LAS VEGAS, NV – Light & Wonder (L&W) and SciPlay Corporation have entered into a definitive agreement under which Light & Wonder will acquire the remaining approximately 17 percent equity interest in SciPlay that it does not currently own for $22.95 per share in an all-cash transaction. The transaction has been approved by the board of directors of Light & Wonder.
In addition, a special committee comprised solely of certain of SciPlay’s independent directors, advised by its own independent financial and legal advisors, determined that the transaction is in the best interests of SciPlay shareholders. Acting upon the recommendation of the special committee, the board of directors of SciPlay approved the transaction.
“We are excited to fully unite SciPlay with Light & Wonder, further accelerating our cross-platform strategy and creating an even stronger and more efficient platform for growth,” said Matt Wilson, President and Chief Executive Officer of Light & Wonder. “Our combined balance sheets will provide us with the flexibility to further invest in developing and launching great games cross-platform and deliver enhanced returns to shareholders. We look forward to bringing our world-class teams together and are excited to innovate and grow as one unified company for the benefit of our employees, players and shareholders.”
“This transaction is a compelling opportunity to maximize value for SciPlay shareholders and favorably positions both SciPlay and Light & Wonder,” said Gerald Cohen and April Henry, independent directors of the SciPlay board and co-chairs of the SciPlay Special Committee. “Our committee conducted a careful evaluation of Light & Wonder’s proposal, with the support of independent financial and legal advisors, and we believe this combination represents the best outcome for SciPlay shareholders.”
The companies expect the transaction to close during the fourth quarter of 2023, subject to customary closing conditions. The transaction has been approved by the written consent of the holders of the requisite number of shares of common stock of SciPlay, such that no additional stockholder approval is required. Following the transaction, SciPlay will become a wholly-owned subsidiary of Light & Wonder.
Macquarie Capital is serving as financial advisor and Cravath, Swaine & Moore LLP is serving as legal advisor to Light & Wonder. Lazard is serving as financial advisor and Sullivan & Cromwell LLP is serving as legal advisor to the SciPlay special committee.