Allwyn SPAC
Transaction sources and uses
Cohn Robbins cash in trust¹
Common PIPE proceeds
Existing shareholders rollover
Total sources
Sources
($mm)
829
353
6,613
7,794
(€mm)
774
330
6,180
7,284
Cash to PF company balance sheet
Cash consideration to existing shareholders
Existing shareholder rollover
Estimated fees and expenses
Total uses
Uses
Note: Assumes no redemptions from Cohn Robbins SPAC Trust and assumes $353m common PIPE proceeds; EUR:USD spot rate of 1.07 applied, sourced from CapIQ, as of 27-May-22
81 1.
Cohn Robbins cash in trust as of 31-March-22
($mm)
332
750
6,613
100
7,794
(€mm)
310
701
6,180
93
7,284
All transaction proceeds (net of transaction expenses) will be paid out to existing shareholders if gross transaction proceeds are less than or equal to $850mm (the minimum cash
requirement). If gross transaction proceeds exceed the minimum cash requirement, incremental transaction proceeds will be applied to the Company balance sheet until the
primary proceeds amount is equal to 1/3 of the total transaction proceeds (net transaction expenses). Thereafter, transaction proceeds (net of transaction expenses) will be
allocated on a pro rata basis 1/3 to primary proceeds, which will be applied to the Company balance sheet, and 2/3 to secondary proceeds, which will be distributed to Company
shareholders
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