Wynn Interactive Ltd. entered into definitive agreement to acquire Austerlitz Acquisition Corporation I (NYSE:AUS) from Austerlitz Acquisition Sponsor, LP I and others for $36.6 million in a reverse merger transaction on May 10, 2021. The combined company is expected to have an enterprise value of approximately $3.2 billion at closing, representing 4.5x Wynn Interactive's projected 2023 revenue. As a result, irrespective of share redemptions by the public stockholders of Austerlitz I, approximately $640 million in cash will be available to fund the combined Company's operations and support new and existing growth initiatives of Wynn Interactive. The consideration to be paid to the existing shareholders of the Wynn in the aggregate, a number of WIL Class A Ordinary Shares and WIL Class V Ordinary Shares. Upon closing of the transaction, assuming no share redemptions by the public stockholders of Austerlitz I, Wynn Interactive's current shareholders will retain an equity interest in the Company of 78.93%, inclusive of 58% equity interest (and 72% voting interest) by Wynn Resorts, Ltd., Austerlitz I's public stockholders will hold 18.15% and Austerlitz I's sponsor will hold 2.92%. Upon closing of the proposed transaction, the combined company will retain the “Wynn Interactive, Ltd.” name and relist its shares on the Nasdaq Stock Exchange under the new ticker symbol “WBET.”

Following the closing of the proposed business combination, the current management of Austerlitz will become the management of WBET, and the WBET Board will consist of nine directors, which will be divided into three classes (Class I, II and III) with each class initially consisting of three directors. Matt Maddox will continue to serve as Chairman, Craig Billings will continue to serve as President and Executive Director, Wynn Interactive co-founder Sadok Kohen will continue to serve as Chief Procurement Officer and Director and Norbert Teufelberger and Ellen F. Whitemore will continue to serve as Directors. Additionally, William P. Foley, II intends to serve as a Director on the Company's Board. The proposed business combination, is subject to approval by shareholders of Wynn Resorts and Austerlitz, the domestication of Austerlitz shall have been consummated on the closing date, Form S-4 shall have become effective in accordance, gaming regulatory approval, any applicable waiting period(s) (and any extensions thereof, or any timing agreements, understandings or commitments obtained by request or other action of the FTC and/or DOJ, as applicable) imposed under the HSR Act in respect of the transactions shall have expired or terminated, WBET shares to be issued in connection with the transaction shall have been approved for listing on NYSE, shall have delivered to AAC counterparts to each of the Investor Rights Agreement and the Registration Rights Agreement, AAC shall have at least $5,000,001 of net tangible assets and has been unanimously approved by the boards of directors of both Wynn Resorts and Austerlitz I, is expected to close by the end of 2021.

Credit Suisse and Moelis & Company LLC are serving as financial and capital markets advisors and Eric L. Schiele, Jonathan L. Davis and Carlo Zenkner of Kirkland & Ellis LLP is serving as legal counsel to Wynn Resorts. Alison S. Ressler of Sullivan & Cromwell LLP represents Bank of America serving as financial advisor with Michael J. Aiello, Sachin Kohli, Devon Bodoh; Jeffrey Osterman; Dennis Adams; Paul Wessel; Amanda Rosenblum; John Scribner and Michael Naughton of Weil, Gotshal & Manges LLP serving as legal counsel to Austerlitz Acquisition Corporation I. Mark Zimkind of Continental Stock Transfer & Trust Company served as transfer agent while Morrow & Co., LLC served as proxy solicitor to Austerlitz Acquisition Corporation at a fee of $35,000, plus disbursements.