LIGHT & WONDER August 8, 2023 S E C T I O N T I T L E, 1 0 P T 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. Forward-looking statements describe future expectations, plans, results or strategies and can often be identified by the use of terminology such as "may," "will," "estimate," "intend," "plan," "continue," "believe," "expect," "anticipate," "target ...

Light & Wonder, Inc. (NASDAQ:LNW) Q2 2023 Earnings Conference Call August 8, 2023 4:30 PM ET Company Participants Nick Zangari - Senior Vice President-Investor Relations Matt Wilson - President and Chief Executive Officer Connie James - Chief Financial Officer Oliver Chow - Interim Chief Financial Officer Conference Call Participants Barry Jonas - Truist David Katz - Jefferies Chad Beynon - Macquarie Rohan Gallagher - Jarden Jeff Stantial - Stifel Joey Stauff - Susquehanna Paul Mason - E&P Operator Hello, e ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-11693 LIGHT & WONDER, INC. (Exact name of registrant as specified in its charter) Nevada 81-0422894 (State or other jurisdiction of incorpo ...

Financial Data and Key Metrics Changes - Consolidated revenue increased by 17% year-over-year to $670 million, with all three business segments achieving double-digit growth [55][43] - Operating income rose to $102 million, a 155% increase year-over-year, while consolidated AEBITDA grew 23% to $249 million, reflecting improved margins [29][55] - Consolidated AEBITDA margin increased to 37%, up 200 basis points from the prior year [29] Business Line Data and Key Metrics Changes - In Gaming, revenue grew 18% year-over-year to $419 million, driven by a 53% increase in game sales [30][29] - SciPlay achieved record revenue of $186 million, an 18% increase year-over-year, with AEBITDA growing 21% to $54 million [32][55] - iGaming revenue reached $65 million, a 10% increase year-over-year, primarily due to growth in the U.S. market [2][55] Market Data and Key Metrics Changes - In Australia, market share increased to over 20%, driven by strong performance in game sales [10][31] - U.S. revenue grew 34% year-over-year, with high-single-digit growth in the EU and U.K. [60][55] - The average revenue per daily user in SciPlay reached a record high of $0.89, a 20% increase year-over-year [59] Company Strategy and Development Direction - The company is focused on expanding its share in the total addressable market and pursuing a secondary listing on the Australian Stock Exchange to attract more investors [44][17] - Continued investment in R&D and a robust product pipeline are expected to drive sustainable growth across all business segments [26][9] - The company aims to achieve a consolidated AEBITDA target of $1.4 billion by 2025, with a focus on operational efficiency and market expansion [9][90] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the resilience of the gaming industry, noting strong GGR numbers and continued reinvestment in gaming floors [79][125] - The company anticipates strong momentum into Q2, supported by elevated demand for its products and successful game launches [79][90] - Management highlighted the importance of maintaining a healthy balance sheet while exploring value-creating opportunities [103][62] Other Important Information - The company reported a free cash flow of $74 million, with a conversion rate of approximately 30% [62][55] - Legal expenses are expected to increase due to ongoing litigation, impacting corporate costs [72][110] - The company has repurchased $437 million worth of shares, fulfilling 58% of its authorization [64][123] Q&A Session Summary Question: What are the company's investment priorities? - The company continues to align investments with significant growth opportunities, focusing on organic investment in core capabilities and content platforms [66] Question: Can you discuss the cashless gaming opportunities? - Management noted a growing acceptance of cashless solutions, with significant technology rollout and partnerships in place [83][96] Question: How does the company view the resiliency of its business in a potential macro downturn? - Management expressed confidence in the resilience of all three business segments, noting that gaming has proven to be an affordable luxury [107][125] Question: What is the timeline for launching Live Casino in Michigan? - The company expects to receive regulatory approval in Q3, with plans to scale operations shortly thereafter [101] Question: Can you elaborate on capital allocation and share repurchase strategy? - The company maintains a balanced approach to capital allocation, focusing on long-term shareholder value while preserving optionality for future investments [102][103]

Financial Performance - Total revenue for Q1 2023 was $670 million, a 17.1% increase from $572 million in Q1 2022[23] - Operating income for Q1 2023 was $102 million, compared to $40 million in Q1 2022, representing a 155% increase[23] - Net income from continuing operations was $27 million in Q1 2023, a significant improvement from a net loss of $67 million in Q1 2022[23] - Basic net income per share from continuing operations was $0.24 in Q1 2023, compared to a loss of $0.72 in Q1 2022[23] - For the three months ended March 31, 2023, net income was $27 million, a decrease of 3.57% from $28 million in the same period of 2022[30] - Total revenue for the three months ended March 31, 2023, was $572 million, with Gaming contributing $355 million and SciPlay $158 million[50] - AEBITDA for the three months ended March 31, 2023, was $249 million, compared to $N/A in the previous year[47] - AEBITDA for the same period was $202 million, with Gaming at $171 million and SciPlay at $44 million[50] Cash and Assets - Cash and cash equivalents increased to $931 million as of March 31, 2023, up from $914 million at the end of 2022[27] - Total assets as of March 31, 2023, were $6,022 million, slightly up from $6,009 million at the end of 2022[27] - Total liabilities decreased to $4,838 million as of March 31, 2023, from $4,848 million at the end of 2022[27] - Cash, cash equivalents, and restricted cash at the end of the period totaled $1,030 million, an increase from $670 million at the end of the same period last year[30] - Total receivables as of March 31, 2023, were $472 million, a slight increase from $469 million as of December 31, 2022[52] - Current receivables, net, increased to $458 million from $455 million, while long-term receivables remained stable at $14 million[52] - Total inventories increased to $172 million as of March 31, 2023, compared to $161 million as of December 31, 2022[57] - Property and equipment, net, rose to $214 million from $204 million, with accumulated depreciation increasing to $679 million[58] - Goodwill increased to $2,922 million as of March 31, 2023, from $2,919 million as of December 31, 2022[63] - Software, net, decreased slightly to $141 million as of March 31, 2023, from $145 million as of December 31, 2022[64] Debt and Liabilities - Total long-term debt outstanding as of March 31, 2023, was $3.935 billion, a decrease of $45 million from the previous quarter[66] - The fair value of fixed and variable interest rate debt was estimated at $3.928 billion as of March 31, 2023[66] - Total interest expense for the three months ended March 31, 2023, was $75 million, down from $116 million in the same period of 2022[73] - The balance of contingent acquisition consideration liabilities decreased from $79 million as of December 31, 2022, to $76 million as of March 31, 2023[76] - The company remained in compliance with all financial covenants under its debt agreements as of March 31, 2023[67] Expenses - Research and development expenses were $54 million in Q1 2023, slightly up from $53 million in Q1 2022[23] - Capital expenditures for the period were $53 million, compared to $43 million in the prior year[30] - Stock-based compensation expense for the three months ended March 31, 2023, totaled $26 million, compared to $15 million in 2022[79] - Total operating lease expense for Q1 2023 was $6 million, consistent with Q1 2022, with cash paid for operating leases amounting to $5 million in Q1 2023[85] Legal and Regulatory Matters - The company continues to face risks related to market conditions, including the impact of COVID-19 and regulatory changes in the gaming industry[17] - The Colombian litigation could result in a payment of approximately $30 million plus interest, following a ruling by the Council of State[94] - The company is involved in ongoing litigation regarding antitrust claims related to automatic card shufflers, with proceedings still active and no estimate of possible losses available due to complexity[98] - The Tonkawa Tribe filed a class action complaint alleging an illegal monopoly in the card shuffler market, seeking unspecified damages and costs[99] - Casino Queen, Inc. filed a class action complaint asserting antitrust claims against the company, seeking treble damages for alleged monopoly practices[102] - Mohawk Gaming Enterprises filed a demand for class arbitration, claiming an illegal monopoly in the automatic card shuffler market and seeking treble damages[103] - Hannelore Boorn filed a class action in Kentucky regarding losses from online social casino games, seeking unspecified damages and attorney fees[104][105] - Andrea Sornberger filed a complaint in Alabama against the company for alleged violations of anti-gambling statutes, seeking unspecified damages and relief[108] Shareholder Activities - The company repurchased 0.5 million shares of common stock at an aggregate cost of $28 million during the three months ended March 31, 2023[81] - SciPlay's Board of Directors approved a share repurchase program allowing the repurchase of up to $60 million of Class A common stock through May 3, 2024, with $8 million spent to repurchase 0.5 million shares in Q1 2023[82] Tax Matters - The effective tax rate for Q1 2023 was impacted by tax benefits from internal restructuring transactions, resulting in a tax benefit of $1 million compared to an expense of $3 million in Q1 2022[84]

LIGHT & WONDER March 1, 2023 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. Forward-looking statements describe future expectations, plans, results or strategies and can often be identified by the use of terminology such as "may," "will," "estimate," "intend," "plan," "continue," "believe," "expect," "anticipate," "target," "should," "could," "potential," ...

Light & Wonder, Inc. (LNW) Q4 2022 Earnings Conference Call March 1, 2023 4:30 PM ET Corporate Participants Steve Wan - Director, Investor Relations Matt Wilson - President and Chief Executive Officer Connie James - Chief Financial Officer Conference Call Participants Barry Jonas - Truist David Katz - Jefferies Ryan Sigdahl - Craig-Hallum Jeff Stantial - Stifel Chad Beynon - Macquarie Operator Welcome to the Light & Wonder 2022 Fourth Quarter and Full Year Earnings Conference Call. [Operator Instructions]. ...

Part I [Business](index=8&type=section&id=Item%201.%20Business) Light & Wonder, Inc. transformed into a cross-platform global games company by divesting its Lottery and Sports Betting businesses, now focusing on core gaming segments under extensive global regulation - In 2022, the company completed the divestitures of its Lottery and Sports Betting businesses, marking a strategic shift to become a leading cross-platform global games company[27](index=27&type=chunk) - On April 18, 2022, the company changed its name from Scientific Games Corporation to Light & Wonder, Inc. and its stock ticker from SGMS to LNW[28](index=28&type=chunk) - The company's strategic roadmap focuses on growing market share, streamlining the organization, driving sustainable growth, and disciplined capital allocation[31](index=31&type=chunk) - The business is structured into three reporting segments: Gaming, SciPlay, and iGaming[29](index=29&type=chunk) [Segments Overview](index=10&type=section&id=Item%201.%20Business%20-%20Segments%20Overview) The company operates through three core segments: Gaming, SciPlay, and iGaming, each providing distinct products and services within the global gaming industry and facing specific competitors - The Gaming segment provides machines, CMS, and table products to regulated U.S. and approximately **185 international jurisdictions**, competing with Aristocrat, IGT, and Konami[34](index=34&type=chunk)[36](index=36&type=chunk)[37](index=37&type=chunk) - The SciPlay segment develops and publishes digital social casino and casual games on mobile and web platforms, competing with companies like Playtika and Take-Two Interactive[41](index=41&type=chunk)[43](index=43&type=chunk)[44](index=44&type=chunk) - The iGaming segment provides digital gaming content, distribution platforms, and player account management systems for real-money online casinos, competing with Evolution Gaming, IGT, and Playtech[45](index=45&type=chunk)[46](index=46&type=chunk) [Operations and Human Capital](index=12&type=section&id=Item%201.%20Business%20-%20Operations%20and%20Human%20Capital) The company emphasizes R&D and intellectual property protection, utilizing a mix of in-house and third-party manufacturing, and employed approximately 6,100 people globally as of December 31, 2022 - The company relies on a mix of owned and licensed intellectual property, including popular brands like MONOPOLY and JAMES BOND™, to enhance product appeal[49](index=49&type=chunk)[52](index=52&type=chunk) - Manufacturing and assembly of gaming machines and shufflers are conducted at facilities in Las Vegas, Sydney, and Europe, utilizing a just-in-time delivery model[54](index=54&type=chunk)[55](index=55&type=chunk)[56](index=56&type=chunk) - As of December 31, 2022, Light & Wonder employed approximately **6,100 people**, with about **2,700 in the U.S.** and **3,400 internationally**[61](index=61&type=chunk) - The company's Corporate Social Responsibility (CSR) initiatives are built on five pillars: Community, People, Planet, Players (Responsible Gaming), and Corporate Governance[68](index=68&type=chunk)[69](index=69&type=chunk) [Government Regulation](index=14&type=section&id=Item%201.%20Business%20-%20Government%20Regulation) All business segments operate under extensive and evolving government regulations, including stringent licensing for Gaming, data privacy compliance for SciPlay, and complex internet gaming laws for iGaming across global jurisdictions - The company holds licenses and permits to operate in approximately **468 jurisdictions worldwide**, including **185 international gaming jurisdictions**[77](index=77&type=chunk) - The SciPlay business is subject to evolving laws around social gaming and data privacy, such as the EU's GDPR and California's CCPA/CPRA[80](index=80&type=chunk)[81](index=81&type=chunk) - The iGaming business in the U.S. is shaped by the Unlawful Internet Gambling Enforcement Act (UIGEA) and the 2018 Supreme Court decision overturning PASPA, which opened the path for state-level sports wagering legalization[82](index=82&type=chunk)[83](index=83&type=chunk) - Internationally, the iGaming market is evolving, with the U.K. government reviewing its Gambling Act 2005 and Ontario, Canada, opening its regulated iGaming market in 2022[86](index=86&type=chunk) [Risk Factors](index=18&type=section&id=Item%201A.%20Risk%20Factors) The company faces diverse risks including adverse economic conditions, intense competition, significant debt, technological vulnerabilities, evolving regulatory landscapes, and potential litigation, all of which could materially affect its business [Economic and Business Conditions](index=20&type=section&id=Item%201A.%20Risk%20Factors%20-%20Economic%20and%20Business%20Conditions) The company's performance is sensitive to economic conditions, public health crises, and geopolitical uncertainty, with risks from strategic execution, foreign currency fluctuations, and the gaming machine replacement cycle - The COVID-19 pandemic and similar health crises can negatively impact operations by reducing consumer discretionary spending, causing casino closures, and disrupting supply chains[108](index=108&type=chunk)[109](index=109&type=chunk) - Failure to successfully execute the new strategy to become a leading cross-platform global games company and establish the 'Light & Wonder' brand could negatively impact financial results[113](index=113&type=chunk)[114](index=114&type=chunk)[115](index=115&type=chunk) - Approximately **31% of revenue** for the year ended December 31, 2022, was derived from outside the U.S., exposing the company to foreign currency exchange rate fluctuations and other international risks[119](index=119&type=chunk)[120](index=120&type=chunk) - Unfavorable economic conditions, such as inflation and rising interest rates, may reduce players' disposable income and casino operators' capital expenditures, adversely affecting all business segments[125](index=125&type=chunk)[126](index=126&type=chunk) [Industry and Operations](index=24&type=section&id=Item%201A.%20Risk%20Factors%20-%20Industry%20and%20Operations) The company faces intense competition and technology risks, with R&D investments not guaranteed to succeed, and is vulnerable to third-party platform policy changes and supply chain disruptions - The company faces intense competition in Gaming, SciPlay, and iGaming from both established players and new entrants, competing on content, technology, price, and distribution[132](index=132&type=chunk)[133](index=133&type=chunk)[138](index=138&type=chunk) - Success is dependent on adapting to changing technology and investing in R&D, but there is no guarantee these investments will result in commercially viable products[147](index=147&type=chunk)[149](index=149&type=chunk) - The SciPlay business is heavily reliant on third-party platforms (Apple, Google, Facebook, Amazon) for distribution and revenue collection, with policy changes potentially impacting the business[167](index=167&type=chunk)[168](index=168&type=chunk) - The company relies on third-party suppliers and manufacturers for components and services; any interruption or quality lapse could disrupt operations and fulfillment of customer orders[162](index=162&type=chunk)[163](index=163&type=chunk)[164](index=164&type=chunk) [Capital Structure](index=30&type=section&id=Item%201A.%20Risk%20Factors%20-%20Capital%20Structure) The company's significant indebtedness of **$3.9 billion** as of December 31, 2022, poses a major risk, impacting financial flexibility, requiring substantial cash flow for debt service, and imposing restrictive covenants - As of December 31, 2022, the company had total indebtedness of **$3.9 billion**, which could affect its ability to obtain financing and requires a significant portion of cash flow for debt service[176](index=176&type=chunk) - A significant portion of borrowings are at variable interest rates, exposing the company to risk from rising rates[177](index=177&type=chunk) - Debt agreements, including the LNWI Credit Agreement and SciPlay Revolver, impose operating and financial restrictions, such as limitations on dividends, liens, and additional debt[182](index=182&type=chunk)[183](index=183&type=chunk) - The Board of Directors has authorized a **$750 million** share repurchase program, but changes to or elimination of this program could adversely affect the stock price[175](index=175&type=chunk) [Technology and Legal](index=32&type=section&id=Item%201A.%20Risk%20Factors%20-%20Technology%20and%20Legal) The company faces significant technological and legal risks, including cybersecurity threats, intellectual property protection, complex and evolving government regulations, data privacy laws, and potential impacts from tax law changes or litigation - The business is vulnerable to security breaches, including cyber-attacks, which could compromise sensitive data, disrupt operations, and expose the company to liability and reputational harm[191](index=191&type=chunk)[192](index=192&type=chunk)[206](index=206&type=chunk) - The company's success depends on protecting its own intellectual property and its ability to license IP from third parties, with infringement claims potentially being costly[195](index=195&type=chunk)[198](index=198&type=chunk)[210](index=210&type=chunk) - The company and its industries are subject to strict and evolving government regulations regarding licensing, product approvals, and suitability of key personnel, which can limit operations and growth[216](index=216&type=chunk)[222](index=222&type=chunk) - Evolving data privacy laws, such as the EU's GDPR and California's CCPA/CPRA, increase operational costs and expose the company to significant penalties for non-compliance[252](index=252&type=chunk)[253](index=253&type=chunk) - Changes in tax laws, such as the requirement to capitalize and amortize R&D expenses for U.S. tax purposes and the OECD's global minimum tax proposals, could materially affect financial results[243](index=243&type=chunk)[245](index=245&type=chunk)[247](index=247&type=chunk) [Properties](index=46&type=section&id=Item%202.%20Properties) The company occupies approximately **561,000 sq. ft.** in the U.S. and **763,000 sq. ft.** internationally, with principal facilities in Las Vegas (corporate headquarters) and India, some encumbered by debt Principal Properties | Location | Sq. Ft. | Supports | Tenancy | | :--- | :--- | :--- | :--- | | Las Vegas, Nevada | 426,986 | Corporate Headquarters, Gaming and iGaming | Lease/Own | | India (Bangalore and Chennai) | 143,604 | Corporate, Gaming, SciPlay and iGaming | Lease | [Legal Proceedings](index=46&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in various legal proceedings, including ongoing litigation in Colombia, settled matters in Italy, multiple U.S. antitrust lawsuits, and a **$25 million** social casino class action settlement, with **$11 million** accrued for contingencies as of December 31, 2022 - As of December 31, 2022, the company had accrued liabilities of **$11 million** for legal matters, down from **$27 million** in 2021[643](index=643&type=chunk) - A putative class action in Washington State regarding social casino games was settled for **$25 million**, fully paid by the SciPlay segment in the third quarter of 2022[655](index=655&type=chunk) - The company faces several antitrust lawsuits alleging illegal monopolization of the automatic card shuffler market[656](index=656&type=chunk)[657](index=657&type=chunk)[658](index=658&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=46&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on Nasdaq under 'LNW', has never paid cash dividends, and repurchased **3.4 million shares** for **$202 million** in Q4 2022 under its share repurchase program - The company's common stock is listed on the Nasdaq Global Select Market under the symbol 'LNW', with **583 holders of record** as of February 24, 2023[280](index=280&type=chunk) - The company has never paid cash dividends on its common stock and does not intend to in the foreseeable future[281](index=281&type=chunk) Issuer Purchases of Equity Securities (Q4 2022) | Period | Total Number of Shares Purchased (millions) | Average Price Paid per Share | Total Cost of Repurchase (millions) | | :--- | :--- | :--- | :--- | | 10/1/2022 - 10/31/2022 | 0.7 | $48.15 | $31 | | 11/1/2022 - 11/30/2022 | 1.1 | $62.76 | $69 | | 12/1/2022 - 12/31/2022 | 1.6 | $62.67 | $102 | | **Total** | **3.4** | **$59.88** | **$202** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=48&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In 2022, Light & Wonder completed its strategic transformation by divesting Lottery and Sports Betting businesses for approximately **$6.5 billion**, leading to **17% revenue growth** from continuing operations, a **148% increase in operating income**, and a net income of **$3.7 billion** attributable to L&W after divestiture gains - Completed divestitures of the Lottery and Sports Betting businesses in 2022, receiving approximately **$5.7 billion** and **$0.8 billion** in gross proceeds, respectively[293](index=293&type=chunk) - Reduced the outstanding face value of debt by approximately **$4.9 billion** following a series of refinancing transactions in April 2022[297](index=297&type=chunk) - Initiated a **$750 million** share repurchase program in March 2022, returning **$413 million** to shareholders through February 24, 2023[298](index=298&type=chunk) Consolidated Results Summary (2022 vs 2021) | (in millions) | 2022 | 2021 | Variance | % Change | | :--- | :--- | :--- | :--- | :--- | | Total revenue | $2,512 | $2,153 | $359 | 17% | | Operating income | $273 | $110 | $163 | 148% | | Net (loss) income from continuing operations | $(176) | $24 | $(200) | nm | | Net income from discontinued operations, net of tax | $3,873 | $366 | $3,507 | nm | | Net income attributable to L&W | $3,675 | $371 | $3,304 | nm | [Business Segment Results](index=52&type=section&id=Item%207.%20MD%26A%20-%20Business%20Segment%20Results) In 2022, Gaming revenue grew **21% to $1.6 billion**, SciPlay revenue increased **11% to $671 million**, and iGaming revenue rose **6% to $240 million**, with U.S. iGaming growth partially offset by foreign currency impacts Gaming Segment Revenue and KPIs (2022 vs 2021) | Metric | 2022 | 2021 | % Change | | :--- | :--- | :--- | :--- | | Total Revenue (in millions) | $1,601 | $1,321 | 21% | | AEBITDA (in millions) | $767 | $659 | 16% | | Total New Unit Shipments | 26,803 | 18,203 | 47% | | Avg. Sales Price per New Unit | $17,462 | $16,833 | 4% | SciPlay Segment Revenue and KPIs (2022 vs 2021) | Metric | 2022 | 2021 | Change | | :--- | :--- | :--- | :--- | | Total Revenue (in millions) | $671 | $606 | 11% | | AEBITDA (in millions) | $187 | $186 | 1% | | ARPDAU | $0.78 | $0.71 | +$0.07 | | Payer Conversion Rate | 9.6% | 8.5% | +1.1 pp | iGaming Segment Revenue (2022 vs 2021) | Metric | 2022 | 2021 | % Change | | :--- | :--- | :--- | :--- | | Total Revenue (in millions) | $240 | $226 | 6% | | AEBITDA (in millions) | $80 | $75 | 7% | - iGaming revenue growth was driven by a **47% year-over-year increase** in the U.S. market, but was partially offset by a **$15 million** unfavorable impact from foreign currency translation[365](index=365&type=chunk) [Critical Accounting Estimates](index=59&type=section&id=Item%207.%20MD%26A%20-%20Critical%20Accounting%20Estimates) Management identifies critical accounting estimates including business combinations, revenue recognition, goodwill impairment testing, gain on sale of discontinued operations, income taxes, and legal contingencies, with the October 1, 2022 goodwill test showing fair value substantially exceeded carrying value - Key estimates include business combinations, revenue recognition, goodwill and asset impairment, gain on sale of discontinued operations, income taxes, and legal contingencies[369](index=369&type=chunk)[373](index=373&type=chunk) - The annual goodwill impairment test as of October 1, 2022, concluded that the fair value of each reporting unit substantially exceeded its carrying value, requiring no further quantitative assessment[378](index=378&type=chunk) - Due to a corporate rebranding in late 2021, the company changed the useful life estimate for certain legacy trade names, resulting in accelerated amortization with incremental expenses of **$59 million in 2022** and **$10 million in 2021**[553](index=553&type=chunk) [Liquidity, Capital Resources and Working Capital](index=63&type=section&id=Item%207.%20MD%26A%20-%20Liquidity%2C%20Capital%20Resources%20and%20Working%20Capital) As of December 31, 2022, the company had **$1.8 billion** in total liquidity, with net cash used in operating activities of **$425 million** due to divestiture-related tax payments, while investing activities provided **$6.1 billion** and financing activities used **$5.5 billion** for debt repayment and share repurchases Cash and Available Liquidity (as of Dec 31, 2022) | (in millions) | Cash and cash equivalents | Revolver capacity | Total | | :--- | :--- | :--- | :--- | | L&W (excluding SciPlay) | $584 | $738 | $1,322 | | SciPlay | $330 | $150 | $480 | | **Total** | **$914** | **$888** | **$1,802** | - Net cash used in operating activities from continuing operations was **$425 million**, largely due to **$641 million** in cash tax payments related to the divestitures[399](index=399&type=chunk) - Net cash used in financing activities was **$5.5 billion**, reflecting debt repayments of approximately **$7.0 billion** and share repurchases, partially offset by **$2.2 billion** in new term loan proceeds[403](index=403&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=65&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate fluctuations on its **$2.2 billion** variable-rate debt, with a **1% rate change impacting annual interest expense by $22 million**, mitigated by **$700 million** in interest rate swap contracts - The company is exposed to interest rate risk with **$2.2 billion** of variable rate debt outstanding as of December 31, 2022, where a hypothetical **1% change** in rates would impact interest expense by approximately **$22 million**[406](index=406&type=chunk) - To manage interest rate risk, the company entered into interest rate swap contracts with a total notional amount of **$700 million**, effectively fixing the interest rate on a portion of its variable rate debt, with hedges maturing in April 2027[407](index=407&type=chunk)[409](index=409&type=chunk) [Controls and Procedures](index=66&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and internal control over financial reporting were effective as of December 31, 2022, a conclusion affirmed by an unqualified audit opinion from Deloitte & Touche LLP - Based on an evaluation as of December 31, 2022, the CEO and CFO concluded that the company's disclosure controls and procedures were effective[413](index=413&type=chunk) - Management concluded that as of December 31, 2022, the company's internal control over financial reporting was effective based on the criteria set forth by COSO[415](index=415&type=chunk) - No changes in internal control over financial reporting occurred during the fourth quarter of 2022 that have materially affected, or are reasonably likely to materially affect, internal controls[417](index=417&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=69&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section presents the company's consolidated financial statements for 2020-2022, the independent auditor's report from Deloitte & Touche LLP, and a comprehensive index of all exhibits filed with the 10-K report - The independent auditor, Deloitte & Touche LLP, issued an unqualified opinion on the consolidated financial statements and the effectiveness of internal control over financial reporting[438](index=438&type=chunk)[444](index=444&type=chunk) - The auditor identified the 'Gain on sale of discontinued operations' as a critical audit matter due to the complexity of calculating the gains and the resulting income tax expense across multiple jurisdictions[442](index=442&type=chunk)[443](index=443&type=chunk) Consolidated Financial Statements Summary (FY 2022) | (in millions) | Amount | | :--- | :--- | | **Total Revenue** | $2,512 | | **Net (Loss) from Continuing Operations** | $(176) | | **Net Income from Discontinued Operations** | $3,873 | | **Net Income Attributable to L&W** | $3,675 | | **Total Assets (at Dec 31, 2022)** | $6,009 | | **Total Liabilities (at Dec 31, 2022)** | $4,848 | | **Total Stockholders' Equity (at Dec 31, 2022)** | $1,161 |

Light & Wonder, Inc. (NASDAQ:LNW) Q3 2022 Earnings Conference Call November 9, 2022 4:30 PM ET Company Participants James Bombassei - SVP, IR Matthew Wilson - CEO, President & Director Constance James - EVP & CFO Conference Call Participants Barry Jonas - Truist Securities David Katz - Jefferies Jeffrey Stantial - Stifel Chad Beynon - Macquarie Research Operator Welcome to the Light & Wonder 2022 Third Quarter Investor Conference Call. [Operator Instructions]. Now let me turn the call over to Jim Bombassei ...

[PART I. FINANCIAL INFORMATION](index=7&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Condensed Consolidated Financial Statements (unaudited)](index=7&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(unaudited)) This section presents unaudited consolidated financial statements, detailing the impact of business divestitures and debt refinancing Consolidated Statements of Operations Highlights (in millions) | Metric | Three Months Ended Sep 30, 2022 | Three Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenue** | $648 | $539 | $1,830 | $1,572 | | **Operating Income** | $89 | $34 | $175 | $106 | | **Net Income (Loss) from Continuing Operations** | $20 | $100 | $(197) | $(38) | | **Net Income from Discontinued Operations** | $315 | $87 | $3,855 | $329 | | **Net Income Attributable to L&W** | $328 | $182 | $3,645 | $276 | Consolidated Balance Sheets Highlights (in millions) | Metric | As of Sep 30, 2022 | As of Dec 31, 2021 | | :--- | :--- | :--- | | **Total Current Assets** | $2,048 | $1,732 | | **Total Assets** | $6,246 | $7,883 | | **Total Current Liabilities** | $802 | $974 | | **Long-Term Debt** | $3,874 | $8,646 | | **Total Liabilities** | $5,014 | $9,989 | | **Total Stockholders' Equity (Deficit)** | $1,232 | $(2,106) | Condensed Consolidated Statements of Cash Flows Highlights (in millions) | Metric | Nine Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | | **Net Cash (Used in) Provided by Operating Activities** | $(294) | $459 | | **Net Cash Provided by (Used in) Investing Activities** | $6,144 | $(206) | | **Net Cash Used in Financing Activities** | $(5,213) | $(492) | | **Increase (Decrease) in Cash** | $625 | $(242) | - The company completed the divestiture of its Lottery Business in Q2 2022 for **$5.7 billion** in gross cash proceeds and its Sports Betting Business in Q3 2022 for **$796 million** in gross proceeds (**$750 million** cash and **$46 million** stock) These are reported as discontinued operations[36](index=36&type=chunk)[53](index=53&type=chunk) - In April 2022, the company completed a major refinancing, reducing the face value of its debt by approximately **$5.0 billion**, from **$8.9 billion** to **$3.95 billion**[91](index=91&type=chunk)[218](index=218&type=chunk) - During the nine months ended September 30, 2022, the company repurchased **3.7 million** shares of its common stock for **$203 million** Its subsidiary, SciPlay, repurchased **1.4 million** shares of its Class A common stock for **$18 million**[122](index=122&type=chunk)[123](index=123&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's strategic transformation, including divestitures and debt reduction, and analyzes consolidated and segment financial performance [Recent Events and Strategic Execution](index=35&type=section&id=Recent%20Events) - The company is executing a strategy to become a leading cross-platform global games company, focusing on content and digital markets[153](index=153&type=chunk) - Key strategic actions in 2022 include changing the company name to Light & Wonder, completing the divestitures of the Lottery and Sports Betting businesses, reducing debt by nearly **$5 billion** through refinancing, initiating a **$750 million** share repurchase program, and making strategic acquisitions like Alictus and Playzido[155](index=155&type=chunk) [Consolidated Results of Operations](index=36&type=section&id=Consolidated%20Results) Consolidated Revenue Growth (YoY) | Period | 2022 Revenue (M) | 2021 Revenue (M) | Growth | Growth % | | :--- | :--- | :--- | :--- | :--- | | **Q3** | $648 | $539 | $109 | 20% | | **9 Months** | $1,830 | $1,572 | $258 | 16% | - Operating income for Q3 2022 increased **162%** to **$89 million** from **$34 million** in Q3 2021 For the nine-month period, it increased **65%** to **$175 million**[158](index=158&type=chunk) - Interest expense decreased significantly to **$68 million** in Q3 2022 from **$120 million** in Q3 2021, reflecting the favorable impact of the April 2022 refinancing and lower outstanding debt[171](index=171&type=chunk) - A pre-tax gain of **$4.93 billion** was recorded for the nine months ended September 30, 2022, from the divestitures of the Lottery and Sports Betting businesses[158](index=158&type=chunk)[172](index=172&type=chunk) [Business Segments Results](index=39&type=section&id=Business%20Segments%20Results) Segment Revenue - Q3 2022 vs Q3 2021 (in millions) | Segment | Q3 2022 Revenue | Q3 2021 Revenue | YoY Growth % | | :--- | :--- | :--- | :--- | | **Gaming** | $419 | $339 | 24% | | **SciPlay** | $171 | $147 | 17% | | **iGaming** | $58 | $53 | 9% | - **Gaming:** Revenue growth was driven by a **47%** increase in gaming machine sales and continued momentum in gaming operations Total new unit shipments rose **45%** YoY in Q3 to **7,259 units**[178](index=178&type=chunk)[181](index=181&type=chunk) - **SciPlay:** Revenue growth was fueled by strong social casino player engagement and the Alictus acquisition The payer conversion rate reached a record high of **9.7%** in Q3 2022, up from **8.5%** in Q3 2021[193](index=193&type=chunk)[198](index=198&type=chunk)[202](index=202&type=chunk) - **iGaming:** Revenue growth was driven by the U.S. market, which saw **39%** YoY revenue growth in Q3 This was partially offset by a **$5 million** unfavorable foreign currency impact[208](index=208&type=chunk) [Liquidity, Capital Resources and Working Capital](index=45&type=section&id=Liquidity%2C%20Capital%20Resources%20and%20Working%20Capital) Cash and Available Liquidity as of Sep 30, 2022 (in millions) | Category | Cash and Cash Equivalents | Revolver Capacity | Total Available Liquidity | | :--- | :--- | :--- | :--- | | **L&W (excluding SciPlay)** | $978 | $738 | $1,716 | | **SciPlay** | $299 | $150 | $449 | | **Total** | **$1,277** | **$888** | **$2,165** | - Net cash used in operating activities was **$294 million** for the first nine months of 2022, a decrease of **$753 million** from the prior year, primarily due to unfavorable working capital changes, including a **$465 million** tax payment related to the Lottery divestiture[219](index=219&type=chunk)[220](index=220&type=chunk)[221](index=221&type=chunk) - Net cash provided by investing activities was **$6.1 billion**, driven by **$6.4 billion** in gross cash proceeds from the divestitures[219](index=219&type=chunk)[225](index=225&type=chunk) - Net cash used in financing activities was **$5.2 billion**, primarily due to the repayment of **$6.98 billion** in debt as part of the April 2022 Refinancing, offset by **$2.2 billion** in new term loan proceeds[219](index=219&type=chunk)[226](index=226&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate exposure on its variable-rate debt, mitigated by interest rate swap contracts - As of September 30, 2022, the company had **$2,195 million** of variable-rate debt A hypothetical **1%** change in interest rates would change annual interest expense by approximately **$22 million**[231](index=231&type=chunk) - In April 2022, the company entered into interest rate swap contracts with a **$700 million** notional amount to hedge a portion of its variable rate debt, effectively fixing the interest rate on that portion[232](index=232&type=chunk) - As part of the April 2022 Refinancing, the company settled its cross-currency interest rate swaps for approximately **$50 million** in cash proceeds and discontinued its net investment hedge on the redeemed Euro notes[233](index=233&type=chunk)[234](index=234&type=chunk) [Controls and Procedures](index=49&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes in internal control over financial reporting - Management, including the CEO and CFO, concluded that disclosure controls and procedures are effective as of September 30, 2022[237](index=237&type=chunk) - No changes in internal control over financial reporting occurred during the three months ended September 30, 2022, that have materially affected, or are reasonably likely to materially affect, internal controls[238](index=238&type=chunk) [PART II. OTHER INFORMATION](index=49&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=49&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Note 16 for detailed legal proceedings, including ongoing antitrust claims and a recently settled Washington State matter - For a full description of legal proceedings, the report refers to Note 16 in the Condensed Consolidated Financial Statements[239](index=239&type=chunk) - The Washington State matter, previously accrued at **$25 million**, was fully paid and settled by SciPlay during the third quarter of 2022[139](index=139&type=chunk) [Risk Factors](index=49&type=section&id=Item%201A.%20Risk%20Factors) No material changes in risk factors were reported from those disclosed in the company's 2021 Annual Report on Form 10-K - There have been no material changes in risk factors from those disclosed in the company's 2021 10-K[240](index=240&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=49&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No stock repurchase activity occurred during the three months ended September 30, 2022, despite an ongoing share repurchase program - The company reported no stock repurchase activity during the three-month period ended September 30, 2022[241](index=241&type=chunk) [Defaults Upon Senior Securities](index=49&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities during the period - None[242](index=242&type=chunk) [Mine Safety Disclosures](index=49&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[243](index=243&type=chunk) [Other Information](index=49&type=section&id=Item%205.%20Other%20Information) The company reports no other information for this item - None[244](index=244&type=chunk) [Exhibits](index=50&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including corporate governance documents, agreements, and CEO/CFO certifications - The report includes a list of filed exhibits, such as amendments to agreements, retention letters, and CEO/CFO certifications (Rule 13a-14(a) and Section 906)[246](index=246&type=chunk)