Zwipe AS - Approval of prospectus for the Rights Issue

01 Mar 2023 20:50 CET

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO
RUSSIA, BELARUS, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SWITZERLAND,
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 - 1 MARCH 2023 - Reference is made to the stock exchange
announcement published by Zwipe AS (the "Company" or "Zwipe") on 15 February
2023 regarding the approval by the Company's extraordinary general meeting of a
fully guaranteed rights issue of 20,862,047 new shares in the Company, at a
subscription price of NOK 4.80 per new share, raising gross proceeds of NOK
100,137,825.60 (the "Rights Issue").

The Financial Supervisory Authority of Norway (Nw. Finanstilsynet) has today, on
1 March 2023, approved a prospectus prepared by the Company in connection with
the Rights Issue (the "Prospectus"). The Prospectus is expected to be passported
to Sweden tomorrow, on 2 March 2023. Subject to applicable local securities
laws, the Prospectus will be made available at the Company's website
(https://www.zwipe.com/investors/reports) and the website of Erik Penser Bank
(https://www.penser.se/corporate-finance/#pagaende-uppdrag) during the course of
3 March 2023. Physical copies of the prospectus may be obtained free of charge
at the Company's offices at Rådhusgata 24, NO-0151 Oslo, Norway by contacting
the Company.

The subscription period for the Rights Issue will, subject to it being
passported to Sweden and published, commence on 6 March 2023 at 09:00 hours CET
and expire on 20 March 2023 at 16:30 hours CET. Subject to the commencement of
the subscription period as indicated in the foregoing, the subscription rights
in the Rights Issue will be tradeable on Euronext Growth Oslo under the ticker
code "ZWIPT" and on Nasdaq First North Growth Market under the ticker code
"ZWIPE TR" from 6 March 2023 at 09:00 hours CET until close of trading on
Euronext Growth Oslo (at 16:30 hours CET) and on Nasdaq First North Growth
Market (at 17:30 hours CET), respectively, on 14 March 2023.

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This is information that Zwipe AS is obligated to make public pursuant to the
continuing obligations of companies admitted to trading on Euronext Growth Oslo
(Euronext Growth Oslo Rule Book - Part II) and on Nasdaq First North Growth
Market. Certified Adviser on Nasdaq First North is FNCA Sweden AB, info@fnca.se.
The information was submitted for publication, through the agency of the contact
person set out below, at 20:50 CET on 1 March 2023.

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For further information, please contact:

Danielle Glenn, CFO and Head of IR

Tel: +47 909 98 201 and 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 that Zwipe expects to be able to publish around 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, Switzerland, 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 Nasdaq First North Growth
Markets' regulations for issuers.

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