IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
SCOTT G. KORMOS and JORDAN KLEIN, on behalf
of themselves and all other similarly situated
stockholders of PLAYTIKA HOLDING CORP.,
Plaintiff,
C.A. No. 2023-0396-BWD
v.
PLAYTIKA HOLDING UK II LIMITED,
Defendant.
NOTICE OF PENDENCY AND PROPOSED SETTLEMENT
OF STOCKHOLDER CLASS ACTION, SETTLEMENT HEARING, AND RIGHT TO APPEAR
The Court of Chancery of the State of Delaware authorized this Notice.
This is not a solicitation from a lawyer.
TO: ALL RECORD HOLDERS AND BENEFICIAL OWNERS OF THE COMMON STOCK OF PLAYTIKA
HOLDING CORP. (“PLAYTIKA” OR THE “COMPANY”) AS OF 11:59 P.M. EDT ON OCTOBER 3, 2022,
WHICH WAS THE DATE THE SELF-TENDER CLOSED.
IF YOU HELD COMMON STOCK FOR THE BENEFIT OF ANOTHER, PLEASE PROMPTLY
TRANSMIT THIS DOCUMENT TO SUCH BENEFICIAL OWNER.
IF YOU DO NOT INTEND TO OBJECT TO THE SETTLEMENT, THE ATTORNEYS’ FEE AWARD, THE
EXPENSE REIMBURSEMENT, OR THE INCENTIVE FEE AWARD, YOU NEED NOT TAKE ACTION
IN RESPONSE TO THIS NOTICE.
NOTICE OF PENDENCY OF CLASS ACTION: 1 Please be advised that your rights will be affected by the above-captioned stockholder
class action (“Action”) pending in the Court of Chancery of the State of Delaware (the “Court”) if you were a record or beneficial owner
of Playtika Holding Corp. (“Playtika” or the “Company”) common stock as of 11:59 p.m. EDT on October 3, 2022, which is the date
the Self-Tender (defined below) closed.
NOTICE OF SETTLEMENT: Please also be advised that (i) plaintiffs Scott G. Kormos (“Kormos”) and Jordan Klein (“Klein,” and
together with Kormos, “Plaintiffs”), individually and on behalf of the Class (as defined in paragraph 50 below); (ii) Playtika Holding
UK II Limited (“PHUKII” or “Defendant”); and (iii) Playtika (together with Plaintiffs and PHUKII, the “Settling Parties,” and each a
“Party”) have reached a proposed settlement of the Action on the terms set forth in the Stipulation (“Settlement”). Pursuant to the
Settlement, Defendants have agreed to pay, or cause to be paid, $24,750,000 (United States Dollars) in cash (“Settlement
Consideration”). If approved by the Court, the Settlement will resolve all claims in the Action.
PLEASE READ THIS NOTICE CAREFULLY AND IN ITS ENTIRETY. This Notice explains how members of the Class (as
defined in paragraph 50 below) (“Class Members,” and each a “Class Member”) will be affected by the Settlement. The
following table provides a brief summary of the legal rights you have as a Class Member and the relevant deadlines, which are
described in more detail later in this Notice.
1
Any capitalized terms not otherwise defined in this Notice shall have the meanings given to them in the Stipulation and Agreement of
Settlement, Compromise, and Release entered into by the Parties on October 7, 2025 (“Stipulation”). A copy of the Stipulation is
available at www.PlaytikaSecuritiesSettlement.com.
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
CLASS MEMBERS’ LEGAL RIGHTS IN THE SETTLEMENT:
RECEIVE A PAYMENT FROM THE If you are a member of the Class, you may be eligible to receive a
SETTLEMENT. CLASS MEMBERS DO pro rata distribution from the Settlement proceeds.
NOT NEED TO SUBMIT A CLAIM Eligible Class Members do not need to submit a claim form in order
FORM. to receive a distribution from the Settlement, if approved by the
Court. If you are eligible for a distribution from the Settlement, it
will be paid to you directly. See paragraphs 61-65 below for further
discussion.
OBJECT TO THE SETTLEMENT BY If you are a member of the Class and would like to object to the
SUBMITTING A WRITTEN OBJECTION proposed Settlement, the proposed Plan of Allocation, or Plaintiffs’
SO THAT IT IS RECEIVED NO LATER Counsel’s application for an award of attorneys’ fees and expenses
THAN JANUARY 6, 2026 (“Fee and Expense Award”), including Plaintiffs’ application for
an incentive award (“Incentive Award”), you may write to the
Court and explain the reasons for your objection.
ATTEND A HEARING ON Filing a written objection and notice of intention to appear that is
JANUARY 21, 2026, AT 1:30 P.M. EST, received by January 6, 2026, allows you to speak in Court, at the
AND FILE A NOTICE OF INTENTION discretion of the Court, about your objection. In the Court’s
TO APPEAR SO THAT IT IS RECEIVED discretion, the January 21, 2026 hearing may be conducted by
NO LATER THAN JANUARY 6, 2026 telephone or videoconference (see paragraphs 73-74 below). If you
submit a written objection, you may (but you do not have to) attend
the hearing and, at the discretion of the Court, speak to the Court
about your objection.
WHAT THIS NOTICE CONTAINS
What Is The Purpose Of This Notice? .............................................................................................................................................. Page 3
What Is This Case About? ................................................................................................................................................................ Page 3
How Do I Know If I Am Affected By The Settlement? ................................................................................................................... Page 6
What Are The Terms Of The Settlement? ........................................................................................................................................ Page 6
What Are The Parties’ Reasons For The Settlement? ....................................................................................................................... Page 7
Will I Receive A Payment From The Settlement? How Much Will
My Payment From The Settlement, If Any, Be? How Would I
Receive My Payment? ................................................................................................................................................................... Page 7
What Will Happen If The Settlement Is Approved? What Claims
Will The Settlement Release? ........................................................................................................................................................... Page 9
How Will Plaintiffs’ Counsel Be Paid? ......................................................................................................................................... Page 11
When and Where Will The Settlement Hearing Be Held? Do I Have
To Attend The Hearing? May I Speak At The Hearing If
I Don’t Like The Settlement?....................................................................................................................................................... Page 11
Can I See The Court File? Whom Should I Contact If I Have Questions? ..................................................................................... Page 13
What If I Held Shares On Someone Else’s Behalf? ........................................................................................................................ Page 13
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
2
WHAT IS THE PURPOSE OF THIS NOTICE?
1. The purpose of this Notice is to notify Class Members of the existence of the Action and the terms of the proposed Settlement of
the Action. The Notice is also being sent to inform Class Members of a hearing that the Court has scheduled to consider the fairness, reasonableness,
and adequacy of the Settlement, the proposed Plan of Allocation for the Settlement proceeds, and the application by Plaintiffs’ Counsel 2 for a Fee and
Expense Award in connection with the Settlement, including Plaintiffs’ application for an Incentive Award (“Settlement Hearing”). See paragraphs 72-
81 below for details about the Settlement Hearing, including the date and time of the hearing.
2. The Court directed that this Notice be mailed to you because you may be a member of the Class. The Court has directed us to send
you this Notice because, as a Class Member, you have a right to know about your options before the Court rules on the proposed Settlement.
Additionally, you have the right to understand how the Action and the proposed Settlement generally affect your legal rights. Please Note: The Court
may approve the proposed Settlement with such modifications as the Parties may agree to, if appropriate, without further notice to the Class.
3. The issuance of this Notice is not an expression by the Court of any findings of fact or any opinion concerning the merits of any
claim in the Action, and the Court has not yet decided whether to approve the Settlement. If the Court approves the Settlement, then payments to
Eligible Class Members (see paragraphs 61-65 below) will be made after any appeals are resolved.
Please Note: Receipt of this Notice does not mean that you are a Class Member or that you will be entitled to receive a payment from the Settlement.
WHAT IS THIS CASE ABOUT?
THE FOLLOWING RECITATION DOES NOT CONSTITUTE FINDINGS OF THE COURT AND SHOULD NOT BE UNDERSTOOD AS
AN EXPRESSION OF ANY OPINION OF THE COURT AS TO THE MERITS OF ANY CLAIMS OR DEFENSES BY ANY OF THE
SETTLING PARTIES. IT IS BASED ON STATEMENTS OF THE SETTLING PARTIES AND IS SENT FOR THE SOLE PURPOSE OF
INFORMING YOU OF THE EXISTENCE OF THE ACTION AND OF A HEARING ON A PROPOSED SETTLEMENT SO THAT YOU
MAY MAKE APPROPRIATE DECISIONS AS TO STEPS YOU MAY OR MAY NOT WISH TO TAKE IN RELATION TO THIS
LITIGATION.
4. Founded in 2010, Playtika is an Israel-based mobile game developer that develops free-to-play mobile video games in casino-
themed and casual genres.
5. In 2011, Playtika was acquired by Caesars Interactive Entertainment, Inc. (“Caesars”).
6. In 2016, a consortium of Chinese investors (collectively, “Giant”) led by Yuzhu Shi (“Shi”) acquired Playtika. In connection with
the acquisition, Giant transferred all Playtika common stock to PHUKII, its wholly-owned subsidiary.
7. On January 20, 2021, Playtika conducted its initial public offering (the “IPO”). In connection with the IPO, PHUKII raised
approximately $1.6 billion and retained majority control of the Company.
8. On August 22, 2022, a special committee (“Special Committee”) of the Playtika board of directors (“Board”) voted to recommend
a Company self-tender offer for up to $600 million at a share price of $11.58 per share, a 6% premium to market (“Self-Tender”). The Board (other
than Playtika CEO Robert Antokol, James Lu, and Tian Lin, who recused themselves from the vote) authorized the Self-Tender on August 24, 2022.
9. On August 26, 2022, Playtika, PHUKII and PHUKII’s affiliates entered into a tender agreement (“Tender Agreement”). The Tender
Agreement contained a provision that Plaintiffs allege allowed PHUKII to maintain its majority control of Playtika despite the uncertainty regarding
public participation in the Tender Offer (“Safety Valve”). Plaintiffs allege that the Safety Value allowed the Company to inform stockholders of the
number of shares tendered by all stockholders, and PHUKII could then withdraw from the Self-Tender shares PHUKII had previously tendered as
necessary for PHUKII to attempt to retain control.
10. On August 29, 2022, Playtika commenced the Self-Tender.
11. On September 29, 2022, Plaintiffs Klein and Kormos each served Playtika with a demand to inspect Playtika’s books and records,
pursuant to 8 Del. C. § 220.
12. The Self-Tender closed on October 3, 2022. Playtika repurchased 51,813,472 shares, or 12.6% of the Company’s outstanding stock
at the time, for $600 million. PHUKII initially agreed to tender 211,711,155 shares, withdrew certain tendered shares, and ultimately sold only
27,943,938 shares, maintaining control of the Company.
13. On April 4, 2023, Plaintiffs filed a Verified Class Action Complaint (“Complaint”) in the Court, naming as defendants CEO Robert
Antokol and Playtika CFO Craig Abrahams (together, the “Dismissed Defendants”), and PHUKII, on behalf of themselves and a Class of Playtika
stockholders. The Complaint asserted claims for breach of fiduciary duty against Antokol, Abrahams, and PHUKII, and alleged that PHUKII used its
position as a controlling stockholder to cause the Company to pursue the Self-Tender for its own benefit. Specifically, the Complaint alleged that
PHUKII orchestrated the Self-Tender through an unfair process designed to extract a non-ratable benefit from the Company and entrench its control,
including by undermining the Special Committee and pressuring the Board to approve the transaction. Plaintiffs primarily sought damages to remedy
the alleged breaches of fiduciary duty.
2
“Plaintiffs’ Counsel” means Andrews & Springer LLC, Friedman Oster & Tejtel PLLC, and Labaton Keller Sucharow LLP.
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
3
14. On August 18, 2023, PHUKII and the Dismissed Defendants filed separate motions to dismiss the Complaint (“Motions to
Dismiss”) for failure to state a claim for breach of fiduciary duty, along with their respective Opening Briefs in support of those motions. PHUKII
additionally argued that the Court lacked personal jurisdiction over it.
15. On October 2, 2023, Plaintiffs filed an Omnibus Answering Brief in Opposition to the Motions to Dismiss. Plaintiffs later submitted
a corrected version on November 16, 2023.
16. On November 1, 2023, PHUKII and the Dismissed Defendants filed Reply Briefs in Support of their respective Motions to Dismiss.
17. On November 21, 2023, the Court heard oral argument on the Motions to Dismiss.
18. On January 18, 2024, the Court issued a telephonic bench ruling on PHUKII’s Motion to Dismiss. The Court held that it had
personal jurisdiction over PHUKII and denied PHUKII’s Motion to Dismiss. The Court reserved decision on the Dismissed Defendants’ Motion to
Dismiss.
19. On January 31, 2024, the parties filed a Stipulation and [Proposed] Order to Extend Time to Answer Verified Complaint, which
the Court subsequently granted on February 1, 2024.
20. Beginning on February 14, 2024, Plaintiffs propounded discovery, including 48 total document requests and 91 total interrogatories
to Defendant, 48 document requests and 87 interrogatories to the Dismissed Defendants and Playtika, and subpoenas on 11 non-parties parties.
21. The Parties (including the Dismissed Defendants) engaged in extensive meet-and-confers regarding the process for reviewing and
producing documents maintained in mainland China, which included negotiating multiple complex search protocols in both English and Mandarin.
Once the Parties reached agreement on the protocols, PHUKII’s Chinese reviewers conducted the initial document review, followed by PHUKII’s
Chinese counsel confirming compliance with Chinese law and production of such documents.
22. Ultimately, in response to Plaintiffs’ discovery requests served on Defendant and subpoenas directed to non-parties, including one
issued pursuant to the Hague Convention of 18 March 1970 on the Taking of Evidence Abroad, Plaintiffs received and reviewed more than 70,000
documents or approximately 460,000 pages, including many primarily produced in Mandarin. PHUKII alone produced over 2,100 documents or
approximately 40,000 pages, including from individuals in China who voluntarily agreed to provide their documents even though they were not named
as defendants and were not served with subpoenas.
23. On February 19, 2024, PHUKII filed its answer to the Complaint, including affirmative defenses. Defendant’s defenses included:
(1) Plaintiffs failed to state a claim upon which relief can be granted; (2) Plaintiffs’ claims were barred, in whole or in part, because the Self-Tender
was entirely fair to the stockholders; and (3) any alleged damage, injury, or loss was not directly or proximately caused by any conduct or act of
PHUKII, who at all times acted in good faith.
24. On February 23, 2024, the Dismissed Defendants filed a Motion to Stay Discovery Pending Resolution of Motion to Dismiss.
25. On February 27, 2024, the Court entered an Order memorializing its January 18, 2024, bench ruling denying PHUKII’s Motion to
Dismiss and reserving decision as to the Dismissed Defendants’ Motion to Dismiss.
26. On March 1, 2024, Plaintiffs filed a Motion to Enter Case Schedule and Opposition to the Dismissed Defendants’ Motion to Stay.
27. On March 13, 2024, Defendant PHUKII filed a Motion to Extend Time to Respond to Interrogatories.
28. On March 15, 2024, Plaintiffs filed their opposition to the Motion to Extend Time to Respond to Interrogatories.
29. On April 16, 2024, the Parties filed a Stipulation and [Proposed] Order Governing Expert Discovery, which the Court entered on
April 19, 2024.
30. On April 17, 2024, the Parties filed a Stipulation and [Proposed] Order Governing the Production and Exchange of Confidential
Information, which the Court entered on April 18, 2024.
31. On May 3, 2024, the Court issued a Memorandum Opinion granting the Dismissed Defendants’ Motion to Dismiss and dismissing
all claims asserted against them.
32. Beginning on or around June 5, 2024, Plaintiffs’ and Defendant’s counsel exchanged communications regarding what Plaintiffs
asserted were deficiencies in Defendant’s responses and objections to Plaintiffs’ first set of interrogatories.
33. On June 18, 2024, Plaintiffs proposed a class definition to Defendant’s counsel.
34. On July 23, 2024, Plaintiffs and Defendant filed a Stipulation and [Proposed] Order Governing Case Schedule, which the Court
entered on July 31, 2024.
35. On October 10, 2024, Defendant served its first request for the production of documents and first set of interrogatories directed to
Plaintiffs. Plaintiffs’ Counsel then conferred with Defendant’s counsel regarding those discovery requests, and subsequently conferred with Plaintiffs
to identify all locations of relevant documents. Plaintiffs’ Counsel also conducted an independent search for responsive materials.
36. On October 10, 2024, Plaintiffs served their second set of interrogatories directed to PHUKII.
37. On November 12, 2024, Plaintiffs served their responses and objections to Defendant’s discovery requests. That same day,
Plaintiffs substantially completed their production of responsive documents.
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
4
38. On December 6, 2024, Plaintiffs filed an Unopposed Motion for Issuance of Letter of Request for International Judicial Assistance
Pursuant to the Hague Convention of 18 March 1970 on the Taking of Evidence Abroad in Civil or Commercial Matters directed to the Central
Authority of Hong Kong S.A.R., China, which the Court entered on December 19, 2024.
39. On January 8, 2025, following the retirement of Vice Chancellor Sam Glasscock III, the Action was reassigned to Vice Chancellor
Bonnie David.
40. On April 16, 2025, Plaintiffs and Defendant filed a Stipulation and [Proposed] Order Governing Amended Case Schedule, which
the Court entered on April 22, 2025.
41. Beginning on or around April 24, 2025, Plaintiffs’ and Defendant’s counsel exchanged numerous communications regarding
Plaintiffs’ alleged deficiencies in PHUKII’s production.
42. On May 1, 2025, Plaintiffs served Defendant’s counsel with a deposition list identifying 16 witnesses, including
Houlihan Lokey, Inc. (the Special Committee’s financial advisor), The Raine Group LLC (the Special Committee’s financial advisor), Kilometre
Capital Management Limited (Giant’s financial advisor), Giant, Playtika’s corporate officers, the Special Committee members, Apollo Global
Management, Inc., and Joffre Capital Limited.
43. On June 26, 2025, Plaintiffs and Defendant simultaneously exchanged Opening Mediation Statements and exhibits. Plaintiffs’
submission included damages assessments from Plaintiffs’ damages expert.
44. On July 10, 2025, Plaintiffs and Defendant simultaneously exchanged Reply Mediation Statements and exhibits. The mediation
statements addressed, among other things, the issues of liability and potential damages.
45. On July 24, 2025, Plaintiffs’ and Defendant’s counsel participated in a full-day, in-person mediation session before David M.
Murphy of Phillips ADR Enterprises in California. Playtika and its counsel were also in attendance. After receiving a double-blind mediator’s
recommendation, Plaintiffs and Defendant reached an agreement in principle to settle the Action.
46. On September 11, 2025, the Settling Parties executed a term sheet memorializing the Settlement (“Term Sheet”). The Settling
Parties did not conduct any negotiations regarding any request for an award of attorneys’ fees or litigation expenses prior to reaching agreement
regarding the consideration that would be paid to settle the Action or the terms of the Term Sheet.
47. On September 12, 2025, Plaintiffs’ Counsel, on behalf of the Settling Parties, informed the Court of the settlement of the Action in
principle and requested a stay of further proceedings pending submission of the Settlement for Court approval.
48. After additional negotiations regarding the specific terms of their agreement, the Settling Parties entered into the Stipulation on
October 7, 2025. The Stipulation, which reflects the final and binding agreement between the Settling Parties on the terms and conditions of the
Settlement and which supersedes and replaces the Term Sheet, can be viewed at https:// www.PlaytikaSecuritiesSettlement.com.
49. On October 15, 2025, the Court entered a Scheduling Order directing that notice of the Settlement be provided to potential Class
Members, and scheduling the Settlement Hearing to, among other things, consider whether to grant final approval of the Settlement.
HOW DO I KNOW IF I AM AFFECTED BY THE SETTLEMENT?
50. If you are a member of the Class, you are subject to the Settlement. The Class preliminarily certified by the Court solely for purposes
of the Settlement consists of:
All record holders and beneficial owners of Playtika common stock as of 11:59 EDT on October 3, 2022 (“Class Shares”), in each
case in their capacity as holders or beneficial owners of Class Shares, including, to the extent necessary to afford relief, their legal
representatives, heirs, assigns, transferees, and successors-in-interest, but excluding the Excluded Persons (defined below). 3
Excluded from the Class are: Defendant, Alpha Frontier Limited, Shanghai Cibi Business Information Consultancy Co., Ltd., Shanghai Jukun Network
Technology Co., Ltd., Giant Network Group Co., Ltd., Shanghai Giant Investment Group Co., Ltd., Yuzhu Shi, Hazlet Global Limited, Equal Sino
Limited, Jing Shi, Tian Lin, Wei Liu, Robert Antokol, Craig Abrahams, Michael Cohen, Marc Beilinson, Hong Du, and Bing Yuan, as well as the
members of the Immediate Families of any of the foregoing (as applicable); any entity in which any of the foregoing has a controlling interest; any of
the foregoing’s respective parent entities or subsidiaries or general partners and any trusts, estates, entities, or accounts that held Playtika shares for the
benefit of any of the foregoing, and the heirs, or assignees of any of the foregoing (each an “Excluded Person”).
Please Note: The Class is a non-“opt-out” class pursuant to Delaware Court of Chancery Rules 23(a), 23(b)(1), 23(b)(2), and 23(b)(3). Accordingly,
Class Members do not have the right to exclude themselves from the Class.
WHAT ARE THE TERMS OF THE SETTLEMENT?
51. In consideration of the settlement of the Released Plaintiffs’ Claims (defined in paragraph 67 below) against Defendant and the
other Released Defendant and Defendant-Related Parties and the Released Playtika-Related Parties (defined in paragraph 67 below), Defendant has
agreed to pay, or cause to be paid, $24,750,000 in cash (“Settlement Payment”) to be deposited into an interest-bearing escrow account for the benefit
of the Class. See paragraphs 61-65 below for details about the distribution of the Settlement proceeds to Eligible Class Members.
3
For the avoidance of doubt, Playtika shares tendered into the Self-Tender shall not be eligible to receive any pro rata distribution from the Net
Settlement Fund.
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
5
52. Other than the Settlement Payment, Defendant shall bear no responsibility for any payment in connection with the Stipulation or
the Settlement.
WHAT ARE THE PARTIES’ REASONS FOR THE SETTLEMENT?
53. Plaintiffs, through their counsel, have conducted an investigation and pursued extensive discovery relating to the claims against
Defendant and the underlying events and transactions alleged in the Action. Plaintiffs’ Counsel have analyzed the evidence adduced during their
investigation and through the extensive discovery in the Action described above, and have also researched the applicable law with respect to the claims
asserted in the Action and the potential defenses thereto. Additionally, the mediation statements prepared and exchanged between the Settling Parties
have provided Plaintiffs with a detailed basis upon which to assess the relative strengths and weaknesses of Plaintiffs’ position and Defendant’s position
in this litigation.
54. Based upon their investigation and prosecution of the Action, Plaintiffs and Plaintiffs’ Counsel have concluded that the terms and
conditions of the Settlement and this Stipulation are fair, reasonable, and adequate to Plaintiffs and the other Class Members, as defined below, and in
their best interests. Based on their direct oversight of the prosecution of this matter, along with the input of Plaintiffs’ Counsel, Plaintiffs have agreed
to settle the claims raised in the Action pursuant to the terms and provisions of this Stipulation, after considering: (i) the attendant risks of continued
litigation and the uncertainty of the outcome of the Action; (ii) the probability of success on the merits; (iii) the problems of proof associated with, and
possible defenses to, the claims asserted in the Action; (iv) the difficulty and roadblocks to compelling Chinese nationals to provide deposition
testimony in the Action; (v) similar obstacles to compelling Chinese nationals to appear at trial given various restrictions under Chinese law; (vi) the
limited ability to compel additional documents withheld and maintained in mainland China given various restrictions under Chinese law; (vii) the
desirability of permitting the Settlement to be consummated according to its terms; (viii) the expense and length of continued proceedings necessary to
prosecute the Action against Defendant through trial and appeals; and (ix) the conclusion of Plaintiffs and Plaintiffs’ Counsel that the terms and
conditions of the Stipulation are fair, reasonable, and adequate, and that it is in the best interest of Playtika, the Class, and Playtika’s current stockholders
to settle the Action on the terms set forth herein.
55. Defendant denies all allegations of wrongdoing, fault, liability, legal violations, or damages arising from any conduct, statements,
acts, or omissions alleged in the Action, and maintains that its actions were at all times proper, in the best interests of Playtika and its stockholders, and
in compliance with applicable law. Defendant further denies any breach of fiduciary duties and affirmatively asserts that the Self-Tender and its terms
were fair to the unaffiliated stockholders and provided substantial benefits to Playtika and its stockholders. Defendant also denies that Playtika or its
stockholders suffered any harm from any conduct alleged, or that could have been alleged, in the Action. Defendant asserts that, at all relevant times,
it acted in good faith and in a manner it reasonably believed to be in the best interest of Playtika and its stockholders.
56. Nevertheless, Defendant recognizes the uncertainty and risk inherent in any litigation, as well as the substantial burdens, expense,
and time required to defend this proceeding through trial, post-trial motions, and appeal. In particular, Defendant is mindful of the burdens this litigation
imposes on itself, Playtika (in which Defendant maintains a majority interest), and their respective management teams, and the impact continued
litigation would have on their ability to focus on value creation. Defendant wishes to eliminate the uncertainty, risk, burden, and expense of further
litigation and allow Playtika to operate without further distraction or diversion of personnel. Accordingly, Defendant has determined to settle the Action
on the terms set forth in this Stipulation solely to resolve the Released Claims (as defined below) finally and forever, without in any way acknowledging
any wrongdoing, fault, liability, or damages. Nothing in the Settlement and the Stipulation shall be construed as an admission by Defendant of any
wrongdoing, fault, liability, or damages.
WILL I RECEIVE A PAYMENT FROM THE SETTLEMENT? HOW MUCH WILL MY PAYMENT FROM THE
SETTLEMENT, IF ANY, BE? HOW WOULD I RECEIVE MY PAYMENT?
57. Please Note: If you are eligible to receive a payment from the Net Settlement Fund, you do not have to submit a claim form in order to
receive your payment.
58. As stated above, the $24,750,000 Settlement Payment will be deposited into an interest-bearing escrow account for the benefit of
the Class. If the Settlement is approved by the Court and the Effective Date of the Settlement occurs, the Net Settlement Fund (that is, the Settlement
Payment plus any and all interest earned thereon (the “Settlement Fund”) less: (i) any and all Notice Costs; (ii) any and all Administrative Costs; (iii)
any and all Taxes; (iv) any Fee and Expense Award, including any incentive awards to Plaintiffs to be deducted solely from any award of attorneys’
fees to Plaintiffs’ Counsel; and (v) any other fees, costs or expenses approved by the Court) will be distributed in accordance with the proposed Plan
of Allocation stated below or such other plan of allocation as the Court may approve. The Settling Parties estimate that the Class consists of
approximately 155,808,994 shares.
59. The Net Settlement Fund will not be distributed unless and until the Court has approved the Settlement and the Effective Date of
the Settlement has occurred. Approval of the Settlement is independent from approval of a plan of allocation. Any determination with respect to a plan
of allocation will not affect the Settlement, if approved.
60. The Court may approve the Plan of Allocation as proposed or it may modify the Plan of Allocation without further notice to the
Class. Any order(s) regarding any modification of the Plan of Allocation will be posted on the Settlement website,
www.PlaytikaSecuritiesSettlement.com.
PROPOSED PLAN OF ALLOCATION
61. The Net Settlement Fund will be distributed on a pro rata basis to all holders of “Eligible Shares.” Because claims travel with
shares and therefore the right to receive any portion of the Net Settlement Fund travels with the transfer of the Class Members’ shares between 11:59 p.m. EDT
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
6
on October 3, 2022, and the Class Distribution Record Date (as defined below), the persons eligible to receive pro rata distribution of the Net Settlement
Fund (“Eligible Class Members”) are likely different than the Class Members as of the closing of the Self-Tender.
62. Because claims travel with the shares, “Eligible Shares” means all shares of Playtika common stock held as of the most recent date
on or after the Effective Date for which the Depository Trust Company can produce a Security Position Report (“SPR”) showing the position holdings
of participating persons or financial institutions (“DTCC Participants”), excluding those shares held by Excluded Persons (“Excluded Shares”).
63. Each Eligible Class Member will be eligible to receive a pro rata payment from the Net Settlement Fund equal to the product of (i)
the number of Eligible Shares held by the Eligible Class Member and (ii) the “Per-Share Recovery,” which will be determined by dividing the total
amount of the Net Settlement Fund by the total number of Eligible Shares held by all Eligible Class Members, provided, however, that no cash payments
for less than $1.00 will be made.
64. Payments from the Net Settlement Fund to Eligible Class Members will be made in the same manner in which Eligible Class
Members receive dividend payments. Accordingly, if your shares of common stock were held in “street name” and dividend payments associated with
Playtika shares are ordinarily deposited into your brokerage account, your broker will be responsible for depositing your Settlement payment into that
same brokerage account.
65. Subject to Court approval in the Class Distribution Order, 4 Plaintiffs’ Counsel will direct the Settlement Administrator to conduct
the distribution of the Net Settlement Fund to Eligible Class Members as follows:
(i) With respect to Eligible Shares held of record by the Depository Trust & Clearing Corporation, including its subsidiary
the Depository Trust Company (collectively, “DTCC”), through its nominee Cede & Co., Inc. (“Cede”), the Settlement Administrator will cause that
portion of the Net Settlement Fund to be allocated to Eligible Class Members who held their shares through DTCC Participants to be paid to DTCC.
DTCC shall then distribute that portion of the Net Settlement Fund among the DTCC Participants by paying each the Per-Share Recovery times its
respective Closing Security Position, 5 using the same mechanism that DTCC used to issue dividends. The DTCC Participants and their respective
customers, including any intermediaries, shall then ensure pro rata payment to each Eligible Class Member based on the number of Eligible Shares
beneficially owned by such Eligible Class Members.
(ii) With respect to Eligible Shares held of record other than by Cede, as nominee for DTCC (a “Non-Cede Record Position”),
the payment with respect to each such Non-Cede Record Position will be made by the Settlement Administrator from the Net Settlement Fund directly
to the record owner of each Non-Cede Record Position in an amount equal to the Per-Share Recovery times the number of Eligible Shares comprising
such Non-Cede Record Position.
(iii) A person or entity who purchased Eligible Shares but had not settled those Eligible Shares by the closing of the Self-
Tender on October 3, 2022 (“Non-Settled Shares”) will be treated as an Eligible Class Member with respect to those
Non-Settled Shares, and a person or entity who sold those Non-Settled Shares on or before the closing of the Self-Tender on October 3, 2022 will not
be treated as an Eligible Class Member with respect to those Non-Settled Shares.
(iv) In the event that any payment from the Net Settlement Fund is undeliverable or in the event a check is not cashed by the
stale date (i.e., more than six months from the check’s issue date), the DTCC Participants or the holder of a Non-Cede Record Position shall follow
their respective policies with respect to further attempted distribution.
(v) In the event that residual funds remain, the Court may direct that residual settlement funds be redistributed to any
identified Eligible Class Member. But if redistribution is uneconomic, the Court may approve a transfer of funds to the Combined Campaign for Justice
or a similar organization pursuant to Court of Chancery Rule 23(g).
WHAT WILL HAPPEN IF THE SETTLEMENT IS APPROVED?
WHAT CLAIMS WILL THE SETTLEMENT RELEASE?
66. If the Settlement is approved, the Court will enter an Order and Final Judgment. Pursuant to the Order and Final Judgment, all
claims asserted against Defendants in the Action will be dismissed with prejudice and the following Releases will occur:
(i) Upon the Effective Date, Plaintiffs, all Class Members, and all Released Plaintiffs Parties (as defined below) on behalf
of themselves and their successors and assigns, shall thereupon be deemed to have fully, finally, and forever released, relinquished, settled, and
discharged the Released Defendant and Defendant-Related Parties and the Released Playtika-Related Parties (as defined below) from and with respect
to every one of the Released Plaintiffs’ Claims (as defined below), and shall thereupon be forever barred and enjoined from commencing, instituting,
instigating, facilitating, asserting, maintaining, participating in, prosecuting, or continuing to prosecute any and all Released Plaintiffs’ Claims against
any of the Released Defendant and Defendant-Related Parties and the Released Playtika-Related Parties.
(ii) Upon the Effective Date, the Released Defendant and Defendant-Related Parties and the Released Playtika-Related
Parties, on behalf of themselves and their successors and assigns, shall thereupon be deemed to have fully, finally and forever, released, relinquished,
settled and discharged the Released Plaintiffs Parties from and with respect to every one of the Released Defendant’s Claims (as defined below), and
shall thereupon be forever barred and enjoined from commencing, instituting, instigating, facilitating, asserting, maintaining, participating in, or
prosecuting any and all of the Released Defendant’s Claims against any of the Released Plaintiffs Parties.
4
“Class Distribution Order” means an order entered by the Court permitting the distribution of the Net Settlement Fund to Eligible Class Members.
5
For each DTCC Participant, the “Closing Security Position” is the number of shares of common stock reflected on the SPR showing the position
holdings of DTCC Participants as of the most recent date on or after the Effective Date for which the DTC can produce such report (the “Class
Distribution Record Date”).
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
7
(iii) Upon the Effective Date, Playtika, on behalf of itself and its successors and assigns, shall thereupon be deemed to have
fully, finally and forever, released, relinquished, settled and discharged the Released Plaintiffs Parties, the Released Defendant and Defendant-Related
Parties, and the Released Playtika-Related Parties from and with respect to every one of the Released Playtika Claims (as defined below), and shall
thereupon be forever barred and enjoined from commencing, instituting, instigating, facilitating, asserting, maintaining, participating in, or prosecuting
any of the Released Playtika Claims against any of the Released Plaintiffs Parties, Released Defendant and Defendant-Related Parties, and Released
Playtika-Related Parties.
67. The following capitalized terms used in paragraph 66 above shall have the meanings specified below:
“Claims” means any and all rights, liabilities, suits, debts, obligations, demands, damages, losses, judgments, matters, issues, claims, and
causes of action of every nature and description whatsoever, whether known or unknown (including Unknown Claims, as defined below), contingent
or absolute, mature or not mature, liquidated or unliquidated, accrued or not accrued, direct or indirect, regardless of legal or equitable theory and
whether arising under federal law, state law, statutory law, common law, foreign law, or any other law, rule, or regulation, whether class and/or
individual in nature.
“Released Claims” means, together, the Released Plaintiffs’ Claims, Released Defendant’s Claims, and Released Playtika Claims.
“Released Defendant’s Claims” means any and all Claims, including Unknown Claims, that arise out of or relate in any way to the institution,
prosecution, or settlement of the claims against Defendant or any prior defendant in the Action, except for: (i) claims to enforce or related to the
enforcement of the Settlement, or (ii) any claims to enforce a final order and judgment entered by the Court.
“Released Defendant and Defendant-Related Parties” means Defendant, Alpha Frontier Limited, Shanghai Cibi Business Information
Consultancy Co., Ltd., Shanghai Jukun Network Technology Co., Ltd., Giant Network Group Co., Ltd., Shanghai Giant Investment Group Co., Ltd.,
Yuzhu Shi, Hazlet Global Limited, Equal Sino Limited, Jing Shi, Tian Lin, and Wei Liu, and each of their respective officers, directors, trustees,
employees, predecessors, predecessors-in-interest, successors, successors-in-interest, immediate family members (as applicable), partners, insurers,
advisors, consultants, agents, representatives, attorneys (including Plaintiffs’ counsel), experts, auditors, and accountants, and any entity under their
control, in their capacities as such.
“Released Plaintiffs’ Claims” means any and all Claims, including Unknown Claims, that (a) were alleged, asserted, set forth, or claimed in
the Action or (b) could have been alleged, asserted, set forth, or claimed in the Action, or in any other action in any other court, tribunal, proceeding,
or forum, by Plaintiffs or any other member of the Class individually or on behalf of the Class, and that are based upon, arise out of, or relate to any of
the claims, allegations, or operative facts as those set forth in the Verified Class Action Complaint filed in the Action (“Complaint”), except for: (i)
claims to enforce the Settlement, or (ii) any claims to enforce a final order and judgment entered by the Court.
“Released Plaintiffs Parties” means Plaintiffs, and all other Class members and their affiliates, and each of their respective officers, directors,
trustees, employees, predecessors, predecessors-in-interest, successors, successors-in-interest, immediate family members (as applicable), partners,
insurers, advisors, consultants, agents, representatives, attorneys (including Plaintiffs’ counsel), experts, auditors, and accountants, and any entity under
their control, in their capacities as such.
“Released Playtika-Related Parties” means Playtika Holding Corp., Robert Antokol, Craig Abrahams, Michael Cohen, Marc Beilinson, Hong
Du, and Bing Yuan, and their respective current and former employees, officers, directors, partners, predecessors, predecessors-in-interest, successors,
successors-in-interest, immediate family members (as applicable), insurers, advisors, consultants, agents, representatives, attorneys (including counsel
of any of the foregoing), experts, auditors, accountants, and any entity under their control, in their capacities as such.
“Released Playtika Claims” means any and all Claims, including Unknown Claims, that (a) were alleged, asserted, set forth, claimed, or
threatened in the Action, (b) could have been alleged, asserted, set forth, or claimed in the Action, or in any other action in any other court, tribunal,
proceeding, or forum, on behalf of Playtika, and that are based upon, arise out of, or relate to any of the claims, allegations, or operative facts as those
set forth in the Complaint, or (c) arise out of or relate in any way to the institution, prosecution, or settlement of the claims against Defendant or any
prior defendant in the Action, except for: (i) claims to enforce or related to the enforcement of the Settlement, or (ii) any claims to enforce a final order
and judgment entered by the Court.
“Unknown Claims” means (i) any Released Plaintiffs’ Claims that the Released Plaintiffs Parties do not know or suspect to exist in his, her,
its, or their favor at the time of the release of the Released Plaintiffs’ Claims, (ii) Released Defendant’s Claims that the Released Defendant and
Defendant-Related Parties and Released Playtika-Related Parties do not know or suspect to exist in his, her, or its favor at the time of the release of the
Released Defendant’s Claims, and (iii) any Released Playtika Claims that Playtika does not know or suspect to exist in its favor at the time of the
release of the Released Playtika Claims including, without limitation, those which, if known, might have affected the decision to enter into the
Settlement or to object or not to object to the Settlement. With respect to any and all Released Claims, the Parties stipulate and agree that, upon the
Effective Date of the Settlement, the Settling Parties shall expressly waive, and by operation of the Order and Final Judgment, the other Released
Plaintiffs Parties, Released Defendant and Defendant-Related Parties, and Released Playtika-Related Parties shall be deemed to have, and shall have,
expressly waived, relinquished, and released any and all provisions, rights, and benefits conferred by or under Cal. Civ. Code § 1542 or any law of the
United States or any state of the United States or territory of the United States, or principle of common law, that is similar, comparable, or equivalent
to Cal. Civ. Code § 1542, which provides:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES
NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE
AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT
WITH THE DEBTOR OR RELEASED PARTY.
The Parties acknowledge, and the other Released Plaintiffs Parties, Released Defendant and Defendant-Related Parties, and Released Playtika-Related
Parties by operation of law shall be deemed to have acknowledged, that they may discover facts in addition to or different from those now known or
believed to be true with respect to the Released Claims, but that it is the intention of the Parties and the Class Members (by operation of law), to
completely, fully, finally, and forever extinguish any and all of the Released Claims, known or unknown, suspected or unsuspected, which now exist,
heretofore existed, or may hereafter exist, and without regard to the subsequent discovery of additional or different facts. The Parties acknowledge, and
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
8
the other Released Plaintiffs Parties, Defendant and Defendant-Related Parties, and Released Playtika-Related Parties by operation of law shall be
deemed to have acknowledged, that the inclusion of “Unknown Claims” in the definition of “Released Plaintiffs’ Claims,” “Released Defendant’s
Claims,” and “Released Playtika Claims” was separately bargained for and was a material element of the Settlement and was relied upon by the Parties
in entering into this Stipulation.
68. By Order of the Court, (i) all proceedings in the Action, other than proceedings necessary to carry out or enforce the terms and
conditions of the Stipulation, have been stayed, and (ii) pending final determination of whether the Settlement should be approved, Plaintiffs and each
of the other Class Members are barred and enjoined from commencing, instigating, or prosecuting the Released Plaintiffs’ Claims against the Released
Defendant and Defendant-Related Parties and the Released Playtika-Related Parties.
HOW WILL PLAINTIFFS’ COUNSEL BE PAID?
69. Plaintiffs’ Counsel have not received any payment for their services in pursuing claims in the Action on behalf of the Class, nor
have Plaintiffs’ Counsel been paid for their Litigation Expenses incurred in connection with the Action. In connection with the Settlement, Plaintiffs’
Counsel will apply to the Court for a Fee and Expense Award to be paid solely from (and out of) the Settlement Fund. In connection with Plaintiffs’
Counsel’s application for a Fee and Expense Award, Plaintiffs may petition the Court for an Incentive Award to be paid solely from any Fee and
Expense Award to Plaintiffs’ Counsel.
70. The Fee and Expense Award will include a request for an award of attorneys’ fees inclusive of Plaintiffs’ Counsel’s Litigation
Expenses in a total amount not to exceed 20% of the Settlement Fund. In connection with the Fee and Expense Award application, Plaintiffs may petition
the Court for an Incentive Award not to exceed $10,000 to each Plaintiff to be paid solely from any Fee and Expense Award to Plaintiffs’ Counsel.
71. The Court will determine the amount of any Fee and Expense Award to Plaintiffs’ Counsel and any Incentive Award to Plaintiffs. Any
Fee and Expense Award will be paid out of the Settlement Fund and any Incentive Award will be paid solely from any Fee and Expense Award.
Class Members are not personally liable for any such fees or expenses.
WHEN AND WHERE WILL THE SETTLEMENT HEARING BE HELD?
DO I HAVE TO ATTEND THE HEARING? MAY I SPEAK AT THE HEARING
IF I DON’T LIKE THE SETTLEMENT?
72. Class Members do not need to attend the Settlement Hearing. The Court will consider any submission made in accordance
with the provisions below even if a Class Member does not attend the Settlement Hearing. Class Members can recover from the Settlement
without attending the Settlement Hearing.
73. Please Note: The date and time of the Settlement Hearing may change without further written notice to Class Members. In addition,
the Court may decide to conduct the Settlement Hearing remotely by telephone or videoconference, or otherwise allow Class Members to appear at the
hearing remotely by phone or video, without further written notice to Class Members. In order to determine whether the date and time of the
Settlement Hearing have changed, or whether Class Members must or may participate remotely by phone or video, it is important that you
monitor the Court’s docket and the Settlement website,
www.PlaytikaSecuritiesSettlement.com, before making any plans to attend the Settlement Hearing. Any updates regarding the
Settlement Hearing, including any changes to the date or time of the hearing, or updates regarding in-person or remote appearances at the
hearing, will be posted to the Settlement website, www.PlaytikaSecuritiesSettlement.com. Also, if the Court requires or allows Class Members
to participate in the Settlement Hearing remotely by telephone or videoconference, the information needed to access the conference will be
posted to the Settlement website, www.PlaytikaSecuritiesSettlement.com.
74. The Settlement Hearing will be held on January 21, 2026 at 1:30 p.m. EST, before The Honorable Bonnie W. David, Vice
Chancellor, at the Court of Chancery of the State of Delaware, 34 The Circle, Georgetown, Delaware 19947, or remotely by telephone or videoconference
(in the discretion of the Court), to, among other things: (i) determine whether to finally certify the Class for settlement purposes only, pursuant to Court
of Chancery Rules 23(a), 23(b)(1), 23(b)(2), and 23(b)(3); (ii) determine whether Plaintiffs and Plaintiffs’ Counsel have adequately represented the
Class, and whether Plaintiffs should be finally appointed as Class Representative for the Class and Plaintiffs’ Counsel should be finally appointed as
Class Counsel for the Class; (iii) determine whether the proposed Settlement should be approved as fair, reasonable, and adequate to Plaintiffs and the
other members of the Class; (iv) determine whether the proposed Order and Final Judgment approving the Settlement, dismissing the Action with
prejudice, and granting the Releases provided under the Stipulation should be entered; (v) determine whether the proposed Plan of Allocation of the
Net Settlement Fund is fair and reasonable, and should therefore be approved; (vi) determine whether and in what amount any Fee and Expense Award
should be paid out of the Settlement Fund, including any Incentive Award to Plaintiffs to be paid solely from any Fee and Expense Award; (vii) hear
and rule on any objections to the Settlement, the proposed Plan of Allocation, and Plaintiffs’ Counsel’s Fee and Expense Award, including any
Incentive Award to Plaintiffs; and (viii) consider any other matters that may properly be brought before the Court in connection with the Settlement.
75. Any Class Member may object to the Settlement, the proposed Plan of Allocation, or Plaintiffs’ Counsel’s Fee and Expense Award,
including Plaintiffs’ application for an Incentive Award (“Objector”); provided, however, that no Objector shall be heard or entitled to object unless,
no later than fifteen (15) calendar days before the Settlement Hearing, i.e., on or before January 6, 2026, such person: (1) files his, her, or its written
objection, together with copies of all other papers and briefs supporting the objection, with the Register in Chancery at the address set forth below; (2)
serves such papers (electronically by File & ServeXpress, by hand, by first-class U.S. mail, by express service, or by Email) on Plaintiffs’ Counsel and
Defendant’s counsel at the addresses set forth below; and (3) emails a copy of the written objection to [email protected],
[email protected], [email protected], [email protected], and [email protected]. Objections must be made in writing.
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
9
REGISTER IN CHANCERY
Court of Chancery of the State of Delaware
New Castle County
Leonard L. Williams Justice Center
500 North King Street
Wilmington, DE 19801
PLAINTIFFS’ COUNSEL
David M. Sborz Ned Weinberger
Andrews & Springer LLC Labaton Keller Sucharow LLP
4001 Kennett Pike, Suite 250 222 Delaware Avenue, Suite 1510
Wilmington, DE 19807 Wilmington, DE 19801
DEFENDANT’S COUNSEL
Susan W. Waesco Dean Kristy
Morris, Nichols, Arsht & Tunnell LLP Fenwick & West LLP
1201 N. Market Street, Suite 1600 555 California Street, #12
Wilmington, DE 19801 San Francisco, CA 94014
76. Any objections must: (i) identify the case name and civil action number, “Scott G. Kormos, et al., v. Playtika Holding UK II Limited,
C.A. No. 2023-0396-BWD”; (ii) state the name, address, and telephone number of the Objector and, if represented by counsel, the name, address, and
telephone number of the Objector’s counsel; (iii) be signed by the Objector or the Objector’s counsel; (iv) state with specificity the grounds for and
purpose of the objection, including a detailed statement of the specific legal and factual basis for each and every objection and whether the objection
applies only to the Objector, to a specific subset of the Class, or to the entire Class; (v) if the Objector has indicated that he, she, or it intends to appear
at the Settlement Hearing, identify any witnesses the Objector may call to testify and any exhibits the Objector intends to introduce into evidence at
the hearing; and (vi) include documentary evidence sufficient to prove that the Objector is a member of the Class. Plaintiffs’ Counsel are authorized to
request from any Objector additional information or documentation sufficient to prove that the Objector is a member of the Class.
77. You may file a written objection without having to appear at the Settlement Hearing. You may not, however, appear at the
Settlement Hearing to present your objection unless you first file and serve a written objection in accordance with the procedures described above,
unless the Court orders otherwise.
78. If you wish to be heard orally at the hearing in opposition to the approval of the Settlement, the Plan of Allocation, or Plaintiffs’
Counsel’s Fee and Expense Award, including Plaintiffs’ application for an Incentive Award (assuming you timely file and serve a written objection as
described above), you must also file a notice of appearance with the Register in Chancery and serve it on Plaintiffs’ Counsel and Defendant’s counsel
at the mailing and email addresses set forth in paragraph 75 above so that the notice is received on or before January 6, 2026. Such persons may be
heard orally at the discretion of the Court.
79. You are not required to hire an attorney to represent you in making written objections or in appearing at the Settlement Hearing.
However, if you decide to hire an attorney, it will be at your own expense, and that attorney must file a notice of appearance with the Court and serve
it on Plaintiffs’ Counsel and Defendant’s counsel at the mailing and email addresses set forth in paragraph 75 above so that the notice is received on
or before January 6, 2026.
80. The Settlement Hearing may be adjourned by the Court without further written notice to Class Members. If you intend to attend
the Settlement Hearing, you should confirm the date, time, and location with Plaintiffs’ Counsel.
81. Unless the Court orders otherwise, any Class Member who does not object in the manner described above will be deemed
to have waived any objection (including the right to appeal) and shall be forever foreclosed from making any objection to the proposed
Settlement, the proposed Plan of Allocation, Plaintiffs’ Counsel’s Fee and Expense Award, including Plaintiffs’ application for an Incentive
Award, or any other matter related to the Settlement or the Action, and will otherwise be bound by the Order and Final Judgment to be
entered and the Releases to be given.
CAN I SEE THE COURT FILE? WHOM SHOULD I CONTACT IF I HAVE QUESTIONS?
82. This Notice contains only a summary of the terms of the proposed Settlement. For more detailed information about the matters
involved in the Action, you are referred to the papers on file in the Action, including the Stipulation, which may be inspected during regular office
hours at the Office of the Register in Chancery in the Court of Chancery of the State of Delaware, 34 The Circle, Georgetown, Delaware 19947.
Additionally, copies of the Stipulation and any related orders entered by the Court will be posted on the Settlement website,
www.PlaytikaSecuritiesSettlement.com. If you have questions regarding the Settlement, you may contact the Settlement Administrator by mail at
Playtika Securities Settlement, c/o Settlement Administrator, 1650 Arch Street, Suite 2210, Philadelphia, PA 19103; by telephone at (844) 643-4844;
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
10
or by email at [email protected]. You may also contact Plaintiffs’ Counsel: (i) David M. Sborz, Andrews & Springer LLC, 4001
Kennett Pike, Suite 250, Wilmington, DE 19807, (302) 231-2388 (telephone), [email protected] (email); or (ii) Ned Weinberger, Labaton
Keller Sucharow LLP, 222 Delaware Avenue, Suite 1510, Wilmington, DE 19801, (302) 573-2540 (telephone), [email protected] (email).
Do not contact the Court or its staff with questions about the terms of the proposed Settlement.
WHAT IF I HELD SHARES ON SOMEONE ELSE’S BEHALF?
83. If you are a broker or other nominee that held Playtika common stock as of the closing of the Self-Tender on October 3, 2022 for
the beneficial interest of persons or entities other than yourself, you are requested to either: (i) within seven calendar days of receipt of this Notice,
request from the Settlement Administrator sufficient copies of this Notice to forward to all such beneficial owners and within seven calendar days of
receipt of those Notices forward them to all such beneficial owners; or (ii) within seven calendar days of receipt of this Notice, provide a list of the
names, addresses, and, if available, email addresses of all such beneficial owners to Playtika Securities Settlement, c/o Settlement Administrator, 1650
Arch Street, Suite 2210, Philadelphia, PA 19103, and [email protected]. If you choose the second option, the Settlement
Administrator will send a copy of the Notice to the beneficial owners. Upon full compliance with these directions, such nominees may seek
reimbursement of their reasonable expenses actually incurred by providing the Settlement Administrator with proper documentation supporting the
expenses for which reimbursement is sought. A copy of this Notice may also be obtained from the Settlement website,
www.PlaytikaSecuritiesSettlement.com, by calling the Settlement Administrator toll free at (844) 643-4844, or by emailing the Settlement
Administrator at [email protected].
DO NOT CALL OR WRITE THE COURT OR THE OFFICE OF THE REGISTER IN CHANCERY ABOUT THIS NOTICE OR
QUESTIONS ABOUT THE TERMS OF THE PROPOSED SETTLEMENT
Dated: November 21, 2025 BY ORDER OF THE COURT OF CHANCERY OF THE STATE
OF DELAWARE
Questions? Call (844) 643-4844, email [email protected], or visit www.PlaytikaSecuritiesSettlement.com
11
