Click Holdings arranges $100M share facility

Click Holdings Ltd. set up a $100 million equity purchase facility over up to 36 months, supported by a new SEC registration commitment.

Rhea-AI Filing Summary

Click Holdings Ltd. (CLIK) entered into an Equity Purchase Agreement with Crom Structured Opportunities Fund I, LP on September 14, 2026, allowing the company, at its sole discretion and subject to conditions, to issue and sell Class A ordinary shares for an aggregate purchase price of up to $100,000,000 during a defined Commitment Period.

The Commitment Period ends on the earliest of the investor purchasing the full $100,000,000 commitment, 36 months after September 14, 2026, written termination by the company outside specified restricted times, or certain bankruptcy-related events. The company may send Advance Notices from time to time to direct the investor to buy shares in minimum advance amounts of $15,000 and maximum advances up to the lesser of $1,000,000 or the Average Daily Trading Value, with pricing based on 90% of the VWAP of the ordinary shares.

In connection with this facility, Click Holdings entered into a Registration Rights Agreement with the investor, under which it agreed to file a registration statement with the SEC covering the maximum number of registrable securities permitted within 30 calendar days of September 14, 2026. The company will also pay $10,000 by wire transfer to the investor’s legal counsel for expenses related to preparing the Purchase Agreement.

Key Figures

Equity purchase facility size: $100,000,000 Commitment Period length: 36 months Minimum advance amount: $15,000 +4 more

7 metrics

Equity purchase facility size $100,000,000 Aggregate purchase price of Class A ordinary shares under the Equity Purchase Agreement

Commitment Period length 36 months Ends 36 months after September 14, 2026, unless earlier termination triggers occur

Minimum advance amount $15,000 Minimum size of any advance, calculated using 90% of VWAP

Maximum advance amount $1,000,000 Per advance cap, limited further by Average Daily Trading Value

Pricing discount basis 90% of VWAP Used to calculate the Initial Purchase Price for advance share sales

Registration filing deadline 30 calendar days Time from September 14, 2026 to file SEC registration statement for registrable securities

Investor legal expense payment $10,000 Paid by Click Holdings to investor’s counsel on the date of the Purchase Agreement

Key Terms

Equity Purchase Agreement, Registration Rights Agreement, VWAP, Commitment Period, +1 more

5 terms

Equity Purchase Agreement financial

"entered into an Equity Purchase Agreement, effective as of September 14, 2026"

An equity purchase agreement is a legal contract that sets the terms for buying ownership shares in a company, including the number of shares, price, and any conditions that must be met before the sale closes. For investors it matters because it determines how much ownership and control they gain, how the company’s value and share count change, and what protections or obligations each side has—think of it as the detailed bill of sale and ground rules for a stock purchase.

Registration Rights Agreement regulatory

"the Company entered into a Registration Rights Agreement, effective as of September 14, 2026"

A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.

VWAP financial

"calculated using the 90% of the VWAP of the Company’s Ordinary Share"

VWAP, or Volume-Weighted Average Price, is a way to find the average price of a stock throughout the trading day, giving more importance to times when more shares are traded. It helps traders see the typical price and decide whether a stock is expensive or cheap compared to its average, similar to finding the average speed during a trip by giving more weight to times when you traveled faster or slower.

Commitment Period financial

"from time to time during the Commitment Period, the Company shall"

Average Daily Trading Value financial

"maximum amount up to the lesser of (a) $1,000,000.00 ... or (b) the Average Daily Trading Value"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What financing arrangement did CLIK announce in this Form 6-K?

Click Holdings Ltd. entered into an Equity Purchase Agreement with Crom Structured Opportunities Fund I, LP, allowing it to sell Class A ordinary shares over time for an aggregate purchase price of up to $100,000,000 during a defined Commitment Period.

How long does the new $100 million equity facility for CLIK last?

The Commitment Period lasts until the earliest of the investor purchasing $100,000,000 of shares, 36 months after September 14, 2026, written termination by the company outside restricted times, or certain bankruptcy-related events.

What are the minimum and maximum advance sizes under CLIK’s Equity Purchase Agreement?

Each advance must be at least $15,000, calculated using 90% of the VWAP of Click’s ordinary shares, and may not exceed the lesser of $1,000,000, using the same pricing basis, or the Average Daily Trading Value.

How will the share purchase price be determined under CLIK’s new facility?

The Initial Purchase Price for advance share purchases will be based on 90% of the VWAP of Click Holdings’ Class A ordinary shares, as defined in the Equity Purchase Agreement.

What SEC registration obligation does CLIK have under the Registration Rights Agreement?

Click Holdings agreed to file a registration statement with the SEC covering the maximum number of registrable securities permitted by SEC rules within 30 calendar days of September 14, 2026.

What expenses will CLIK pay in connection with the Equity Purchase Agreement?

Click Holdings will pay $10,000 by wire transfer to the investor’s legal counsel on the date of the Purchase Agreement to cover the investor’s expenses related to preparing the Equity Purchase Agreement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2026

Commission File Number: 001-42308

Click Holdings Limited

Unit 1709-11, 17/F

Tower 2, The Gateway

Harbour City, Kowloon

Hong Kong

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

On September 14, 2026, Click Holdings Limited (the “Company”) entered into an Equity Purchase Agreement, effective as of September 14, 2026 (the “Purchase Agreement”), with Crom Structured Opportunities Fund I, LP (the “Investor”). Unless otherwise defined herein, capitalized terms shall have the meanings ascribed to them in the Purchase Agreement.

Pursuant to the Purchase Agreement, upon the terms and subject to the conditions set forth therein, from time to time during the Commitment Period, the Company shall, in its sole discretion, issue and sell to the Investor, and the Investor shall purchase the Company’s Class A ordinary shares, nil par value per share (the “Ordinary Share”), having an aggregate purchase price of up to $100,000,000. The Commitment Period ends on the earliest of (i) the date on which the Investor has purchased shares pursuant to the Purchase Agreement equal to the $100,000,000, the maximum commitment amount, (ii) thirty-six (36) months after the date of the Purchase Agreement, (iii) written notice of termination by the Company to the Investor (which shall not occur during any Pricing Period or at any time that the Investor holds any of the Advance Shares), and (iv) certain bankruptcy-related events. In connection with the Purchase Agreement, the Company entered into a Registration Rights Agreement, effective as of September 14, 2026 (the “Registration Rights Agreement”), with the Investor, pursuant to which the Company agreed to file with the Securities and Exchange Commission (the “SEC”) a registration statement (the “Registration Statement”) covering the maximum number of Registrable Securities as shall be permitted to be included thereon in accordance with applicable SEC rules the within 30 calendar days of September 14, 2026.

Pursuant to the Purchase Agreement, upon the terms and conditions set forth therein, the Company shall have the right, but not the obligation, to direct the Investor, by its delivery to the Investor of an Advance Notice from time to time, to purchase Advance Shares (i) in a minimum amount not less than $15,000.00, calculated using the 90% of the VWAP of the Company’s Ordinary Share (the” Initial Purchase Price”) and (ii) in a maximum amount up to the lesser of (a) $1,000,000.00, calculated using the Initial Purchase Price or (b) the Average Daily Trading Value.

In addition, the Company shall pay $10,000.00 by wire transfer to legal counsel of the Investor on the date of the Purchase Agreement for Investor’s expenses relating to the preparation of the Purchase Agreement.

The foregoing descriptions of the Purchase Agreement and the Registration Rights Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Purchase Agreement and the Registration Rights Agreement, copies of which are filed as Exhibits 10.1 and 10.2, respectively to this Current Report on Form 6-K and are incorporated herein by reference.

 2

Exhibit Index

Exhibit No.		Description
10.1		Equity Purchase Agreement, dated September 14, 2026, by and between Click Holdings Limited and Crom Structured Opportunities Fund I, LP
10.2		Registration Right Agreement, dated September 14, 2026, by and between Click Holdings Limited and Crom Structured Opportunities Fund I, LP

 3

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	CLICK HOLDINGS LIMITED
	By:	/s/ Chan Chun Sing
	Name:	Chan Chun Sing
	Title:	Chief Executive Officer, Chairman and Director

Date: September 15, 2026

 4

Filing Exhibits & Attachments

2 documents

Agreements & Contracts

• EX-10.1 EX-10.1 248.2 KB
• EX-10.2 EX-10.2 108.9 KB