SGMS Scientific Games Corp.

Risks

• Our future results of operations may be negatively impacted by slow growth or declines in the replacement cycle of gaming machines and by the slow growth of new gaming jurisdictions or slow addition of casinos in existing jurisdictions.
• Our future results of operations may be negatively impacted by ownership changes and consolidation in the gaming industry, including by casino operators.
• Gaming opponents persist in their efforts to curtail the expansion of legalized gaming, which, if successful, could limit the growth of our operations.
• Our success depends upon our ability to adapt to, and offer products and services that keep pace with, changing technology and evolving industry standards.
• We invest significant resources in our R&D efforts, which may not lead to successful or commercially viable new technologies, services or products.
• Our success depends on our ability to produce new and innovative products and services that respond to customer demand and create strong and sustained player appeal.
• We and our industries are subject to strict government regulations that may limit our existing operations, have an adverse impact on our ability to grow and affect our license eligibility or expose us to fines or other penalties.
• Legislative interpretation and enforcement of certain gaming or sports wagering activities could adversely affect financial performance and reputation.
• Regulators and investors may perceive gaming or sports wagering suppliers and operators similarly, and consider their respective regulatory risk to be similar.
• Failure of our technological blocking systems could result in violations of laws or regulations and have a material adverse effect on our operations, financial performance and prospects.
• Expectations of a shift to regulated online gaming or sports wagering may not come to fruition.
• We may not be able to capitalize on the expansion of internet or other forms of interactive gaming or other trends and changes in the gaming, lottery, social and digital gaming industries, including due to laws and regulations governing these industries.
• Our SciPlay business largely depends upon our relationships with key third-party platform providers, who we rely on to make our games available to players and to collect revenue, and changes in those relationships could negatively impact our SciPlay business.
• Our business depends on the protection of our intellectual property and proprietary information.
• We rely on the ability to use the intellectual property rights of third parties.
• The intellectual property rights of others may prevent us from developing new products and services, entering new markets or may expose us to liability or costly litigation.
• Our success depends on the security and integrity of the systems and products we offer, and security breaches or other disruptions could compromise our information or the information of our customers and expose us to liability, which would cause our business and reputation to suffer.
• We rely on information technology and other systems, and any failures in our systems or errors, defects or disruptions in our products and services could diminish our brand and reputation, subject us to liability and have disrupted and could disrupt our business and adversely impact our results.
• If we or a company we acquire sustains cyber-attacks or other privacy or data security incidents that result in security breaches, we could suffer a loss of sales and increased costs, exposure to significant liability, reputational harm, regulatory fines or punishment and other negative consequences.
• Data privacy and security laws and regulations in the jurisdictions in which we do business could increase the cost of our operations and subject us to possible sanctions and other penalties
• If we are unable to successfully implement our new global enterprise resource planning system, it could disrupt our business or have a material adverse effect on our results of operations, cash flows and financial condition.
• If we are not able to maintain adequate internal control over our financial reporting, it could adversely affect our reputation and business.
• Our inability to complete acquisitions and integrate those businesses successfully could limit our growth or disrupt our plans and operations.
• We may not achieve some or all of the anticipated benefits of SciPlay being a standalone public company, which could negatively impact our business, financial conditional and results of operation.
• We have incurred, and may continue to incur, restructuring costs, the benefits of which are unpredictable and may not be achieved.
• Our products and services may be subject to complex revenue recognition standards, which could materially affect our financial results.
• We may incur additional impairment charges.
• Our results of operations fluctuate due to seasonality and other factors and, therefore, our periodic operating results are not guarantees of future performance.
• We depend on our suppliers and contract manufacturers, and any failure of these parties to meet our performance and quality standards or requirements could cause us to incur additional costs or lose customers.
• We have foreign operations which expose us to business and legal risks, including compliance with anti-corruption laws, and a portion of our revenue and expenses are denominated in British Pounds Sterling, Australian Dollars and Euros, which subjects us to foreign currency exchange rate fluctuations and other risks.
• The continuing uncertainty surrounding the U.K.’s withdrawal from the EU may adversely affect our business.
• Changes in tax laws or tax rulings, or the examination of our tax positions, could materially affect our financial condition and results of operations.
• We depend on our key employees and rely on skilled employees with creative and technical backgrounds.
• We are subject to risks related to corporate and social responsibility and reputation.
• We could incur costs in the event of violations of, or liabilities under, environmental laws, which may adversely affect our business and our results of operations, cash flows and financial condition.
• Litigation may adversely affect our business and our results of operations, cash flows and financial condition.
• Failure to perform under our contracts may result in substantial monetary liquidated damages and contract termination.
• We may be liable for product defects or other claims relating to our products.
• Labor disputes and union organizing activities may have an adverse effect on our operations.
• Our level of indebtedness could adversely affect our results of operations, cash flows and financial condition.
• We may not have sufficient cash flows from operating activities, cash on hand and available borrowings under our credit agreement to finance required capital expenditures under new contracts and meet our other cash needs. These obligations require a significant amount of cash.
• We may not have sufficient cash flows from operating activities to service all of our indebtedness and other obligations, and may be forced to take other actions to satisfy our obligations, which may not be successful.
• Agreements governing our indebtedness impose certain restrictions that may affect our ability to operate our business. Failure to comply with any of these restrictions could result in the acceleration of the maturity of our indebtedness and require us to make payments on our indebtedness. Were this to occur, we would not have sufficient cash to pay our accelerated indebtedness.
• Certain holders of our common stock exert significant influence over us and may make decisions that conflict with the interests of other stockholders.