European lottery operator Allwyn to list on NYSE through SPAC deal; enterprise valued at $9.3B

Multinational lottery operator Allwyn Entertainment announced on Friday its intention to become a publicly-listed company on the New York Stock Exchange (NYSE), in partnership with NYSE-listed special purpose acquisition company Cohn Robbins Holdings Corp. (CRHC). The listing would result in an expected total enterprise value for Allwyn of approximately $9.3 billion.

The move is a significant step in the company’s evolution to “a global lottery-led entertainment platform.” Allwyn Entertainment, the new group-wide brand for SAZKA Entertainment AG, is one of Europe’s fastest-growing lottery companies, delivering over €16 billion in wagers across its markets, which include Austria, Czech Republic, Greece, Cyprus and Italy. The company is based in Luzern, Switzerland.

The transaction provides CRHC shareholders the opportunity to establish ownership stakes at a maximum enterprise value of approximately $8.7 billion. The deal is expected to strengthen Allwyn’s strategy for growth through digitalization, acquisitions and license tenders through enhanced capital access.

“Listing on the NYSE is the next chapter in Allwyn’s history and track record of shared success benefitting players, communities, governments and investors,” said Kare Komárek, Chairman of the Board of Allwyn and Founder of KKCG Investment Group, Allwyn’s majority owner. “We forecast the business delivering attractive revenue, profit and cash flow growth, creating attractive long-term value for investors.”

According to Komárec, going public positions the business to expand its shared success to more markets, while also enhancing capital access to fund opportunities for accelerated growth. It would allow the brand to expand globally, including the highly-attractive United States market.

“It is an opportune time for Allwyn to take this exciting step,” said Robert Chvatal, Chief Executive Officer of Allwyn. “Jurisdictions in Europe and North America should have higher expectations for the innovations their lotteries can deliver. With consumers expecting the option to experience and pay for entertainment online, Allwyn is building stronger, more individualized and more valuable relationships with our customers.”

Allwyn’s platform collected approximately €16 billion in wagers over the 12-month period ended June 30, 2021. It forecasts approximately $810 million in Adjusted EBITDA from approximately $1.7 billion in net gaming revenue in 2022. Pro forma net debt / 2022E Adjusted EBITDA is expected to be approximately 1.6x.

Online users of Allwyn businesses have more than doubled in the past two years, the company states, enabling the business to establish customer relationships and implement cross-selling initiatives that it expects to create greater value and benefit from low churn rates and customer acquisition costs.

“We believe that Allwyn is the right company, in the right industry, at the right time and with the right leadership team,” said Gary D. Cohn and Clifton S. Robbins, Co-Founders and Co-Chairmen of Cohn Robbins Holdings Corp. “We are excited by the growth opportunities the company has ahead of it and we look forward to providing our support.”

Current Allwyn equity holders are expected to retain approximately 83% ownership in the company, and no new shareholder of the company will own a stake of more than 5% immediately following the transaction. Upon closing, Robbins will join Allwyn’s Board of Directors and Cohn will serve as a Special Advisor to Allwyn’s Board Chairman.

The proposed transaction, which has been unanimously approved by both the Board of Directors of Allwyn and the Board of Directors of CRHC, is expected to close in the second quarter of 2022, subject to approval by CRHC’s stockholders, gaming regulatory approvals and other customary closing conditions.