Arribatec Group ASA — M&A Activity 2018

Dec 12, 2018

HIDDN: Enters into LOI with Tactilis to create a leading global biometric smartcard company

HIDDN: Enters into LOI with Tactilis to create a leading global biometric smartcard company

Hiddn is leveraging on its unique IP within secure storage and authentication

and sign LOI with Tactilis to create a leading global biometric smartcard

company

(Oslo, 12 December 2018) Hiddn Solutions ASA (Hiddn, OSE: HIDDN) has entered

into a Letter of Intent (LOI) with Tactilis Pte Limited (Tactilis) to create the

global industry leader within biometric encrypted smartcards.

"We are pleased to announce this ambition to join forces with Tactilis to create

a fast-growing industry leader within biometric authentication, encryption and

smartcards. The Tactilis biometric multifunction card business is a perfect

platform for scaling our joint operations across the globe. We are highly

impressed by the Tactilis team, technology and growth opportunities and we look

forward to the further process of developing our significant value creation

opportunities, " says Carl Espen Wollebekk, CEO of Hiddn.

The transaction

The business combination will take place as an acquisition of all shares of

Tactilis for a total consideration of 649 million new shares in Hiddn to the

sellers, following a non-binding letter of intent for the potential acquisition.

Following a potential transaction, the Tactilis shareholders will hold 86.25 %

of Hiddn, with the current Hiddn shareholders owning 13.75 % of the company on a

fully diluted basis, implying a Hiddn transaction value of approximately NOK 275

million prior to the new consideration shares.

Hiddn will prepare a prospectus as part of the business combination.

About Tactilis

Tactilis offers simple, quick and easy-to-scale solutions that makes it easy to

authenticate and manage identities, protect personal data and create trustworthy

environments for citizens, businesses and government organizations. The company

has entered into multiple contracts including volume deliveries of multifunction

ID-cards for US Veterans and multifunction Citizen-ID cards for the population

of Madeira/Portugal. The company has based on the government grade fingerprint

sensor technology from NEXT Biometrics built the world's first operational

biometric smart card factory with an annual capacity of five million cards in

Penang, Malaysia. Tactilis is headquartered in Singapore, with operations and

development in Malaysia and Portugal and sales in Hong Kong. For additional

information about Tactilis, see the enclosed presentation.

"Hiddn is the technology leader in the market for secure encrypted storage

devices. Serving state-of-the art customers like NATO and the Dutch Government,

Hiddn is developing the unrivalled and proven position in the high-end

encryption market into a product offering that addresses all market segments. By

providing biometric authentication functionality to the Hiddn product portfolio

in addition to the new capabilities in scaling the Tactilis biometric

multifunction card business, the combined entity will be a force of strength in

the world of biometric multifunction cards and encryption," says Michael D.

Gardiner, CEO of Tactilis.

The joint opportunity

Tactilis has developed a unique technology finally allowing secure and

convenient implementations of biometric authentication in world-wide

populations. The Tactilis biometric multifunction card, in combination with the

card reader or carrier, enables replacement of pin-codes and passwords which

today typically represents the weakest link in high-end security systems.

Additionally, it adds multi-function card capabilities and a complete system

enabling seamless downloading, maintenance and user operations of the defined

applications.

"In addition to leveraging on the stand alone potential for the Tactilis and

Hiddn product platforms, we plan in the first phase to replace our existing

Hiddn card with the Tactilis government grade biometric card. We plan on

expanding our combined Hiddn/Tactilis offering later on as to create a powerful

strategic expansion of our addressable markets", says Wollebekk.

The completion of the proposed acquisition is subject to, among other things,

final transaction agreements being entered, approval by the shareholders of

Tactilis, approval by the Hiddn shareholders at an extraordinary general meeting

and the continued listing of Hiddn. Subject to the completion conditions being

fulfilled, the acquisition is expected to close during the first quarter of

ENDS

For further information, please contact:

Carl Espen Wollebekk, CEO of Hiddn, telephone: + 47 930 55 505 /e-mail:

cew@hiddn.no

About Tactilis

Tactilis has developed a unique technology finally allowing secure and

convenient implementations of biometric authentication in world-wide

populations. Their card format, the 4 GB storage capacity in combination with

their card reader/carrier enables replacement of pin-codes and passwords which

today typically represents the weakest link in high-end security systems.

Additionally it adds multi-function card capabilites and a complete system

enabling seemless downloading, maintance and user operations of the defined

applications. Combining the card with the Tactilis slim card carrier, the system

is operational at home, in store or outdoors whenever and wherever there is wi

-fi bluetooth, nfc or USB connection.

For more information, please visit: www.tactilis.com

About Hiddn Solutions ASA

Hiddn Solutions ASA is listed on the Oslo Stock Exchange under the ticker HIDDN.

The company is offering impenetrable proprietary hardware-based authentication

and encryption products with a superior level of security as well as a wider

product suite addressing all market segments looking for solutions to ensure

that sensitive information stays confidential and unavailable to unauthorised

access. Based on Hiddn's unrivalled and proven position in the high-end

encryption market, the company is implementing a strategy of adapting the

proprietary technology to the high-volume markets to take advantage of the

growing global security challenges and the arising regulatory requirements.

Hiddn has established a product offering that addresses all market segments from

the high-end security clients to the retail market, as well as established

partnerships with some of the most important sales and distribution partners in

Europe. Hiddn sees significant growth opportunities and rising demand from

customers and is well on its way to solidify its leading position in the growing

market for secure data storage.

For more information, please visit: www.hiddn.no