8-K - ACEL - Equibles

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

Date of Report (Date of earliest event reported): March 16, 2020

ACCEL ENTERTAINMENT, INC.

(Exact name of registrant as specified in its charter)

Delaware			001-38136		98-1350261
(State or other jurisdiction<br><br>of incorporation)			(Commission<br><br>File Number)		(IRS Employer<br><br>Identification No.)
140 Tower Drive
Burr Ridge	,	Illinois		60527
(Address of principal executive offices)				(Zip Code)

(630) 972-2235

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

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 class	Trading symbol(s)	Name of each exchange on which registered
Class A-1 common stock, par value $0.0001 per share	ACEL	New York Stock Exchange
Warrants, each whole Warrant exercisable for one share of Class A-1 common stock at an exercise price of $11.50 per share	ACEL-WS	New 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 March 16, 2020, Accel Entertainment, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter ended December 31, 2019 and the fiscal year then ended. Copies of the Company’s press release and investor presentation are attached and furnished herewith as Exhibits 99.1 and 99.2 to this Form 8-K and are incorporated herein by reference.

Information in this report (including Exhibits 99.1 and 99.2) furnished pursuant to Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section.

The Company announces material information to the public through a variety of means, including filings with the Securities and Exchange Commission, press releases, public conference calls, and the Company’s investor relations website (https:// ir.accelentertainment.com) as means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit<br><br>Number	Description
99.1*	Press Release dated March 16, 2020
99.2*	Accel Investor Presentation - Fourth Quarter Earnings Presentation

* Filed herewith.

SIGNATURE

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.

	ACCEL ENTERTAINMENT, INC.
Date: March 16, 2020	By:	/s/ Brian Carroll
		Brian Carroll
		Chief Financial Officer

accelentertainmentannoun

Accel Entertainment Announces Full-Year 2019 Operating Results March 16, 2020 07:30 AM Eastern Daylight Time CHICAGO--(BUSINESS WIRE)--Accel Entertainment, Inc. (NYSE: ACEL) today announced certain financial and operating results for full-year ended December 31, 2019. Accel 2019 Highlights: On September 16, 2019, Accel completed its acquisition of 100% of the outstanding membership interests of Grand River Jackpot, LLC (“Grand River”) On November 20, 2019, Accel completed a business combination with TPG Pace Holdings to become the first publicly listed gaming-as-a-service company Ended the year with 2,312 locations; an increase of 37% compared to 2018 (10% excluding the impact of the Grand River acquisition) Ended the year with 10,499 video game terminals (“VGTs”); an increase of 37% compared to 2018 (12% excluding the impact of the Grand River acquisition) Full Year 2019 Total Revenues of $424 million, an increase of 28% compared to 2018 Full Year 2019 Adjusted EBITDA of $80 million, an increase of 25% compared to 2018 Accel Entertainment CEO Andy Rubenstein commented, “2019 was a transformational year for Accel. We are extremely pleased with the record numbers we saw across the board both in terms of financial and operational results. The Grand River acquisition and business combination with TPG Pace Holdings created a platform positioning Accel to capitalize on the many growth opportunities in front of us. We enter 2020 with significant momentum to build a large-scale company that, with unique assets and long-term contracts, can generate steady top-line growth. At this time, it is difficult to fully handicap the duration and severity of COVID-19. Once we have more visibility, we will provide financial guidance for 2020. Please know we are focused on the well-being of our stakeholders: our employees, partners, customers, and suppliers.” /

Consolidated Statements of Operations, Cash Flows and Other Data As of and for the Year Ended December 31, (in thousands, except key metrics data) 2019 2018 2017 Consolidated Statements of Operations Data: Total net revenues $424,385 $331,993 $248,435 Operating income 13,336 24,869 18,170 Income before income tax expense (665) 15,225 10,065 Net (loss) income (5,864) 10,803 8,311 Consolidated Statements of Cash Flows Data: Net cash provided by operating activities $45,565 $44,343 $33,097 Net cash used in investing activities (151,532) (73,547) (70,870) Net cash provided by financing activities 139,141 46,122 59,081 Other Financial Data: Adjusted EBITDA(1) $79,594 $63,815 $46,865 Adjusted net income(2) $22,695 $23,136 $17,310 Key Metrics: Licensed establishments(3) 2,312 1,686 1,442 Video gaming terminals(4) 10,499 7,649 6,439 Average remaining contract term (years)(5) 6.9 7.6 8.3 Hold-per-day (6) (in whole dollars) $130 $125 $115 /

(1) Adjusted EBITDA is defined as net (loss) income plus amortization of route and customer acquisition costs and location contracts acquired; stock-based compensation expense; other expenses, net; tax effect of adjustments; depreciation and amortization of property and equipment; interest expense; and provision for income taxes. For additional information on Adjusted EBITDA and a reconciliation of net (loss) income to Adjusted EBITDA, see “Non-GAAP Financial Measures—Adjusted EBITDA and Adjusted net income.” (2) Adjusted Net income is defined as net (loss) income plus amortization of route and customer acquisition costs and location contracts acquired; stock-based compensation expense; other expenses, net; and tax effect of adjustments. For additional information on Adjusted net income and a reconciliation of net (loss) income to Adjusted net income, see “Non-GAAP Financial Measures— Adjusted EBITDA and Adjusted net income.” (3) Based on Scientific Games International third-party terminal operator portal data which is updated at the end of each gaming day and includes licensed establishments that may be temporarily closed but still connected to the central system. This metric is utilized by Accel to continually monitor growth from existing locations, organic openings, acquired locations, and competitor conversions. (4) Based on Scientific Games International third-party terminal operator portal data which is updated at the end of each gaming day and includes VGTs that may be temporarily shut off but still connected to the central system. This metric is utilized by Accel to continually monitor growth from existing locations, organic openings, acquired locations, and competitor conversions. (5) Calculated by determining the average expiration date of all outstanding contracts, and then subtracting the applicable measurement date. The IGB limited the length of contracts entered into after February 2, 2018 to a maximum of eight years with no automatic renewals. (6) Calculated by dividing the difference between cash deposited in all VGTs and tickets issued to players by the average number of VGTs in operation during the period being measured, and then further dividing such quotient by the number of days in such period. /

Non-GAAP Financial Measures For the Year Ended December 31, (in thousands) 2019 2018 2017 Net (loss) income ($5,864) $10,803 $8,311 Adjustments: Amortization of route and customer acquisition costs and location contracts acquired(1) 17,975 14,681 9,792 Stock-based compensation(2) 2,236 453 804 Other expenses, net(3) 19,649 3,030 1,331 Tax effect of adjustments(4) (11,301) (5,831) (2,928) Adjusted net income $22,695 $23,136 $17,310 Depreciation and amortization of property and equipment 26,398 20,782 16,768 Interest expense 12,860 9,644 8,105 Income tax expense 16,500 10,253 4,682 Loss on debt extinguishment 1,141 - - Adjusted EBITDA $79,594 $63,815 $46,865 (1) Route and customer acquisition costs consist of upfront cash payments and future cash payments to third party sales agents to acquire the licensed video gaming establishments that are not connected with a business combination. Accel amortizes the upfront cash payment over the life of the contract, including expected renewals, beginning on the date the location goes live, and recognizes non-cash amortization charges with respect to such items. Future or deferred cash payments, which may occur based on terms of the underlying contract, are generally lower in the aggregate as compared to established practice of providing higher upfront payments, and are also capitalized and amortized over the remaining life of the contract. Future cash payments do not include cash costs associated with renewing customer contracts as Accel does not generally incur significant costs as a result of extension or renewal of an existing contract. Location contracts acquired in a business combination are recorded at fair value as part of the business combination accounting and then amortized as an intangible asset on a straight-line basis over the expected useful life of the contract of 10 years. “Amortization of route and customer acquisition costs and location contracts acquired” aggregates the non-cash amortization charges relating to upfront route and customer acquisition cost payments and location contracts acquired. (2) Stock-based compensation consists of options, restricted stock units and warrants. (3) Other expenses, net consists of (i) non-cash expenses including the remeasurement of contingent consideration liabilities, (ii) non-recurring expenses including expenses relating to lobbying efforts and legal expenses in Pennsylvania, lobbying efforts in Missouri and a settlement in connection with a gaming acquisition, and (iii) non-recurring expenses associated with the Business Combination. (4) Calculated by excluding the impact of the non-GAAP adjustments from the current period tax provision calculations. Conference Call /

Accel will host an investor conference call on March 16, 2020 at 11am Central (12 p.m. Eastern) to discuss these operating and financial results. Interested parties may join the webcast by dialing (877) 207-9899, Event ID: 2229427#. A replay of the webcast will be posted on Accel's website following completion of the call. About Accel Accel is a leading distributed gaming operator in the United States on an Adjusted EBITDA basis, and a preferred partner for local business owners in the Illinois market. Accel’s business consists of the installation, maintenance and operation of VGTs, redemption devices that disburse winnings and contain ATM functionality, and other amusement devices in authorized non-casino locations such as restaurants, bars, taverns, convenience stores, liquor stores, truck stops, and grocery stores. Forward Looking Statements This press release may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “target,” “plan,” “outlook” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the Securities and Exchange Commission (“SEC”). All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law. Non-GAAP Financial Information This press release includes certain financial information not prepared in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”), including Adjusted EBITDA. Adjusted EBITDA is a non-GAAP financial measure and is a key metric used to monitor ongoing core operations. Management of Accel believes Adjusted EBITDA enhances the understanding of Accel’s underlying drivers of profitability and trends in Accel’s business and facilitate company-to- company and period-to-period comparisons, because this non-GAAP financial measure excludes the effects of certain non-cash items or represent certain nonrecurring items that are unrelated to core performance. Management of Accel also believes that this non-GAAP financial measure is used by investors, analysts and other interested parties as measures of financial performance. Although Accel excludes amortization of route and customer acquisition costs and location contracts acquired from Adjusted EBITDA, Accel believes that it is important for investors to understand that these route, customer and location contract acquisitions contribute to revenue generation. Any future acquisitions may result in amortization of route and customer acquisition costs and location contracts acquired. Adjusted EBITDA is not a recognized term under GAAP. This non-GAAP financial measure excludes some, but not all, items that affect net income, and this measure may vary among companies. This non-GAAP financial measure is unaudited and has important limitations as an analytical tool, should not be viewed in isolation and does not purport to be an alternative to net income as indicators of operating performance. Contacts Eric Bonach Abernathy MacGregor 212-371-5999 ejb@abmac.com /

accel2019resultspresenta

Fourth Quarter Earnings Presentation March 2020 ACCEL ENTERTAINMENT, INC.

Important Information Forward-Looking Statements This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, contained in this presentation are forward-looking statements, including, but not limited to, statements regarding our strategy, prospects, plans, objectives, future operations, future revenue and earnings, projected margins and expenses, markets for our services, potential acquisitions or strategic alliances, financial position, and liquidity and anticipated cash needs and availability. The words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “will,” “would,” and similar expressions or the negatives thereof are intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. These forward-looking statements represent our current reasonable expectations and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance and achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. We cannot guarantee the accuracy of the forward-looking statements, and you should be aware that results and events could differ materially and adversely from those contained in the forward-looking statements due to a number of factors including, but not limited to: Accel’s ability to operate in existing markets or expand into new jurisdictions, Accel’s ability to manage its growth effectively, Accel’s ability to offer new and innovative products and services that fulfill the needs of licensed establishment partners and create strong and sustained player appeal, Accel’s dependence on relationships with key manufacturers, developers and third parties to obtain VGTs, amusement machines, and related supplies, programs, and technologies for its business on acceptable terms, the negative impact on Accel’s future results of operations by the flow froth in demand for VGTs and by the flow growth of new gaming jurisdictions, Accel’s heavy dependency on its ability to win, maintain and renew contracts with licensed establishment partners, unfavorable economic conditions or decreased discretionary spending due to other factors such as terrorist activity or threat thereof, epidemics or other public health issues, civil unrest or other economic or political uncertainties, that could adversely affect Accel’s business, results of operations, cash flows and financial conditions and other risks and uncertainties indicated from time to time in documents filed or to be filed with the Securities and Exchange Commission ("SEC"). Accordingly, forward-looking statements, including any projections or analysis, should not be viewed as factual and should not be relied upon as an accurate prediction of future results. The forward-looking statements contained in this presentation are based on our current expectations and beliefs concerning future developments and their potential effects on the Accel. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control), or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward- looking statements. These risks and uncertainties include, but are not limited to, those factors described in the section entitled “Risk Factors” in the Annual Report on Form 10-K filed by Accel with the SEC, as well as Accel’s other filings with the SEC. Except as required by law, we do not undertake publicly to update or revise these statements, even if experience or future changes make it clear that any projected results expressed in this presentation or future quarterly reports, press releases or company statements will not be realized. In addition, the inclusion of any statement in this presentation does not constitute an admission by us that the events or circumstances described in such statement are material. We qualify all of our forward-looking statements by these cautionary statements. In addition, the industry in which we operate is subject to a high degree of uncertainty and risk due to a variety of factors including those described in the section entitled “Risk Factors.” These and other factors could cause our results to differ materially from those expressed in this presentation. Industry and Market Data Unless otherwise indicated, information contained in this presentation concerning our industry and the markets in which we operate, including our general expectations and market position, market opportunity, and market size, is based on information from various sources, on assumptions that we have made that are based on those data and other similar sources, and on our knowledge of the markets for our services. This information includes a number of assumptions and limitations, and you are cautioned not to give undue weight to such information. In addition, projections, assumptions, and estimates of our future performance and the future performance of the industry in which we operate are necessarily subject to a high degree of uncertainty and risk due to a variety of factors, including those described in the Annual Report on Form 10-K filed by Accel with the SEC, as well as Accel’s other filings with the SEC. These and other factors could cause results to differ materially from those expressed in the estimates made by third parties and by us. Use of Non-GAAP Financial Measures This presentation includes non-GAAP financial measures, including Adjusted EBITDA. Adjusted EBITDA is defined as net (loss) income plus amortization of route and customer acquisition costs and location contracts acquired; stock-based compensation expense; other expenses, net; tax effect of adjustments; depreciation and amortization of property and equipment; interest expense; and provision for income taxes.. Management believes that these non-GAAP measures of financial results enhance the understanding of Accel’s underlying drivers of profitability and trends in Accel’s business and facilitate company-to-company and period-to period comparisons, because these non-GAAP financial measures exclude the effects of certain non-cash items or represent certain nonrecurring items that are unrelated to core performance. Management of Accel also believes that these non-GAAP financial measures are used by investors, analysts and other interested parties as measures of financial performance and to evaluate Accel’s ability to fund capital expenditures, service debt obligations and meet working capital requirements. See the slide entitled “Non-GAAP to GAAP Reconciliation” on page 16 for additional information. ACCEL ENTERTAINMENT, INC. 2

Introduction to Accel High Quality Service Company in Gaming Vertical Strong Track Record of Growth Annual Adjusted EBITDA(1) $mm 80 64 59% CAGR 47 33 26 Accel owns and operates approximately 10,500 Video 19 Gaming Terminals (“VGTs”) across 2,312 third-party 5 licensed establishments in Illinois. Accel operates more VGTs than all 10 Illinois casinos combined and expects to 2013A 2014A 2015A 2016A 2017A 2018A 2019A add ~1,500 VGTs in 2020, the equivalent of more than an entire Illinois Casino Contracted, Recurring Revenue Disciplined Stewards of Capital 8 Year Contracts Average Residual Contract Length: Balance Sheet Strength (2) 6.9 Years Conservative Net Leverage $194mm Net Debt(4) 98% Contract Renewal Rate(3) Recent legislation provides significant embedded opportunity for additional growth Backlog of contracted locations waiting to go-live 1. Adjusted EBITDA is a non-GAAP financial measures that may not be comparable to other similarly titled measures of other companies. Accel does not consider this non-GAAP measure in isolation or as an alternative to similar financial measures determined in accordance with GAAP. For more information with respect to these Non-GAAP financial measures, see page 2 “Use of Non-GAAP Financial Measures,” and for a reconciliation of each of these measures to their most directly comparable GAAP measure, see page 16 "Non-GAAP to GAAP Reconciliation.” 2. Average residual contract length excluding legacy Grand River Locations is 7.2 years. 3. Voluntary contract renewal rate for the 3 years ending December 31, 2019. 4. Net Debt is Total Debt, less cash and $30mm of convertible notes. ACCEL ENTERTAINMENT, INC. 3

Record YE 2019 Results YE 2018 YE 2019(1) % Change Standalone: 1,860 Standalone: +10% Locations 1,686 w/GRJ: 2,312 w/GRJ: +37% Standalone: 8,591 Standalone: +12% VGTs 7,649 w/GRJ: 10,499 w/GRJ: +37% Revenue $332M $424M +28% Adj. $64M $80M +25% EBITDA(2) Capex $23M $21M (8%) M&A $100M Transaction $51M $30M Convertible Note Value 1. Includes Grand River Jackpot results following closing between September 16, 2019 and December 31, 2019. 2. With respect to Non-GAAP financial measures, see page 2 "Use of Non-GAAP Financial Measures" under Important Information, and for a reconciliation of each of these measures to their most directly comparable GAAP measure, see page 14 "Non-GAAP to GAAP Reconciliation.” ACCEL ENTERTAINMENT, INC. 4

Key KPIs – Industry-Leading Growth Locations (#) Revenue ($mm) +37% +28% 2,312 424 1,686 1,442 332 1,162 248 173 2016 2017 2018 2019 2016 2017 2018 2019 Video Gaming Terminals (#) Adjusted EBITDA ($mm)(2) +26% +37% 80 10,499 64 7,649 6,439 47 4,947 33 2016 2017 2018 2019 2016 2017 2018 2019 Average Hold-per-Day ($)(1) Average Remaining Contract Length 125 133 Accel 115 (Ex. GRJ) 8.3 Accel 105 7.1 7.6 7.2 (Ex. GRJ) 130 Accel Actual (w/GRJ) Accel Actual 6.9 (w/GRJ) 2016 2017 2018 2019 2016 2017 2018 2019 1. Hold-per-Day (HPD) is calculated by dividing the difference between cash deposited all VGTs and tickets issued to players by the average number of VGTs in operation during the period being measured, and then dividing the calculated amount by the number of days in such period. 2. Adjusted EBITDA is a non-GAAP financial measure that may not be comparable to other similarly titled measures of other companies. Accel does not consider this non-GAAP measure in isolation or as an alternative to similar financial measures determined in accordance with GAAP. For more information with respect to these Non-GAAP financial measures, see page 2 “Use of Non-GAAP Financial Measures,” and for a reconciliation of each of these measures to their most directly comparable GAAP measure, see page 14 "Non-GAAP to GAAP Reconciliation.” ACCEL ENTERTAINMENT, INC. 5

Accel Quarterly KPIs End of Period Live Locations / VGTs (#) Hold per Day(1) ($) YoY Growth (%) VGTs VGTs Ex. Grand River 10,346 10,499 +4% +7% +1% +3% Locations Ex. GRJ $139 Locations Ex. Grand River $134 $131 $129 $130 $124 $126 $128 8,448 8,591 $122 7,935 8,082 w/GRJ 7,649 2,290 2,312 7,001 6,607 6,743 1,686 1,740 1,762 1,838 1,860 1,473 1,495 1,551 Q1 Q2 Q3 Q4 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 2018 2019 Revenue ($mm) Adjusted EBITDA(2) ($mm) YoY Growth (%) YoY Growth (%) +24% +29% +24% +33% +24% +30% +25% +24% $121 $104 $21 $21 $97 $101 $20 $91 $18 $17 $78 $81 $82 $16 $16 $15 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 2018 2019 2018 2019 1. Hold-per-Day (HPD) is calculated by dividing the difference between cash deposited all VGTs and tickets issued to players by the average number of VGTs in operation during the period being measured, and then dividing the calculated amount by the number of days in such period. 2. Adjusted EBITDA is a non-GAAP financial measure that may not be comparable to other similarly titled measures of other companies. Accel does not consider this non-GAAP measure in isolation or as an alternative to similar financial measures determined in accordance with GAAP. For more information with respect to these Non-GAAP financial measures, see page 2 “Use of Non-GAAP Financial Measures,” and for a reconciliation of each of these measures to their most directly comparable GAAP measure, see page 14 "Non-GAAP to GAAP Reconciliation.” ACCEL ENTERTAINMENT, INC. 6

Accel Revenue Growth Outstripping Industry at Large Year-over-Year Revenue Growth (%) 45% 44% 33% 29% 28% 24% 24% 23% 17% 16% 14% 14% 14% 11% 11% 11% 4% 4% 3% 3% 3% 2% 2% 1% 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 Gross Gaming Revenue Growth (Ex. LV Strip) Illinois VGT Revenue Accel Revenue Accel has grown revenue well in excess of the broader industry over the last two years Source: Accel management, SunTrust Robinson Humphrey Research, Illinois Gaming Board. ACCEL ENTERTAINMENT, INC. 7

The Year Ahead ▪ Ryan Hammer hired as President of Gaming Build up Team and Operations ▪ Michael Marino hired as Chief Commercial Officer Infrastructure to Industry ▪ Investment in back office and public company Leading Support Growth compliance ▪ Investment in sales and finance team Gaming Bill Revenue Enhancers Strong Growth Pipeline New Services 6th VGT Illinois ▪ Add additional services for our locations given our relationship ▪ Slower than expected ▪ Go-lives on backlog of signed manager model implementation of regulations locations delayed rollout until mid-January ▪ Active sales force signing greenfield ▪ Quick pace of deployment, installing locations new machines daily ▪ Converting competitor locations Sports Betting ▪ Evaluating numerous options to Higher Bet Limits / New Software Other States leverage Accel’s distributed position ▪ Software rollout and implementation ▪ Potential gaming legislation in new across the state has been delayed but large scale states including Missouri upgrades expected to be ready ▪ Evaluating existing Georgia market shortly ▪ More than expected M&A ▪ Expect most of deployment opportunities complete by end of Q3 2020 Making targeted investments to accelerate growth ACCEL ENTERTAINMENT, INC. 8

Leadership Team Additions Executive Relevant Experience ▪ As president of gaming operations Ryan will lead the company’s video gaming business ▪ More than 16 years of gaming experience working in various roles at Caesars Entertainment Ryan Hammer ▪ Most recently served as Senior Vice President & General Manager, where he President of Gaming oversaw operations at Bally’s, Paris, and Planet Hollywood Operations ▪ B.S. in Finance from Southern Illinois University, an MBA from Indiana University’s Kelley School of Business, and a J.D. from Indiana University’s Maurer School of Law ▪ Board member for both the Las Vegas Monorail Company and Junior Achievement of Southern Nevada ▪ As Chief Commercial Officer, Michael will lead the company’s strategic development ▪ Total of 17 years of marketing, analytics, strategy and M&A experience at Caesars Entertainment (8 years), Bain & Company (4 years) and Capital One Financial (5 Michael Marino years) ▪ Most recently served the last three years as Senior Vice President of Marketing and Chief Commercial Chief Experience Officer where he managed the end-to-end customer journey Officer including oversight of Caesars Rewards, the gaming industry’s leading loyalty program, partnerships, media, brand, digital and online hotel distribution ▪ BS (Computer Science) from the University of Virginia and MBA from the Darden School of Business at the University of Virginia Ryan and Michael bring significant gaming experience from Caesars and will work to help accelerate Accel’s growth ACCEL ENTERTAINMENT, INC. 9

Regulatory Update • Recent Illinois Legislation allows for the addition of a 6th machine at each location, and up to 10 total machines at certain qualified truck stops 6th VGT • The IGB gave approval to start installing 6th machines on January 13th • Accel expects to install 6th machines at 1,000 locations by the end of Q3 • New legislation increases the max allowable bet from $2 to $4, and increases the max payout from $500 to $1,199 Increased Bet • Higher bet/win limits require a software update to be developed and deployed by each Limits / New VGT manufacturer, which are at varying levels of readiness Software • ~50% of machines will require a site visit to complete the upgrade • Expect to have update substantially complete by the end of Q3 • Missouri House Bill (“HB”) 2088 would allow VGTs and sports betting in certain areas of the state. Bars would be allowed to operate 5 VGTs per location, while truck stops and fraternal organizations would be allowed 10 VGTs per location. HB 2088 was recently Missouri approved by the Missouri House Special Committee and is expected to have a full House Legislation floor vote by the end of Q1 2020 • Accel’s strong position in southwestern Illinois (reinforced by the acquisition of Grand River Jackpot) can act as a staging point to enter Missouri in the event legislation is passed • Georgia currently allows coin-operated skill based games, primarily in convenience Georgia stores Expansion • Accel is evaluating ways to enter the Georgia market and expand gaming to higher quality locations ACCEL ENTERTAINMENT, INC. 10

Accel has a Straightforward Value Creation Plan 2019 Accomplishments 2020 In-Progress Execute on Benefit from IL Invest for Backlog to Gaming Sustained Use Strong Deliver Growth Expansion Growth Balance Sheet New Locations 6th VGT per Accretive M&A Accretive M&A Location Competitor New States Share Buybacks Conversion Higher Bet Limits New Products Dividends Refill backlog with new sales M&A Synergies Accel is executing on its strategic vision to drive value creation for shareholders ACCEL ENTERTAINMENT, INC. 11

Historical Financial Summary Twelve Months Ended Three Months Ended $ in millions, except where indicated December 31, December 31, 2016 2017 2018 2019 # Locations 1,162 1,442 1,686 2,312 # VGTs 4,947 6,439 7,649 10,499 Net Video Gaming Revenue 168 240 322 411 Other Revenue 5 8 10 14 Gross Revenues 173 248 332 424 % YoY Growth 43% 34% 28% less: Video Gaming Expenses(1) (110) (157) (211) (272) Gross Profit 64 91 121 152 % Margin 37% 37% 37% 36% less: G&A Expenses (31) (45) (58) (75) EBITDA 32 46 63 77 Adj. EBITDA 33 47 64 80 % Margin 19% 19% 19% 19% % YoY Growth 41% 36% 25% less: D&A of Property & Equipment (13) (17) (21) (26) less: Amorization of Op Routes (6) (10) (15) (18) EBIT 14 20 28 33 less: Other Expenses 0 (1) (3) (20) less: Interest Expense (5) (8) (10) (13) less: Income Taxes (3) (2) (4) (5) less: Loss on debt extinguishment -- -- -- (1) Reported Net Income (Loss) 5 8 11 (6) Adjusted Net Income 9 17 23 23 1. Video Gaming Expenses includes Illinois state gaming taxes, Scientific Gaming revenue sharing, and Location revenue sharing. 2. Adjusted EBITDA and Adjusted Net Income are non-GAAP financial measures that may not be comparable to other similarly titled measures of other companies. Accel does not consider these non-GAAP measures in isolation or as an alternative to similar financial measures determined in accordance with GAAP. For more information with respect to these Non-GAAP financial measures, see page 2 “Use of Non-GAAP Financial Measures,” and for a reconciliation of each of these measures to their most directly comparable GAAP measure, see page 16 "Non-GAAP to GAAP Reconciliation.” ACCEL ENTERTAINMENT, INC. 12

Accel Balance Sheet December 31, $ in millions 2018 2019 Assets Current Assets: Cash $92 $125 Investment in convertible notes (current) – $11 Other current assets $10 $15 Total current assets $102 $151 Property and equipment, net $92 $119 Route and customer acquisition costs, net $14 $17 Location contracts acquired, net $126 $167 Goodwill – $35 Investment in convertible notes, less current portion – $19 Other assets $1 $1 Total assets $335 $509 Liabilities and Stockholders' Equity Current liabilities: Short Term Debt and Current Maturities $63 $15 Accrued state and location gaming expense $6 $8 Other Current Liabilities $17 $32 Total current liabilities $86 $55 Long-term liabilities: Long-term debt $169 $335 Other liabilities $23 $34 Total liabilities $278 $424 Total stockholders' equity $57 $86 Total liabilities and stockholders' equity $335 $509 ACCEL ENTERTAINMENT, INC. 13

Non-GAAP to GAAP Reconciliation Twelve Months Ended Nine Months Ended $ in millions, except where indicated December 31, September 30, Standalone Accel 2016 2017 2018 2019 Reported Net Income 5 8 11 (6) (+) Amorization of Op Routes 6 10 15 18 (+) Stock Based Comp(1) 1 1 0 2 (+) Other Expenses (0) 1 3 20 (+) Tax effect of adjustments(2) (3) (3) (6) (11) Adjusted Net Income 9 17 23 23 (+) D&A of Property & Equipment 13 17 21 26 (+) Interest Expense 5 8 10 13 (+) Provision for Income Taxes 6 5 10 17 (+) Loss on debt extinguishment – – – 1 Adjusted EBITDA 33 47 64 80 Three Months Ended Three Months Ended Nine Months Ended $ in millions March 31, June 30, September 30, December 31, March 31, June 30, September 30, December 31, Standalone Accel 2018 2018 2018 2018 2019 2019 2019 2019 Reported Net Income 5 4 2 (1) 4 4 (2) (13) (+) Amorization of Op Routes 3 3 4 4 4 5 4 5 (+) Stock Based Comp(1) 0 0 0 0 0 0 0 2 (+) Other Expenses 0 1 1 1 1 1 6 12 (+) D&A of Property & Equipment 5 5 5 6 6 6 7 8 (+) Interest Expense 2 2 2 3 3 3 3 3 (+) Provision for Income Taxes 0 0 0 4 2 2 (1) 2 (+) Loss on debt extinguishment – – – – – – – 1 Adjusted EBITDA 16 16 15 17 20 21 18 21 1. Stock-based compensation consists of options, restricted stock units and warrants 2. Calculated by excluding the impact of the non-GAAP adjustments from the current period tax provision calculations Note: With respect to Non-GAAP financial measures, see page 2 "Use of Non-GAAP Financial Measures" under Important Information ACCEL ENTERTAINMENT, INC. 14