VT5 shareholders overwhelmingly approve business combination with R&S Group

VT5 Acquisition Company AG / Key word(s): AGMEGM VT5 shareholders overwhelmingly approve business combination with R&S Group 11-Dec-2023 / 18:16 CET/CEST Release of an ad hoc announcement pursuant to Art. 53 LR The issuer is solely responsible for the content of this announcement. This announcement or the information contained therein is not being issued and may not be distributed in the United States of America, Canada, Australia or Japan or any other jurisdiction in which the distribution or release would be unlawful or require registration or any other measure and does not constitute an offer of securities for sale in such countries. Ad hoc announcement pursuant to Art. 53 LR 11 December 2023

VT5 shareholders overwhelmingly approve business combination with R&S Group

• Special meeting of holders of VT5 Class A shares support the acquisition of R&S Group with 99% approval rate
• Extraordinary shareholders meeting approves necessary measures to implement business combination with R&S Group
• Remuneration of CHF 10.003328 per redeemed Class A share

VT5 Acquisition Company AG (“VT5”), the SIX-listed Swiss SPAC, received very strong support from its shareholders for the proposed business combination with R&S International Holding AG ("R&S Group"). At today’s special meeting of holders of VT5 Class A shares, an overwhelming majority voted in favor of the acquisition of R&S Group and approved the transaction with 99% of all votes cast.

The subsequent Extraordinary Shareholders Meeting supported the amendments to the articles of association and the resolutions necessary to complete the initial business combination (de-SPAC) with an approval rate of 99% of all agenda items. Approved were the creation of a one share category, certain changes to the minority rights, the capital reduction and the approval of the repurchase of Class A Shares, the capital increases, the election of two new Board members, Dr. Beatrix Natter and Dr. Rolf Lanz, and the change of name from VT5 Acquisition Company AG to R&S Group Holding AG.