PlayAGS, Inc.

Oklahoma City, Oklahoma · Administrative offices, manufacturing and warehousing · 144,233 · EGM, Table Products

Duluth, Georgia · Research and development · 55,264 · EGM

Las Vegas, Nevada · Corporate headquarters · 25,088 · EGM, Table Products

Atlanta, Georgia · Research and development · 19,533 · EGM

Mexico City, Mexico · Warehousing · 18,191 · EGM

Sydney, Australia · Research and development · 8,805 · EGM

Sydney, Australia · Research and development · 8,450 · EGM

North Las Vegas, Nevada · Warehousing · 5,410 · EGM, Table Products

Austin, Texas · Research and development · 4,047 · EGM

Mexico City, Mexico · Administrative offices · 8,154 · EGM

Reno, Nevada · Research and development · 3,705 · EGM

Scottsdale, Arizona · Research and development · 2,750 · EGM

Tel Aviv, Israel · Research and development · 1,850 · Interactive

Toronto, Canada · Warehousing · 2,000 · EGM

Sao Paulo, Brazil · Administrative offices · 1,335 · EGM

Gibraltar · Administrative offices · 172 · Interactive

None of the properties listed above are held in fee or subject to any major encumbrance. In addition to those listed above, we lease a number of additional properties in the United States and internationally that support our operations.

• The global COVID-19 pandemic had a significant adverse impact and in the future, similar events could have a material adverse impact on our operations and financial performance, as well as on the operations and financial performance of many of the customers and suppliers in the gaming industry that we serve. We are unable to predict the extent to which pandemics and related impacts will adversely impact our business operations, ability to procure materials, financial performance, results of operations, financial position and the achievement of our business objectives.
• We may not successfully enter new markets and potential new markets may not develop quickly or at all.
• We may not be able to capitalize on the expansion of internet or other forms of interactive gaming or other trends and changes in the gaming industries, including due to laws and regulations governing these industries.
• Our ability to operate in our existing markets or expand into new jurisdictions could be adversely affected by changing regulations, new interpretations of existing laws, and difficulties or delays in obtaining or maintaining required licenses or approvals.
• Smoking bans in casinos may reduce player traffic and affect our revenues.
• We derive a significant portion of our revenue from Native American tribal customers, and our ability to effectively operate in Native American gaming markets is vulnerable to legal and regulatory uncertainties, including the ability to enforce contractual rights on Native American land.
• We may not realize satisfactory returns on money lent to new and existing customers to develop or expand gaming facilities or to acquire gaming routes.
• We rely on information technology and other systems and any failures in our systems could disrupt our business and adversely impact our results.
• Due to the ever-changing threat landscape, our operations and services may be subject to certain risks, including hacking or other unauthorized access to control or view systems.
• Our business is dependent on the security and integrity of the systems and products we offer.
• Slow growth in the development of new gaming jurisdictions or the number of new casinos, declines in the rate of replacement of existing EGMs and ownership changes and consolidation in the casino industry could limit or reduce our future prospects.
• The results of our operations could be affected by natural events in the locations in which we or our customers, suppliers or regulators operate.
• We are dependent on our suppliers and contract manufacturers and any failure of these parties to meet our performance and quality standards or requirements could cause us to incur additional costs or lose customers.
• The risks related to operations in foreign countries and outside of traditional United States jurisdictions could negatively affect our results.
• Foreign currency exchange rate fluctuations and other risks could impact our business.
• We could face risks associated with, or arising out of, environmental, health and safety laws and regulations.
• We are impacted by increasing stakeholder interest in public company performance, disclosure, and goal-setting with respect to environmental, social and governance (“ESG”) matters.
• If our products contain defects, we may be liable for product defects or other claims, our reputation could be harmed and our results of operations adversely affected.
• Our revenues are vulnerable to the impact of changes to the Class II regulatory scheme.
• State compacts with our existing Native American tribal customers to allow Class III gaming could reduce demand for our Class II games and our entry into the Class III market may be difficult as we compete against larger companies in the tribal Class III market.
• The participation share rates for gaming revenue we receive pursuant to our participation agreements with our Native American tribal customers may decrease in the future.
• We generate a substantial amount of our total revenue in one state.
• Certain contracts with our customers are on a month-to-month basis, and if we are unable to maintain our current customers on terms that are favorable to us, our business, financial condition, or results of operations may detrimentally suffer.
• Some of our products contain open source software which may be subject to restrictive open source licenses, requiring us to make our source code available to third-parties and potentially granting third parties certain rights to our software.
• We rely on hardware, software and games licensed from third parties, and on technology provided by third-party vendors, the loss of which could materially and adversely affect our business, increase our costs and delay deployment or suspend development of our EGMs, games and systems.
• Continued operation and our ability to service several of our installed EGMs depends upon our relationships with service providers, and changes in those relationships could negatively impact our business.
• We have a history of net losses and a significant accumulated deficit, and we may not maintain profitability in the future.
• Our inability to complete future acquisitions and integrate those businesses successfully could limit our future growth.
• Failure to attract, retain and motivate key employees may adversely affect our ability to compete.
• Changes in tax regulation and results of tax audits could affect results of operations of our business.
• If we are not able to maintain adequate internal control over our financial reporting, it could adversely affect our reputation and business.
• Risks Related to Our Capital Structure
• Our indebtedness could adversely affect our ability to raise additional capital or to fund our operations, expose us to interest rate risk to the extent of our variable rate debt, limit our ability to react to changes in the economy, and prevent us from making debt service payments.
• We may not be able to generate sufficient cash to service all our indebtedness, and we may be forced to take other actions to satisfy our obligations under our indebtedness that may not be successful.
• Risks Related to Ownership of Our Common Stock
• Our stock price may fluctuate significantly.
• We will continue to incur significant costs and devote substantial management time as a result of operating as a public company.
• Our amended and restated articles of incorporation provide that the Eighth Judicial District Court of Clark County, Nevada is the sole and exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
• We are a holding company and rely on dividends, distributions and other payments, advances and transfers of funds from our subsidiaries to meet our obligations.
• You may be diluted by the future issuance of additional common stock or convertible securities in connection with our incentive plans, acquisitions or otherwise, which could adversely affect our stock price.
• We do not anticipate paying dividends on our common stock in the foreseeable future.