Allwyn SPAC Presentation Deck
Risk factors (Continued)
Risks Related to the Group's Industry and Business
Lotteries and games are subject to changing consumer preferences.
If the Group's internal controls are ineffective, its operating results and market confidence in its reported financial information could be adversely affected.
The online offerings of the Group's businesses are part of a new and evolving industry which presents significant uncertainty and business and regulatory risks.
The Group's businesses are affected by the risk of data leakage.
●
●
●
●
●
●
.
●
●
.
●
●
●
●
Risk Related to the Offering and the Shares
There has been no prior public trading of the Class B Ordinary Shares.
The Class B Ordinary Shares are not listed in Switzerland, the Company's home jurisdiction. As a result, the Company's shareholders will not benefit from certain provisions of Swiss law that are designed to protect shareholders in a
public takeover offer or a change-of-control transaction.
The Company is controlled by KKCG, and the Company's dual-class share structure and the ownership of the Class A Ordinary Shares by KKCG will also have the effect of concentrating voting control with KKCG for the foreseeable
future, which will limit or preclude the ability of other shareholders to influence corporate matters.
The dual-class share structure may depress the trading price of the Class B Ordinary Shares.
Shareholders exceeding certain shareholding thresholds may be required to meet specific gaming regulatory requirements in order for the Group to maintain its licenses and concessions.
The issuance of additional debt or equity securities by the Company in connection with future acquisitions, any share incentive or share option plan or otherwise may dilute all other shareholdings and may adversely affect the market
price of the Class B Ordinary Shares.
Shareholders may not have, or be entitled to exercise, preferential subscription rights in future equity offerings.
The rights and responsibilities of a shareholder are governed by Swiss law and will differ in some respects from the rights and obligations of shareholders under the laws of other jurisdictions, and the shareholders may be subject to
multiple notification obligations.
The Company is a holding company that is dependent on its subsidiaries to make dividend payments and distributions.
Shareholders or investors whose principal currency is not the euro may be subject to exchange rate risk.
Foreign Account Tax Compliance Act withholding may affect payments on the Class B Ordinary Shares.
allwyn
●
●
●
●
●
●
The operations of the Group's businesses may be subject to work stoppages or other labor disputes.
The Group's businesses may be unable to attract, train or retain key management and qualified employees.
43
Taxation of unrealized foreign exchange gains may adversely affect the Group's financial condition.
The insurance of the Group's business activities may not be adequate.
If the Group is unable to protect its intellectual property and proprietary rights or prevent its unauthorized use by third parties, the Group's ability to compete in the market or its businesses, financial condition, and results of operations
may be harmed.
The Group's businesses can face claims relating to the intellectual property rights of third parties, including claims of third parties that the Group is infringing on their intellectual property and proprietary rights. These disputes may
result in costs for legal representation, damages, brand change, the need to design new products and services, the purchase of new licenses from third parties or in changing the Group's management with regard to business
activities, which could adversely affect brand value.
The Group's planned re-domiciliation of SAZKA Group a.s. from the Czech Republic to Switzerland may be lengthy, costly and complex.
The Group's businesses are subject to risks from legal, administrative and arbitration proceedings.
The Group's substantial indebtedness may make it difficult for it to service its debt and to operate its businesses, and the Group may not be able to obtain additional financing on reasonable terms or at all.
The existing major shareholder of the Group can exert considerable control over the Group.
The Group may incur additional tax liabilities.
The Group's financial projections are subject to significant risks, assumptions, estimates and uncertainties, and actual results may differ materially. These estimates and assumptions include estimates of the total addressable market
for the Group's products and assumptions regarding consumer demand, among others. These estimates and assumptions are subject to various factors beyond the Group's control, including, for example, changes in consumer
demand, changes in the regulatory environment, the impact of global health crises and changes in the Group's executive and management teams.
The name change and rebranding from Sazka to Allwyn may take significant time, may not occur, may be complex and costly or may be subject to regulatory review and/or other unanticipated risks that may delay or prevent the
name change and rebranding.View entire presentation