IRIS FINANCIAL : Closing of Combination Iris Financial S.A. and Younited S.A.

Younited Financial S.A.

17, Boulevard Friedrich Wilhelm Raiffeisen

L-2411 Luxembourg

Grand Duchy of Luxembourg

Luxembourg, Grand Duchy of Luxembourg – 20 December 2024

Closing of Combination Iris Financial S.A. and Younited S.A.

Iris Financial S.A. has today successfully completed its business combination with Younited S.A. (the “Combination”) and has been renamed Younited Financial S.A. (the “Company”).

Elizabeth Critchley, Chief Executive Officer of Iris Financial said: “We are thrilled to be announcing the closure of this transaction between Younited Financial S.A. (formerly Iris Financial) and Younited, one of Europe's most exciting emerging consumer finance businesses. This transaction will enable Younited to invest further in its unique, scalable, best-in-class consumer reviewed technology platform that provides both faster consumer credit decisions whilst at the same time reducing credit risk. We believe that the combination of this FinTech consumer champion with our established network of long-term capital providers and experienced financial investment professionals will drive future growth.”

Charles Egly, Chief Executive Officer and Co-founder of Younited said: “We are delighted to have closed the business combination with Younited Financial S.A. (formerly Iris Financial) and its shareholders who will provide us with the expertise, the global network and the capital we need to execute our strategic plan. As a result of the transaction, the group will benefit from a robust balance sheet and will be very well positioned to innovate in the consumer lending market and seize market share. Younited is uniquely positioned in this market, with a distinct technological edge, a clear strategy and an experienced management team to drive growth.”

The ordinary shares in the share capital of the Company (“Ordinary Shares”) that are currently admitted to trading (the “Amsterdam Listed Ordinary Shares”) and the public warrants issued by the Company that are currently admitted to trading (the “Public Warrants”) have started trading on Euronext Amsterdam under the Company's new name (i.e. Younited Financial S.A.) as of today.

The Company expects that the new Ordinary Shares that were issued in connection with the Combination (the “New Ordinary Shares”) will be admitted to trading on Euronext Amsterdam after publication of a listing prospectus which it is in the process of preparing. The Company expects that the New Ordinary Shares, the Amsterdam Listed Ordinary Shares and the Public Warrants will be admitted to listing and trading on Euronext Paris on the same day. The listing prospectus will be published, following its approval thereof by the CSSF (Commission de Surveillance du Secteur Financier), and will be notified to the Netherlands Authority for the Financial Markets (Stichting Autoriteit Financiële Markten) and the French Authority for the Financial Markets (Autorité des marchés financiers). The Company will update the market on the precise date of the expected listing on Euronext Paris via a press release.

For the purposes of Article 13 of the Luxembourg law of 11 January 2008 on transparency requirements for issuers, as amended, the Company announces that, as of today, the proportion of own shares held by the Company has reached 28.95% exceeding the 10% threshold, of the total number of voting rights.

The above proportion has been calculated on the basis of 20,000,000 own shares out of 69,086,843

shares in issue to which voting rights are attached.

Advisors

Lazard Frères SAS acted as exclusive financial advisor, and Gide Loyrette Nouel A.A.R.P.I and Clifford Chance LLP acted as legal advisors to Younited S.A. 8Advisory also assisted Younited S.A.

Rothschild & Co acted as exclusive financial advisor, and Bredin Prat, Cravath, Swaine & Moore LLP and NautaDutilh acted as legal advisors to the Company.

ABN AMRO Bank N.V. acted as listing and paying agent to Iris Financial and to Younited Financial S.A.

About Younited Financial S.A.

More information about the Company can be found on the Company's website http://www.irisfinancial.co.

About Younited S.A.

Younited is the leading instant credit provider in Europe. Constant innovation, cutting-edge technology and exceptional user experience have allowed over a million customers to have access to instant, simple and transparent credit to refurbish their home, go on vacation, buy a new smartphone, or bring any other project to life. Younited provides instant credit throughout the customer journey, shopping, or banking, online or in-store, with a single Younited customer experience. Younited operates in 4 European countries (France, Italy, Spain and Portugal). More information on https://www.group.younited.com.

Media contacts

Younited Financial S.A.

Plead - [email protected] + 33 7 88 35 98 90

Younited S.A.

Rumeur Publique - [email protected]

Vanessa Marlier +33 6 16 59 51 16

Amanda Libercier Saldaña +33 6 18 98 49 37

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.