Youngtimers AG Announces Final Details on the Agenda Items of Tomorrow’s Extraordinary General Meeting

Ad hoc announcement pursuant to Art. 53 LR

03.12.2025 Zurich – Youngtimers AG, a Swiss-listed Company (SIX: YTME; the “Company”) announces the final details of the agenda of tomorrow’s Extraordinary General Meeting, as announced in the invitation of 12 November 2025. This does not involve any new motions, but replaces the previously indicated maximum amounts in the existing motions with the final amounts. Such final amounts can be determined after the Company has received commitments by subscribers in the planned ordinary capital increase in the aggregate amount of CHF 49,733,568.36.

The final details relate to the ordinary capital increase and the capital band in accordance with agenda items 1 and 2 of the Extraordinary General Meeting and have been determined by the Board of Directors of the Company as follows:

Ordinary Capital Increase 

The Board of Directors proposes an ordinary capital increase in the amount of CHF 49,733,568.36 by issuing 118,413,258 fully paid bearer shares in the Company with a nominal value of CHF 0.42 each (“New Shares”) at nominal value.

As announced, the proposed ordinary capital increase shall be effectuated primarily through the conversion of claims of third party note holders under a bond issued by the Company’s direct subsidiary C Capital Corp. SA, Luxemburg, Luxemburg (debt equity swap). The respective liabilities are assumed by the Company. The Company has received commitments to participate in the debt‑equity swap in the aggregate amount of CHF 41,492,309.04. Accordingly, 98,791,212 New Shares shall be paid up by way of offsetting (Verrechnungsliberierung).

Furthermore, 6,288,713 of New Shares (with an aggregate nominal value of CHF 2,641,259.46) shall be paid up in cash based on respective commitments.  

Together with the previously announced 13,333,333 New Shares to be issued against the contribution in kind of ordinary shares in Hong Kong listed DL Holdings Group Limited, Grand Cayman, Cayman Islands (HKEX: 1709), this results in overall 118,413,258 New Shares. The closing of the ordinary capital increase remains subject to customary conditions.

Amendments to Capital Band

Subject to the closing of the ordinary capital increase, the Board of Directors proposes to introduce a new capital band of plus/minus 20% of the share capital, replacing the existing capital band. The proposed upper limit of the capital band is CHF 95,975,119.13 and the proposed lower limit is CHF 63,983,413.03 considering the proposed ordinary capital increase in the overall amount of CHF 49,733,568.36. 

Further details, including the detailed provisions of the articles of association of the Company, will be presented at tomorrow's Extraordinary General Meeting. The other agenda items of the Extraordinary General Meeting (agenda items 3 to 8) remain unchanged.

About Youngtimers AG

Youngtimers AG is listed in Switzerland (Symbol YTME on SIX Swiss Exchange) and headquartered in Zurich. Following the acquisition of C Capital, Youngtimers AG now operates, amongst others, C Capital, an APAC-focused global asset management firm. The development marks a significant step in expanding Youngtimers AG’s investment expertise and global reach.
 
For more information, please contact:
 
Youngtimers AG
ir@youngtimers.com
+41 61 563 10 72
Limmatquai 4
8001 Zurich, Switzerland
www.youngtimers.com