On Chau - Apr 26, 2023 Form 4 Insider Report for Playtika Holding Corp. (PLTK)

Role
10%+ Owner
Signature
On Chau By: /s/ On Chau
Stock symbol
PLTK
Transactions as of
Apr 26, 2023
Transactions value $
-$624,967,313
Form type
4
Date filed
4/28/2023, 06:10 AM
Previous filing
Apr 13, 2023
Next filing
Jul 26, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PLTK Common Stock Sale -$625M -78.8M -97.53% $7.93 2M Apr 26, 2023 See footnotes F1, F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

On Chau is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 8th Wonder Corporation ("8th Wonder"), which is 100% owned by Trustworthy Group Ltd, beneficially owned directly 1,500,000 of the total reported securities. By virtue of the above, Trustworthy Group Ltd beneficially owned 1,500,000 shares of common stock of the Issuer. Ms. On Chau is the sole shareholder of Trustworthy Group Ltd.
F2 Hotlink Investment Limited ("Hotlink"), which is 100% owned by Infinite Bandwidth Limited, beneficially owned directly 500,000 of the total reported securities. By virtue of the above, Infinite Bandwidth Limited beneficially owned 500,000 shares of common stock of the Issuer. On Chau is the sole shareholder of Infinite Bandwidth Limited.
F3 By virtue of the above, On Chau beneficially owned 2,000,000 shares of common stock of the Issuer.
F4 On April 26, 2023, 8th Wonder and Hotlink entered into a share purchase agreement ("SPA") with Fortune Bliss Ventures Limited ("Fortune"), pursuant to which Fortune has agreed to purchase (i) 39,405,253 Shares ("8th Wonder Shares") from 8th Wonder and (ii) 39,405,253 Shares ("Hotlink Shares," together with the 8th Wonder Shares, the "Sale Shares") from Hotlink at a total per Share price of $7.93 per Share (subject to adjustments for dividends received), subject to Fortune's due diligence investigation of the Issuer and the Sale Shares.
F5 The parties expect that consummation of the transaction contemplated by the SPA ("Closing") will occur on or prior to July 31, 2023, with Fortune having a right to extend the Closing until August 31, 2023.

Remarks:

The beneficial ownership of the shares of Common Stock reported herein exceeds 10%, based on the Issuer's most recently announced number of shares of Common Stock outstanding in its Form 10-K as filed with the SEC on February 28, 2023.