Opap Shareholders Approve Split and Cross-Border Transformation, Paving Way for Allwyn Merger

Opap shareholders have approved the company’s split and cross-border transformation plan in January 2026, clearing the path for the merger between Allwyn and Opap during the group’s 13th extraordinary general meeting, which saw participation from shareholders representing 80.12 per cent of the company’s paid-up share capital. All agenda items presented at the meeting were approved, with the required majorities secured, according to information provided to shareholders during the proceedings. The company stated that the final and official voting results will be announced through disclosures to the stock exchange, accompanied by detailed instructions for shareholders on exercising the €19.04 exit right.

Ahead of the discussion and vote, Giannos Karas described the proposed merger as “a transformational step for both companies and for the global gaming sector.” He added, “It positions the company appropriately to deliver strong financial performance and returns for shareholders.” Karas emphasized that “the merged entity will continue to have deep roots in Greece and will remain listed on Euronext Athens,” noting that “the benefits are substantial, including participation in a strong growth platform for the sector and a robust dividend policy.” He further highlighted that “the merger creates a new global champion in the gaming industry and marks a new era of development for both companies,” and that the company is ready to capitalize on “the significant future growth expected.”

During the meeting, shareholders expressed support for the continuation of Opap’s dividend policy. Pavel Mucha confirmed, “A special dividend of €0.80 will be distributed following completion of the transaction, while a minimum dividend of €1 per share will continue to be paid to shareholders.” He also reassured investors that “there is no change whatsoever to the existing tax regime in Greece, which remains at 5 per cent.” Karas underlined the strategic advantages of the merger, stating, “With the merger, the new group gains broader geographic diversification, greater scale and access to strong technology that will create higher shareholder value.” Nancy Verra affirmed that “the transaction and cross-border transformation fully comply with European Union law” and added that “the company will maintain a significant presence in Greece and will continue operating as a société anonyme.” She emphasized that “no preference shares will be issued as part of the transaction, and the rights of minority shareholders are fully protected.” Karas further confirmed, “The presence of Karel Komarek and the leadership team that brought Opap to this point remains unchanged.”

The extraordinary general meeting focused on the approval of major corporate transformations, particularly the company split through the carve-out of the gaming activities sector and the establishment of a new beneficiary company in accordance with applicable corporate and tax frameworks. Shareholders approved the split plan, the transformation balance sheet of the demerged sector, and ratified all prior decisions and actions taken by the board of directors in connection with the split. Approval was also granted for the articles of association of the new beneficiary company, the appointment of its inaugural board of directors, and the granting of all necessary authorizations. Additionally, amendments to Opap’s articles of association relating to the company’s name and corporate purpose were approved as a direct consequence of the gaming sector carve-out.

Shareholders also endorsed the creation of a new wholly owned subsidiary, into which Opap will contribute its holdings in existing subsidiaries, forming part of the broader corporate transformation and exchange of shareholdings. In a related move, Opap Cyprus announced in December that it would rebrand as Allwyn starting in January 2026, reflecting a strategy to align the company more closely with its international parent group while strengthening engagement with customers in Cyprus. The change of name and identity was presented to retail network partners and employees at a dedicated event, during which Alexandros Davos and senior executives outlined the rebranding strategy and future outlook.

Davos explained that the decision followed “an in-depth review of market data, with a focus on engaging younger customers,” and emphasized that the company will leverage “Allwyn’s modern international identity while building on Opap Cyprus’ established position.” He highlighted the company’s legacy in Cyprus, noting, “The company and its network of partners have left a significant footprint in the market, forming an integral part of the Cypriot economy and society,” adding, “This legacy is a strong foundation for the future, which will bring the company even closer to its international family through new investments, growth opportunities and best practices.” The rollout of the Allwyn brand will be gradual across stores and public touchpoints, with no changes to existing games, player protection measures, social initiatives, or sports sponsorships.

By fLEXI tEAM