Allwyn Investor Presentation Deck slide image

Allwyn Investor Presentation Deck

Transaction summary LO 5 ● NYSE-listed SPAC with $829mm¹ cash in trust • Cash in trust supplemented by $353mm PIPE Founders Gary D. Cohn and Clifton S. Robbins ("Founders") R ● COHN ROBBINS HOLDINGS CORP ● • Intends to effect a business combination with Allwyn² 45 Newly formed entity is expected to be listed on the NYSE ("PubCo") • Transaction announced January 21, 2022 and expected to close in Q3 2022 Note: Assumes no redemption from Cohn Robbins SPAC Trust; EUR:USD spot rate of 1.07 applied, sourced from CapIQ, as of 27-May-22 1) Cohn Robbins cash in trust as of 31-March-22. Subject to potential redemptions Allwyn represents the rebranded operations of Allwyn AG, which is the entity that will be subject to the business combination Based on management estimates (subject to material change); adj. net debt as of Dec-21A. Includes €322mm of convertible notes expected to be outstanding at transaction close, pro forma for OPAP stake increase from 41.2% to 48.2% since YE-21 and acquisition of Betano in Q2-22. Excludes impact of expected free cash flow and a €170 mm one time dividend paid prior to closing in Q1-22 Based on market valuation for The Lottery Corporation as of 27-May-2022 Includes impact from expected bonus pools for non-redeeming Cohn Robbins shareholders and PIPE shareholders, with potential for up to combined incremental 9.4mm common shares to be issued. Bonus pool for PIPE and non-redeeming shareholders is variable based on number of redemptions. Shares underlying CRHC warrants expected to be adjusted by the same ratio allwyn Large, privately-owned multinational lottery business Expected market cap for PubCo of ~$8.0bn /~€7.5bn; represents entry multiple of 10.9x 2023E Adj. EBITDA of $876mm / €819mm³ • 10.9x entry multiple is at a discount to core lottery peer The Lottery Corporation4 Bonus pool of 6.6mm shares to be issued to non- redeeming SPAC shareholders, resulting in implied entry multiple of ~10.0x to ~10.3x5 projected 2023E Adj. EBITDA Expected pro forma net debt / 2023E Adj. EBITDA of ~1.8x³ Expected to further bolster Allwyn's growth plans
View entire presentation