Playtika Holding (PLTK) risk factors, FY2025 10-K

Risks Related to Our Business

1. 01We rely on third-party platforms, such as the iOS App Store and Google Play Store, to distribute our games and collect revenues generated on such platforms and rely on third-party payment service providers to collect revenues generated on our own platforms47% rewritten
2. 02A limited number of games have generated a majority of our revenues, and we may be unable to offset any declines in revenues from our top games38% rewritten
3. 03Shifts in the revenue mix between our games may adversely affect our margin profile49% rewritten
4. 04A small percentage of total users have generated a majority of our revenues, and we may be unable to attract new paying or retain existing paying users and maintain their spending levels
5. 05Our games are available to players for free, and we generate nearly all of our revenues from the sale of virtual items when players make voluntary in-game purchases. For example, for the years ended December 31, 2025 and 2024, we derived 97.7% and 98.4%, respectively, of our revenues from in-game purchases
6. 06Our inability to make acquisitions or integrate acquired businesses successfully could limit our growth or disrupt our plans and operations47% rewritten
7. 07We operate in a highly competitive industry with low barriers to entry, and our success depends on our ability to effectively compete87% rewritten
8. 08themed games but incorporate sweepstakes as a primary user acquisition and monetization tool in the game could pose a competitive threat to our slot and bingo-themed games and harm our results of operationsNew
9. 09Our ability to successfully attract in-game advertisers depends on our ability to design an attractive advertising model that retains players
10. 10Changes to digital platforms’ rules, including those relating to “loot boxes,” or the potential adoption of regulations or legislation impacting loot boxes, could require us to make changes to some of our games’ economies or design, which could negatively impact the monetization of these games reducing our revenues
11. 11Legal or regulatory restrictions could adversely impact our business and limit the growth of our operations84% rewritten
12. 12casino-related internet resources. This restriction affected access to our direct-to-consumer website but not to platforms such as Apple or GoogleNew
13. 13We cannot predict the likelihood, timing, scope or terms of any actions taken by any regulatory body, nor can we predict the outcome of any litigation arising, as a result of any such action
14. 14We cannot predict the likelihood, timing or scope of any of these concerns reaching a level that will impact our business, or whether we would suffer any adverse impacts to our results of operations, cash flows and financial condition23% rewritten
15. 15Legal and regulatory restrictions on the use of incentivized marketing may negatively impact our business or results of operations
16. 16Legal proceedings may materially adversely affect our business and our results of operations, cash flows and financial condition42% rewritten
17. 17could seek to pass on liability, including defense costs, for these suits to us under the indemnity provisions in our agreements with such platforms, which could have a material adverse effect on our results of operations, cash flows, or financial conditionNew
18. 18We rely on a limited number of geographies for a significant portion of our revenues48% rewritten
19. 19If general economic conditions decline, demand for our games could decline. In addition, our business is vulnerable to changing economic conditions and to other factors that adversely affect the gaming industry, which could negatively impact our business24% rewritten
20. 20Our systems and operations are vulnerable to damage or interruption from natural disasters, power losses, telecommunications failures, cyber-attacks, terrorist attacks, acts of war, human errors, break-ins and similar events
21. 21We primarily rely on skilled employees with creative and technical backgrounds. The loss of one or more of our key employees, or our failure to attract and retain other highly qualified employees in the future, or any labor disputes, could significantly harm our business27% rewritten
22. 22We track certain performance metrics with internal and third-party tools and do not independently verify such metrics. Certain of our performance metrics are subject to inherent challenges in measurement, and real or perceived inaccuracies in such metrics may harm our reputation and adversely affect our business
23. 23Our business depends on our ability to collect and use data to deliver relevant content and advertisements, and any limitation on the collection and use of this data could cause us to lose revenues
24. 24We compete with other forms of leisure activities, and a failure to successfully compete with such activities could have a material adverse effect on our business, financial condition and results of operations
25. 25Our revenue growth rate and financial performance in prior periods may not be indicative of future performance, and our revenue growth rates may decline or our revenue may decline in the future compared to prior periods43% rewritten
26. 26Our business may suffer if we do not successfully manage our future growth
27. 27If we fail to maintain an effective system of internal controls, we might not be able to report our financial results accurately or prevent fraud; in that case, our stockholders could lose confidence in our financial reporting, which could negatively impact the price of our stock
28. 28We may require additional capital to meet our financial obligations and support business growth, and this capital may not be available on acceptable terms or at all
29. 29We may not be able to maintain adequate insurance, and our insurance may not provide adequate levels of coverage against claims
30. 30Changes in tax laws, tax rates or tax rulings, or the examination of our tax positions, could materially affect our financial condition, effective tax rate, future profitability and results of operations44% rewritten
31. 31Transfer pricing adjustments by tax authorities, potential double taxation in multiple jurisdictions and tax treaty uncertainties could materially affect our financial condition, effective tax rate, future profitability and results of operations
32. 32Global tax reform initiatives that impose a global tax on multinational enterprises, could materially affect our financial condition, effective tax rate, long-term tax planning, future profitability and results of operationsNew
33. 33Pillar One is intended to reallocate a portion of residual profits of the largest and most profitable MNEs—generally those with annual global revenue exceeding €20 billion and profitability above a 10% margin—to market jurisdictions, irrespective of physical presenceNew
34. 34We could be required to collect additional sales taxes or be subject to other tax liabilities on past sales52% rewritten
35. 35We may be limited in our ability to utilize, or may not be able to utilize, net operating loss carryforwards to reduce our future tax liability82% rewritten
36. 36“controlled company” you will not have the same protections afforded to stockholders of companies that are subject to such corporate governance requirementsNew

Risks Related to Our International Operations and Ownership

1. 37We face added business, political, regulatory, operational, financial and economic risks as a result of our operations and distribution in a variety of countries, any of which could increase our costs and hinder our growth
2. 38We have offices and other significant operations located in Israel, and, therefore, our results may be adversely affected by political, economic and military instability in Israel, including the prolonged state of regional warfare57% rewritten
3. 39It may be difficult to enforce a judgment of a U.S. court against us and our officers and directors, to assert legal claims in Israel or to serve process on our officers and directorsNew
4. 40We may not be able to enforce covenants not-to-compete under current Israeli and California law, which might result in added competition for our products58% rewritten
5. 41Our operations may be disrupted as a result of the obligation of management or key personnel to perform military service
6. 42Our operations may be adversely affected by ongoing developments in Ukraine, Georgia, Romania, or Poland43% rewritten
7. 43Our business may be affected by sanctions, export controls and similar measures targeting Russia and Belarus as well as other responses to Russia’s invasion of Ukraine56% rewritten
8. 44We review and monitor our contractual relationships with suppliers to establish whether any are a target of the applicable sanctions. However, given the range of possible outcomes, the full costs, burdens, and limitations on our business may become significantNew
9. 45We are exposed to fluctuations in currency exchange rates, which could negatively affect our financial condition and results of operations
10. 46Yuzhu Shi controls us through his indirect interest in Playtika Holding UK II Limited and its ownership of our common stock will prevent you and other stockholders from influencing significant decisions25% rewritten
11. 47The Committee on Foreign Investment in the United States may modify, delay or prevent our future acquisition or investment activities

Risks Related to Our Information Technology and Data Security

1. 48Our success depends upon our ability to adapt to, and keep pace with, changes in technology, platforms and devices, and evolving industry standards
2. 49Our games and other software applications and systems, and the third-party platforms upon which they are made available, could contain undetected errors
3. 50Any failure or significant interruption in our network could impact our operations and harm our business
4. 51Our success depends on the security and integrity of the games we offer, and security breaches or other disruptions could compromise our information or the information of our players and expose us to liability, which would cause our business and reputation to suffer
5. 52If we or the service providers we rely upon sustain cyber-attacks or other privacy or data security incidents that result in security breaches, we could suffer a loss of sales and increased costs, exposure to significant liability, reputational harm and other negative consequences
6. 53We rely on information technology and other systems, and any failures in our systems or errors, defects or disruptions in our games could diminish our brand and reputation, subject us to liability and disrupt our business and adversely impact our results of operations
7. 54Our business depends on the growth and maintenance of wireless communications infrastructure81% rewritten

Risks Related to Intellectual Property

1. 55If we are unable to protect the confidentiality of our trade secrets, our business and competitive position would be harmed
2. 56We may be subject to claims that our employees, consultants, or advisors have wrongfully used or disclosed alleged trade secrets of their current or former employers or claims asserting ownership of what we regard as our own intellectual property
3. 57We may become involved in lawsuits to protect or enforce our intellectual property, which could be expensive, time-consuming and unsuccessful53% rewritten
4. 58proceedings, the defendant could counterclaim that our intellectual property is invalid or unenforceable and the court may agree, in which case we could lose valuable intellectual property rights. The outcome in any such lawsuits are unpredictableNew
5. 59Failure to renew our existing brand and content licenses on favorable terms or at all and to obtain additional licenses would impair our ability to introduce new games, improvements or enhancements or to continue to offer our current games based on third-party content and make their brands and content available89% rewritten
6. 60We use open source software in connection with certain of our games, which may pose particular risks to our proprietary software, games and services in a manner that could have a negative impact on our business
7. 61The intellectual property rights of others may prevent us from developing new games and services or entering new markets or may expose us to liability or costly litigation
8. 62We may not be able to enforce our intellectual property rights throughout the world
9. 63If our trademarks and trade names are not adequately protected, we may not be able to build name recognition in our markets of interest and our competitive position may be harmed

General Risks

1. 64The price of our common stock is volatile and may fluctuate substantially
2. 65Securities analysts may not publish favorable research or reports about our business or may publish no information at all, which could cause our stock price or trading volume to decline
3. 66A significant portion of our total outstanding shares may be sold into the market in the near future. This could cause the market price of our common stock to drop significantly, even if our business is doing well
4. 67On Schedule 13Ds filed on September 20, 2024 and November 27, 2024, Playtika Holding UK announced that it had entered into pledge agreements pursuant to which Playtika Holding UK pledged almost 200,000,000 shares of our common stock to secure certain loan obligations
5. 68Provisions in our corporate charter documents and under Delaware law could make an acquisition of us more difficult and may prevent attempts by our stockholders to replace or remove our current management
6. 69There are no assurances that we will pay dividends in the future44% rewritten
7. 70There are uncertainties regarding the amount and timing of repurchases under our stock repurchase program74% rewritten
8. 71District of Delaware) will be the sole and exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ abilities to obtain a favorable judicial forum for disputes with us or our directors, officers or employeesNew