Zwipe AS — Capital/Financing Update 2023

Mar 14, 2023

Zwipe As - Last day of trading in subscription rights

Zwipe As - Last day of trading in subscription rights

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO

RUSSIA, BELARUS, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SINGAPORE,

SOUTH AFRICA, UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE SUCH

ACTION IN WHOLE OR IN PART WOULD BE UNLAWFUL. THIS PRESS RELEASE DOES NOT

CONSTITUTE AN OFFER TO ACQUIRE SECURITIES IN ZWIPE AS. SEE THE "IMPORTANT

INFORMATION" SECTION BELOW

OSLO, NORWAY - 14 MARCH 2023 - Reference is made to the stock exchange

announcement by Zwipe AS (the "Company" or "Zwipe") on 6 March 2023 regarding

the commencement of the subscription period in the fully guaranteed rights issue

of 20,862,047 new shares in the Company (the "Offer Shares") at a subscription

price of NOK 4.80 per share, raising gross proceeds of NOK 100,137,825.60 (the

"Rights Issue").

The trading period in the subscription rights in the Rights Issue on Euronext

Growth Oslo (ticker code "ZWIPT") and on Nasdaq First North Growth Market

(ticker code "ZWIPE TR") expires at close of trading today, 14 March 2023, on

Euronext Growth Oslo at 16:30 hours (CET) and on Nasdaq First North Growth

Market at 17:30 hours (CET), respectively.

The subscription period for the Rights Issue expires at 16:30 hours (CET) on 20

March 2023.

Subscription rights that are not sold before close of trading today, 14 March

2023, or used to subscribe for Offer Shares in the Rights Issue before the

expiry of the subscription period on 20 March 2023 at 16:30 hours (CET), will

have no value and will lapse without compensation to the holder.

For more information, please refer to the prospectus dated 1 March 2023 (the

"Prospectus"), prepared by the Company in connection with the Rights Issue,

which is available at the website of the Company at

https://www.zwipe.com/investors/reports and at the website of the manager of the

Rights Issue, Erik Penser Bank AB, at https://www.penser.se/corporate

-finance/#pagaende-uppdrag.

#

For further information, please contact:

Danielle Glenn, CFO and Head of IR

E-mail: ir@zwipe.com

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About Zwipe

Zwipe believes the inherent uniqueness of every person is the key to a safer

future. We work with great passion across networks of international

organizations, industries and cultures to make convenience safe and secure. We

are pioneering next-generation biometric card and wearables technology for

payment and physical & logical access control and identification solutions. We

promise our customers and partners deep insight and frictionless solutions,

ensuring a seamless user experience with our innovative biometric products and

services. Zwipe is headquartered in Oslo, Norway, with a global presence.

To learn more, visit http://www.zwipe.com.

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IMPORTANT INFORMATION

The information in this press release neither contains nor constitutes an offer

to acquire, subscribe or otherwise trade in shares, warrants or other securities

in Zwipe. No action has been taken and no action will be taken to permit an

offer to the public in any jurisdictions other than Norway and Sweden. The

invitation to interested persons to subscribe for shares in Zwipe will only take

place through the Prospectus published by Zwipe on 3 March 2023. This

announcement is an advertisement and is not a prospectus for the purposes of the

Prospectus Regulation. Investors should not subscribe for any securities

referred to in this announcement except on the basis of information contained in

the aforementioned Prospectus.

The information contained in this press release may not be disclosed, published

or distributed, directly or indirectly, within or to the United States,

Australia, Hong Kong, Japan, Canada, New Zealand, Singapore, South Africa,

Russia, Belarus or any other jurisdiction where such action would be illegal,

subject to legal restrictions or require measures other than those that follow

from Norwegian and Swedish law. Actions contrary to this instruction may

constitute a violation of applicable securities legislation. No shares or other

securities of Zwipe have been registered, and no shares or other securities will

be registered, under the United States Securities Act of 1933 from time to time

("Securities Act") or the securities laws of any state or other jurisdiction of

the United States and may not be offered, sold or otherwise transferred,

directly or indirectly, in or to the United States, except pursuant to an

applicable exemption from, or in a transaction not subject to, the registration

requirements of the Securities Act and pursuant to the securities laws of the

relevant state or other jurisdiction in the United States. This communication is

distributed to and directed solely to persons in the United Kingdom who are (i)

professional investors falling within the scope of Article 19(5) of the U.K.

from time to time in force; Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005 ("the Order") or (ii) high net worth subjects and other

persons to whom this notice may lawfully be addressed, who are subject to

Article 49(2)(a)-(d) ) in the Order (all such persons are collectively referred

to as "Relevant Persons"). Persons who are not Relevant Persons may not act on

or rely on the information in this communication. An investment or investment

measure referred to in this communication is only possible for Relevant Persons

and will only be completed with Relevant Persons. Persons who disseminate this

communication must themselves ensure that such dissemination is permitted.

Forward-looking statements

This press release contains forward-looking statements that refer to the

Company's intentions, assessments or expectations regarding the Company's future

results, financial position, liquidity, development, prospects, expected growth,

strategies and opportunities as well as the markets in which the Company

operates. Forward-looking statements are statements that do not relate to

historical facts and can be identified by the inclusion of expressions such as

"believes", "expects", "anticipates", "intends", "estimates", "will", "may",

"assumes", "should" "could" and, in each case, negations thereof, or similar

expressions. The forward-looking statements in this press release are based on

various assumptions, which in several cases are based on additional assumptions.

Although the Company believes that the assumptions reflected in these forward

-looking statements are reasonable, there can be no assurance that they will

occur or that they are accurate. As these assumptions are based on assumptions

or estimates and are subject to risks and uncertainties, the actual result or

outcome may, for many different reasons, differ materially from what appears in

the forward-looking statements.

Such risks, uncertainties, contingencies, and other material factors may cause

actual events to differ materially from the expectations expressed or implied in

this press release through the forward-looking statements. The Company does not

warrant that the assumptions underlying the forward-looking statements in this

press release are correct and any reader of the press release should not place

undue reliance on the forward-looking statements in this press release. The

information, opinions and forward-looking statements expressed or implied herein

are provided only as of the date of this press release and are subject to

change. Neither the Company nor anyone else undertakes to revise, update,

confirm or publicly announce any revision of any forward-looking statement to

reflect events occurring or circumstances occurring with respect to the contents

of this press release, except as required by law or Euronext Growth Oslo's or

Nasdaq First North Growth Markets' regulations for issuers.