The report is available as an attached document to this press release as well as through the company’s website.

“This quarter represents a defining turnaround for Crunchfish as we position ourselves to deliver on the immense promise of offline payments in India and beyond. Our journey to the solution that will finally resonate in the market has not been without its challenges. However, as the saying goes, “third time’s the charm,” and after two previous attempts, we now have a breakthrough strategy that we are very optimistic will succeed and scale effectively.”, says Joachim Samuelsson, Crunchfish’s CEO.

For more information, please contact:

Joachim Samuelsson, CEO of Crunchfish AB

+46 708 46 47 88

joachim.samuelsson@crunchfish.com 

This information is Crunchfish AB obliged to publish in accordance with the EU Market Abuse Regulation. The information was provided by the contact person above for publication on 21st May 2025 at 08:30 CET.

Västra Hamnen Corporate Finance AB is the Certified Adviser. Email: ca@vhcorp.se. Telephone +46 40 200 250.

About Crunchfish – crunchfish.com

Crunchfish is a fintech company providing a Digital Cash solution enabling offline payments. The solution is designed for banks, payment services, and Central Bank Digital Currency (CBDC). Crunchfish Digital Cash augments payment systems by offering resilience in case of lost internet connections or server failures. The company, with headquarters in Malmö, Sweden and a subsidiary in India, is listed on Nasdaq First North Growth Market since 2016.

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In November 2024, Crunchfish AB (“Crunchfish” or the “Company”) conducted a rights issue of units, consisting of shares and warrants series TO 10 and TO 11. The exercise period for the issued warrants series TO 11 commences today, May 16, 2025, and runs up to and including May 30, 2025. One (1) warrant series TO 11 entitles the holder to subscribe for one (1) new share in Crunchfish. The subscription price per share that is subscribed for through exercising the warrants series TO 11 has, in accordance with the terms and conditions for the warrants, been set to SEK 0.63. If all warrants series TO 11 are exercised, Crunchfish will receive a maximum of approximately SEK 5.6 million before issuing costs.

Summary of instructions and important dates

Holders of warrants series TO 11 who wish to exercise these for subscription of shares shall give notice regarding such exercise well before May 30, 2025. Warrants that have not been exercised on or before May 30, 2025, expire without value. Holders who do not wish to exercise their warrants may sell them. Trading with warrants series TO 11 is ongoing up to and including May 27, 2025.

An information folder is available on the Company’s, Nordic Issuing’s and Västra Hamnen Corporate Finance’s respective websites (https://www.crunchfish.com/investors/equity-raises/ , http://www.nordic-issuing.se , http://www.vhcorp.se ).

Detailed information and instructions for subscription

Exercise price etc.

One (1) warrant series TO 11 entitles the holder to subscribe for one (1) new share in Crunchfish. The subscription price per share that is subscribed for through exercising the warrants has, in accordance with the terms and conditions for the warrants, been set to SEK 0.63. The subscription price has been defined as 70 percent of the volume-weighted average price for the Company’s share on Nasdaq First North during the period April 29 – May 12, 2025.

Exercise of nominee-registered warrants

Holders of warrants series TO 11 who have their holdings nominee-registered (holdings in securities custody services, investment savings accounts (ISK) or endowment insurances) must notify the exercise of warrants by contacting their respective nominee and follow the nominee’s instructions regarding subscription and payment. This should take place well before May 30, 2025, as different nominees have different processing times.

Exercise of directly registered warrants

Holders of warrants series TO 11 who have their holdings directly registered (holdings on a VP account) must notify the exercise of warrants by completing and submitting an application form for the exercise, so that the application form is received by the issuing agent, Nordic Issuing AB, no later than May 30, 2025. The application form is available on the Company’s, Nordic Issuing’s and Västra Hamnen Corporate Finance’s respective websites (https://www.crunchfish.com/investors/equity-raises/ , http://www.nordic-issuing.se , http://www.vhcorp.se ). Please note that payment for the new shares must be received by Nordic Issuing no later than May 30, 2025, in accordance with the instructions on the application form.

Trading in warrants series TO 11

Holders who do not wish to exercise their warrants series TO 11 may sell them on Nasdaq First North Growth Market. The warrants series TO 11 are traded up to and including May 27, 2025, under the short name CFISH TO11 with ISIN code SE0023114673. Warrants series TO 11 that are not exercised on May 30, 2025, at the latest, or sold on May 27, 2025, at the latest, will expire without value.

Outcome and delivery of new shares

The outcome of the exercise of warrants series TO 11 will be published via a press release on or around June 3, 2025. Shares that have been subscribed and paid for may be registered on the subscriber’s securities depository as interim shares (IA) until registration of the issue has been completed with the Swedish Companies Registration Office, whereupon the interim shares automatically will be converted into ordinary shares in Crunchfish.

Number of warrants, possible proceeds and dilution

The number of warrants series TO 11 amounts to 8,931,034. Upon full exercise of all warrants series TO 11, Crunchfish will receive approximately SEK 5.6 million before issuing costs. Upon full exercise of all warrants series TO 11, the number of shares in Crunchfish will increase with 8,931,034 shares, from 65,530,754 shares to 74,461,788 shares and the share capital will increase with SEK 410,827.564, from SEK 3,014,414.684 to SEK 3,425,242.248. This entails a dilution of approximately 12.0 percent based on the number of shares in Crunchfish after full exercise of all warrants series TO 11.

Financial advisor, issuing agent and legal advisor

Västra Hamnen Corporate Finance AB is financial advisor and Nordic Issuing AB acts as issuing agent to Crunchfish in connection with the exercise of warrants series TO 11. Setterwalls Advokatbyrå AB is legal advisor.

IMPORTANT INFORMATION

The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, warrants or other securities in Crunchfish. An offer to concerned persons to subscribe for units consisting of shares and warrants series TO 10 and TO 11 in Crunchfish has only been made through the EU growth prospectus that Crunchfish published on November 1, 2024.

For more information, please contact:

Joachim Samuelsson, CEO of Crunchfish AB

+46 708 46 47 88

joachim.samuelsson@crunchfish.com 

The information was provided by the contact person above for publication on 16th May 2025 at 08:30 CET.

Västra Hamnen Corporate Finance AB is the Certified Adviser. Email: ca@vhcorp.se. Telephone +46 40 200 250.

About Crunchfish – crunchfish.com

Crunchfish is a fintech company providing a Digital Cash solution enabling offline payments. The solution is designed for banks, payment services, and Central Bank Digital Currency (CBDC). Crunchfish Digital Cash augments payment systems by offering resilience in case of lost internet connections or server failures. The company, with headquarters in Malmö, Sweden and a subsidiary in India, is listed on Nasdaq First North Growth Market since 2016.

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ECB’s innovation platform simulates the envisaged digital euro ecosystem, in which the ECB provides the technical support and infrastructure for European intermediaries to develop innovative digital payment features and services at European level. Crunchfish is one of almost 70 market participants – including merchants, fintech companies, start-ups, banks and other payment service providers – that have been selected to work with the ECB to explore digital euro payment functionalities and use cases.

Following a call for interest published in October 2024, the ECB received over 100 applications, who joined in one or both of the workstreams “pioneers” and “visionaries”. Crunchfish has joined as a pioneer and will demonstrate three offline payment use cases with online settlement as innovative implementations of digital euro conditional payments.

Pioneers will be exploring how to integrate the simulated digital euro interfaces with their platforms. The ECB is providing participants with technical support and specifications, such as an application programming interface, to conduct independent work on use cases of their choice. Pioneers will summarise their findings in a report, which the ECB will review thoroughly to inform its work on the digital euro project. Findings from both workstreams will be published by the ECB in a report to be published later this year.

For more information, please contact:

Joachim Samuelsson, CEO of Crunchfish AB
+46 708 46 47 88
joachim.samuelsson@crunchfish.com

This information is Crunchfish AB obliged to publish in accordance with the EU Market Abuse Regulation. The information was provided by the contact person above for publication on 5th May 2025 at 12:30 CET.

Västra Hamnen Corporate Finance AB is the Certified Adviser. Email: ca@vhcorp.se. Telephone +46 40 200 250.

About Crunchfish – crunchfish.com

Crunchfish is a fintech company providing a Digital Cash solution enabling offline payments. The solution is designed for banks, payment services, and Central Bank Digital Currency (CBDC). Crunchfish Digital Cash augments payment systems by offering resilience in case of lost internet connections or server failures. The company, with headquarters in Malmö, Sweden and a subsidiary in India, is listed on Nasdaq First North Growth Market since 2016.

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The Board of Directors of Crunchfish AB (“Crunchfish”) has decided to withdraw the proposal for an incentive program presented to the Annual General Meeting on 21st May 2025. The background to the withdrawal is that the Board of Directors, following dialogue with major shareholders, has found reason to propose a revised incentive program for resolution at an Extraordinary General Meeting to be held on the same day as the Annual General Meeting. 

As stated in the notice of the Annual General Meeting on May 21st, 2025, the Board of Directors of Crunchfish has proposed that the Annual General Meeting resolves on an incentive program for employees and key persons through a directed issue of warrants with accompanying subscription of new shares in the company (item 12 on the proposed agenda for the Annual General Meeting). Following the publication of the notice, the Board of Directors has had a dialogue with major shareholders where it emerged that they are in favor of a revised larger incentive program. 

In view of this, the Board of Directors has prepared a revised proposal for an incentive program which comprises up to 7,500,000 warrants instead of the up to 1,500,000 warrants in the original proposal, but at a higher strike price set at 400% of the volume-weighted average price, instead of the original proposal’s 200%, calculated during the 10 trading days immediately before the Annual General Meeting. As part of the new incentive program, Crunchfish will also repurchase warrants from previous incentive programs held by the participants in the new program. 

To enable the implementation of the revised proposal, the Board of Directors has decided to withdraw the original proposal to the Annual General Meeting and instead present a revised proposal to an Extraordinary General Meeting to be held on the same day as the Annual General Meeting, i.e. 21st May 2025. The notice of the Extraordinary General Meeting will be published through a separate press release. 

For more information, please contact:
Joachim Samuelsson, CEO of Crunchfish AB
+46 708 46 47 88
joachim.samuelsson@crunchfish.com

This information was provided by the above for publication on 30th April 2025 at 12.45:00 CET.

Västra Hamnen Corporate Finance AB is the Certified Adviser. Email: ca@vhcorp.se. Telephone +46 40 200 250.

About Crunchfish – crunchfish.com

Crunchfish is a fintech company providing a Digital Cash solution enabling offline payments. The solution is designed for banks, payment services, and Central Bank Digital Currency (CBDC). Crunchfish Digital Cash augments payment systems by offering resilience in case of lost internet connections or server failures. The company, with headquarters in Malmö, Sweden and a subsidiary in India, is listed on Nasdaq First North Growth Market since 2016.

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Crunchfish Digital Cash AB (“Crunchfish”) has received an intention to grant of a patent with no. 546 770 from Swedish Patent and Registration Office (PRV) protecting quantum-resistant security provisions for an offline digital payment. This innovation makes Crunchfish Digital Cash resistant to attacks by quantum computing, keeping payment information secure even after large-scale quantum computers have become available. The patent is valid until March 2042.

The advent of large-scale quantum computing offers great promise to science and society but brings also significant threats to the global information infrastructure. Public-Key Infrastructure (PKI), widely used on the internet today, relies upon cryptography that is believed to be secure given the computational power currently available. However, popular cryptographic schemes, including RSA and Elliptic Curve Cryptography, will be easily broken by a quantum computer. This will rapidly accelerate the obsolescence of our currently deployed security systems and will have dramatic impacts on any industry, including payments, where information needs to be kept secure.

This patented innovation is based on combining two different data integrity schemes and offers a new paradigm for offline payments that addresses the challenges which can be expected in the era of quantum computing. A two-step process is applied. Offline payments are first negotiated by short-range data communication using a cryptographic hash operation or symmetric cryptography with a shared secret followed by online synchronization by broadband communication using quantum-safe asymmetric cryptography.

All information that is transmitted on public channels is vulnerable to eavesdropping. Encrypted data can also be stored for later decryption once quantum computing becomes available. Bitcoin is one example where previously made transactions are accessible by anyone and puts a substantial amount of Bitcoin at risk. Even if large-scale quantum computers are still a few years into the future, preparations must be made now, as the timing when technical innovation leapfrogs is hard to predict.

“We are extremely happy that yet another innovation has been deemed patentable. It strengthens Crunchfish leadership in offline payments by making Digital Cash safe for quantum computing attacks. It solves a key problem that must be addressed in the advent of quantum computing”, says Joachim Samuelsson, CEO of Crunchfish.

The patent has priority from a Swedish patent application no. 22050413-8 filed in March 2022. It has previsouly received a positive international preliminary report on patentability (IPRP) during the PCT-phase and recently been nationalized in Europe, USA, India and Brazil. 

For more information, please contact:

Joachim Samuelsson, CEO of Crunchfish AB

+46 708 46 47 88

joachim.samuelsson@crunchfish.com 

This information is such information as Crunchfish AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 15:45 CET on January 21st, 2025.

Västra Hamnen Corporate Finance AB is the Certified Adviser. Email: ca@vhcorp.se. Telephone +46 40 200 250.

About Crunchfish – crunchfish.com

Crunchfish is a deep tech company developing a device-agnostic generic trusted client application platform for offline payments, tokenized card payments as well as other mobile client / server systems. Crunchfish has been listed on Nasdaq First North Growth Market since 2016, with headquarters in Malmö, Sweden and with a subsidiary in India.

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Crunchfish Digital Cash AB (“Crunchfish”) has received a Notice of Allowance from the European Patent Office (EPO) for its initial Digital Cash patent application. Europe is the second major jurisdiction to grant a patent for this innovation following the grant in the US earlier this year. The patent with application number EP 20 916 267.6 is valid until January 2040, 20 years from the original filing date.

This patent protects many fundamental aspects of offline payments. The basic premise is that the transaction is digitally signed by the payer from a hardware-based or software-based secure element if there is sufficient balance available and that the transaction is then transferred offline to the payee. Both parties store the digital transaction, which is later sent to the backend when either party gets online access. 

This patent application has previously been granted in the US, received a positive International Preliminary Report on Patentability and is also in the process of nationalizing the patent application in India, China, and Taiwan. In Europe, Crunchfish intends to request a European patent with unitary effect (Unitary Patent) that provides uniform patent protection in the 18 EU Member States participating in enhanced co‑operation and having ratified the Agreement on a Unified Patent Court. 

“It is extremely pleasing that our initial fundamental Digital Cash patent application for offline payments will now also be granted in the Europe. This is strategically important as the patent application has an early priority date from January 2020, the focus on offline payment in Europe with the Digital Euro and other offline payment providers, and that it increases the chances of a grant also in India and China”, says Joachim Samuelsson, CEO of Crunchfish.

For more information, please contact:

Joachim Samuelsson, CEO of Crunchfish AB

+46 708 46 47 88

joachim.samuelsson@crunchfish.com 

This information is such information as Crunchfish AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 10:45 CET on December 16th, 2024.

Västra Hamnen Corporate Finance AB is the Certified Adviser. Email: ca@vhcorp.se. Telephone +46 40 200 250.

About Crunchfish – crunchfish.com

Crunchfish is a deep tech company developing a device-agnostic generic trusted client application platform for offline payments, tokenized card payments as well as other mobile client / server systems. Crunchfish has been listed on Nasdaq First North Growth Market since 2016, with headquarters in Malmö, Sweden and with a subsidiary in India.

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