Iris Financial - Convenes Extraordinary General Meeting and Warrant Holder Meeting in connection with approval Combination

08 Nov 2024 09:05 CET

Iris Financial

PO Box 10240

Harbour Place, 103 South Church Street

Grand Cayman

KY1-1002

Amsterdam, the Netherlands – 8 November 2024

Iris Financial – Convenes Extraordinary General Meeting and Warrant Holder Meeting in connection with approval Combination.

Iris Financial (the “Company”) announces that it has called an extraordinary general meeting of shareholders (“EGM”) and a meeting of warrant holders (“WHM”), both to be held on 21 November 2024.

The purpose of the EGM is to request from the Company's shareholders approval of the previously announced contemplated business combination with Younited S.A. (the “Combination”), including related matters. The purpose of the WHM is to request from the Company's warrant holders approval of proposed changes to the terms and conditions of the warrants in connection with the Combination.

The Company has published a circular (the “Circular”) on its website (http://www.irisfinancial.co)

which includes key information regarding the Combination, the proposals on the agenda and additional information regarding the EGM and the WGM. The Circular also constitutes the notice of the WHM. The notice of the EGM (the “Notice”) is provided separately from the Circular and is also available on the Company's website.

Shareholders will be entitled to attend and vote at the EGM, provided they are registered as a shareholder on today's date (8 November 2024) at 17:30 CET, after the processing of all settlements. Shareholders who wish to participate in the EGM are required to register before 18 November 2024 at 17:30 CET. Information on the registration process for the EGM is included in the Notice and the Circular.

Warrant holders will be entitled to attend and vote at the WHM, provided they are registered as a warrant holder on today's date (8 November 2024) at 17:30 CET, after the processing of all settlements. Warrant holders who wish to participate in the WHM are required to register before 18 November 2024 at 17:30 CET. Information on the registration process for the WHM is included in the Circular.

Holders of the Company's ordinary shares (the “Ordinary Shares”) who wish to have part or all of their Ordinary Shares redeemed will be given that option in connection with the EGM. Such holders of Ordinary Shares need to instruct their intermediary to fill out and submit a duly completed redemption notice (available on the Company's website and included in the Notice and the Circular) before 17:45 CET on 19 November 2024 or before any earlier deadline communicated by their intermediary. The Circular and the Notice contain further information on the redemption rights.

About Iris Financial

More information about the Company, including the Circular, 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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