acel-20211022

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 22, 2021

ACCEL ENTERTAINMENT, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-38136

98-1350261

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

140 Tower Drive

Burr Ridge

Illinois

60527

(Address of principal executive offices)

(Zip Code)

(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

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 1.01 Entry into a Material Agreement.

On October 22, 2021, in order to amend its existing Credit Agreement, dated November 13, 2019, (as amended, the “Credit Agreement”), Accel Entertainment, Inc. (the “Company”) and the other parties thereto entered into Amendment No. 2 to the Credit Agreement (the “Credit Agreement Amendment”) with Capital One, National Association as administrative agent, collateral agent, issuing bank and swingline lender. The Credit Agreement Amendment, among other things, provides for (i) an increase in the amount of the revolving credit facility from $100.0 million to $150.0 million, (ii) a $350.0 million initial term loan facility, the proceeds of which were applied to refinancing existing indebtedness and (iii) a new $400.0 million delayed draw term loan facility available to finance acquisitions or other investments (and pay related amounts) and/or to refinance, repay or prepay existing debt used to finance acquisitions or other investments. The maturity date of the Credit Agreement Amendment was extended to October 22, 2026. The interest rate and covenants remain unchanged.

The foregoing summary and description of the Credit Agreement Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement Amendment, a copy of which is filed as Exhibit 10.9(B) with this Current Report on Form 8-K and is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under “Item 1.01 Entry into a Material Definitive Agreement” is incorporated in this Item 2.03 by reference.

Item 8.01. Other Events

On October 25, 2021, the Company issued a press release announcing the Credit Agreement Amendment. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

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: October 26, 2021	By:	/s/ Brian Carroll
		Brian Carroll
		Chief Financial Officer


Exhibit Number						Description

10.9(B)						Amendment No. 2 to the Credit Agreement, by and among the Registrant, Capital One, National Association and the other parties thereto, dated November 13, 2019
99.1						Press Release dated October 25, 2021
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)