Allwyn Investor Presentation Deck
Risk factors (Continued)
Risks Related to the Company's Industry and Business
Risks relating to the conflict between Russia and Ukraine;
A potential adverse affect on Allwyn AG's operations by ongoing developments in Russia, Ukraine and surrounding countries;
Unstable market and economic conditions are expected to have additional global consequences;
Swiss NewCo is not guaranteed to become the next UKNL (as defined below) operator; and
Camelot's (as defined below) recent results and past performance may not be indicative of Swiss NewCo's future results and performance.
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Risks Relating to the Swiss NewCo Shares
Lack of prior public trading of the Swiss NewCo Class B Shares;
Risks related to the Swiss NewCo Class B Shares not being listed in the Company's home jurisdiction, and the resulting lack of shareholder protections under Swiss law;
KKCG's voting control will limit or preclude the ability of other shareholders to influence corporate matters;
Risks related to the dual-class share structure depressing the Swiss NewCo Class B Shares' trading price;
Compliance with gaming regulatory requirements by certain shareholders;
Risks related to the issuance of additional debt or equity securities and its resulting dilution of other shareholdings;
Shareholders may not have, or be entitled to exercise, preferential subscription rights in future equity offerings;
Risks related to shareholder's rights and responsibilities under Swiss law, which will differ in some respects from the rights and obligations of shareholders under the laws of other jurisdictions;
Risks related to Allwyn AG's reliance on its subsidiaries to make dividend payments and distributions; and
Exchange rate risk for shareholders or investors whose principal currency is not the euro.
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Risks Related to the Business Combination
Lack of operating or financial history;
Risks associated with the COVID-19 pandemic;
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Risks if the Adjournment Proposal is Not Approved
The Cohn Robbins Board will not have the ability to adjourn the extraordinary general meeting of shareholders to, among other things, solicit further votes and the Business Combination will not be approved.
Risks if the Business Combination is Not Consummated
Cohn Robbins would cease all operations except for the purpose of winding up;
You will not have any rights or interests in funds from the Cohn Robbins' trust account (the "Trust Account") except under limited circumstances;
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Inability of Cohn Robbins and Allwyn AG to enter into certain transactions that might otherwise be beneficial to Cohn Robbins, Allwyn AG or their respective shareholders during the pre-closing period;
Loss of key management personnel and other key employees;
Third-party delays;
Differences in voting for the Business Combination between the Cohn Robbins Sponsor LLC and Cohn Robbins' shareholders; and
Waiving conditions to the Business Combination.
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Public shareholders of Cohn Robbins may not receive any redemption payments from the Trust Account until after September 11, 2022;
If the Business Combination is not consummated, a potential target may perceive leverage over Cohn Robbins in negotiating an initial business combination; and
Resources could be used to research acquisitions that are not completed and, if an initial business combination is not completed by September 11, 2022, Cohn Robbins' public shareholders may receive only approximately
$10.00 per share (or less than $10.00 per share in certain circumstances).
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