Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | May 28, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | SCIPLAY CORPORATION | |
Entity Central Index Key | 0001760717 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q/A | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | true | |
Amendment Description | On May 28, 2019, SciPlay Corporation (the “Company”) filed a Quarterly Report on Form 10-Q (the “Report”) with the Securities and Exchange Commission to report the Company’s financial results for the first quarter ended on March 31, 2019. This Amendment No. 1 is solely being filed to include the omitted XBRL (eXtensible Business Reporting Language) files, filed herein as Exhibit 101. Except as described on the cover, no changes have been made to the Report. Except as otherwise indicated herein, this Amendment No. 1 continues to speak as of the date of the Report, and the Company has not updated the disclosures contained therein to reflect any events that occurred subsequent to the date of the Report. Accordingly, this Amendment No. 1 should be read in conjunction with the Report, and any filings made with the SEC subsequent to the filing of the Report. | |
Entity Emerging Growth Company | true | |
Entity Small Business | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 22,000,000 | |
Entity Ex Transition Period | true |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) - SG Social Holding Company II, LLC - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | ||
Revenue | $ 118.4 | $ 97.5 | |
Operating expenses: | |||
Cost of revenue | [1] | 45.7 | 37.6 |
Sales and marketing | [1] | 34.3 | 23 |
General and administrative | [1] | 10.3 | 8.5 |
Research and development | [1] | 5.8 | 6.3 |
Depreciation and amortization | 1.7 | 5.8 | |
Contingent acquisition consideration | 0.3 | 18 | |
Restructuring and other | 0.3 | 0.1 | |
Operating income (loss) | 20 | (1.8) | |
Other (expense) income: | |||
Other (expense) income, net | (1.6) | 0.1 | |
Total other (expense) income | (1.6) | 0.1 | |
Net income (loss) before income taxes | 18.4 | (1.7) | |
Income tax expense (benefit) | 4.7 | (0.6) | |
Net income (loss) | 13.7 | (1.1) | |
Other comprehensive income: | |||
Foreign currency translation gain | 1.9 | 0 | |
Comprehensive income (loss) | $ 15.6 | $ (1.1) | |
[1] | Excluding depreciation and amortization. |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 0 | $ 0 |
Total assets | 0 | 0 |
Current liabilities: | ||
Total liabilities | 0 | 0 |
Stockholder’s equity: | ||
Common stock, $0.001 par value per share, 1,000 shares authorized, 100 shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 0 | 0 |
Total liabilities and Stockholder’s equity | 0 | 0 |
SG Social Holding Company II, LLC | ||
Current assets: | ||
Cash and cash equivalents | 14.5 | 10 |
Accounts receivable, net (allowance for doubtful accounts of $1.1) | 44 | 31.5 |
Prepaid expenses and other current assets | 6.9 | 5.6 |
Total current assets | 65.4 | 47.1 |
Property and equipment, net | 2.2 | 1.8 |
Operating lease right-of-use assets | 5.8 | 0 |
Goodwill | 120.7 | 120.7 |
Intangible assets, net | 12.8 | 13.6 |
Software, net | 4.7 | 4.3 |
Deferred income taxes | 6.4 | 6.4 |
Other assets | 1 | 1 |
Total assets | 219 | 194.9 |
Current liabilities: | ||
Accounts payable | 14.7 | 12.7 |
Accrued liabilities | 26.7 | 28 |
Due to affiliate | 0.6 | 3.7 |
Total current liabilities | 42 | 44.4 |
Operating lease liabilities | 4.3 | 0 |
Other long‑term liabilities | 12.3 | 11.9 |
Total liabilities | 58.6 | 56.3 |
Commitments and contingencies (see Note 5) | ||
Stockholder’s equity: | ||
Accumulated net Parent investment | 160.7 | 140.8 |
Accumulated other comprehensive loss | (0.3) | (2.2) |
Total Parent’s equity | 160.4 | 138.6 |
Total liabilities and Stockholder’s equity | $ 219 | $ 194.9 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Common stock, par value (in dollars per share) | $ 0.001 | |
Common stock, shares authorized (in shares) | 1,000 | |
Common stock, shares issued (in shares) | 100 | |
Common stock, shares outstanding (in shares) | 100 | |
SG Social Holding Company II, LLC | ||
Allowance for doubtful accounts of $1.1 | $ 1.1 | $ 1.1 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN PARENT’S EQUITY - SG Social Holding Company II, LLC - USD ($) $ in Millions | Total | Accumulated Net Parent Investment | Accumulated Other Comprehensive Income |
Stockholders' equity, beginning balance at Dec. 31, 2017 | $ 163 | $ 161.4 | $ 1.6 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Net income (loss) | (1.1) | (1.1) | 0 |
Dividend distributions | (17.4) | (17.4) | 0 |
Stockholders' equity, ending balance at Mar. 31, 2018 | 144.5 | 142.9 | 1.6 |
Stockholders' equity, beginning balance at Dec. 31, 2018 | 138.6 | 140.8 | (2.2) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Net income (loss) | 13.7 | 13.7 | 0 |
Transactions with Parent and affiliates, net | 6.2 | 6.2 | 0 |
Other comprehensive income | 1.9 | 0 | 1.9 |
Stockholders' equity, ending balance at Mar. 31, 2019 | $ 160.4 | $ 160.7 | $ (0.3) |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - SG Social Holding Company II, LLC - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 13.7 | $ (1.1) |
Adjustments to reconcile net income (loss) to cash provided by operating activities | 9 | 23.7 |
Changes in working capital accounts | (15.8) | (9.4) |
Changes in deferred income taxes and other | 1.6 | (0.1) |
Net cash provided by operating activities | 8.5 | 13.1 |
Cash flows from investing activities: | ||
Capital expenditures | (1.6) | (0.7) |
Net cash used in investing activities | (1.6) | (0.7) |
Cash flows from financing activities: | ||
Payments on license obligations | (1) | 0 |
Payments of deferred offering costs | (1.6) | 0 |
Transfers to Parent and affiliates, net | 0 | (17.4) |
Net cash used in financing activities | (2.6) | (17.4) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 0.2 | 0 |
Increase (decrease) in cash, cash equivalents and restricted cash | 4.5 | (5) |
Cash, cash equivalents and restricted cash, beginning of period | 10 | 16.8 |
Cash, cash equivalents and restricted cash, end of period | 14.5 | 11.8 |
Supplemental cash flow information: | ||
Cash paid for income taxes | 0.4 | 0.1 |
Non‑cash investing and financing activities: | ||
Non‑cash deferred offering costs | $ 1.8 | $ 0 |
Description of the Business and
Description of the Business and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Description Of The Business And Summary Of Significant Accounting Policies [Line Items] | |
Description of the Business and Summary of Significant Accounting Policies | Description of the Business and Summary of Significant Accounting Policies Background and Nature of Operations SciPlay Corporation (referred to as “SciPlay”, the “Company”, “we”, “us”, and “our”) was formed as a Nevada corporation on November 30, 2018 as a subsidiary of Scientific Games Corporation. The Company was formed for the purpose of completing a public offering (the “Offering”) and related transactions (the “Transactions”) (collectively referred to herein as the “IPO”) in order to carry on the business of SciPlay Parent LLC, which is an entity comprised of the social gaming business of Scientific Games Corporation that develops, and publishes a portfolio of digital games played on various mobile and web platforms. Subsequent Events - Initial Public Offering On May 7, 2019, we completed the Offering of 22,000,000 shares of Class A common stock at a public offering price of $16.00 per share. We received $330.9 million in proceeds, net of underwriting discount, but before offering expenses of approximately $10.0 million . In connection with the closing of the Offering, we consummated the following organizational transactions: • The SciPlay Parent LLC Operating Agreement (the “Operating Agreement”) has been amended and restated to, among other things, (i) provide for a single class of SciPlay Parent LLC common units (the “LLC Interests”), (ii) exchange all of SG Social Holding Company I, LLC’s (“SG Holding I”) and SG Social Holding Company, LLC’s (each a wholly owned subsidiary of Scientific Games Corporation and collectively, the “SG Members”) existing member’s interests in SciPlay Parent LLC for LLC Interests, (iii) provide for the right of the SG Members to have their LLC Interests redeemed or exchanged for shares of our Class A common stock or, at our option, cash and (iv) appoint SciPlay as the sole manager of SciPlay Parent LLC; • Our articles of incorporation were amended and restated to, among other things, provide for Class A common stock and Class B common stock; • We used the net proceeds from the Offering after deducting the underwriting discount, as follows: ◦ $300.9 million to acquire from SG Holding I 20,005,319 LLC Interests; and ◦ $30.0 million to acquire from SciPlay Parent LLC 1,994,681 newly issued LLC Interests; • SG Holding I used $255.0 million of the net proceeds it received from the sale of its LLC Interests in connection with the IPO to make the upfront license payment required under the IP License Agreement (the “upfront License Payment”); • SciPlay Parent LLC used the net proceeds from the sale of its newly issued LLC Interests in the Transactions to pay fees and expenses of approximately $10.0 million in connection with the IPO, including the Offering, and will use $20.0 million for general corporate purposes, including to pay a portion of contingent acquisition consideration; • We issued shares of Class B common stock to the SG Members, on a one-to-one basis with the number of LLC Interests owned by the SG Members following the IPO; • As a result of the Transactions described above, the SG Members own 82.6% of the LLC Interests and 100% of the shares of our Class B common stock; and • We, SciPlay Parent LLC and the SG Members entered into the TRA, and we and the SG Members entered into the registration rights agreement, dated May 7, 2019 (“Registration Rights Agreement”). Our corporate structure following the IPO is commonly referred to as an “Up-C” structure, which is often used by partnerships and limited liability companies when they undertake an initial public offering of their business. The Up-C structure will allow the SG Members to continue to realize tax benefits associated with owning interests in an entity that is treated as a partnership, or “passthrough” entity, for U.S. income tax purposes following the IPO. One of these benefits is that future taxable income of SciPlay Parent LLC that is allocated to the SG Members will be taxed on a flow-through basis and therefore will not be subject to corporate taxes at the SciPlay Parent LLC entity level. Additionally, because the SG Members may exchange or redeem their LLC Interests for newly issued shares of our Class A common stock on a one-for-one basis or, at our option, for cash, the Up-C structure also provides the SG Members with potential liquidity that holders of non-publicly traded limited liability companies are not typically afforded. We will receive the same benefits as the SG Members on account of our ownership of LLC Interests in an entity treated as a partnership, or “passthrough” entity, for U.S. income tax purposes. As the SG Members redeem or exchange their LLC Interests, we will obtain a step-up in tax basis in our share of SciPlay Parent LLC assets. This step-up in tax basis will provide us with certain tax benefits, such as future depreciation and amortization deductions that can reduce the taxable income allocable to us. The TRA provides for the payment by us to the SG Members of 85% of the amount of tax benefits, if any, that we actually realize (or in some cases are deemed to realize) as a result of (i) increases in the tax basis of assets of SciPlay Parent LLC (a) in connection with the IPO, (b) resulting from any redemptions or exchanges of LLC Interests pursuant to the Operating Agreement or (c) resulting from certain distributions (or deemed distributions) by SciPlay Parent LLC and (ii) certain other tax benefits related to our making of payments under the TRA. Variable Interest Entities (“VIE”) and Consolidation Upon the completion of the IPO our sole material asset is our member’s interest in SciPlay Parent LLC. In accordance with the Operating Agreement of SciPlay Parent LLC, we have all management powers over the business and affairs of SciPlay Parent LLC and to conduct, direct and exercise full control over the activities of SciPlay Parent LLC. Class A common stock units issued in the IPO do not hold majority voting rights but hold 100% of the economic interest in the Company, which results in SciPlay Parent LLC being considered a VIE. Due to our power to control combined with our significant economic interest in SciPlay Parent LLC, we are considered the primary beneficiary of the VIE. Accordingly, beginning with the second quarter of 2019, we will consolidate the financial results of SciPlay Parent LLC and its subsidiaries. Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Separate statements of income and comprehensive income, changes in stockholder’s equity, and cash flows have not been presented because there have been no activities in this entity for the period from its formation through March 31, 2019. These unaudited financial statements should be read in conjunction with the financial statements and related notes in our prospectus dated May 2, 2019, filed with the SEC on May 6, 2019 pursuant to Rule 424(b) of the Securities Act of 1933, as amended (referred to herein as the “Prospectus”). Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our financial statements and the accompanying notes. Actual results may differ materially from our estimates. |
SG Social Holding Company II, LLC | |
Description Of The Business And Summary Of Significant Accounting Policies [Line Items] | |
Description of the Business and Summary of Significant Accounting Policies | Description of the Business and Summary of Significant Accounting Policies Description of Business The accompanying unaudited condensed consolidated financial statements include the historical accounts of the Scientific Games Corporation 100% ‑owned direct and indirect subsidiaries that hold substantially all of the assets of, and operate, the social gaming business (collectively referred to as the “Social Gaming Entities”). SG Social Holding Company II, LLC, which consolidates the Social Gaming Entities, is referred to as the “Social Gaming Business”, “we”, “us”, and “our”. Also, for ease of reference the accompanying condensed consolidated financial statements are herein referred to as the “financial statements” unless otherwise stated or the context requires otherwise. The following are the subsidiaries comprising the Social Gaming Business: • SG Social Holding Company II, LLC (formerly SG Nevada Holding Company II, LLC) (Nevada) • SG Social Holding Company I, LLC (Nevada) ‑ formed in November 2018 • SG Social Holding Company, LLC (Nevada) ‑ formed in March 2019 • SciPlay Parent Company, LLC (formerly known as SG Nevada Holding Company, LLC and SG Social Parent Company, LLC until its legal name change which occurred in March of 2019) (Nevada) ‑ formed in September 2016 • SciPlay Holding Company, LLC (Nevada) ‑ formed in December 2018 • Phantom EFX, LLC (Nevada) • C.O.A.S. Company Ltd (Israel) • Dragonplay Ltd (Israel) • Spicerack Media, LLC (Nevada) ‑ acquired in April 2017 We develop, market and operate a portfolio of social games played on various mobile and web platforms. We host Jackpot Party Casino, Quick Hit Slots, Gold Fish Casino, Hot Shot Casino, Bingo Showdown, MONOPOLY Slots , and 88 Fortunes Slots , which are available in various formats. We have one operating segment with one business activity, developing and monetizing social games. On May 7, 2019, SciPlay Corporation completed a public offering (the “Offering”) of 22,000,000 shares of Class A common stock at a public offering price of $16.00 per share and related transactions (the “Transactions”) (collectively referred to herein as the “IPO”). In connection with the closing of the Offering, the following organizational transactions were consummated: • The Operating Agreement (the “Operating Agreement”) of Sciplay Parent Company, LLC (“SciPlay Parent LLC”) has been amended and restated to, among other things, (i) provide for a single class of SciPlay Parent LLC common units (the “LLC Interests”), (ii) exchange all of SG Social Holding Company I, LLC’s (“SG Holding I”) and SG Social Holding Company, LLC’s (each a wholly owned subsidiary of Scientific Games Corporation and collectively, the “SG Members”) existing member’s interests in SciPlay Parent LLC for LLC Interests, (iii) provide for the right of the SG Members to have their LLC Interests redeemed or exchanged for shares of our Class A common stock or, at our option, cash, and (iv) appoint SciPlay Corporation as the sole manager of SciPlay Parent LLC; • SciPlay Corporation’s articles of incorporation were amended and restated to, among other things, provide for Class A common stock and Class B common stock; • The net proceeds from the Offering after deducting the underwriting discount were used as follows: ◦ $300.9 million to acquire from SG Holding I 20,005,319 LLC Interests; and ◦ $30.0 million to acquire from SciPlay Parent LLC 1,994,681 newly issued LLC Interests; • SG Holding I used $255.0 million of the net proceeds it received from the sale of its LLC Interests in connection with the IPO to make the upfront license payment required under the IP License Agreement (the “upfront License Payment”); • SciPlay Parent LLC used the net proceeds from the sale of its newly issued LLC Interests to pay fees and expenses of approximately $10.0 million in connection with the IPO, including the Offering, and will use $20.0 million for general corporate purposes, including to pay a portion of contingent acquisition consideration; • SciPlay Corporation issued shares of Class B common stock to the SG Members, on a one-to-one basis with the number of LLC Interests owned by the SG Members following the IPO; • As a result of the Transactions described above, the SG Members own 82.6% of the LLC Interests and 100% of the shares of SciPlay Corporation Class B common stock; • SciPlay Corporation, SciPlay Parent LLC and the SG Members entered into the TRA, and SciPlay Corporation and the SG Members entered into the Registration Rights Agreement, dated May 7, 2019; and • SciPlay Holding Company, LLC, as the borrower, SciPlay Parent LLC, as a guarantor, the subsidiary guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent and collateral agent, entered into a $150.0 million revolving credit agreement (the “Revolver”) that matures in May 2024. SG Social Holding Company II, LLC is the SciPlay Corporation predecessor for financial reporting purposes. SG Social Holding Company II, LLC is a limited liability company, it does not have units or shares, and its members’ interest is held solely by Bally Gaming, Inc. (“Bally Gaming”). Accordingly, we have not presented historical earnings per share of SG Social Holding Company II, LLC. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements of the Social Gaming Business have been derived from the consolidated financial statements and accounting records of Scientific Games Corporation (herein with all direct and indirect subsidiaries collectively referred to as the “Parent”) using the historical results of operations and historical cost basis of the assets and liabilities as if the Social Gaming Business operated on a standalone basis during the periods presented. The accompanying unaudited condensed consolidated financial statements have been prepared under the rules and regulations of the SEC applicable for interim periods and, therefore, do not include all information and footnotes necessary for complete financial statements in conformity with GAAP. All intercompany balances and transactions within the Social Gaming Business have been eliminated. In the opinion of management, we have made all adjustments necessary to present fairly our consolidated balance sheets, statements of income (loss) and comprehensive income (loss), statements of changes in Parent’s equity, and statements of cash flows for the periods presented. Such adjustments are of a normal, recurring nature. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes in the Prospectus. Interim results of operations are not necessarily indicative of results of operations to be expected for a full year. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our financial statements and the accompanying notes. Actual results may differ materially from our estimates. Significant Accounting Policies There have been no changes to our significant accounting policies described within the consolidated financial statements and related notes in the Prospectus other than the adoption of ASC 842 described in Note 3. New Accounting Guidance‑ Adopted The FASB issued ASU No. 2016-02, Leases (Topic 842) in 2016. ASU 2016-02 combined with all subsequent amendments (collectively, “ASC 842”) requires balance sheet recognition for all leases with a lease term greater than one year to be recorded as a lease liability (on a discounted basis) with a corresponding right-of-use asset. This guidance also expands the required quantitative and qualitative disclosures for lease arrangements and gives rise to other changes impacting certain aspects of lessee and lessor accounting. We adopted ASC 842 as of January 1, 2019 using the optional transition method provided by ASU 2018-11 and applied the lessee package of practical expedients. During the first quarter of 2019, the FASB issued ASU 2019-01, Leases (Topic 842) to amend ASU 2016-02. This amendment exempts both lessees and lessors from having to provide certain prior year interim disclosure information in the fiscal year in which a company adopts the new leases standard. We have provided the related transition disclosures as of the beginning of 2019 in accordance with ASU 2019-1. See Note 3 in this Quarterly Report for our lease accounting policy and the quarterly impact of our adoption of ASC 842. The FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income in 2018. The standard allows companies to make an election to reclassify from accumulated other comprehensive income (AOCI) to retained earnings the stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). Our adoption of this guidance did not have an effect on our consolidated financial statements. New Accounting Guidance‑ Not yet adopted The FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326) in 2016. The new guidance replaces the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. For trade and other receivables, loans and other financial instruments, we will be required to use a forward-looking expected loss model rather than the incurred loss model for recognizing credit losses which reflects losses that are probable. The new guidance will be effective for us beginning January 1, 2020. Application of the amendments is through a cumulative-effect adjustment to retained earnings as of the effective date. We are currently evaluating the impact of adopting this guidance. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. The new guidance amends the disclosure requirements for recurring and nonrecurring fair value measurements by removing, modifying, and adding certain disclosures on fair value measurements in ASC 820. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The new guidance will be effective for us beginning January 1, 2020. We are currently evaluating the impact of adopting this guidance. We do not expect that any other recently issued accounting guidance will have a significant effect on our consolidated financial statements. Revenue Recognition We generate revenue from the sale of virtual coins, chips and bingo cards (collectively referred to as “virtual currency”), which players can use to play casino‑style slot games, table games and bingo games (i.e., spin in the case of slot games, bet in the case of table games and use of bingo cards in the case of bingo games). We distribute our games through various global social web and mobile platforms such as Facebook, Apple, Google, Amazon, and other web and mobile platforms. The games are primarily WMS , Bally , Barcrest ™, and SHFL ® branded games. In addition, we also offer third‑party branded games and original content. Disaggregation of Revenue We believe disaggregation of our revenue on the basis of platform and geographical locations of our players is appropriate because the nature, amount and player profile generating revenue could vary and also represents different economic risk profiles. The following table presents our revenue disaggregated by type of platform: Three Months Ended March 31, 2019 March 31, 2018 Mobile $ 96.9 $ 72.7 Web 21.5 24.7 Other — 0.1 Total revenue $ 118.4 $ 97.5 The following table presents our revenue disaggregated based on the geographical location of our players: Three Months Ended March 31, 2019 March 31, 2018 U.S. $ 108.4 $ 88.7 International 10.0 8.8 Total revenue $ 118.4 $ 97.5 Contract Assets, Contract Liabilities and Other Disclosures We receive customer payments based on the payment terms established in our contracts. Payment for the purchase of virtual currency is made at purchase, and such payments are non‑refundable. Such payments are initially recorded as a contract liability, as the player has no right of return after the purchase, consistent with our standard terms of service. Revenue is recognized as we satisfy our performance obligations. The following table summarizes our opening and closing balances in contract assets, contract liabilities and accounts receivable: Receivables Contract Assets (1) Contract Liabilities (2) Beginning of period balance $ 31.5 $ 0.2 $ 0.7 End of period balance, March 31, 2019 44.0 0.2 0.7 (1) Contract assets are included within Prepaid expenses and other current assets in our consolidated balance sheets. (2) Contract liabilities are included within Accrued liabilities in our consolidated balance sheets. During the three months ended March 31, 2019 and 2018, we recognized $0.4 million and $0.9 million , respectively, of revenue that was included in the opening contract liability balance. Substantially all of our unsatisfied performance obligations relate to contracts with an original expected length of one year or less. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of cash and cash equivalents and accounts receivable. The following tables summarize the percentage of revenues and accounts receivable generated via our platform providers in excess of 10% of our total revenues and total accounts receivable: Revenue Three Months Ended March 31, 2019 March 31, 2018 Apple 42.7 % 41.1 % Google 35.9 % 30.0 % Facebook 18.1 % 24.8 % Accounts March 31, 2019 December 31, 2018 Apple 53.3 % 38.6 % Google 25.0 % 31.3 % Facebook 16.7 % 23.7 % Contingent Acquisition Consideration The contingent consideration liability is recorded at fair value on the acquisition date as part of the consideration transferred and is remeasured each reporting period. The changes in fair value of contingent acquisition consideration as a result of remeasurement are included in Contingent acquisition consideration expenses. The inputs used to measure the fair value of contingent consideration liability primarily consist of projected earnings‑based measures and probability of achievement (categorized as Level 3 in the fair value hierarchy as established by ASC 820). Subsequent to March 31, 2019, we agreed with the Spicerack selling shareholders to pay them $31.0 million in total contingent acquisition consideration of which $21.0 million will be payable in the second quarter of 2019 with the remaining balance being fully paid by February 2020. Based on the terms and facts as of March 31, 2019, the following table summarizes our contingent acquisition consideration liabilities: March 31, 2019 December 31, 2018 Contingent acquisition consideration included in accrued liabilities $ 18.8 $ 18.8 Contingent acquisition consideration included in other long-term liabilities 10.8 10.5 Deferred Offering costs Through March 31, 2019, we had incurred $4.4 million in costs directly related to pursuing the Offering. These costs will be charged against the gross offering proceeds during the second quarter of 2019. |
Stockholder's Equity
Stockholder's Equity | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholder’s Equity As of March 31, 2019, we were authorized to issue 1,000 shares of common stock, par value $.001 per share, and had issued 100 shares of common stock to SG Holding I, which is a 100% -owned indirect subsidiary of Scientific Games Corporation. On May 7, 2019, in connection with the IPO, we amended and restated our articles of incorporation to authorize: (i) 625,000,000 shares of Class A common stock, par value $.001 per share; (ii) 130,000,000 shares of Class B common stock, par value $.001 per share; and (iii) 10,000,000 shares of preferred stock, par value $.001 per share. Following the closing of the IPO, there were 22,000,000 shares of our Class A common stock issued and outstanding and 104,267,021 shares of our Class B common stock issued and outstanding. Holders of our Class A common stock and Class B common stock vote together as a single class on all matters presented to stockholders for their vote or approval, except where separate class voting is required by Nevada law. Each share of Class A common stock entitles its holder to one vote on all matters presented to our stockholders generally. Each share of Class B common stock entitles its holder to ten votes on all matters presented to our stockholders generally, for so long as the number of shares of our common stock beneficially owned by the SG Members and their affiliates represents at least 10% of our outstanding shares of common stock and, thereafter, one vote per share. Immediately following the IPO, all of our outstanding shares of Class B common stock were held by the SG Members on a one-to-one basis with the LLC Interests each SG Member then owned. Immediately following the IPO, the holders of our issued Class A common stock collectively held 100% of the economic interests in us and 2.1% of the voting power in us, and Scientific Games Corporation, through its indirect ownership of all of the outstanding Class B common stock, held no economic interest in us and the remaining 97.9% of the voting power in us. We are a holding company, and our sole material assets are LLC Interests that we purchased from SciPlay Parent LLC and SG Holding I, representing an aggregate 17.4% economic interest in SciPlay Parent LLC. The remaining 82.6% economic interest in SciPlay Parent LLC is owned indirectly by Scientific Games Corporation, through the ownership of LLC Interests by the SG Members. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Revolving Credit Facility In connection with the IPO, SciPlay Holding Company, LLC, (“SciPlay Holding”), a wholly owned subsidiary of SciPlay Parent LLC, as the borrower, SciPlay Parent LLC, as a guarantor, the subsidiary guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent and collateral agent, entered into a $150.0 million revolving credit agreement (the “Revolver”) that matures in May 2024. The interest rate is either Adjusted LIBOR (as defined in the Revolver) plus 2.250% (with one 0.250% leverage-based step-down to the margin and one 0.250% leverage-based step-up to the margin) or ABR (as defined in the Revolver) plus 1.250% (with one 0.250% leverage-based step-down to the margin and one 0.250% leverage-based step-up to the margin) at our option. We are required to pay to the lenders a commitment fee of 0.500% per annum on the average daily unused portion of the revolving commitments through maturity, which will be the five-year anniversary of the closing date of the Revolver, which fee varies based on the total net leverage ratio and is subject to a floor of 0.375% . The Revolver provides for up to $15.0 million in letter of credit issuances, which requires customary issuance and administration fees, and a fronting fee of 0.125% . The Revolver contains covenants that, among other things, restrict our ability to incur additional indebtedness; incur liens; sell, transfer or dispose of property and assets; invest; make dividends or distributions or other restricted payments; and engage in affiliate transactions, with the exception of certain payments under the TRA and payments in respect of certain tax distributions under the Operating Agreement. In addition, the Revolver requires us to maintain a maximum total net leverage ratio not to exceed 2.50 :1.00 and to maintain a minimum fixed charge coverage ratio of no less than 4.00 :1.00. Such covenants will be tested quarterly at the end of each fiscal quarter beginning with the third quarter of 2019. The Revolver is secured by a (i) first priority pledge of the equity securities of SciPlay Holding, SciPlay Parent LLC’s restricted subsidiaries and each subsidiary guarantor party thereto and (ii) first priority security interests in, and mortgages on, substantially all tangible and intangible personal property and material fee-owned real property of SciPlay Parent LLC, SciPlay Holding and each subsidiary guarantor party thereto, in each case, subject to customary exceptions. 2019 Long-Term Incentive Plan Following the end of the first quarter of 2019, our Board of Directors adopted, and our sole stockholder, SG Holding I, approved the SciPlay Corporation Long-Term Incentive Plan (“LTIP”), which provides for a maximum number of 6,500,000 shares of our Class A common stock that may be issued under stock-based awards granted under the LTIP. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, net | 3 Months Ended |
Mar. 31, 2019 | |
SG Social Holding Company II, LLC | |
Goodwill [Line Items] | |
Goodwill and Intangible Assets, net | Goodwill and Intangible Assets, net Goodwill $107.9 million of goodwill reflected in these financial statements was allocated based on an estimate of the relative fair value that existed at the time of origination of goodwill in connection with the Parent’s acquisitions of WMS Industries, Inc. and Bally Technologies, Inc. The carrying value of goodwill increased by $12.8 million , as a result of the April 7, 2017 Spicerack acquisition. Intangible Assets, net Intangible assets reflected in these financial statements were allocated based on an estimate of the relative fair value that existed at the time of origination of intangibles in connection with the Parent’s acquisitions of WMS and Bally . The following table presents certain information regarding our intangible assets: Gross Accumulated Net Balance as of March 31, 2019 Amortizable intangible assets: Intellectual property $ 34.2 $ (31.5 ) $ 2.7 Customer relationships 23.2 (17.1 ) 6.1 Licenses 5.1 (1.7 ) 3.4 Brand names 3.7 (3.1 ) 0.6 $ 66.2 $ (53.4 ) $ 12.8 Balance as of December 31, 2018 Amortizable intangible assets: Intellectual property $ 33.0 $ (30.1 ) $ 2.9 Customer relationships 23.2 (16.8 ) 6.4 Licenses 5.1 (1.5 ) 3.6 Brand names 3.7 (3.0 ) 0.7 $ 65.0 $ (51.4 ) $ 13.6 The following reflects intangible amortization expense included within depreciation and amortization: Three Months Ended March 31, 2019 March 31, 2018 Amortization expense (1) $ 0.8 $ 4.8 (1) Three months ended March 31, 2018 includes $4.1 million in accelerated amortization of certain Dragonplay intellectual property recorded as a result of change in estimate of the remaining useful lives. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
SG Social Holding Company II, LLC | |
Lessee, Lease, Description [Line Items] | |
Leases | Leases On January 1, 2019, we adopted ASC 842 using the optional transition method provided by ASU 2018-11. Our operating leases primarily consist of real estate leases such as offices. Our leases have remaining terms of 1 year to 5 years . We do not have any finance leases. Our total operating lease expenses for each of the three months ended March 31, 2019 and 2018 were $0.5 million . The total amount of variable and short term lease payments incurred during the three months ended March 31, 2019 are immaterial. Supplemental balance sheet and cash flow information related to operating leases is as follows: March 31, 2019 Operating lease right-of-use assets (1) $ 5.8 Accrued liabilities 1.5 Operating lease liabilities 4.3 Total operating lease liabilities $ 5.8 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 0.5 Weighted average remaining lease term, years 4.3 Weighted average discount rate 5.0 % (1) Right-of-use assets obtained in exchange for lease obligations during the first quarter of 2019 were immaterial. Lease liability maturities: Operating Leases 2019 (1) $ 1.4 2020 1.6 2021 1.2 2022 1.2 2023 0.7 Thereafter 0.4 Less Imputed Interest (0.7 ) Total $ 5.8 (1) Excluding the three months ended March 31, 2019. As of March 31, 2019, we did not have material additional operating leases that have not yet commenced. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2019 | |
SG Social Holding Company II, LLC | |
Income Tax Disclosure [Line Items] | |
Income Taxes | Income Taxes The provision for income taxes is calculated as if the Social Gaming Business completed separate tax returns apart from its Parent (“Separate-return Method’’). Certain legal entities of the Social Gaming Business are included in tax filings of affiliated entities that are not part of the Social Gaming Business, but are included in these financial statements under the Separate-return Method. Deferred tax assets and liabilities are recognized principally for the expected tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts, using currently enacted tax rates and are adjusted for changes in such rates in the period of change. Tax attributes utilized by the Parent are treated as equity transactions between the Social Gaming Business and the Parent. The following table summarizes the effective income tax rates and were determined using an estimated annual effective tax rate after considering any discrete items for such periods: Three Months Ended March 31, 2019 March 31, 2018 Effective income tax rate 25.5 % 35.3 % The change in the effective tax rates relates primarily to the impact of tax reform coupled with the overall mix of income (loss) between domestic and foreign jurisdictions. |
Litigation
Litigation | 3 Months Ended |
Mar. 31, 2019 | |
SG Social Holding Company II, LLC | |
Commitments And Contingencies Disclosure [Line Items] | |
Litigation | Litigation From time to time, we are subject to various claims, complaints and legal actions in the normal course of business. In addition, we may receive notifications alleging infringement of patent or other intellectual property rights. On April 17, 2018, a plaintiff filed a putative class action complaint, Fife v. Scientific Games Corp., against our Parent, in the United States District Court for the Western District of Washington. The plaintiff seeks to represent a putative class of all persons in the State of Washington who purchased and allegedly lost virtual coins playing our Parent’s online social casino games, including but not limited to Jackpot Party Casino and Gold Fish Casino . The complaint asserts claims for alleged violations of Washington’s Recovery of Money Lost at Gambling Act, Washington’s consumer protection statute, and for unjust enrichment, and seeks unspecified money damages (including treble damages as appropriate), the award of reasonable attorneys’ fees and costs, pre‑ and post‑judgment interest, and injunctive and/or declaratory relief. On July 2, 2018, our Parent filed a motion to dismiss the plaintiff’s complaint with prejudice, which the trial court denied on December 18, 2018. Our Parent filed its answer to the putative class action complaint on January 18, 2019. Due to the early nature of this litigation, we are currently unable to determine the likelihood of an outcome or estimate a range of reasonably possible loss. Although the case was brought against Scientific Games Corporation, pursuant to the Services Agreement, dated May 7, 2019, by and among Scientific Games Corporation, Scientific Games, International, Inc., Bally Gaming and SciPlay Holding Company, LLC (the “Intercompany Services Agreement”), we would expect to cover or contribute to any damage awards due to the matter arising as a result of our business. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2019 | |
SG Social Holding Company II, LLC | |
Related Party Transaction [Line Items] | |
Related Party Transactions | Related Party Transactions The following is the summary of expenses charged from the Parent and settled in cash: Three Months Ended Statement of Income (Loss) and Comprehensive Income (Loss) Line Item March 31, 2019 March 31, 2018 Royalties for Scientific Games Corporation IP $ 7.3 $ 6.3 Cost of revenue Royalties to Scientific Games Corporation for third-party IP 2.6 1.7 Cost of revenue Parent services 1.4 1.4 General and administrative The following is the summary of balances due to (from) affiliates: March 31, December 31, 2019 2018 Royalties under intercompany IP License Agreement $ 3.6 $ 4.5 Parent services 0.5 0.5 Reimbursable expenses from parent and its subsidiaries (3.5 ) (1.3 ) $ 0.6 $ 3.7 IP Royalties On September 5, 2016, we entered into a license agreement with the Parent pursuant to which we obtained a non‑transferable and non‑exclusive license to use certain intellectual property (“IP”). The Parent frequently licenses IP from third parties, which we use in developing our games pursuant to the IP License Agreement. Royalties allocated for use of third‑party IP are charged to the Social Gaming Business and are typically based upon net social gaming revenues and the royalty rates defined and stipulated in the third‑party agreements. Royalties under the IP License Agreement represent a charge for the use of the Parent IP related to certain internally developed social games such as Jackpot Party Casino , Gold Fish Casino and Quick Hit Slots . Royalties charged to the Social Gaming Business are based upon net social gaming revenues with the royalty rate established based on the similar existing contracts with third‑party licensors. In connection with the IPO described above, we purchased an exclusive (subject to certain limited exceptions), perpetual, non-royalty-bearing license from Bally Gaming for intellectual property created or acquired by Bally Gaming or its affiliates on or before the third anniversary of the date of the IP License Agreement in any of our currently available or future social games that are developed for mobile platforms, social media platforms, internet platforms or other interactive platforms and distributed solely via digital delivery, and a non-exclusive, perpetual, non-royalty-bearing license for intellectual property created or acquired by Bally Gaming or its affiliates after such third anniversary, for use in our currently available games. So long as the IP License Agreement remains in effect, we do not expect to pay any future royalties or fees for our use of intellectual property owned by Bally Gaming or its affiliates in our currently available games. The purchase price of the license was $255.0 million , which was determined based on the appropriate valuation methodology performed by a third-party valuation specialist. This transaction will be treated as a deemed distribution to the Parent as it constitutes a transaction between entities under common control. Parent Services On September 5, 2016, we entered into a Services Agreement with the Parent pursuant to which the Parent and its subsidiaries provide various corporate services. In connection with the IPO described above, we entered into a new Services Agreement under which the Parent and its subsidiaries will continue to provide the below services on substantially the same terms. Parent services represent charges of corporate level general and administrative expenses, including but not limited to, finance, corporate development, human resources, legal, information technology, and rental fees for shared assets. These expenses have been charged to the Social Gaming Business on the basis of direct usage and costs when identifiable, with the remainder charged on the basis of revenues, operating expenses, headcount or other relevant measures, which we believe to be the most meaningful methodologies. Equity Incentive Awards The Parent maintains an equity incentive awards plan under which the Parent may issue, among other awards, time‑based and performance‑based stock options and restricted stock units to Social Gaming Business employees. Although awards under the plan result in the issuance of shares of the Parent, the amounts are a component of the total compensation for Social Gaming Business employees and are included in our stock‑based compensation expense, which is accounted for as a component of Parent’s equity. The following table summarizes stock‑based compensation expense that is included in general and administrative expenses: Three Months Ended March 31, 2019 March 31, 2018 Stock-based compensation expense $2.7 $0.6 |
Description of the Business a_2
Description of the Business and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Description Of The Business And Summary Of Significant Accounting Policies [Line Items] | |
Subsequent Events - Initial Public Offering | Subsequent Events - Initial Public Offering On May 7, 2019, we completed the Offering of 22,000,000 shares of Class A common stock at a public offering price of $16.00 per share. We received $330.9 million in proceeds, net of underwriting discount, but before offering expenses of approximately $10.0 million . In connection with the closing of the Offering, we consummated the following organizational transactions: • The SciPlay Parent LLC Operating Agreement (the “Operating Agreement”) has been amended and restated to, among other things, (i) provide for a single class of SciPlay Parent LLC common units (the “LLC Interests”), (ii) exchange all of SG Social Holding Company I, LLC’s (“SG Holding I”) and SG Social Holding Company, LLC’s (each a wholly owned subsidiary of Scientific Games Corporation and collectively, the “SG Members”) existing member’s interests in SciPlay Parent LLC for LLC Interests, (iii) provide for the right of the SG Members to have their LLC Interests redeemed or exchanged for shares of our Class A common stock or, at our option, cash and (iv) appoint SciPlay as the sole manager of SciPlay Parent LLC; • Our articles of incorporation were amended and restated to, among other things, provide for Class A common stock and Class B common stock; • We used the net proceeds from the Offering after deducting the underwriting discount, as follows: ◦ $300.9 million to acquire from SG Holding I 20,005,319 LLC Interests; and ◦ $30.0 million to acquire from SciPlay Parent LLC 1,994,681 newly issued LLC Interests; • SG Holding I used $255.0 million of the net proceeds it received from the sale of its LLC Interests in connection with the IPO to make the upfront license payment required under the IP License Agreement (the “upfront License Payment”); • SciPlay Parent LLC used the net proceeds from the sale of its newly issued LLC Interests in the Transactions to pay fees and expenses of approximately $10.0 million in connection with the IPO, including the Offering, and will use $20.0 million for general corporate purposes, including to pay a portion of contingent acquisition consideration; • We issued shares of Class B common stock to the SG Members, on a one-to-one basis with the number of LLC Interests owned by the SG Members following the IPO; • As a result of the Transactions described above, the SG Members own 82.6% of the LLC Interests and 100% of the shares of our Class B common stock; and • We, SciPlay Parent LLC and the SG Members entered into the TRA, and we and the SG Members entered into the registration rights agreement, dated May 7, 2019 (“Registration Rights Agreement”). Our corporate structure following the IPO is commonly referred to as an “Up-C” structure, which is often used by partnerships and limited liability companies when they undertake an initial public offering of their business. The Up-C structure will allow the SG Members to continue to realize tax benefits associated with owning interests in an entity that is treated as a partnership, or “passthrough” entity, for U.S. income tax purposes following the IPO. One of these benefits is that future taxable income of SciPlay Parent LLC that is allocated to the SG Members will be taxed on a flow-through basis and therefore will not be subject to corporate taxes at the SciPlay Parent LLC entity level. Additionally, because the SG Members may exchange or redeem their LLC Interests for newly issued shares of our Class A common stock on a one-for-one basis or, at our option, for cash, the Up-C structure also provides the SG Members with potential liquidity that holders of non-publicly traded limited liability companies are not typically afforded. We will receive the same benefits as the SG Members on account of our ownership of LLC Interests in an entity treated as a partnership, or “passthrough” entity, for U.S. income tax purposes. As the SG Members redeem or exchange their LLC Interests, we will obtain a step-up in tax basis in our share of SciPlay Parent LLC assets. This step-up in tax basis will provide us with certain tax benefits, such as future depreciation and amortization deductions that can reduce the taxable income allocable to us. The TRA provides for the payment by us to the SG Members of 85% of the amount of tax benefits, if any, that we actually realize (or in some cases are deemed to realize) as a result of (i) increases in the tax basis of assets of SciPlay Parent LLC (a) in connection with the IPO, (b) resulting from any redemptions or exchanges of LLC Interests pursuant to the Operating Agreement or (c) resulting from certain distributions (or deemed distributions) by SciPlay Parent LLC and (ii) certain other tax benefits related to our making of payments under the TRA. |
Variable Interest Entities (“VIE”) and Consolidation | Variable Interest Entities (“VIE”) and Consolidation Upon the completion of the IPO our sole material asset is our member’s interest in SciPlay Parent LLC. In accordance with the Operating Agreement of SciPlay Parent LLC, we have all management powers over the business and affairs of SciPlay Parent LLC and to conduct, direct and exercise full control over the activities of SciPlay Parent LLC. Class A common stock units issued in the IPO do not hold majority voting rights but hold 100% of the economic interest in the Company, which results in SciPlay Parent LLC being considered a VIE. Due to our power to control combined with our significant economic interest in SciPlay Parent LLC, we are considered the primary beneficiary of the VIE. Accordingly, beginning with the second quarter of 2019, we will consolidate the financial results of SciPlay Parent LLC and its subsidiaries. |
Basis of Presentation | Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Separate statements of income and comprehensive income, changes in stockholder’s equity, and cash flows have not been presented because there have been no activities in this entity for the period from its formation through March 31, 2019. These unaudited financial statements should be read in conjunction with the financial statements and related notes in our prospectus dated May 2, 2019, filed with the SEC on May 6, 2019 pursuant to Rule 424(b) of the Securities Act of 1933, as amended (referred to herein as the “Prospectus”). |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our financial statements and the accompanying notes. Actual results may differ materially from our estimates. |
SG Social Holding Company II, LLC | |
Description Of The Business And Summary Of Significant Accounting Policies [Line Items] | |
Basis of Presentation | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements of the Social Gaming Business have been derived from the consolidated financial statements and accounting records of Scientific Games Corporation (herein with all direct and indirect subsidiaries collectively referred to as the “Parent”) using the historical results of operations and historical cost basis of the assets and liabilities as if the Social Gaming Business operated on a standalone basis during the periods presented. The accompanying unaudited condensed consolidated financial statements have been prepared under the rules and regulations of the SEC applicable for interim periods and, therefore, do not include all information and footnotes necessary for complete financial statements in conformity with GAAP. All intercompany balances and transactions within the Social Gaming Business have been eliminated. |
Principles of Consolidation | In the opinion of management, we have made all adjustments necessary to present fairly our consolidated balance sheets, statements of income (loss) and comprehensive income (loss), statements of changes in Parent’s equity, and statements of cash flows for the periods presented. Such adjustments are of a normal, recurring nature. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes in the Prospectus. Interim results of operations are not necessarily indicative of results of operations to be expected for a full year. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our financial statements and the accompanying notes. Actual results may differ materially from our estimates. |
New Accounting Guidance | New Accounting Guidance‑ Adopted The FASB issued ASU No. 2016-02, Leases (Topic 842) in 2016. ASU 2016-02 combined with all subsequent amendments (collectively, “ASC 842”) requires balance sheet recognition for all leases with a lease term greater than one year to be recorded as a lease liability (on a discounted basis) with a corresponding right-of-use asset. This guidance also expands the required quantitative and qualitative disclosures for lease arrangements and gives rise to other changes impacting certain aspects of lessee and lessor accounting. We adopted ASC 842 as of January 1, 2019 using the optional transition method provided by ASU 2018-11 and applied the lessee package of practical expedients. During the first quarter of 2019, the FASB issued ASU 2019-01, Leases (Topic 842) to amend ASU 2016-02. This amendment exempts both lessees and lessors from having to provide certain prior year interim disclosure information in the fiscal year in which a company adopts the new leases standard. We have provided the related transition disclosures as of the beginning of 2019 in accordance with ASU 2019-1. See Note 3 in this Quarterly Report for our lease accounting policy and the quarterly impact of our adoption of ASC 842. The FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income in 2018. The standard allows companies to make an election to reclassify from accumulated other comprehensive income (AOCI) to retained earnings the stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). Our adoption of this guidance did not have an effect on our consolidated financial statements. New Accounting Guidance‑ Not yet adopted The FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326) in 2016. The new guidance replaces the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. For trade and other receivables, loans and other financial instruments, we will be required to use a forward-looking expected loss model rather than the incurred loss model for recognizing credit losses which reflects losses that are probable. The new guidance will be effective for us beginning January 1, 2020. Application of the amendments is through a cumulative-effect adjustment to retained earnings as of the effective date. We are currently evaluating the impact of adopting this guidance. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. The new guidance amends the disclosure requirements for recurring and nonrecurring fair value measurements by removing, modifying, and adding certain disclosures on fair value measurements in ASC 820. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The new guidance will be effective for us beginning January 1, 2020. We are currently evaluating the impact of adopting this guidance. We do not expect that any other recently issued accounting guidance will have a significant effect on our consolidated financial statements. |
Revenue and Contract Related Policies | Revenue Recognition We generate revenue from the sale of virtual coins, chips and bingo cards (collectively referred to as “virtual currency”), which players can use to play casino‑style slot games, table games and bingo games (i.e., spin in the case of slot games, bet in the case of table games and use of bingo cards in the case of bingo games). We distribute our games through various global social web and mobile platforms such as Facebook, Apple, Google, Amazon, and other web and mobile platforms. The games are primarily WMS , Bally , Barcrest ™, and SHFL ® branded games. In addition, we also offer third‑party branded games and original content. Disaggregation of Revenue We believe disaggregation of our revenue on the basis of platform and geographical locations of our players is appropriate because the nature, amount and player profile generating revenue could vary and also represents different economic risk profiles. Contract Assets, Contract Liabilities and Other Disclosures We receive customer payments based on the payment terms established in our contracts. Payment for the purchase of virtual currency is made at purchase, and such payments are non‑refundable. Such payments are initially recorded as a contract liability, as the player has no right of return after the purchase, consistent with our standard terms of service. Revenue is recognized as we satisfy our performance obligations. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of cash and cash equivalents and accounts receivable. |
Contingent Acquisition Consideration | Contingent Acquisition Consideration The contingent consideration liability is recorded at fair value on the acquisition date as part of the consideration transferred and is remeasured each reporting period. The changes in fair value of contingent acquisition consideration as a result of remeasurement are included in Contingent acquisition consideration expenses. The inputs used to measure the fair value of contingent consideration liability primarily consist of projected earnings‑based measures and probability of achievement (categorized as Level 3 in the fair value hierarchy as established by ASC 820). |
Deferred Offering Costs | Deferred Offering costs Through March 31, 2019, we had incurred $4.4 million in costs directly related to pursuing the Offering. These costs will be charged against the gross offering proceeds during the second quarter of 2019. |
Description of the Business a_3
Description of the Business and Summary of Significant Accounting Policies (Tables) - SG Social Holding Company II, LLC | 3 Months Ended |
Mar. 31, 2019 | |
Description Of The Business And Summary Of Significant Accounting Policies [Line Items] | |
Disaggregation of Revenue | The following table presents our revenue disaggregated by type of platform: Three Months Ended March 31, 2019 March 31, 2018 Mobile $ 96.9 $ 72.7 Web 21.5 24.7 Other — 0.1 Total revenue $ 118.4 $ 97.5 The following table presents our revenue disaggregated based on the geographical location of our players: Three Months Ended March 31, 2019 March 31, 2018 U.S. $ 108.4 $ 88.7 International 10.0 8.8 Total revenue $ 118.4 $ 97.5 |
Summary of Balances in Receivables and Contract Asset and Liability Accounts | The following table summarizes our opening and closing balances in contract assets, contract liabilities and accounts receivable: Receivables Contract Assets (1) Contract Liabilities (2) Beginning of period balance $ 31.5 $ 0.2 $ 0.7 End of period balance, March 31, 2019 44.0 0.2 0.7 (1) Contract assets are included within Prepaid expenses and other current assets in our consolidated balance sheets. (2) Contract liabilities are included within Accrued liabilities in our consolidated balance sheets. |
Schedules of Concentration of Risk | The following tables summarize the percentage of revenues and accounts receivable generated via our platform providers in excess of 10% of our total revenues and total accounts receivable: Revenue Three Months Ended March 31, 2019 March 31, 2018 Apple 42.7 % 41.1 % Google 35.9 % 30.0 % Facebook 18.1 % 24.8 % Accounts March 31, 2019 December 31, 2018 Apple 53.3 % 38.6 % Google 25.0 % 31.3 % Facebook 16.7 % 23.7 % |
Contingent Consideration Classification | Based on the terms and facts as of March 31, 2019, the following table summarizes our contingent acquisition consideration liabilities: March 31, 2019 December 31, 2018 Contingent acquisition consideration included in accrued liabilities $ 18.8 $ 18.8 Contingent acquisition consideration included in other long-term liabilities 10.8 10.5 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, net (Tables) - SG Social Holding Company II, LLC | 3 Months Ended |
Mar. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |
Schedule of Information Regarding Intangible Assets | The following table presents certain information regarding our intangible assets: Gross Accumulated Net Balance as of March 31, 2019 Amortizable intangible assets: Intellectual property $ 34.2 $ (31.5 ) $ 2.7 Customer relationships 23.2 (17.1 ) 6.1 Licenses 5.1 (1.7 ) 3.4 Brand names 3.7 (3.1 ) 0.6 $ 66.2 $ (53.4 ) $ 12.8 Balance as of December 31, 2018 Amortizable intangible assets: Intellectual property $ 33.0 $ (30.1 ) $ 2.9 Customer relationships 23.2 (16.8 ) 6.4 Licenses 5.1 (1.5 ) 3.6 Brand names 3.7 (3.0 ) 0.7 $ 65.0 $ (51.4 ) $ 13.6 |
Schedule of Amortization Expense | The following reflects intangible amortization expense included within depreciation and amortization: Three Months Ended March 31, 2019 March 31, 2018 Amortization expense (1) $ 0.8 $ 4.8 (1) Three months ended March 31, 2018 includes $4.1 million in accelerated amortization of certain Dragonplay intellectual property recorded as a result of change in estimate of the remaining useful lives. |
Leases (Tables)
Leases (Tables) - SG Social Holding Company II, LLC | 3 Months Ended |
Mar. 31, 2019 | |
Lessee, Lease, Description [Line Items] | |
Schedule of Supplemental Operating Lease Information | Supplemental balance sheet and cash flow information related to operating leases is as follows: March 31, 2019 Operating lease right-of-use assets (1) $ 5.8 Accrued liabilities 1.5 Operating lease liabilities 4.3 Total operating lease liabilities $ 5.8 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 0.5 Weighted average remaining lease term, years 4.3 Weighted average discount rate 5.0 % (1) Right-of-use assets obtained in exchange for lease obligations during the first quarter of 2019 were immaterial. |
Maturities of Lease Liabilities | Lease liability maturities: Operating Leases 2019 (1) $ 1.4 2020 1.6 2021 1.2 2022 1.2 2023 0.7 Thereafter 0.4 Less Imputed Interest (0.7 ) Total $ 5.8 (1) Excluding the three months ended March 31, 2019. |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
SG Social Holding Company II, LLC | |
Income Tax Disclosure [Line Items] | |
Summary of the Effective Income Tax Rates | The following table summarizes the effective income tax rates and were determined using an estimated annual effective tax rate after considering any discrete items for such periods: Three Months Ended March 31, 2019 March 31, 2018 Effective income tax rate 25.5 % 35.3 % |
Related Party Transactions (Tab
Related Party Transactions (Tables) - SG Social Holding Company II, LLC | 3 Months Ended |
Mar. 31, 2019 | |
Related Party Transaction [Line Items] | |
Schedule of Related Party Transactions | The following is the summary of expenses charged from the Parent and settled in cash: Three Months Ended Statement of Income (Loss) and Comprehensive Income (Loss) Line Item March 31, 2019 March 31, 2018 Royalties for Scientific Games Corporation IP $ 7.3 $ 6.3 Cost of revenue Royalties to Scientific Games Corporation for third-party IP 2.6 1.7 Cost of revenue Parent services 1.4 1.4 General and administrative The following is the summary of balances due to (from) affiliates: March 31, December 31, 2019 2018 Royalties under intercompany IP License Agreement $ 3.6 $ 4.5 Parent services 0.5 0.5 Reimbursable expenses from parent and its subsidiaries (3.5 ) (1.3 ) $ 0.6 $ 3.7 |
Summary of Stock-based Compensation Expense | The following table summarizes stock‑based compensation expense that is included in general and administrative expenses: Three Months Ended March 31, 2019 March 31, 2018 Stock-based compensation expense $2.7 $0.6 |
Description of the Business a_4
Description of the Business and Summary of Significant Accounting Policies - Narrative (Details) - USD ($) | May 07, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | May 28, 2019 | |
Subsequent Event | Common Class A | ||||||
Subsequent Event [Line Items] | ||||||
Economic interests called by common stock units | 100.00% | |||||
IPO | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Shares offered in public offering (in shares) | 22,000,000 | |||||
Amount received in public offering (in dollars per share) | $ 16 | |||||
Proceeds from public offering | $ 330,900,000 | |||||
Offering expenses | $ 10,000,000 | |||||
Percentage of tax benefits | 85.00% | |||||
IPO | Subsequent Event | Common Class A | ||||||
Subsequent Event [Line Items] | ||||||
Economic interests called by common stock units | 100.00% | |||||
SG Holding I | Subsequent Event | Common Class B | ||||||
Subsequent Event [Line Items] | ||||||
Economic interests called by common stock units | 0.00% | |||||
SG Social Holding Company II, LLC | ||||||
Subsequent Event [Line Items] | ||||||
Offering expenses | $ 1,600,000 | $ 0 | ||||
General corporate expenses | [1] | 10,300,000 | 8,500,000 | |||
Revenue recognized | 400,000 | $ 900,000 | ||||
Deferred offering costs | $ 4,400,000 | |||||
SG Social Holding Company II, LLC | IPO | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Shares offered in public offering (in shares) | 22,000,000 | |||||
Amount received in public offering (in dollars per share) | $ 16 | |||||
SG Members ownership percentage | 82.60% | |||||
SG Social Holding Company II, LLC | IPO | Subsequent Event | Common Class B | ||||||
Subsequent Event [Line Items] | ||||||
SG Members ownership percentage | 100.00% | |||||
SG Social Holding Company II, LLC | IPO | Subsequent Event | Intellectual property | ||||||
Subsequent Event [Line Items] | ||||||
Upfront license payment | $ 255,000,000 | |||||
SG Social Holding Company II, LLC | Spicerack Media | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Contingent consideration | $ 31,000,000 | |||||
SG Social Holding Company II, LLC | SciPlay Parent LLC | IPO | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Offering proceeds used in acquisition of interests | $ 30,000,000 | |||||
Number of interests purchased (in shares) | 1,994,681 | |||||
SG Social Holding Company II, LLC | SG Holding I | SciPlay Parent LLC | IPO | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Offering proceeds used in acquisition of interests | $ 300,900,000 | |||||
Number of interests purchased (in shares) | 20,005,319 | |||||
SG Social Holding Company II, LLC | SciPlay Parent LLC | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Offering expenses | $ 10,000,000 | |||||
General corporate expenses | 20,000,000 | |||||
SciPlay Revolver, Maturing 2024 | Revolving Credit Facility | SG Social Holding Company II, LLC | IPO | Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Principal debt amount | $ 150,000,000 | |||||
Scenario, Forecast | SG Social Holding Company II, LLC | Spicerack Media | ||||||
Subsequent Event [Line Items] | ||||||
Contingent consideration payable at a later date | $ 21,000,000 | |||||
[1] | Excluding depreciation and amortization. |
Description of the Business a_5
Description of the Business and Summary of Significant Accounting Policies - Disaggregation of Revenues (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 118.4 | $ 97.5 |
Mobile | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 96.9 | 72.7 |
Web | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 21.5 | 24.7 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 0 | 0.1 |
U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 108.4 | 88.7 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 10 | $ 8.8 |
Description of the Business a_6
Description of the Business and Summary of Significant Accounting Policies - Balances in Receivables and Contract Asset and Liability Accounts (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Description Of The Business And Summary Of Significant Accounting Policies [Line Items] | ||
Receivables | $ 44 | $ 31.5 |
Contract Assets | 0.2 | 0.2 |
Contract Liabilities | $ 0.7 | $ 0.7 |
Description of the Business a_7
Description of the Business and Summary of Significant Accounting Policies - Schedule of Concentration Risk (Details) - SG Social Holding Company II, LLC - Customer Concentration Risk | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Apple | Revenue Concentration | |||
Concentration Risk [Line Items] | |||
Concentration risk | 42.70% | 41.10% | |
Apple | Accounts Receivable Concentration | |||
Concentration Risk [Line Items] | |||
Concentration risk | 53.30% | 38.60% | |
Google | Revenue Concentration | |||
Concentration Risk [Line Items] | |||
Concentration risk | 35.90% | 30.00% | |
Google | Accounts Receivable Concentration | |||
Concentration Risk [Line Items] | |||
Concentration risk | 25.00% | 31.30% | |
Facebook | Revenue Concentration | |||
Concentration Risk [Line Items] | |||
Concentration risk | 18.10% | 24.80% | |
Facebook | Accounts Receivable Concentration | |||
Concentration Risk [Line Items] | |||
Concentration risk | 16.70% | 23.70% |
Description of the Business a_8
Description of the Business and Summary of Significant Accounting Policies - Contingent Consideration Classification (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Description Of The Business And Summary Of Significant Accounting Policies [Line Items] | ||
Contingent acquisition consideration included in accrued liabilities | $ 18.8 | $ 18.8 |
Contingent acquisition consideration included in other long-term liabilities | $ 10.8 | $ 10.5 |
Stockholder's Equity (Details)
Stockholder's Equity (Details) | May 07, 2019$ / sharesshares | May 28, 2019vote | Mar. 31, 2019$ / sharesshares |
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 1,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||
Common stock, shares issued (in shares) | 100 | ||
Common stock, shares outstanding (in shares) | 100 | ||
Subsequent Event | |||
Class of Stock [Line Items] | |||
Preferred stock, shares authorized (in shares) | 10,000,000 | ||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||
Number of votes per common stock | vote | 1 | ||
Ownership percentage threshold | 10.00% | ||
Common Class A | Subsequent Event | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 625,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||
Common stock, shares issued (in shares) | 22,000,000 | ||
Common stock, shares outstanding (in shares) | 22,000,000 | ||
Number of votes per common stock | vote | 1 | ||
Economic interests called by common stock units | 100.00% | ||
Voting interests held | 2.10% | ||
Common Class B | Subsequent Event | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 130,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||
Common stock, shares issued (in shares) | 104,267,021 | ||
Common stock, shares outstanding (in shares) | 104,267,021 | ||
Number of votes per common stock | vote | 10 | ||
Scientific Games Corporation | Common Class B | Subsequent Event | |||
Class of Stock [Line Items] | |||
Economic interests called by common stock units | 0.00% | ||
Voting interests held | 97.90% | ||
SciPlay Parent LLC | Subsequent Event | |||
Class of Stock [Line Items] | |||
Economic interests called by common stock units | 17.40% | ||
SciPlay Parent LLC | Scientific Games Corporation | Subsequent Event | |||
Class of Stock [Line Items] | |||
Economic interests called by common stock units | 82.60% |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event | May 07, 2019USD ($) | May 28, 2019shares |
IPO | SciPlay Revolver, Maturing 2024 | Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Commitment fee | 0.50% | |
Leverage ratio | 0.375% | |
Fronting fee | 0.125% | |
Net leverage ratio | 2.50 | |
Fixed charge coverage ratio | 4 | |
IPO | SciPlay Revolver, Maturing 2024 | Letter of Credit | ||
Subsequent Event [Line Items] | ||
Letter of credit issuances available | $ | $ 15,000,000 | |
LIBOR | IPO | SciPlay Revolver, Maturing 2024 | Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Basis spread on variable rate | 2.25% | |
LIBOR, Leveraged Base Step Down | IPO | SciPlay Revolver, Maturing 2024 | Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Basis spread on variable rate | 0.25% | |
LIBOR, Leveraged Base Step Up | IPO | SciPlay Revolver, Maturing 2024 | Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Basis spread on variable rate | 0.25% | |
Base Rate | IPO | SciPlay Revolver, Maturing 2024 | Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Basis spread on variable rate | 1.25% | |
Base Rate, Step Down | IPO | SciPlay Revolver, Maturing 2024 | Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Basis spread on variable rate | 0.25% | |
Base Rate, Step Up | IPO | SciPlay Revolver, Maturing 2024 | Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Basis spread on variable rate | 0.25% | |
Common Class A | LTIP | ||
Subsequent Event [Line Items] | ||
Number of incentive shares authorized (in shares) | shares | 6,500,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, net Goodwill and Intangible Assets, net - Narrative (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Line Items] | ||
Goodwill | $ 120.7 | $ 120.7 |
WMS Industries, Inc. and Bally Technologies, Inc. | ||
Goodwill [Line Items] | ||
Goodwill | 107.9 | |
Spicerack Media | ||
Goodwill [Line Items] | ||
Increase in goodwill | $ 12.8 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, net - Schedule of Information Regarding Intangible Assets (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Amortizable intangible assets: | ||
Amortizable intangible assets, gross carrying amount | $ 66.2 | $ 65 |
Amortizable intangible assets, accumulated amortization | (53.4) | (51.4) |
Amortizable intangible assets, net balance | 12.8 | 13.6 |
Intellectual property | ||
Amortizable intangible assets: | ||
Amortizable intangible assets, gross carrying amount | 34.2 | 33 |
Amortizable intangible assets, accumulated amortization | (31.5) | (30.1) |
Amortizable intangible assets, net balance | 2.7 | 2.9 |
Customer relationships | ||
Amortizable intangible assets: | ||
Amortizable intangible assets, gross carrying amount | 23.2 | 23.2 |
Amortizable intangible assets, accumulated amortization | (17.1) | (16.8) |
Amortizable intangible assets, net balance | 6.1 | 6.4 |
Licenses | ||
Amortizable intangible assets: | ||
Amortizable intangible assets, gross carrying amount | 5.1 | 5.1 |
Amortizable intangible assets, accumulated amortization | (1.7) | (1.5) |
Amortizable intangible assets, net balance | 3.4 | 3.6 |
Brand names | ||
Amortizable intangible assets: | ||
Amortizable intangible assets, gross carrying amount | 3.7 | 3.7 |
Amortizable intangible assets, accumulated amortization | (3.1) | (3) |
Amortizable intangible assets, net balance | $ 0.6 | $ 0.7 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, net - Intangible Amortization Expense (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 0.8 | $ 4.8 |
Dragonplay Intellectual Property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 4.1 |
Leases - Additional Information
Leases - Additional Information (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Jan. 01, 2019 | |
Range [Axis] [Line Items] | |||
Remaining lease terms | 4 years 4 months | ||
Operating lease expenses | $ 0.5 | $ 0.5 | |
Minimum | |||
Range [Axis] [Line Items] | |||
Remaining lease terms | 1 year | ||
Maximum | |||
Range [Axis] [Line Items] | |||
Remaining lease terms | 5 years |
Leases - Supplemental Operating
Leases - Supplemental Operating Lease Information (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | ||
Operating lease right-of-use assets | $ 5.8 | $ 0 |
Accrued liabilities | 1.5 | |
Operating lease liabilities | 4.3 | $ 0 |
Total operating lease liabilities | 5.8 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 0.5 | |
Weighted average remaining lease term, years | 4 years 4 months | |
Weighted average discount rate | 5.00% |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - SG Social Holding Company II, LLC $ in Millions | Mar. 31, 2019USD ($) |
Lessee, Lease, Description [Line Items] | |
2019 | $ 1.4 |
2020 | 1.6 |
2021 | 1.2 |
2022 | 1.2 |
2023 | 0.7 |
Thereafter | 0.4 |
Less Imputed Interest | (0.7) |
Total | $ 5.8 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
SG Social Holding Company II, LLC | ||
Income Tax Disclosure [Line Items] | ||
Effective tax rates | 25.50% | 35.30% |
Related Party Transactions (Det
Related Party Transactions (Details) - SG Social Holding Company II, LLC - USD ($) $ in Millions | May 07, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 |
Related Party Transaction [Line Items] | ||||
Parent services | $ 1.4 | $ 1.4 | ||
Reimbursable expenses from parent and its subsidiaries | (3.5) | $ (1.3) | ||
Total due to (from) related parties | 0.6 | 3.7 | ||
Stock-based compensation expense | 2.7 | 0.6 | ||
Intellectual property | ||||
Related Party Transaction [Line Items] | ||||
Royalties for IP | 7.3 | 6.3 | ||
Intellectual property | Social Business Segment | Subsequent Event | IPO | ||||
Related Party Transaction [Line Items] | ||||
Purchase price of license | $ 255 | |||
Intellectual property, Third-party | ||||
Related Party Transaction [Line Items] | ||||
Royalties for IP | 2.6 | $ 1.7 | ||
Royalties under intercompany IP License Agreement | ||||
Related Party Transaction [Line Items] | ||||
Due to related parties | 3.6 | 4.5 | ||
Parent services | ||||
Related Party Transaction [Line Items] | ||||
Due to related parties | $ 0.5 | $ 0.5 |