Intralot S.A.

M&A Activity • Jul 3, 2025

ANNOUNCEMENT

According to article 101 par. 2 of Law 4548/2018 (Disclosure of Transactions with Related Parties)

3 July 2025

"INTRALOT S.A. Integrated Lottery Systems and Services" announces to the investing public that its Board of Directors on 1.7.2025, by a majority of nine (9) votes out of a total of eleven (11) - due to two (2) abstentions (due to conflict of interest, within the meaning of article 97 par. 3 of Law 4548/2018) decided, pursuant to articles 99-101 of Law 4548/2018, granting permission for the conclusion of the Agreement (as defined below) and the completion of the Transaction (as defined below) regarding the acquisition, by the Company Group, of its indirect wholly-owned subsidiary Bally's Corporation ("Bally's") under the name Bally's Holdings Limited, a company incorporated under the laws of Jersey (the "Transferred Company").

The transaction relates to the acquisition of all the shares of the Transferred Company, including its subsidiaries and their activities, of a total agreed value of 2,665,819,000 Euro, part of which will be paid in cash, for an amount of 1,530,000,000 Euro, while, as regards the remaining, the payment will be made by the issuance and delivery of 873,707,073 new shares of the Company following an increase in its share capital (the "Transaction").

For the purpose of the Transaction, the Company and Bally's have entered into a Transaction Agreement (the "Agreement"), the signature of which is imminent in order to become binding.

As Bally's is an entity controlled, within the meaning of IAS 27, by Mr. Soohyung Kim, who, as Vice Chairman of the Board of Directors of the Company, is a related party to the Company within the meaning of IAS 24, the circumstances of articles 99-101 of Law 4548/2018 were met, i.e., permission was required for the conclusion of the Transaction by decision of the Board of Directors in accordance with article 100 of Law 4548/2018.

The above decision of the Board of Directors of the Company was taken based on the July 1st, 2025 Report of the independent Certified Auditor-Accountant [Mr. Stergios Ntetsikas (AM SOEL 41961) of the independent auditing firm Grant Thornton, according to which, and with the assumptions stated therein, the above-described Transaction is considered fair and reasonable for the Company and the shareholders who are not a related party, including minority shareholders.

The above-provided permission is valid for six (6) months and will enter into force after the expiry of the ten-day period provided for in article 100, paragraph 3 of Law 4548/2018.

The above approval was provided by the Board of Directors of the Company, in compliance with the provisions of articles 99 et seq. of Law 4548/2018, as in force and the provisions of no. 101 of Law 4548/2018, publicity formalities (GEMI registration number 5420684/3.7.2025).