Corporate News

Rubean AG: Extraordinary General Meeting clears the way for a possible partnership with CYCLEBIT GROUP

- CYCLEBIT convertible loan of approximately EUR 3.4 million made possible

- Start of examinations of a far-reaching cooperation


Munich, 21 March 2022. The Extraordinary General Meeting of the fintech company Rubean AG (ISIN: DE0005120802, WKN: 512080, R1B:GR), Munich, has cleared the way for a possible far-reaching partnership with CYCLEBIT GROUP LTD, Lemesos/Cyprus. The Extraordinary General Meeting approved with 100 percent of the votes represented, the conditional capital required for the issue of a convertible loan by CYCLEBIT GROUP to Rubean in the amount of ten percent of the currently existing share capital, corresponding to 271,750 shares. This guarantees the condition of the loan in the amount of approximately EUR 3.4 million. In addition to the issue of the convertible loan, Rubean and CYCLEBIT have agreed to enter into cooperation negotiations. In the course of the negotiations, a larger participation of CYCLEBIT GROUP than the ten percent possible, in the course of a utilisation of the conversion right, is not excluded .

The convertible loan runs for 24 months, carries an interest rate of 3.0 percent p.a. and can be converted by CYCLEBIT exclusively, i.e. excluding the shareholders' subscription rights, within six months at a price of 12.50 Euro per Rubean share. Thereafter, conversion is possible on the basis of the average value of the shares in the six preceding months, but only in a volume of up to ten percent of the existing share capital. In addition, Rubean then has the alternative of repaying the loan early.

In the run-up to the Extraordinary General Meeting, Rubean had examined CYCLEBIT GROUP within the scope of a due diligence. "We were able to establish that CYCLEBIT GROUP is solidly positioned, is operating profitably and is generating significantly increasing revenues," said Dr Hermann Geupel, a member of Rubean's Management Board. Rubean has also examined whether CYCLEBIT is affected by the Ukraine war due to its Russian main shareholders. "Our law firm Heuking Kühn Lüer Wojetk has submitted an overall legal assessment according to which, as things stand, there is no threat of sanctions and CYCLEBIT is therefore not affected by the current developments in Russia and Ukraine," Geupel continued.

CYCLEBIT GROUP was founded in 2012 and is developing into a leading provider of point-of-sale and payment systems. In addition to its headquarters in Cyprus, the company has offices in Stockholm, Toronto, Delaware/USA and Thailand, among others, and currently employs around 120 people. Some employees are even based in Kiev, the capital of Ukraine. At present, it is said that it is still possible to work at this location. CYCLEBIT generates revenues in three areas, namely transaction fees, which are generated by accepting payments from users, usually smaller merchants; from renting hardware, namely devices with which payments are accepted; and from software services, in which the company provides applications for users in the cloud. CYCLEBIT generates revenues in Eastern Europe, North America, Asia and is starting to do so in Africa.

"Through the partnership, we expect to expand our market positions as well as the joint development of our respective strengths, in particular the ongoing and trend-setting component development for purely software-based so-called POS-functions in mobile phones and comparable devices, in order to be able to offer "best-in-class" products together in the long term," says Geupel. A possible cooperation in the areas of development and sales could lead to a significantly improved offer and an acceleration in the development of new markets for both companies.

About Rubean: Rubean AG has been an established software producer in the financial sector for 20 years. The company is now growing with the development of innovative mobile payment solutions. These include the mobile point-of-sale terminal solution PhonePOS, which was developed in cooperation with CCV. Rubean is listed on the m:access of the Munich Stock Exchange as well as on the Frankfurt, Berlin and Düsseldorf OTC markets and on Tradegate and Quotrix.

If you have any questions, please contact:

Anna Sammer                                            german communications AG
Rubean AG                                                Jörg Bretschneider
Kistlerhofstr. 168, D-81379 München        Milchstraße 6 B, D-20148 Hamburg
+49 89 357560                                          +49 40/46 88 33 0, Fax +49 40/46 88 33 40
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