Scientific Games Corporation has announced that it has entered into an “Agreement and Plan of Merger” with its wholly-owned subsidiary SG Nevada Merger Company in order to change the company’s state of incorporation from Delaware to Nevada.
The agreement will see Scientific Games merge into SG Nevada with SG Nevada surviving the merger, subject to the approval of shareholders. If approved, each share of Class A common stock par value US$0.01 per share will be converted into one fully paid and non-assessable share of common stock par value US$0.001 of the surviving corporation, the company said.
Scientific Games added that the reincorporation merger will not result in any change in the company’s name, headquarters, business, management, location of offices, assets, liabilities or net worth, other than as a result of the costs incident to the reincorporation merger. Management, including all directors and officers immediately prior to the reincorporation merger will also remain the same and will assume identical positions with the surviving corporation.
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