UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| Item 7.01. | Regulation FD Disclosure. |
On September 18, 2024, Playtika Holding Corp. (the “Company”) issued a press release announcing that the Company and Playtika Ltd. (“Playtika Limited”), a wholly owned subsidiary of the Company, entered into a Share Purchase Agreement with SuperPlay Ltd. (“SuperPlay”), the shareholders of SuperPlay (the “Sellers”) and Gigi Levy-Weiss, as the shareholder representative, pursuant to which, subject to the terms and conditions thereof, Playtika Limited agreed to acquire from the Sellers all of the issued and outstanding share capital of SuperPlay (the “Transaction”) for an aggregate purchase price equal to (i) $700.0 million, payable at the Closing, subject to certain post-closing adjustments, plus (ii) earnout payments of up to $1.250 billion. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated in this Item 7.01 by reference.
Also on September 18, 2024, the Company made available an investor presentation regarding the Transaction on its investor relations website. A copy of the presentation is attached hereto as Exhibit 99.2 and is incorporated in this Item 7.01 by reference.
Also on September 18, 2024, the Company distributed to its stockholders a letter from Robert Antokol, the Company’s Chief Executive Officer, regarding the Transaction. A copy of the letter is attached hereto as Exhibit 99.3 and is incorporated in this Item 7.01 by reference.
In connection with the announcement of the Transaction, a memorandum was sent to the Company’s employees on September 18, 2024. A copy of the memo is attached hereto as Exhibit 99.4 and is incorporated in this Item 7.01 by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibits 99.1, 99.2, 99.3 and 99.4, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press release issued on September 18, 2024 | |
| 99.2 | Investor Presentation, dated September 18, 2024 | |
| 99.3 | Letter to Stockholders, dated September 18, 2024 | |
| 99.4 | Employee Memorandum | |
| 104 | Cover page Interactive Data File (formatted in iXBRL and contained in Exhibit 101) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| PLAYTIKA HOLDING CORP. | ||||||
| Registrant | ||||||
| Date: September 18, 2024 | By: | /s/ Craig Abrahams | ||||
| Craig Abrahams | ||||||
| President and Chief Financial Officer | ||||||