---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-110658"
form_type: "8-K"
ticker: "LNWO"
cik: "0000750004"
company_name: "Light & Wonder, Inc."
filed_at: "2023-10-23T23:59:59+00:00"
generated_at: "2026-06-09T17:38:26.516636+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Light & Wonder completes acquisition of remaining ~17% of SciPlay for $22.95/share in cash

## Summary
- Acquired remaining ~17% equity interest in SciPlay for $22.95 per share in cash; total implied equity value not disclosed.
- SciPlay becomes wholly-owned subsidiary; SciPlay common stock delisted from Nasdaq Global Select Market.
- Tax Receivable Agreement waivers executed by all parties to avoid payment acceleration upon merger consummation.
- SciPlay's $150M revolving credit facility terminated; Light & Wonder will designate SciPlay entities as Restricted Subsidiaries under its own debt agreements.
- Effective date October 23, 2023; former SciPlay shareholders received $22.95 per share in cash without interest.

## SEC filing metadata
- accession: 0001104659-23-110658
- form_type: 8-K
- ticker: LNWO
- cik: 0000750004
- company_name: Light & Wonder, Inc.
- filed_at: 2023-10-23T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 1.02, 2.01, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/750004/000110465923110658/0001104659-23-110658-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/750004/000110465923110658/tm2328757d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-110658
- JSON: https://secwatch.observer/filing/0001104659-23-110658.json
- Plain text: https://secwatch.observer/filing/0001104659-23-110658.txt

## Key facts
- M&A Transactions
  Light & Wonder, Inc. completed an acquisition involving SciPlay Corporation for $22.95 in cash (closed 2023-10-23).
  - Action: acquisition
  - Counterparty: SciPlay Corporation
  - Consideration: $22.95 in cash
  - Closing: 2023-10-23
  source text: At the Effective Time, pursuant to the terms of, and subject to the conditions set forth in, the Merger Agreement and in accordance with the laws of the State of Nevada: (i) each share of Class A common stock, par value $0.001 per share, of SciPlay (the “ SciPlay Class A Common Stock ”) issued and outstanding immediately prior to the Effective Time (other than any Excluded Shares (as defined below)) was converted automatically into the right to receive $22.95 in cash, without interest (the “ Merger Consideration ”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/750004/000110465923110658/0001104659-23-110658-index.htm
- Material Agreements
  Light & Wonder, Inc. entered into Waiver under Tax Receivable Agreement with SciPlay Parent Company, LLC; LNW Social Holding Company I, LLC valued at Waived rights under Section 4.1(b) of TRA to prevent acceleration of payment obligations (effective 2023-10-23).
  - Action: entry
  - Counterparty: SciPlay Parent Company, LLC; LNW Social Holding Company I, LLC
  - Value: Waived rights under Section 4.1(b) of TRA to prevent acceleration of payment obligations
  - Effective: 2023-10-23
  source text: each of SciPlay, SciPlay Parent Company, LLC, a Nevada limited liability company (“ SciPlay Parent LLC ”), and LNW Social Holding Company I, LLC, a Nevada limited liability company (“ LNW Social Holding ”), delivered a Waiver (collectively, the “ Waivers ”) to the other parties to, and in respect of, that certain Tax Receivable Agreement (the “ TRA ”), dated as of May 7, 2019, by and among SciPlay, SciPlay Parent LLC and LNW Social Holding
  evidence_url: https://www.sec.gov/Archives/edgar/data/750004/000110465923110658/0001104659-23-110658-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.