Related-Party Transactions |
6 Months Ended |
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Jun. 30, 2026 | |
| Related Party Transactions [Abstract] | |
| Related-Party Transactions | Related-Party Transactions On July 14, 2026, the Company appointed Stan Guidroz as the Company’s Chief Operating Officer, effective immediately. Mr. Guidroz owns Toucan Management, LLC (“Toucan Management”), which was a party to the Asset Purchase Agreement, dated April 11, 2023, as amended (the “Purchase Agreement”), in which the Company acquired 85% of the outstanding membership interests of Toucan Gaming, LLC (“Toucan Gaming”) on November 1, 2024 (the “Toucan Acquisition”). Toucan Management owns 15% of the outstanding membership interests of Toucan Gaming. Consequently, Mr. Guidroz has a continuing economic interest in Toucan Gaming, which is the Company’s Louisiana subsidiary. Pursuant to the Purchase Agreement, the Company is also required to make annual installment payments to Toucan Management of $500,000 on the anniversary of the closing of the Toucan Acquisition. Eight annual installment payments remain outstanding as of June 30, 2026 as one of the anniversary payments was paid at closing. The installment payments are not affected by Mr. Guidroz’s employment with the Company and continue to be governed by the Purchase Agreement. The Purchase Agreement also provides that remaining unpaid installment payments may accelerate upon specified events, including certain sale transactions involving the Company or Toucan Gaming. In addition, the Toucan Gaming Amended and Restated Limited Liability Company Agreement, dated as of November 1, 2024 (the “Toucan LLCA”), provides for certain put and call rights with respect to the 15% membership interest held by Toucan Management. The Company has a call right to purchase all such membership interests after the tenth anniversary of November 1, 2024, or earlier upon specified events, including termination of Mr. Guidroz’s employment for cause or a sale of the Company. Toucan Management and related parties have a put right to require the Company to repurchase all, but not less than all, of their membership interests after the seventh anniversary of November 1, 2024, following termination of Mr. Guidroz’s employment without cause or following certain other events described in the Toucan LLCA. The applicable purchase price for the put or call is based on the amount the Toucan Management members would receive if Total Equity Value (as defined in the Toucan LLCA) were distributed to such members.
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