---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-25-152781"
form_type: "8-K"
ticker: null
cik: "0001593548"
company_name: "PlayAGS, Inc."
filed_at: "2025-06-30T23:59:59+00:00"
generated_at: "2026-05-18T12:52:23.244489+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# Brightstar Capital Partners completes acquisition of PlayAGS for ~$1.1B, $12.50/share

## Summary
- Merger closed June 30, 2025; stockholders receive $12.50 per share cash.
- PlayAGS becomes privately held; common stock delisted from NYSE.
- New $775M term loan and $100M revolver facility entered to finance deal.
- Andrew Weinberg appointed director; prior board members depart.
- Company notes three consecutive years of record revenue; slot units doubled to 6,100.

## SEC filing metadata
- accession: 0001193125-25-152781
- form_type: 8-K
- cik: 0001593548
- company_name: PlayAGS, Inc.
- filed_at: 2025-06-30T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 1.01, 1.02, 2.01, 2.03, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1593548/000119312525152781/0001193125-25-152781-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1593548/000119312525152781/d905928d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-25-152781
- JSON: https://secwatch.observer/filing/0001193125-25-152781.json
- Plain text: https://secwatch.observer/filing/0001193125-25-152781.txt

## Key facts
- Governance Changes
  PlayAGS, Inc.: Amended and restated bylaws effective upon completion of the merger, in the form attached as Exhibit 3.2.
  - Change: bylaw amendment
  source text: Effective upon completion of the Merger, the bylaws of the Company, as in effect immediately prior to the Merger, were amended and restated to be in the form of the bylaws attached as Exhibit 3.2 hereto.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1593548/000119312525152781/0001193125-25-152781-index.htm
- Governance Changes
  PlayAGS, Inc.: Amended and restated certificate of incorporation effective upon completion of the merger, in the form attached as Exhibit 3.1.
  - Change: charter amendment
  source text: Effective upon completion of the Merger, the certificate of incorporation of the Company, as in effect immediately prior to the Merger, was amended and restated to be in the form of the certificate of incorporation attached as Exhibit 3.1 hereto.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1593548/000119312525152781/0001193125-25-152781-index.htm
- M&A Transactions
  PlayAGS, Inc. underwent a change of control involving Bingo Holdings I, LLC (Parent) for $12.50 per share in cash (closed 2025-06-30).
  - Action: change of control
  - Counterparty: Bingo Holdings I, LLC (Parent)
  - Consideration: $12.50 per share in cash
  - Closing: 2025-06-30
  source text: or indirect wholly owned subsidiary of Parent, which was cancelled and retired for no consideration) was canceled and ceased to exist and converted into the right to receive $12.50 in cash, without interest (the “Merger Consideration”), subject to any withholding of taxes required by applicable law; (ii) each option to purchase a share of Common Stock (each,
  evidence_url: https://www.sec.gov/Archives/edgar/data/1593548/000119312525152781/0001193125-25-152781-index.htm

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