evri-20200804
0001318568false00013185682020-06-022020-06-02



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K  

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

August 4, 2020
Date of Report (Date of earliest event reported)

Everi Holdings Inc.
(Exact name of registrant as specified in its charter)

Delaware001-3262220-0723270
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

7250 S. Tenaya Way, Suite 100, Las Vegas, Nevada, 89113
(Address of principal executive offices)
(800) 833-7110
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐                Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐                Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐                Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐                Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, $0.001 par valueEVRINew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company   ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐



Item 2.02. Results of Operations and Financial Condition.
On August 4, 2020, the Company issued a press release announcing its results of operations for the three months ended June 30, 2020. A copy of the press release is attached hereto as Exhibit 99.1.
The results of operations information in this Item 2.02 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.


Item 9.01. Financial Statements and Exhibits.
(d) Exhibits

Exhibit No.Document
  
99.1
104The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 EVERI HOLDINGS INC.
   
Date: August 4, 2020
By:/s/ Todd A. Valli
  Todd A. Valli,
Senior Vice President, Corporate Finance and Chief Accounting Officer


 Document

Exhibit 99.1

EVERI REPORTS 2020 SECOND QUARTER RESULTS

Company Expects to Generate Positive Free Cash Flow in the 2020 Third Quarter

Las Vegas - August 4, 2020 - Everi Holdings Inc. (NYSE: EVRI) (“Everi” or the “Company”), a premier provider of gaming products, financial technology and player loyalty solutions to the gaming industry, today reported financial results for the second quarter ended June 30, 2020, which includes the impact of the COVID-19 pandemic and related casino closures.
Second Quarter 2020 Results
•Revenue was $38.7 million compared to $129.7 million a year ago
•Net loss was $68.5 million, or a loss of $0.80 per diluted share, inclusive of $14.8 million of pre-tax charges associated with asset write-offs and write-downs, severance, facility consolidation and certain business restructuring costs to streamline operations and improve our cost structure; Net income was $5.5 million, or $0.07 per diluted share, in the prior year period

•Adjusted EBITDA, a non-GAAP financial measure, was $3.3 million compared to $64.1 million a year ago, driven by positive contributions from both the Games and FinTech segments

•Cash and cash equivalents increased to $257.4 million at June 30, 2020, from $49.9 million at March 31, 2020; Net Cash Position, a non-GAAP financial measure, rose to $133.2 million at June 30, 2020 from $40.4 million at March 31, 2020, reflecting approximately $118 million of net proceeds from an incremental term loan in April and the benefit of changes in working capital

Michael Rumbolz, Chief Executive Officer of Everi, said, “We achieved better-than-expected results in the second quarter, including a return to positive Adjusted EBITDA more quickly than we anticipated at the beginning of the quarter. This was the result of several factors, including the swift actions we took in March when the pandemic struck to reduce our operating costs and preserve liquidity during the time casinos were shut down; as well as our focus on enhancing operational efficiencies and pursuing higher-value opportunities. In addition, as our customers began to reopen faster than previously expected, we benefited from our prior investments in technology innovations and game development through the strong performance of our FinTech solutions and installed base of recurring-revenue games.

“As we move through the third quarter, our products and services continue to reflect a return to the performance momentum we were achieving before COVID-19. The units in our gaming operations installed base that are active are performing at levels comparable to our experience pre-pandemic. In
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addition, the cash access portion of our FinTech business is processing same-store transactional volumes at levels that are, on average, only moderately below the prior-year. Reflecting these trends, as well as the benefit from the 636-unit growth in installed premium games since the beginning of 2020, we expect quarterly sequential growth in the second half of 2020, including a return to Free Cash Flow generation in the third quarter, which is earlier than we had previously anticipated.

“Looking forward, the Everi Team continues to focus on helping our customers and prioritizing innovation across our portfolio of products and solutions, from game development to cashless funding solutions,” Rumbolz added. “We are favorably positioned to leverage our industry leadership in cash access funding and self-service player loyalty products to lead the future evolution toward cashless funding and to successfully capitalize on the additional growth opportunities presented by the increased interest from both casino operators and players for cashless and contactless options. These forward-thinking solutions include the immediate availability of our cashless QuikTicket™ gaming voucher and a unique fully cashless mobile solution with the development of our CashClub® Wallet. We believe we have unique high-value FinTech and Games solutions that will help our customers address the new operating environment in their reopened properties, which when combined with our more streamlined operating approach, will help us regain the revenue, earnings and cash flow momentum we consistently demonstrated prior to the pandemic.”

Consolidated Full Quarter Comparative Results (unaudited)
 Three Months Ended June 30,
 20202019
 (in millions, except per share amounts)
Revenues$38.7  $129.7  
Operating (loss) income (2)
$(52.7) $24.9  
Net (loss) income (1)(2)
$(68.5) $5.5  
Net (loss) earnings per diluted share
$(0.80) $0.07  
Diluted shares outstanding85.1  79.2  
Adjusted EBITDA (1)
$3.3  $64.1  
Free Cash Flow (1)
$(26.7) $7.0  
Principal amount of outstanding debt (3)
$1,180.9  $1,147.2  
Total Net Debt (3)
$1,130.9  $1,097.2  
Cash and cash equivalents$257.4  $123.8  
Net Cash Position (4)
$133.2  $36.7  
(1) For a reconciliation of net (loss) income to Adjusted EBITDA and Free Cash Flow, see the Unaudited Reconciliation of Net (Loss) Income to EBITDA and Adjusted EBITDA and to Free Cash Flow provided at the end of this release.
(2) Operating loss and net loss for the three months ended June 30, 2020, include $14.8 million of pre-tax charges, including $11.0 million of business reorganization costs, $2.7 million of employee severance costs, $0.6 million non-recurring professional fees, and $0.5 million in other one-time charges.
(3) Total Net Debt is the principal face value of the debt outstanding, inclusive of the senior secured term loan facility, the senior secured revolving credit facility and senior unsecured notes, less cash and cash equivalents or $50 million, whichever is smaller, as provided in the Company’s Credit Facility. For a reconciliation of Total Net Debt to Principal face value of debt outstanding, see the Unaudited Calculation of Total Net Debt Leverage Ratio at the end of this release.
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(4) Net Cash Position is the sum of cash and cash equivalents plus settlement receivables less settlement liabilities. For a reconciliation of Net Cash Position to Cash and Cash Equivalents, see the Unaudited Reconciliation of Cash and Cash Equivalents to Net Cash Position and Net Cash Available at the end of this release.

Second Quarter 2020 Results Overview

The operating results for the three-month period ended June 30, 2020, presented below reflect the impact of casino closures that began in March. The closing of casinos due to the COVID-19 pandemic resulted in revenues declining to essentially zero until the casinos began to slowly reopen in May with the pace steadily ramping through June. The Company responded swiftly to the casino closures by reducing costs in March to significantly lower its cash burn rate. These cost reductions were largely in effect by the beginning of the second quarter.

Revenues for the three-month period ended June 30, 2020 decreased to $38.7 million from $129.7 million in the second quarter of 2019. Games and FinTech segment revenues were $20.8 million and $17.9 million, respectively, for the second quarter of 2020.

Operating loss was $52.7 million for the second quarter of 2020 compared to operating income of $24.9 million in the prior-year period. Net loss was $68.5 million, or a loss of $(0.80) per diluted share, compared with net income of $5.5 million, or $0.07 per diluted share, in the second quarter of 2019. The 2020 second quarter net loss includes $14.8 million of pre-tax charges associated with asset write-offs and write-downs, severance, consolidation and other restructuring costs to streamline operations and improve the Company’s cost structure. Approximately $11.0 million of the charges are related to non-cash items.

Following a full review of the business and evaluation of opportunities, proactive actions were taken to reduce the cost structure and to prioritize high-value opportunities that will drive long-term prosperity and success. The first steps included discontinuing certain developmental efforts no longer seen as appropriate and redirecting resources to higher priority opportunities, evaluating the overall level of organizational staffing, and consolidating corporate office space to reflect a workforce that will increasingly work remotely.

Adjusted EBITDA for the second quarter of 2020 was $3.3 million compared to $64.1 million in the second quarter of 2019. Games and FinTech segment Adjusted EBITDA were $3.0 million and $0.3 million, respectively, for the three months ended June 30, 2020, compared with Adjusted EBITDA of $34.7 million and $29.4 million, respectively, for the three months ended June 30, 2019.





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Games Segment Full Quarter Comparative Results (unaudited)
Three Months Ended June 30,
 20202019
 (in millions, except unit amounts and prices)
Revenues
$20.8  $69.4  
Operating (loss) income (1)
$(41.8) $2.6  
Adjusted EBITDA (2)
$3.0  $34.7  
Unit sales:  
Units sold381  1,270  
Average sales price ("ASP")$18,044  $17,338  
Gaming operations installed base:  
Average units installed during period:  
Average units installed14,854  13,624  
Approximate daily win per unit (3)
$9.84  $32.26  
Units installed at end of period: 
Class II8,971  9,205  
Class III5,967  4,489  
Total installed base14,938  13,694  
Installed base — Oklahoma6,270  6,372  
Installed base — non-Oklahoma8,668  7,322  
Total installed base14,938  13,694  
Premium units5,796  3,413  
(1) Operating loss for the three-month period ended June 30, 2020, includes $11.3 million of pre-tax charges, including $9.2 million of business reorganization costs, $1.6 million of employee severance costs and $0.5 million of other one-time charges.
(2) For a reconciliation of net (loss) income to Adjusted EBITDA, see the Unaudited Reconciliation of Net (Loss) Income to EBITDA and Adjusted EBITDA and to Free Cash Flow provided at the end of this release.
(3) Approximate daily win per unit excludes the impact of the direct costs associated with the Company’s wide-area progressive jackpot expense.

2020 Second Quarter Games Segment Highlights

Games segment revenues were $20.8 million compared to $69.4 million in the second quarter of 2019.
Revenues from gaming operations were $13.9 million compared to $46.0 million in the prior-year period. The year-over-year decline primarily reflects the impact from the extended casino closures during the second quarter of 2020.

•Daily Win per Unit (“DWPU”) was $9.84 in the second quarter of 2020 compared to $32.26 in the prior-year period, primarily reflecting the large number of days that casinos were closed, and the installed units earned no revenue. Relative to the number of casinos that have reopened, the installed base has performed well for the days the units were in use, with an estimated DWPU in excess of $35.00 for active units. This strong relative performance for active units reflects the player popularity of the Company’s latest games as a result of the Company’s investments in design and development of new games and cabinets, capital investments to refresh and upgrade
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a significant portion of the installed base over the last several years, and growth in premium unit placements.

•The installed base at June 30, 2020 increased by 1,244 units year over year and by 87 units on a quarterly sequential basis to 14,938, which is up 227 units since the beginning of 2020. The installed base includes all units installed in all casinos at June 30, 2020, whether or not the facilities had reopened and whether or not the games were active or inactive.

•The premium portion of the installed base increased by 2,383 units year over year and by 81 units on a quarterly sequential basis to 5,796 units, or up a total of 636 units from December 31, 2019. Premium units represented approximately 39% of the total installed base at quarter-end compared to 25% a year ago. Wide-area progressive (“WAP”) units, a subcategory of premium units, grew by 168 units year over year and by three units on a quarterly sequential basis to 968 units at June 30, 2020.

•Digital (formerly called Interactive) revenue was $1.5 million in the second quarter of 2020 compared to $1.3 million a year ago.

•The New York Lottery systems business generated no revenue in the second quarter of 2020, as no New York VLTs were in operations during the period, compared to revenues of $4.9 million in the prior-year period.

Revenues generated from the sale of gaming units and other related parts and equipment totaled $7.0 million in the second quarter of 2020 compared to $23.4 million in the prior-year period.

•The Company sold 381 units at an average selling price (“ASP”) of $18,044 in the second quarter of 2020 compared with 1,270 units at an ASP of $17,338 in the second quarter of 2019.



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Financial Technology Solutions Segment Full Quarter Comparative Results (unaudited)
Three Months Ended June 30,
 20202019
 (in millions, unless otherwise noted)
Revenues
$17.9  $60.3  
Operating (loss) income (1)
$(10.9) $22.3  
Adjusted EBITDA (2)
$0.3  $29.4  
Aggregate dollar amount processed (in millions):
Cash advance$531.3  $1,878.2  
ATM$1,403.4  $5,328.7  
Check warranty$67.0  $353.0  
Number of transactions completed (in millions):
Cash advance0.9  2.9  
ATM6.3  24.8  
Check warranty0.2  0.9  
(1) Operating loss for the three-month period ended June 30, 2020, includes $3.5 million of pre-tax charges, including $1.8 million of business reorganization costs, $1.1 million of employee severance costs and $0.6 million of non-recurring professional fees.
(2) For a reconciliation of net (loss) income to Adjusted EBITDA, see the Unaudited Reconciliation of Net (Loss) Income to EBITDA and Adjusted EBITDA and to Free Cash Flow at the end of this release.

2020 Second Quarter Financial Technology Solutions Segment Highlights

FinTech revenues were $17.9 million in the second quarter of 2020 compared to $60.3 million in the prior-year period. Revenues from player loyalty products and services totaled $3.0 million compared with $4.9 million in the prior year period.

•Revenues from cash access services, which include ATM, cash advance and check services, were $10.0 million compared to $39.7 million in the second quarter of 2019. In June, relative to the number of casinos that were open and operating, cash access revenues reflected same-store transactional volumes that were on average only moderately below prior-year levels, while continuing to benefit from new customer wins from competitive bid processes and new casino openings and expansions.

During the second quarter, development efforts were maintained on projects supporting cashless and contactless player funding products. These projects included: ongoing support of the Company’s cashless QuikTicket gaming voucher product; development of a white-label mobile wallet app to interface with the QuikTicket voucher; and ongoing development and integration efforts supporting the CashClub Wallet cashless and contactless solution.

•Equipment sales revenues were $3.4 million in the second quarter of 2020 compared to $7.8 million in the second quarter of 2019. Sales of player loyalty and marketing kiosks contributed $0.9 million in the second quarter of 2020 compared with $1.1 million in the prior year period.

•Revenues from information services and other, which includes kiosk maintenance, compliance products, Central Credit, player loyalty and other revenue, were $4.4 million compared to $12.8 million in the second quarter of 2019. There were $2.1 million of revenues from software sales
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and recurring software license support for the player loyalty and marketing business in the second quarter of 2020 compared with $3.8 million in the prior year period.

Balance Sheet and Liquidity

•At June 30, 2020, the Company had cash and cash equivalents of $257.4 million, with a Net Cash Position of $133.2 million.

•The Company amended its Existing Credit Agreement in April 2020 to provide for changes to certain covenant provisions, including, but not limited to: eliminating the financial maintenance covenant related to senior secured leverage for each of the remaining quarters in 2020; modifying the compliance threshold in each of the quarters thereafter; and making changes that limit the Company’s ability to make certain restricted payments and designate unrestricted subsidiaries (the “Amendment”).

•To further supplement its liquidity position, in April 2020 the Company completed a new $125 million First Lien Term Loan (“Incremental Financing”). The Incremental Financing has a maturity concurrent with the May 2024 maturity date under its existing Senior Secured Credit Facility and an interest rate of LIBOR plus 1050 basis points with a 1% LIBOR floor. After fees, discounts and expenses from the Incremental Financing and the Amendment, the Company received approximately $118 million in net proceeds.

•The Company’s total principal outstanding debt balance as of June 30, 2020 was $1.18 billion.

2020 Outlook

As previously disclosed, due to the COVID-19 pandemic and the ongoing uncertainty regarding its magnitude and duration, Everi has withdrawn the 2020 financial outlook it provided on March 2, 2020.

Despite the existing uncertainty in the current environment, based on current conditions and performance trends, the Company continues to expect to generate positive Adjusted EBITDA in the 2020 third quarter and now expects to return to Free Cash Flow generation in the third quarter, compared to its prior expectation that it would not begin to generate Free Cash Flow until the 2020 fourth quarter.

“As additional casinos across the country continue to reopen and the industry continues its return toward normalized operations, we believe our operational and product development initiatives will support our goal of enhancing shareholder value,” said Rumbolz.


Investor Conference Call and Webcast

The Company will host an investor conference call to discuss its 2020 second quarter results at 5:00 p.m. ET today. The conference call may be accessed live by phone by dialing (323) 794-2093. A replay of the call will be available beginning at 8:00 p.m. ET today and may be accessed by dialing +1 (412) 317-6671; the PIN number is 3113868. A replay will be available until August 11, 2020. The call will be webcast live and archived on www.everi.com (select “Investors” followed by “Events & Presentations”).

Non-GAAP Financial Information

In order to enhance investor understanding of the underlying trends in our business, our cash balance and cash available for our operating needs, and to provide for better comparability between periods in different years, we are providing in this press release Adjusted EBITDA, Free Cash Flow, Net Cash Position and Net Cash Available, and Total Net Debt and Total Net Debt Leverage Ratio, which are not measures of our financial performance or position under United States Generally Accepted Accounting
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Principles (“GAAP”). Accordingly, Adjusted EBITDA, and Free Cash Flow should not be considered in isolation or as a substitute for measures prepared in accordance with GAAP. These measures should be read in conjunction with our net earnings, operating income, basic and diluted earnings per share, and cash flow data prepared in accordance with GAAP. With respect to Net Cash Position and Net Cash Available, these measures should be read in conjunction with cash and cash equivalents prepared in accordance with GAAP. Total Net Debt and Total Net Debt Leverage Ratio should be read in conjunction with principal face value of debt outstanding and cash and cash equivalents.

We define Adjusted EBITDA as earnings (loss) before interest, taxes, depreciation and amortization, loss on extinguishment of debt, non-cash stock compensation expense, accretion of contract rights, write-down of assets, litigation accrual, employee severance costs and other expenses, foreign exchange loss, asset acquisition expense, non-recurring professional fees, other one-time charges and the adjustment of certain purchase accounting liabilities. We present Adjusted EBITDA as we use this measure to manage our business and consider this measure to be supplemental to our operating performance. We also make certain compensation decisions based, in part, on our operating performance, as measured by Adjusted EBITDA; and our current credit facility and existing senior unsecured notes require us to comply with a consolidated secured leverage ratio that includes performance metrics substantially similar to Adjusted EBITDA.

We define Free Cash Flow as Adjusted EBITDA less cash paid for interest, cash paid for capital expenditures, cash paid for placement fees, and cash paid for taxes net of refunds. We present Free Cash Flow as a measure of performance and believe it provides investors with another indicator of our operating performance. It should not be inferred that the entire Free Cash Flow amount is available for discretionary expenditures.

A reconciliation of the Company’s net income per GAAP to Adjusted EBITDA and Free Cash Flow is included in the Unaudited Reconciliation of Net Income to EBITDA and Adjusted EBITDA and to Free Cash Flow provided at the end of this release. Additionally, a reconciliation of each segment’s operating income to EBITDA and Adjusted EBITDA is also included. On a segment level, operating income per GAAP, rather than net earnings per GAAP, is reconciled to EBITDA and Adjusted EBITDA as the Company does not report net earnings by segment. Management believes that this presentation is meaningful to investors in evaluating the performance of the Company’s segments.

We define (i) Net Cash Position as cash and cash equivalents plus settlement receivables less settlement liabilities and (ii) Net Cash Available as Net Cash Position plus undrawn amounts available under our revolving credit facility. We present Net Cash Position because our cash position, as measured by cash and cash equivalents, depends upon changes in settlement receivables and the timing of payments related to settlement liabilities. As such, our cash and cash equivalents can change substantially based upon the timing of our receipt of payments for settlement receivables and payments we make to customers for our settlement liabilities. We present Net Cash Available as management monitors this amount in connection with its forecasting of cash flows and future cash requirements.

A reconciliation of the Company’s cash and cash equivalents per GAAP to Net Cash Position and Net Cash Available is included in the Unaudited Reconciliation of Cash and Cash Equivalents to Net Cash Position and Net Cash Available provided at the end of this release.

We define Total Net Debt as total principal face value of debt outstanding, the most directly comparable GAAP measure, less cash and cash equivalents or $50 million, whichever is smaller. Total Net Debt Leverage Ratio, as used herein, represents Total Net Debt divided by Adjusted EBITDA for the trailing twelve-month period. We present Total Net Debt and Total Net Debt Leverage Ratio as management monitors these items in evaluating our overall liquidity, financial flexibility and leverage, as well as our financial position relative to our credit agreements. Management believes that investors find these useful in evaluating the Company’s overall liquidity.


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Cautionary Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995. In this context, forward-looking statements often address our expected future business and financial performance, and often contain words such as “goal,” “target,” “future,” “estimate,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “project,” “may,” “should,” “designed to,” “in an effort to,” “will provide,” “look forward to,” or “will” and similar expressions to identify forward-looking statements. These statements are based upon management’s current expectations, assumptions and estimates and are not guarantees of timing, future events or performance. Actual results may differ materially from those contemplated in these statements, due to risks and uncertainties. Examples of forward-looking statements include, among others, statements the Company makes regarding its ability to execute on key initiatives and deliver ongoing improvements; regain revenue momentum, generate positive Adjusted EBITDA and Free Cash Flow; and improve the Company’s capital structure; integrate acquisitions and achieve future growth; drive growth of the gaming operations installed base and DWPU; continue expanding the portions of the gaming floor the Company’s games address; and create incremental value for its shareholders.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and changes in circumstances that are often difficult to predict and many of which are beyond our control. Our actual results and financial condition may differ materially from those indicated in forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, without limitation, the impact of the ongoing COVID-19 global pandemic on our business, operations and financial condition, our history of net losses and our ability to generate profits in the future; our substantial leverage and the related covenants that restrict our operations; our ability to generate sufficient cash to service all of our indebtedness, fund working capital, and capital expenditures; our ability to withstand unanticipated impacts of a pandemic outbreak of uncertain duration; our ability to withstand the loss of revenue during the closure of our customers’ facilities; our ability to maintain our current customers; our ability to compete in the gaming industry; our ability to execute on mergers, acquisitions and/or strategic alliances, including the timing and closing of acquisitions and our ability to integrate and operate such acquisitions consistent with our forecasts; our ability to access the capital markets to raise funds; expectations regarding our existing and future installed base and win per day; expectations regarding development and placement fee arrangements; inaccuracies in underlying operating assumptions; expectations regarding customers’ preferences and demands for future gaming offerings; expectations regarding our product portfolio; the overall growth of the gaming industry, if any; our ability to replace revenue associated with terminated contracts; margin degradation from contract renewals; technological obsolescence; our ability to comply with the Europay, MasterCard and Visa global standard for cards equipped with security chip technology; our ability to introduce new products and services, including third-party licensed content; gaming establishment and patron preferences; our ability to prevent, mitigate or timely recover from cybersecurity breaches, attacks and compromises; the level of our capital expenditures and product development; anticipated sales performance; employee turnover; national and international economic conditions; changes in global market, business and regulatory conditions arising as a result of the COVID-19 global pandemic; changes in gaming regulatory, card association and statutory requirements; regulatory and licensing difficulties that we may face; competitive pressures in the gaming and financial technology sectors; the impact of changes to tax laws; uncertainty of litigation outcomes; interest rate fluctuations; unanticipated expenses or capital needs and those other risks and uncertainties discussed in our most recent Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission on March 2, 2020 and our Form 10-Q filed today, August 4, 2020. Given these risks and uncertainties, there can be no assurance that the forward-looking information contained in this press release will in fact transpire or prove to be accurate. Readers are cautioned not to place undue reliance on the forward-looking statements contained herein, which are based only on information currently available to us and speak only as of the date hereof.
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This press release should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2019, and with the information included in our other press releases, reports and other filings with the SEC. Understanding the information contained in these filings is important in order to fully understand our reported financial results and our business outlook for future periods.

About Everi

Everi (NYSE: EVRI) is a leading supplier of imaginative entertainment and trusted technology solutions for the casino, digital, and gaming industry. With a focus on both customers and players, the Company develops entertaining games and gaming machines, gaming systems and services, and is the preeminent and most comprehensive provider of core financial products and services, player loyalty tools and applications, and intelligence and regulatory compliance solutions. Everi’s mission is to provide casino operators with games that facilitate memorable player experiences, offer seamless and secure financial transactions for casinos and their patrons, and deliver software tools and applications to improve casino operations efficiencies and fulfill regulatory compliance requirements. Everi provides these products and services in its effort to help make customers successful. For more information, please visit www.everi.com, which is updated regularly with financial and other information about the Company.

CONTACTS
Investor Relations
Everi Holdings Inc.
William Pfund
VP, Investor Relations
702-676-9513 or william.pfund@everi.com

JCIR
Richard Land, James Leahy
212-835-8500 or evri@jcir.com







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EVERI HOLDINGS INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE (LOSS) INCOME
(In thousands, except earnings per share amounts)
Three Months Ended June 30,Six Months Ended June 30,
2020    201920202019
Revenues
     Games revenues
         Gaming operations$13,859  $45,576  $59,545  $89,862  
     Gaming equipment and systems6,983  23,412  18,566  46,499  
         Gaming other11  391  32  445  
             Games total revenues20,853  69,379  78,143  136,806  
     FinTech revenues
         Cash access services10,034  39,696  47,007  80,528  
         Equipment3,404  7,835  9,756  14,863  
         Information services and other4,424  12,796  17,118  21,284  
             FinTech total revenues17,862  60,327  73,881  116,675  
               Total revenues38,715  129,706  152,024  253,481  
Costs and expenses
      Games cost of revenues
         Gaming operations1,681  3,726  6,226  7,850  
         Gaming equipment and systems4,071  13,432  10,895  25,961  
        Gaming other456  347  456  347  
             Games total cost of revenues6,208  17,505  17,577  34,158  
     FinTech cost of revenues
         Cash access services511  2,968  4,066  5,665  
         Equipment2,014  4,597  5,904  8,927  
         Information services and other324  970  1,198  1,928  
             FinTech total cost of revenues2,849  8,535  11,168  16,520  
     Operating expenses41,603  39,167  80,501  73,815  
     Research and development5,193  6,672  13,924  14,203  
     Depreciation16,294  15,258  32,537  30,047  
     Amortization19,295  17,690  38,619  33,987  
         Total costs and expenses91,442  104,827  194,326  202,730  
         Operating (loss) income(52,727) 24,879  (42,302) 50,751  
Other expenses
     Interest expense, net of interest income
19,822  20,433  37,321  40,833  
     Loss on extinguishment of debt80  —  7,457  —  
         Total other expenses19,902  20,433  44,778  40,833  
        (Loss) income before income tax(72,629) 4,446  (87,080) 9,918  
     Income tax benefit(4,148) (1,040) (5,145) (1,428) 
         Net (loss) income(68,481) 5,486  (81,935) 11,346  
     Foreign currency translation, net of tax304  (35) (1,654) 469  
         Comprehensive (loss) income$(68,177) $5,451  $(83,589) $11,815  

11


Three Months Ended June 30,Six Months Ended June 30,
2020201920202019
(Loss) earnings per share
          Basic$(0.80) $0.08  $(0.97) $0.16  
          Diluted$(0.80) $0.07  $(0.97) $0.15  
Weighted average common shares outstanding
          Basic85,122  71,477  84,873  70,909  
          Diluted85,122  79,158  84,873  77,211  


12


EVERI HOLDINGS INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Six Months Ended June 30,
 20202019
Cash flows from operating activities  
Net (loss) income $(81,935) $11,346  
Adjustments to reconcile net (loss) income to cash used in operating activities:  
Depreciation32,537  30,047  
Amortization38,619  33,987  
Non-cash lease expense2,195  2,018  
Amortization of financing costs and discounts1,941  1,789  
Loss on sale or disposal of assets101  1,121  
Accretion of contract rights3,170  4,318  
Provision for credit losses4,981  5,912  
Deferred income taxes(5,392) (1,748) 
Reserve for inventory obsolescence1,021  670  
Write-down of assets11,033  843  
Loss on extinguishment of debt7,457  —  
Stock-based compensation7,123  4,160  
Other non-cash items456  —  
Changes in operating assets and liabilities:  
Settlement receivables35,998  (161,117) 
Trade and other receivables12,202  (16,497) 
Inventory(9,880) (4,570) 
Other assets1,437  (20,518) 
Settlement liabilities(75,566) (3,478) 
Other liabilities(25,908) 24,060  
Net cash used in operating activities(38,410) (87,657) 
Cash flows from investing activities  
Capital expenditures(30,134) (45,683) 
Acquisitions, net of cash acquired(15,000) (20,000) 
Proceeds from sale of property and equipment86  50  
Placement fee agreements(875) (11,648) 
Net cash used in investing activities(45,923) (77,281) 
Cash flows from financing activities  
Proceeds from secured term loan125,000  —  
Borrowings under revolving credit facility35,000  —  
Repayments of unsecured notes(89,619) —  
Repayments of credit facility(13,500) (17,700) 
Fees associated with debt transactions(11,128) —  
Proceeds from exercise of stock options2,113  9,450  
Treasury stock(589) (980) 
Net cash provided by (used in) financing activities47,277  (9,230) 
Effect of exchange rates on cash and cash equivalents(1,732) 714  
Cash, cash equivalents and restricted cash  
Net decrease for the period(38,788) (173,454) 
Balance, beginning of the period296,610  299,181  
Balance, end of the period$257,822  $125,727  




13


EVERI HOLDINGS INC. AND SUBSIDIARIES
UNAUDITED RECONCILIATION OF CASH AND CASH EQUIVALENTS
TO NET CASH POSITION AND NET CASH AVAILABLE
(In thousands)
At June 30,At December 31, At June 30,
202020192019
Cash available  
Cash and cash equivalents $257,430  $289,870  $123,845  
Settlement receivables33,833  70,282  244,183  
Settlement liabilities(158,075) (234,087) (331,291) 
Net Cash Position133,188  126,065  36,737  
Undrawn revolving credit facility—  35,000  35,000  
Net Cash Available$133,188  $161,065  $71,737  

14


EVERI HOLDINGS INC. AND SUBSIDIARIES
UNAUDITED RECONCILIATION OF NET (LOSS) INCOME TO EBITDA AND ADJUSTED EBITDA AND TO FREE CASH FLOW
(In thousands)
Three Months Ended June 30, 2020Three Months Ended June 30, 2019
 GamesFinTechTotalGamesFinTechTotal
Net (loss) income  $(68,481)   $5,486  
Income tax benefit  (4,148)   (1,040) 
Loss on extinguishment of debt80  —  
Interest expense, net of interest income  19,822    20,433  
Operating (loss) income$(41,848)     $(10,879)     $(52,727) $2,552      $22,327      $24,879  
Plus: depreciation and amortization30,159  5,430  35,589  28,093  4,855  32,948  
EBITDA$(11,689) $(5,449) $(17,138) $30,645  $27,182  $57,827  
Non-cash stock compensation expense2,402  2,238  4,640  736  1,650  2,386  
Accretion of contract rights1,000  —  1,000  2,197  —  2,197  
Write-down of assets9,232  1,801  11,033  843  —  843  
Employee severance costs and other expenses1,578  1,122  2,700  —  —  —  
Non-recurring professional fees 30  582  612  298  519  817  
Other one-time charges456  —  456  —  —  —  
Adjusted EBITDA$3,009  $294  $3,303  $34,719  $29,351  $64,070  
Cash paid for interest(22,101) (27,079) 
Cash paid for capital expenditures(7,627) (23,489) 
Cash paid for placement fees(290) (6,319) 
Cash paid for income taxes, net (26) (201) 
Free Cash Flow$(26,741) $6,982  
* Rounding may cause variances.




















15



EVERI HOLDINGS INC. AND SUBSIDIARIES
UNAUDITED RECONCILIATION OF NET (LOSS) INCOME TO EBITDA AND ADJUSTED EBITDA AND TO FREE CASH FLOW
(In thousands)

Six Months Ended June 30, 2020Six Months Ended June 30, 2019
GamesFinTechTotalGamesFinTechTotal
Net (loss) income$(81,935) $11,346  
Income tax benefit(5,145) (1,428) 
Loss on extinguishment of debt7,457  —  
Interest expense, net of interest income37,321  40,833  
Operating (loss) income$(47,241) $4,940  $(42,302) $5,656  $45,095  $50,751  
Plus: depreciation and amortization60,472  10,684  71,156  55,249  8,785  64,034  
EBITDA$13,231  $15,624  $28,854  $60,905  $53,880  $114,785  
Non-cash stock compensation expense3,688  3,435  7,123  1,293  2,867  4,160  
Accretion of contract rights3,170  —  3,170  4,318  —  4,318  
Write-down of assets9,232  1,801  11,033  843  —  843  
Employee severance costs and other expenses1,578  1,122  2,700  —  —  —  
Foreign exchange loss83  1,199  1,282  —  —  —  
Non-recurring professional fees30  932  962  484  790  1,274  
Other one-time charges456  —  456  —  —  —  
Adjusted EBITDA$31,468  $24,113  $55,580  $67,843  $57,537  $125,380  
Cash paid for interest(32,956) (39,549) 
Cash paid for capital expenditures(30,134) (45,683) 
Cash paid for placement fees(875) (11,648) 
Cash refunded (paid) for income taxes, net52  (293) 
Free Cash Flow$(8,333) $28,207  
* Rounding may cause variances.








16


EVERI HOLDINGS INC. AND SUBSIDIARIES
UNAUDITED CALCULATION OF TOTAL NET DEBT LEVERAGE RATIO
(In thousands, except for ratio)
Trailing Twelve Months Ended
June 30, 2020June 30, 2019
Net (loss) income$(76,764) $17,618  
Income tax benefit(4,240) (9,547) 
Loss on extinguishment of debt7,637  —  
Interest expense, net of interest income74,332  81,405  
Operating income$965  $89,476  
Plus: depreciation and amortization139,257  131,123  
EBITDA$140,222  $220,599  
Non-cash stock compensation expense12,820  7,104  
Accretion of contract rights7,561  8,562  
Write-down of assets11,458  843  
Litigation accrual6,350  —  
Employee severance costs and other expenses2,700  —  
Foreign exchange loss1,282  —  
Asset acquisition expense, non-recurring professional fees and other681  1,682  
Other one-time charges456  —  
Adjustment of certain purchase accounting liabilities(129) (550) 
Adjusted EBITDA$183,401  $238,240  
Principal amount of outstanding debt(1)
$1,180,881  $1,147,207  
Less: cash and cash equivalents (2)
50,000  50,000  
Total Net Debt$1,130,881  $1,097,207  
Total Net Debt Leverage Ratio6.2 x4.6 x
(1)  Principal amount outstanding of senior secured term loan, the senior secured revolving credit facility and senior unsecured notes.
(2) The Company nets the lesser of cash and cash equivalents or $50 million against principal amount of outstanding debt, as provided in the Company's Amended Credit Facility.




17

v3.20.2
Cover Cover
Jun. 02, 2020
Cover Page [Abstract]  
Title of 12(b) Security Common Stock, $0.001 par value
Entity Address, Address Line One 7250 S. Tenaya Way
Entity Incorporation, State or Country Code DE
Entity File Number 001-32622
Document Type 8-K
Document Period End Date Aug. 04, 2020
Entity Registrant Name Everi Holdings Inc.
Entity Tax Identification Number 20-0723270
Entity Address, Address Line Two Suite 100
Entity Address, City or Town Las Vegas
Entity Address, State or Province NV
Entity Address, Postal Zip Code 89113
City Area Code 800
Local Phone Number 833-7110
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Trading Symbol EVRI
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001318568
Amendment Flag false