)
Payments for repurchase of common shares	(79,002)	(8,983)	0
Payments on interest rate caplets	(873)	0	0
Proceeds from issuance of common stock, net	0	0	90,422
Proceeds from exercise of stock options and warrants	366	1,704	847
Payments on consideration payable	(9,197)	(2,792)	(5,448)
Tax withholding on share-based payments	(78)	(91)	(18)
Net cash provided by (used in) financing activities	106,591	(11,876)	74,188
Net increase in cash and cash equivalents	25,327	64,335	9,048
Cash and cash equivalents:
Beginning of year	198,786	134,451	125,403
End of year	224,113	198,786	134,451
Cash payments for:
Interest	19,942	9,647	12,854
Income taxes	7,662	8,589	0
Supplemental schedules of noncash investing and financing activities:
Purchases of property and equipment in accounts payable and accrued liabilities	9,763	2,718	14,992
Deferred premium on interest rate caplets	3,025	0	0
Fair value of treasury stock issued in business combination	5,584	0	0
Common stock offering costs in accounts payable and accrued liabilities	0	0	364
Conversion of contingent earnout shares	0	0	(19,924)
Accrued debt issuance costs	0	3,956	0
Acquisition of businesses and assets:
Total identifiable net assets acquired	185,415	6,948	39,731
Less cash acquired	(33,270)	(646)	(716)
Less contingent consideration	(2,533)	(106)	(3,246)
Less fair value of treasury stock issued	(5,584)	0	0
Cash purchase price	$ 144,028	$ 6,196	$ 35,769

Description of Business	12 Months Ended
Description of Business	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business Accel Entertainment, Inc. (and together with its subsidiaries, the “Company” or “Accel”) is a leading distributed gaming operator in the United States. The Company's wholly owned subsidiary, Accel Entertainment Gaming LLC, has been licensed by the State of Illinois Gaming Board (“IGB”) since March 15, 2012 to be a terminal operator in the State of Illinois. Its Illinois terminal operator license allows the Company to install and operate gaming terminals in licensed gaming locations throughout the State of Illinois as approved by individual municipalities. The Illinois terminal operator license, which is not transferable or assignable, requires compliance with applicable regulations and the license is renewable annually unless sooner cancelled or terminated. In July 2020, the Georgia Lottery Corporation approved one of the Company's consolidated subsidiaries as a licensed operator, or Master Licensee, which allows the Company to install and operate coin operated amusement machines for commercial use by the public for play throughout the State of Georgia. The Company also holds a license from the Pennsylvania Gaming Control Board. On December 30, 2021, one of the Company's consolidated subsidiaries acquired amusement and automated teller machines (“ATMs”) operations in Iowa and registered with the Iowa Department of Inspections and Appeals to conduct such operations in Iowa. On June 1, 2022, the Company acquired Century Gaming, Inc. (“Century”), which is a leading distributed gaming operator in the Montana and Nevada gaming markets. Century is also a manufacturer of gaming terminals in the Montana, Nevada, South Dakota, Louisiana and West Virginia markets. In connection with the acquisition, Accel was granted a two-year terminal operator license by the Nevada Gaming Commission and a manufacturer, distributor and route operator license by the Gambling Control Division of the Montana Department of Justice through June 2023. The Montana license is renewable annually. In June 2022, the Company became a licensed distributor of mechanical amusement devices (“MADs”) in Nebraska and commenced operations in this market. The Company also operates redemption terminals, which also function as ATMs at its licensed video gaming locations, and amusement equipment at certain locations. The Company is also subject to various other federal, state and local laws and regulations in addition to gaming regulations. On November 20, 2019, TPG Pace Holdings Corp., (“TPG Holdings”) entered into a Transaction Agreement with each of the stockholders of Accel Entertainment, Inc. (“Accel”). Pursuant to the Transaction Agreement and in connection therewith, TPG Holdings acquired, directly or indirectly, all of the issued and outstanding shares of common stock and preferred stock from the Accel stockholders. In connection with the closing of the transaction, TPG Holdings changed its name to Accel Entertainment, Inc. This transaction was accounted for as a reverse recapitalization. The Company was an emerging growth company ("EGC") under the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”) following the consummation of the merger of TPG Pace Holding Corp. and Accel Entertainment, Inc. The Company elected to use this extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act and as a result of this election, its financial statements may not be comparable to companies that comply with public company effective dates. The Company was no longer an EGC effective December 31, 2022. Impact of COVID-19 on the Consolidated Financial Statements The ongoing COVID-19 outbreak and its related variants are having a significant impact on global markets as a result of prior and current government-mandated business closures, supply chain and production disruptions, workforce restrictions, travel restrictions, reduced consumer spending and sentiment, amongst other factors, which are, individually or in the aggregate, negatively affecting the financial performance, liquidity and cash flow projections of many companies in the United States and abroad. In its response to the initial COVID-19 outbreak in 2020, the IGB made the decision to shut down all gaming terminals across the State of Illinois starting at 9:00 p.m. on March 16, 2020 and ultimately extended the shutdown through June 30, 2020. As COVID-19 began a resurgence in the fall of 2020, the virus spread exponentially in every geographical region (currently 11 regions) in the State of Illinois. In response, the IGB suspended all video gaming operations until further notice across the entire state of Illinois starting at 11:01 PM on Thursday November 19, 2020. Video gaming operations resumed in certain regions of the state beginning on January 16, 2021, and fully resumed in all regions on January 23, 2021. Even though video gaming operations resumed across all regions, certain regions still had government-imposed restrictions that, among other things, limited hours of operation and restricted the number of patrons allowed within in the licensed establishments. These temporary shutdowns of Illinois video gaming impacted 148 of the 365 gaming days (or 40% of gaming days) during the year ended December 31, 2020 and 18 of the 365 gaming days (or 5% of gaming days) during the year ended December 31, 2021. As a result of these developments, the Company's revenues, results of operations and cash flows for the years ended December 31, 2020 and 2021 were materially affected. The COVID-19 situation is rapidly changing as new variant strains continue to pose a threat to the public health and additional impacts to the business and financial results may arise that the Company is not aware of currently. While variants of COVID-19 continue to impact infection rates and the healthcare system, it is possible that the regulating bodies or the states in which the Company operates may order future shutdowns, or a complete suspension of video gaming in the state, or institute stay-at-home, closure or other similar orders or measures in the future in response to COVID-19 and its related variants. If this were to occur, the Company's revenues, results of operations and cash flows could be materially affected and the Company could recognize impairment losses which could be material.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of presentation and preparation: The consolidated financial statements and accompanying notes were prepared in conformity with U.S. GAAP and the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of the Company and of its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the current period presentation.

Use of estimates: The preparation of consolidated financial statements requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) disclosure of contingent assets and liabilities at the date of the consolidated financial statements and (iii) the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates used by the Company include, among other things, the useful lives for depreciable and amortizable assets, income tax provisions, the evaluation of the future realization of deferred tax assets, projected cash flows in assessing the initial valuation of intangible assets in conjunction with business and asset acquisitions, the selection of useful lives for depreciable and amortizable assets in conjunction with business and asset acquisitions, the valuation of level 3 investments, the valuation of contingent earnout shares and warrants, the valuation of interest rate caplets, contingencies, and the expected term of share-based compensation awards and stock price volatility when computing share-based compensation expense. The Company also estimated stock prices prior to the reverse recapitalization discussed in Note 1 when computing share-based compensation expense. Actual results may differ from those estimates.

Change in estimate: During the fourth quarter of 2021, the Company conducted a review of its estimate of depreciable lives for its gaming terminals and equipment. As a result of this review, the Company extended the useful lives of its gaming terminals and equipment from 10 years to 13 years as the equipment is lasting longer than originally estimated. The Company has many gaming terminals and equipment that were purchased when the Company started operations in 2012 that are still being used today.

Also during the fourth quarter of 2021, the Company conducted a review of its estimate of the amortization periods for its route and customer acquisition costs and its location contracts. As a result of this review, the Company extended the amortization period of its route and customer acquisition costs from 12.4 years to 18 years and its location contracts from 10 years to 15 years. In both cases the extended useful lives reflect the Company's strong relationship with its location partners as demonstrated by continued high contract renewal rates.

The impact of these changes in estimate for the years ended December 31, 2022 and 2021, was as follows (in thousands):


	Year ended		Year ended
	December 31, 2022		December 31, 2021
Decrease to depreciation expense	$	3,685	$	1,232
Decrease to amortization expense	$	8,215	$	2,688
Increase to net income	$	8,511	$	3,920
Increase to net income per share	$	0.09	$	0.04

Segment information: The Company operates as a single operating segment. The Company’s chief operating decision maker (“CODM”) is the chief executive officer, who has ultimate responsibility for the operating performance of the Company and the allocation of resources. The CODM assesses the Company’s performance and allocates resources based on consolidated results, and this is the only discrete financial information that is regularly reviewed by the CODM.

Cash and cash equivalents: Cash and cash equivalents include bank deposit accounts; term bank deposit accounts; cash in the Company’s gaming terminals, ATMs, redemption terminals, and Company vaults.

The Company’s policy is to limit the amount of credit exposure to any one financial institution. The Company maintains its cash in accounts which may at times exceed Federal Deposit Insurance Corporation insured limits. The Company has not experienced any losses in such accounts.

Accounts receivable: Accounts receivable represent amounts due from third-party locations serviced by the Company and amounts due for machines, software and equipment sold by the Company. The carrying amount of receivables is reduced by a valuation allowance that reflects management’s best estimate of the amounts that will not be collected. Management determines the allowance by regularly evaluating individual receivables from third-party locations and considering a customer’s financial condition, credit history and current economic conditions. The Company's allowance for doubtful accounts was $0.1 million as of December 31, 2022. The Company generally does not charge interest on past due accounts receivable.

Inventories: Inventories consist of gaming machines for sale to third-parties, raw materials, and manufacturing supplies. Inventories are stated at the lower of cost and net realizable value. Cost is determined using the average cost method. Labor and overhead associated with the assembly of gaming machines for sales to third-parties are capitalized and allocated to inventory.

Derivative instruments: The Company may manage its exposure to certain financial risks through the use of derivative financial instruments (“derivatives”). The Company does not use derivatives for speculative purposes. For a derivative that is designated as a cash flow hedge, changes in the fair value of the derivative are recognized in accumulated other comprehensive income to the extent the derivative is effective at offsetting the changes in the cash flows being hedged until the hedged item affects earnings.

Investment in convertible notes: At acquisition, an entity shall classify debt securities as trading, available-for-sale, or held-to-maturity. While the Company has no the intention of selling the convertible notes, it cannot classify them as held-to-maturity due to the conversion feature. Therefore, the Company has classified its investment in convertible notes as available for sale.

Property and equipment: Property and equipment are stated at cost or fair value at the date of acquisition. Maintenance and repairs are charged to expense as incurred. Major additions, replacements and improvements are capitalized. Spare parts are

included in other current assets when acquired and are expensed when used to repair equipment. Depreciation has been computed using the straight-line method over the following estimated useful lives:


			Years
Gaming terminals and equipment			13
Amusement and other equipment			7
Office equipment and furniture			7
Computer equipment and software			3-5
Leasehold improvements *			5
Vehicles			5
Buildings and improvements			15-29

* Leasehold improvements are amortized over the shorter of the useful life or the lease.

Development costs directly associated with the acquisition, development and construction of a project are capitalized as a cost of the project during the periods in which activities necessary to prepare the property for its intended use are in progress. Interest costs associated with major construction projects are capitalized as part of the cost of the constructed assets. When no debt is incurred specifically for a project, interest is capitalized on amounts expended for the project using the weighted-average cost of borrowing. Capitalization of interest ceases when the project (or discernible portions of the project) is substantially complete. If substantially all of the construction activities of a project are suspended, capitalization of interest will cease until such activities are resumed.

Concentration of credit risk: The Company’s operations are centralized primarily in Illinois, Montana and Nevada. Should there be favorable or unfavorable changes to the gaming regulations in these states there may be an impact on the Company’s results of operations. The Company has high concentrations of locations within certain municipalities in Illinois which could impact the Company if these municipalities change their gaming laws.

Fair value of financial instruments: The Company’s financial instruments consist principally of cash, convertibles notes, accounts payable, route and customer acquisition costs payable, contingent consideration, contingent earnout shares liability, interest rate caplets, and bank indebtedness.

The carrying amount of cash, accounts payable and short-term borrowings approximates fair value because of the short-term maturity of these instruments.

The Company estimates the fair value of its investment in convertible notes based on Level 3 inputs.

The Company estimates the fair value of the interest rate caplets using quotes that are based on models whose inputs are observable LIBOR forward interest rate curves. The valuation of the interest rate caplets is considered to be a Level 2 fair value measurement as the significant inputs are observable.

The Company estimates the fair value of its debt using level two and level three inputs by discounting the future cash flows using current interest rates at which it could obtain similar borrowings in consideration of the estimated enterprise value of the Company.

Contingent consideration, which is recorded within consideration payable on the accompanying consolidated balance sheets, is measured at fair value on a recurring basis based on Level 3 inputs.

The Company's contingent earnout shares liability and warrant liability is measured at fair value on a recurring basis based on Level 2 inputs.

For further discussion on how the Company determines the fair value of its investment in convertible notes, interest rate caplets, contingent consideration, contingent earnout shares and warrants, see Note 13.

Revenue recognition: The Company generates revenues from the following types of services: gaming terminals, amusements and ATMs. The Company also generates manufacturing revenue from the sales of gaming terminals and associated software by Grand Vision Gaming, a wholly-owned subsidiary of Century, which is a designer and manufacturer of gaming terminals. Revenue is disaggregated by type of revenue and is presented on the face of the consolidated statements of operations and comprehensive income (loss).

Net gaming revenue is the net cash from gaming activities, which is the difference between gaming wins and losses. Net gaming revenue includes the amounts earned by the gaming locations and is recognized at the time of gaming play. Additionally, taxes and administrative expenses due to the states in which the Company operates are recorded as net gaming revenue. Amounts earned by the gaming locations and taxes and administrative expenses are also included in cost of revenue.

Amusement revenue represents amounts collected from machines (e.g. dart boards, digital jukeboxes, pool tables, etc.) operated at various locations and is recognized at the time the machine is used.

Manufacturing revenue represents the sale of gaming terminals and associated software and is recognized at the time the goods are delivered to the customer.

ATM fees and other revenue represents fees charged for the withdrawal of funds from the Company’s redemption terminals and stand-alone ATM machines and is recognized at the time of the transaction.

The Company determined that in a gaming environment, whenever a customer’s money has been accepted by a machine, the Company has an obligation (an implied contract) to provide the customer access to the game and honor the outcome of the game (in the case of gaming terminals). The Company determined that when the implied contract is entered into between the Company and the customer, it satisfies the requirements of a contract under the revenue standard, as (i) the contract is a legally enforceable contract with the customer, (ii) the arrangement identifies the rights of the parties, (iii) the contract has commercial substance, and (iv) the cash is received upfront from the customer, so its collectability is probable. The gaming service is a single performance obligation in each implied contract with the customer. The Company applies the portfolio approach of all wins and losses by gaming terminals daily to determine the total transaction price of the portfolio of implied contracts. The Company recognizes revenue when the single performance obligation is satisfied, which is at the completion of each game.

Total net revenues for the years ended December 31 is disaggregated in the following table by the primary states in which the Company operates given the geographic economic factors that affect the revenues in the states.


(in thousands)	2022		2021		2020
Net revenues by state:
Illinois	$	808,652	$	730,244	$	316,352
Montana	79,639		—		—
Nevada	66,989		—		—
Other	14,517		4,463		—
Total net revenues	$	969,797	$	734,707	$	316,352

Route and customer acquisition costs: The Company’s route and customer acquisition costs consist of fees paid at the inception of contracts entered into with third parties and its gaming locations to install and operate gaming terminals. The route and customer acquisition costs and route and customer acquisition costs payable are recorded at the net present value of the future payments using a discount rate equal to the Company’s incremental borrowing rate associated with its long-term debt. Route and customer acquisition costs are amortized on a straight-line basis over 18 years beginning on the date the location goes live and

amortized over the life of the contract, which includes expected renewals. The Company records the accretion of interest on route and customer acquisitions costs payable in the consolidated statements of operations and comprehensive income (loss) as a component of interest expense. For locations that close prior to the end of the contractual term, the Company writes-off the net book value of the route and customer acquisition cost and route and customer acquisition cost payable and records a gain or loss in the consolidated statements of operations and comprehensive income (loss) as a component of other expenses, net. The Company’s route and customer acquisition costs also consists of prepaid commission costs to the Company's internal sales force of employees. The commissions paid to internal sales employees are subsequently expensed once the respective gaming location goes live and the commission is earned by the employee.

Location contracts acquired: Location contracts acquired are accounted for as intangible assets and consist of expected cash flows to be generated from location contracts acquired through business and asset acquisitions. Location contracts acquired are amortized on a straight-line basis over the expected useful life of primarily 15 years. Location contracts are tested for impairment when triggering events occur. If a triggering event were to occur, the Company compares the carrying amount of the location contracts to future undiscounted cash flows. If the value of future undiscounted cash flows is less than the carrying amount of an asset group, an impairment loss is recorded based on the excess of the carrying amount over the fair value of the asset group.

Goodwill: Goodwill represents the difference between the purchase price and the fair value of the identifiable tangible and intangible net assets acquired when accounted for using the acquisition method of accounting. Goodwill is reviewed for impairment annually, as of October 1st, and whenever events or changes in circumstances indicate that the carrying value of the goodwill may not be recoverable. When performing the annual goodwill impairment test, the Company conducts a qualitative assessment to determine whether it is more likely than not that the goodwill is impaired. Under the qualitative assessment, the Company considers both positive and negative factors, including macroeconomic conditions, industry events, financial performance, and makes a determination of whether it is more likely than not that the fair value of the goodwill is less than its carrying amount. If, after assessing the qualitative factors, the Company determines it is more likely than not the goodwill is impaired, it then performs a quantitative test. When performing the quantitative test, the Company compares the fair value of the reporting unit to its carrying value. If the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, the Company would record an impairment loss equal to the difference.

Consideration payable: Consideration payable consists of amounts payable related to certain business acquisitions as well as contingent consideration for future location performance related to certain business acquisitions (see Note 10). Consideration payable, exclusive of contingent consideration, is discounted using the Company’s incremental borrowing rate associated with its outstanding debt. The contingent consideration is measured at fair value on a recurring basis. The changes in the fair value of contingent consideration are recognized within the Company’s consolidated statements of operations and comprehensive income (loss) as other expenses, net. The Company presents on its statement of cash flows, payments for consideration payable within

90-days in investing activities, payments after 90-days and up to the acquisition date fair value in financing activities, and payments in excess of the acquisition date fair value in operating activities.

Impairment of long-lived assets: Long-lived assets, which includes property and equipment, net and other assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset or asset group may not be recoverable. Impairment of the assets is measured by a comparison of the carrying amount of the asset to future undiscounted cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount of which the carrying amount of the asset exceeds the fair value of the asset. There were no indicators of impairment of long-lived assets in 2022, 2021, or 2020.

Contingent earnout shares liability: The Company's Class A-2 common stock is classified as a contingent earnout share liability due to the fact that the conversion of the Company's Class A-2 common stock would be accelerated on a change of control regardless of the transaction value. The liability is stated at fair value and any change in the fair value is recognized as a gain or loss in the Company’s consolidated statements of operations and comprehensive income (loss).

Warrant liability: The Company's warrants are classified as a liability due to the fact that certain provisions preclude the warrants from being accounted for as components of stockholders’ equity, including certain settlement provisions that differ based on the holder of the warrants. The warrants are measured at fair value at each reporting date in accordance with Accounting Standards Codification ("ASC") 820, Fair Value Measurement. Any changes in the fair value of the warrants are recognized in the consolidated statements of operations and comprehensive income (loss) in the period of change.

Leases: The Company determines if an arrangement is a lease at inception and categorizes it as either an operating or finance lease. An arrangement contains a lease when the arrangement conveys the right to control the use of an identified asset over the lease term. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. As most of the Company's leases do not provide an implicit interest rate, the Company utilizes its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a fully collateralized basis over a similar term in an amount equal to the total lease payments in a similar economic environment. Right-of-use (“ROU”) assets are recognized at the lease commencement date of the lease based on the amount of the initial measurement of the lease liability, adjusted for any lease payments made prior to commencement and exclude lease incentives and initial direct costs incurred, if applicable. The lease terms include all non-cancelable periods and may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating leases is recognized on a straight-line basis over the lease term. We do not recognize a ROU asset and lease liability for leases with a duration of less than 12 months. The Company separates lease and non-lease components for our lease contracts.

ROU assets are included in other assets on the consolidated balance sheets. Short-term lease liabilities are included in accounts payable and other accrued expenses while long-term lease liabilities are included in other long-term liabilities.

Stock-based compensation: The Company grants common stock options and/or restricted stock units (“RSUs”) to certain employees and officers. Stock-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized in general and administrative expense over the employee’s requisite service period. All stock-based awards are classified as equity awards.

asset, will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in the tax laws and rates as of the date of enactment.

The consolidated financial statements may reflect expected future tax consequences of uncertain tax positions presuming the taxing authorities’ full knowledge of the position and all relevant facts. When and if applicable, potential interest and penalty costs are accrued as incurred with expenses recognized in general and administrative expenses in the consolidated statements of operations and comprehensive income (loss).

Earnings (loss) per share: The Company computes basic earnings (loss) per share by dividing net income (loss) by the weighted average number of shares outstanding for the applicable period. Diluted earnings (loss) per share is computed based on the weighted average number of shares plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method , unless the effect of such increase would be anti-dilutive. Under the treasury stock method, the amount the employee must pay for exercising stock options and the amount of compensation cost for future service that the Company has not yet recognized are assumed to be used to repurchase shares. Dilutive potential common shares include outstanding stock options, unvested RSUs, contingent earnout shares, and warrants.

Debt issuance costs: Debt issuance costs are capitalized and amortized over the contractual terms of the related loans. Debt issuance costs are presented as an offset to the related loans on the consolidated balance sheets.

Advertising costs: Advertising costs are primarily comprised of marketing expenses, which are recorded within general and administrative expense within the accompanying consolidated statements of operations and comprehensive income (loss). Advertising costs were $5.3 million, $4.8 million, and $3.2 million for the years ended December 31, 2022, 2021, and 2020, respectively.

Adopted accounting pronouncement: In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases (Topic 842). The guidance in this ASU supersedes the leasing guidance in Topic 840, Leases. In July 2018, the FASB also issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements, which provides an optional transition method allowing the standard to be applied at the adoption date. Under the new guidance, lessees are required to recognize lease assets and lease liabilities on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The Company, as an EGC, elected to use the non-public effective date and adopted this standard in the fourth quarter of 2022 for the annual period ended December 31, 2022. The Company elected to adopt this new standard under a modified retrospective approach and the financial statements reflect the adjustment as if the Company adopted the standard as of January 1, 2022. As part of the transition to Topic 842, the Company elected the package of practical expedients that allowed us to not reassess: (1) whether any expired or existing contracts are or contain leases, (2) lease classification of any expired or existing leases and (3) initial direct costs of any expired or existing leases. Upon adoption, the Company recognized ROU assets and lease liabilities of $1.1 million.

Recent accounting pronouncements: In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805). The guidance in this ASU improves the accounting for revenue contracts with customers acquired in a business combination by addressing diversity in practice and inconsistency related to recognition of contract assets and liabilities acquired in a business combination. The provisions of this ASU require that an acquiring entity accounts for the related revenue contracts in accordance with ASC 606 as if it had originated the contracts. The standard is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years with early adoption permitted. The Company does not expect the impact of the adoption of this ASU to be material to its financial statements or disclosures.

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848). This ASU provides temporary guidance to ease the potential burden in accounting for reference rate reform primarily resulting from the discontinuation of LIBOR, which began phasing out on December 31, 2021. The amendments in ASU 2020-04 are elective and apply to all entities that have contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be

discontinued. The new guidance (i) simplifies accounting analyses under current GAAP for contract modifications; (ii) simplifies the assessment of hedge effectiveness and allows hedging relationships affected by reference rate reform to continue; and (iii) allows a one-time election to sell or transfer debt securities classified as held to maturity that reference a rate affected by reference rate reform. An entity may elect to apply the amendments prospectively from March 12, 2020, through December 31, 2022 by accounting topic. The Company currently references LIBOR for certain debt and hedging arrangements. While no material impacts are expected from the transition from LIBOR, the Company will continue to evaluate the provisions of this ASU and the impacts of transitioning to an alternative rate.

Other recently issued accounting standards or pronouncements have been excluded because they are either not relevant to the Company, or are not expected to have, or did not have, a material effect on its consolidated financial statements.

Inventories

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Inventories

Inventories were as follows (in thousands):


	December 31, 2022
Raw materials and manufacturing supplies	$	4,977
Finished products	1,964
Total inventories	$	6,941

At December 31, 2022, no inventory valuation allowance was determined to be necessary.

Investment in Convertible Notes	12 Months Ended
Investment in Convertible Notes	Dec. 31, 2022
Investments, Debt and Equity Securities [Abstract]
Investment in Convertibles Notes	Investment in Convertible Notes On July 19, 2019, the Company entered into an agreement to purchase up to $30.0 million in convertible notes bearing interest at 3% per annum from Gold Rush Amusements, Inc. (“Gold Rush”), another terminal operator in Illinois. The convertible notes each included an option to convert the notes to common stock of Gold Rush prior to the maturity date upon written notice from the Company. At closing, the Company purchased a $5.0 million note which was subordinated to Gold Rush’s credit facility and matured six months following the satisfaction of administrative conditions. On October 11, 2019, the Company purchased an additional $25.0 million note which was also subordinated to Gold Rush’s credit facility and, beginning on July 1, 2020, the balance of this note, if not previously converted, was payable in equal $1,000,000 monthly installments until all principal has been repaid in full. On July 30, 2020, the Company and Gold Rush entered into the Omnibus Amendment (the “Amendment”) to the original agreement to purchase convertible notes from Gold Rush. The Amendment, among other things, extended the maturity date of the $5.0 million convertible note and the beginning of the payback period for the $25.0 million convertible note until December 31, 2020. On March 9, 2021, the Company and Gold Rush entered into the Second Omnibus Amendment (the “Second Amendment”) to both of the convertible notes and the agreement to purchase the convertible notes. The Second Amendment, among other things, extended the December 31, 2020 maturity and conversion feature of the $5.0 million convertible note to December 31, 2021, the maturity and conversion feature of the $25.0 million convertible note to June 1, 2024 and the beginning of the payback period for the $25.0 million convertible note from December 31, 2020 to January 1, 2022. On July 30, 2021, the Company provided notice to Gold Rush that it was exercising its rights under each of the convertible notes to convert the entire aggregate principal amount and accrued interest into common stock of Gold Rush, subject to approval from the IGB to transfer the common stock to the Company and receipt of other customary closing deliverables. On December 2, 2021, the Company received notice from the administrator of the IGB that he was denying the requested transfer of Gold Rush common stock to the Company. The Company disagreed with the administrator’s ruling and requested that the matter be put before the IGB for a public vote. On January 27, 2022, the IGB affirmed the administrator’s denial. Although the Company is pursuing all administrative remedies available to contest the IGB’s ruling, this denial has impacted the conversion assumptions previously used in the accounting valuation of the convertible notes. On March 9, 2022, the Company filed a lawsuit in the Circuit Court of Cook County, Illinois against Gold Rush relating to the Gold Rush convertible notes. The complaint seeks damages for breach of contract and the implied covenant of good faith and fair dealing as well as unjust enrichment. The lawsuit is publicly available. On April 22, 2022, the Company filed a petition in the Circuit Court of Cook County, Illinois to judicially review the IGB's decision to deny the requested transfer of Gold Rush common stock in respect of the Company's conversion of its convertible notes. On June 22, 2022, Gold Rush filed a lawsuit in the Circuit Court of Cook County, Illinois against the Company. The lawsuit alleges that the Company tortiously interfered with Gold Rush’s business activities and engaged in misconduct with respect to the Gold Rush convertible notes. The complaint seeks declaratory judgment and damages related to the allegations. The Company intends to vigorously defend itself against the allegations in the complaint and denies any allegations of wrongdoing. Based on the IGB denying the Company’s request to transfer Gold Rush common stock despite the Company’s unilateral conversion rights, the convertible notes continue to be accounted for as available for sale debt securities, at fair value, with gains and losses recorded in other comprehensive income. As of the filing of the financial statements, the Gold Rush convertible notes (which the Company converted under the terms of the convertible notes to shares of common stock of Gold Rush, but the IGB has currently denied the distribution of shares to the Company) are deemed in default for disclosure and presentation purposes, assuming non-conversion of the convertible notes, as no repayment or installment payments have been received. The Company has classified the entire $32.1 million accounting fair value, of the convertible notes as current on the condensed consolidated balance sheets as the Company hopes to resolve this matter within the next year. The Company did not further adjust the valuation of the convertible notes downward as the Company believes, assuming for accounting purposes that the notes have not been converted, the recorded amounts approximate the accounting fair value. If successful, the Company's legal remedies with respect to its rights to receive the Gold Rush common stock or equivalent amounts it is entitled to receive with respect to the convertible notes could be materially in excess of the current accounting fair value. The Company recognized an unrealized loss of $0.1 million and a $0.1 million gain, net of taxes, within comprehensive income (loss) for the years ended December 31, 2021 and 2020, respectively. For more information on how the Company determined the fair value of the convertible notes, see Note 13.

Property and Equipment

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment consists of the following at December 31 (in thousands):


	2022		2021
Gaming terminals and equipment	$	294,944	$	225,692
Amusement and other equipment	25,807		18,547
Office equipment and furniture	2,534		1,731
Computer equipment and software	18,526		14,319
Leasehold improvements	6,996		4,127
Vehicles	16,293		11,518
Buildings and improvements	11,945		10,997
Land	1,143		911
Construction in progress	647		3,898
Total property and equipment	378,835		291,740
Less accumulated depreciation and amortization	(166,991)		(139,489)
Property and equipment, net	$	211,844	$	152,251

Depreciation and amortization of property and equipment amounted to $29.3 million, $24.6 million and $21.0 million during the years ended December 31, 2022, 2021 and 2020, respectively. Depreciation expense in 2022 increased primarily due to acquisitions, partially offset by extending the useful lives of gaming terminals and equipment from 10 years to 13 years in the fourth quarter of 2021.

Route and Customer Acquisition Costs

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Route and Customer Acquisition Costs

The Company enters into contracts with third parties and its gaming locations to install and operate gaming terminals. Payments are due when gaming operations commence and then on a periodic basis for a specified period of time thereafter. Gross payments due, based on the number of live locations, are approximately $7.6 million and $6.8 million as of December 31, 2022 and 2021, respectively. Payments are due over varying terms of the individual agreements and are discounted at the Company’s incremental borrowing rate associated with its long-term debt at the time the contract is acquired. The net present value of payments due is $6.6 million and $6.0 million as of December 31, 2022 and 2021, respectively, of which approximately $1.5 million and $2.1 million is included in current liabilities in the accompanying consolidated balance sheets as of December 31, 2022 and 2021, respectively. The route and customer acquisition cost asset is comprised of upfront payments made on the contracts of $17.9 million and $18.0 million as of December 31, 2022 and 2021, respectively. The Company has upfront payments of commissions paid to the third parties for the acquisition of the customer contracts that are subject to a claw back provision if the customer cancels the contract prior to completion. The payments subject to a claw back are $1.2 million and $1.5 million as of December 31, 2022 and 2021, respectively.

Route and customer acquisition costs consist of the following at December 31 (in thousands):


	2022		2021
Cost	$	31,805	$	28,902
Accumulated amortization	(13,463)		(12,989)
Route and customer acquisition costs, net	$	18,342	$	15,913

Amortization expense of route and customer acquisition costs was $1.3 million, $1.7 million and $1.8 million for the years ended December 31, 2022, 2021 and 2020, respectively. Amortization expense of route and customer acquisition costs is lower in 2022 when compared to the prior year as the Company extended the amortization period of its route and customer acquisition costs from 12.4 years to 18 years in the fourth quarter of 2021.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Location Contracts Acquired

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Location Contracts Acquired

Location contract assets acquired in business acquisitions are recorded at fair value as of the acquisition date based on an income approach. Location contracts acquired consist of the following at December 31 (in thousands):


	2022		2021
Cost	$	282,653	$	229,287
Accumulated amortization	(93,310)		(78,615)
Location contracts acquired, net	$	189,343	$	150,672

Each asset is amortized over the expected useful life of primarily 15 years. Estimated amortization expense related to location contracts acquired for the next five years and thereafter is as follows:


Year ending December 31:
2023	$	17,040
2024	17,040
2025	17,040
2026	16,895
2027	16,791
Thereafter	104,537
Total	$	189,343

Amortization expense of location contracts acquired was $14.8 million, $20.3 million and $20.8 million, during the years ended December 31, 2022, 2021 and 2020, respectively. Amortization expense of location contracts is lower in 2022 when compared to the prior year as the Company extended the amortization period of its location contracts from 10 years to 15 years in the fourth quarter of 2021.

Goodwill and Other Intangible Assets

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

The Company had goodwill of $100.7 million as of December 31, 2022, of which $41.1 million is deductible for tax purposes.

On December 30, 2020, the Company acquired American Video Gaming, LLC, and Erickson Amusements, Inc. (collectively referred to as "AVG") which was accounted for as a business combination using the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations ("Topic 805"). The excess of the purchase price over the tangible and intangible assets acquired and liabilities assumed has been recorded as goodwill of $11.2 million. See Note 10 for more information on how the amount of goodwill was calculated.

On December 30, 2021, the Company entered into an agreement with Rich and Junnie's Coin, Inc., an Iowa corporation, and JBCJ, Inc., also an Iowa corporation (collectively referred to as "Rich and Junnie's") to acquire all of Rich and Junnie's operating assets in Iowa and Illinois. The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with Topic 805. The excess of the purchase price over the tangible and intangible assets acquired and liabilities assumed has been recorded as goodwill of $0.4 million. See Note 10 for more information on how the amount of goodwill was calculated.

On June 1, 2022, the Company acquired Century, which was accounted for as a business combination using the acquisition method of accounting in accordance with ASC Topic 805. The excess of the purchase price over the tangible and intangible assets acquired and liabilities assumed has been recorded as goodwill of $53.4 million. See Note 10 for more information on how the amount of goodwill was calculated.

On December 15, 2022, Century acquired from DEP, Inc. ("Progressive"), a gaming operator in Montana, certain gaming assets and locations. The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with Topic 805. The excess of the purchase price over the tangible and intangible assets acquired and liabilities assumed has been recorded as goodwill of $1.2 million. See Note 10 for more information on how the amount of goodwill was calculated.

The Company conducted its annual goodwill impairment test on October 1, 2022. The Company conducted a qualitative assessment, or step zero analysis, to determine whether it is more likely than not that the goodwill was impaired. Under the qualitative assessment, the Company considered both positive and negative factors, including macroeconomic conditions, industry events, and financial performance, to make a determination of whether it is more likely than not that the fair value of the goodwill is less than its carrying amount. In performing this assessment, the Company considered such factors as its historical performance, its growth opportunities in existing markets; new markets and new products in determining whether the goodwill was impaired. The Company also referenced its forecasts of revenue, operating income, and capital expenditures and concluded it is more likely than not, that the carrying value of its goodwill was not impaired as of October 1, 2022.

The following is a roll forward of the Company's goodwill (in thousands):




Goodwill balance as of January 1, 2020	$	34,511
Addition to goodwill for acquisition of AVG	11,243
Goodwill balance as of December 31, 2020	$	45,754
Addition to goodwill for acquisition of Rich and Junnie's	445
Goodwill balance as of December 31, 2021	$	46,199
Addition to goodwill for acquisition of Century	53,356
Addition to goodwill for acquisition of Progressive	1,152
Goodwill balance as of December 31, 2022	$	100,707

Other intangible assets

Other intangible assets, net of $23.0 million as of December 31, 2022 consist of definite-lived trade names, customer relationships, and software applications. Other intangible assets are related to the 2022 acquisition of Century. The Company determines the fair value of trade name assets acquired in acquisitions using a relief from royalty valuation method which requires assumptions such as projected revenue and a royalty rate. Other intangible assets are amortized over their estimated 7 to 20-year useful lives. Amortization expense of other intangible assets was $1.4 million for the year ended December 31, 2022.

Debt

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Debt

The Company’s debt as of December 31, consisted of the following (in thousands):


	2022		2021
Senior Secured Credit Facility (as amended):
Revolving credit facility	$	121,000	$	—
Term Loan	328,125		350,000
Delayed Draw Term Loan (DDTL)	96,250		—
Total debt	545,375		350,000
Add: Remaining premium on interest rate caplets financed as debt	3,025		—
Less: Debt issuance costs	(6,368)		(8,478)
Total debt, net of debt issuance costs	542,032		341,522
Less: Current maturities	(23,466)		(17,500)
Total debt, net of current maturities	$	518,566	$	324,022

Senior Secured Credit Facility

On November 13, 2019, in order to refinance its prior credit facility, for working capital and other general purposes from time to time, the Company entered into a credit agreement (the “Credit Agreement”) as borrower, the Company and its wholly-owned domestic subsidiaries, as a guarantor, the banks, financial institutions and other lending institutions from time to time party thereto, as lenders, the other parties from time to time party thereto and Capital One, National Association, as administrative agent (in such capacity, the “Agent”), collateral agent, issuing bank and swingline lender providing for a:

•$100.0 million revolving credit facility, including a letter of credit facility with a $10.0 million sublimit and a swing line facility with a $10.0 million sublimit,

•$240.0 million initial term loan facility and

•$125.0 million additional term loan facility.

The additional term loan facility was available for borrowings until November 13, 2020. Each of the revolving loans and the term loans were scheduled to mature on November 13, 2024. The Company incurred $8.8 million of debt issuance costs related to the Senior Secured Credit Facility, which are being amortized over the life of the Facility.

Given the uncertainty of COVID-19 and its variants and the resulting potential impact to the gaming industry, as well as to provide additional financial flexibility, the Company and the other parties thereto amended the Credit Agreement on August 4, 2020 ("Amendment No. 1") to provide a waiver of financial covenant breach for the periods ended September 30, 2020 through March 31, 2021 of the First Lien Net Leverage Ratio and Fixed Charge Coverage Ratio (each as defined under the Credit Agreement). Amendment No. 1 also raised the floor for the adjusted LIBOR rate to 0.50% and the floor for the Base Rate to 1.50%. The Company incurred costs of $0.4 million associated with Amendment No.1 of the Credit Agreement, of which $0.3 million was capitalized and is being amortized over the remaining life of the Credit Agreement. The waivers of financial covenant breach were never utilized as the Company remained in compliance with all debt covenants during these periods.

On October 22, 2021, in order to increase the borrowing capacity under the Credit Agreement, the Company and the other parties thereto entered into Amendment No. 2 to the Credit Agreement (“Amendment No. 2”). Amendment No. 2, among other things, provides for

•an increase in the amount of the revolving credit facility from $100.0 million to $150.0 million,

•$350.0 million initial term loan facility, the proceeds of which were applied to refinancing existing indebtedness and

•$400.0 million delayed draw term loan facility, which is available for borrowings until October 22, 2023.

The maturity date of the Credit Agreement was extended to October 22, 2026. The interest rate and covenants remain unchanged. The Company incurred $4.3 million in debt issuance costs associated with Amendment No. 2. The debt issuance costs are presented as a non-cash item on the consolidated statements of cash flows (less the portion impacting net income which are presented within operating activities) as they were financed with borrowings under the term loan. The Company also recognized a loss on debt extinguishment of $1.2 million for the year ended December 31, 2021 due to a partial extinguishment associated with certain lenders whose borrowing capacity decreased with the amendment.

As of December 31, 2022, there remained $329 million of availability under the Credit Agreement.

The obligations under the Credit Agreement are guaranteed by the Company and its wholly-owned domestic subsidiaries (collectively, the “Guarantors”), subject to certain exceptions. The obligations under the Credit Agreement are secured by substantially all of the assets of the Guarantors, subject to certain exceptions. Certain future-formed or acquired wholly-owned domestic subsidiaries of the Company will also be required to guarantee the Credit Agreement and grant a security interest in substantially all of their assets, subject to certain exceptions, to secure the obligations under the Credit Agreement.

Borrowings under the Credit Agreement bear interest, at the Company’s option, at a rate per annum equal to either (a) the adjusted LIBOR rate (“LIBOR”) (which cannot be less than 0.5%) for interest periods of 1, 2, 3 or 6 months (or if consented to by (i) each applicable Lender, 12 months or any period shorter than 1 month or (ii) the Agent, a shorter period necessary to ensure that the end of the relevant interest period would coincide with any required amortization payment) plus the applicable LIBOR margin or (b) the alternative base rate (“ABR”) plus the applicable ABR margin. ABR is a fluctuating rate per annum equal to the highest of (i) the Federal Funds Effective Rate plus 1/2 of 1.0%, (ii) the prime rate announced from time to time by Capital One, National Association and (iii) LIBOR for a 1-month interest period on such day plus 1.0%. The Credit Agreement also includes provisions for determining a replacement rate when LIBOR is no longer available. As of December 31, 2022, the weighted-average interest rate was approximately 4.4%.

Interest is payable quarterly in arrears for ABR loans, at the end of the applicable interest period for LIBOR loans (but not less frequently than quarterly) and upon the prepayment or maturity of the underlying loans. The Company is required to pay a commitment fee quarterly in arrears in respect of unused commitments under the revolving credit facility and the additional term loan facility.

The applicable LIBOR and ABR margins and the commitment fee rate are calculated based upon the first lien net leverage ratio of the Company and its restricted subsidiaries on a consolidated basis, as defined in the Credit Agreement. The revolving loans and term loans bear interest at either (a) ABR (150 bps floor) plus a margin up to 1.75% or (b) LIBOR (50 bps floor) plus a margin up to 2.75%, at the option of the Company.

The term loans and, once drawn, the additional term loans will amortize at an annual rate equal to approximately 5.00% per annum. Upon the consummation of certain non-ordinary course asset sales, the Company may be required to apply the net cash proceeds thereof to prepay outstanding term loans and additional term loans. The loans under the Credit Agreement may be prepaid without premium or penalty, subject to customary LIBOR “breakage” costs.

The Credit Agreement contains certain customary affirmative and negative covenants and events of default and requires the Company and certain of its affiliates obligated under the Credit Agreement to make customary representations and warranties in connection with credit extensions thereunder.

In addition, the Credit Agreement requires the Company to maintain (a) a ratio of consolidated first lien net debt to consolidated EBITDA no greater than 4.50 to 1.00 and (b) a ratio of consolidated EBITDA to consolidated fixed charges no less than 1.20 to 1.00, in each case, tested as of the last day of each full fiscal quarter ending after the Closing Date and determined on the basis of the four most recently ended fiscal quarters of the Company for which financial statements have been delivered pursuant to the Credit Agreement, subject to customary “equity cure” rights.

If an event of default (as such term is defined in the Credit Agreement) occurs, the lenders would be entitled to take various actions, including the acceleration of amounts due under the Credit Agreement, termination of the lenders’ commitments thereunder, foreclosure on collateral, and all other remedial actions available to a secured creditor. The failure to pay certain amounts owing under the Credit Agreement may result in an increase in the interest rate applicable thereto.

The Company was in compliance with all debt covenants as of December 31, 2022.

Interest rate caplets

The Company manages its exposure to some of its interest rate risk through the use of interest rate caplets, which are derivative financial instruments. On January 12, 2022, the Company hedged the variability of the cash flows attributable to the changes in the 1-month LIBOR interest rate on the first $300 million of the term loan under the Credit Agreement by entering into a 4-year series of 48 deferred premium caplets (“caplets”). The caplets mature at the end of each month and protect the Company if interest rates exceed 2% of 1-month LIBOR. The maturing dates of these caplets coincide with the timing of the Company's interest payments and each caplet is expected to be highly effective at offsetting changes in interest payment cash flows. The aggregate premium for these caplets was $3.9 million, which was the initial fair value of the caplets recorded in the Company's financial statements, and was financed as additional debt. The Company recognized an unrealized gain on the change in fair value of the interest rate caplets of $12.2 million, net of income taxes, for the year ended December 31, 2022. For more information on how the Company determines the fair value of the caplets, see Note 13. Further, as the 1-month LIBOR interest rate exceeded 2% in second half of 2022, the Company recognized interest income on the caplets of $1.5 million for the year ended December 31, 2022, which is reflected in interest expense, net in the consolidated statements of operations and other comprehensive income (loss).

The principal maturities of long-term debt as of December 31, 2022 are as follows (in thousands):


Year ending December 31:
2023	$	23,466
2024	23,466
2025	23,466
2026	474,977

Total debt	$	545,375

The fair value of the Company’s debt at December 31, 2022 and 2021 was estimated using a discounted cash flow model, which forecasts future interest and principal payments. The forecasted cash flows were discounted back to present value using the term-matched risk-free rate plus an option adjusted spread to account for credit risk. The option adjusted spread was calculated as of the debt's issuance date and then adjusted to the valuation date. The inputs used to determine the fair value were classified as Level 2 in the fair value hierarchy as defined in Note 13.

The carrying value and estimated fair value the Company's debt at December 31, was as follows (in thousands):


	2022		2021
Carrying value	$	545,375	$	350,000
Estimated fair value	522,693		331,122

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Paragraph 1E
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-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Business and Asset Acquisitions

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Business and Asset Acquisitions

2022 Business Acquisitions

Progressive

On December 15, 2022, Century, the Company’s wholly owned subsidiary, acquired from DEP, Inc. ("Progressive"), a gaming operator in Montana, certain gaming assets and locations. The acquisition of Progressive adds 26 Montana gaming locations and approximately 300 gaming terminals to the Century portfolio. The total purchase price was $6.4 million, which Century paid in cash at closing. The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations (“Topic 805”). The purchase price was allocated to the following assets: i) gaming terminals and amusement equipment totaling $0.9 million; ii) location contracts totaling $4.3 million; and iii) goodwill totaling $1.2 million. The results of operations for Progressive are included in the consolidated financial statements of the Company from the date of acquisition and were not material.

River City

On September 9, 2022, the Company acquired from River City Amusement Company (“River City”) all of its operating assets in Nebraska, Iowa and South Dakota. River City's operations in these states consist of the ownership and operation of MAD and amusement equipment, as well as ATMs in the approximately 120 locations it serves. The total purchase price was approximately $2.8 million, which the Company paid in cash at closing. The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with Topic 805. The purchase price was allocated to the following assets: i) gaming terminals and equipment totaling $0.1 million; ii) amusement and other equipment totaling $0.9 million; iii) location contracts totaling $1.7 million; and iv) cash totaling $0.1 million. The results of operations for River City are included in the consolidated financial statements of the Company from the date of acquisition and were not material.

VVS

On August 1, 2022, the Company acquired from VVS, Inc. (“VVS”), a licensed distributor of MADs in Nebraska, substantially all of its MAD and ATM assets. The acquisition of VVS adds approximately 250 locations in the greater Lincoln area. The total purchase price was approximately $12.0 million, of which the Company paid approximately $9.5 million in cash at closing. The remaining $2.5 million of contingent consideration is to be paid in cash if a net revenue target is achieved as of the first anniversary of the consummation of the transaction. The fair value of the contingent consideration was $2.4 million as of December 31, 2022 and is included within consideration payable on the consolidated balance sheet. The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with Topic 805. The purchase price was allocated to the following assets: i) gaming terminals and equipment totaling $0.9 million; ii) amusement and other equipment totaling $3.9 million; and iii) location contracts totaling $7.2 million. The results of operations for VVS are included in the consolidated financial statements of the Company from the date of acquisition and were not material.

Century

On June 1, 2022, the Company completed its previously announced acquisition of all of the outstanding equity interests of Century pursuant to the terms of a Securities Purchase Agreement (the “Purchase Agreement”), dated March 2, 2021, by and among Century, the shareholders of Century, and the Company. Century is Montana’s largest gaming operator and a leader in the Nevada gaming market as well as a manufacturer of gaming terminals.

The acquisition aggregate purchase consideration transferred totaled $164.3 million, which included: i) a cash payment made at closing of $45.5 million to the equity holders of Century; ii) repayment of $113.2 million of Century's indebtedness; and iii) 515,622 shares of the Company’s Class A-1 common stock issued to certain members of Century’s management with a fair value

of $5.6 million on the acquisition date. The cash payments were financed using cash from a draw of approximately $160 million from the Company’s revolving credit facility and delayed draw term loan facility under the Credit Agreement.

The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with ASC Topic 805. The purchase price has been preliminarily allocated to the tangible assets and identifiable intangible assets acquired and liabilities assumed based upon their estimated fair values. The areas of the purchase price allocation that are not yet finalized are primarily related to the valuation of location contracts, inventory, property and equipment, and final adjustments to working capital. The excess of the purchase price over the tangible and intangible assets acquired and liabilities assumed of $53.4 million has been recorded as goodwill. The Century acquisition resulted in recorded goodwill as a result of a higher consideration paid driven by the maturity and quality of Century's operations, industry and workforce. Management integrated Century into its existing business structure, which is comprised of a single reporting unit.

The following table summarizes the fair value of consideration transferred and the fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands):



Cash paid	$	158,681
Fair value of stock issued	5,584
Total consideration	$	164,265
Cash and cash equivalents	$	33,229
Prepaid expenses	1,563
Accounts receivable	4,394
Inventories	6,441
Income taxes receivable	189
Other current assets	475
Property and equipment	29,302
Location contracts acquired	40,400
Other intangible assets	24,400
Accounts payable and other accrued expenses	(10,766)
Accrued compensation and related expenses	(1,626)
Other long-term liabilities	(446)
Deferred income tax liability	(16,646)
Net assets acquired	$	110,909
Goodwill	$	53,356

Upon adoption of Topic 842, the Company recognized ROU assets and lease liabilities of $3.6 million as of June 1, 2022 related to Century.

The Company incurred $0.3 million and $1.3 million in acquisition related costs that are included in other operating expenses within the consolidated statements of operations and comprehensive income for the years ended December 31, 2022 and 2021, respectively.

The results of operations for Century are included in the consolidated financial statements of the Company from the date of acquisition. Century's acquired assets generated revenues and net income of $146.6 million and $4.0 million for the year ended December 31, 2022.

2021 Business Acquisitions

Island

On May 20, 2021, the Company acquired Island Games, Inc. (“Island”), a southern Georgia amusement operator and Master Licensee in the state of Georgia. The acquisition of Island adds 30 Georgia Coin Operated Amusement Machine (“COAM”) Class B locations to the Accel portfolio, including a total of 89 Class B COAM terminals. The total purchase price was approximately $2.9 million, of which the Company paid $2.8 million in cash at closing. The remaining $0.1 million of contingent consideration is to be paid in cash if certain operating metrics are achieved. The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with Topic 805. The purchase price was allocated to the tangible assets and identifiable intangible assets acquired and liabilities assumed based upon their estimated fair values. The results of operations for Island are included in the consolidated financial statements of the Company from the date of acquisition. The results of operations for Island were not material to the consolidated financial statements of the Company for the year ended December 31, 2021.

Rich and Junnie's

On December 30, 2021, the Company entered into an agreement to acquire all of Rich and Junnie's operating assets in Iowa and Illinois. Rich and Junnie's operations in Iowa and Illinois consists of the ownership and operation of amusement devices and ATMs in certain establishments. Total consideration was $4.2 million of which $3.6 million which was paid in cash at closing and $0.6 million was recorded in short-term consideration payable on the consolidated balance sheets. The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with Topic 805. The purchase price was allocated to the following assets: i) video game terminals and equipment totaling $0.3 million; ii) amusement and other equipment totaling $1.3 million; iii) location contracts totaling $1.6 million; iv) cash totaling $0.6 million; and v) goodwill of $0.4 million. The results of operations for Rich and Junnie's are included in the consolidated financial statements of the Company from the date of acquisition. The results of operations for Rich and Junnie's were not material to the consolidated financial statements of the Company for the year ended December 31, 2021 as the acquisition date (December 30, 2021) was one day prior to year end.

2020 Business Acquisitions

Tom's Amusements

On July 22, 2020 (the “Tom's Closing Date”), the Company acquired Tom’s Amusement Company, Inc., (“Tom's Amusements”) a southeastern U.S. gaming and amusement operator and Master Licensee in the state of Georgia. The total purchase price was $3.6 million, of which the Company paid $2.1 million in cash at closing. The Company paid a total of $1.4 million of the $1.5 million of contingent consideration payables on the 18-month and 24-month anniversaries of the Tom's Closing Date. The amount of each payment was $750,000 multiplied by a performance ratio. The fair value of the contingent consideration remaining to be paid was $0.1 million as of December 31, 2022 and is included within consideration payable on the consolidated balance sheets. In addition, the Georgia Lottery Corporation approved Accel's operating subsidiary, Bulldog Gaming, LLC, as a Master Licensee, which allows the Company to install and operate coin operated amusement machines for commercial use by the public for play throughout the State of Georgia.

The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with Topic 805. The purchase price of $3.6 million has been allocated to the following assets: i) video game terminals and equipment totaling $1.6 million; ii) location contracts totaling $0.8 million; iii) indefinite-lived gaming license intangible asset of $1.0 million and; iv) cash of $0.2 million.

The results of operations for Tom's Amusements are included in the consolidated financial statements of the Company from the date of acquisition. Tom's Amusements generated revenues of $1.4 million and a net loss of $0.8 million from the acquisition date through December 31, 2020.

American Video Gaming

On December 30, 2020, the Company acquired AVG, a terminal operator licensed by the Illinois Gaming Board. AVG had 267 gaming terminals in 49 locations. The Company completed this transaction in order to expand its presence within the State of Illinois.

The acquisition aggregate purchase consideration transferred totaled $32.0 million, which included i) cash paid at closing of $30.5 million; and ii) contingent purchase consideration with an estimated fair value of $1.5 million. The contingent consideration represents potentially two installment payments i) $0.9 million if the acquired locations meet certain base performance criteria; and ii) an additional $1.4 million if the acquired locations meet additional performance criteria. The estimated fair value of the contingent consideration was determined based on the Company’s expected probability of future payment, discounted using AVG’s weighted average cost of capital. The Company paid $0.3 million and $2.3 million of the contingent consideration during the years ended December 31, 2022 and 2021, respectively. The fair value of the remaining contingent consideration payments is included within consideration payable on the consolidated balance sheets.

The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with Topic 805. The purchase price has been allocated to the tangible assets and identifiable intangible assets acquired and liabilities assumed based upon their estimated fair values. The excess of the purchase price over the tangible and intangible assets acquired and liabilities assumed has been recorded as goodwill.

The following table summarizes the fair value of consideration transferred and the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands):



Cash paid	$	30,522
Fair value of contingent consideration	1,506
Total consideration	$	32,028
Cash	$	504
Location contracts acquired	17,500
Property and equipment:
Video game terminals and equipment	2,479
Amusement and other equipment	207
Vehicles	43
Other assets, net	63
Goodwill	11,243
Total assets acquired	32,039
Accrued expenses assumed	(11)
Net assets acquired	$	32,028

The results of operations for AVG are included in the consolidated financial statements of the Company from the date of acquisition. The results of operations for AVG were not material to the consolidated financial statements of the Company for the year ended December 31, 2020 as the acquisition date (December 30, 2020) was one day prior to year end and gaming was suspended in Illinois for that one day.

2020 Asset Acquisition

On August 6, 2020, pursuant to the terms of an asset purchase agreement, the Company purchased from Illinois Operators, Inc. terminal use agreements and equipment representing the operations of 13 locations. The Company has accounted for this

transaction as an asset acquisition. The purchase consideration of $4.0 million consisted of: i) cash payment of $3.7 million paid at closing and; ii) deferred payment of $0.3 million which was paid 90-days from the closing date. The asset acquisition costs were allocated to the following assets: i) video game terminals and equipment totaling $0.6 million; and ii) location contracts totaling $3.4 million.

Pro Forma Results (Unaudited)

The following unaudited pro forma consolidated financial information reflects the results of operations of the Company for the years ended December 31, 2022, 2021 and 2020 as if the acquisitions of Progressive, River City, VVS, Century, Rich and Junnie's, Island, AVG, and Tom's Amusements, had occurred as of the beginning of the fiscal year prior to the fiscal year of acquisition, after giving effect to certain purchase accounting adjustments. These amounts are based on available financial information of the acquirees prior to the acquisition dates and are not necessarily indicative of what the Company’s operating results would have been had the acquisitions actually taken place at the beginning of the fiscal year prior to the fiscal year of acquisition. This unaudited pro forma information for the years ended December 31, does not project revenues and income before income tax expense post acquisition (in thousands).


	2022		2021		2020
Revenues	$	1,094,940	$	1,020,956	$	327,090
Net income (loss)	79,857		46,336		(626)

Consideration Payable

The Company has a contingent consideration payable related to certain locations, as defined, in the respective acquisition agreement which are placed into operation during a specified period after the acquisition date. The fair value of contingent consideration is included in the consideration payable on the consolidated balance sheets as of December 31, 2022 and 2021. The contingent consideration accrued is measured at fair value on a recurring basis.

Current and long-term portions of consideration payable consist of the following at December 31 (in thousands):


	2022				2021
	Current		Long-Term		Current		Long-Term
TAV*	$	1,025	$	1,918	$	490	$	2,858

Fair Share Gaming*	951		175		1,875		508
Family Amusement*	2,032		—		677		1,944
Skyhigh*	606		4,779		801		7,396
G3*	433		—		414		—
Grand River Jackpot*	—		—		6,479		—
VVS	2,442		—		—		—
Island	100		—		100		—
Tom's Amusements	58		—		1,491		—
Rich and Junnie's	—		—		646		—
AVG	—		—		371		—
Total	$	7,647	$	6,872	$	13,344	$	12,706

•Acquisitions that occurred prior to 2020.

Contingent Earnout Share Liability	12 Months Ended
Contingent Earnout Share Liability	Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]
Contingent Earnout Share Liability	Contingent Earnout Share Liability Pursuant to the terms of the Company’s Amended and Restated Certificate of Incorporation, the Company authorized and has available for issuance 10,000,000 shares of Class A-2 Common Stock. The holders of the Class A-2 Common Stock do not have voting rights and are not entitled to receive or participate in any dividends or distributions when and if declared from time to time. The Company's Class A-2 common stock is classified as a contingent earnout shares liability due to the fact that the conversion of the Company's Class A-2 common stock would be accelerated on a change of control regardless of the transaction value. In November 2019, 5,000,000 shares of Class A-2 Common Stock were issued, subject to the conditions set forth in a restricted stock agreement (the “Restricted Stock Agreement”), which sets forth the terms upon which the Class A-2 Common Stock will be exchanged for an equal number of validly issued, fully paid and non-assessable Class A-1 Common Stock. The exchange of Class A-2 Common Stock for Class A-1 Common Stock will be subject to the terms and conditions set forth in the Restricted Stock Agreement, with such exchanges occurring in three separate tranches upon the satisfaction of the following triggers: •Tranche I, equal to 1,666,666 shares of Class A-2 Common Stock, will be exchanged for Class A-1 Common Stock if either (i) the EBITDA for the last twelve months (“LTM EBITDA”) of the Company (as determined pursuant to the Restricted Stock Agreement) as of December 31, 2021, March 31, 2022 or June 30, 2022 equals or exceeds $132 million or (ii) the closing sale price of Class A-1 Common Stock on the New York Stock Exchange (“NYSE”) equals or exceeds $12.00 for at least twenty trading days in any consecutive thirty trading day period; •Tranche II, equal to 1,666,667 shares of Class A-2 Common Stock, will be exchanged for Class A-1 Common Stock if either (i) the LTM EBITDA of the Company (as determined pursuant to the Restricted Stock Agreement) as of December 31, 2022, March 31, 2023 or June 30, 2023 equals or exceeds $152 million (which LTM EBITDA threshold has since been increased as described below) or (ii) the closing sale price of Class A-1 Common Stock on the NYSE equals or exceeds $14.00 for at least twenty trading days in any consecutive thirty trading day period; and •Tranche III, equal to 1,666,667 shares of Class A-2 Common Stock, will be exchanged for Class A-1 Common Stock if either (i) the LTM EBITDA of the Company (as determined pursuant to the Restricted Stock Agreement) as of December 31, 2023, March 31, 2024 or June 30, 2024 equals or exceeds $172 million (which LTM EBITDA threshold has since been increased as described below) or (ii) the closing sale price of Class A-1 Common Stock on the NYSE equals or exceeds $16.00 for at least twenty trading days in any consecutive thirty trading day period. The Restricted Stock Agreement provides that LTM EBITDA and the LTM EBITDA thresholds described above will be reasonably adjusted upwards or downwards, as applicable, by the Company’s independent directors from time to time to take into account the anticipated effect of any acquisitions or dispositions that are, individually or in the aggregate, in excess of $40.0 million during any applicable measurement period and otherwise materially different from the original annual forecast presented to the Company’s investors at the closing of the reverse capitalization and consummated by the Company. On November 2, 2022, a disinterested committee of the Company's board of directors made up of independent directors who do not hold any Class A-2 Common Stock approved an increase to the LTM EBITDA and the LTM EBITDA thresholds under the terms of the Restricted Stock Agreement as follows: (i) in the case of Tranche II, the LTM EBITDA threshold (A) as of December 31, 2022 was increased to $166.0 million, (B) as of March 31, 2023 was increased to $172.1 million, and (C) as of June 30, 2023 was increased to $176.6 million; and (ii) in the case of Tranche III, the LTM EBITDA threshold as of each of December 31, 2023, March 31, 2024 and June 30, 2024 was increased to $197.1 million. Further, on January 24, 2023, a disinterested committee of the Company's board of directors made up of independent directors who do not hold any Class A-2 Common Stock approved a further increase to the LTM EBITDA and the LTM EBITDA thresholds under the terms of the Restricted Stock Agreement as follows: (i) in the case of Tranche II, the LTM EBITDA threshold (A) as of December 31, 2022 was increased to $166.1 million, (B) as of March 31, 2023 was increased to $172.4 million, and (C) as of June 30, 2023 was increased to $177.3 million; and (ii) in the case of Tranche III, the LTM EBITDA threshold as of each of December 31, 2023, March 31, 2024 and June 30, 2024 was increased to $198.3 million. If the Company completes additional acquisitions following the filing of this Annual Report on Form 10-K and on or prior to March 31, 2023, the Company expects that the disinterested committee will consider additional adjustments to the LTM EBITDA and the LTM EBITDA thresholds in respect of any such acquisitions. Notwithstanding the foregoing, Class A-2 Common Stock, if not previously exchanged for Class A-1 Common Stock pursuant to the triggers described above, will be exchanged for an equal number of Class A-1 common stock immediately prior to the consummation of a transaction or series of related transactions that would result in a third party or group (as defined in or under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) becoming the beneficial owner of, directly or indirectly, more than fifty percent of the total voting power of the equity securities of the Company, or more than fifty percent of the consolidated net revenues, net income or total assets (including equity securities of its subsidiaries) of the Company, provided that the satisfaction of the conditions set forth in the aforementioned triggers cannot be determined at such time. The Restricted Stock Agreement further provides that holders of Class A-2 Common Stock are not required to exchange such shares for Class A-1 Common Stock if, (x) prior to giving effect to exchanges pursuant to the triggers described above, such holder beneficially owns less than 4.99% of the issued and outstanding Class A-1 Common Stock, and (y) after giving effect to the exchanges pursuant to the triggers described above, such holder would beneficially own in excess of 4.99% of the issued and outstanding Class A-1 Common Stock. However, notwithstanding the limitation described in the previous sentence, if and when a holder of Class A-2 Common Stock has obtained all required gaming approvals from the applicable gaming authorities permitting such holder to beneficially own Class A-1 Common Stock in excess of 4.99%, then the Class A-2 Common Stock held by such holder which are subject to exchange shall immediately be exchanged for Class A-1 Common Stock without regard to the limitation. On January 14, 2020, the market condition for the settlement of Tranche I was satisfied. However, no stockholder is permitted to own more than 4.99% of the issued and outstanding Class A-1 Common Stock after the settlement unless obtaining required gaming approvals from the applicable gaming authorities. In connection with the settlement, no gaming approvals were obtained. In addition, no stockholder can receive a fractional share from a conversion. As a result, only 1,666,636 shares of the 1,666,666 shares of Class A-2 Common Stock were converted into Class A-1 Common Stock.

Warrant Liability	12 Months Ended
Warrant Liability	Dec. 31, 2022
Other Liabilities Disclosure [Abstract]
Warrant Liability	Warrant liability In November 2019, 7,333,326 private placement warrants to purchase shares of Class A-1 Common Stock were issued with other consideration prior to the reverse recapitalization (the “Private Placement Warrants”). As a part of the reverse recapitalization, 2,444,437 Private Placement Warrants were canceled and reissued under the same terms and conditions to Accel legacy stockholders. Each warrant expires five years from issuance and entitles the holder to purchase one share of Class A-1 Common Stock at an exercise price of $11.50 per share. In 2017, 15,000,000 warrants to purchase shares of Class A-1 Common Stock were issued in connection with the formation of TPG Pace Holdings (“Public Warrants”). Each warrant expires five years from issuance and entitles the holder to purchase one share of Class A-1 Common Stock at an exercise price of $11.50 per share. On July 14, 2020, the Company announced that it had commenced an exchange offer (the "Offer") to all holders of its outstanding warrants to receive 0.25 shares of Class A-1 Common Stock in exchange for each Warrant tendered pursuant to the Offer. The Offer was open until 11:59 p.m., Eastern Standard Time, on August 11, 2020. On July 16, 2020, the Company consummated the redemption of its Public Warrants. The Company exchanged each Public Warrant for 0.25 shares of the Company’s Class A-1 Common Stock and issued 3,784,416 shares of its Class A-1 Common Stock in exchange for the Public Warrants at settlement of the redemption. The exchange was an equitable exchange at fair value and was accounted for as a capital transaction. On July 22, 2020, the Company received written notice from the NYSE that the NYSE suspended trading in, and has determined to commence proceedings to delist, the Company’s Public Warrants to purchase shares of the Company’s Class A-1 Common Stock (ticker symbol ACEL.WS) from the NYSE. The delisting is a result of the failure of the Public Warrants to comply with the continued listing standard set forth in Section 802.01D of the NYSE Listed Company Manual which requires the Company to maintain at least 100 public holders of a listed security. On August 14, 2020, 7,189,990 of the Private Placement Warrants were validly tendered representing approximately 99.93% of the total Private Placement Warrants outstanding. The Company accepted all such Private Placement Warrants and issued an aggregate of 1,797,474 shares of its Class A-1 Common Stock in exchange for the Private Placement Warrants tendered. As of December 31, 2022, 5,144 warrants remain outstanding and the liability for which is included in other long-term liabilities on the consolidated balance sheets.

Fair Value Measurements

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

ASC Topic 820, Fair Value Measurements and Disclosures, establishes a framework for measuring fair value and the corresponding disclosure requirements around fair value measurements. This topic applies to all financial instruments that are being measured and reported on a fair value basis.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, various methods, including market, income and cost approaches, are used. Based on these approaches, certain assumptions are utilized that the market participants would use in pricing the asset or liability, including assumptions about risk and/or the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable inputs. Valuation techniques are utilized that maximize the use of observable inputs and minimize the use of unobservable inputs. Based on the observability of the inputs used in the valuation techniques, it is required to provide information according to the fair value hierarchy. The fair value hierarchy ranks the quality and reliability of the information used to determine fair values. Assets and liabilities carried at fair value will be classified and disclosed in one of the following three categories:

Level 1: Valuations for assets and liabilities traded in active exchange markets, such as the New York Stock Exchange. Level 1 also includes U.S. Treasury and federal agency securities and federal agency mortgage-backed securities, which are traded by dealers or brokers in active markets. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.

Level 2: Valuations for assets and liabilities traded in less active dealer or broker markets or for similar assets or liabilities in active markets.

Level 3: Valuations for assets and liabilities that are derived from other valuation methodologies, including option pricing models, discounted cash flow models and similar techniques, and not based on market exchange, dealer, or broker traded transactions. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities.

Assets measured at fair value

The following tables summarize the Company’s assets that are measured at fair value on a recurring basis (in thousands):


			Fair Value Measurement at Reporting Date Using
	December 31, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Investment in convertible notes	$	32,065	$	—	$	—	$	32,065
Interest rate caplets	19,919		—		19,919		—
Total	$	51,984	$	—	$	19,919	$	32,065


			Fair Value Measurement at Reporting Date Using
	December 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Investment in convertible notes	$	32,065	$	—	$	—	$	32,065

Investment in convertible notes

As described in Note 4, on July 30, 2021, the Company provided notice to Gold Rush that it was exercising its rights to convert the convertible notes into common stock of Gold Rush, subject to approval from the IGB to transfer the common stock to the Company. Accordingly, beginning in the third quarter of 2021, given the pending request for regulatory approval on the transfer of equity interest, the fair value of the convertible notes was estimated using a probability-weighted approach. Assuming regulatory approval was received, the fair value of the convertible notes was estimated on an as-converted basis by multiplying the equity value of Gold Rush by the ownership percentage as calculated pursuant to the terms of the convertible note agreements. In the scenario where regulatory approval was not received, the fair value of the convertible notes was estimated using a discounted cash flow approach assuming the Company would request immediate redemption of the principal and accrued interest and the discount rate was estimated based on comparable public debt rates. This assumption did not consider legal claims the Company may have under the convertible notes to receive the economic value of the conversion shares, even if transfer of the actual ownership interest in Gold Rush to Accel was not approved by the IGB. After the IGB Administrator’s denial of the transfer of the equity interest on December 2, 2021, the Company concluded that the fair value of the convertible notes should be calculated as principal plus interest accrued as of December 31, 2021. The Company has considered interest as an input to the accounting fair value for all periods and periodically revaluates its impact, if any, based on developments including the pending lawsuit against Gold Rush. For the avoidance of doubt, this fair value is less than what Accel maintains Gold Rush owes Accel under the convertible notes, but is consistent with ASC Topic 820, Fair Value Measurement. This valuation of the Company's investment in convertible notes is considered to be a Level 3 fair value measurement as the significant inputs are unobservable and the Company is pursuing its legal remedies with respect to the amounts owed by Gold Rush. Changes in the fair value of the investment in convertible notes is included within comprehensive income (loss) on the accompanying consolidated statements of operations and comprehensive income (loss).

Interest rate caplets

The Company determines the fair value of the interest rate caplets using quotes that are based on models whose inputs are observable LIBOR forward interest rate curves. The valuation of the interest rate caplets is considered to be a Level 2 fair value measurement as the significant inputs are observable. Unrealized changes in the fair value of interest rate caplets are classified within other comprehensive income on the accompanying consolidated statements of operations and comprehensive income (loss). Realized gains on the interest rate caplets are recorded to interest expense, net on the accompanying consolidated

statements of operations and comprehensive income (loss) and included within cash payments for interest, net on the consolidated statements of cash flow.

The following table provides a roll-forward of the fair value of recurring Level 3 fair value measurements for assets for the year ended December 31 (in thousands):


	2022		2021
Assets:

Beginning of year balance	$	32,065	$	31,266
Accrued interest	—		928
Fair value adjustments	—		(129)

Ending balance	$	32,065	$	32,065

Liabilities measured at fair value

The following tables summarizes the Company’s liabilities that are measured at fair value on a recurring basis (in thousands):


			Fair Value Measurement at Reporting Date Using
	December 31, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Liabilities:
Contingent consideration	$	9,543	$	—	$	—	$	9,543
Contingent earnout shares	23,288		—		23,288		—
Warrants	13		—		13		—
Total	$	32,844	$	—	$	23,301	$	9,543


			Fair Value Measurement at Reporting Date Using
	December 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Liabilities:
Contingent consideration	$	19,434	$	—	$	—	$	19,434
Contingent earnout shares	42,831		—		42,831		—
Warrants	13		—		13		—
Total	$	62,278	$	—	$	42,844	$	19,434

Contingent consideration

The Company uses a discounted cash flow analysis to determine the value of contingent consideration upon acquisition and updates this estimate on a recurring basis. The significant assumptions in the Company's cash flow analysis includes the probability adjusted projected revenues after state taxes, a discount rate as applicable to each acquisition, and the estimated number of locations that “go live” with the Company during the contingent consideration period. The valuation of the Company's contingent consideration is considered to be a Level 3 fair value measurement as the significant inputs are unobservable and require significant judgment or estimation. Changes in the fair value of contingent consideration liabilities are classified within other expenses, net on the accompanying consolidated statements of operations and comprehensive income (loss).

Contingent earnout shares

The Company determined the fair value of the contingent earnout shares based on the market price of the Company's A-1 Common Stock. The liability, by tranche, is then stated at present value based on i) an interest rate derived from the Company's borrowing rate and the applicable risk-free rate and ii) an estimate on when it expects the contingent earnout shares to convert to A-1 Common Stock. The valuation of the Company's contingent consideration is considered to be a Level 2 fair value measurement. Changes in the fair value of contingent earnout shares are included within (gain) loss on change in fair value of contingent earnout shares on the accompanying consolidated statements of operations and comprehensive income (loss).

Warrants

The Company determined the fair value of its Public Warrants based on their trading price (ticker symbol ACEL.WS) on the NYSE and is considered to be a Level 1 fair value measurement. The Company initially determined the fair value of its Private Placement Warrants by using the fair value of its Public Warrants and a Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires inputs such as the fair value of the Company's A-1 Common Stock, the risk-free interest rate, expected term, expected dividend yield and expected volatility. Beginning in the second quarter of 2020, the valuation of the Private Placement Warrants was based on the trading price of the Company's A-1 Common Stock divided by four as the holders of its outstanding Warrants were to receive 0.25 shares of Class A-1 Common Stock in exchange for each Warrant tendered in an exchange offer the Company consummated in August 2020. The Company's valuation of its Private Placement Warrants is considered to be a Level 2 fair value measurement. Changes in the fair value of the Warrants are included within gain on change in fair value of warrants on the accompanying consolidated statements of operations and comprehensive income (loss).

The following table provides a roll-forward of the fair value of recurring Level 3 fair value measurements for liabilities for the years ended December 31 (in thousands):


	2022		2021		2020
Liabilities:

Beginning of year balance	$	19,434	$	17,260	$	17,327
Issuance of contingent consideration in connection with acquisitions	2,442		105		3,245
Payment of contingent consideration	(10,788)		(4,358)		(4,420)


Fair value adjustments	(1,545)		6,427		1,108
Ending balance	$	9,543	$	19,434	$	17,260

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

The Company's lease portfolio is primarily comprised of operating leases for buildings and vehicles. The Company's leases have remaining lease terms that range from less than one year to 5.25 years, some of which also include options to extend or terminate the lease. Most leases contain both fixed and variable payments. Variable costs consist primarily of rent escalations based on an established index or rate and taxes, insurance, and common area or other maintenance costs, which are paid based on actual costs incurred by the lessor.

Lease expense included within general and administrative expenses in our consolidated statements of operations and comprehensive income (loss) for the year ended December 31, 2022, were as follows (in thousands):


Short-term lease expense	$	600
Operating lease expense	1,586
Variable lease expense	368
Total lease expense	$	2,554

The Company incurred lease expense of $0.6 million and $0.5 million for the years ended December 31, 2021 and 2020.

Amounts recognized in the consolidated balance sheets as of December 31, 2022 related to the Company's lease portfolio are as follows (in thousands):


Lease component	Classification
Operating lease right-of-use asset	Other assets	$	5,245
Current operating lease liability	Accounts payable and other accrued expenses	1,929
Long-term operating lease liability	Other long-term liabilities	3,376

As of December 31, 2022, the future undiscounted cash flows associated with the Company's lease liabilities were as follows (in thousands):


2023	$	2,066
2024	1,382
2025	1,062
2026	753
2027	289
Thereafter	45
Total	$	5,597
Less: present value discount	(292)
Total operating lease liability	$	5,305

The weighted average remaining lease term and discount rate used in computing the lease liabilities as of December 31, 2022 were as follows:


Weighted average remaining lease term (in years)	3.38
Weighted average discount rate	3.28	%

Supplemental cash flow information related to leases for the year ended December 31, 2022 is as follows (in thousands):


Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	1,525
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	5,602

Stockholders’ Equity

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Stockholders’ Equity

Stockholders’ EquityPursuant to the terms of the Company’s Amended and Restated Certificate of Incorporation, the Company authorized and has available for issuance the following shares and classes of capital stock, each with a par value of $0.0001 per share: i) 1,000,000 shares of preferred stock; and ii) 250,000,000 shares of Class A-1 Common Stock.

Class A-1 Common Stock

The holders of the Class A-1 Common Stock are entitled to one vote for each share. The holders of Class A-1 Common Stock are entitled to receive dividends or other distributions when and if declared from time to time and share equally on a per share basis in such dividends and distributions subject to such rights of the holders of preferred stock.

On September 28, 2020, the Company completed an underwritten public offering (the “Offering”) of 8,000,000 shares of its Class A-1 common stock (par value $0.0001 per share) at a price of $10.50 per share for a total offering size of $84.0 million. The Company received net proceeds from the sale of shares of Class A-1 Common Stock sold by it in the Offering of approximately $79.2 million (net of underwriting discounts and commissions). The Company incurred offering costs totaling $5.3 million which have been capitalized to additional paid-in capital. The Offering also granted the underwriters an option to purchase up to 1,200,000 additional shares of Class A-1 common stock at the public offering price of $10.50 less the underwriting discount, exercisable at any time within 30 days of September 23, 2020. In October 2020, the underwriters of the Offering partially exercised their option and purchased an additional 1,133,015 shares at a price of $10.50 per share, resulting in additional net proceeds to the Company of approximately $11.2 million (net of underwriting discounts and commissions).

Treasury Stock

On November 22, 2021, the Company’s Board of Directors approved a share repurchase program of up to $200 million of shares of common stock. The timing and actual number of shares repurchased will depend on a variety of factors, including price, general business and market conditions, and alternative investment opportunities. Under the repurchase program, repurchases can be made from time to time using a variety of methods, including open market purchases or privately negotiated transactions, in compliance with the rules of the United States Securities and Exchange Commission and other applicable legal requirements. The repurchase program does not obligate the Company to acquire any particular amount of shares, and the repurchase program may be suspended or discontinued at any time at the Company’s discretion. As of December 31, 2022, the Company has purchased a total of 8,345,283 shares under the plan at a cost of $88.0 million, of which 7,643,978 shares at a cost of $79.0 million were purchased during the year ended December 31, 2022.

At December 31, 2022 and 2021, the Company has reserved Class A-1 Common Stock for future issuance in relation to the following:


	2022	2021
Class A-1 Common Stock warrants issued and outstanding	5,144	5,411
Class A-1 Common Stock options and RSUs issued and outstanding	2,990,476	3,150,215
Conversion of Class A-2 Common Stock	3,333,363	3,333,363
Class A-1 Common Stock reserved for issuance	6,328,983	6,488,989

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Cost Associated with Gaming Terminals	12 Months Ended
Cost Associated with Gaming Terminals	Dec. 31, 2022
Gaming Terminal Fees [Abstract]
Cost Associated with Gaming Terminals	Cost Associated with Gaming Terminals Included in cost of revenue are costs associated with the operation of gaming terminals. In each jurisdiction that the Company operates, it is subject to state, municipal and/or administrative fees associated with the operation of its gaming terminals. The taxes and administrative fees are included in cost of revenue in the accompanying consolidated statements of operations and comprehensive income (loss). These costs associated with the operation of gaming terminals totaled $281.6 million, $245.7 million and $103.6 million for the years ended December 31, 2022, 2021 and 2020, respectively. The remaining net terminal income after deducting the taxes and administrative fees described above is split between the Company and the gaming location according to local gaming laws or are prenegotiated. The gaming location's share of net terminal income totaled $359.4 million, $230.4 million and $98.3 million for the years ended December 31, 2022, 2021 and 2020, respectively.

Employee Benefit Plans	12 Months Ended
Employee Benefit Plans	Dec. 31, 2022
Retirement Benefits [Abstract]
Employee Benefit Plans	Employee Benefit Plans 401(k) Plan The Company maintains a 401(k)-benefit plan for all employees with at least three months of service and have reached 21 years of age. Participants are 100% vested in their contributions. The Company provides an employer match contribution of 50% of the participants’ contribution up to 5% of their eligible compensation. Participants are fully vested in the employer match contribution after one year of employment. The Company may also make profit sharing contributions to the plan which vest 20% a year after the first 2 years of employment and are fully vested after 6 years of employment. The Company may also elect to make other discretionary contributions to the Plan. The Company incurred 401(k)-benefit plan expense of approximately $1.3 million, $0.9 million and $0.6 million for the years ended December 31, 2022, 2021 and 2020, respectively. Incentive Compensation Plan Included in certain employee agreements are provisions for commissions and bonuses, which are determined at the discretion of management. Incentive compensation expense amounted to $12.5 million, $11.2 million and $1.9 million for the years ended December 31, 2022, 2021 and 2020, respectively. Accrued incentive compensation totaled $3.8 million and $5.1 million at December 31, 2022 and 2021, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Stock-based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation

The Company grants various types of stock-based awards including stock options and restricted stock units (“RSUs”). Stock-based awards are valued on the date of grant and are expensed over the required service period. Total stock-based compensation expense recognized during the years ended December 31, 2022, 2021 and 2020, was $6.8 million, $6.4 million and $5.5 million, respectively. As of December 31, 2022, and 2021, there was approximately $14.6 million and $17.8 million, respectively, of unrecognized compensation expense related to stock-based awards, which is expected to be recognized through 2027.

During the years ended December 31, 2022, 2021 and 2020, the Company recognized gross excess tax benefits from stock-based compensation of less than $0.1 million, $2.3 million, and $5.2 million, respectively. Excess tax benefits reflect the total realized value of the Company’s tax deductions from individual stock option exercise transactions and the vesting of restricted stock awards in excess of the deferred tax assets that were previously recorded.

Grant of Stock Options

The Company previously adopted the 2011 Equity Incentive Plan of Accel Entertainment, Inc., and 2016 Equity Incentive Plan of Accel Entertainment, Inc., (collectively, “Plans”). Under the Plans, the aggregate number of shares of common stock that may be issued or transferred pursuant to options or restricted stock awards under the Plans will not exceed ten percent of the outstanding shares of the Company. Options generally vest over a three to five-year period. The exercise price of stock options shall not be less than 100% of the fair market value per share of common stock on the grant date. The term of the options are a maximum of 10 years from the grant date.

In conjunction with the closing of the reverse recapitalization, the Accel Entertainment, Inc. Long Term Incentive Plan (the “LTIP”) was adopted. The LTIP provides for grants of a variety of awards to employees and non-employees for providing services to the Company, including, but not limited to incentive stock options qualified as such under U.S. federal income tax laws, stock options that do not qualify as incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units, cash incentive awards, and other stock-based awards. The Company has reserved, and in January 2020 registered, a total of 6,000,000 shares of Class A-1 common stock for issuance pursuant to the LTIP, subject to certain adjustments set forth therein. The term of any options to be granted are for a maximum of 10 years from the grant date. The exercise price of stock options shall not be less than 100% of the fair market value per share of common stock on the grant date.

Under the LTIP, the Company granted 315,881 stock options to eligible officers and employees of the Company during the year ended December 31, 2022, which will vest over a period of 4 years. The estimated grant date fair value of these options totaled $2.3 million.

The Company uses the Black-Scholes formula to estimate the fair value of its stock-based payments. The volatility assumption used in the Black-Scholes formula is based on the volatility of comparable public companies. The Company determined the share price at grant date used in the Black-Scholes formula based on an internal valuation model for options granted prior to the Company going public. Upon going public, the Company used the closing market stock price on the date of grant.

The fair value assigned to each option is estimated on the date of grant using a Black-Scholes-based option valuation model. The expected term of each option granted represents the period of time that each option granted is expected to be outstanding. The risk-free rate for periods within the contractual life of the unit is based on U.S. Treasury yields in effect at the time of grant.

The following assumptions were used in the option valuation model for options granted during the years ended December 31, as follows:


	2022	2021	2020
Expected approximate volatility	60%	60%	38%
Expected dividends	None	None	None
Expected term (in years)	7	7	7
Risk-free rate	2.12% - 4.04%	0.72% - 1.17%	0.44% - 1.19%

A summary of the options granted and the range in vesting periods based on specific provisions within the option agreements during the years ended December 31, are as follows:


	2022	2021	2020
Options granted	315,881	262,097	1,449,779
Vesting period (in years)	4	4	4 - 5

The following table sets forth the activities of the Company’s outstanding stock options for the years ended December 31, 2022, 2021 and 2020.


Outstanding options	Shares	Weighted Average Grant Date Fair Value		Weighted Average Exercise Price
Outstanding at January 1, 2020	1,228,399	$	0.96	$	2.91
Granted	1,449,779	4.49		11.20
Exercised	(359,987)	0.69		2.33
Forfeited/expired	(68,580)	1.32		3.85
Outstanding at December 31, 2020	2,249,611	3.25		8.32
Granted	262,097	6.90		11.75
Exercised	(577,719)	0.96		2.95
Forfeited/expired	(377,503)	4.08		10.03
Outstanding at December 31, 2021	1,556,486	4.51		10.47
Granted	315,881	7.30		12.09
Exercised	(136,998)	2.20		5.93
Forfeited/expired	(436,960)	4.79		10.97
Outstanding at December 31, 2022	1,298,409	7.25		11.18

A summary of the status of the activities of the Company’s nonvested stock options for the years ended December 31, 2022, 2021 and 2020 is as follows.


Nonvested options	Shares	Weighted Average Grant Date Fair Value
Nonvested at January 1, 2020	1,148,301	$	0.95
Granted	1,449,779	4.49
Vested	(496,464)	0.08
Forfeited	(68,580)	1.32
Nonvested at December 31, 2020	2,033,036	3.49
Granted	262,097	6.90
Vested	(506,299)	1.23
Forfeited	(377,503)	4.08
Nonvested at December 31, 2021	1,411,331	4.77
Granted	315,881	7.30
Vested	(314,462)	4.17
Forfeited	(321,682)	4.86
Nonvested at December 31, 2022	1,091,068	5.65

As of December 31, 2022, and 2021, a total of 207,341 and 145,555 options with a weighted-average remaining contractual term of 4.5 and 3.5 years, respectively, granted to employees were vested. The fair value of options that vested during 2022, 2021 and 2020 was $1.3 million, $0.3 million, and $0.4 million, respectively. As of December 31, 2022, and 2021, the weighted-average exercise price of the non-vested awards was $11.85 and $10.98, respectively. As of December 31, 2022, and 2021, the weighted-average remaining contractual term of the outstanding awards was 7.3 years and 7.5 years, respectively. The total intrinsic value of options that were exercised during the years ended December 31, 2022, 2021 and 2020 was approximately $0.6 million, $5.2 million and $2.2 million, respectively. The aggregate intrinsic value of options outstanding as of December 31, 2022 is $0.4 million.

Grant of RSUs

The Company issued 569,600 RSUs to eligible employees and Directors of the Company during the year ended December 31, 2022, which will vest over a period of 2 to 5 years for employees and a period of 1 year for Directors. The RSUs are valued using the stock price on the grant date and had an estimated grant date fair value of $6.9 million.

The following table sets forth the activities of the Company’s RSUs for the years ended December 31, 2022, 2021 and 2020.


Non-vested RSUs	Shares	Weighted Average Grant Date Fair Value
Nonvested at January 1, 2020	—	$	—
Granted	1,665,968	11.16
Vested	(4,960)	10.08
Forfeited	(25,259)	11.66
Nonvested at December 31, 2020	1,635,749	11.15
Granted	558,193	11.96
Vested (1)	(343,579)	10.82
Forfeited	(256,634)	10.87
Nonvested at December 31, 2021	1,593,729	11.55
Granted	569,600	12.16
Vested (2)	(383,088)	11.51
Forfeited	(361,532)	11.03
Nonvested at December 31, 2022	1,418,709	11.94

(1) Includes 154,641 RSUs that are vested and not issued.

(2) Includes 273,358 RSUs that are vested and not issued.

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

The Company recognized income tax expense (benefit) of $20.7 million, $15.0 million and $(16.9) million during the years ended December 31, 2022, 2021 and 2020, respectively, which consists of the following (in thousands):


	2022		2021		2020
Current provision
Federal	$	1,558	$	1,489	$	—
State	5,669		7,418		—
Total current provision	7,227		8,907		—
Deferred provision
Federal	13,743		8,363		(12,286)
State	(310)		(2,253)		(4,632)
Total deferred provision	13,433		6,110		(16,918)
Total income tax expense (benefit)	$	20,660	$	15,017	$	(16,918)

A reconciliation of the “expected” income taxes computed by applying the federal statutory income tax rate to the total expense (benefit) is as follows (in thousands):


	2022		2021		2020
Computed “expected” tax expense (benefit)	$	19,900	$	9,781	$	(3,639)
Increase (decrease) in income taxes resulting from:
State income taxes	4,289		3,659		(2,848)
Return-to-provision	(132)		(258)		(7,613)
Change in fair value of contingent earnout shares	(4,104)		2,050		(1,782)
Change in fair value of warrants	—		—		(2,640)
Permanently non-deductible transaction costs	137		215		485
Officer's compensation	177		23		—
Other permanent items	467		18		220
Enacted rate change	(121)		(28)		(6)
Other	47		(442)		905
Total income tax expense (benefit)	$	20,660	$	15,017	$	(16,918)

In the third quarter of 2020, the Company filed its federal and state income tax returns and identified certain favorable return-to-provision adjustments, primarily the deductibility of employee and officer compensations costs and transaction costs, following the engagement of specialized tax technical expertise, resulting in a change in estimate relative to the Company's best estimate used in the preparation of the 2019 income tax provision. The Company recorded this change in estimate and related income tax benefit of $7.6 million for the year ended December 31, 2020.

The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and liabilities were as follows at December 31 (in thousands):


	2022		2021
Deferred tax assets:
Net operating loss carryforwards	$	15,089	$	20,934
Location contracts and other intangibles	—		8,150
Interest expense limitation carryforward	4,513		—
Stock-based compensation	3,019		2,513
Lease liabilities	1,469		—
Other	3,016		2,107
	27,106		33,704
Deferred tax liabilities:
Property and equipment	49,299		35,952
Location contracts and other intangibles	8,287		—
Lease assets	1,453		—
Interest rate caplets	4,693		—
Other	395		—
	64,127		35,952

Total deferred tax liability, net	$	(37,021)	$	(2,248)

A valuation allowance is required to be established or maintained when, based on currently available information, it is more likely than not that all or a portion of a deferred tax asset will not be realized. The guidance on accounting for income taxes provides important factors in determining whether a deferred tax asset will be realized, including whether there has been sufficient

taxable income in recent years and whether sufficient taxable income can reasonably be expected in future years in order to utilize the deferred tax asset.

The Company evaluated the need to record a valuation allowance for deferred tax assets based on an assessment of whether it is more likely than not that deferred tax benefits will be realized through the generation of future taxable income. Appropriate consideration was given to all available evidence, both positive and negative, in assessing the need for a valuation allowance. As a result of this evaluation, the Company concluded as of December 31, 2022, that the positive evidence outweighed the negative evidence and that it is more likely than not that its deferred tax assets will be realized.

As of December 31, 2022, and 2021, the Company did not record a liability for unrecognized tax benefits.

The Company and its subsidiaries are subject to U.S. federal income tax as well as income tax of multiple state jurisdictions. As of December 31, 2022, the Company is subject to U.S federal income tax examinations for the years 2019 through 2021 and income tax examinations from state jurisdictions for the years 2019 through 2021.

The following table summarizes carryforwards of net operating losses as of December 31 (in thousands):


	2022			2021
	Amount		Expiration	Amount		Expiration
Federal net operating losses	$	33,057	Indefinite	$	61,514	Indefinite
State net operating losses	106,939		2030	106,810		2030
Federal general business tax credit	132		2039	—		—

Significant equity restructuring often results in an Internal Revenue Section 382 ownership change that limits the future use of net operating loss (“NOL”) carryforwards and other tax attributes. The Company has determined that it has undergone an ownership change in 2019 (as defined by Section 382 of the Internal Revenue Code). As a result, the Company's use of NOL carryforwards on an annual basis will be limited. Neither the amount of the Company's NOL carryforwards nor the amount of limitation of such carryforwards claimed by the Company have been audited or otherwise validated by the Internal Revenue Service, which could challenge the amount the Company has calculated. With regard to Century, an ownership change occurred on the date the outstanding equity interests were purchased in 2022. As a result, the Company's use of the acquired NOLs, interest expense limitation carryforward and R&D credit carryforward on an annual basis will be limited. The recognition and measurement of the Company's tax benefit includes estimates and judgment by the Company's management, which includes subjectivity. Changes in estimates may create volatility in the Company's tax rate in future periods based on new information about particular tax positions that may cause management to change its estimates.

The Company had a credit carryforward of approximately $0.4 million as of December 31, 2020, which was fully utilized in 2021. The Company currently has a credit carryforward of $0.1 million as of December 31, 2022, which is being carried forward to 2023.

On March 27, 2020, the CARES Act was signed into law and authorized more than $2 trillion to battle COVID-19 and its economic effects. The Company was eligible for certain operational credits of the relief programs under the CARES Act and recorded a benefit of $1.3 million to other expenses, net on its consolidated statements of operations and comprehensive income (loss) for the year ended December 31, 2020.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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+ Details

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company has certain earnouts in periods for future location performance related to certain business acquisitions (see discussion in Note 10). The Company has certain employment agreements that call for salaries and potential severance upon termination. Lawsuits and claims are filed against the Company from time to time in the ordinary course of business, including related to employee matters, employment agreements and non-compete clauses and agreements. Other than settled matters explained as follows, these actions are in various stages, and no judgments or decisions have been rendered. Management, after reviewing matters with legal counsel, believes that the outcome of such matters are not expected to have a material adverse effect on the Company's financial position or results of operations. The Company has been involved in a series of related litigated matters stemming from claims that it wrongly contracted with 10 different licensed establishments (the “Defendant Establishments”) in 2012 in violation of the contractual rights held by J&J Ventures Gaming, LLC (“J&J”), as further described below. On August 21, 2012, one of the Company’s operating subsidiaries entered into certain agreements with Jason Rowell (“Rowell”), a member of Action Gaming LLC (“Action Gaming”), which was an unlicensed terminal operator that had exclusive rights to place and operate gaming terminals within a number of establishments, including the Defendant Establishments. Under agreements with Rowell, the Company agreed to pay him for each licensed establishment which decided to enter into exclusive location agreements with Accel. In late August and early September 2012, each of the Defendant Establishments signed separate location agreements with the Company, purporting to grant it the exclusive right to operate gaming terminals in those establishments. Separately, on August 24, 2012, Action Gaming sold and assigned its rights to all its location agreements to J&J, including its exclusive rights with the Defendant Establishments (the “J&J Assigned Agreements”). At the time of the assignment of such rights to J&J, the Defendant Establishments were not yet licensed by the IGB. Action Gaming, J&J, and other parties, collectively, the Plaintiffs, filed a complaint against the Company, Rowell, and other parties in the Circuit Court of Cook County, Illinois (the “Circuit Court”), on August 31, 2012, as amended on November 1, 2012, December 19, 2012, and October 3, 2013, alleging, among other things, that Accel aided and abetted Rowell in breaches of his fiduciary duties and contractual obligations with Action Gaming and tortiously interfered with Action Gaming’s contracts with Rowell and agreements assigned to J&J. The complaint seeks damages and injunctive and equitable relief. On January 24, 2018, the Company filed a motion to dismiss for lack of subject matter jurisdiction, as further described below. On May 14, 2018, the Circuit Court denied the Company’s motion to dismiss and granted a stay to the case, pending a ruling from the IGB on the validity of the J&J Assigned Agreements. From 2013 to 2015, the Plaintiffs filed additional claims, including J&J Ventures Gaming, LLC et al. v. Wild, Inc. (“Wild”), in various circuit courts seeking declaratory judgments with a number of establishments, including each of the Defendant Establishments, requesting declarations that, among other things, J&J held the exclusive right to operate gaming terminals at each of the Defendant Establishments as a result of the J&J Assigned Agreements. The Company was granted leave to intervene in all of the declaratory judgments. The circuit courts found that the J&J Assigned Agreements were valid because each of the underlying location agreements were between an unlicensed establishment and an unlicensed terminal operator, and therefore did not constitute use agreements that were otherwise precluded from assignment under the IGB’s regulations. Upon the Company’s appeal, the Illinois Appellate Court, Fifth District (the “District Court”), vacated the circuit courts’ judgments and dismissed the appeals, holding that the IGB had exclusive jurisdiction over the matter that formed the basis of the parties’ claims, and declined to consider the merits of the parties’ disputes. On September 22, 2016, and after the IGB intervened, the Supreme Court of Illinois issued a judgment in Wild, affirming the District Court’s decision vacating the circuit courts’ judgments for lack of subject matter jurisdiction and dismissing the appeals, determining that the IGB has exclusive jurisdiction to decide the validity and enforceability of gaming terminal use agreements. Between May 2017 and September 2017, both the Company and J&J filed petitions with the IGB seeking adjudication of the rights of the parties and the validity of the use agreements. Those petitions were recently adjudicated by the IGB, largely in the Company’s favor, and J&J has filed a new lawsuit to challenge the IGB’s rulings. The Company does not have a present estimate regarding the potential damages, if any, that could potentially be awarded in this litigation and, accordingly, have established no reserves relating to such matters. There are also petitions pending with the IGB which could lead to the Company obtaining new locations. On October 7, 2019, the Company filed a lawsuit in the Circuit Court of Cook County, Illinois against Jason Rowell and other parties related to Mr. Rowell’s breaches of his non-compete agreement with Accel. The Company alleged that Mr. Rowell and a competitor were working together to interfere with the Company’s customer relationships. On November 7, 2019, Mr. Rowell filed a lawsuit in the Circuit Court of Cook County, Illinois against the Company alleging that he had not received certain equity interests in the Company to which he was allegedly entitled under his agreement. The Company has answered the complaint and asserted a counterclaim, and intends to defend itself against the allegations. Discovery is ensuing. Mr. Rowell's claims and the Company's claims are both being litigated in this lawsuit, while the original lawsuit remains pending against the other defendants. On July 2, 2019, Illinois Gaming Investors, LLC filed a lawsuit against the Company. The lawsuit alleges that a current employee violated his non-competition agreement with Illinois Gaming Investors, LLC, and together with the Company, wrongfully solicited prohibited licensed video gaming locations. The parties settled this dispute in April 2022. On December 18, 2020, the Company received a disciplinary complaint from the IGB alleging violations of the Video Gaming Act and the IGB’s Adopted Rules for Video Gaming. The disciplinary complaint seeks to fine the Company in the amount of $5 million. The Company filed its initial answer to the IGB’s complaint on January 11, 2021. On July 22, 2022, both parties filed motions for summary judgment. The Company expects decisions on the motions in the first quarter of 2023. On March 9, 2022, the Company filed a lawsuit in the Circuit Court of Cook County, Illinois against Gold Rush relating to the Gold Rush convertible notes. The complaint sought damages for breach of contract and the implied covenant of good faith and fair dealing as well as unjust enrichment. The Court granted Gold Rush’s motion to dismiss, with leave to amend, on November 16, 2022. The Company filed an amended complaint on December 22, 2022, and asked the court to summarily dismiss the repealed claims to allow the Company to seek appeal of their dismissal by the Circuit Court. On June 22, 2022, Gold Rush filed a lawsuit in the Circuit Court of Cook County, Illinois against the Company. The lawsuit alleges that the Company tortiously interfered with Gold Rush’s business activities and engaged in misconduct with respect to the Gold Rush convertible notes. The complaint seeks declaratory judgment and damages related to the allegations. Following the Company's motion to dismiss, on November 16, 2022, the Court dismissed two of Gold Rush’s claims against the Company, but allowed four claims to proceed. The Company answered the complaint on December 14, 2022. The parties are currently engaged in the discovery process and no trial date has been set. The Company intends to vigorously defend itself against the allegations in the complaint and denies any allegations of wrongdoing. On March 25, 2022, Midwest Electronics Gaming LLC (“Midwest”) filed an administrative review action against the Illinois Gaming Board, the Company and J&J in the Circuit Court of Cook County, Illinois seeking administrative review of decisions of the IGB ruling in favor of the Company and J&J and against Midwest regarding the validity of certain use agreements covering locations currently serviced by Midwest. No monetary damages are sought against the Company. A responsive pleading is not yet due. On April 22, 2022, the Company filed a petition in the Circuit Court of Cook County, Illinois to judicially review the IGB's decision to deny the requested transfer of Gold Rush common stock in respect of our conversion of the convertible notes. In July 2022, an enforcement action was brought against the Company by an Illinois municipality related to an alleged violation of an ordinance requiring the collection of an additional tax, the enforceability of which is currently being contested by the Illinois Gaming Machine Operators Association. Rather than litigate the alleged violation, the Company pled no contest and paid an initial penalty to the municipality in October 2022. The Company will pay a similar penalty each month for the remaining months of 2022 and anticipates such payments to continue in 2023. Given the status of the legal proceedings discussed above, the Company has determined that a legal liability was probable and recorded a loss of $1.2 million for the year ended December 31, 2022, of which $1.0 million is included within other expenses, net and $0.2 million is included within general and administrative expenses in the consolidated statements of operations and other comprehensive income (loss). The Company paid legal settlements totaling $1.6 million during the year ended December 31, 2022 related to these legal proceedings, which includes $1.0 million of the previously mentioned loss.

Related-Party Transactions	12 Months Ended
Related-Party Transactions	Dec. 31, 2022
Related Party Transactions [Abstract]
Related-Party Transactions	Related-Party Transactions Subsequent to the Company's acquisitions of Fair Share, G3, Tom's Amusements and AVG, the sellers became employees of the Company. Consideration payable to the Fair Share seller was $1.1 million and $2.4 million as of December 31, 2022 and 2021, respectively. Payments to the Fair Share seller under the acquisition agreement were $1.8 million, $1.0 million and $0.9 million for the years ended December 31, 2022, 2021 and 2020, respectively. Consideration payable to the G3 sellers was $0.4 million as of December 31, 2022 and 2021. Payments to the G3 seller under the acquisition agreement were $0.3 million, and $2.5 million during the years ended December 31, 2021 and 2020, respectively. There were no payments made to the G3 sellers for the year ended December 31, 2022. Consideration payable to the Tom's Amusements seller was $0.1 million and $1.5 million as of December 31, 2022 and 2021, respectively. Payments to the the Tom's Amusements seller under the acquisition agreement were $1.4 million for the year ended December 31, 2022. There were no payments made to the Tom's Amusements seller for the years ended December 31, 2021 and 2020. Consideration payable to the AVG seller was zero and $0.4 million as of December 31, 2022 and 2021, respectively. Payments to the AVG seller under the acquisition agreement were $0.3 million and $2.3 million for the years ended December 31, 2022 and 2021. There were no payments to the AVG seller during the year ended December 31, 2020. The Company engaged Much Shelist, P.C. (“Much Shelist”), as its legal counsel for general legal and business matters. An attorney at Much Shelist is a related party to management of the Company. For the years ended December 31, 2022, 2021, and 2020, Accel paid Much Shelist $0.3 million, $0.2 million, and $0.1 million, respectively. These payments were included in general and administrative expenses within the consolidated statements of operations and comprehensive income (loss), however, $0.2 million of the amounts paid in the fourth quarter of 2020 were recorded to additional paid-in capital as these costs were determined to be direct and incremental for the reverse recapitalization discussed in Note 1. As previously mentioned, the Company completed an underwritten public offering of 8,000,000 shares of its Class A-1 common stock, pursuant to the terms of an Underwriting Agreement, dated September 23, 2020, with Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein. The Raine Group, which employs a director of the Company, Gordon Rubenstein, was part of the underwriting group and was paid fees totaling $0.2 million (5.5% of underwriting fee which was 4.5% of $84 million). These payments were capitalized to additional paid-in-capital on the consolidated statements of stockholders' equity (deficit).

Earnings Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per ShareBasic earnings (loss) per share (“EPS”) is computed based on the weighted average number of shares of Class A-1 shares outstanding during the period. Diluted EPS is computed based on the weighted average number of shares plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. Dilutive potential common shares include outstanding stock options, unvested RSUs, contingent earnout shares, and warrants.

Since the shares issuable under the contingent earnout are contingently issuable shares that depend on future earnings or future market prices of the common stock or a change in control, the shares are excluded when computing diluted earnings (loss) per share unless the shares would be issuable if the reporting date was the end of the contingency period. Upon settlement, these shares are included in Class A-1 common stock in the Company’s basic EPS share count.

The components of basic and diluted EPS were as follows (in thousands, except per share amounts):


	2022		2021		2020
Net income (loss)	$	74,102	$	31,559	$	(410)
Less: Net income applicable to contingently issuable shares	—		—		909
Net income (loss) on which diluted earnings per share is calculated	$	74,102	$	31,559	$	(1,319)

Basic weighted average outstanding shares of common stock	90,629		93,781		83,045
Dilutive effect of stock-based awards for common stock	600		857		—
Dilutive effect of contingent earnout shares before conversion	—		—		68


Diluted weighted average outstanding shares of common stock	91,229		94,638		83,113

Earnings (loss) per share:
Basic	$	0.82	$	0.34	$	—
Diluted	$	0.81	$	0.33	$	(0.02)

Anti-dilutive stock-based awards, contingent earnout shares and warrants excluded from the calculations of diluted EPS were 5,027,491, 4,506,988, and 7,224,134 for the years ended December 31, 2022, 2021 and 2020, respectively.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Restricted Stock Agreement Updates On January 24, 2023, a disinterested committee of the Company's board of directors made up of independent directors who do not hold any Class A-2 Common Stock approved a further increase to the LTM EBITDA and the LTM EBITDA thresholds under the terms of the Restricted Stock Agreement as follows: (i) in the case of Tranche II, the LTM EBITDA threshold (A) as of December 31, 2022 was increased to $166.1 million, (B) as of March 31, 2023 was increased to $172.4 million, and (C) as of June 30, 2023 was increased to $177.3 million; and (ii) in the case of Tranche III, the LTM EBITDA threshold as of each of December 31, 2023, March 31, 2024 and June 30, 2024 was increased to $198.3 million. If the Company completes additional acquisitions following the filing of this Annual Report on Form 10-K and on or prior to March 31, 2023, the Company expects that the disinterested committee will consider additional adjustments to the LTM EBITDA and the LTM EBITDA thresholds in respect of any such acquisitions. Business Acquisition On February 13, 2023, the Company acquired a hospitality operation in Billings, Montana for a total purchase price of $2.6 million. The purchase price included the cost of the land, building and the related Montana All-Alcoholic Beverage License. The hospitality operation is set to be a Century vended location.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of presentation and preparation

Use of estimates

Segment information

Cash and cash equivalents

Accounts receivable

Inventories

Derivative instruments

Investment in convertible notes:

Property and equipment

included in other current assets when acquired and are expensed when used to repair equipment. Depreciation has been computed using the straight-line method over the following estimated useful lives:


			Years
Gaming terminals and equipment			13
Amusement and other equipment			7
Office equipment and furniture			7
Computer equipment and software			3-5
Leasehold improvements *			5
Vehicles			5
Buildings and improvements			15-29

* Leasehold improvements are amortized over the shorter of the useful life or the lease.

Concentration of credit risk

Fair value of financial instruments

The carrying amount of cash, accounts payable and short-term borrowings approximates fair value because of the short-term maturity of these instruments.

The Company estimates the fair value of its investment in convertible notes based on Level 3 inputs.

Contingent consideration, which is recorded within consideration payable on the accompanying consolidated balance sheets, is measured at fair value on a recurring basis based on Level 3 inputs.

The Company's contingent earnout shares liability and warrant liability is measured at fair value on a recurring basis based on Level 2 inputs.

Revenue recognition / Route and customer acquisition costs

Amusement revenue represents amounts collected from machines (e.g. dart boards, digital jukeboxes, pool tables, etc.) operated at various locations and is recognized at the time the machine is used.

Manufacturing revenue represents the sale of gaming terminals and associated software and is recognized at the time the goods are delivered to the customer.

ATM fees and other revenue represents fees charged for the withdrawal of funds from the Company’s redemption terminals and stand-alone ATM machines and is recognized at the time of the transaction.


(in thousands)	2022		2021		2020
Net revenues by state:
Illinois	$	808,652	$	730,244	$	316,352
Montana	79,639		—		—
Nevada	66,989		—		—
Other	14,517		4,463		—
Total net revenues	$	969,797	$	734,707	$	316,352

Business acquisitions / Consideration payable

Business acquisitions: The Company evaluates the inputs, processes and outputs of each business acquisition to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are recorded as an expense in the consolidated statements of operations and comprehensive income (loss). If an acquisition qualifies as an asset acquisition, the related transaction costs are generally capitalized and amortized over the useful life of the acquired assets. The Company accounts for acquisitions that meet the definition of a business combination using the acquisition method of accounting. Acquired tangible personal property such as gaming equipment is generally measured at fair value using a cost approach which measures the fair value based on the cost to reproduce or replace the asset. Location contract intangibles, which represent the acquisition-date fair value of the preexisting relationships between the acquired company and gaming locations, are generally measured at fair value using an income approach which measures the fair value based on the estimated future cash flows using certain projected financial information such as revenue projections, cost of revenue margins and other assumptions such as discount rates.Any contingent consideration is measured at its fair value on the acquisition date, recorded as a liability and accreted over its payment term in Accel’s consolidated statements of operations and comprehensive income (loss) as other expenses, net.Consideration payable: Consideration payable consists of amounts payable related to certain business acquisitions as well as contingent consideration for future location performance related to certain business acquisitions (see Note 10). Consideration payable, exclusive of contingent consideration, is discounted using the Company’s incremental borrowing rate associated with its outstanding debt. The contingent consideration is measured at fair value on a recurring basis. The changes in the fair value of contingent consideration are recognized within the Company’s consolidated statements of operations and comprehensive income (loss) as other expenses, net. The Company presents on its statement of cash flows, payments for consideration payable within 90-days in investing activities, payments after 90-days and up to the acquisition date fair value in financing activities, and payments in excess of the acquisition date fair value in operating activities.

Location contracts acquired

Goodwill

Impairment of long-lived assets

Contingent earnout shares liability

Warrant liability

Leases

Stock-based compensation

Income taxes

Income taxes: The Company is organized as a C-corporation and files tax returns at the federal and state level. Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the book basis of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion, or all of the deferred tax asset, will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in the tax laws and rates as of the date of enactment.The consolidated financial statements may reflect expected future tax consequences of uncertain tax positions presuming the taxing authorities’ full knowledge of the position and all relevant facts. When and if applicable, potential interest and penalty costs are accrued as incurred with expenses recognized in general and administrative expenses in the consolidated statements of operations and comprehensive income (loss).

Earnings (loss) per share

Debt issuance costs

Advertising costs

Adopted and recent accounting pronouncements

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of Change in Accounting Estimate

The impact of these changes in estimate for the years ended December 31, 2022 and 2021, was as follows (in thousands):


	Year ended		Year ended
	December 31, 2022		December 31, 2021
Decrease to depreciation expense	$	3,685	$	1,232
Decrease to amortization expense	$	8,215	$	2,688
Increase to net income	$	8,511	$	3,920
Increase to net income per share	$	0.09	$	0.04

Schedule of Property and Equipment Useful Lives

Depreciation has been computed using the straight-line method over the following estimated useful lives:


			Years
Gaming terminals and equipment			13
Amusement and other equipment			7
Office equipment and furniture			7
Computer equipment and software			3-5
Leasehold improvements *			5
Vehicles			5
Buildings and improvements			15-29

* Leasehold improvements are amortized over the shorter of the useful life or the lease.

Property and equipment consists of the following at December 31 (in thousands):


	2022		2021
Gaming terminals and equipment	$	294,944	$	225,692
Amusement and other equipment	25,807		18,547
Office equipment and furniture	2,534		1,731
Computer equipment and software	18,526		14,319
Leasehold improvements	6,996		4,127
Vehicles	16,293		11,518
Buildings and improvements	11,945		10,997
Land	1,143		911
Construction in progress	647		3,898
Total property and equipment	378,835		291,740
Less accumulated depreciation and amortization	(166,991)		(139,489)
Property and equipment, net	$	211,844	$	152,251

Disaggregation of Revenue


(in thousands)	2022		2021		2020
Net revenues by state:
Illinois	$	808,652	$	730,244	$	316,352
Montana	79,639		—		—
Nevada	66,989		—		—
Other	14,517		4,463		—
Total net revenues	$	969,797	$	734,707	$	316,352

Inventories (Tables)

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Schedule of Inventories

Inventories were as follows (in thousands):


	December 31, 2022
Raw materials and manufacturing supplies	$	4,977
Finished products	1,964
Total inventories	$	6,941

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Depreciation has been computed using the straight-line method over the following estimated useful lives:


			Years
Gaming terminals and equipment			13
Amusement and other equipment			7
Office equipment and furniture			7
Computer equipment and software			3-5
Leasehold improvements *			5
Vehicles			5
Buildings and improvements			15-29

* Leasehold improvements are amortized over the shorter of the useful life or the lease.

Property and equipment consists of the following at December 31 (in thousands):


	2022		2021
Gaming terminals and equipment	$	294,944	$	225,692
Amusement and other equipment	25,807		18,547
Office equipment and furniture	2,534		1,731
Computer equipment and software	18,526		14,319
Leasehold improvements	6,996		4,127
Vehicles	16,293		11,518
Buildings and improvements	11,945		10,997
Land	1,143		911
Construction in progress	647		3,898
Total property and equipment	378,835		291,740
Less accumulated depreciation and amortization	(166,991)		(139,489)
Property and equipment, net	$	211,844	$	152,251

Route and Customer Acquisition Costs (Tables)

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Route and Customer Acquisition Costs

Route and customer acquisition costs consist of the following at December 31 (in thousands):


	2022		2021
Cost	$	31,805	$	28,902
Accumulated amortization	(13,463)		(12,989)
Route and customer acquisition costs, net	$	18,342	$	15,913

Location Contracts Acquired (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Location Contracts Acquired

Location contracts acquired consist of the following at December 31 (in thousands):


	2022		2021
Cost	$	282,653	$	229,287
Accumulated amortization	(93,310)		(78,615)
Location contracts acquired, net	$	189,343	$	150,672

Schedule of Future Amortization Expense

Estimated amortization expense related to location contracts acquired for the next five years and thereafter is as follows:


Year ending December 31:
2023	$	17,040
2024	17,040
2025	17,040
2026	16,895
2027	16,791
Thereafter	104,537
Total	$	189,343

Goodwill and Other Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The following is a roll forward of the Company's goodwill (in thousands):




Goodwill balance as of January 1, 2020	$	34,511
Addition to goodwill for acquisition of AVG	11,243
Goodwill balance as of December 31, 2020	$	45,754
Addition to goodwill for acquisition of Rich and Junnie's	445
Goodwill balance as of December 31, 2021	$	46,199
Addition to goodwill for acquisition of Century	53,356
Addition to goodwill for acquisition of Progressive	1,152
Goodwill balance as of December 31, 2022	$	100,707

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

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+ Details

Debt (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

The Company’s debt as of December 31, consisted of the following (in thousands):


	2022		2021
Senior Secured Credit Facility (as amended):
Revolving credit facility	$	121,000	$	—
Term Loan	328,125		350,000
Delayed Draw Term Loan (DDTL)	96,250		—
Total debt	545,375		350,000
Add: Remaining premium on interest rate caplets financed as debt	3,025		—
Less: Debt issuance costs	(6,368)		(8,478)
Total debt, net of debt issuance costs	542,032		341,522
Less: Current maturities	(23,466)		(17,500)
Total debt, net of current maturities	$	518,566	$	324,022

Schedule of Maturities of Long-term Debt

The principal maturities of long-term debt as of December 31, 2022 are as follows (in thousands):


Year ending December 31:
2023	$	23,466
2024	23,466
2025	23,466
2026	474,977

Total debt	$	545,375

Schedule of Carrying Values and Estimated Fair Values of Debt Instruments

The carrying value and estimated fair value the Company's debt at December 31, was as follows (in thousands):


	2022		2021
Carrying value	$	545,375	$	350,000
Estimated fair value	522,693		331,122

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Business and Asset Acquisitions (Tables)

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of Consideration Transferred and Fair Value of Assets Acquired and Liabilities Assumed

The following table summarizes the fair value of consideration transferred and the fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands):



Cash paid	$	158,681
Fair value of stock issued	5,584
Total consideration	$	164,265
Cash and cash equivalents	$	33,229
Prepaid expenses	1,563
Accounts receivable	4,394
Inventories	6,441
Income taxes receivable	189
Other current assets	475
Property and equipment	29,302
Location contracts acquired	40,400
Other intangible assets	24,400
Accounts payable and other accrued expenses	(10,766)
Accrued compensation and related expenses	(1,626)
Other long-term liabilities	(446)
Deferred income tax liability	(16,646)
Net assets acquired	$	110,909
Goodwill	$	53,356

The following table summarizes the fair value of consideration transferred and the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands):



Cash paid	$	30,522
Fair value of contingent consideration	1,506
Total consideration	$	32,028
Cash	$	504
Location contracts acquired	17,500
Property and equipment:
Video game terminals and equipment	2,479
Amusement and other equipment	207
Vehicles	43
Other assets, net	63
Goodwill	11,243
Total assets acquired	32,039
Accrued expenses assumed	(11)
Net assets acquired	$	32,028

Schedule of Business Acquisition, Pro Forma Information

This unaudited pro forma information for the years ended December 31, does not project revenues and income before income tax expense post acquisition (in thousands).


	2022		2021		2020
Revenues	$	1,094,940	$	1,020,956	$	327,090
Net income (loss)	79,857		46,336		(626)

Schedule of Consideration Payable

Current and long-term portions of consideration payable consist of the following at December 31 (in thousands):


	2022				2021
	Current		Long-Term		Current		Long-Term
TAV*	$	1,025	$	1,918	$	490	$	2,858

Fair Share Gaming*	951		175		1,875		508
Family Amusement*	2,032		—		677		1,944
Skyhigh*	606		4,779		801		7,396
G3*	433		—		414		—
Grand River Jackpot*	—		—		6,479		—
VVS	2,442		—		—		—
Island	100		—		100		—
Tom's Amusements	58		—		1,491		—
Rich and Junnie's	—		—		646		—
AVG	—		—		371		—
Total	$	7,647	$	6,872	$	13,344	$	12,706

•Acquisitions that occurred prior to 2020.

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets Measured on Recurring Basis

The following tables summarize the Company’s assets that are measured at fair value on a recurring basis (in thousands):


			Fair Value Measurement at Reporting Date Using
	December 31, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Investment in convertible notes	$	32,065	$	—	$	—	$	32,065
Interest rate caplets	19,919		—		19,919		—
Total	$	51,984	$	—	$	19,919	$	32,065


			Fair Value Measurement at Reporting Date Using
	December 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Investment in convertible notes	$	32,065	$	—	$	—	$	32,065

Schedule of Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation

The following table provides a roll-forward of the fair value of recurring Level 3 fair value measurements for assets for the year ended December 31 (in thousands):


	2022		2021
Assets:

Beginning of year balance	$	32,065	$	31,266
Accrued interest	—		928
Fair value adjustments	—		(129)

Ending balance	$	32,065	$	32,065

Schedule of Liabilities Measured on a Recurring Basis

The following tables summarizes the Company’s liabilities that are measured at fair value on a recurring basis (in thousands):


			Fair Value Measurement at Reporting Date Using
	December 31, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Liabilities:
Contingent consideration	$	9,543	$	—	$	—	$	9,543
Contingent earnout shares	23,288		—		23,288		—
Warrants	13		—		13		—
Total	$	32,844	$	—	$	23,301	$	9,543


			Fair Value Measurement at Reporting Date Using
	December 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Liabilities:
Contingent consideration	$	19,434	$	—	$	—	$	19,434
Contingent earnout shares	42,831		—		42,831		—
Warrants	13		—		13		—
Total	$	62,278	$	—	$	42,844	$	19,434

Schedule of Changes in Level 3 Instruments

The following table provides a roll-forward of the fair value of recurring Level 3 fair value measurements for liabilities for the years ended December 31 (in thousands):


	2022		2021		2020
Liabilities:

Beginning of year balance	$	19,434	$	17,260	$	17,327
Issuance of contingent consideration in connection with acquisitions	2,442		105		3,245
Payment of contingent consideration	(10,788)		(4,358)		(4,420)


Fair value adjustments	(1,545)		6,427		1,108
Ending balance	$	9,543	$	19,434	$	17,260

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Schedule of Components of Lease Expense and Schedule of Supplemental Cash Flow Information Related to Leases


Short-term lease expense	$	600
Operating lease expense	1,586
Variable lease expense	368
Total lease expense	$	2,554

Supplemental cash flow information related to leases for the year ended December 31, 2022 is as follows (in thousands):


Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	1,525
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	5,602

Balance Sheet Classification of Lease Assets and Liabilities and Weighted Average Lease Liabilities

Amounts recognized in the consolidated balance sheets as of December 31, 2022 related to the Company's lease portfolio are as follows (in thousands):


Lease component	Classification
Operating lease right-of-use asset	Other assets	$	5,245
Current operating lease liability	Accounts payable and other accrued expenses	1,929
Long-term operating lease liability	Other long-term liabilities	3,376

The weighted average remaining lease term and discount rate used in computing the lease liabilities as of December 31, 2022 were as follows:


Weighted average remaining lease term (in years)	3.38
Weighted average discount rate	3.28	%

Schedule of Operating Lease Liability Maturity

As of December 31, 2022, the future undiscounted cash flows associated with the Company's lease liabilities were as follows (in thousands):


2023	$	2,066
2024	1,382
2025	1,062
2026	753
2027	289
Thereafter	45
Total	$	5,597
Less: present value discount	(292)
Total operating lease liability	$	5,305

Stockholders’ Equity (Tables)

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Schedule of Stock Reserved for Issuance

At December 31, 2022 and 2021, the Company has reserved Class A-1 Common Stock for future issuance in relation to the following:


	2022	2021
Class A-1 Common Stock warrants issued and outstanding	5,144	5,411
Class A-1 Common Stock options and RSUs issued and outstanding	2,990,476	3,150,215
Conversion of Class A-2 Common Stock	3,333,363	3,333,363
Class A-1 Common Stock reserved for issuance	6,328,983	6,488,989

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

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+ Details

Stock-based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Assumptions for Options Granted

The following assumptions were used in the option valuation model for options granted during the years ended December 31, as follows:


	2022	2021	2020
Expected approximate volatility	60%	60%	38%
Expected dividends	None	None	None
Expected term (in years)	7	7	7
Risk-free rate	2.12% - 4.04%	0.72% - 1.17%	0.44% - 1.19%

Schedule of Options Granted and Range in Vesting Periods

A summary of the options granted and the range in vesting periods based on specific provisions within the option agreements during the years ended December 31, are as follows:


	2022	2021	2020
Options granted	315,881	262,097	1,449,779
Vesting period (in years)	4	4	4 - 5

Schedule of Vested Stock Options

The following table sets forth the activities of the Company’s outstanding stock options for the years ended December 31, 2022, 2021 and 2020.


Outstanding options	Shares	Weighted Average Grant Date Fair Value		Weighted Average Exercise Price
Outstanding at January 1, 2020	1,228,399	$	0.96	$	2.91
Granted	1,449,779	4.49		11.20
Exercised	(359,987)	0.69		2.33
Forfeited/expired	(68,580)	1.32		3.85
Outstanding at December 31, 2020	2,249,611	3.25		8.32
Granted	262,097	6.90		11.75
Exercised	(577,719)	0.96		2.95
Forfeited/expired	(377,503)	4.08		10.03
Outstanding at December 31, 2021	1,556,486	4.51		10.47
Granted	315,881	7.30		12.09
Exercised	(136,998)	2.20		5.93
Forfeited/expired	(436,960)	4.79		10.97
Outstanding at December 31, 2022	1,298,409	7.25		11.18

Schedule of Nonvested Stock Options

A summary of the status of the activities of the Company’s nonvested stock options for the years ended December 31, 2022, 2021 and 2020 is as follows.


Nonvested options	Shares	Weighted Average Grant Date Fair Value
Nonvested at January 1, 2020	1,148,301	$	0.95
Granted	1,449,779	4.49
Vested	(496,464)	0.08
Forfeited	(68,580)	1.32
Nonvested at December 31, 2020	2,033,036	3.49
Granted	262,097	6.90
Vested	(506,299)	1.23
Forfeited	(377,503)	4.08
Nonvested at December 31, 2021	1,411,331	4.77
Granted	315,881	7.30
Vested	(314,462)	4.17
Forfeited	(321,682)	4.86
Nonvested at December 31, 2022	1,091,068	5.65

Schedule of Nonvested Restricted Stock Units Activity

The following table sets forth the activities of the Company’s RSUs for the years ended December 31, 2022, 2021 and 2020.


Non-vested RSUs	Shares	Weighted Average Grant Date Fair Value
Nonvested at January 1, 2020	—	$	—
Granted	1,665,968	11.16
Vested	(4,960)	10.08
Forfeited	(25,259)	11.66
Nonvested at December 31, 2020	1,635,749	11.15
Granted	558,193	11.96
Vested (1)	(343,579)	10.82
Forfeited	(256,634)	10.87
Nonvested at December 31, 2021	1,593,729	11.55
Granted	569,600	12.16
Vested (2)	(383,088)	11.51
Forfeited	(361,532)	11.03
Nonvested at December 31, 2022	1,418,709	11.94

(1) Includes 154,641 RSUs that are vested and not issued.

(2) Includes 273,358 RSUs that are vested and not issued.

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense


	2022		2021		2020
Current provision
Federal	$	1,558	$	1,489	$	—
State	5,669		7,418		—
Total current provision	7,227		8,907		—
Deferred provision
Federal	13,743		8,363		(12,286)
State	(310)		(2,253)		(4,632)
Total deferred provision	13,433		6,110		(16,918)
Total income tax expense (benefit)	$	20,660	$	15,017	$	(16,918)

Schedule of Reconciliation of Expected Income Taxes

A reconciliation of the “expected” income taxes computed by applying the federal statutory income tax rate to the total expense (benefit) is as follows (in thousands):


	2022		2021		2020
Computed “expected” tax expense (benefit)	$	19,900	$	9,781	$	(3,639)
Increase (decrease) in income taxes resulting from:
State income taxes	4,289		3,659		(2,848)
Return-to-provision	(132)		(258)		(7,613)
Change in fair value of contingent earnout shares	(4,104)		2,050		(1,782)
Change in fair value of warrants	—		—		(2,640)
Permanently non-deductible transaction costs	137		215		485
Officer's compensation	177		23		—
Other permanent items	467		18		220
Enacted rate change	(121)		(28)		(6)
Other	47		(442)		905
Total income tax expense (benefit)	$	20,660	$	15,017	$	(16,918)

Schedule of Deferred Tax Assets and Liabilities

The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and liabilities were as follows at December 31 (in thousands):


	2022		2021
Deferred tax assets:
Net operating loss carryforwards	$	15,089	$	20,934
Location contracts and other intangibles	—		8,150
Interest expense limitation carryforward	4,513		—
Stock-based compensation	3,019		2,513
Lease liabilities	1,469		—
Other	3,016		2,107
	27,106		33,704
Deferred tax liabilities:
Property and equipment	49,299		35,952
Location contracts and other intangibles	8,287		—
Lease assets	1,453		—
Interest rate caplets	4,693		—
Other	395		—
	64,127		35,952

Total deferred tax liability, net	$	(37,021)	$	(2,248)

Schedule of Carryforwards of Net Operating Losses

The following table summarizes carryforwards of net operating losses as of December 31 (in thousands):


	2022			2021
	Amount		Expiration	Amount		Expiration
Federal net operating losses	$	33,057	Indefinite	$	61,514	Indefinite
State net operating losses	106,939		2030	106,810		2030
Federal general business tax credit	132		2039	—		—

Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Components of Basic and Diluted EPS

The components of basic and diluted EPS were as follows (in thousands, except per share amounts):


	2022		2021		2020
Net income (loss)	$	74,102	$	31,559	$	(410)
Less: Net income applicable to contingently issuable shares	—		—		909
Net income (loss) on which diluted earnings per share is calculated	$	74,102	$	31,559	$	(1,319)

Basic weighted average outstanding shares of common stock	90,629		93,781		83,045
Dilutive effect of stock-based awards for common stock	600		857		—
Dilutive effect of contingent earnout shares before conversion	—		—		68


Diluted weighted average outstanding shares of common stock	91,229		94,638		83,113

Earnings (loss) per share:
Basic	$	0.82	$	0.34	$	—
Diluted	$	0.81	$	0.33	$	(0.02)

Description of Business (Details) - day	12 Months Ended
Description of Business (Details) - day	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Terminal operator license, term	2 years
Number of days video gaming terminals inoperable		18	148
Number of video gaming days in year		365
Percent of days inoperable during quarter		5.00%	40.00%

Summary of Significant Accounting Policies - Change in Estimate (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021
Change in Accounting Estimate [Line Items]
Expected useful life (in years)			15 years
Service life
Change in Accounting Estimate [Line Items]
Decrease to depreciation expense			$ 3,685	$ 1,232
Decrease to amortization expense			8,215	2,688
Increase to net income			$ 8,511	$ 3,920
Increase to net income per share			$ 0.09	$ 0.04
Customer Acquisition Costs
Change in Accounting Estimate [Line Items]
Amortization period of capitalized contract costs	18 years	12 years 4 months 24 days		18 years
Expected useful life (in years)			18 years
Location Contracts
Change in Accounting Estimate [Line Items]
Expected useful life (in years)	15 years	10 years	15 years
Gaming terminals and equipment
Change in Accounting Estimate [Line Items]
Useful life (in years)			13 years
Gaming terminals and equipment \| Service life
Change in Accounting Estimate [Line Items]
Useful life (in years)	13 years	10 years

Summary of Significant Accounting Policies - Accounts receivable (Details) $ in Millions	Dec. 31, 2022 USD ($)
Accounting Policies [Abstract]
Allowance for doubtful accounts	$ 0.1

Summary of Significant Accounting Policies - Schedule of property and equipment useful lives (Details)	12 Months Ended
	Dec. 31, 2022
Gaming terminals and equipment
Property, Plant and Equipment [Line Items]
Useful life (in years)	13 years
Amusement and other equipment
Property, Plant and Equipment [Line Items]
Useful life (in years)	7 years
Office equipment and furniture
Property, Plant and Equipment [Line Items]
Useful life (in years)	7 years
Computer equipment and software \| Minimum
Property, Plant and Equipment [Line Items]
Useful life (in years)	3 years
Computer equipment and software \| Maximum
Property, Plant and Equipment [Line Items]
Useful life (in years)	5 years
Leasehold improvements
Property, Plant and Equipment [Line Items]
Useful life (in years)	5 years
Vehicles
Property, Plant and Equipment [Line Items]
Useful life (in years)	5 years
Buildings and improvements \| Minimum
Property, Plant and Equipment [Line Items]
Useful life (in years)	15 years
Buildings and improvements \| Maximum
Property, Plant and Equipment [Line Items]
Useful life (in years)	29 years

Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Total net revenues	$ 969,797	$ 734,707	$ 316,352
Illinois
Disaggregation of Revenue [Line Items]
Total net revenues	808,652	730,244	316,352
Montana
Disaggregation of Revenue [Line Items]
Total net revenues	79,639	0	0
Nevada
Disaggregation of Revenue [Line Items]
Total net revenues	66,989	0	0
Other
Disaggregation of Revenue [Line Items]
Total net revenues	$ 14,517	$ 4,463	$ 0

- Definition

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Summary of Significant Accounting Policies - Route and customer acquisition costs (Details)	12 Months Ended
	Dec. 31, 2022
Change in Accounting Estimate [Line Items]
Expected useful life (in years)	15 years
Customer Acquisition Costs
Change in Accounting Estimate [Line Items]
Expected useful life (in years)	18 years

Summary of Significant Accounting Policies - Location contracts acquired (Details)	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2022
Change in Accounting Estimate [Line Items]
Expected useful life (in years)			15 years
Location Contracts
Change in Accounting Estimate [Line Items]
Expected useful life (in years)	15 years	10 years	15 years

Summary of Significant Accounting Policies - Advertising costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accounting Policies [Abstract]
Advertising costs	$ 5.3	$ 4.8	$ 3.2

Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022
Accounting Policies [Abstract]
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other assets	Other assets
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]		Accounts payable and other accrued expenses, Other long-term liabilities
Operating lease right-of-use asset	$ 5,245	$ 1,100
Total operating lease liability	$ 5,305	$ 1,100

Inventories (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials and manufacturing supplies	$ 4,977,000
Finished products	1,964,000
Total inventories	6,941,000	$ 0
Inventory valuation allowance	$ 0

Investment in Convertible Notes (Details) - USD ($)			12 Months Ended
Investment in Convertible Notes (Details) - USD ($)	Oct. 11, 2019	Jul. 19, 2019	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Mar. 09, 2021	Jul. 30, 2020
Debt Securities, Available-for-sale [Line Items]
Monthly installment receivable	$ 1,000,000
Unrealized (loss) gain on investment in convertible notes (net of income taxes of $(36) and $36, respectively)			$ 0	$ (93,000)	$ 93,000
Gross payments due			7,600,000	$ 6,800,000
Convertible Promissory Notes
Debt Securities, Available-for-sale [Line Items]
Investment purchase	$ 25,000,000	$ 30,000,000	$ 32,100,000			$ 25,000,000	$ 25,000,000
Investment interest rate		3.00%
Investment maturity		6 months
Convertible Promissory Notes \| Subordinated Debt
Debt Securities, Available-for-sale [Line Items]
Investment purchase		$ 5,000,000				$ 5,000,000	$ 5,000,000

Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 291,740		$ 378,835	$ 291,740
Less accumulated depreciation and amortization	(139,489)		(166,991)	(139,489)
Property and equipment, net	152,251		211,844	152,251
Depreciation			29,295	24,636	$ 20,969
Gaming terminals and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 225,692		$ 294,944	225,692
Useful life (in years)			13 years
Gaming terminals and equipment \| Service life
Property, Plant and Equipment [Line Items]
Useful life (in years)	13 years	10 years
Amusement and other equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 18,547		$ 25,807	18,547
Useful life (in years)			7 years
Office equipment and furniture
Property, Plant and Equipment [Line Items]
Total property and equipment	1,731		$ 2,534	1,731
Useful life (in years)			7 years
Computer equipment and software
Property, Plant and Equipment [Line Items]
Total property and equipment	14,319		$ 18,526	14,319
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	4,127		$ 6,996	4,127
Useful life (in years)			5 years
Vehicles
Property, Plant and Equipment [Line Items]
Total property and equipment	11,518		$ 16,293	11,518
Useful life (in years)			5 years
Buildings and improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	10,997		$ 11,945	10,997
Land
Property, Plant and Equipment [Line Items]
Total property and equipment	911		1,143	911
Construction in progress
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 3,898		$ 647	$ 3,898

Route and Customer Acquisition Costs - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Sep. 30, 2021
Finite-Lived Intangible Assets [Line Items]
Gross payments due	$ 7,600	$ 6,800
Net present value of payments due	6,600	6,000
Current portion of payments due	1,487	2,079
Customer acquisition cost asset	17,900	18,000
Capitalized contract cost, subject to claw back	1,200	1,500
Amortization expense (decrease in expense) on route and customer acquisition costs	$ 1,300	$ 1,700	$ 1,800
Customer Acquisition Costs
Finite-Lived Intangible Assets [Line Items]
Amortization period of capitalized contract costs		18 years		12 years 4 months 24 days

Route and Customer Acquisition Costs - Schedule of Customer Contract Acquired (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Cost	$ 31,805	$ 28,902
Accumulated amortization	(13,463)	(12,989)
Route and customer acquisition costs, net	$ 18,342	$ 15,913

Location Contracts Acquired - Schedule of Customer Contract Acquired (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Cost	$ 282,653	$ 229,287
Accumulated amortization	(93,310)	(78,615)
Location contracts acquired, net	$ 189,343	$ 150,672

Location Contracts Acquired - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Expected useful life of intangibles (in years)	15 years
Amortization of intangible assets	$ 1.4
Location contract
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 14.8	$ 20.3	$ 20.8

Location Contracts Acquired - Schedule of Finite-Lived Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
2023	$ 17,040
2024	17,040
2025	17,040
2026	16,895
2027	16,791
Thereafter	104,537
Location contracts acquired, net	$ 189,343	$ 150,672

Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands					12 Months Ended
	Dec. 15, 2022	Jun. 01, 2022	Dec. 30, 2021	Dec. 30, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Acquired Indefinite-Lived Intangible Assets [Line Items]
Goodwill					$ 100,707	$ 46,199	$ 45,754	$ 34,511
Tax exempt portion of goodwill					41,100
Other intangible assets, net					$ 23,000
Expected useful life (in years)					15 years
Amortization of Intangible Assets					$ 1,400
Minimum
Acquired Indefinite-Lived Intangible Assets [Line Items]
Expected useful life (in years)					7 years
Maximum
Acquired Indefinite-Lived Intangible Assets [Line Items]
Expected useful life (in years)					20 years
AVG
Acquired Indefinite-Lived Intangible Assets [Line Items]
Goodwill				$ 11,243
Addition to goodwill for acquisition				$ 11,200			$ 11,243
Rich and Junnie's
Acquired Indefinite-Lived Intangible Assets [Line Items]
Addition to goodwill for acquisition			$ 400			$ 445
Century
Acquired Indefinite-Lived Intangible Assets [Line Items]
Goodwill		$ 53,356
Addition to goodwill for acquisition		$ 53,400			$ 53,356
Progressive
Acquired Indefinite-Lived Intangible Assets [Line Items]
Addition to goodwill for acquisition	$ 1,200				$ 1,152

Goodwill and Other Intangible Assets - Schedule of changes in Goodwill, Rollforward (Details) - USD ($) $ in Thousands					12 Months Ended
	Dec. 15, 2022	Jun. 01, 2022	Dec. 30, 2021	Dec. 30, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Goodwill [Roll Forward]
Beginning balance					$ 46,199	$ 45,754	$ 34,511
Ending balance					100,707	46,199	45,754
AVG
Goodwill [Roll Forward]
Addition to goodwill for acquisition				$ 11,200			$ 11,243
Ending balance				$ 11,243
Rich and Junnie's
Goodwill [Roll Forward]
Addition to goodwill for acquisition			$ 400			$ 445
Century
Goodwill [Roll Forward]
Addition to goodwill for acquisition		$ 53,400			53,356
Ending balance		$ 53,356
Progressive
Goodwill [Roll Forward]
Addition to goodwill for acquisition	$ 1,200				$ 1,152

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Debt - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Total debt	$ 545,375	$ 350,000
Add: Remaining premium on interest rate caplets financed as debt	3,025	0
Less: Debt issuance costs	(6,368)	(8,478)
Total debt, net of debt issuance costs	542,032	341,522
Less: Current maturities	(23,466)	(17,500)
Total debt, net of current maturities	518,566	324,022
Credit Agreement \| Revolving credit facility
Debt Instrument [Line Items]
Total debt	121,000	0
Credit Agreement \| Term Loan
Debt Instrument [Line Items]
Total debt	328,125	350,000
Credit Agreement \| Delayed Draw Term Loan (DDTL)
Debt Instrument [Line Items]
Total debt	$ 96,250	$ 0

Debt - Narrative (Details)			6 Months Ended	12 Months Ended
Debt - Narrative (Details)	Jan. 12, 2022 USD ($) caplet	Aug. 04, 2020 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Oct. 22, 2021 USD ($)	Oct. 21, 2021 USD ($)	Nov. 13, 2019 USD ($)
Debt Instrument [Line Items]
Debt issuance costs			$ 6,368,000	$ 6,368,000	$ 8,478,000
Loss on debt extinguishment				0	1,152,000	$ 0
Unrealized gain on interest rate caplets, net of tax				12,240,000	0	$ 0
Realized gain on interest rate caplets, net of tax				1,500,000
Credit Agreement
Debt Instrument [Line Items]
Debt issuance costs									$ 8,800,000
Remaining availability			$ 329,000,000	$ 329,000,000
Ratio of consolidated net debt to EBITDA (no greater than)			4.50	4.50
Ratio of consolidated EBITDA to fixed charges (no less than)			1.20	1.20
Aggregate premium paid	$ 3,900,000
Credit Agreement \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)				2.75%
Debt instrument, floor interest rate (as a percent)				0.50%
Credit Agreement \| Alternative Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)				1.75%
Debt instrument, floor interest rate (as a percent)				1.50%
Credit Agreement \| Revolving credit facility
Debt Instrument [Line Items]
Maximum borrowing capacity									100,000,000
Weighted average interest rate (as a percent)			4.40%	4.40%
Credit Agreement \| Revolving credit facility \| LIBOR
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate, floor (as a percent)				0.50%
Basis spread on variable rate (as a percent)				1.00%
Credit Agreement \| Revolving credit facility \| Federal Funds Effective Rate
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)				0.50%
Credit Agreement \| Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity									10,000,000
Credit Agreement \| Swing Line Facility
Debt Instrument [Line Items]
Maximum borrowing capacity									10,000,000
Credit Agreement \| Term Loan
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 300,000,000
Face amount									240,000,000
Additional term loan repayment rate (as a percent)			5.00%	5.00%
Debt instrument, term	4 years
Number of deferred premium caplets \| caplet	48
Credit Agreement \| Term Loan \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	2.00%		2.00%
Credit Agreement \| Additional Term Loan Facility
Debt Instrument [Line Items]
Face amount									$ 125,000,000
Amendment No. 1
Debt Instrument [Line Items]
Fees associated with amendment of credit agreement		$ 400,000
Unamortized debt issuance costs		$ 300,000
Amendment No. 1 \| LIBOR
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate, floor (as a percent)		0.50%
Amendment No. 1 \| Alternative Base Rate
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate, floor (as a percent)		1.50%
Amendment No. 2
Debt Instrument [Line Items]
Debt issuance costs			$ 4,300,000	$ 4,300,000
Loss on debt extinguishment					$ 1,200,000
Amendment No. 2 \| Revolving credit facility
Debt Instrument [Line Items]
Maximum borrowing capacity							$ 150,000,000	$ 100,000,000
Amendment No. 2 \| Term Loan
Debt Instrument [Line Items]
Face amount							350,000,000
Amendment No. 2 \| Additional Term Loan Facility
Debt Instrument [Line Items]
Face amount							$ 400,000,000

Debt - Schedule of Maturities of Long-term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
2023	$ 23,466
2024	23,466
2025	23,466
2026	474,977
Total debt	$ 545,375	$ 350,000

Debt - Schedule of Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Carrying value
Debt Instrument [Line Items]
Debt	$ 545,375	$ 350,000
Estimated fair value
Debt Instrument [Line Items]
Debt	$ 522,693	$ 331,122

Business and Asset Acquisitions - Narrative (Details)										12 Months Ended
Business and Asset Acquisitions - Narrative (Details)	Dec. 15, 2022 USD ($) location gaming_terminal	Sep. 09, 2022 USD ($) location	Aug. 01, 2022 USD ($) location	Jun. 01, 2022 USD ($) shares	Dec. 30, 2021 USD ($)	May 20, 2021 USD ($) location terminal	Dec. 30, 2020 USD ($) location installment_payment	Aug. 06, 2020 USD ($) location	Jul. 22, 2020 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($) gaming_terminal	Dec. 31, 2019 USD ($)
Business Acquisition [Line Items]
Cash purchase price										$ 144,028,000	$ 6,196,000	$ 35,769,000
Goodwill										100,707,000	46,199,000	45,754,000	$ 34,511,000
Revenues										1,094,940,000	1,020,956,000	327,090,000
Net income (loss)										79,857,000	46,336,000	(626,000)
Current portion of consideration payable										7,647,000	13,344,000
Payments on consideration payable										0	0	299,000
Payments on consideration payable										9,197,000	2,792,000	5,448,000
Illinois Operators Inc
Business Acquisition [Line Items]
Number of locations \| location								13
Asset acquisition, consideration transferred								$ 4,000,000.0
Cash payment for asset acquisition								3,700,000
Asset acquisition, notes payable assumed								300,000
Video game terminals and equipment acquired								600,000
Location contracts acquired								$ 3,400,000
AVG \| Consideration Payable to Previous Sellers in Business Acquisitions \| Employee
Business Acquisition [Line Items]
Contingent consideration liability										0	400,000
Payments on consideration payable										300,000	2,300,000	0
Progressive
Business Acquisition [Line Items]
Number of video gaming terminals \| gaming_terminal	300
Consideration transferred	$ 6,400,000
Video game terminals and equipment	900,000
Location contracts	4,300,000
Goodwill	$ 1,200,000
Progressive \| Montana
Business Acquisition [Line Items]
Number of locations \| location	26
River City
Business Acquisition [Line Items]
Number of locations \| location		120
Consideration transferred		$ 2,800,000
Video game terminals and equipment		100,000
Location contracts		1,700,000
Amusement and other equipment		900,000
Cash and cash equivalents		$ 100,000
VVS
Business Acquisition [Line Items]
Number of locations \| location			250
Consideration transferred			$ 12,000,000
Video game terminals and equipment			900,000
Location contracts			7,200,000
Amusement and other equipment			3,900,000
Cash purchase price			9,500,000
Contingent consideration										2,400,000
Contingent consideration liability			$ 2,500,000
Current portion of consideration payable										2,442,000	0
Century
Business Acquisition [Line Items]
Consideration transferred				$ 164,265,000
Cash and cash equivalents				33,229,000
Cash paid				158,681,000
Repayment of debt				113,200,000
Fair value of stock issued				5,584,000
Goodwill				53,356,000
Lease liabilities acquired				3,600,000
ROU assets acquired				3,600,000
Acquisition related costs										300,000	1,300,000
Revenues										146,600,000
Net income (loss)										4,000,000
Property and equipment:				29,302,000
Location contracts acquired				40,400,000
Century \| Equity Shareholders
Business Acquisition [Line Items]
Cash paid				45,500,000
Century \| Revolving credit facility \| Revolving Credit Facility and Delayed Draw Term Loan \| Revolving credit facility
Business Acquisition [Line Items]
Proceeds from long-term lines of credit				$ 160,000,000
Century \| Class A-1 Common Stock
Business Acquisition [Line Items]
Shares issued in transaction (in shares) \| shares				515,622
Island
Business Acquisition [Line Items]
Consideration transferred						$ 2,900,000
Cash purchase price						2,800,000
Contingent consideration liability						$ 100,000
Number of COAM locations acquired \| location						30
Number of COAM terminals acquired \| terminal						89
Current portion of consideration payable										100,000	100,000
Rich and Junnie's
Business Acquisition [Line Items]
Consideration transferred					$ 4,200,000
Cash and cash equivalents					600,000
Cash purchase price					3,600,000
Goodwill					400,000
Current portion of consideration payable					600,000					0	646,000
Video game terminals and equipment acquired					300,000
Location contracts acquired					1,600,000
Rich and Junnie's \| Amusement and other equipment
Business Acquisition [Line Items]
Property and equipment:					$ 1,300,000
Tom's Amusements
Business Acquisition [Line Items]
Consideration transferred									$ 3,600,000
Cash and cash equivalents									200,000
Cash purchase price									2,100,000
Contingent consideration										100,000
Contingent consideration liability									1,500,000
Revenues												1,400,000
Net income (loss)												$ (800,000)
Current portion of consideration payable										58,000	1,491,000
Video game terminals and equipment acquired									1,600,000
Location contracts acquired									800,000
Payments on consideration payable									$ 1,400,000
Business combination, contingent consideration arrangement, first installment term (in months)									18 months
Business combination, contingent consideration arrangement, second installment term (in months)									24 months
Business combination, contingent consideration arrangement, installment									$ 750,000
Indefinite-lived gaming license intangible assets acquired									$ 1,000,000.0
AVG
Business Acquisition [Line Items]
Number of locations \| location							49
Number of video gaming terminals \| gaming_terminal												267
Consideration transferred							$ 32,028,000
Cash and cash equivalents							504,000
Cash paid							30,522,000
Goodwill							11,243,000
Current portion of consideration payable										$ 0	$ 371,000
Location contracts acquired							17,500,000
Cash payment, before additional payment for working capital adjustment							30,500,000
Fair value of contingent consideration							$ 1,506,000
Number of installment payments \| installment_payment							2
AVG \| Contingent Consideration, Installment One
Business Acquisition [Line Items]
Location contracts acquired							$ 900,000
AVG \| Contingent Consideration, Installment Two
Business Acquisition [Line Items]
Location contracts acquired							1,400,000
AVG \| Amusement and other equipment
Business Acquisition [Line Items]
Property and equipment:							$ 207,000

Business and Asset Acquisitions - Schedule of Consideration Transferred - Century and AVG (Details) - USD ($) $ in Thousands	Jun. 01, 2022	Dec. 30, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Business Acquisition [Line Items]
Goodwill			$ 100,707	$ 46,199	$ 45,754	$ 34,511
Century
Business Acquisition [Line Items]
Cash paid	$ 158,681
Fair value of stock issued	5,584
Total consideration	164,265
Cash and cash equivalents	33,229
Prepaid expenses	1,563
Accounts receivable	4,394
Inventories	6,441
Income taxes receivable	189
Other current assets	475
Property and equipment:	29,302
Location contracts acquired	40,400
Other intangible assets	24,400
Accounts payable and other accrued expenses	(10,766)
Accrued compensation and related expenses	(1,626)
Other long-term liabilities	(446)
Deferred income tax liability	(16,646)
Net assets acquired	110,909
Goodwill	$ 53,356
AVG
Business Acquisition [Line Items]
Cash paid		$ 30,522
Fair value of contingent consideration		1,506
Total consideration		32,028
Cash and cash equivalents		504
Other current assets		63
Location contracts acquired		17,500
Net assets acquired		32,028
Goodwill		11,243
Total assets acquired		32,039
Accrued expenses assumed		(11)
AVG \| Gaming terminals and equipment
Business Acquisition [Line Items]
Property and equipment:		2,479
AVG \| Amusement and other equipment
Business Acquisition [Line Items]
Property and equipment:		207
AVG \| Vehicles
Business Acquisition [Line Items]
Property and equipment:		$ 43

Business and Asset Acquisitions - Schedule of Unaudited Pro Forma Results (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Business Combination and Asset Acquisition [Abstract]
Revenues	$ 1,094,940	$ 1,020,956	$ 327,090
Net income (loss)	$ 79,857	$ 46,336	$ (626)

Business and Asset Acquisitions - Schedule of Consideration Payable (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 30, 2021
Business Acquisition [Line Items]
Current	$ 7,647	$ 13,344
Long-Term	6,872	12,706
TAV
Business Acquisition [Line Items]
Current	1,025	490
Long-Term	1,918	2,858
Fair Share Gaming
Business Acquisition [Line Items]
Current	951	1,875
Long-Term	175	508
Family Amusement
Business Acquisition [Line Items]
Current	2,032	677
Long-Term	0	1,944
Skyhigh
Business Acquisition [Line Items]
Current	606	801
Long-Term	4,779	7,396
G3
Business Acquisition [Line Items]
Current	433	414
Long-Term	0	0
Grand River Jackpot
Business Acquisition [Line Items]
Current	0	6,479
Long-Term	0	0
VVS
Business Acquisition [Line Items]
Current	2,442	0
Long-Term	0	0
Island
Business Acquisition [Line Items]
Current	100	100
Long-Term	0	0
Tom's Amusements
Business Acquisition [Line Items]
Current	58	1,491
Long-Term	0	0
Rich and Junnie's
Business Acquisition [Line Items]
Current	0	646	$ 600
Long-Term	0	0
AVG
Business Acquisition [Line Items]
Current	0	371
Long-Term	$ 0	$ 0

Contingent Earnout Share Liability (Details) $ / shares in Units, $ in Millions								12 Months Ended
	Jun. 30, 2024 USD ($)	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2022 USD ($) shares	Nov. 20, 2019 USD ($) day tranche $ / shares shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 shares	Jan. 14, 2020 shares	Nov. 19, 2019 shares
Business Acquisition [Line Items]
Class A-1 Common Stock reserved for issuance (in shares) \| shares						6,328,983		6,328,983	6,488,989
Number of tranches \| tranche							3
Business combinations and dispositions, threshold								$ 40.0
Share Conversion, Tranche 1, Nov. 2019
Business Acquisition [Line Items]
Maximum EBITDA before stock conversion							$ 132.0
Maximum stock price of common stock before conversion (in usd per share) \| $ / shares							$ 12.00
Share Conversion, Tranche 2, Nov. 2019
Business Acquisition [Line Items]
Maximum EBITDA before stock conversion							$ 152.0
Maximum stock price of common stock before conversion (in usd per share) \| $ / shares							$ 14.00
Share Conversion, Tranche 3, Nov. 2019
Business Acquisition [Line Items]
Maximum EBITDA before stock conversion							$ 172.0
Maximum stock price of common stock before conversion (in usd per share) \| $ / shares							$ 16.00
Share Conversion, Tranche 2, Nov. 2022
Business Acquisition [Line Items]
Business combinations and dispositions, threshold						$ 166.0
Share Conversion, Tranche 2, Nov. 2022 \| Subsequent Event \| Forecast
Business Acquisition [Line Items]
Business combinations and dispositions, threshold				$ 176.6	$ 172.1
Share Conversion, Tranche 3, Nov. 2022 \| Subsequent Event
Business Acquisition [Line Items]
Business combinations and dispositions, threshold			$ 197.1
Share Conversion, Tranche 3, Nov. 2022 \| Subsequent Event \| Forecast
Business Acquisition [Line Items]
Business combinations and dispositions, threshold	$ 197.1	$ 197.1
Share Conversion, Tranche 2, Jan. 2023
Business Acquisition [Line Items]
Business combinations and dispositions, threshold						$ 166.1
Share Conversion, Tranche 2, Jan. 2023 \| Forecast
Business Acquisition [Line Items]
Business combinations and dispositions, threshold				$ 177.3	$ 172.4
Share Conversion, Tranche 3, Jan. 2023 \| Forecast
Business Acquisition [Line Items]
Business combinations and dispositions, threshold	$ 198.3	$ 198.3	$ 198.3
Class A-2 Common Stock
Business Acquisition [Line Items]
Class A-1 Common Stock reserved for issuance (in shares) \| shares						3,333,363	10,000,000	3,333,363	3,333,363
Class A-2 Common Stock \| Share Conversion, Tranche 1, Nov. 2019
Business Acquisition [Line Items]
Number of shares converted (in shares) \| shares							1,666,666
Threshold trading days \| day							20
Threshold consecutive trading days \| day							30
Class A-2 Common Stock \| Share Conversion, Tranche 2, Nov. 2019
Business Acquisition [Line Items]
Number of shares converted (in shares) \| shares							1,666,667
Threshold trading days \| day							20
Threshold consecutive trading days \| day							30
Class A-2 Common Stock \| Share Conversion, Tranche 3, Nov. 2019
Business Acquisition [Line Items]
Number of shares converted (in shares) \| shares							1,666,667
Threshold trading days \| day							20
Threshold consecutive trading days \| day							30
Class A-2 Common Stock \| Share Conversion, Tranche 3, Nov. 2022
Business Acquisition [Line Items]
Number of shares converted (in shares) \| shares										1,666,636
Class A-1 Common Stock
Business Acquisition [Line Items]
Class A-1 Common Stock reserved for issuance (in shares) \| shares						250,000,000		250,000,000
Proportion of ownership requiring exchange (as a percent)							4.99%			4.99%
Common Stock \| Class A-2 Common Stock
Business Acquisition [Line Items]
Shares issued (in shares) \| shares											5,000,000

Warrant Liability (Details)			1 Months Ended
Warrant Liability (Details)	Aug. 14, 2020 shares	Jul. 16, 2020 shares	Nov. 30, 2019 $ / shares shares	Dec. 31, 2022 shares	Jul. 14, 2020	Dec. 31, 2017 $ / shares shares
Class of Warrant or Right [Line Items]
Warrants issued (in shares)			7,333,326			15,000,000
Warrants canceled and reissued to prior shareholders (in shares)			2,444,437
Term of warrants			5 years			5 years
Stock called by each warrant (in shares)			1			1
Warrant, exercise price (in usd per share) \| $ / shares			$ 11.50			$ 11.50
Exercise conversion rate of warrants (share per share)		0.25			0.25
Warrants tendered (in shares)	7,189,990
Percent of warrants outstanding	99.93%
Warrants issued and outstanding (in shares)				5,144
Class A-1 Common Stock
Class of Warrant or Right [Line Items]
Conversion of stock, shares converted (in shares)		3,784,416
Exercise of warrants (in shares)	1,797,474

Fair Value Measurements - Schedule of Fair Value Measurements, Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Interest rate caplets	$ 8,555	$ 0
Fair Value, Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Investment in convertible notes	32,065	32,065
Interest rate caplets	19,919
Assets, Fair Value Disclosure	51,984
Fair Value, Recurring \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Investment in convertible notes	0	0
Interest rate caplets	0
Assets, Fair Value Disclosure	0
Fair Value, Recurring \| Significant Other Observable Inputs (Level 2)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Investment in convertible notes	0	0
Interest rate caplets	19,919
Assets, Fair Value Disclosure	19,919
Fair Value, Recurring \| Significant Unobservable Inputs (Level 3)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Investment in convertible notes	32,065	$ 32,065
Interest rate caplets	0
Assets, Fair Value Disclosure	$ 32,065

Fair Value Measurements - Schedule of Unobservable Input Asset Value Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Asset, Gain (Loss), Statement of Other Comprehensive Income or Comprehensive Income [Extensible Enumeration]	Comprehensive Income (Loss), Net of Tax, Attributable to Parent	Comprehensive Income (Loss), Net of Tax, Attributable to Parent
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 32,065	$ 31,266
Accrued interest	0	928
Fair value adjustments	0	(129)
Ending balance	$ 32,065	$ 32,065

Fair Value Measurements - Schedule of Fair Value Measurements, Liabilities Measured on a Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	$ 9,543	$ 19,434
Contingent earnout shares	23,288	42,831
Other long-term liabilities	13	13
Total	32,844	62,278
Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	0	0
Contingent earnout shares	0	0
Other long-term liabilities	0	0
Total	0	0
Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	0	0
Contingent earnout shares	23,288	42,831
Other long-term liabilities	13	13
Total	23,301	42,844
Significant Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	9,543	19,434
Contingent earnout shares	0	0
Other long-term liabilities	0	0
Total	$ 9,543	$ 19,434

Fair Value Measurements - Narrative (Details)	Jul. 16, 2020	Jul. 14, 2020
Fair Value Disclosures [Abstract]
Exercise conversion rate of warrants (share per share)	0.25	0.25

Fair Value Measurements - Schedule of Fair Value Measurements, Contingent Considerations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Fair Value Disclosures [Abstract]
Fair Value Recurring Basis Unobservable Input Reconciliation Liability Gain Loss Statement Of Income Extensible List Not Disclosed Flag	Other expenses, net	Other expenses, net	Other expenses, net
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning of year balance	$ 19,434	$ 17,260	$ 17,327
Issuance of contingent consideration in connection with acquisitions	2,442	105	3,245
Payment of contingent consideration	(10,788)	(4,358)	(4,420)
Fair value adjustments	(1,545)	6,427	1,108
Ending balance	$ 9,543	$ 19,434	$ 17,260

Leases - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Leases - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lessee, Lease, Description [Line Items]
Lease, cost	$ 2,554	$ 600	$ 500
Minimum
Lessee, Lease, Description [Line Items]
Lease term	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lease term	5 years 3 months

Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Leases [Abstract]
Short-term lease expense	$ 600
Operating lease expense	1,586
Variable lease expense	368
Total lease expense	$ 2,554	$ 600	$ 500

Leases - Balance Sheet Classification of Lease Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022
Leases [Abstract]
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other assets	Other assets
Operating lease right-of-use asset	$ 5,245	$ 1,100
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accounts payable and other accrued expenses
Current operating lease liability	$ 1,929
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other long-term liabilities
Long-term operating lease liability	$ 3,376

Leases - Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022
Lessee, Operating Lease, Liability, to be Paid [Abstract]
2023	$ 2,066
2024	1,382
2025	1,062
2026	753
2027	289
Thereafter	45
Total	5,597
Less: present value discount	(292)
Total operating lease liability	$ 5,305	$ 1,100

Leases - Weighted Average Lease Liabilities (Details)	Dec. 31, 2022
Leases [Abstract]
Weighted average remaining lease term (in years)	3 years 4 months 17 days
Weighted average discount rate	3.28%

Leases - Supplemental Cash Flow Information Related to Leases (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Leases [Abstract]
Operating cash flows from operating leases	$ 1,525
Operating leases	$ 5,602

Stockholders’ Equity - Narrative (Details) $ / shares in Units, $ in Thousands			1 Months Ended	12 Months Ended		13 Months Ended
	Sep. 28, 2020 USD ($) vote $ / shares shares	Sep. 23, 2020 USD ($) shares	Oct. 31, 2020 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Nov. 22, 2021 USD ($)
Class of Warrant or Right [Line Items]
Common stock, par value (in usd per share) \| $ / shares				$ 0.0001		$ 0.0001
Preferred stock, par value (in usd per share) \| $ / shares				$ 0.0001	$ 0.0001	$ 0.0001
Preferred stock reserved for issuance (in shares) \| shares				1,000,000		1,000,000
Common stock reserved for issuance (in shares) \| shares				6,328,983	6,488,989	6,328,983
Sale of stock, aggregate issuance amount \| $		$ 84,000
Stock repurchase program, authorized amount (up to) \| $							$ 200,000
Repurchase of common stock (in shares) \| shares				7,643,978		8,345,283
Repurchase of common stock \| $				$ 79,003	$ 8,983	$ 88,000
Public Stock Offering
Class of Warrant or Right [Line Items]
Sale of common stock, shares issued (in shares) \| shares		8,000,000
Over-Allotment Option
Class of Warrant or Right [Line Items]
Exercisable period of underwriting discount	30 days
Class A-1 Common Stock
Class of Warrant or Right [Line Items]
Common stock, par value (in usd per share) \| $ / shares	$ 0.0001			$ 0.0001	$ 0.0001	$ 0.0001
Common stock reserved for issuance (in shares) \| shares				250,000,000		250,000,000
Common stock , voting rights, votes per share \| vote	1
Sale of stock, aggregate issuance amount \| $	$ 84,000
Sale of stock, consideration received on transaction \| $	$ 79,200
Class A-1 Common Stock \| Public Stock Offering
Class of Warrant or Right [Line Items]
Sale of common stock, shares issued (in shares) \| shares	8,000,000
Sale of stock (in usd per share) \| $ / shares	$ 10.50
Payments of stock issuance costs \| $	$ 5,300
Class A-1 Common Stock \| Over-Allotment Option
Class of Warrant or Right [Line Items]
Sale of common stock, shares issued (in shares) \| shares	1,200,000		1,133,015
Sale of stock (in usd per share) \| $ / shares	$ 10.50		$ 10.50
Sale of stock, consideration received on transaction \| $			$ 11,200

Stockholders’ Equity - Schedule of Stock Reserved for Issuance (Details) - shares	Dec. 31, 2022	Dec. 31, 2021	Nov. 20, 2019
Class of Stock [Line Items]
Common stock reserved for issuance (in shares)	6,328,983	6,488,989
Class A-1 Common Stock options and RSUs issued and outstanding
Class of Stock [Line Items]
Common stock reserved for issuance (in shares)	2,990,476	3,150,215
Class A-2 Common Stock
Class of Stock [Line Items]
Common stock reserved for issuance (in shares)	3,333,363	3,333,363	10,000,000
Warrants
Class of Stock [Line Items]
Common stock reserved for issuance (in shares)	5,144	5,411

Cost Associated with Gaming Terminals (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Gaming Terminal Fees [Abstract]
Video gaming terminal fees, tax and administrative fee	$ 281.6	$ 245.7	$ 103.6
Licensed video gaming location net terminal income share	$ 359.4	$ 230.4	$ 98.3

Employee Benefit Plans (Details) - USD ($) $ in Millions	12 Months Ended
Employee Benefit Plans (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Defined Contribution Plan Disclosure [Line Items]
Required period of service to be eligible to participate	3 months
Employer matching contribution, percentage	50.00%
Employer matching contribution, percent of employee's pay	5.00%
Annual vesting percentage	20.00%
401(k) benefit plan expense	$ 1.3	$ 0.9	$ 0.6
Incentive compensation expense	12.5	11.2	$ 1.9
Accrued incentive compensation	$ 3.8	$ 5.1
20 percent vested
Defined Contribution Plan Disclosure [Line Items]
Vesting period (in years)	2 years
Fully vested
Defined Contribution Plan Disclosure [Line Items]
Vesting period (in years)	6 years

Stock-based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	12 Months Ended
	Jan. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense		$ 14.6	$ 17.8
Excess tax benefit from share based compensation		$ 0.1	$ 2.3	$ 5.2
Maximum percentage of common stock outstanding allowed for awards (as a percent)		10.00%
Options granted (in shares)		315,881	262,097	1,449,779
Number of shares outstanding which vested (in shares)		1,298,409	1,556,486	2,249,611	1,228,399
Fair value of vested options		$ 1.3	$ 0.3	$ 0.4
Weighted-average exercise price of non-vested awards (in usd per share)		$ 11.85	$ 10.98
Weighted-average remaining contractual term of outstanding awards (in years)		7 years 3 months 18 days	7 years 6 months
Intrinsic value of options exercised		$ 0.6	$ 5.2	2.2
Intrinsic value of options outstanding		$ 0.4
Key Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares outstanding which vested (in shares)		207,341	145,555
Weighted-average remaining contractual term (in years)		4 years 6 months	3 years 6 months
Class A-1 Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)		315,881
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock option compensation expense		$ 6.8	$ 6.4	$ 5.5
Vesting period		4 years
Percentage of fair market value of common stock (not less than) (as a percent)		100.00%
Award termination period (in years)		10 years
Options \| Long Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	10 years	4 years
Options \| Class A-1 Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, number of shares authorized (in shares)	6,000,000
Options \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years	4 years	4 years
Options \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		5 years		5 years
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated grant date fair value of options and RSUs granted		$ 2.3
Restricted stock units granted (in shares)		569,600	558,193	1,665,968
Estimated grant date fair value		$ 6.9
Restricted Stock Units (RSUs) \| Minimum \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		2 years
Restricted Stock Units (RSUs) \| Maximum \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		5 years
Restricted Stock Units (RSUs) \| Maximum \| Director
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		1 year

Stock-based Compensation - Schedule of Assumptions for Options Granted (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	315,881	262,097	1,449,779
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected approximate volatility	60.00%	60.00%	38.00%
Expected dividends	$ 0	$ 0	$ 0
Expected term (in years)	7 years	7 years	7 years
Risk-free rate, minimum	2.12%	0.72%	0.44%
Risk-free rate, maximum	4.04%	1.17%	1.19%

Stock-based Compensation - Summary of Options Granted and Range in Vesting Periods (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)	315,881	262,097	1,449,779
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	4 years
Options \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	3 years	4 years	4 years
Options \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	5 years		5 years

Stock-based Compensation - Schedule of Vested Stock Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Shares
Number of shares outstanding (in shares)	1,556,486	2,249,611	1,228,399
Granted (in shares)	315,881	262,097	1,449,779
Exercised (in shares)	(136,998)	(577,719)	(359,987)
Forfeited/expired (in shares)	(436,960)	(377,503)	(68,580)
Number of shares outstanding (in shares)	1,298,409	1,556,486	2,249,611
Weighted Average Grant Date Fair Value
Weighted average grant date fair value, outstanding (in usd per share)	$ 4.51	$ 3.25	$ 0.96
Granted (in usd per share)	7.30	6.90	4.49
Exercised (in usd per share)	2.20	0.96	0.69
Forfeited/expired (in usd per share)	4.79	4.08	1.32
Weighted average grant date fair value, outstanding (in usd per share)	7.25	4.51	3.25
Weighted Average Exercise Price
Weighted average exercise price, outstanding (in usd per share)	10.47	8.32	2.91
Granted (in usd per share)	12.09	11.75	11.20
Exercised (in usd per share)	5.93	2.95	2.33
Forfeited/expired (in usd per share)	10.97	10.03	3.85
Weighted average exercise price, outstanding (in usd per share)	$ 11.18	$ 10.47	$ 8.32

Stock-based Compensation - Summary of Nonvested Stock Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Shares
Number of shares outstanding (in shares)	1,411,331	2,033,036	1,148,301
Granted (in shares)	315,881	262,097	1,449,779
Vested (in shares)	(314,462)	(506,299)	(496,464)
Forfeited (in shares)	(321,682)	(377,503)	(68,580)
Number of shares outstanding (in shares)	1,091,068	1,411,331	2,033,036
Weighted Average Grant Date Fair Value
Weighted average grant date fair value, outstanding (in usd per share)	$ 4.77	$ 3.49	$ 0.95
Granted (in usd per share)	7.30	6.90	4.49
Vested (in usd per share)	4.17	1.23	0.08
Forfeited (in usd per share)	4.86	4.08	1.32
Weighted average grant date fair value, outstanding (in usd per share)	$ 5.65	$ 4.77	$ 3.49

Stock-based Compensation - Schedule of Nonvested RSU Activity (Details) - Restricted Stock Units (RSUs) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Shares
Nonvested, beginning balance (in shares)	1,593,729	1,635,749	0
Granted (in shares)	569,600	558,193	1,665,968
Vested (in shares)	(383,088)	(343,579)	(4,960)
Forfeited (in shares)	(361,532)	(256,634)	(25,259)
Nonvested, ending balance (in shares)	1,418,709	1,593,729	1,635,749
Weighted Average Grant Date Fair Value
Nonvested, beginning balance (in USD per share)	$ 11.94	$ 11.55	$ 11.15	$ 0
Granted (in USD per share)	12.16	11.96	11.16
Vested (in USD per share)	11.51	10.82	10.08
Forfeited (in USD per share)	11.03	10.87	11.66
Nonvested, ending balance (in USD per share)	$ 11.94	$ 11.55	$ 11.15
Vested and not issued (in shares)	273,358	154,641

Income Taxes - Schedule of Components of Income Tax Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current provision
Federal	$ 1,558	$ 1,489	$ 0
State	5,669	7,418	0
Total current provision	7,227	8,907	0
Deferred provision
Federal	13,743	8,363	(12,286)
State	(310)	(2,253)	(4,632)
Total deferred provision	13,433	6,110	(16,918)
Total income tax expense (benefit)	$ 20,660	$ 15,017	$ (16,918)

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes - Reconciliation of Expected Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Computed “expected” tax expense (benefit)	$ 19,900	$ 9,781	$ (3,639)
Increase (decrease) in income taxes resulting from:
State income taxes	4,289	3,659	(2,848)
Return-to-provision	(132)	(258)	(7,613)
Change in fair value of contingent earnout shares	(4,104)	2,050	(1,782)
Change in fair value of warrants	0	0	(2,640)
Permanently non-deductible transaction costs	137	215	485
Officer's compensation	177	23	0
Other permanent items	467	18	220
Enacted rate change	(121)	(28)	(6)
Other	47	(442)	905
Total income tax expense (benefit)	$ 20,660	$ 15,017	$ (16,918)

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Operating Loss Carryforwards [Line Items]
Return-to-provision	$ 132	$ 258	$ 7,613
Tax credit carryforward	$ 132	$ 0	400
COVID-19
Operating Loss Carryforwards [Line Items]
Other nonrecurring expense, recoveries			$ 1,300

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Net operating loss carryforwards	$ 15,089	$ 20,934
Location contracts and other intangibles	0	8,150
Interest expense limitation carryforward	4,513	0
Stock-based compensation	3,019	2,513
Lease liabilities	1,469	0
Other	3,016	2,107
Total deferred tax assets	27,106	33,704
Deferred tax liabilities:
Property and equipment	49,299	35,952
Location contracts and other intangibles	8,287	0
Lease assets	1,453	0
Interest rate caplets	4,693	0
Other	395	0
Deferred tax liabilities, gross	64,127	35,952
Total deferred tax liability, net	$ (37,021)	$ (2,248)

Income Taxes - Summary of Carryforwards of Net Operating Losses (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Operating Loss Carryforwards [Line Items]
Federal general business tax credit	$ 132	$ 0	$ 400
Federal
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	33,057	61,514
State
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	$ 106,939	$ 106,810

Commitments and Contingencies (Details)			12 Months Ended
Commitments and Contingencies (Details)	Nov. 16, 2022 claim	Dec. 18, 2020 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2012 defendant
Loss Contingencies [Line Items]
Number of defendants \| defendant				10
Loss in period			$ 1,200,000
Payments for legal settlements			1,600,000
Other Expense
Loss Contingencies [Line Items]
Loss in period			1,000,000
General and Administrative Expense
Loss Contingencies [Line Items]
Loss in period			$ 200,000
IGB Complaint
Loss Contingencies [Line Items]
Damages sought		$ 5,000,000
Gold Rush
Loss Contingencies [Line Items]
Number of claims dismissed \| claim	2
Number of pending claims \| claim	4

Related-Party Transactions (Details) - USD ($)		3 Months Ended	12 Months Ended
Related-Party Transactions (Details) - USD ($)	Sep. 23, 2020	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Related Party Transaction [Line Items]
Payments on consideration payable			$ 9,197,000	$ 2,792,000	$ 5,448,000
Underwriting fee, percent of stock issuance costs	4.50%
Sale of stock, aggregate issuance amount	$ 84,000,000
Public Stock Offering
Related Party Transaction [Line Items]
Sale of common stock, shares issued (in shares)	8,000,000
Raine Group
Related Party Transaction [Line Items]
Payments for underwriting expense	$ 200,000
Underwriting fee, percent paid (as a percent)	5.50%
Consideration Payable to Previous Sellers in Business Acquisitions \| Fair Share Seller \| Director
Related Party Transaction [Line Items]
Contingent consideration			1,100,000	2,400,000
Payments on consideration payable			1,800,000	1,000,000	900,000
Consideration Payable to Previous Sellers in Business Acquisitions \| G3 Seller \| Employee
Related Party Transaction [Line Items]
Contingent consideration			400,000	400,000
Payments on consideration payable			0	300,000	2,500,000
Consideration Payable to Previous Sellers in Business Acquisitions \| Tom's Amusements \| Employee
Related Party Transaction [Line Items]
Contingent consideration			100,000	1,500,000
Payments on consideration payable			1,400,000	0	0
Consideration Payable to Previous Sellers in Business Acquisitions \| AVG \| Employee
Related Party Transaction [Line Items]
Contingent consideration			0	400,000
Payments on consideration payable			300,000	2,300,000	0
Legal Fees for General Legal and Business Matters \| Much Shelist \| Affiliated Entity
Related Party Transaction [Line Items]
Legal fees			$ 300,000	$ 200,000	$ 100,000
Legal Fees for General Legal and Business Matters \| Much Shelist \| Affiliated Entity \| Additional Paid-In Capital
Related Party Transaction [Line Items]
Net equity infusion from reverse recapitalization		$ 200,000

Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Earnings Per Share [Abstract]
Net income (loss)	$ 74,102	$ 31,559	$ (410)
Less: Net income applicable to contingently issuable shares	0	0	909
Net income (loss) on which diluted earnings per share is calculated	$ 74,102	$ 31,559	$ (1,319)
Basic weighted average outstanding shares of common stock (in shares)	90,629,000	93,781,000	83,045,000
Dilutive effect of stock-based awards for common stock (in shares)	600,000	857,000	0
Dilutive effect of contingent earnout shares before conversion (in shares)	0	0	68,000
Diluted weighted average outstanding shares of common stock (in shares)	91,229,000	94,638,000	83,113,000
Earnings (loss) per share:
Basic (in usd per share)	$ 0.82	$ 0.34	$ (0.00)
Diluted (in usd per share)	$ 0.81	$ 0.33	$ (0.02)
Anti-dilutive options excluded from calculation of diluted EPS (in shares)	5,027,491	4,506,988	7,224,134

Subsequent Events (Details) - USD ($) $ in Millions								12 Months Ended
Subsequent Events (Details) - USD ($) $ in Millions	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Jun. 30, 2023	Mar. 31, 2023	Feb. 13, 2023	Dec. 31, 2022	Dec. 31, 2022
Subsequent Event [Line Items]
Business combinations and dispositions, threshold								$ 40.0
Subsequent Event
Subsequent Event [Line Items]
Total purchase price						$ 2.6
Share Conversion, Tranche 2, Nov. 2022
Subsequent Event [Line Items]
Business combinations and dispositions, threshold							$ 166.0
Share Conversion, Tranche 2, Nov. 2022 \| Forecast \| Subsequent Event
Subsequent Event [Line Items]
Business combinations and dispositions, threshold				$ 176.6	$ 172.1
Share Conversion, Tranche 3, Nov. 2022 \| Subsequent Event
Subsequent Event [Line Items]
Business combinations and dispositions, threshold			$ 197.1
Share Conversion, Tranche 3, Nov. 2022 \| Forecast \| Subsequent Event
Subsequent Event [Line Items]
Business combinations and dispositions, threshold	$ 197.1	$ 197.1