PLAYAGS, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2025-06-30: Form 8-K; Period of report 2025-06-30; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 1.01.
- 2025-03-17: Form 8-K; Period of report 2025-03-17; Description 7.01 Regulation FD Disclosure; Details 7.01.
- 2024-12-11: Form 8-K; Period of report 2024-12-09; Description 8.01 Other Events; Details 8.01.
- 2024-08-07: Form 8-K; Period of report 2024-08-06; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2025-06-30 | 8-K | 2025-06-30 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 1.01 On June 30, 2025, Bingo Parent, LLC, a Delaware limited liability company, as holdings, and Parent, as the borrower, entered into that certain Credit Agreement with Barclays Bank PLC, as administrative agent for the lenders party thereto and collateral agent for the secured parties party thereto, and the lenders from time to time party thereto, which provides for a first lien term loan facility funded on June 30, 2025, in an amount equal to $775,000,000 and a first lien revolving credit facility with revolving credit commitments of $100,000,000. 1.02 On June 30, 2025, the Company terminated all commitments and repaid all obligations under the Company’s existing Amended and Restated First Lien Credit Agreement, dated as of February 15, 2022 (as amended, restated, supplemented or otherwise modified from time to time prior to such date, the “Existing Credit Agreement”), by and among AP Gaming I, LLC and AP Gaming Holdings, LLC, each wholly owned indirect subsidiaries of the Company, the lenders and other parties from time to time party thereto, and Jefferies Finance LLC, as administrative agent. 2.01 The information set forth in the Introductory Note and under Items 3.01, 5.01, 5.02 and 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 2.01. 2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03. 3.01 The information set forth in the Introductory Note and under Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.01. 3.03 The information set forth in the Introductory Note and under Items 2.01, 3.01, 5.01 and 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03. 5.01 The information set forth in the Introductory Note and under Items 2.01, 3.01, 3.03, 5.02 and 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 5.01. 5.02 The information set forth in the Introductory Note and under Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.02. 5.03 The information set forth in the Introductory Note and under Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.03. 8.01 On the Closing Date, the Company issued a press release announcing the completion of the Merger. | d905928d8k.htm |
| 2025-03-17 | 8-K | 2025-03-17 | 7.01 Regulation FD Disclosure | 7.01 On May 8, 2024, PlayAGS, Inc., a Nevada corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Bingo Holdings I, LLC, a Delaware limited liability company (“Parent”) and an affiliate of Brightstar Capital Partners, and Bingo Merger Sub, Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Merger Sub”), providing for, among other things, the merger of Merger Sub with and into the Company (the “Merger”, and together with the other transactions contemplated by the Merger Agreement, the “Proposed Transaction”), with the Company surviving the Merger as a wholly owned subsidiary of Parent. | ags20250316_8k.htm |
| 2024-12-11 | 8-K | 2024-12-09 | 8.01 Other Events | 8.01 On May 8, 2024, PlayAGS, Inc., a Nevada corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Bingo Holdings I, LLC, a Delaware limited liability company (“Parent”) and an affiliate of Brightstar Capital Partners, and Bingo Merger Sub, Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Merger Sub”), providing for, among other things, the merger of Merger Sub with and into the Company (the “Merger”, and together with the other transactions contemplated by the Merger Agreement, the “Proposed Transaction”), with the Company surviving the Merger as a wholly owned subsidiary of Parent. | ags20241210c_8k.htm |
| 2024-08-07 | 8-K | 2024-08-06 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On August 6, 2024, PlayAGS, Inc. (the “Company”) held a Special Meeting of Stockholders (the “Special Meeting”). | d875532d8k.htm |
| 2024-06-26 | 8-K | 2024-06-21 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (b) Matters Voted Upon; Voting Results. | ags20240625_8k.htm |
| 2024-05-09 | 8-K | 2024-05-08 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. | d784068d8k.htm |
| 2024-03-05 | 8-K | 2024-03-05 | 2.02 Results of Operations and Financial Condition | 2.02 On March 5, 2024, the Company issued a press release announcing its results of operations for the fourth quarter ended December 31, 2023. | ags20231115_8k.htm |
| 2024-02-05 | 8-K | 2024-02-05 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 2.03 The information set forth in Item 1.01 is incorporated into this Item 2.03 by reference. 7.01 On February 5, 2024, the Company issued a press release announcing entry into the Seventh Amendment, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference. | ags20240205_8k.htm |
| 2024-01-29 | 8-K | 2024-01-29 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 The information furnished under Item 7.01 under the heading “Certain Financial Information” below is incorporated into this Item 2.02 by reference. 7.01 On January 29, 2024, PlayAGS, Inc. (the “Company,” “AGS,” “we,” “us,” “our” or similar terms) issued a press release announcing that it is exploring a refinancing of its term loan credit facility, which may include decreasing the interest rate required to be paid under such facility. | ags20240128_8k.htm |
| 2023-11-07 | 8-K | 2023-11-07 | 2.02 Results of Operations and Financial Condition | 2.02 On November 7, 2023, the Company issued a press release announcing its results of operations for the third quarter ended September 30, 2023. | ags20230806_8k.htm |
| 2023-08-03 | 8-K | 2023-08-03 | 2.02 Results of Operations and Financial Condition | 2.02 On August 3, 2023, the Company issued a press release announcing its results of operations for the second quarter ended June 30, 2023. | ags20230517_8k.htm |
| 2023-07-12 | 8-K | 2023-07-07 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (b) Matters Voted Upon; Voting Results. | ags20230711_8k.htm |
| 2023-05-09 | 8-K | 2023-05-09 | 2.02 Results of Operations and Financial Condition | 2.02 On May 9, 2023, the Company issued a press release announcing its results of operations for the first quarter ended March 31, 2023. | ags20230321_8k.htm |
| 2023-03-09 | 8-K | 2023-03-09 | 2.02 Results of Operations and Financial Condition | 2.02 On March 9, 2023, the Company issued a press release announcing its results of operations for the fourth quarter ended December 31, 2022. | ags20221121_8k.htm |
| 2023-01-27 | 8-K | 2023-01-27 | 7.01 Regulation FD Disclosure | 7.01 On January 27, 2023, PlayAGS, Inc. (the “Company”) issued a press release announcing the appointment of Adam Chibib, who has served as a director of the Company since January 2018, as Chairman of the Board. | ags20230125_8k.htm |
| 2022-11-18 | 8-K | 2022-11-17 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On November 17, 2022, following the closing of the previously disclosed secondary public offering by an entity managed by affiliates of Apollo Global Management, Inc., David Sambur and Daniel Cohen resigned from the Board of Directors (the “Board”) of PlayAGS, Inc. (the “Company”), effective immediately. | ags20221118_8k.htm |
| 2022-11-17 | 8-K | 2022-11-14 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | d305508d8k.htm |
| 2022-11-08 | 8-K | 2022-11-08 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On November 8, 2022, the Company issued a press release announcing its results of operations for the third quarter ended September 30, 2022. 8.01 Due to an administrative error, the Consent of Independent Registered Public Accounting Firm dated March 10, 2022 and filed as exhibit 23.1 to the Company’s Form 10-K for the year ended December 31, 2021 filed on March 10, 2022, (the “2021 Form 10-K”) was incorrect. | ags20220831_8k.htm |
| 2022-09-08 | 8-K | 2022-09-08 | 7.01 Regulation FD Disclosure | 7.01 As previously disclosed, on August 12, 2022, PlayAGS, Inc. (the “Company”) indicated that it was in preliminary discussions with a third party that Reuters had identified as making an offer to acquire the Company. | ags20220907_8k.htm |
| 2022-08-12 | 8-K | 2022-08-12 | 7.01 Regulation FD Disclosure | 7.01 On August 12, 2022, Reuters published an article regarding PlayAGS, Inc. (the “Company”), reporting that a third party made an offer to acquire the Company at price of $10 per share in cash. | ags20220812_8k.htm |
| 2022-08-08 | 8-K | 2022-08-08 | 2.02 Results of Operations and Financial Condition | 2.02 On August 8, 2022, the Company issued a press release announcing its results of operations for the second quarter ended June 30, 2022. | ags20220613_8k.htm |
| 2022-07-12 | 8-K | 2022-07-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 11, 2022, PlayAGS, Inc. (“the “Company”) appointed David Jacques Farahi, age 41, as a member of the Company’s board of directors (the “Board”). | ags20220706b_8k.htm |
| 2022-07-05 | 8-K | 2022-07-01 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (b) Matters Voted Upon; Voting Results. | ags20220701_8k.htm |
| 2022-05-05 | 8-K | 2022-05-05 | 2.02 Results of Operations and Financial Condition | 2.02 On May 5, 2022, the Company issued a press release announcing its results of operations for the first quarter ended March 31, 2022. | ags20220317b_8k.htm |
| 2022-03-10 | 8-K | 2022-03-10 | 2.02 Results of Operations and Financial Condition | 2.02 On March 10, 2022, the Company issued a press release announcing its results of operations for the fourth quarter and the full year ended December 31, 2021. | ags20220106_8k.htm |
| 2022-02-15 | 8-K | 2022-02-15 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 Entry into Material Definitive Agreement. 2.03 The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference. 7.01 On February 15, 2022, the Company issued a press release announcing the entry into the Amended Credit Agreement and the incurrence of loans under the New Term Loan Facility, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | ags20220213_8k.htm |
| 2022-01-27 | 8-K | 2022-01-27 | 7.01 Regulation FD Disclosure | 7.01 On January 27, 2022, PlayAGS, Inc. (the “Company”) issued a press release announcing that it is seeking to amend and restate that certain First Lien Credit Agreement, dated as of June 6, 2017, as amended on December 6, 2017, as amended and restated on February 7, 2018, as amended and restated on October 5, 2018, as amended on August 30, 2019, as amended on May 1, 2020, and as amended on August 4, 2021, by and among AP Gaming I, LLC, AP Gaming Holdings, LLC, the lenders party thereto and Jefferies Finance LLC, as administrative agent (the “Credit Agreement”), to, among other things, incur $575.0 million of new first lien term loans due 2029 and enter into a new $40.0 million revolving credit facility due 2027. | ags20220126_8k.htm |
| 2022-01-18 | 8-K | 2022-01-18 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On January 18, 2022, PlayAGS, Inc. (the “Company”) issued a press release providing preliminary estimated financial and operating data for the fourth quarter and fiscal year ended December 31, 2021. 7.01 The information furnished under Item 2.02 above is incorporated into this Item 7.01 by reference. | ags20220115_8k.htm |
| 2021-11-04 | 8-K | 2021-11-04 | 2.02 Results of Operations and Financial Condition | 2.02 On November 4, 2021, the Company issued a press release announcing its results of operations for the three months ended September 30, 2021. | ags20210901_8k.htm |
| 2021-08-05 | 8-K | 2021-08-05 | 2.02 Results of Operations and Financial Condition | 2.02 On August 5, 2021, the Company issued a press release announcing its results of operations for the three months ended June 30, 2021. | ags20210508_8k.htm |
| 2021-07-02 | 8-K | 2021-07-01 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (b) Matters Voted Upon; Voting Results. | ags20210701_8k.htm |
| 2021-05-06 | 8-K | 2021-05-06 | 2.02 Results of Operations and Financial Condition | 2.02 On May 6, 2021, the Company issued a press release announcing its results of operations for the three months ended March 31, 2021 and 2020. | ags20210318_8k.htm |
| 2021-03-04 | 8-K | 2021-03-04 | 2.02 Results of Operations and Financial Condition | 2.02 On March 4, 2021, the Company issued a press release announcing its results of operations for the three and twelve months ended December 31, 2020 and 2019. | ags20201117b_8k.htm |
| 2020-11-05 | 8-K | 2020-11-05 | 2.02 Results of Operations and Financial Condition | 2.02 On November 5, 2020, the Company issued a press release announcing its results of operations for the three and nine months ended September 30, 2020 and 2019. | ags20200820_8k.htm |
| 2020-09-18 | 8-K | 2020-09-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On September 14, 2020, the Board of Directors of PlayAGS, Inc., a Nevada corporation (the “Company”) approved awards of performance-based restricted stock units (“Performance RSUs”) and service-based restricted stock units (“Service RSUs”) to certain executive officers (including our named executive officers) and key executives pursuant to the Company Omnibus Incentive Plan and a Performance RSU award agreement or a Service RSU award agreement, as applicable. | ags20200916_8k.htm |
| 2020-08-05 | 8-K | 2020-08-05 | 2.02 Results of Operations and Financial Condition | 2.02 On August 5, 2020, the Company issued a press release announcing its results of operations for the three and six months ended June 30, 2020 and 2019. | ags20200626_8k.htm |
| 2020-07-02 | 8-K | 2020-07-01 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (b) Matters Voted Upon; Voting Results. | ags20200701_8k.htm |
| 2020-05-07 | 8-K | 2020-05-07 | 2.02 Results of Operations and Financial Condition | 2.02 On May 7, 2020, the Company issued a press release announcing its results of operations for the three months ended March 31, 2020 and 2019. | ags20200312_8k.htm |
| 2020-05-01 | 8-K | 2020-05-01 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 Entry into Material Definitive Agreement. 2.03 The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference. 7.01 On May 1, 2020, the Company issued a press release announcing the entry into the Amended Credit Agreement and the incurrence of the Incremental Term Loans, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | eh2000710_8k.htm |
| 2020-04-21 | 8-K | 2020-04-21 | 7.01 Regulation FD Disclosure | 7.01 On April 21, 2020, AP Gaming I, LLC (“APG”), a subsidiary of PlayAGS, Inc. (the “Company”), announced that it is seeking to amend that certain First Lien Credit Agreement, dated as of June 6, 2017, as amended on December 6, 2017, as amended and restated on February 7, 2018, as amended and restated on October 5, 2018 and as amended on August 30, 2019, among APG, AP Gaming Holdings, LLC, the lenders party thereto and Jefferies Finance LLC, as administrative agent (the “Credit Agreement”), to, among other things, make certain modifications to the financial covenant and certain negative covenants and other provisions of the Credit Agreement. | eh2000669_8k.htm |
| 2020-04-13 | 8-K | 2020-04-13 | 7.01 Regulation FD Disclosure | 7.01 On April 13, 2020, the Company issued a press release announcing that its annual meeting of stockholders will be rescheduled and held on July 1, 2020, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | ags20200413_8k.htm |
| 2020-04-07 | 8-K | 2020-04-06 | 7.01 Regulation FD Disclosure | 7.01 Due to the business disruption caused by the rapid nationwide spread of the novel coronavirus and the actions by state and tribal governments and businesses to contain the virus, many of our customers have closed their operations and the markets that we serve have been significantly adversely impacted. | ags20200406c_8k.htm |
| 2020-03-20 | 8-K | 2020-03-19 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 2.03 As previously disclosed, AP Gaming I, LLC (the “Borrower”), a Delaware limited liability company and wholly owned indirect subsidiary of PlayAGS, Inc. (the “Company”), as borrower, and AP Gaming Holdings, LLC, a Delaware limited liability company and wholly owned indirect subsidiary of the Company, as holdings, the lenders party thereto from time to time and Jefferies Finance LLC, as administrative agent, are parties to that certain First Lien Credit Agreement, dated as of June 6, 2017, as amended on December 6, 2017, as amended and restated on February 7, 2018, as amended and restated on October 5, 2018, as amended on August 30, 2019 (the “Credit Agreement”), providing for $523.0 million in term loans and a $30.0 million revolving credit facility. 7.01 Due to recent developments related to the COVID-19 outbreak, the Company is withdrawing its guidance provided under the heading “2020 Outlook” in its Press Release, dated March 4, 2020, which was furnished under Item 2.02 on Form 8-K, dated March 4, 2020. | ags20200319_8k.htm |
| 2020-03-17 | 8-K | 2020-03-17 | 7.01 Regulation FD Disclosure | 7.01 On March 17, 2020, the Company issued a press release announcing that its annual meeting of stockholders will be held on May 27, 2020, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | ags20200313_8k.htm |
| 2020-03-04 | 8-K | 2020-03-04 | 2.02 Results of Operations and Financial Condition | 2.02 On March 4, 2020 the Company issued a press release announcing its results of operations for the three and twelve months ended December 31, 2019. | ags20191203_8k.htm |
| 2019-11-07 | 8-K | 2019-11-07 | 2.02 Results of Operations and Financial Condition | 2.02 On November 7, 2019, the Company issued a press release announcing its results of operations for the three and nine months ended September 30, 2019. | ags20190920_8k.htm |
| 2019-09-11 | 8-K | 2019-09-10 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (b) Matters Voted Upon; Voting Results. | ags20190909_8k.htm |
| 2019-09-04 | 8-K | 2019-08-30 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 Entry into Material Definitive Agreement. 7.01 On September 4, 2019, the Company issued a press release announcing the consummation of the Repricing Amendment, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | ags20190903_8k.htm |
| 2019-08-12 | 8-K | 2019-08-12 | 7.01 Regulation FD Disclosure | 7.01 On August 12, 2019, PlayAGS, Inc. (the “Company”) issued a press release announcing that its board of directors approved a share repurchase program that will permit the Company to repurchase up to $50.0 million of the Company’s shares of common stock through August 11, 2021. | eh1900996_8k.htm |
| 2019-08-07 | 8-K | 2019-08-07 | 2.02 Results of Operations and Financial Condition | 2.02 On August 7, 2019, the Company issued a press release announcing its results of operations for the three and six months ended June 30, 2019. | a6302019-earningsrelease8k.htm |
| 2019-07-25 | 8-K | 2019-07-25 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 On July 24, 2019, Eric Press, a member of the Board of Directors (the “Board”) of PlayAGS, Inc. (the “Company”), informed the Board of his decision to resign as a member of the Board, effective immediately. 8.01 On July 24, 2019, David Sambur, a member of the Board of the Company informed the Board of his decision to resign as a member of the Compensation Committee. | eh1900930_8k.htm |
| 2019-06-20 | 8-K | 2019-06-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 PlayAGS, Inc. (the “Company”) has appointed Anna Massion, 40, as a member of the Company’s board of directors (the “Board”), effective June 17, 2019. | a8-kxbodmemeramassion.htm |
| 2019-05-08 | 8-K | 2019-05-08 | 2.02 Results of Operations and Financial Condition | 2.02 On May 8, 2019, the Company issued a press release announcing its results of operations for the three months ended March 31, 2019. | a03312019-earningsrelease.htm |
| 2019-05-08 | 8-K | 2019-05-08 | 2.02 Results of Operations and Financial Condition | 2.02 On May 8, 2019, the Company issued a press release announcing its results of operations for the three months ended March 31, 2019. | a03312019-earningsrelease.htm |
| 2019-03-21 | 8-K | 2019-03-21 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On March 21, 2019, PlayAGS, Inc. (the “Company”) issued a press release in connection with the closing of its previously announced secondary public offering of 4,000,000 shares of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”) at a price to the public of $25.50 per share. | d695939d8k.htm |
| 2019-03-19 | 8-K | 2019-03-19 | 8.01 Other Events | 8.01 On March 19, 2019, PlayAGS, Inc. (the “Company”) issued a press release in connection with the pricing of a secondary public offering of 4,000,000 shares of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”) at a price to the public of $25.50 per share. | eh1900396_8k.htm |
| 2019-03-18 | 8-K | 2019-03-18 | 8.01 Other Events | 8.01 On March 18, 2019, PlayAGS, Inc. (the “Company”) issued a press release in connection with the commencement of a proposed secondary public offering of 4,000,000 shares of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”). | eh1900360_8k.htm |
| 2019-03-05 | 8-K | 2019-03-05 | 2.02 Results of Operations and Financial Condition | 2.02 On March 05, 2019, the Company issued a press release announcing its results of operations for the three months and year ended December 31, 2018. | a123118annual8-k.htm |
| 2019-02-11 | 8-K | 2019-02-11 | 2.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure | 2.01 On February 8, 2019, PlayAGS, Inc. (“PlayAGS”) together with PlayAGS Canada ULC (the “Purchaser”), a British Columbia unlimited liability company and wholly owned subsidiary of PlayAGS, completed their acquisition of Integrity Gaming Corp. (“Integrity”), a regional slot route operator with over 2,700 gaming machines in operation across over 33 casinos in Oklahoma and Texas, by way of a court ordered Plan of Arrangement (the “Acquisition Arrangement”). 7.01 On February 11, 2019, PlayAGS issued a press release announcing completion of the Acquisition Arrangement. | a8kitem20121119.htm |
| 2018-12-17 | 8-K | 2018-12-17 | 7.01 Regulation FD Disclosure | 7.01 On December 17, 2018, PlayAGS, Inc. (the “Company”) issued a press release announcing the execution of a definitive agreement to acquire Integrity Gaming Corp. (“Integrity”), a regional slot route operator with over 2,700 gaming machines in operation across over 33 casinos in Oklahoma and Texas, for a cash payment of CAD$0.46 per share or total transaction value of USD$49 million, which includes repaying USD$36 million of Integrity's outstanding debt. | a8-k121718xintegrity.htm |
| 2018-12-14 | 8-K | 2018-12-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective December 12, 2018, David Lopez, Chief Executive Officer of PlayAGS, Inc. (the “Company”), Kimo Akiona, Chief Financial Officer of the Company, Victor Gallo, General Counsel of the Company, and Sigmund Lee, Chief Technology Officer of the Company elected to receive a portion of their fiscal year 2018 annual incentive bonus in shares of common stock in lieu of cash. | a8-kemploymentagreement121.htm |
| 2018-11-08 | 8-K | 2018-11-08 | 2.02 Results of Operations and Financial Condition | 2.02 On November 8, 2018, the Company issued a press release announcing its results of operations for the three and nine months ended September 30, 2018. | a8-kq32018.htm |
| 2018-10-09 | 8-K | 2018-10-05 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 Entry into Material Definitive Agreement. 2.03 The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference. 7.01 On October 8, 2018, the Company issued a press release announcing the consummation of the repricing and the incremental incurrence of the Term B Loans, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | d584138d8k.htm |
| 2018-10-03 | 8-K | 2018-10-03 | 7.01 Regulation FD Disclosure | 7.01 As previously disclosed, on September 24, 2018, AP Gaming I, LLC (“APG”), a subsidiary of PlayAGS, Inc. (the “Company”), announced that it is seeking to reprice its existing Term B Loans under that certain First Lien Credit Agreement, dated as of June 6, 2017, as amended on December 6, 2017 and as amended and restated on February 7, 2018 (the “Credit Agreement”), among APG, AP Gaming Holdings, LLC, the lenders party thereto and Jefferies Finance LLC, as administrative agent. | a8-kxitem701xclosingofdebt.htm |
| 2018-09-24 | 8-K | 2018-09-24 | 7.01 Regulation FD Disclosure | 7.01 On September 24, 2018, AP Gaming I, LLC (“APG”), a subsidiary of PlayAGS, Inc. (the “Company”), announced that it is seeking to reprice its existing Term B Loans under that certain First Lien Credit Agreement, dated as of June 6, 2017, as amended on December 6, 2017 and as amended and restated on February 7, 2018, among APG, AP Gaming Holdings, LLC, the lenders party thereto and Jefferies Finance LLC, as administrative agent. | a8k5debtrepricing92418v2.htm |
| 2018-09-21 | 8-K | 2018-09-19 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (b) Matters Voted Upon; Voting Results. | d618846d8k.htm |
| 2018-08-13 | 8-K | 2018-08-13 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On August 13, 2018, PlayAGS, Inc. (the “Company”) issued a press release in connection with the closing of its previously announced secondary public offering of the 5,500,000 of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”) at a price to the public of $29.25 per share. | d570436d8k.htm |
| 2018-08-08 | 8-K | 2018-08-08 | 8.01 Other Events | 8.01 On August 8, 2018, PlayAGS, Inc. (the “Company”) issued a press release in connection with the pricing of a secondary public offering of 5,500,000 shares of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”) at a price to the public of $29.25 per share. | d552071d8k.htm |
| 2018-08-06 | 8-K | 2018-08-06 | 8.01 Other Events | 8.01 On August 6, 2018, PlayAGS, Inc. (the “Company”) issued a press release in connection with the commencement of a proposed secondary public offering of 5,500,000 shares of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”). | d592910d8k.htm |
| 2018-08-02 | 8-K | 2018-08-02 | 2.02 Results of Operations and Financial Condition | 2.02 On August 2, 2018, the Company issued a press release announcing its results of operations for the three and six months ended June 30, 2018. | form8-k2.htm |
| 2018-05-15 | 8-K | 2018-05-15 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On May 14, 2018, PlayAGS, Inc. (the “Company”) issued a press release in connection with the closing of its previously announced secondary public offering of the 4,675,000 of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”) at a price to the public of $21.50 per share. | d526558d8k.htm |
| 2018-05-10 | 8-K | 2018-05-09 | 8.01 Other Events | 8.01 On May 9, 2018, PlayAGS, Inc. (the “Company”) issued a press release in connection with the pricing of a secondary public offering of 4,250,000 shares of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”) at a price to the public of $21.50 per share. | eh1800681_8k.htm |
| 2018-05-07 | 8-K | 2018-05-07 | 8.01 Other Events | 8.01 On May 7, 2018, PlayAGS, Inc. (the “Company”) issued a press release in connection with the commencement of a proposed secondary public offering of 4,250,000 shares of the Company’s common stock, par value $0.01, by Apollo Gaming Holdings, L.P. (the “Selling Stockholder”). | eh1800677_8k.htm |
| 2018-05-03 | 8-K | 2018-05-03 | 2.02 Results of Operations and Financial Condition | 2.02 On May 3, 2018, the Company issued a press release and an earnings presentation announcing its results of operations for the three months ended March 31, 2018. | a2018q1earningsrelease.htm |
| 2018-03-20 | 8-K | 2018-03-20 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 On March 20, 2018, PlayAGS, Inc. (“AGS”) posted an investor presentation on the Investor Relations section of its website at http://investors.playags.com. 8.01 Investors and others should note that AGS announces material financial information to investors using the Investor Relations section of its website (http://investors.playags.com), Securities and Exchange Commission filings, press releases, public conference calls and webcasts. | form8-k.htm |
| 2018-03-14 | 8-K | 2018-03-14 | 2.02 Results of Operations and Financial Condition | 2.02 On March 14, 2018, the Company issued a press release and an earnings presentation announcing its results of operations for the three months ended December 31, 2017. | a2017q4earningsrelease.htm |
| 2018-02-27 | 8-K | 2018-02-27 | 8.01 Other Events | 8.01 On February 27, 2018, PlayAGS, Inc. (the “Company”) sold an additional 1,537,500 shares of its common stock, par value $0.01 per share (the “Common Stock”), at a public offering price of $16.00 per share pursuant to the underwriters’ exercise in full of the over-allotment option the Company granted to the underwriters in connection with its recently closed initial public offering of 10,250,000 shares of Common Stock. | eh1800362_8k.htm |
| 2018-02-08 | 8-K | 2018-02-07 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 Entry into Material Definitive Agreement. 2.03 The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference. 7.01 On February 8, 2018, the Company issued a press release announcing the consummation of the repricing of the Term B Loans, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | d535877d8k.htm |
| 2018-02-05 | 8-K | 2018-01-30 | 1.02 Termination of a Material Definitive Agreement | 1.02 On January 30, 2018, PlayAGS, Inc. (the “Company”) used the net proceeds of the initial public offering of its shares of common stock and cash on hand to redeem in full its 11.25% senior secured PIK notes due 2024 (the “PIK notes”). | eh1800268_8k.htm |
| 2018-01-31 | 8-K | 2018-01-31 | 7.01 Regulation FD Disclosure | 7.01 As previously disclosed, on January 30, 2018, AP Gaming I, LLC (“APG”), a subsidiary of PlayAGS, Inc. (the “Company”), announced it is launching an amendment for its existing credit facilities under that certain First Lien Credit Agreement, dated as of June 6, 2017, as amended on December 6, 2017, among APG, AP Gaming Holdings, LLC, the lenders party thereto and Jefferies Finance LLC, as administrative agent, to, among other things, reprice the existing Term B Loans thereunder. | eh1800249_8k.htm |
| 2018-01-31 | 8-K | 2018-01-30 | 7.01 Regulation FD Disclosure | 7.01 On January 30, 2018, AP Gaming I, LLC (“APG”), a subsidiary of PlayAGS, Inc., announced it is launching an amendment for its existing credit facilities under that certain First Lien Credit Agreement, dated as of June 6, 2017, as amended on December 6, 2017, among APG, AP Gaming Holdings, LLC, the lenders party thereto and Jefferies Finance LLC, as administrative agent, to, among other things, reprice the existing Term B Loans thereunder. | eh1800241_8k.htm |
| 2017-12-15 | 8-K | 2017-12-13 | 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders | 3.03 The information set forth under Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference. 5.03 Effective December 13, 2017, AP Gaming Holdco, Inc. (the “Company”) changed its state of incorporation from the State of Delaware to the State of Nevada (the “Conversion”) pursuant to a plan of conversion, dated December 13, 2017 (the “Plan of Conversion”). 5.07 The Company’s stockholders, acting by unanimous written consent, authorized the Conversion and adopted the Plan of Conversion, the Delaware Certificate of Conversion, the Nevada Articles of Conversion, the Nevada Articles and the Nevada Bylaws. | d511860d8k.htm |
| 2017-12-12 | 8-K | 2017-12-06 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 1.01 Entry into Material Definitive Agreement. 2.03 The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference. 8.01 On December 11, 2017, the Company issued a press release announcing the Acquisition, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | d508713d8k.htm |
| 2017-11-29 | 8-K | 2017-11-29 | 7.01 Regulation FD Disclosure | 7.01 On November 29, 2017, AP Gaming I, LLC (the “Borrower”), a wholly owned indirect subsidiary of AP Gaming Holdco, Inc. (the “Company”), announced that it intends to raise an additional $65.0 million of incremental term loans under its first lien credit agreement (the “Incremental Term Loans”). | eh1701179_8k.htm |
| 2017-06-12 | 8-K | 2017-05-30 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 1.02 On the Closing Date, the Borrower terminated its senior secured credit facilities (the “Existing Credit Facilities”), dated as of December 20, 2013 (as amended as of May 29, 2015 and as of June 1, 2015 and as amended, restated, supplemented or otherwise modified prior to the Closing Date), by and among the Borrower, the lenders party thereto from time to time and Citicorp North America, Inc., as administrative agent. 2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03. | eh1700712_8k.htm |
| 2017-05-26 | 8-K | 2017-05-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 AP Gaming Holdco, Inc. (the “Company”) has appointed Mr. Daniel Cohen and Mr. David Lopez as members of the Company’s Board of Directors (the “Board”), effective May 22, 2017. | a8-k.htm |
| 2017-04-17 | 8-K | 2017-04-17 | 8.01 Other Events | 8.01 On April 17, 2017, AP Gaming Holdco, Inc. issued a press release announcing the confidential submission of a draft registration statement on Form S-1 to the United States Securities and Exchange Commission (“SEC”) relating to a potential initial public offering of its common stock. | eh1700522_8k.htm |
| 2017-04-07 | 8-K | 2017-04-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 3, 2017, the Board of Directors (the “Board”) of AP Gaming Holdco, Inc. (the “Company”) increased the number of the Company’s Class B common stock, par value $0.01 per share (“Shares”) in respect of which equity awards may be granted under the LTIP from 1,250,000 Shares to 1,450,000 Shares. | eh1700494_8k.htm |
| 2016-07-11 | 8-K | 2016-07-06 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 Following careful deliberation and a competitive process among the large accounting firms, on July 6, 2016, the Board of Directors of the AP Gaming Holdco, Inc. (the “Company”) engaged PricewaterhouseCoopers, LLP (“PwC”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016, effective July 6, 2016. | a8-k7116xchangesinregistra.htm |
| 2016-01-27 | 8-K | 2016-01-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 21, 2016, AGS, LLC (the “Company”), a subsidiary of AP Gaming Holdco, Inc. (the “Registrant”), entered into a Separation Agreement and Release of All Claims with Mauro Franic (the “Separation Agreement”), pursuant to which Mr. Franic will resign from his position as Chief Operating Officer of the Company effective January 22, 2016. | a022720158k1.htm |
| 2015-08-14 | 8-K/A | 2015-08-14 | 2.01 Completion of Acquisition or Disposition of Assets | 2.01 This Current Report on Form 8-K/A (the “Form 8-K/A”) amends and supplements the Current Report on Form 8-K of AP Gaming Holdco, Inc. (the “Company”) filed with the Securities and Exchange Commission ("SEC") on June 3, 2015 (the “Original Form 8-K”) disclosing, among other things, the Company's acquisition of Cadillac Jack, Inc. ("Cadillac Jack") on May 29, 2015. | a814158-ka.htm |
| 2015-07-20 | 8-K | 2015-07-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective July 1, 2015, AGS, LLC (“AGS”), a subsidiary of AP Gaming Holdco, Inc. (the “Registrant”), entered into an employment agreement with Mauro Franic to serve as Chief Operating Officer of AGS (the “Employment Agreement”). | eh1500973_8k.htm |
| 2015-06-03 | 8-K | 2015-05-28 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 1.01 of this Current Report on Form 8-K contains a detailed description of the nature of this transaction (including the nature and aggregate consideration received), and such description set forth in Item 1.01 is incorporated into this Item 3.02 by reference. 2.01 On the Closing Date, AGS, LLC, a Delaware limited liability company and indirect, wholly owned subsidiary of the Registrant (“AGS”), completed its previously announced acquisition (the “Acquisition”) of Cadillac Jack, Inc., a Georgia corporation (“Cadillac Jack”), pursuant to a Stock Purchase Agreement (the “Stock Purchase Agreement”), dated as of March 30, 2015, by and among AGS, Amaya Inc., a corporation organized under the laws of Quebec (“Seller”) and Cadillac Jack. 2.03 The information set forth under subheadings “Incremental Facilities”, “Senior Secured PIK Notes” and “Seller Note” under Item 1.01 above is incorporated into this Item 2.03 by reference. 3.02 In contemplation of the Closing, the Registrant issued the Shares described under Item 1.01 above in reliance upon the exemption from registration afforded by Section 4(a)(2) of the Securities Act. 8.01 On June 1, 2015, the Purchaser issued a press release announcing the Closing, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | eh1500765_8k.htm |
| 2015-04-21 | 8-K | 2015-04-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 20, 2015, AGS, LLC (the “Company”), a subsidiary of AP Gaming Holdco, Inc. (the “Registrant”), entered into a Separation Agreement and Release of All Claims with Kim Bossingham (the “Separation Agreement”), pursuant to which Mr. Bossingham will resign from his position as Chief Operating Officer of the Company effective May 1, 2015. | eh1500521_8k.htm |
| 2015-04-01 | 8-K | 2015-03-30 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into Material Definitive Agreement. 8.01 On March 30, 2015, the Purchaser issued a press release announcing the entry into the Stock Purchase Agreement, a copy of which is filed as Exhibit 99.1 hereto and incorporated by reference herein. | eh1500434_8kalt.htm |
| 2015-02-27 | 8-K | 2015-02-23 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 23, 2015, AGS, LLC (the “Company”), a subsidiary of AP Gaming Holdco, Inc. (the “Registrant”), entered into an employment agreement with Kimo Akiona to serve as Chief Financial Officer of the Company (the “Employment Agreement”). | eh1500341_8k.htm |
| 2014-05-05 | 8-K | 2014-04-28 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 On April 28, 2014, the Board of Directors of the Company (the “Board”) approved the LTIP. | d721583d8k.htm |