The merger between lottery giant Allwyn International and Greece's OPAP has cleared a significant hurdle. The period for shareholders to exercise their exit rights ended on February 9, with only 6.7% of OPAP shares opting for cash exit, while the rest of the shareholders chose to stay. This indicates that the merger has received overwhelming support, with the new giant valued at 16 billion euros soon to emerge. Next, OPAP will relocate its registry to Luxembourg and rename itself Allwyn AG, with the transaction expected to be completed in the first half of 2026, making it the world's second-largest listed lottery and gambling operator. Simply put, shareholders are very optimistic about this deal and do not want to disembark before the journey begins. Want to follow the latest developments in global gambling giant mergers? PASA's official website continues to dissect the capital chess game.
First, "voting with their feet": 93.3% choose to stay
According to the merger agreement, OPAP shareholders opposing the merger had the right to exit at 19.04 euros per share, involving a total of about 50.15 million shares. After the deadline, OPAP confirmed that the actual exercised exit rights involved 23.96 million shares, only representing 6.7% of the issued shares, corresponding to a total cash compensation of 456 million euros. Allwyn has prepared sufficient bank credit and will complete the payment within one month after the cross-border conversion is completed.
Allwyn CEO Robert Chvatal openly stated: "Only a very small proportion of shareholders chose to exit, which is the strongest vote of confidence in the value of the merger." OPAP CEO Jan Karas also emphasized that shareholders widely recognize the transaction value, which will reshape the industry landscape.
Second, the new company structure is set: Registered in Luxembourg, KKCG holds 78.4%
The merger is executed in two steps:
OPAP relocation: From Greece to Allwyn's headquarters in Luxembourg, renamed Allwyn AG.
Asset swap: Allwyn will inject its assets and liabilities into OPAP in exchange for 446 million newly issued shares.
After the merger, the total share capital is 771 million shares, of which Allwyn's controlling shareholder KKCG holds 78.4%, and the remaining 21.6% are public shares. Both companies stated that all regulatory approvals are progressing as planned, with the goal of completing the transaction in the first half of the year remaining unchanged.
Third, more than just a merger: Allwyn's 2026 expansion puzzle
Allwyn has been active in capital movements in the past six months, with the OPAP merger being just one piece:
•Entering the US market: In September 2025, acquiring a majority stake in DFS platform PrizePicks, plus the already operated Illinois lottery, forming a foothold in the US.
•Digital business independence: Last year, Allwyn Digital was established, bringing in the former CEO of Betfred USA to take the helm.
•Major surgery on the UK lottery: After taking over the UK National Lottery, completing core system upgrades, and strengthening digital capabilities.
•Potential next stop: Kaizen (parent company of Betano), controlled by OPAP, is already 36.75% owned by Allwyn, and full ownership of Kaizen after the merger is just a matter of time.
Chvatal stated that this milestone transaction will position Allwyn as the world's second-largest, and continue to create long-term value for stakeholders through innovation.
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This article is from "PASA-Global iGaming Leaders," a gambling industry news channel: https://t.me/pasa_news
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PASA official website: https://www.pasa.news
