Allwyn International Trading Update and Launch of Offering of USD 1,640 million Term Loan B to finance the acquisition of PrizePicks

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Proceeds from the Offering will be used to finance the planned acquisition of PrizePicks and related fees and expenses. On 22 September 2025, Allwyn announced it had entered into a definitive agreement to acquire approximately 62.3% of PrizePicks, the largest daily fantasy sports operator in North America. The initial cash consideration is USD1.6 billion, subject to customary post-closing adjustments and based on an expectation of nil cash and nil debt at closing¹. The transaction is expected to close in the first quarter of 2026, subject to the satisfaction of certain closing conditions, including notifications to and/or approvals from applicable regulatory authorities.

The Company has also published on its website an investor presentation on PrizePicks, which includes information beyond that which was disclosed on announcement of the acquisition.

Trading Update

The Company is providing this trading update ahead of the announcement of its preliminary unaudited financial results for the period ended 30 September 2025.

Since the start of the year, our business has continued to perform and develop well overall, although trading in September was affected by exceptionally customer-friendly sports results, which impacted sports betting margins, as seen industry-wide. In general, variation in sports betting margins due to customer/operator-friendly sports results averages out over time and Allwyn's diversification, particularly its significant exposure to lottery and other verticals, also reduces the impact of such fluctuations. Other than the impact from sports results in September, underlying trends remain positive.

Information on dividends, shareholder distributions and payments on intragroup loans paid by Group companies

The table below sets out the aggregate amount of dividends, distributions of share capital, share buybacks, and interest paid on and amortisation payments under intragroup loans by the entities in the periods indicated.

Dividends, distributions of share capital and payments on intragroup loans

Share buybacks

Definitions and abbreviations

In this document:

• “Betano” and “Kaizen” refers to Kaizen Gaming Holding Ltd and its subsidiaries
  
• “Camelot UK” refers to Camelot UK Lotteries Limited
  
• “CASAG” refers to Casinos Austria AG and its subsidiaries
  
• “IWG” refers to Instant Win Gaming Limited
  
• “LottoItalia” refers to LOTTOITALIA S.r.l.
  
• “OPAP” refers to OPAP S.A. and its subsidiaries
  

Notes

¹ Except for working capital, for which a customary adjustment mechanism will be applied.

² Excludes €46 million paid by IWG (€32 million on a pro rata basis) as part of net consideration of $243 million for acquisition of a 70% interest.

Further information

From time to time, subject to market conditions, the Company (directly or through a subsidiary) may engage in bond repurchase transactions in the open market or in privately negotiated transactions. From time to time, subject to market conditions, the Company (directly or through a subsidiary) may acquire shares of OPAP in the open market or in privately negotiated transactions. The Company regularly evaluates its financing and other strategic options on an opportunistic basis taking into account prevailing market conditions, which may include potential private funding and public capital markets transactions at any time. Use of proceeds for such transactions may include, among other things, acquisitions, increases of stakes in our existing businesses, refinancing of upcoming maturities, repayment of revolving credit facilities and dividends or other distributions to shareholders.

Comparability of information

All financial information is presented on comparable basis, including effects of any restatements or changes in presentation described in the latest annual accounts on the currently presented comparative period.

Disclaimer

This document does not represent an offer, constitute or form part of, and should not be construed as an advertisement, an offer or an invitation to subscribe for or to purchase securities of the Company or its subsidiaries or affiliates from time to time. The trading update for the period ended 30 September 2025 is an estimate, based on information available to management as of the date of this release, and is subject to further changes. This update does not present all necessary information for an understanding of the Group’s financial condition as of the date of this release, or its results of operations for the period ended 30 September 2025 The Company does not intend to update any estimates prior to release of its preliminary financial statements.

This announcement does not form, and should not be construed as, the basis of any credit analysis or other evaluation, an investment or lending recommendation, advice, a valuation or a due diligence review. This announcement may include forward-looking statements regarding certain of our plans and our current goals, intentions, beliefs and expectations concerning, among other things, our future results of operations, financial condition, liquidity, prospects, growth, strategies, pending acquisitions or other transactions, financing plans and the industries in which we operate. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Generally, but not always, words such as “may,” “could,” “should,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “assume,” “believe,” “plan,” “seek,” “continue,” “target,” “goal,” “would” or their negative variations or similar expressions identify forward-looking statements. By their nature, forward-looking statements are inherently subject to risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Please refer to "Risk factors" in Allwyn's Annual Report and Accounts 2024 for risks and uncertainties relating to the Company, its subsidiaries and its equity method investees, the occurrence of any of which, individually or in aggregate, could have a material adverse effect on the Group's business, prospects, results of operations and financial condition. We caution you that forward-looking statements are not guarantees of future performance and that the Group’s actual results of operations, financial condition and liquidity and the development of the industries in which we operate may differ materially from those made in or suggested by the forward-looking statements contained in this announcement. In addition, even if our results of operations, financial condition and liquidity and the development of the industries in which we operate are consistent with the forward-looking statements contained in this document, those past results or developments may not be indicative of results or developments in future periods.

We do not undertake any obligation to review, update or confirm expectations or estimates or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise after the date of this document.

No warranty or representation of any kind, express or implied, is or will be made in relation to, and to the fullest extent permissible by law, no responsibility or liability in contract, tort, or otherwise is or will be accepted by us or any of our directors, officers, employees, advisers or agents, or any other party as to the accuracy, completeness or reasonableness of the information contained in this announcement, including any opinions, forecasts or projections. Nothing in this document shall be deemed to constitute such a representation or warranty or to constitute a recommendation to any person to acquire any securities. Any estimates and projections in this announcement were developed solely for our use at the time at which they were prepared and for limited purposes which may not meet the requirements or objectives of the recipient of this announcement. Nothing in this document should be considered to be a forecast of future profitability or financial position and none of the information in the document is or is intended to be a profit forecast or profit estimate. The financial statements included this announcement have not been subject to any review or audit process by our independent auditors and may be subject to change after a review or audit process.

We are not providing advice (whether in relation to legal, tax or accounting issues or otherwise). You should receive legal, tax, accounting and any other necessary advice from your advisors in relation to the contents of this announcement.

This announcement has not been approved by any regulatory authority and does not represent financial statements within the meaning of applicable Czech, Swiss or other law.