优蓝美股招股说明书(2025-09-16版)

SUPPLEMENT TO PROSPECTUS FOR UP TO 7,617,500 CLASS A ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARYSHARES ISSUABLE UPON THE EXERCISE OF WARRANTS UP TO 5,964,450 CLASS A ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARYSHARES AND 545,000 WARRANTS TO PURCHASE CLASS A ORDINARY SHARESREPRESENTED BY AMERICAN DEPOSITARY SHARES OFFERED BY SELLING SECURITYHOLDERS OF YOULIFE GROUP INC. This Prospectus Supplement No. 1 is being filed to update and supplement the information contained in the prospectus datedSeptember 2, 2025 (as supplemented from time to time, the “Prospectus”) that forms a part of our Registration Statement on Form F-1,as amended and supplemented (File No. 333-289480) (the “Registration Statement”) with the information contained in the CurrentReport on Form 6-K filed with the Securities and Exchange Commission (“SEC”) on September 10, 2025. Accordingly, we haveattached the Current Report to this Prospectus Supplement No. 1. This Prospectus and this Prospectus Supplement No. 1 relate to the issuance by Youlife Group Inc. (“we,” “us” or the“Company”) of up to 7,617,500 Class A ordinary shares represented on a one-for-one basis by American depositary shares, par valueUS$0.0001 per share, of the Company (the “ADSs”), issuable upon the exercise of warrants to purchase ADSs at an exercise price ofUS$11.50, which were issued on July 9, 2025 in exchange for (1) 6,900,000 public warrants of Distoken Acquisition Corporation(“Distoken”) that were issued in the initial public offering of Distoken (the “Public Warrants”), and (2) 545,000 private warrants ofDistoken that were issued to Xiaosen Sponsor LLC (“Xiaosen” or the “Sponsor”) in a concurrent private placement to the initial publicoffering of Distoken (the “Sponsor Warrants”), and (3) 172,500 private warrants of Distoken that were issued to I-Bankers Securities,Inc. (“I-Bankers”) (the “Representative Warrants,” collectively with the “Sponsor Warrants,” the “Private Warrants,” and collectivelywith the “Public Warrants,” the “Warrants”). This Prospectus and this Prospectus Supplement No. 1 also relate to the potential offer and sale from time to time by theselling securityholders named in this prospectus or their pledgees, donees, transferees, assignees or other successors in interest (thatreceive any of the securities as a gift, distribution, or other non-sale related transfer) (collectively, the “Selling Securityholders”) of upto (A) 5,964,450 Class A ordinary shares represented by ADSs, including (1) 2,324,500 issued and outstanding Class A ordinary sharesheld by Xiaosen (the “Sponsor Shares”); (2) 545,000 Class A ordinary shares issuable upon the exercise of the Sponsor Warrants,which (including the private shares, private rights and Sponsor Warrants) were purchased by the Sponsor as part of and in the form ofPrivate Units at a price of US$10.00 per unit; (3) 390,001 issued and outstanding Class A ordinary shares issued to XIAOLINGOINVESTMENT CO., LTD (“Xiaolingo”) which were acquired for nominal consideration; (4) 2,704,949 issued and outstanding ClassA ordinary shares currently held by the PIPE Investors as defined in the Prospectus, which were issued to the PIPE Investors in aprivate placement for a purchase price at US$10.00 per share; and (B) 545,000 Sponsor Warrants. We will not receive any of the proceeds from the sale or other disposition of Class A ordinary shares by the sellingsecurityholders. However, we will receive proceeds from the exercise, if ever exercised, of the Warrants. The selling securityholders ortheir pledgees, assignees or successors-in-interest may offer and sell or otherwise dispose of the ordinary shares described in theProspectus from time to time through public or private transactions at prevailing market prices, at prices related to prevailing marketprices or at privately negotiated prices. The selling securityholders will bear all commissions and discounts, if any, attributable to thesales of Class A ordinary shares. We will bear all other costs, expenses and fees in connection with the registration of the shares. See“Plan of Distribution” beginning on page 173 of the Prospectus for more information about how the selling securityholders may sell ordispose of their Class A ordinary shares. There is no assurance that the holders of the Warrants will elect to exercise any or all of such Warrants or that they willexercise any or all of them for cash. The likelihood that warrant holders will exercise the Warrants and any cash proceeds that wewould receive is dependent upon the market price of our Class A ordinary shares. This Prospectus Supplement No. 1 updates and supplements the information in the Prospectus and is not complete without,and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto.This Prospectus Supplement No. 1 should be read in conjunction with the Prospectus and if there is any inconsistency between theinformation in the P