Iris Financial - Extends Business Combination Deadline and Amends Articles of Association

31 Oct 2024 10:40 CET

Iris Financial

PO Box 10240

Harbour Place, 103 South Church Street

Grand Cayman

KY1-1002

Amsterdam, the Netherlands – 31 October 2024

Iris Financial – Extends Business Combination Deadline and Amends Articles of Association.

Iris Financial (the "Company") today announced that the deadline of the period in which the Company has to consummate a business combination (the "Business Combination Deadline") has been extended from 2 November 2024 to 31 December 2024 and that certain amendments to the Company's memorandum and articles of association (the "Articles of Association") have been made in order to receive all corporate and regulatory approvals necessary to close the previously announced contemplated business combination with Younited S.A. (the “Combination”).

The resolutions to extend the Business Combination Deadline and to amend the Articles of Association were approved by the Company's shareholders at an extraordinary general meeting held on 31 October 2024 (the " EGM").

Shareholders representing 8,100,000 ordinary shares in the share capital of the Company ("Ordinary Shares") submitted a redemption request in connection with the EGM. The redemption requests will be settled in the course of next week.

The Company will convene a separate extraordinary general meeting pursuant to Cayman law to vote, amongst other matters, on the approval of the Combination (the "Business Combination EGM") and will issue a circular, which will include key information regarding the Combination, in connection therewith. Holders of Ordinary Shares who wish to have part or all of their Ordinary Shares redeemed will be given that option again in connection with the Business Combination EGM. Subsequently, an additional extraordinary general meeting will be held pursuant to Luxembourg law, to vote on, amongst other matters, the migration of the Company to Luxembourg.

About Iris Financial

More information about the Company, including the Company's initial public offering prospectus dated 26 April 2022, which was approved by the Dutch Authority for the Financial Markets (Stichting Autoriteit Financiële Markten, the "AFM"), can be found on the Company's website http://www.irisfinancial.co.

DISCLAIMER

This announcement contains information that qualifies, or may have qualified, as inside information within the meaning of Article 7(1) of Regulation (EU) No 596/2014 on market abuse.

This announcement may include forward-looking statements, which are based on the Company's current expectations and projections regarding a business combination, the business, the economy and other future conditions of the Company and speak only as of the date hereof. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "aims", "forecasts", "continues", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy plans, objectives, goals, future events, or intentions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward-looking statements speak only as at the date at which they are made and the Company undertakes no obligation to update these forward-looking statements.

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