William Hill Takeover Vote Set for 17 August as £262m Loan Lands

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The vote that will determine who owns William Hill and 888 is nine days away. Evoke plc shareholders gather on 17 August 2026 — a Court Meeting at 10:00am and a General Meeting at 10:15am — to approve or reject Bally's Intralot S.A.'s recommended all-share takeover, a deal valued at £243.1 million when announced in June. The bidder moved to signal commitment on 27 July, signing a £261.78 million senior secured sterling term loan — a facility that actually exceeds the headline equity price.

Evoke's board unanimously recommends shareholders vote in favour, describing the terms as "the most attractive and deliverable outcome." The company carried £1.86 billion in net debt at the end of 2025 against adjusted EBITDA of just £356.2 million — a leverage ratio of 5.2× — after the April 2026 doubling of Remote Gaming Duty to 40% added an estimated £125–135 million per year in annualised tax costs and forced William Hill to close 200 UK retail shops.

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The £262m Loan: What It Signals

On 27 July 2026, subsidiary Intralot Capital Luxembourg S.A. signed a £261.78 million senior secured sterling term facility structured in two tranches over a three-year tenor. The lender syndicate is led by TPG Credit, Oaktree Capital Management, and OHA — the same trio that committed approximately £889 million ($1.2 billion) in total financing when the deal was announced in June.

The loan is guaranteed and secured on a senior basis by group members and earmarked for "general corporate and working capital purposes, including its acquisition plans and the refinancing of other debt." That the facility comfortably tops the £243.1 million equity price underscores that Bally's Intralot's ambitions extend beyond simply closing the Evoke deal: the combined entity's balance sheet will be reshaped from day one.

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Deal Terms at a Glance

Term	Detail
Structure	Court-sanctioned scheme of arrangement under Gibraltar Companies Act 2014
Consideration	0.537 new Bally's Intralot shares per Evoke share = 52 pence per share
Cash alternative	52p per share, capped at £117.1 million in aggregate
Premium	77% to 3-month VWAP (29.4p); 138% to Dec 2025 closing price (21.9p)
Evoke stake in combined entity	Approximately 11.5% (if no cash alternative taken)
Combined revenue	Approximately €3.165 billion across six core markets
Court sanction expected	Q4 2026 or Q1 2027

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What the Vote Requires

The scheme requires a majority in number of Evoke shareholders present and voting at the Court Meeting, representing at least 75% in value of scheme shares cast. The General Meeting, fifteen minutes later, requires a simple majority. Both thresholds must be met for the deal to proceed to court sanction.

Key voting blocs are already committed. Evoke's directors have made irrevocable undertakings regarding their own holdings. The Shaked family — co-founders of 888 who hold approximately 19.2% of Evoke — have publicly backed the transaction. Bally's Corporation holds roughly 58% of Bally's Intralot, with Intralot holding the remainder. Proxy and voting record deadlines fall on 12–13 August.

Advisers on the Evoke side are Morgan Stanley and Rothschild & Co; Deutsche Bank and Jefferies advise Bally's Intralot. The long-stop date beyond which either party can walk is 5 September 2027.

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What Approval Would Mean for UK Bettors

If the scheme clears, William Hill — founded in 1934 and the most recognised UK bookmaker name — would pass from a London-listed PLC to a conglomerate majority-owned by Bally's Corporation (NYSE: BALY) and listed primarily on the Athens ATHEX, where the combined entity would rank among the top 20 highest-valued companies on the exchange.

• The combined group would become the UK's second-largest online casino operator and fourth-largest online sportsbook.
• Brands retained post-deal include William Hill, 888, Mr Green, Gamesys, JackpotJoy, and Botemania.
• Customer-facing products are not expected to change immediately; the integration focus will be back-end technology and cost reduction under the weight of £1.86 billion in Evoke net debt.
• The Statutory Levy and UKGC licensing obligations transfer with the business — there is no regulatory gap for players.

Soo Kim, Bally's Chairman, called the combination an opportunity to create "one of the world's leading online betting and gaming groups." Mark Summerfield, Evoke Chairman, said the terms represent "the most attractive and deliverable outcome for Evoke shareholders."

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Sources

Primary and authoritative sources used for this article, in order of authority.

The agreed terms represent the most attractive and deliverable outcome for Evoke shareholders.

— Mark Summerfield, Chairman, Evoke plc · Board Recommendation, July 2026