Cohn Robbins Holdings (CRHC) Shareholders Approve Allwyn Deal
by Marlena Haddad on 2022-09-07 at 1:49pm

Cohn Robbins (NYSE:CRHC) announced this afternoon that its shareholders have approved its combination with Swiss lottery operator Allwyn at a special meeting held earlier today.

Approximately 66.7% of the total outstanding shares of CRHC participated in the vote and the business combination received support from over 99.2% of the shares voted at today’s meeting.

The parties did not disclose when they expect to close the deal, but at a separate meeting held today, CRHC shareholders approved a proposal to extend the SPAC’s timeline to complete the merger by three months. The SPAC originally had a transaction deadline of September 11, 2022, but that has been moved to December 11, 2022.

Most likely this combination will not need all three extended months to close, but since Allwyn is a global lottery operator, and this is a cross-border transaction, this will take additional time to complete. With the approval of the extension, CRHC and Allwyn now have additional cushion and flexibility to complete the transaction.

The press release did not disclose redemption numbers, but Cohn Robbins was able to secure a $260 million backstop for its combination just last week. European investment group PPF agreed to buy up to 26,000,000 shares at $10 per share as needed, adding to 4,000,000 it already owns. In return, PPF is to receive up to 4,000,000 Class B shares depending on how many shares it is ultimately called up on to purchase.

The deal features a relatively high minimum cash condition of $850 million, but also includes a $353 million PIPE, $323.5 million in convertible notes, and the $260 million backstop. Additionally, the SPAC was among one of the first companies to offer a pool of bonus shares as an incentive for non-redeeming shareholders.

The parties initially announced their $9.3 billion deal on January 21. Lucerne, Switzerland-based Allwyn operates lottery games in five European countries through both brick-and-mortar retail and online.


ADVISORS

  • JT Partners is acting as financial advisor to Allwyn and KKCG, and is acting as joint placement agent on the PIPE.
  • Kirkland & Ellis LLP and Clifford Chance are serving as legal advisors to Allwyn and KKCG.
  • Citi is acting as financial advisor to CRHC and joint placement agent on the PIPE.
  • Credit Suisse is acting as Equity Capital Markets advisor to CRHC.
  • Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal advisor to CRHC.
  • Winston & Strawn LLP is serving as legal advisor to the placement agents
Cohn Robbins Holdings (CRHC) Shareholders Approve Allwyn Deal
Recent Posts
by Kristi Marvin on 2025-06-28 at 10:02am

Terms Tracker for the Week Ending June 27, 2025 Welcome to our weekly column where we discuss the findings from our IPO terms tracker based on the previous week’s pricings. June continued its late-month rally with another five SPAC IPOs pricing this week, bringing the monthly total to 10 and the 2025 year-to-date count to...

by Nicholas Alan Clayton on 2025-06-27 at 11:20am

Blueport (NASDAQ:BPACU) has filed for a $69 million SPAC that would bring another first-time sponsor team to market. The new SPAC is offering investors a right to a 1/6 share in each unit and it will have 15 months to complete a business combination. It is underwritten by Alliance Global Partners and will not be...

by Nicholas Alan Clayton on 2025-06-27 at 8:25am

At the SPAC of Dawn The markets appear to poised to continue a rosy week with futures in the green in anticipation of PCE inflation readings. Space is one of the sectors feeling the most love recently and launch services firm Rocket Lab (NASDAQ:RKLB) is keeping up the momentum, scheduling two launches within 48 hours...

by Nicholas Alan Clayton on 2025-06-26 at 7:04pm

FIGX Acquisition Corp. (NASDAQ:FIGXU) announced the pricing of its $131 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “FIGXU”, Friday, June 27, 2025. The new SPAC aims to seek out a financial services target with a particular focus on wealth and asset managers with the potential to...

by Nicholas Alan Clayton on 2025-06-26 at 4:52pm

Yorkville Acquisition Corp. (NASDAQ:YORKU) announced the pricing of its $150 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “YORKU”, Friday, June 27, 2025. The new SPAC plans to combine with a target company in the telecom, media or technology sectors. Yorkville Acquisition Corp.’s management team is led...

logo

Copyright © 2025 SPACInsider, Inc. All Rights Reserved