Cannae SPAC Presentation Deck
изпит
INTERACTIVE
●
AUSTERLITZ
Transaction Summary
On May 10, 2021, Austerlitz Acquisition Corp I (NYSE: AUS, AUS WS) ("Austerlitz") and Wynn Interactive, Ltd.
announced that they entered into a merger agreement at a pro forma enterprise value of $3.2 billion(¹)
ACQUISITION CORPORATION I
Austerlitz is a publicly listed special purpose acquisition company sponsored by William P. Foley II
Wynn Interactive is Wynn Resorts' online sports betting ("OSB") and interactive gaming ("iGaming") focused
subsidiary, which consists of three key interactive assets: Wynn Bet (U.S.-focused OSB & iGaming
business), BetBull (U.K. focused OSB & iGaming business), and Wynn Slots (social casino business)
Transaction represents an attractive entry multiple of 4.5x 2023E revenue; projected annual revenue growth
of 171% from 2021E-2023E as states legalize and launch sports betting and iGaming
(shares in millions)
Cannae Shares(³)
‒‒‒‒‒‒ – – – I
Cannae's original $50 million forward purchase agreement ("FPA") is being terminated; in lieu of the FPA,
Cannae has committed to backstop in full all SPAC redemptions (up to a maximum of $690 million) at $10
per redeemed share (representing up to 69.0 million shares)
Existing Wynn Interactive shareholders are rolling 100% of their equity
After giving effect to the transaction, irrespective of redemptions, the Company will have ~$640 million of unrestricted
cash with public equity currency to ensure access to future capital to fuel growth
Founder Shares (excl. Cannae)
SPAC Shares
Seller Rollover Shares
Total
Pro Forma Ownership at Close(²)
Shares
% Own
Sources
SPAC Cash in Trust
Seller Rollover Equity
Founder Shares
Total Sources
Uses
Cash to Balance Sheet
Seller Rollover Equity
Founder Shares
Estimated Transaction Fees
Total Uses
0.3%
2.6%
18.2%
78.9%
100.0%
Sources and Uses ($ in millions)
Pro Forma Valuation ($ in millions)
1.1
10.0
69.0
300.0
380.1
Note: Represents transaction values at $10.00 per share price assuming no redemptions. Excluding dilution from 27.8 million public and private placement warrants struck at $11.50. Also excludes 11.1 million class C shares held by the sponsor which convert to
class A shares at the following performance levels: (A) $15.25 within three years, (B) $23.00 within six years, (C) $35.00 within nine years. Wynn Resorts to provide incremental funding required to capitalize Wynn Interactive's operations through transaction close
via intercompany loans, and Wynn Interactive to repay all intercompany loans to Wynn Resorts from balance sheet cash at close, resulting in pro forma debt-free balance sheet.
(1) Assumes a pro forma equity value of $3,801 million at $10.00 per share less $640 million of cash.
(2) Assumes 0% redemptions, consists of 300 million rollover shares, 69 million public Austerlitz shares and 11.1 million Austerlitz founder shares.
(3) Assumes 0% redemptions. Cannae's total investment amount / number of pro forma shares/pro forma ownership at the time of closing will depend on the amount of redemptions / utilization of the backstop.
Share Price
Pro Forma Shares Outstanding (M)
Pro Forma Equity Value
Net Debt / (Cash)
Pro Forma Enterprise Value
TEV/2023E Net Revenue ($708M)
CH
CANNAE
HOLDINGS, INC.
$690
3,000
111
$3,801
$640
3,000
111
50
$3,801
$10.00
380.1
$3,801
(640)
$3,161
4.5x
CANNAE HOLDINGS INVESTOR PRESENTATION AUGUST 2021 23View entire presentation