With the acquisition of the Melissanidis family’s holdings, Allwyn (as SAZKA’s brand name) continues to build its position in OPAP by Czech billionaire Karel Komarek, who now owns approximately 48.1% of the Greek group.
As it became known yesterday, Allwyn came to an agreement to acquire the minority share of the non-voting shares held by Yeonama Holdings Co. Limited, interests of the Melissanidis family, in SAZKA Delta AIF Variable Investment Company (SAZKA Delta), which is a 100% shareholder of SAZKA Delta Hellenic Holdings Limited which according to the latest information (7/1/22) controls 32.98% of shares and voting rights in OPAP.
The value of the transaction amounts to 327.4 million euros, an amount which according to Allwyn corresponds to a premium of more than 10% on the current price of OPAP share, given the net borrowing and working capital of SAZKA Delta.
The purchase of the Melissanidis family will be covered by available cash, including cash drawn from the recent € 600 million Allwyn bond issue.
Now, Allwyn’s “economic interest”, ie the percentage corresponding to the share in dividend distributions and not the voting rights, in OPAP will increase from about 41.2% to about 48.1%, including of 14.15% directly controlled by SAZKA Group.
The percentage of voting rights in the share capital of OPAP controlled by Allwyn does not change. This is because based on the shareholders’ agreement of SAZKA Delta, Mr. Komarek’s group had the exclusive control of Sazka Delta Management Ltd, which holds the voting rights of 32.98% of OPAP, despite the fact that in this company it participates with 33%. Georgiella Holdings Co. Limited, also interests Melissanidis.
It is worth noting that the agreement closed just 1.5 months after the end of the lock-up period provided by the Shareholders’ Agreement for Yeonama shares. Under the same agreement, if the shares of SAZKA Delta are transferred, the shares in Sazka Delta Management Ltd. must also be sold. Thus, Allwyn remains the sole owner and administrator of the 32.98% stake in both financial participation and voting rights.
According to market sources, as long as the voting rights do not change, there is no issue of a mandatory public offer for all OPAP shares by Allwyn.
Deal in view of Wall Street
The agreement with Melissanidis is the latest step in a course of continuous expansion of the control of OPAP by Mr. Komarek’s group. According to Allwyn CEO Robert Chvatal, the deal completes a series of transactions through which the shares of other shareholders in SAZKA Delta have been acquired over the past three years.
In combination with Allwyn’s strategy to receive OPAP dividends as a reinvestment in shares as well as with markets from the free diaspora, its share in OPAP has increased today to 48.1%, from 23.7% in 2018.
The deal comes as Allwyn is in the process of being listed on the New York Stock Exchange in partnership with NYSE-listed Cohn Robbins Holdings Corp (CRHC), bringing the group’s expected total corporate value to approximately $ 9.3 billion. . dollars.
Source: Capital
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