Strategic advisory roles and leadership engagement

As a central part of the transaction, Richard Byworth, Marc Syz and Donald Ewer will take on active roles as consultants to H100.

Through these engagements, they will work closely with management on strategic development, capital markets initiatives, institutional partnerships, and the continued build-out of H100’s platform in Switzerland and internationally.

Proposed board appointments

In addition, shareholders representing more than 20 percent of the Company’s shares and votes, including Adam Back, have proposed that an extraordinary general meeting be convened to elect Richard Byworth as Chair of the Board, and Marc Syz and Donald Ewer as members of the Board of Directors of H100.

The proposed appointments are intended to further strengthen the Board’s collective experience in capital markets, credit products, institutional finance, governance, and digital asset strategy. Further details regarding the extraordinary general meeting are communicated separately.

Brief profiles of the proposed board members

Richard Byworth is a Switzerland-based investment executive with extensive global experience across capital markets, alternative investments, and digital assets. He has held senior leadership roles at major international financial institutions and was previously Managing Director at Nomura and later CEO of a Nasdaq-listed digital asset group. He is widely recognized for his expertise in Bitcoin treasury strategy, capital markets structuring, and institutional governance.

Marc Syz is a Swiss national with over two decades of experience in global finance and investing. He was Co-Founder, CEO and Managing Partner of SYZ Capital and a member of the executive leadership team of SYZ Group, overseeing substantial institutional assets. He brings deep expertise in private equity, capital markets, and strategic value creation, with extensive international investment experience.

Donald Ewer has extensive experience with senior portfolio management, including at some of the world’s most established hedge funds. He has managed multi-billion-dollar credit portfolios across market cycles and brings strong expertise in credit instruments, risk management, financial engineering, and governance, with experience across multiple regulatory jurisdictions.

Transaction overview

The acquisition has been completed in accordance with the principal terms set out in the previously announced letter of intent. H100 has acquired 100 percent of the shares in Future Holdings AG for a total consideration of SEK 6,890,740, which has been settled through a set-off issue of 3,146,456 new shares in H100 at a subscription price of SEK 2.19 per share, corresponding to an approximately 70 percent premium to the Company’s most recent closing share price. The new share issue resolution has been passed today by the Board of Directors of H100 based on the authorization from the annual general meeting held on 18 September 2025. All new shares have been subscribed for by and allotted to the sellers of Future.

The subscription price in the set-off issue was determined based on the closing price per share on the last trading day preceding the signing and announcement of the letter of intent. The price represents an approximately 70 percent premium to the Company’s most recent closing share price. The Board of Directors of H100 therefore considers the subscription price to be on market terms and reflective of prevailing market conditions and demand.

The reason for the new share issue and for not applying the shareholders' pre-emption rights is that the Company has as of today, through entering into a share purchase agreement, acquired Future. In connection with the acquisition, the Company has undertaken to pay the consideration in the form of newly issued shares in H100.

As a result of the transaction, the total number of shares in the Company will increase by up to 3,146,456 and the share capital will increase by up to SEK 314,645, corresponding to a dilution of approximately 1 percent of the total number of shares and voting rights in the Company, based on the share capital and number of shares outstanding post the transaction.

Strategic rationale and next steps

The acquisition establishes H100 with an operational base in Switzerland and adds a highly experienced leadership group with deep institutional credibility. Switzerland represents a key jurisdiction in the Company’s long-term strategy from both a regulatory and capital markets perspective.

H100 will provide further information on the integration of Future, the scope of the advisory roles, and the proposed board changes in connection with upcoming communications and the extraordinary general meeting.