Flutter SPAC Presentation Deck slide image

Flutter SPAC Presentation Deck

Transaction overview Key Terms Cash Consideration Funding Structure Approvals and Timetable Other Flutter Acquisition of 37.2% of FanDuel Group from Fastball for $4.175bn - Increases ownership in FanDuel from 57.8% to 95% ¹ - Secures stake at a discount reflecting a number of factors; (i) Fastball's minority position, (ii) the provision of price certainty and liquidity to Fastball (iii) the expedition of payment for the full stake • Fastball expected to receive $2,088m in cash and 11.7 million Flutter shares. Following completion of the acquisition and placing, Fastball will own approximately 7% of Flutter • Fastball will be subject to a customary lock-up, with 20% released on 31 March 2021, 30% released on 1 July 2021 and the remaining 50% released on 31 December 2021 • £500m funded through cash on balance sheet, resulting in expected pro forma leverage of <3x Net Debt to Adjusted EBITDA at year-end 2020 • Placing of approximately £1.1bn Acquisition conditional on Flutter shareholder approval as a related party transaction Placing not conditional on acquisition • Expected completion in December 2020 • Flutter intends to offer to FOX the option to purchase 18.5% of FanDuel at fair market value in July 2021, with substantively the same terms and valuation mechanism that the parties previously agreed would have applied to the Fastball put/call options² • Fastball waives all existing rights in relation to its future economic interests in FOXBet 1 Remaining 5% owned by Boyd Gaming 2 No assurances can be provided whether and on what terms any such transaction with FOX would take place
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