Light & Wonder, Inc. · ASX:LNW

Light & Wonder — Merger or Acquisition (February 2025)

26 slides from Light & Wonder's merger presentation, Feb 18, 2025

1. Slide 1: Acquisition of Grover Gaming's Charitable Gaming Assets

   © 2025 LIGHT & WONDER | CONFIDENTIAL Acquisition of Grover Gaming’s Charitable Gaming Assets February 18, 2025 Investor Presentation

2. Slide 2: Forward-looking statements

   © 2025 LIGHT & WONDER | CONFIDENTIAL 2 In this presentation, Light & Wonder, Inc. (“Light & Wonder,” “L&W” or the “Company”) makes “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Light & Wonder makes "forward-looking statements" within th

3. Slide 3: Agenda

   1. Acquisition Summary 2. Overview of Grover Charitable Gaming 3. Strategic Rationale 4. Financial Overview 5. Q&A 6. Conclusion 7. Appendices © 2025 LIGHT & WONDER | CONFIDENTIAL 3 Agenda

4. Slide 4: Acquisition Summary

   © 2025 LIGHT & WONDER | CONFIDENTIAL 4 Acquisition Summary

5. Slide 5: Transaction Overview

   © 2025 LIGHT & WONDER | CONFIDENTIAL Transaction Overview Acquisition Summary • Light & Wonder, Inc. (NASDAQ and ASX: LNW) (together with its subsidiaries “Light & Wonder,” “L&W” or the “Company”) today announced that it has entered into a definitive agreement to acquire the charitable gaming assets

6. Slide 6: Transaction Overview cont'd

   © 2025 LIGHT & WONDER | CONFIDENTIAL Transaction Overview cont’d 6 Management / key talent • Key members of Grover’s team have signed employment offer letters with L&W reflecting their commitment to the combined Grover and L&W Group Governance & Agreements • Post acquisition, Light & Wonder will ope

7. Slide 7: Acquisition Summary Investment Highlights

   • Acquiring Grover Gaming’s charitable gaming business, a provider of E-Pull tabs to charitable organizations across North America • A leading position in a fast-growing sector with best-in-class positions in all states it currently operates across • Recurring revenue base(1), strong margins and hig

8. Slide 8: Overview of Grover Charitable Gaming

   © 2025 LIGHT & WONDER | CONFIDENTIAL 8 Overview of Grover Charitable Gaming

9. Slide 9: Overview of Grover Charitable Gaming

   Notes: (1) Denotes a non-GAAP financial measure based on preliminary and unaudited financial information. Additional information on non-GAAP financial measures is available in the appendix; (2) Refers to revenue participation model. © 2025 LIGHT & WONDER | CONFIDENTIAL 9 • A leading provider and fir

10. Slide 10: E-Pull tabs legal in states today vs. paper products

    © 2025 LIGHT & WONDER | CONFIDENTIAL 10 E-Pull tabs legal in 11 states today vs. 39 states for paper products in charitable gaming – potential for expansion if E-Pull tabs legalize in new states New Hampshire Kentucky Virginia Ohio North Dakota • E-Pull tabs legalized in 2015(1) • Grover placed its

11. Slide 11: Electronic Pull Tabs Provider, Local Businesses, Charities and Customers

    © 2025 LIGHT & WONDER | CONFIDENTIAL 11 Electronic Pull Tabs Provider Local Businesses Loyal Customers Local Charities Local Businesses • In select jurisdictions, placement of products in bars and restaurants helps drive increased attendance and revenue for local businesses • Strong revenue for char

12. Slide 12: Industry-leading E-Pull tab product and infrastructure

    • Industry-leading E-Pull tab products supported by sales and service teams with extensive gaming experiences • Deep content library • Significant opportunity to leverage LNW’s proven land-based content and mechanics alongside Grover’s deep eGaming product library • All cabinets and games are fully

13. Slide 13: Strategic Rationale

    © 2025 LIGHT & WONDER | CONFIDENTIAL 13 Strategic Rationale

14. Slide 14: Strategic Rationale

    Source: Management estimates derived from publicly available data Notes: (1) Comprises states in which Grover Charitable Gaming is currently operating in (North Dakota, Ohio, Kentucky, Virginia, and New Hampshire); (2) Denotes a non-GAAP financial measure based on preliminary and unaudited financial

15. Slide 15: L&W's cross-platform R&D engine across four verticals

    Hardware © 2025 LIGHT & WONDER | CONFIDENTIAL 15 Gaming iGaming SciPlay Charitable Gaming L&W’s cross-platform R&D engine will power all four verticals Strategic Rationale Tech Games

16. Slide 16: Opportunity for value creation leveraging L&W's content

    Source: L&W industry analysis. Notes: (1) Video Lottery Terminals; (2) Coin Operated Amusement Machines; (3) Historical Horse Racing. © 2025 LIGHT & WONDER | CONFIDENTIAL 16 Key highlights: ✓ Opportunity to expand into another high growth regulated adjacency in which L&W is not currently a participa

17. Slide 17: Loyal and fragmented customer base

    Charitable gaming venues © 2025 LIGHT & WONDER | CONFIDENTIAL 17 Trusted by National Charities Loyal customers Nationwide, fragmented customer base Large addressable market with strong growth and economic resiliency Deeply engrained customer relationships drive loyalty Market-driven demand for well

18. Slide 18: Financial Overview

    © 2025 LIGHT & WONDER | CONFIDENTIAL 18 Financial Overview

19. Slide 19: Grover Charitable Gaming financial overview

    Grover Charitable Gaming has experienced significant growth over recent years © 2025 LIGHT & WONDER | CONFIDENTIAL 19 Grover Adjusted EBITDA(1) (US$m) and margin(1) Revenue (US$m) and CAGR (%) (%) CAGR: +29% 80% 81% 82% Grover Charitable Gaming financial overview Financial Overview 65 83 111 2022 20

20. Slide 20: Q&A

    © 2025 LIGHT & WONDER | CONFIDENTIAL 20 Q&A

21. Slide 21: Conclusion

    21 Conclusion © 2025 LIGHT & WONDER | CONFIDENTIAL

22. Slide 22: Appendices

    © 2025 LIGHT & WONDER | CONFIDENTIAL 22 Appendices

23. Slide 23: Light & Wonder Net Debt and Net Debt Leverage Ratio

    23 Light & Wonder Net Debt and Net Debt Leverage Ratio Net debt is defined as total principal face value of debt outstanding, the most directly comparable GAAP measure, less cash and cash equivalents. Principal face value of debt outstanding includes the face value of debt issued under Senior Secure

24. Slide 24: Light & Wonder Adjusted NPATA

    24 Light & Wonder Adjusted NPATA Adjusted NPATA, as used herein, is a non-GAAP financial measure that is presented as a supplemental disclosure of the Company’s operations and is reconciled to net income as the most directly comparable GAAP measure. Adjusted NPATA should not be considered in isolati

25. Slide 25: Grover Adjusted EBITDA

    25 Grover Adjusted EBITDA Grover Adjusted EBITDA is a non-GAAP financial measure that is presented as a supplemental disclosure for illustrative purposes only, is unaudited and based on preliminary estimates and assumptions, and is reconciled to operating income, the most directly comparable GAAP me

26. Slide 26: Reconciliation of non-GAAP information to US GAAP

    26 Note: (1) Primarily represents certain non-recurring distribution costs expected to be eliminated in connection with the consummation of the transaction. Reconciliation of non-GAAP information to US GAAP Appendices Reconciliation of Operating Income to Grover Adjusted EBITDA Preliminary and Unaud

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