Invitation to an Extraordinary General Meeting

Invitation to an Extraordinary General Meeting

on 26 March 2026 at 08:30 CET

at the offices of Bright Law AG, Bundesplatz 9, 6300 Zug

Information on the planned general meeting

As previously announced on 31 July 2025, EEII AG ("EEII"), through its board of directors, approved the acquisition from Swiss Energy Holding SA ("SEH") of the entire share capital of Jubin Frères S.A., a company active in the trade of all types of fuel business (the "Target"), by way of a share exchange (the "Transaction").

At the planned general meeting, EEII is contemplating to launch a capital increase consisting of two tranches. The first tranche provides for the issuance of new shares to SEH in exchange for a contribution in kind consisting of the shares in the Target. The second tranche will be subscribed in cash for an expected minimum amount of CHF 14,176,648.10, with the purpose of providing the Company with liquidity to finance its development, future acquisitions and related projects as well as to meet the applicable free float requirements.

In parallel, the Company is contemplating splitting its existing unlisted shares with a nominal value of CHF 14.20 at a ratio of 1:2 in order to have shares of the same nominal value and to list them at the same time as the new shares issued as part of the two tranches of the capital increase.

Finally, in the context of the Transaction, the Company also plans to change its purpose from an investment company to a holding company in order to apply for a change of listing segment from the Standard for Investment Companies to the Standard Sparks of SIX Swiss Exchange. The contemplated change of listing segment highlights the new perspectives and opportunities offered by the Transaction.

These operations will only be implemented if the above-mentioned minimum amount of subscription is raised by the Company. Accordingly, the Board of Directors of the Company explicitly reserves the right to postpone or cancel the general meeting or to withdraw agenda items before or at the general meeting.

Full Invitation