Allwyn-OPAP merger edges closer after shareholder endorsement

Summary

Allwyn International and Greek operator OPAP have moved a step closer to merging after a majority of OPAP shareholders declined the offered cash exit rights. OPAP confirmed 23,959,850 shares were cashed out at €19.04 per share, representing 6.7% of its outstanding stock and equivalent to a total payout of approximately €456 million.

Under the terms of the deal, OPAP will redomicile to Luxembourg and be renamed Allwyn AG. Allwyn will contribute its assets and liabilities to OPAP in return for 445,684,184 new shares, creating a combined company with 770,799,070 shares outstanding. KKCG, Allwyn’s controlling shareholder, would hold 78.4% of the combined group, with a 21.6% free float.

The boards of both companies have approved the transaction, which values the combined business at about €16 billion. The deal still needs regulatory approvals and other closing conditions, though Allwyn says progress is on track and the combination could still complete in H1 2026.

Key Points

Shareholder support was strong: only 6.7% of OPAP shares exercised the cash exit right.
Exit price was €19.04 per share; total cash compensation to exercising shareholders will be approximately €456 million.
OPAP will redomicile to Luxembourg and be renamed Allwyn AG as part of the merger structure.
Allwyn will issue 445,684,184 new shares to complete the share exchange; combined group will have 770,799,070 shares.
Post-combination ownership: KKCG c.78.4% and c.21.6% free float.
Transaction valued at roughly €16 billion and remains subject to regulatory approvals and closing conditions.
Allwyn has been active recently — acquiring a majority stake in PrizePicks, launching Allwyn Digital and upgrading UK National Lottery tech — signalling broader expansion ambitions.
The merger could facilitate further strategic moves, including increased control of Betano-parent Kaizen.

Why should I read this?

Quick and dirty: this isn’t just corporate housekeeping — it reshapes the European lottery and gaming landscape. If you track M&A, market structure or major operators’ expansion into the US and digital channels, this deal matters. Big shareholder backing, a Luxembourg redomicile and a €16bn combined valuation all point to a seriously scaled-up player worth watching.