OSLO, NORWAY and ZURICH, SWITZERLAND – 14 April 2022 – Zwipe, a leading provider of on-card biometric solutions, has partnered with LEGIC Identsystems, one of the leading experts in end-to-end security for smartphone and smartcard-based access and mobility solutions. The partnership will provide end-to-end biometric access control solutions using LEGIC’s Security Platform.
On the backdrop of increasing requirements for security, data privacy and GDPR compliance, Zwipe and LEGIC Identsystems have successfully combined their respective high performance and innovative technologies for a next generation biometric system-on-card for access control. This solution provides highly secure multi-factor authentication integrated in an ID-Card form factor.
Speaking on the partnership, John Harvey, Head of BU Access Control at LEGIC said, “Zwipe’s embedded biometric verification in batteryless smartcards adds a revolutionary new layer of security to the huge installed base of LEGIC card-based access control systems worldwide. This innovation brings benefits that were formerly only available on smartphone solutions, while preserving existing infrastructure and drastically reducing time-to-market ”.
“We are very excited with our cooperation with LEGIC, one of the leading global providers of end-to-end security platforms for smartphone- and smartcard-based access, mobility, shared resource and industrial IoT applications. We are already working on several sharp customer cases based on LEGIC’s Security Platform. We are confident this is only the start of a long series of opportunities with LEGIC”, said André Løvestam, CEO of Zwipe.
Zwipe Access adds two-factor authentication to existing contactless card-based access control systems without the need to upgrade any of the existing infrastructures, meaning that no new readers, pin pads or cameras need be installed at the doors, gates, or turnstiles. The authorized user’s fingerprints data are captured, using the card’s integrated fingerprint sensor, encrypted, and then stored in the card's secure element.
The biometric data are not shared with anyone, and no database is needed which ensures privacy and simplifies the path towards GDPR’s compliance. The biometric verification on card ensures that only the legitimate cardholder is granted access. Zwipe Access is contactless, batteryless and easy to use, with significantly shorter transaction time than conventional biometric access control systems.
To learn more, visit www.zwipe.com
For further information please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
About LEGIC
For over 25 years, Swiss-based LEGIC Identsystems has enabled companies from around the world to deploy solutions with demanding security requirements. Based on key management, trusted services, and secure, contactless semiconductors, the LEGIC Security Platform provides end-to-end security for smartphone- and smartcard-based access, mobility, shared resource and industrial IoT applications.
For more information, please contact Natascha Marty, Corporate Communications Manager, LEGIC Identsystems Ltd. at + 41 44 933 64 64 or natascha.marty@legic.co
OSLO, NORWAY and AMMAN, JORDAN – 12 April 2022 – Zwipe and CSC-Jordan are pleased to announce their collaboration to pilot Biometric Payment Cards built on the Zwipe Pay platform. This pilot will be deployed with CSC-Jordan's own issued cards, paving the way for CSC-Jordan's client banks to also launch their new card products powered by biometrics from Zwipe.
CSC-Jordan is an issuer, acquirer and processor, servicing many banks in Jordan and expanding into many other territories in the region. The company offers a bouquet of services and secure payment technologies in the management and operation of electronic payment systems, including processing and authorizing financial transactions, as well as connecting ATMs and point of sale (POS) networks. CSC-Jordan is licensed by both Visa and MasterCard for which they currently issue cards.
Speaking on this development, Mr. Basem Dweik, General Manager at CSC-Jordan said, “We are pleased to partner with Zwipe, a global technology brand in biometric payment cards, to bring next generation contactless payment experience – ensuring top-class security and user experience for customers. We are aiming for the pilot to commence in the early summer of 2022.”
As part of this partnership, Zwipe will support CSC-Jordan through all stages of issuing the next generation payment cards and also offer them to other issuers in Jordan.
Ramzi Saboury, General Manager of Zwipe in the MENA Region said, “We are excited to partner with CSC-Jordan. Being a leading and multi-faceted payment company, combining its roles as issuer, acquirer and processor, CSC-Jordan is able to expand the partnership and will enable all the clients of CSC-Jordan who are interested in the next gen biometric payment cards to pilot and launch the product.”
For further information please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
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About CSC-Jordan
At CSC-Jordan, we are proud of our role in creating the future through providing the best and latest technological solutions across all forms of electronic payments, as well as our ATM management services. We provide banks, financial institutions, retailers, companies a road to success, offering innovative solutions that are defined by their flexibility and security.
CSC-Jordan offers a bouquet of services and secure payment technologies in the management and operation of electronic payment systems. Our services include processing and authorizing financial transactions, as well as connecting ATMs and point of sale (POS) networks, along with
managing and organizing clearing and settlement procedures for financial operations. In addition, CSC is a payment services provider that exclusively issues all types of payment cards depending on our clients’ needs. We are also the proud owners and providers of the Islamic Visa credit card – Arabex. All our services respond to the developments in Jordan’s electronic payment market.
To learn more, visit www.cscjordan.com
OSLO, NORWAY and BAGHDAD, IRAQ – 4 April 2022 – Zwipe and the National Bank of Iraq are pleased to confirm that they will pilot Biometric Payment Cards built on the Zwipe Pay platform, making it one of the first pilots of the next generation contactless payment cards in Iraq.
The National Bank of Iraq (NBI) is one of the largest private banks in the country. Its majority ownership and management has been under Jordan's Capital Bank Group since 2005. The bank provides a comprehensive range of banking services to corporates and consumers. Today, NBI has 19 branches in all major cities in Iraq, a key emerging market in the Middle East seeking innovation in its payment ecosystem to minimize fraud and corruption and deliver an excellent user experience.
Speaking on this development, Mr. Ayman Abu Dhaim, CEO at the National Bank of Iraq said, “We are very pleased to partner with Zwipe, a leading technology brand in biometric payment cards globally, and areeba, a leading payment service provider in the region. We are keen to be amongst the first banks in the region to introduce this world-class innovation, ensuring that our customers are extremely well protected when using payment cards while enjoying a great user experience. We are aiming for the pilot to commence in the summer of 2022.”
Mr. Issam Adra, General Manager of areeba Iraq, added: “Biometric payment cards will make the lives of NBI’s customers frictionless, safer, and more secure. areeba is a well-known frontrunner in bringing wide-ranging payment innovations to markets. Zwipe is our well-established partner for biometric payment cards, and we are very pleased about extending our collaboration to Iraq.”
Ramzi Saboury, General Manager of Zwipe in the MENA Region said, “We are excited to partner with the National Bank of Iraq. I am pleased that our collaboration with the Central Bank of Iraq has encouraged leading Iraqi issuers such as NBI to embrace next-generation payment cards. With 40 million inhabitants and 7 million payment cards, expected to grow to more than 10 million over the next 4 years according to the World Bank, Iraq represents a significant growth opportunity for Zwipe in the Middle East.”
About NBI
National Bank of Iraq, owned by Jordan's Capital Bank Group since 2005, provides a comprehensive range of innovative banking services to corporates and individuals in Iraq. With its extensive network of correspondent banks, Capital Bank stands as National Bank of Iraq’s gateway to global economies, as it facilitates sending and receiving internal and external transfers, granting credit facilities, and providing trade finance services. National Bank of Iraq can trade on behalf of its clients in the Jordanian market and in global markets through Capital Investments, Capital Bank’s investment arm- as well as providing trading services in the Iraq Stock Exchange through its wholly owned subsidiary.
The acquisition that Capital Bank Group undertook towards the end of 2020 of the Lebanese Bank Audi business in Jordan and Iraq reinforced the group’s expansion and presence in these two markets, as the branches of the National Bank of Iraq increased from 13 to 19 branches in all major cities.
In addition, the National Bank of Iraq is furthering its regional expansion with the recently established operations in the Kingdom of Saudi Arabia.
About areeba
AREEBA IRAQ FOR INFORMATION TECHNOLOGIES AND ELECTRONIC PAYMENT LLC (PRIVATE COMPANY) is an Iraqi entity fully regulated and licensed by the Central Bank of Iraq for issuing, processing and acquiring services under CBI license number 12, provides smarter, faster, and seamless payment solutions for banks, financial institutions, merchants, governments and individuals. Areeba-Iraq takes the business further by introducing new technologies to facilitate cashless payment in Iraq. Areeba-Iraq is ultimately owned by Areeba Holding Limited, the leading operating firm in the region; and is a principal member at Mastercard and Visa, as well as it has a strategic partnership with American Express.
For further information please contact: Issam Adra, General Manager , +9647803988098, www.areeba.iq or e-mail: iraq@areeba.iq
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 & cultures to make convenience safe & secure. We are pioneering next-generation biometric card and wearables technology for both 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 www.zwipe.com
For further information please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
OSLO, NORWAY – 1 April 2022 – Zwipe, a leading biometric fintech company, is delighted to announce that Mr. Patrice Meilland is appointed as Chief Strategy and Product Officer effective today. Mr. Meilland’s main focus areas will be strategy, strategic partnerships and Zwipe’s product portfolio and roadmap. The product management team is placed under his leadership.
Mr. Meilland joins Zwipe from the position as SVP of Advanced Cards at Idemia, where he was responsible for Idemia’s biometric cards roadmap, including the BioSE project, as well as product lines such as eco-friendly cards, dynamic CVV cards, transport and urban mobility cards.
Mr. Meilland’s extensive business and technical experience in the semiconductor, mobile, and payment card industries include 7 years at Idemia and 26 years at STMicroelectronics and ST-Ericsson. Mr. Meilland has had P&L responsibility for businesses of over $500m and 400 persons and has acquired deep experience in strategy, business development, supply chain management, product management and more.
“I am delighted and proud to welcome Patrice to Zwipe. He is a transformative leader with a global perspective and deep industry insights gathered over more than 30 years in the industry. He is highly respected, knowledgeable and connected. As Zwipe’s Chief Strategy and Product Officer, Patrice will help defining our strategy and driving our future growth with our strategic partners and the product team, enabling Zwipe to remain one of the most competitive and dynamic companies in the industry”, said André Løvestam, CEO of Zwipe.
Mr. Meilland will be a member of Zwipe’s senior management team and report to the CEO.
“I am honored to join Zwipe and am looking forward to helping grow the company and its business, as well as working with the industry and ecosystem to foster adoption of biometric cards across various segments. I am also deeply convinced that, as a leading biometric fintech company, Zwipe has an important role to play in the evolution of payments and access towards biometry, and I see great potential ahead for development and growth”, said Patrice Meilland, Zwipe’s new Chief Strategy and Product Officer.
For further information, please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
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 & cultures to make convenience safe & secure. We are pioneering next-generation biometric card and wearables technology for both payment and physical & logical access control and ID 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 www.zwipe.com
OSLO, NORWAY - 29 March 2022 - Tag Systems, a leading provider of payment cards (and part of the AUSTRIACARD Group) has obtained the Letter of Approval (LoA) from VISA that enables the production of certified biometric payment cards using the Zwipe Pay platform.
This development confirms that Zwipe's complete solution is ready for full scale production by Tag Systems for adoption by issuers globally. Zwipe obtained its VISA Letter of Approval (LoA) for its Zwipe Pay platform on 24 March 2022, enabling smart card manufacturers working with Zwipe to swiftly obtain VISA certification for their own biometric payment card designs.
“We are pleased to see the second certification granted to our customers for biometric cards based on Zwipe Pay. On behalf of everyone at Zwipe, I would like to congratulate the team at Tag Systems and Austria Card Group on this achievement. We are ready to support your deployments,” said André Løvestam, CEO of Zwipe.
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 & cultures to make convenience safe & secure. We are pioneering next-generation biometric card and wearables technology for both payment and physical & logical access control and ID 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 www.zwipe.com
For further information please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
OSLO, NORWAY – 28 March 2022 – Zwipe, a leading provider of on-card biometric solutions, confirms that its biometric access control solution, Zwipe Access, has been selected by Fraport AG as one of two partners in Fraport’s “Biometrics@Controllane” project.
Fraport AG – which ranks among the world’s leading companies in the global airport business – offers a full range of integrated airport management services and boasts subsidiaries and investments around the globe. It operates within 31 airports globally, including the main airports in Frankfurt (FRA), New York (JFK), New Jersey (EWR), Baltimore/Washington (BWI), Cleveland (CLE), Nashville (BNA), Pittsburgh (PIT) and Delhi, India (DEL). Fraport has recently launched a project within its Digital Factory to identify the optimal solution for performing a biometric comparison between the airport ID card and the person requesting access. The technology is planned to be used on a few selected security checkpoints first.
Zwipe Access is a new, highly secure and at the same time easy to handle biometric smart card solution for access control. It is battery-less and fully compatible with market-leading card-based access control infrastructures. Zwipe Access adds two-factor authentication to existing contactless card-based access control systems without the need to upgrade any of the existing infrastructures, meaning that no new readers, pin pads or cameras need be installed at the doors, gates, or turnstiles. The biometric authentication provides assurance that only the legitimate person is granted access.
“We are delighted to be selected as finalists in this MVP process for Fraport AG, a lighthouse and leading innovator in the global airport industry. We look forward to demonstrating the security and excellent user experience of Zwipe Access in this MVP over the course of this summer. Authenticating legitimate access card holders, Zwipe Access provides a step change in security and control without changing the existing backend infrastructures and thereby saving cost and time,” said André Løvestam, CEO of Zwipe.
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 www.zwipe.com
For further information please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
OSLO, NORWAY - 25th March 2022 - Zwipe is pleased to confirm that Beautiful Card Corporation (BCC), a prominent Taiwanese card manufacturer with global deliveries, has obtained the Letter of Approval from VISA for its biometric payment cards based on the Zwipe Pay platform.
This development confirms that Zwipe's complete solution is now ready for full scale production by BCC for adoption by issuers globally. Zwipe obtained its VISA Letter of Approval (LoA) for its Zwipe Pay platform on 24th March 2022, enabling smart card manufacturers working with Zwipe to leverage Zwipe’s certification results to swiftly obtain VISA certification for their own biometric payment card designs.
“It is great to see the first confirmation of certification of biometric cards based on Zwipe Pay from one of our valued customers. We congratulate BCC on their achievement and look forward to supporting them on their growth journey powered by biometrics from Zwipe,” said André Løvestam, CEO of Zwipe.
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 & cultures to make convenience safe & secure. We are pioneering next-generation biometric card and wearables technology for both payment and physical & logical access control and ID 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 www.zwipe.com
For further information please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
OSLO, NORWAY – 24 March 2022 – Zwipe, a leading provider of biometric payment card solutions, is proud to announce that it has obtained the Letter of Approval (LoA) from Visa for the Zwipe Pay platform, the most advanced biometric card solution available to all smart card manufacturers in the market today. This LoA enables Zwipe’s customers (smart card manufacturers) to leverage Zwipe’s certification results to obtain Visa certification for their own biometric payment card designs.
Zwipe Pay passed all tests required to obtain the Visa Letter of Approval. This confirms that the Zwipe Pay biometric payment card platform meets the security and performance standards required by Visa. Zwipe’s complete end-to-end solution is now ready for full scale production by smart card manufacturers and adoption by issuers. The product is approved for issuance anywhere in the world.
Issuers can now leverage Visa’s global network and start to deliver biometric payment cards, built on Zwipe Pay technology.
“Having the Zwipe Pay platform certified by Visa is a historic milestone for Zwipe and our customers. Consumers will benefit from more convenient, safe, and secure ways to pay. Issuers will have the opportunity to create differentiation, accelerate customer acquisition, uplift loyalty and create new revenue streams. The pathway is now open for smart card manufacturers and issuers all over the world to certify, produce and deploy biometric Visa cards based on Zwipe Pay,” said André Løvestam, CEO of Zwipe.
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 & cultures to make convenience safe & secure. We are pioneering next-generation biometric card and wearables technology for both payment and physical & logical access control and ID 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 www.zwipe.com
For further information please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
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, Nasdaq First North Growth Market 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 09:45 CET on 24 March 2022.
OSLO, NORWAY, BAGHDAD, IRAQ and BEIRUT, LEBANON – 17 MARCH 2022 – Zwipe, Al Mansour Bank and areeba have confirmed that they will pilot Biometric Payment Cards built on the Zwipe Pay platform in Iraq. This will be one of the earliest pilots of next generation contactless payment cards in the country.
Al Mansour Bank is a private bank with Qatar National Bank (QNB) as its majority owner. The bank was established in 2005 and today it has more than 10 branches across Iraq. The bank is always seeking innovative products to introduce to the Iraqi market.
Speaking on this development, Mr. Roger Abboud, Head of Retail, AI Mansour Bank said, “Post pandemic, we have seen strong demand for PIN-free and touch-less payment solutions as they are safer and much more secure. We are delighted to partner with Zwipe, a leading provider of biometric payment technologies and areeba, a respected leader in innovative payment services. Biometric Payment Cards will uplift our payment portfolio and enable us to deliver excellent service quality to our customers. We are now working with both partners to launch pilots in the coming months.”
Mr. Issam Adra, General Manager of areeba Iraq said: “We are excited to be part of Al Mansour Bank’s biometric payment cards initiative and confident to deliver a world-class experience and security to the bank’s customers. areeba has for a long-time pioneered payment innovations that uplift customer loyalty, create unique differentiation and strong business cases for banks. Biometric payment cards will be instrumental in continuing this effort.”
Ramzi Saboury, General Manager of Zwipe in the MENA Region added, “The banking sector in Iraq is demonstrating a great appetite for innovation. We are thrilled with our collaboration with Al Mansour Bank on biometric payment cards together with areeba, one of our key partners in the region.”
For further information please contact: André Løvestam, CEO, +47 93 43 69 52 info@zwipe.com
About Al Mansour Bank
Al Mansour Bank is a private bank with Qatar National Bank (QNB) as its majority owner. The bank was established in 2005 and today it has more than 10 branches across Iraq. The bank is always seeking innovative products to introduce to the Iraqi market.
For more information, visit www.mbi.iq
About areeba
areeba is an electronic payment technology company licensed by Visa and MasterCard and has an agreement with American Express & Discover. Established in 2017, areeba adopts the latest technologies and provides solutions and payment services to banks, governments and merchants to suit their aspirations and needs.
areeba offers services tailored to global requirements, from card issuance and management, non-contact payment solutions, contactless and mobile payment. It also provides merchants and governments with the latest e-commerce platform and point-of-sale machines that adopt the highest standards and safety systems. areeba operates a wide range of loyalty programs, including collecting points and miles, cashback programs, and providing consultancy services for the planning, design and development of electronic products and payment solutions.
For more information, visit www.areeba.com, or @areebalebanon on LinkedIn, Facebook or Instagram.
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 & cultures to make convenience safe & secure. We are pioneering next-generation biometric card and wearables technology for both payment and physical & logical access control and ID 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 www.zwipe.com
OSLO, NORWAY and GURUGRAM, INDIA – 8 FEBRUARY 2023 – Antworks Money, a Gurugram based neobanking platform, has selected Zwipe to offer biometric payment cards in India. With this partnership Zwipe will gain further traction in the Indian market for biometric payment cards.
As part of the collaboration both companies have agreed to develop and leverage the growing market opportunities in India for biometric on-card payment solutions. Moving forward Antworks Money will promote Zwipe Pay solutions to banks and financial institutions in India and collaborate with Zwipe’s local card manufacturing partners
Commenting on this Rajeev Mahajan, Founder and CEO of Antworks Money said “Our partnership with Zwipe will enable us to start offering Zwipe’s products to banks, credit card issuers and PPI card issuers. We believe that Zwipe’s products are well suited for the Indian market and will help to eliminate the fraudulent use of contactless payment cards. We are also planning to introduce co-branded credit cards in partnership with a bank, which will have Zwipe’s biometric cards as one of the key differentiators.”
“The Indian fintech sector is witnessing significant progress and we are proud to partner with Antworks Money who provide a wide range of credit-focused neobanking services in the region. This is a landmark agreement for Zwipe that will help to drive our growth plans in the Indian market,” said Robert Puskaric, CEO of Zwipe.
About Antworks Money
Antworks Money is in the business of providing full stack neobanking services to small businesses and their employees. Antworks Money has partnered with well-known banks and NBFCs to offer neobanking services to its users. To learn more, please visit www.antworksmoney.com. For product information please email at paymentcards@antworksmoney.com
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 & cultures to make convenience safe & secure. We are pioneering next-generation biometric card technology for both payment and physical & logical access control and ID 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, please visit www.zwipe.com
OSLO, NORWAY – 3 February 2023 – Zwipe AS ("Zwipe" or "the company") today announces its results for the second half of 2022.
Significant events H2 2022
H2 2022 operational review
Zwipe ended the year on a positive note with sequential quarterly growth of 172% and 2.3 mNOK in Q4 revenue, the highest sales revenue in a quarter in Zwipe’s history. During the fourth quarter, we announced the single largest commercial order in a quarter to date for Zwipe and received other smaller orders from SCMs in the Middle East and Asia. Further traction with these SCMS is expected in 2023.
Zwipe’s first major focus for Zwipe Pay in the period was on executing our signed issuers’ pilots. In total, seven issuer pilot projects are being executed – including our first pilot with a major Nordic bank, the global Tier-1 bank pilot and the MEPS pilot. Owing to recently implemented technical changes to improve user experience and product performance, we expect not only streamlined pilot project execution but a significantly faster pace of pilot project launches in the coming quarters.
The second focus for Zwipe Pay in the second half was helping our SCM customers get certified and production ready. KL Hi-Tech in India became the fourth SCM to receive their Visa LoA for production of BPCs using the Zwipe Pay platform, while Tag Systems became the first customer to receive approval from Mastercard. The latter followed Zwipe’s own certification from Mastercard in August.
For Zwipe Access, we continued to lay the groundwork for commercial deployments in 2023. We successfully completed the pilot project for Fraport AG at Frankfurt International Airport, and Zwipe is shortlisted as an access control solutions provider when Fraport moves forward with its tender process in 2023. We also further strengthened our position in the airport vertical when Civix, a leading US provider of airport security solutions, selected Zwipe’s access control technology to augment their airport security propositions.
On the organizational side, after significant management changes in the first half, Jens Hansen joined the management team in September to head up the newly created Customer Success department.
H2 2022 financial review
Zwipe reported total revenues of 3.1 mNOK during H2 2022 versus 1.1 mNOK in H2 2021, mostly related to the sale of payment products and services. Total operating expenses increased by 2.1 mNOK to 59.6 mNOK in H2 2022 from 57.5 mNOK in H2 2021. Net income for H2 2022 was -56.5 mNOK, essentially unchanged from -56.4 mNOK in H2 2021. For the full year, revenue was 3.9 mNOK compared to 2.5 mNOK in 2021. Adjusted EBITDA totaled -96.4 mNOK in 2022 compared to -81.7 mNOK in 2021.
During the second half of 2022, cash flow from operations and investments, before financing and facilitation, decreased by -13.4 mNOK to -60.6 mNOK. The underlying average monthly operating cash flow in the second half of 2022 was -10.1 mNOK compared to -7.9 mNOK in the same period last year. This was in line with expectations, and the average monthly burn rate is expected to decrease again in 2023.
On 31 December 2022, cash and equivalents were 50.5 mNOK, down from 152.3 mNOK at the end of 2021, and down from 109.7 mNOK on 30 June 2022. Total equity as of 31 December 2022 was 55.4 mNOK. Total liabilities totaled 14.1 mNOK on 31 December 2022 and were entirely comprised of short-term liabilities. This resulted in an equity ratio of 80%, roughly stable versus the position at the end of 2021.
On 22 November 2022, Zwipe announced a rights issue raising approximately 100 mNOK in capital. The rights issue is fully guaranteed through a combination of subscription commitments and underwriting commitments from the three largest shareholders in Zwipe. It is being carried out in order to strengthen the company’s financial position and enable the transition from start-up to scale-up. The transaction is expected to close in March 2023 and will ensure the Group has sufficient working capital for the period covering at least 12 months from the date of close.
Going forward
We enter the new year with good momentum in the order book and belief that organization is structured to enable a year of significant growth. Zwipe will use the funds from the rights issue to execute on our technology roadmap, accelerate our go-to-market strategy in both Zwipe Pay and Zwipe Access, assist our SCMs in becoming certified and mass production ready, and progress more rapidly with pilot projects.
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Results presentation
CEO Robert Puskaric and CFO Danielle Glenn will present the H2 2022 results by webcast today, Friday February 3rd, at 10:00 CEST.
Webcast details
Date: 3 February 2023
Time: 10:00 CET
Format: Webcast and Q&A
Language: English
Link: https://app.webinar.net/jQ7xPJLdgnw
Participants will be required to register to view the webcast and participate in the Q&A
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This information is subject to the disclosure requirements in the Market Abuse Regulation (EU 596/2014) and the Norwegian Securities Trading Act section 5-12, and 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 08:00 on 3 February 2023.
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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.
For more information, please contact:
Danielle Glenn, CFO and Head of IR
+47 909 98 201
OSLO, NORWAY – 30 January 2023 – Zwipe AS will publish its H2 2022 report on 3 February 2023 at 08:00 CET. On the same day at 10:00 CET, the Company will host a webcast to present the report. After the presentation, the webcast will be opened up for questions from the audience.
Participants are strongly encouraged to submit their questions prior to the webcast on the registration page below or by sending questions to ir@zwipe.com. Participants will be required to register to view the webcast and participate in the Q&A.
Webcast details
Date: 3 February 2023
Time: 10:00 CET
Format: Webcast and Q&A
Language: English
Link: https://app.webinar.net/jQ7xPJLdgnw
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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.
###
For more information, please contact:
Danielle Glenn, CFO and Head of IR
+47 909 98 201
ir@zwipe.com
HYDERABAD, INDIA and OSLO, NORWAY – 15 December 2022 – KL Hi-Tech, a leading provider of secure print products and solutions in India, has obtained the Letter of Approval (LoA) from VISA for its biometric payment card built on the Zwipe Pay platform.
With this Letter of Approval (LoA), consumers can use biometric payment cards from KL Hi-Tech built on the Zwipe Pay technology working seamlessly across Visa’s global payment network. This will address the increasing market demand for more security and convenience through biometric payment authentication.
On this development, Kartik Shekar, Vice President at KL Hi-Tech said, “We are extremely proud and pleased to receive the Visa LoA allowing the issuance and deployment of our biometric cards globally. This LoA comes at a point in time where we are seeing strong interest from issuers in our core markets to launch biometric payment cards based on the Zwipe Pay platform. This is an important milestone in our journey towards developing biometric solutions for the Fintech & Banking industry in the region and enabling a more secure and seamless user experience. Given India’s appetite for the next generation of payments, and the mass adoption of digital payments, biometric cards will only supplement the country’s vision to bring technology and finance together for years to come.”
Zwipe obtained its VISA Letter of Approval (LoA) for the Zwipe Pay platform on 24 March 2022, enabling smart card manufacturers working with Zwipe to swiftly obtain VISA certification for their own biometric payment card designs.
“We are pleased to see that KL Hi-Tech has now received the Visa LoA for their biometric cards based on the Zwipe Pay platform. Achieving this key milestone has a very positive impact on the commercial rollout of Zwipe Pay enabled biometric payment cards in the region. On behalf of everyone at Zwipe, I congratulate the team at KL Hi-Tech on this achievement,” said Robert Puskaric, CEO of Zwipe.
About KL HI-TECH
KL HI-TECH is one of India's largest banking card manufacturers with an annual production capacity of over 30 million banking cards. In 2021 it was ranked as the 2nd largest banking card manufacturer in India as per the latest Nilson Report. It is a trusted partner to Central and State Governments, Banks and Financial Institutions, Telecom Companies, Universities and Colleges, Central and State Election Commissions, and Transport Utilities, it provides fool proof and secure Smartcard and security printing solutions.
For more information, contact info@klhitech.com
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 & cultures to make convenience safe & secure. We are pioneering next-generation biometric card technology for both payment and physical & logical access control and ID 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 www.zwipe.com
OSLO, NORWAY – 2 DECEMBER 2022 - Reference is made to the stock exchange announcement published by Zwipe AS (the "Company" or "Zwipe") on 22 November 2022 and the notice dated 23 November 2023 of an extraordinary general meeting in the Company to be held on 2 December 2022 (the "EGM"), both regarding a contemplated fully guaranteed rights issue in the Company, raising gross proceeds of approximately NOK 100 million (the "Rights Issue”).
The EGM has today approved the Rights Issue. The minutes from the EGM have been attached to this notice and have also been made available on the Company's website, https://zwipe.com/investors.
Correction of the stock exchange announcement regarding the Rights Issue published by the Company on 22 November 2022:
Pursuant to the EGM's resolution and in accordance with the Oslo Stock Exchange's procedural rules for trading in subscription rights, the subscription rights in the Rights Issue will be tradable from commencement of the subscription period and until 16:30 CET four (4) trading days prior to the end of the subscription period, i.e. on 14 March 2023 (and not on 15 March 2023 as announced in the stock exchange announcement regarding the Rights Issue published by the Company on 22 November 2022), subject to the prospectus for the Rights Issue being approved in time for the subscription period to start on 6 March 2023.
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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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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 13:10 CET on 2 December 2022.
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For more information, please contact:
Danielle Glenn, CFO and Head of IR
ir@zwipe.com
OSLO, NORWAY – 23 NOVEMBER 2022 - Reference is made to the stock exchange announcement published by Zwipe AS (the "Company" or "Zwipe") on 22 November 2022, regarding a contemplated fully guaranteed rights issue in the Company, raising gross proceeds of approximately NOK 100 million (the "Rights Issue”). In relation thereto, the Board of Directors of Zwipe (the "Board") calls for an Extraordinary General Meeting (the "EGM") to be held on 2 December 2022 at 10:00 CET. The general meeting will be held as a virtual meeting on Microsoft Teams.
Please find attached the notice to the EGM. The notice is also available on the Company's website, https://zwipe.com/investors.
The deadline for registration of attendance and proxies is 1 December 2022 at 16:00 hours CET. Shareholders are encouraged to register their notice of attendance and proxies via the link found here: https://zwipe.com/investors/general-meetings
Alternatively, the attached notice of attendance and proxy forms may be sent by e-mail to genf@dnb.no, or by regular post to DNB Bank ASA, Registrar's Department, P.O.Box 1600 Sentrum, 0021 Oslo, Norway.
In order to receive the link to the Microsoft Teams meeting, Zwipe's administration will need to have the shareholder's or proxy holder's e-mail address in advance. Thus, shareholders must after having registered their attendance also register their or its proxy's e-mail address by sending an email to ir@zwipe.com.
The Board has proposed the following agenda:
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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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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 15:00 CET on 23 November 2022.
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For more information, please contact:
Danielle Glenn, CFO and Head of IR
ir@zwipe.com
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 IS 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.
*** The below text clarifies that the subscription period and planned trading in subscription rights will be in March 2023 and not March 2022.
OSLO NORWAY – 22 NOVEMBER 2022 - The Board of Directors of Zwipe AS (the "Company" or "Zwipe") has today resolved to propose a preferential rights issue of 20,862,047 new shares (the "Offer Shares"), for a subscription price of NOK 4.80 per Offer Share, raising gross proceeds of approximately NOK 100 million with preferential rights for existing shareholders (the "Rights Issue"). The Rights Issue is fully guaranteed through a combination of subscription commitments and underwriting commitments. The Rights Issue requires the approval by the extraordinary general meeting of the Company expected to be held on 2 December 2022 (the "EGM") to be implemented. The notice of the extraordinary general meeting will be published in a separate press release.
Background and reason for the Rights Issue
Zwipe is a Norwegian biometric technology company established in 2009, focused on developing and commercializing secure, fast, and easy-to-use biometric authentication solutions with broad applications across key verticals such as payments and access control. Since 2019, card manufacturers have started the process of launching biometric payment card specific manufacturing lines, semiconductor providers have begun the development of dedicated offerings for this market, and the entire value chain supporting these processes has started moving more consistently. At the same time, Zwipe has made significant progress and added numerous smart card manufacturing customers across the world, significantly broadening their customer base. In addition, Zwipe has entered multiple important partnerships to enhance their go-to-market strategy and accelerate the adoption of biometric payment cards. Pilots have started and give the Company insights in its progress towards commercial adoption of its offerings.
In 2022, Zwipe has achieved a number of important milestones. The Company received its single largest commercial order for Zwipe Pay in a single quarter totalling $225,000. The Zwipe Pay Biometric Payment Card Platform received certification from both Visa and Mastercard, and the Fraport biometric access control project at Frankfurt Airport was successfully completed. Catering to the strong demand for access control solutions in the market, Zwipe is now engaging with a number of system integrators and distributors to accelerate the deployment of biometric access cards in key verticals and markets.
The Rights Issue is carried out in order to strengthen the Company’s financial position and enable the transition from start-up to scale-up.
Robert Puskaric, CEO of Zwipe comments:
“I am extremely pleased by the continued confidence demonstrated by our largest existing shareholders. Zwipe is experiencing significant positive commercial momentum and the proceeds from this fully secured rights issue will enable us to build upon our already strong position within biometric payments and biometric access control. The proceeds will be used to continue ramping up to meet growing global market demand for biometric security.”
Key terms of the Rights Issue
Underwriting obligations and guarantee commitments
The Rights Issue is fully guaranteed through a combination of subscription- and underwriting commitments. The subscription commitments are entered into with the Company’s largest shareholders, including Chairman of the Board Jörgen Lantto, and amount to approximately NOK 34.5 million, corresponding to approximately 34.5 percent of the Rights Issue. The underwriting commitments amount to approximately NOK 65.6 million, corresponding to approximately 65.5 percent of the Rights Issue. The underwriting commitments are entered into with three of the Company’s largest owners, Vasastaden Holding AB, Erik Selin Fastigheter AB and Arcanum Eiendom AS (controlled by Lars Windfeldt) pursuant to underwriting agreements entered into with each of them on 22 November 2022. The commitments and underwriting commitments are not secured by bank guarantee, escrow funds, pledging or similar arrangements. Pursuant to, and subject to, the terms and conditions set out in the underwriting agreements and the subscription commitments, the underwriters and pre-committing subscribing shareholders have undertaken to vote their shares held at the time of the EGM in favour of the Rights Issue and all underwriters have undertaken to guarantee on a several basis (not jointly) to subscribe for the Offer Shares, for a total underwritten amount of NOK 100,137,825.6 million, less any subscriptions covered by the subscription commitments. The Offer Shares which are not subscribed upon expiration of the subscription period (if any), will thus be subscribed by and allocated to the underwriters.
Other information pertaining to the Rights Issue
In connection with the Right Issue, a prospectus will be prepared, which is subject to the approval by the Norwegian Financial Supervisory Authority and which will be passported to Sweden. The prospectus will be published prior to the commencement of the subscription period and will form the basis for subscriptions in the Right Issue. Provided that the prospectus is approved by the Norwegian Financial Supervisory Authority and passported to Sweden in time, the subscription period for the Rights Issue will commence on 6 March 2023 and expire 20 March 2023 at 16:30 hours (CET). In the event that the prospectus is not approved in time to uphold this subscription period, the subscription period will commence on the second trading day on the Oslo Stock Exchange following the approval of the prospectus and expire at 16:30 hours (CET) two weeks thereafter.
The shareholders of the Company on 27 February 2023 (and being registered as such in the Norwegian Central Securities Depository, Euronext Securities Oslo, (the "VPS") as at the expiry of 1 March 2023 (the "record date")) will be granted one (1) preferential subscription right for each share registered as held by the shareholder as of the record date. Nine (9) preferential rights will give the right to subscribe for and be allocated five (5) Offer Shares in the Rights Issue (i.e. the holding of less than nine (9) preferential rights will not give the right to subscribe for any Offer Shares in the Rights Issue). Provided that a purchase of shares is made with ordinary T+2 settlement, shares purchased up to and including 27 February 2023 will give the right to receive subscription rights, whereas shares purchased from and including 28 February 2023 will not give the right to receive subscription rights. The subscription rights are expected to be tradable and listed on Euronext Growth Oslo and Nasdaq First North from and including the first day of the subscription period and until 16:30 (Oslo time) four trading days prior to the expiry of the subscription period. Over-subscription and subscription without subscription rights will be permitted.
A further description of the Rights Issue and of other circumstances that must be considered upon subscription of shares in the Rights Issue will be included in the prospectus for the Rights Issue, which will be published no later than the first trading of the subscription period and that will constitute the subscription material for the Rights Issue.
Indicative timeline for the Rights Issue
Change in share capital and number of shares and dilution
Upon completion of the Rights Issue, the share capital in the Company will be increased by NOK 2,086,204.7, from NOK 3,755,168.50 to NOK 5,841,373.20, through the issuance of 20,862,047 new shares. The number of shares thus increases from 37,551,685 to 58,413,732 shares. For existing shareholders who do not participate in the Rights Issue, this means, in the case of full subscription, a dilution effect of 35.7 percent of capital and votes in the Company.
Advisor
Zwipe has engaged Erik Penser Bank AB and Advokatfirmaet Simonsen Vogt Wiig AS as financial and legal advisors respectively in connection with the Rights Issue.
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For further information contact:
Danielle Glenn, CFO and Head of IR, Zwipe
E-mail: ir@zwipe.com
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This information is subject to the disclosure requirements in the Market Abuse Regulation (EU 596/2014) and the Norwegian Securities Trading Act section 5-12, and 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 19:30 on 22 November 2022.
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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.
########
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.
OSLO NORWAY – 22 NOVEMBER 2022 - Reference is made to the stock exchange announcement published by Zwipe AS (the "Company") earlier today, 22 November 2022, regarding a contemplated fully underwritten rights issue in the Company, raising gross proceeds of approximately NOK 100 million (the “Rights Issue”). Key information relating to the Rights Issue is set out below.
Date on which the terms and conditions of the preferential rights issue were announced: 22 November 2022
Last day including right: 27 February 2023
Ex-date: 28 February 2023
Record Date: 1 March 2023
Date of approval: 2 December 2022
Number of new shares: 20,862,047
Subscription price: NOK 4.80
Ratio subscription rights: Each existing shareholder as of 27 March 2023 (and being registered as such in the Norwegian Central Securities Depository, Euronext Securities Oslo, (the VPS) as at the expiry of 1 March 2023 (the record date)) will be granted one (1) subscription right for each share registered as held by the shareholder on the record date.
Subscription ratio: Nine (9) subscription rights will give the holder the right to subscribe for five (5) new shares (i.e. the holding of less than 9 subscription rights will not give the holder the right to subscribe for any new shares).
Manager: Erik Penser Bank AB
Will the rights be listed – yes/no: Yes, the Company will apply for listing of the subscription rights on Euronext Growth Oslo and Nasdaq First North.
ISIN for the preferential rights: To be announced when available
Other information: The rights issue is fully guaranteed through a combination of subscription commitments and underwriting commitments. The rights issue is subject to the approval by the extraordinary general meeting of the Company, which will be held on 2 December 2022 (the "EGM"). Any changes in the dates included in this release will be communicated to the market by the Company.
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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.
########
For more information, please contact:
Danielle Glenn, CFO and Head of IR
ir@zwipe.com
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 IS 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 – 22 NOVEMBER 2022 - The Board of Directors of Zwipe AS (the "Company" or "Zwipe") has today resolved to propose a preferential rights issue of 20,862,047 new shares (the "Offer Shares"), for a subscription price of NOK 4.80 per Offer Share, raising gross proceeds of approximately NOK 100 million with preferential rights for existing shareholders (the "Rights Issue"). The Rights Issue is fully guaranteed through a combination of subscription commitments and underwriting commitments. The Rights Issue requires the approval by the extraordinary general meeting of the Company expected to be held on 2 December 2022 (the "EGM") to be implemented. The notice of the extraordinary general meeting will be published in a separate press release.
Background and reason for the Rights Issue
Zwipe is a Norwegian biometric technology company established in 2009, focused on developing and commercializing secure, fast, and easy-to-use biometric authentication solutions with broad applications across key verticals such as payments and access control. Since 2019, card manufacturers have started the process of launching biometric payment card specific manufacturing lines, semiconductor providers have begun the development of dedicated offerings for this market, and the entire value chain supporting these processes has started moving more consistently. At the same time, Zwipe has made significant progress and added numerous smart card manufacturing customers across the world, significantly broadening their customer base. In addition, Zwipe has entered multiple important partnerships to enhance their go-to-market strategy and accelerate the adoption of biometric payment cards. Pilots have started and give the Company insights in its progress towards commercial adoption of its offerings.
In 2022, Zwipe has achieved a number of important milestones. The Company received its single largest commercial order for Zwipe Pay in a single quarter totalling $225,000. The Zwipe Pay Biometric Payment Card Platform received certification from both Visa and Mastercard, and the Fraport biometric access control project at Frankfurt Airport was successfully completed. Catering to the strong demand for access control solutions in the market, Zwipe is now engaging with a number of system integrators and distributors to accelerate the deployment of biometric access cards in key verticals and markets.
The Rights Issue is carried out in order to strengthen the Company’s financial position and enable the transition from start-up to scale-up.
Robert Puskaric, CEO of Zwipe comments:
“I am extremely pleased by the continued confidence demonstrated by our largest existing shareholders. Zwipe is experiencing significant positive commercial momentum and the proceeds from this fully secured rights issue will enable us to build upon our already strong position within biometric payments and biometric access control. The proceeds will be used to continue ramping up to meet growing global market demand for biometric security.”
Key terms of the Rights Issue
Underwriting obligations and guarantee commitments
The Rights Issue is fully guaranteed through a combination of subscription- and underwriting commitments. The subscription commitments are entered into with the Company’s largest shareholders, including Chairman of the Board Jörgen Lantto, and amount to approximately NOK 34.5 million, corresponding to approximately 34.5 percent of the Rights Issue. The underwriting commitments amount to approximately NOK 65.6 million, corresponding to approximately 65.5 percent of the Rights Issue. The underwriting commitments are entered into with three of the Company’s largest owners, Vasastaden Holding AB, Erik Selin Fastigheter AB and Arcanum Eiendom AS (controlled by Lars Windfeldt) pursuant to underwriting agreements entered into with each of them on 22 November 2022. The commitments and underwriting commitments are not secured by bank guarantee, escrow funds, pledging or similar arrangements. Pursuant to, and subject to, the terms and conditions set out in the underwriting agreements and the subscription commitments, the underwriters and pre-committing subscribing shareholders have undertaken to vote their shares held at the time of the EGM in favour of the Rights Issue and all underwriters have undertaken to guarantee on a several basis (not jointly) to subscribe for the Offer Shares, for a total underwritten amount of NOK 100,137,825.6 million, less any subscriptions covered by the subscription commitments. The Offer Shares which are not subscribed upon expiration of the subscription period (if any), will thus be subscribed by and allocated to the underwriters.
Other information pertaining to the Rights Issue
In connection with the Right Issue, a prospectus will be prepared, which is subject to the approval by the Norwegian Financial Supervisory Authority and which will be passported to Sweden. The prospectus will be published prior to the commencement of the subscription period and will form the basis for subscriptions in the Right Issue. Provided that the prospectus is approved by the Norwegian Financial Supervisory Authority and passported to Sweden in time, the subscription period for the Rights Issue will commence on 6 March 2023 and expire 20 March 2023 at 16:30 hours (CET). In the event that the prospectus is not approved in time to uphold this subscription period, the subscription period will commence on the second trading day on the Oslo Stock Exchange following the approval of the prospectus and expire at 16:30 hours (CET) two weeks thereafter.
The shareholders of the Company on 27 February 2023 (and being registered as such in the Norwegian Central Securities Depository, Euronext Securities Oslo, (the "VPS") as at the expiry of 1 March 2023 (the "record date")) will be granted one (1) preferential subscription right for each share registered as held by the shareholder as of the record date. Nine (9) preferential rights will give the right to subscribe for and be allocated five (5) Offer Shares in the Rights Issue (i.e. the holding of less than nine (9) preferential rights will not give the right to subscribe for any Offer Shares in the Rights Issue). Provided that a purchase of shares is made with ordinary T+2 settlement, shares purchased up to and including 27 February 2023 will give the right to receive subscription rights, whereas shares purchased from and including 28 February 2023 will not give the right to receive subscription rights. The subscription rights are expected to be tradable and listed on Euronext Growth Oslo and Nasdaq First North from and including the first day of the subscription period and until 16:30 (Oslo time) four trading days prior to the expiry of the subscription period. Over-subscription and subscription without subscription rights will be permitted.
A further description of the Rights Issue and of other circumstances that must be considered upon subscription of shares in the Rights Issue will be included in the prospectus for the Rights Issue, which will be published no later than the first trading of the subscription period and that will constitute the subscription material for the Rights Issue.
Indicative timeline for the Rights Issue
Change in share capital and number of shares and dilution
Upon completion of the Rights Issue, the share capital in the Company will be increased by NOK 2,086,204.7, from NOK 3,755,168.50 to NOK 5,841,373.20, through the issuance of 20,862,047 new shares. The number of shares thus increases from 37,551,685 to 58,413,732 shares. For existing shareholders who do not participate in the Rights Issue, this means, in the case of full subscription, a dilution effect of 35.7 percent of capital and votes in the Company.
Advisor
Zwipe has engaged Erik Penser Bank AB and Advokatfirmaet Simonsen Vogt Wiig AS as financial and legal advisors respectively in connection with the Rights Issue.
########
For further information contact:
Danielle Glenn, CFO and Head of IR, Zwipe
E-mail: ir@zwipe.com
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This information is subject to the disclosure requirements in the Market Abuse Regulation (EU 596/2014) and the Norwegian Securities Trading Act section 5-12, and 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 19:30 on 22 November 2022.
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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.
########
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.
