Cohn Robbins Holdings Corp. (NYSE:CRHC) (“CRHC”) today announced
that its shareholders of record as of August 15, 2022 have approved
the previously announced business combination with Allwyn
Entertainment AG (“Allwyn” or the “Company”) (the “Business
Combination”), a leading multinational lottery operator.
The Business Combination was supported by over
99.2% of the shares of CRHC voted at an extraordinary general
meeting held on September 7, 2022. Approximately 66.7% of total
outstanding shares voted.
Additionally, at a separate extraordinary
general meeting held today, CRHC shareholders of record as of July
11, 2022 approved a proposal to extend the date by which CRHC must
consummate its initial business combination from September 11,
2022, to December 11, 2022. With the approval, CRHC and Allwyn
have additional flexibility to complete the Business
Combination.
CRHC stated, “We appreciate the support of CRHC
shareholders in approving the Business Combination with Allwyn.
With the additional time our shareholders have provided, we are
working diligently to complete the Business Combination with Allwyn
as expeditiously as possible.”
All proposals considered and voted upon by
CRHC’s shareholders at each of the extraordinary general meetings
were approved. The formal results of the votes will be included in
a Current Report on Form 8-K to be filed with the U.S. Securities
and Exchange Commission (“SEC”) by CRHC.
For more information about the Business Combination, please
visit www.cohnrobbins.com/investor-relations/ or see
documents filed by Allwyn and CRHC with the SEC.
About Allwyn Allwyn
is a leading global lottery operator with wagers grown up to €19
billion in just over ten years. Allwyn builds lotteries that return
more to good causes by focusing on innovation, technology,
efficiency and safety across a growing casual gaming entertainment
portfolio. The lottery-first approach of focusing on affordable
recreational play has earned Allwyn leading market positions with
trusted brands across Europe in Austria, Czech Republic, Greece and
Cyprus, and Italy. In March 2022, Allwyn Entertainment Ltd was
named as the Preferred Applicant for the license to operate the
National Lottery in the U.K., one of the world’s largest lotteries.
The license is set to run for 10 years from February 2024.
About Cohn Robbins Holdings
Corp.Founded and listed on the NYSE in 2020, Cohn Robbins
Holdings Corp. is Co-Chaired by Gary D. Cohn and Clifton S.
Robbins. Mr. Cohn is Vice Chairman of IBM and has more than
30 years of financial services experience spanning the private
and public sectors, having served as Assistant to the President of
the United States for Economic Policy and Director of the National
Economic Council from January 2017 until April 2018, and as
President, Chief Operating Officer and a director of The Goldman
Sachs Group, Inc. from 2006-2016. Mr. Robbins has more than 35
years of investment management experience, including as
Founder and Chief Executive Officer of Blue Harbour Group from
2004-2020, a Managing Member of global growth investor General
Atlantic Partners from 2000-2004, and as a General Partner of
Kohlberg Kravis Roberts & Co., where he worked from
1987-2000.
ContactsFor media
inquiries: Adam WeinerArrowpath Advisors for Cohn Robbins
Holdings Corp.CRHCmedia@arrowpath.com+1 212 596 7700
Dana Dvorakova for Allwyn
Entertainmentdana.dvorakova@allwynent.com
For investor inquiries:allwyn.ir@icrinc.com
IR@allwynent.com
Cautionary Statement Regarding
Forward-Looking StatementsThis press release includes
“forward-looking statements” within the meaning of the “safe
harbor” provisions of the Private Securities Litigation Reform Act
of 1995 with respect to the Business Combination between, among
other parties, CRHC and Allwyn. Words such as “expect,” “estimate,”
“project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,”
“may,” “will,” “could,” “should,” “believe,” “predict,”
“potential,” “continue,” “strategy,” “future,” “opportunity,”
“would,” “seem,” “seek,” “outlook” and similar expressions are
intended to identify such forward-looking statements.
Forward-looking statements are predictions, projections and other
statements about future events that are based on current
expectations and assumptions and, as a result, are subject to risks
and uncertainties that could cause the actual results to differ
materially from the expected results. These statements are based on
various assumptions, whether or not identified in this press
release. These forward-looking statements are provided for
illustrative purposes only and are not intended to serve as, and
must not be relied on by an investor as, a guarantee, an assurance,
a prediction or a definitive statement of fact or probability.
Actual events and circumstances are difficult or impossible to
predict and will differ from assumptions. These forward-looking
statements include, without limitation, Allwyn’s and CRHC’s
expectations with respect to anticipated financial impacts of the
Business Combination, the satisfaction of closing conditions to the
Business Combination, and the timing of the completion of the
Business Combination. You should carefully consider the risks and
uncertainties described in the “Risk Factors” section of CRHC’s
registration statement on Form S-1 (File No. 333-240277), its
Annual Report on Form 10-K, as amended from time to time, for the
fiscal year ended December 31, 2021 and its subsequent Quarterly
Reports on Form 10-Q, and the Registration Statement filed by
Allwyn. These filings identify and address other important risks
and uncertainties that could cause actual events and results to
differ materially from those contained in the forward-looking
statements. Most of these factors are outside Allwyn’s and CRHC’s
control and are difficult to predict. Many factors could cause
actual future events to differ from the forward-looking statements
in this document, including but not limited to: (1) the outcome of
any legal proceedings that may be instituted against CRHC or Allwyn
following the announcement of the Business Combination; (2) the
inability to complete the Business Combination, including due to
the inability to concurrently close the Business Combination and
the private placement of common stock or due to failure to obtain
approval of CRHC’s shareholders; (3) the risk that the Business
Combination may not be completed by CRHC’s business combination
deadline and the potential failure to obtain an extension of such
deadline sought by CRHC; (4) the failure to satisfy the conditions
to the consummation of the Business Combination, including the
approval by CRHC’s shareholders and the satisfaction of the minimum
trust account amount following any redemptions by CRHC’s public
shareholders; (5) the occurrence of any event, change or other
circumstance that could give rise to the termination of the
business combination agreement; (6) the risk that the Business
Combination disrupts current plans and operations as a result of
the consummation of the Business Combination; (7) the inability to
recognize the anticipated benefits of the Business Combination,
which may be affected by, among other things, competition, the
ability of the combined company to grow and manage growth
profitably, maintain relationships with customers and suppliers and
retain key employees; (8) costs related to the Business
Combination; (9) changes in the applicable laws or regulations;
(10) the possibility that the combined company may be adversely
affected by other economic, business, and/or competitive factors;
(11) the risk of downturns and a changing regulatory landscape in
the industry in which Allwyn operates; (12) Allwyn’s ability to
obtain or maintain rights or licenses to operate in any market in
which Allwyn operates or seeks to operate in the future; (13) the
potential inability of Allwyn to raise additional capital needed to
pursue its business objectives or to achieve efficiencies regarding
other costs; (14) the enforceability of Allwyn’s intellectual
property, including its patents, and the potential infringement on
the intellectual property rights of others, cyber security risks or
potential breaches of data security; and (15) other risks and
uncertainties described in CRHC’s registration statement on Form
S-1 and Annual Report on Form 10-K, as amended from time to time,
for the fiscal year ended December 31, 2020 and its subsequent
Quarterly Reports on Form 10-Q, and the Registration Statement.
Allwyn and CRHC caution that the foregoing list of factors is not
exclusive or exhaustive and not to place undue reliance upon any
forward-looking statements, which speak only as of the date made.
Neither Allwyn nor CRHC gives any assurance that Allwyn or CRHC
will achieve its expectations. Neither Allwyn nor CRHC undertakes
or accepts any obligation to publicly provide revisions or updates
to any forward-looking statements, whether as a result of new
information, future developments or otherwise, or should
circumstances change, except as otherwise required by securities
and other applicable laws.
Source: Cohn Robbins Holdings Corp.
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