Intralot S.A.

M&A Activity • Sep 1, 2025

This is an English translation of the Announcement for the results of the Tender Offer (in Greek «Ανακοίνωση για τα Αποτελέσματα της Υποχρεωτικής Δημόσιας Πρότασης») which has been drafted in the Greek language and submitted to the Hellenic Capital Market Commission in accordance with Greek law 3461/2006. As a result, the original Greek text of this Announcement prevails over this English translation thereof.

ANNOUNCEMENT

OF THE RESULTS OF THE MANDATORY TENDER OFFER OF THE COMPANY

"PE SUB HOLDINGS, LLC"

TO THE SHAREHOLDERS OF THE COMPANY

«INTRALOT S.A. - INTEGRATED LOTTERY SYSTEMS AND SERVICES»

FOR THE ACQUISITION OF ALL THEIR ORDINARY, REGISTERED, VOTING SHARES AT A PRICE OF EUR 1.07 PER SHARE IN CASH

1 September 2025

1. In accordance with article 23 of Law 3461/2006 (hereinafter the "Law"), PE SUB HOLDINGS, LLC (herein after the "Offeror"), announces the results of the mandatory tender offer (hereinafter the "Tender Offer") that it had submitted on 2 July 2025 (hereinafter the "Tender Offer Date") to the shareholders of the listed Greek societe anonyme under the name "INTRALOT S.A. - INTEGRATED LOTTERY SYSTEMS AND SERVICES" (hereinafter the "Company"), for the acquisition of all the common registered, dematerialized voting shares, with a nominal value of €0.30 each (hereinafter the "Shares"), which were not held by the Offeror and the Persons Acting in Concert with the Offeror as of 30 June 2025 (hereinafter the "Tender Offer Trigger Date"), i.e. 402,690,140 shares corresponding to 66.66% of the total number of shares and voting rights of the Company as of the above date, at a price of €1.07 per share in cash (hereinafter the "Offer Consideration").

It is noted that the Tender Offer is mandatory in accordance with Article 7 para.1 of the Law. As of the lapse of the Acceptance Period, the Tender Offer is not subject to any condition, considering that the clearance from the United States Federal Trade Commission and the Department of Justice pursuant to the US legislation on antitrust, as described under section 1.14 of the Information Memorandum, has been granted and, therefore, the Condition set out therein has already been met.

The words and phrases as well as the combination of words and phrases with initial capital letters, the definition of which is given in the Information Circular prepared by the Offeror, approved by the Board of Directors of the Capital Market Commission (hereinafter the "HCMC") on 30 July 2025 and published in accordance with the Law will have the same meaning when used herein, unless otherwise defined or the context otherwise requires.

1. The Acceptance Period started on 31 July 2025 and ended on 28 August 2025. During the Acceptance Period, 49 Shareholders lawfully and validly accepted the Tender Offer (hereinafter the "Accepting Shareholders") and tendered in aggregate 6,129,397 Shares, representing approximately 1.01% of the Company's total number of shares and voting rights (hereinafter the "Tendered Shares"), while during the time period from the Tender Offer Trigger Date and until the lapse of the Acceptance Period, the Offeror did not acquire any additional Shares other than those offered in the context of the Tender Offer.

Therefore, upon completion of the over-the-counter transfer of the Offered Shares to the Offeror, in accordance with the Information Circular (hereinafter the "Completion"), the Offeror and the Persons Acting in Concert with the Offeror will hold a total of 207,534,878 Shares and voting rights, corresponding to approximately 34.35% of the total number of shares and voting rights of the Company.

1. The payment of the Offer Consideration to the Accepting Shareholders will be made as follows:

2. a. The Offeror will pay in the ATHEXCSD account (TARGET2) the Offer Consideration, as well as all other charges/rights of ATHEXCSD together with any applicable tax, as specified in decision 18/22.02.2021 of the Board of Directors of ATHEXCSD, as amended and in force, on 5 September 2025 until 12:00 (Greek time), as such date and time of payment of the Offer Consideration to the Accepting Shareholders has been determined by ATHEXCSD (by crediting the settlement accounts of their Intermediaries).

3. b. Immediately and same day, ATHEXCSD shall pay the respective part of the Offer Consideration to each Participant for the benefit of the Accepting Shareholders by crediting the respective amounts to the accounts of the respective Participants/Intermediaries in TARGET2, following which, within the same or at the latest within the next business day, ATHEXCSD will proceed with the transfer of the Shares from the Securities Accounts of the Accepting Shareholders to the Securities Account of the Offeror held through its Participant/Intermediary.

4. It is noted that the Offeror will not undertake, on behalf of the Accepting Shareholders, the settlement fees for the over-the-counter transfer of the Transferred Shares in favour of ATHEXCSD, which are provided for in the Annex to the codified Decision 18 (meeting 311/22.02.2021) of the Board of Directors of ATHEXCSD, as amended and in force and currently amount to 0.08% of the transfer value with a minimum charge of the lesser of EUR 20 or 20% of the transfer value for each Accepting Shareholder per securities account (with the transfer value being calculated as the product of the number of Transferred Shares over the Offer Consideration).

5. It is further noted that the Offeror does not undertake on behalf of the Accepted Shareholders the payment of the amount due to the stock exchange transaction tax, which currently amounts to 0.10% and is calculated on the value of the transaction for the transfer of the Transferred Shares to the Offeror, which will be borne by the Accepting Shareholders.

6. Consequently, the Accepting Shareholders will receive the total amount of the Consideration Offered reduced by the amount corresponding to the above rights in favour of ATHEXCSD and by the amount of the aforementioned tax.

7. Squeeze-out Right

The Offeror will not exercise the Squeeze-out right according to article 27 of the Law.

8. Sell-out Right

Given that following the Completion, the Offeror and the Persons Acting in Concert with the Offeror will not hold or control in total, directly or indirectly, Shares representing at least 90% of the paid-up share capital and total voting rights of the Company, the Offeror will not be obliged, in accordance with article 28 of the Law and Decision 1/409/29.12.2006 of the HCMC Board of Directors, to acquire, on-exchange, all of the Shares offered to it by the remaining Shareholders in exercise of the Sell-out Right.

1. Delisting from ATHEX

The Offeror will not cause or seek the delisting of the Shares of the Company from ATHEX after the completion of the Tender Offer.

Goldman Sachs Bank Europe SE acted as the Offeror's Advisor, EUROXX SECURITIES INVESTMENT SERVICES S.A. as Tender Agent, while Kyriakides Georgopoulos Law Firm and Karatzas & Partners Law Firm acted as legal advisors to the Offeror and the Offeror's Advisor respectively, in the context of the Tender Offer.

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