Allwyn International a.s. Report for the Period 3Q FY2023

June 19, 2023 | Financial

Management’s discussion and analysis of financial condition and results of operations for the three months ended 31 March 2023

Lucerne, Switzerland (June 14, 2023) — The financial and operating information contained in this “Management’s discussion and analysis of financial condition and results of operations” (“MD&A”) comprises information of Allwyn International a.s. (“Allwyn International” or the “Company” and, together with its subsidiaries, joint ventures and associates, the “Group”, “Allwyn” or “we”).

You should read the MD&A together with the Group’s Condensed consolidated interim financial statements for the three months ended 31 March 2023. The Condensed consolidated interim financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union.

This MD&A contains certain forward-looking statements, which are based on assumptions about the Group’s future business. The Group’s actual results could differ materially from those contained in forward-looking statements as a result of many factors, including, but not limited to, those described under “Forward-Looking Statements”.

1 Significant transactions and developments during the three months ended 31 March 2023

1.1 Financing

Partial repayment of Czech Bonds

In January 2023, the bondholders of the Company’s CZK 6.0 billion bonds (the “Czech Bonds”) approved their transfer from the Company to Allwyn Financing Czech Republic 2 a.s., a 100%- owned subsidiary of the Company, at a bondholders’ meeting. Bondholders who either voted against the transfer or abstained were eligible to exercise an early repayment option, which was exercised by 51.1% of the total bondholders, representing a nominal value of CZK 3.1 billion (equivalent of €130.4 million).

Syndicated bank loan

In February 2023, the Company drew €160.0 million under its €300.0 million revolving credit facility.

In February and March 2023, the Company and its subsidiary Allwyn Entertainment Financing (UK) plc drew €132.5 million from a €303.1 million facility available under the syndicated bank loan for refinancing of its 2024 maturities. Proceeds were used to repay holders of the Czech Bonds who exercised their put option. The remainder of the €303.1 million facility remains available.

In March 2023, the Company and its subsidiary Allwyn Entertainment Financing (UK) plc drew GBP

23.7 million (equivalent to €27.0 million) from a GBP 380.0 million facility available under the syndicated bank loan for business development in the United Kingdom.

In February and March 2023, the Company increased the size of its syndicate bank loan with accordion facilities of €335.0 million, due in 2029. In March 2023, the Company drew €250.0 million under these facilities. €85.0 million remains undrawn.

OPAP financing arrangements

In February 2023, OPAP made an early repayment of a €100.0 million bank loan due 2024.

1.2 Acquisitions

Camelot UK and Camelot LS Group

In February, the Group acquired and started to consolidate Camelot UK, the current operator of the UK National Lottery. Camelot UK is reported as the “United Kingdom” operating segment.

In March, the Group acquired and started to consolidate the Camelot LS Group. The Camelot LS Group operates the Illinois Lottery under a private management agreement through its operating company, Camelot Illinois LLC, partners with the Arkansas Scholarship Lottery to enhance its lottery operations, and includes a technology arm that provides products and services to lotteries and their players in Europe and North America.

These acquisitions, together referred to as the “Camelot Acquisitions”, have a significant impact on the majority of line items in the Group’s consolidated P&L and consequently on the comparability of the financial information with the comparative period.