NEXT Biometrics Group ASA — Share Issue/Capital Change 2014

May 26, 2014

NEXT Biometrics signs strategic cooperation and investment agreement with FOXCONN

NEXT Biometrics signs strategic cooperation and investment agreement with FOXCONN

NEXT Biometrics Group ASA ("NEXT") and Icreate Investments Limited,

a subsidiary of the world largest manufacturing services provider,

Foxconn Technology Group ("FOXCONN") have signed a strategic

level cooperation agreement, including subscription of shares in the

upcoming NEXT IPO (see announcement of May 22 2014 regarding the

contemplated IPO and subsequent listing on Oslo Børs/Oslo Axess).

The agreement includes a memorandum of understanding defining

business areas in which the parties, for the benefit of FOXCONN

clients, will explore opportunites for use of NEXT technology within a

wide range of key FOXCONN business areas.

FOXCONN has agreed to subscribe shares in the upcoming IPO for an

amount of at least NOK 30 million. The subscription is conditional

upon NEXT raising a total of minimum NOK 120 million in gross

proceeds at a price per share of no less than NOK 73.6 and not higher

than NOK 105.

As part of the Subscription Agreement FOXCONN shall be granted a

number of warrants based on the number of shares it is allocated in

the Offering for an amount of NOK 30 million. The warrants shall be

divided into three classes of warrants (A, B and C), divided with 25% in

each of classes A and B and 50% in class C. The class B shall only be

exercisable upon FOXCONN and its group companies purchasing a

minimum of 1 million sensors from NEXT over the next three years.

The number of shares to be issued upon the exercise of a warrant of

the Class C warrants is subject to how many sensors in the range

between 1 and 10 million FOXCONN and its group companies

purchases from NEXT in the three years period. The total number of

warrants to be issued to FOXCONN, and the maximum number of

shares to issued upon the exercise of such warrants, shall be the same

as the number of shares allocated to FOXCONN for an amount of NOK

30 million in the IPO.

Further information about the issuance of the Warrants is included in

the attached notice of extraordinary general meeting in NEXT

Biometrics.

Arctic Securities ASA and Carnegie AS act as financial advisors to NEXT

in connection with the agreement with FOXCONN and as joint lead

managers and joint bookrunners for the upcoming IPO.

About FOXCONN

FOXCONN, headquartered in Taipei, is the world's largest electronics

contracter manufacturer, with 1,4 million employees, and is the third-

largest information technology company by revenue (USD 132 Billion).

For 11 consecutive years the company has been the largest Chinese

exporter. In 2012 FOXCONN Group`s export value was 4,9 % of total

China`s export.

About NEXT Biometrics

Enabled by its patented Active Thermal Principle, NEXT Biometrics

offers high quality area fingerprint sensor at low prices. A wide range

of products format including Smartphones, tablets, PC's, doors, time

registration systems, payment terminals, flashdrives, USB-tokens,

keyfobs and many more are targeted. NEXT Biometrics is

headquartered in Oslo, Norway, with sales, support and development

subsidiaries in Seattle, Taipei and Shanghai.

Contacts:

Tore Etholm-Idsøe

Chief Executive Officer

Phone: +47 922 32 439

Email: tore.idsoe@nextbiometrics.com

For more information about the company, please visit

www.nextbiometrics.com.

IMPORTANT NOTICE:

These materials are not an offer for sale of securities.

Copies of this announcement are not being made and may not be

distributed or sent into the United States, Canada, Australia, Hong

Kong, Japan or any other jurisdiction in which such distribution would

be unlawful or would require registration or other measures.

The securities have not been registered under the U.S. Securities Act

of 1933, as amended (the "Securities Act"), and may not be offered or

sold in the United States absent registration or an exemption from the

registration requirements of the Securities Act. The Company does not

intend to register any part of the offering in the United States or to

conduct a public offering of securities in the United States.

Any offering of securities will be made by means of a prospectus that

may be obtained from the issuer or selling security holder and that

will contain detailed information about the Company and

management, as well as financial statements. This document is an

advertisement and not a prospectus for the purposes of Directive

2003/71/EC (together with any applicable implementing measures in

any Member State, the "Prospectus Directive"). Investors should not

subscribe for any securities referred to in this document except on the

basis of information contained in the prospectus.

In any EEA Member State other than Norway that has implemented the

Prospectus Directive, this communication is only addressed to and is

only directed at qualified investors in that Member State within the

meaning of the Prospectus Directive, i.e., only to investors who can

receive the offer without an approved prospectus in such EEA Member

State.

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO

U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED

STATES, AUSTRALIA, CANADA OR JAPAN, OR ANY OTHER JURISDICTION

IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

This communication is only being distributed to and is only directed at

(i) persons who are outside the United Kingdom or (ii) to investment

professionals falling within Article 19(5) of the Financial Services and

Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or

(iii) above together being referred to as "relevant persons"). The

securities are only available to, and any invitation, offer or agreement

to subscribe, purchase or otherwise acquire such securities will be

engaged in only with, relevant persons. Any person who is not a

relevant person should not act or rely on this document or any of its

contents.

Matters discussed in this release may constitute forward-looking

statements. Forward-looking statements are statements that are not

historical facts and may be identified by words such as "believe,"

"expect," "anticipate," "intends," "estimate," "will," "may," "continue,"

"should" and similar expressions. The forward-looking statements in

this release are based upon various assumptions, many of which are

based, in turn, upon further assumptions. Although the Company

believes that these assumptions were reasonable when made, these

assumptions are inherently subject to significant known and unknown

risks, uncertainties, contingencies and other important factors which

are difficult or impossible to predict and are beyond its control. Such

risks, uncertainties, contingencies and other important factors could

cause actual events to differ materially from the expectations

expressed or implied in this release by such forward-looking

statements.

The information, opinions and forward-looking statements contained

in this release speak only as at its date, and are subject to change

without notice.

This information is subject of the disclosure requirements pursuant to

section 5-12 of the Norwegian Securities Trading Act.