Iris Financial - Shareholders approve Combination with Younited S.A. (AcT)

Iris Financial

PO Box 10240

Harbour Place, 103 South Church Street

Grand Cayman

KY1-1002

Amsterdam, the Netherlands – 21 November 2024

Iris Financial – Shareholders approve Combination with Younited S.A.

Iris Financial (the “Company”) announces that its shareholders have approved its contemplated business combination with Younited S.A. (the “Combination”) at an extraordinary general meeting held today (the “EGM”). The shareholders also approved related items at the EGM, including the implementation of the migration of the Company to Luxembourg and certain amendments to the Company's memorandum and articles of association. The Company's warrant holders approved changes to the terms and conditions of the warrants in connection with the Combination at a warrant holder meeting also held today.

A shareholder representing 8,000,000 ordinary shares in the share capital of the Company submitted a redemption request in connection with the EGM. This redemption request will be settled in the coming weeks.

As a next step towards the completion of the Combination, which remains subject to the satisfaction of regulatory and customary closing conditions, the Company will convene an extraordinary general meeting pursuant to Luxembourg law to vote on, amongst other matters, the completion of the migration of the Company to Luxembourg.

About Iris Financial

More information about the Company, including the Company's Circular dated 8 November 2024, 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.