Sazka Entertainment AG executed the term sheet to acquire Cohn Robbins Holdings Corp. (NYSE:CRHC) in a reverse merger transaction on October 1, 2021. Sazka Entertainment AG (Allwyn) entered into an agreement to acquire Cohn Robbins Holdings Corp. (NYSE:CRHC) in a reverse merger transaction on January 20, 2022. Current Allwyn equity holders are expected to retain approximately 83% ownership in the combined company. Concurrent with the consummation of the proposed transaction, investors have committed to purchase more than $350 million of securities of the combined company. The PIPE investment includes participation from a group of international investors, including $50 million from CRHC's Sponsor entity. Upon closing, Mr. Robbins will join Allwyn's Board of Directors and Mr. Cohn will serve as a Special Advisor to Allwyn's Board Chairman.

The transaction is subject to approval by CRHC's stockholders, gaming regulatory approvals and other customary closing conditions. As of August 19, 2022, the registration statement in connection with the transaction, has been declared effective. As of September 7, 2022, the transaction has been approved by the CRHC's stockholders. The proposed transaction, which has been unanimously approved by both the Board of Directors of Allwyn and the Board of Directors of CRHC, is expected to close in the second quarter of 2022. As of June 6, 2022, the transaction is expected to close in the third quarter of 2022.

PJT Partners, LP is acting as financial advisor to Allwyn. Steven Li, Jonathan Davis, Peter Seligson, Tim Volkheimer and Emily Lichtenheld of Kirkland & Ellis LLP and Clifford Chance LLP are serving as legal advisors to Allwyn. Citigroup Global Markets Inc. is acting as financial advisor to CRHC. Howard Ellin, June Dipchand, Gregg Noel, Michelle Gasaway, Shana Elberg and Victor Hollender of Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal advisor to CRHC. Winston & Strawn LLP is serving as legal advisor to the placement agents. Urs Kägi, Christoph Neeracher, Markus Schott, Laura Widmer and Susanne Schreiber of Bär & Karrer Ltd. acted as legal advisor to Cohn Robbins Holdings Corp. Cohn Robbins will pay Morrow Sodali a fee of $45,000, plus disbursements and indemnify Morrow Sodali and its affiliates against certain claims, liabilities, losses, damages and expenses for their services as Cohn Robbins’ proxy solicitor. Cohn Robbins engaged Grant Thornton LLP to provide financial, accounting and tax advisory services on the potential business combination. Morgan Stanley (NYSE:MS) acted as financial advisor to Sazka Entertainment AG. Winston & Strawn LLP is serving as legal advisors to Allwyn Entertainment.

Sazka Entertainment AG cancelled the acquisition of Cohn Robbins Holdings Corp. (NYSE:CRHC) in a reverse merger transaction on September 23, 2022.