Zwipe AS — Share Issue/Capital Change 2021

Aug 30, 2021

Erik Selin invests MNOK 104 in Zwipe through private placement

Erik Selin invests MNOK 104 in Zwipe through private placement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR

INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANY OTHER

JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE

UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE

SECURITIES DESCRIBED HEREIN. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE

PRESS RELEASE.

OSLO, NORWAY?- 30 August 2021 -?Zwipe AS ("Zwipe" or the "Company") is pleased

to announce that it has raised approximately NOK 104 million in gross proceeds

through a private placement of 4,000,000 new shares (the "New Shares"), directed

towards Erik Selin Fastigheter AB (the "Private Placement"). The Company has

prior to the resolution received an indication of interest from Erik Selin

Fastigheter AB covering the transaction size.

The net proceeds of the Private Placement will be used to fund further

development and commercialization of the Company, general operating costs and

strategic investments. After completion of this private placement, Zwipe is

funded through commercial launches in 2022 and beyond based on the current

business plan and market assumptions.

The subscription price in the Private Placement will be NOK?26.10 per share,

corresponding to today's closing price on Nasdaq First North Growth Market. As

no discount has been provided, the board does not plan to execute a repair

issue.

The new Shares will be issued and tradable on Euronext Growth Oslo and Nasdaq

First North Growth Market in Stockholm following the registration of the share

capital increase in the Norwegian Register of Business Enterprises expected to

take place on or about 30 September 2021.

The Board has found the Private Placement to be in compliance with the

applicable equal treatment requirements, ref. Euronext Growth Oslo Rule Book,

Part II, section 3.1. The Private Placement allows the Company to raise capital

faster, with lower risk and significantly lower transaction costs than in a

rights issue. Further, no discount is given from market price. The Board also

shows to that no discrimination among the existing shareholders is taking place

since Erik Selin Fastigheter AB is not a shareholder. Finally, the Board

emphasizes that Erik Selin Fastigheter AB is generally considered a strong and

long term investor who the Company and the joint shareholders will gain from

including as a shareholder.

The Private Placement is exempted from relevant prospectus requirements (i)

outside the United States in reliance on Regulation S under the United States

Securities Act of 1933, as amended, (the "US Securities Act") and (ii) in the

United States to "accredited investors" as defined in the US Securities Act Rule

501(a), acquiring the New Shares for investment purposes for its own account, or

pursuant to another exemption from the registration requirements of the US

Securities Act.

Simonsen Vogt Wiig AS is acting as legal advisor to Zwipe.

About Zwipe

Zwipe is pioneering the next generation contactless payments experience,

providing biometric payment cards and wearables that enable consumers to

authorize transactions with their fingerprints without compromising their

privacy. Together with an ecosystem of partners including global brands within

digital security and financial services, Zwipe is "Making Convenience Safe &

Secure" for banks, merchants and consumers. Zwipe's solutions address the

hygiene and data theft pitfalls inherent in traditional authentication methods.

Headquartered in Oslo, Norway, with a global presence, Zwipe is leading the next

great shift in payments from contactless to contact free. To learn more, visit

www.zwipe.com

For further information please contact: André Løvestam, CEO, +47?991 66 135

ir@zwipe.com

This is information that Zwipe AS is obliged to make public pursuant to the

Euronext Growth Market Oslo Rule Book Part II, Section 3.10 and the EU Market

Abuse Regulation. Certified Adviser on Nasdaq First North is FNCA Sweden AB,

info@fnca.se, +46 (0) 8528 00 399. The information was submitted for

publication, through the agency of the contact person set out above, at 19:30

CEST on 30 August 2021.

This release is issued for information purposes only, and does not constitute or

form a part of any offer or solicitation to purchase or subscribe for securities

in the United States, or any other jurisdiction in which such distribution would

be unlawful or would require registration or other measures. The securities

mentioned herein have not been, and will not be, registered under the United

States Securities Act of 1933, as amended (the "US Securities Act"). The

securities may not be offered or sold in the United States except pursuant to an

exemption from the registration requirements of the US Securities Act. The

Company does not intend to register any portion of the offering of the

securities in the United States or to conduct a public offering of the

securities in the United States. Copies of this announcement are not being made

and may not be distributed or sent into Australia, Canada, Japan or the United

States.

The issue, subscription or purchase of shares in the Company is subject to

specific legal or regulatory restrictions in certain jurisdictions. Neither the

Company nor the Managers assume any responsibility in the event there is a

violation by any person of such restrictions.

The distribution of this release may in certain jurisdictions be restricted by

law. Persons into whose possession this release comes should inform themselves

about and observe any such restrictions. Any failure to comply with these

restrictions may constitute a violation of the securities laws of any such

jurisdiction.

The Managers are acting for the Company and no one else in connection with the

Private Placement and will not be responsible to anyone other than the Company

providing the protections afforded to their respective clients or for providing

advice in relation to the Private Placement and/or any other matter referred to

in this release.

Forward-looking statements: This release and any materials distributed in

connection with this release may contain certain forward-looking statements. By

their nature, forward-looking statements involve risk and uncertainty because

they reflect the Company's current expectations and assumptions as to future

events and circumstances that may not prove accurate. A number of material

factors could cause actual results and developments to differ materially from

those expressed or implied by these forward-looking statements.