Transaction Overview - Allwyn and OPAP are combining to unlock long-term value for OPAP shareholders, positioning them to benefit from industry trends and mitigate risks[22, 27] - The transaction aims to create the second largest listed lottery and gaming operator globally, with greater scale to seize opportunities[32] - The combined company is expected to have a pro forma LTM H1-25 Adjusted EBITDA of €1.9 billion, including PrizePicks and Novibet[28, 33] - The transaction is expected to be double-digit accretive in the first year post completion[28] Financial Highlights - Allwyn's pro forma Adjusted EBITDA margin is 37% of pro forma Net Revenue[50] - Allwyn's pro forma online NGR is 55%[50] - Allwyn has a strong track record of growth, with Net Revenue, Adjusted EBITDA, and Adjusted EBITDA – Capex all more than doubling since 2019[59] - Allwyn has distributed over €3.3 billion in capital to its and OPAP's shareholders since 2019[253] Growth Strategy - Allwyn has multiple organic and inorganic growth levers, including PrizePicks, IWG, and Betano[37] - Allwyn's medium-term growth will be driven by high-growth, market-leading assets, representing ~30% of pro forma LTM H1-25 Adjusted EBITDA[39] - The combined company will be highly diversified geographically and by product, with 57% of pro forma LTM H1-25 NGR from exclusive revenue[41]