NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN OR OTHER COUNTRIES IN WHICH THE DISTRIBUTION OR PUBLICATION COULD BE UNLAWFUL. FURTHER RESTRICTIONS APPLY. PLEASE REFER TO THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER OF SECURITIES IN ANY JURISDICTION.
CLIQ Digital AG: Acceptance period for public partial share repurchase offer has commenced
DÜSSELDORF, 12 October 2026 - CLIQ Digital AG ("CLIQ" or the "Company") (ISIN DE000A35JS40) refers to its announcement of 7 October 2026 regarding the public partial share repurchase offer for up to 447,061 CLIQ Shares, representing up to approximately 10% of the Company's share capital, at a consideration of EUR 6.07 per share (the "Repurchase Offer").
The Repurchase Offer is made on the basis of the authorization granted by the general meeting of the Company on 21 August 2025. The management board of the Company resolved on the Repurchase Offer on 7 October 2026 with the approval of the supervisory board. In accordance with the authorization, the offer price equals the average closing price of the CLIQ Shares in XETRA trading over the last three trading days before the Repurchase Offer was announced on 7 October 2026 (i.e., the arithmetic mean of the closing prices of 2 October 2026 (EUR 6.24), 5 October 2026 (EUR 6.14) and 6 October 2026 (EUR 5.84)). The Repurchase Offer has a total volume of up to EUR 2,713,660.27.
With the Repurchase Offer, CLIQ intends to return excess liquidity to its shareholders in line with the Company's communicated capital allocation policy. The net cash position available in the CLIQ group exceeds the level required to conduct its operations in accordance with the current business plan.
The acceptance period for the Repurchase Offer commenced on 12 October 2026 at 0:00 hours (CEST) and will end, subject to an extension, on 26 October 2026 at 24:00 hours (CET).
Shareholders wishing to accept the Repurchase Offer should contact their custodian bank in good time. Details of the acceptance procedure are set out in the offer document. Custodian banks may set earlier internal deadlines for receipt of instructions.
If more than 447,061 CLIQ Shares are tendered, declarations of acceptance will first be taken into account on a preferential basis for up to 100 CLIQ Shares tendered per shareholder (pro rata, if applicable) and otherwise on a pro rata basis, i.e. in proportion to the CLIQ Shares tendered. Tendered CLIQ Shares that cannot be taken into account will be rebooked to the original ISIN DE000A35JS40 by 3 November 2026 at the latest, subject to an extension of the acceptance period. The purchase price for the CLIQ Shares acquired is expected to be paid on or about 5 November 2026, subject to an extension of the acceptance period.
CLIQ intends to cancel the CLIQ Shares acquired under the Repurchase Offer and to reduce its share capital accordingly. The Company will publish the result of the Repurchase Offer promptly after the end of the acceptance period.
The offer document, published on 9 October 2026, and further information for shareholders are available on the Company's website:
https://cliqdigital.com/investors/
in the section "News & Shareholder Centre" under the heading "Share Repurchase Offer 2026 II", as well as in the Federal Gazette (Bundesanzeiger, https://www.bundesanzeiger.de).
IMPORTANT NOTICES:
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED THEREIN ARE NOT INTENDED FOR DISTRIBUTION OR PUBLICATION IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES"), CANADA, AUSTRALIA, JAPAN OR OTHER COUNTRIES IN WHICH THE DISTRIBUTION OR PUBLICATION COULD BE UNLAWFUL. THE DISTRIBUTION OF THIS ANNOUNCEMENT MAY BE SUBJECT TO LEGAL RESTRICTIONS IN CERTAIN COUNTRIES AND ANYONE WHO IS IN POSSESSION OF THIS ANNOUNCEMENT OR THE INFORMATION REFERRED TO THEREIN SHOULD INFORM THEMSELVES ABOUT AND COMPLY WITH SUCH RESTRICTIONS. ANY FAILURE TO COMPLY WITH SUCH RESTRICTIONS MAY CONSTITUTE A VIOLATION OF THE CAPITAL MARKETS LAWS OF SUCH COUNTRIES.
THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY AND CONSTITUTES NEITHER AN INVITATION TO SELL, NOR AN OFFER TO PURCHASE, SECURITIES OF CLIQ DIGITAL AG ("CLIQ"). THE FINAL TERMS AND FURTHER PROVISIONS REGARDING THE PUBLIC REPURCHASE OFFER ARE DISCLOSED IN THE OFFER DOCUMENT. INVESTORS AND HOLDERS OF SECURITIES OF CLIQ ARE STRONGLY RECOMMENDED TO READ THE OFFER DOCUMENT AND ALL ANNOUNCEMENTS IN CONNECTION WITH THE PUBLIC REPURCHASE OFFER AS SOON AS THEY ARE PUBLISHED, SINCE THEY DO OR, AS APPLICABLE, WILL CONTAIN IMPORTANT INFORMATION.
THE OFFER WILL BE MADE EXCLUSIVELY UNDER THE APPLICABLE PROVISIONS OF GERMAN AND EUROPEAN LAW, SPECIFICALLY UNDER THE GERMAN STOCK CORPORATION ACT (AKTIENGESETZ). THE OFFER SHALL NOT BE EXECUTED ACCORDING TO THE PROVISIONS OF JURISDICTIONS OTHER THAN THOSE OF THE FEDERAL REPUBLIC OF GERMANY. THUS, NO ANNOUNCEMENTS, REGISTRATIONS, ADMISSIONS OR APPROVALS OF THE OFFER OUTSIDE OF THE FEDERAL REPUBLIC OF GERMANY HAVE BEEN FILED, ARRANGED FOR OR GRANTED. INVESTORS IN, AND HOLDERS OF, SECURITIES IN CLIQ CANNOT RELY ON HAVING RECOURSE TO PROVISIONS FOR THE PROTECTION OF INVESTORS IN ANY JURISDICTION OTHER THAN THE FEDERAL REPUBLIC OF GERMANY. SUBJECT TO THE EXCEPTIONS DESCRIBED IN THE OFFER DOCUMENT AS WELL AS ANY EXEMPTIONS THAT MAY BE GRANTED BY THE RELEVANT REGULATORS, A TENDER OFFER SHALL NOT BE MADE, DIRECTLY OR INDIRECTLY, IN JURISDICTIONS WHERE DOING SO WOULD CONSTITUTE A VIOLATION OF THE LAWS OF SUCH JURISDICTION.
TO THE EXTENT ANY ANNOUNCEMENTS IN THIS DOCUMENT CONTAIN FORWARD-LOOKING STATEMENTS, SUCH STATEMENTS DO NOT REPRESENT FACTS AND ARE CHARACTERIZED BY THE WORDS "WILL", "EXPECT", "BELIEVE", "ESTIMATE", "INTEND", "AIM", "ASSUME" OR SIMILAR EXPRESSIONS. SUCH STATEMENTS EXPRESS THE INTENTIONS, OPINIONS OR CURRENT EXPECTATIONS AND ASSUMPTIONS OF CLIQ. SUCH FORWARD-LOOKING STATEMENTS ARE BASED ON CURRENT PLANS, ESTIMATES AND FORECASTS, WHICH CLIQ HAS MADE TO THE BEST OF ITS KNOWLEDGE, BUT WHICH DO NOT CONSTITUTE A REPRESENTATION AS TO THEIR FUTURE ACCURACY. FORWARD-LOOKING STATEMENTS ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT ARE DIFFICULT TO PREDICT AND USUALLY CANNOT BE INFLUENCED BY CLIQ. THESE EXPECTATIONS AND FORWARD-LOOKING STATEMENTS CAN TURN OUT TO BE INCORRECT AND THE ACTUAL EVENTS OR CONSEQUENCES MAY DIFFER MATERIALLY FROM THOSE CONTAINED IN OR EXPRESSED BY SUCH FORWARD-LOOKING STATEMENTS. CLIQ DOES NOT ASSUME AN OBLIGATION TO UPDATE THE FORWARD-LOOKING STATEMENTS WITH RESPECT TO THE ACTUAL DEVELOPMENT OF INCIDENTS, BASIC CONDITIONS, ASSUMPTIONS OR OTHER FACTORS.
Contact
CLIQ Digital AG
Oststraße 54
40211 Düsseldorf, Germany
investors@cliqdigital.com
