Accel Entertainment, Inc. — Director's Dealing 2020

Aug 18, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Accel Entertainment, Inc. (ACEL)
CIK: 0001698991
Period of Report: 2020-08-14

Reporting Person: CLAIRVEST GROUP INC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-08-14	Class A-1 Common Stock	J	249209	—	Acquired	16898868	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-08-14	Warrants	$	J	996840	Acquired		Class A-1 Common Stock (996840)	Indirect

Footnotes

F1: The shares were issued pursuant to the Issuer's warrant exchange offer in which the Issuer offered to holders of certain of the Issuer's warrants to purchase shares of Class A-1 Common Stock, par value $0.0001 per share, the opportunity to receive 0.250 shares of Class A-1 Common Stock per warrant in exchange for the outstanding warrants tendered by the holder (the "Exchange Offer"). The issuance of the shares in the Exchange Offer was registered pursuant to a Registration Statement on Form S-4, as amended, filed by the Issuer with the Securities and Exchange Commission on July 14, 2020, and the prospectus related thereto filed on August 14, 2020. Prior to the completion of the Exchange Offer, each warrant held by the Reporting Person entitled the Reporting Person to purchase one share of Class A-1 Common Stock at an exercise price of $11.50, subject to certain adjustments.

F2: The securities reported in this row are indirectly owned by the Reporting Person through Clairvest Equity Partners V Limited Partnership, an Ontario limited partnership ("CEP V"), Clairvest Equity Partners V-A Limited Partnership, an Ontario limited partnership ("CEP V-A"), and CEP V Co-Investment Limited Partnership, a Manitoba limited partnership ("CEP Co-Invest", and together with CEP V and CEP V-A, the "Clairvest Investors"), each of which is a wholly-owned indirect subsidiary of the Reporting Person.

F3: Warrants are exercisable following 30 days of the closing of the business combination contemplated by the Transaction Agreement, dated as of June 13, 2019, as amended, by and among the Issuer, each of the shareholders of the Issuer named as Sellers therein, and the Shareholder Representatives named therein (the "Closing"), subject to the availability of an effective U.S. registration statement.