NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO RUSSIA, BELARUS, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SINGAPORE, SOUTH AFRICA, UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE SUCH ACTION IN WHOLE OR IN PART WOULD BE UNLAWFUL. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO ACQUIRE SECURITIES IN ZWIPE AS. SEE THE "IMPORTANT INFORMATION" SECTION BELOW
OSLO, NORWAY – 6 MARCH 2023 - Reference is made to previous stock exchange announcements from Zwipe AS (the "Company" or "Zwipe") regarding a fully guaranteed rights issue of 20,862,047 new shares in the Company (the "Offer Shares"), raising gross proceeds of NOK 100,137,825,60 (the "Rights Issue").
The subscription period in the Rights Issue starts today, 6 March 2023, at 09:00 hours (CET). Certain information about the Rights Issue is set out below. The complete terms and conditions of the Rights Issue are set out in the Prospectus (as defined below).
Erik Penser Bank AB is acting as manager in the Rights Issue (the "Manager").
Allocation and grant of subscription rights
The shareholders of the Company as of 27 February 2023 and being registered as such in Euronext Securities Oslo, the Norwegian Central Securities Depository ("VPS") or in Euroclear Sweden AB through the arrangement with SIX SIS AG ("Euroclear") as at the expiry of 1 March 2023 (the "Record Date", the "Existing Shareholders" and "Existing Share(s)") will be granted transferable subscription rights in the Rights Issue (the "Subscription Rights") that, subject to applicable law, provide preferential rights to subscribe for, and be allocated, Offer Shares at a subscription price of NOK 4.80 each (the "Subscription Price").
Each Existing Shareholder has been granted one (1) Subscription Right for each Existing Share registered as held by the Existing Shareholder in VPS or in Euroclear at the Record Date. The Subscription Rights have been distributed free of charge to the Existing Shareholders.
Nine (9) Subscription Rights will, subject to applicable law, give the right to subscribe for, and be allocated, five (5) Offer Shares in the Rights Issue.
The grant or purchase of Subscription Rights and the subscription of Offer Shares by persons resident in, or who are citizens of countries other than Norway or Sweden, may be affected by laws of the relevant jurisdiction. For more information regarding restrictions in relation to the Rights Issue, see Section 16 "Selling and Transfer Restrictions" in the prospectus prepared by the Company and dated 1 March 2023 (the "Prospectus"). The Prospectus is, subject to applicable local securities laws, available at the websites of the Company (https://www.zwipe.com/investors/reports) and the Manager (https://www.penser.se/corporate-finance/#pagaende-uppdrag).
Subscription period
The subscription period will commence on 6 March 2023 at 09:00 hours (CET) and end on 20 March 2023 at 16:30 hours (CET) (the "Subscription Period"). The Subscription Period may not be shortened, but the Company's board of directors (the "Board") may extend the Subscription Period and, if so required by the EU Prospectus Regulation, make public a supplement to the Prospectus.
Subscription Rights
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.
Persons intending to trade in Subscription Rights should be aware that trading in, and exercise of, Subscription Rights by holders who are located in jurisdictions outside of Norway or Sweden may be restricted or prohibited by applicable securities laws. See Section 16 "Selling and Transfer Restrictions" in the Prospectus for further information.
Subscription Rights that are not used to subscribe for Offer Shares before the expiry of the Subscription Period on 20 March 2023 at 16:30 hours (CET) or sold before 14 March at 16:30 hours (CET) will have no value and will lapse without compensation to the holder.
The Subscription Rights are expected to have economic value if the Company's shares trade above the Subscription Price during the Subscription Period. Existing Shareholders who do not use their Subscription Rights will experience a dilution of their shareholding in the Company, as further detailed in Section 5.22 "Dilution" of the Prospectus.
Subscription Price
The Subscription Price is NOK 4.80 per Offer Share.
Subscription procedures
Subscription procedures for subscribers with a VPS account
Subscriptions for Offer Shares by subscribers with a VPS account must be made by submitting a correctly completed subscription form ("Subscription Form") to DNB Bank ASA, Registrar's Department (the "VPS Registrar") during the Subscription Period, or may, for subscribers who are residents of Norway with a Norwegian personal identification number (Nw. fødselsnummer), be made online as further described below.
Correctly completed Subscription Forms must be received by the VPS Registrar at the following address: Dronning Eufemias gate 30, P.O. Box 1600 Sentrum, N-0021 Oslo, Norway, or e-mail address: retail@dnb.no , or in the case of online subscriptions be registered, no later than 16:30 hours (CET) on 20 March 2023.
Subscribers who are residents of Norway with a Norwegian personal identification number are encouraged to subscribe for Offer Shares through the VPS online subscription system (or by following the link on https://www.zwipe.com/investors/reports, which will redirect the subscriber to the VPS online subscription system). All online subscribers must verify that they are Norwegian residents by entering their national identity number. In addition, the VPS online subscription system is only available for individual persons and is not available for legal entities. Legal entities must, thus, submit a Subscription Form in order to subscribe for Offer Shares. Subscriptions made through the VPS online subscription system must be duly registered before the expiry of the Subscription Period.
Subscribers that are not able to use the VPS online subscription system must submit a correctly completed Subscription Form to the VPS Registrar during the Subscription Period. The Subscription Form is attached to the Prospectus.
Subscription procedures for the Swedish market
Subscriptions for Offer Shares by holders of Subscription Rights through Euroclear must be made pursuant to the instructions they receive from either Euroclear or the holders' bank or financial intermediary during the Subscription Period.
The underwriting and subscription commitments
The gross proceeds of the Rights Issue have been fully guaranteed by certain pre-committed shareholders (the "Pre-Committed Shareholders") and certain underwriting shareholders (the "Underwriters") in underwriting agreements dated 22 November 2022 (the "Underwriting Agreements" and the "Underwriting"). The Underwriters have, on a firm commitment basis, undertaken, severally and not jointly, and otherwise on the terms and conditions set out in the Underwriting Agreements to underwrite the Rights Issue for a total underwriting amount of NOK 65,612,198.40, i.e. for all the Offer Shares less an amount of NOK 34,525,627.20 being covered by subscription commitments from the Pre-Committed Shareholders.
Pursuant to the Underwriting Agreements, each Underwriter will receive an underwriting fee of 14% of their respective underwritten amount.
The Underwriting will expire in the event that the relevant Underwriter is not notified of any allocation under the Underwriting Agreement within 30 April 2023.
See Section 5.23 "The Underwriting and Subscription Commitments" in the Prospectus for further information about the Underwriters and the Pre-committed Shareholders.
Conditions for completion of the Rights Issue
The completion of the Rights Issue is subject to the Underwriting Agreements remaining in full force and effect if required in order to raise the gross proceeds.
If it becomes clear to the Board that the entire gross proceeds of the Rights Issue will not be raised, for instance due to the Company not having received the aggregate subscription amount for the Offer Shares, the Rights Issue will be withdrawn. The Board may choose to delay completion of the Rights Issue if part of the subscription amount is not received by the Company on time.
If the Rights Issue is withdrawn, all Subscription Rights will lapse without value, any subscriptions for, and allocations of, Offer Shares that have been made will be disregarded and any payments for Offer Shares made will be returned to the subscribers without interest or any other compensation. The lapsing of Subscription Rights will be without prejudice to the validity of any trades in Subscription Rights, and investors will not receive any refund or compensation in respect of Subscription Rights having been purchased in the market.
See section 5.5 "Completion of the Rights Issue" in the Prospectus for further information about the completion of the Rights Issue.
Financial intermediaries
All persons or entities holding Existing Shares or Subscription Rights through financial intermediaries (e.g., brokers, custodians and nominees) should read Section 5.12 "Financial intermediaries" in the Prospectus. All questions concerning the timeliness, validity and form of instructions to a financial intermediary in relation to the exercise of Subscription Rights should be determined by the financial intermediary in accordance with its usual customer relations procedure or as it otherwise notifies each beneficial shareholder.
Allocation of Offer Shares – listing and commencement of trading in the Offer Shares
Following expiry of the Subscription Period, the Offer Shares will be allocated to subscribers in accordance with the allocation principles described in Section 5.14 "Allocation of the Offer Shares" in the Prospectus. Payment for allocated Offer Shares falls due on or about 24 March 2023.
Subject to timely payment of the entire subscription amount in the Rights Issue, the Company expects that the share capital increase pertaining to the Rights Issue will be registered with the Norwegian Register of Business Enterprises on or about 28 March 2023. Under the same conditions, allocated Offer Shares are expected to be delivered on or about 29 March 2023 through the facilities of VPS and on or about 31 March 2023 through the facilities of Euroclear. Trading in the Offer Shares on Euronext Growth Oslo is expected to commence on or about 28 March 2023 and on Nasdaq First North Growth Market on or about 31 March 2023.
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This information is published in accordance with the requirements of the Continuing Obligations set out in Euronext Growth Rule Book Part II for Euronext Growth Oslo.
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For further information, please contact:
Danielle Glenn, CFO and Head of IR
E-mail: ir@zwipe.com
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About Zwipe
Zwipe believes the inherent uniqueness of every person is the key to a safer future. We work with great passion across networks of international organizations, industries and cultures to make convenience safe and secure. We are pioneering next-generation biometric card and wearables technology for payment and physical & logical access control and identification solutions. We promise our customers and partners deep insight and frictionless solutions, ensuring a seamless user experience with our innovative biometric products and services. Zwipe is headquartered in Oslo, Norway, with a global presence.
To learn more, visit http://www.zwipe.com.
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IMPORTANT INFORMATION
The information in this press release neither contains nor constitutes an offer to acquire, subscribe or otherwise trade in shares, warrants or other securities in Zwipe. No action has been taken and no action will be taken to permit an offer to the public in any jurisdictions other than Norway and Sweden. The invitation to interested persons to subscribe for shares in Zwipe will only take place through the Prospectus published by Zwipe on 3 March 2023. This announcement is an advertisement and is not a prospectus for the purposes of the Prospectus Regulation. Investors should not subscribe for any securities referred to in this announcement except on the basis of information contained in the aforementioned Prospectus.
The information contained in this press release may not be disclosed, published or distributed, directly or indirectly, within or to the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Singapore, South Africa, Russia, Belarus or any other jurisdiction where such action would be illegal, subject to legal restrictions or require measures other than those that follow from Norwegian and Swedish law. Actions contrary to this instruction may constitute a violation of applicable securities legislation. No shares or other securities of Zwipe have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933 from time to time ("Securities Act") or the securities laws of any state or other jurisdiction of the United States and may not be offered, sold or otherwise transferred, directly or indirectly, in or to the United States, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and pursuant to the securities laws of the relevant state or other jurisdiction in the United States. This communication is distributed to and directed solely to persons in the United Kingdom who are (i) professional investors falling within the scope of Article 19(5) of the U.K. from time to time in force; Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 ("the Order") or (ii) high net worth subjects and other persons to whom this notice may lawfully be addressed, who are subject to Article 49(2)(a)-(d) ) in the Order (all such persons are collectively referred to as "Relevant Persons"). Persons who are not Relevant Persons may not act on or rely on the information in this communication. An investment or investment measure referred to in this communication is only possible for Relevant Persons and will only be completed with Relevant Persons. Persons who disseminate this communication must themselves ensure that such dissemination is permitted.
Forward-looking statements
This press release contains forward-looking statements that refer to the Company's intentions, assessments or expectations regarding the Company's future results, financial position, liquidity, development, prospects, expected growth, strategies and opportunities as well as the markets in which the Company operates. Forward-looking statements are statements that do not relate to historical facts and can be identified by the inclusion of expressions such as "believes", "expects", "anticipates", "intends", "estimates", "will", "may", "assumes", "should" "could" and, in each case, negations thereof, or similar expressions. The forward-looking statements in this press release are based on various assumptions, which in several cases are based on additional assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there can be no assurance that they will occur or that they are accurate. As these assumptions are based on assumptions or estimates and are subject to risks and uncertainties, the actual result or outcome may, for many different reasons, differ materially from what appears in the forward-looking statements.
Such risks, uncertainties, contingencies, and other material factors may cause actual events to differ materially from the expectations expressed or implied in this press release through the forward-looking statements. The Company does not warrant that the assumptions underlying the forward-looking statements in this press release are correct and any reader of the press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements expressed or implied herein are provided only as of the date of this press release and are subject to change. Neither the Company nor anyone else undertakes to revise, update, confirm or publicly announce any revision of any forward-looking statement to reflect events occurring or circumstances occurring with respect to the contents of this press release, except as required by law or Euronext Growth Oslo's or Nasdaq First North Growth Markets' regulations for issuers.
OSLO, NORWAY – 3 MARCH 2023 - Reference is made to the stock exchange announcement published by Zwipe AS (the "Company") 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") with transferable preferential rights to subscribe for, and be allocated, the new shares in the Rights Issue (the "Subscription Rights") by the Company's shareholders as of 27 February 2023 (and being registered as such in the VPS or in Euroclear as at the expiry of 1 March 2023).
Please see the attached notifications of trade for information regarding the primary insiders' and their close associates' receipt of Subscription Rights in the Rights Issue.
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This information is subject to the disclosure requirements in article 19 of the Regulation EU 596/2014 (the EU Market Abuse Regulation) and section 5-12 of the Norwegian Securities Trading Act.
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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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For further information, please contact:
Danielle Glenn, CFO and Head of IR
E-mail: 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 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.
OSLO, NORWAY and JAKARTA, INDONESIA - 1 March 2023 – Wahyukartu, one of Indonesia’s leading smart card manufacturers is partnering with Zwipe to deliver biometric payment cards in Indonesia. Wahyukartu is the country's largest smartcard manufacturer in the identity market as well as the largest personalization bureau in the banking sector.
As part of this collaboration, Zwipe and Wahyukartu will jointly pursue business opportunities for biometric cards in the smart cards market.
Speaking on the partnership Ruddy Hartanto, Founder of Wahyukartu said “Our products have served the Indonesian market for more than 30 years. As a leading smart card provider in Indonesia, we have successfully partnered with many local and international brands. Our partnership with Zwipe will deploy biometric cards technology to ensure the highest standards in security for our customers.”
Zwipe will provide technology and expertise to enable Wahyukartu to manufacture and personalize biometric payment cards using theZwipe platform.
“We are pleased that Wahyukartu is partnering with Zwipe which will help bring biometric payment cards to Indonesia. With Wahyukartu’s strong and diverse customer presence, this collaboration strengthens Zwipe’s position in the APAC market. Zwipe’s expertise and leadership on biometric payment cards platform will enable Wahyukartu to deliver innovative, secure and convenient payment cards to their customers,” said Robert Puskaric, CEO of Zwipe.
About Wahyukartu
Founded in 1991, Wahyukartu is Indonesia’s biggest and first card manufacturer that is completely certified in Indonesia to have ISO, Visa, Mastercard, JCB, NSI, and personalization bureau card certifications. We offer the best quality cards by applying state-of-the-art technology, appointing well-trained human resources and utilizing the best materials available in our printing process to meet customer requirements.
To learn more, visit wahyukartu.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 zwipe.com
Issuer name: Zwipe AS
Ex. date: 28 February 2023
Type of corporate action: Rights issue
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.
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For more information, please contact:
Danielle Glenn, CFO and Head of IR
ir@zwipe.com
OSLO, NORWAY – 27 February 2023 - Reference is made to the fully guaranteed rights issue in Zwipe AS (the "Company"), raising gross proceeds of approximately NOK 100 million as approved by the Company's general meeting (the "Rights Issue"). The information below updates the key information relating to the Rights Issue announced by the Company on 22 November 2022.
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 and 15 February 2023, respectively
Number of new shares: 20,862,047
Subscription price: NOK 4.80
Ratio subscription rights: Each existing shareholder as of 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) 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 subscription rights be listed – yes/no: Yes, subject to a prospectus for the Rights Issue (the "Prospectus") being approved by the Norwegian Financial Supervisory of Norway (the "NFSA") and published, the subscription rights will be admitted to trading on Euronext Growth Oslo. The subscription rights will be admitted to trading on Nasdaq First North Growth Market once the Prospectus approved by the NFSA is passported to Sweden and published.
ISIN for the subscription rights: The subscription rights to be listed on Euronext Growth Oslo will have ISIN NO 001 2818048 and ticker "ZWIPT" and the subscription rights to be listed on Nasdaq First North Growth Market will have ISIN SE 001 9891334 and ticker "ZWIPE TR".
Other information: The Rights Issue is fully guaranteed through a combination of subscription commitments and underwriting commitments. The underwriting commitments will expire in the event that the relevant underwriters are not notified of any allocation under the underwriting agreements within 30 April 2023. Subject to the approval by the NFSA, passporting to Sweden and publication of the Prospectus, the subscription period for the Rights Issue will commence on 6 March 2023 at 09:00 hours (CET) and end on 20 March 2023 at 16:30 hours (CET) and the subscription rights in the Rights Issue will be tradable from and including 09:00 hours (CET) on 6 March 2023 to 16:30 hours (CET) on 14 March 2023. Any changes in the dates included in this release will be communicated to the market by the Company.
This information is published in accordance with the requirements of the Continuing Obligations set out in Euronext Growth Rule Book Part II for Euronext Growth Oslo.
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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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For more information, please contact:
Danielle Glenn, CFO and Head of IR
ir@zwipe.com
NEW ORLEANS, LOUISIANA and OSLO, NORWAY – 22 February 2023 – Civix, in partnership with Zwipe, is performing a new biometric technology Proof-of-Concept (POC) initiative at Richmond International Airport (RIC), a TSA-approved Airport Innovation Forum member in the USA.
Civix leverages Zwipe technology to power biometric smart cards for access control. The Civix ASC Access Cards use built-in fingerprint sensors to check the legitimacy of cardholders at points of entry. The cards are fully compatible with NFC card readers, so airports can use them to implement two-factor authentication without upgrading the existing hardware. The solution is also contactless, a priority for high-traffic facilities, like airports, in light of COVID-19.
National Safe Skies Alliance, Inc. (Safe Skies) is a non-profit organization that works with airports, government, and related industries to maintain a safe and effective aviation security system. Since 1997, they have been a trusted resource for decision makers seeking impartial information on airport security technology and procedures. The Federal Aviation Administration (FAA) provides funding for their programs and in this case, Safe Skies is performing testing as part of its Airport Security System Integrated Support Testing (ASSIST) program.
“We’re pleased to have Safe Skies involved in third-party testing of the ASC Access biometric card solution in a real-world airport environment at the Richmond Airport” said Tim Walsh, President of Civix Airports. "We’re grateful to have Zwipe on-board with their secure platform and access control technology."
Airports today need scalable and robust solutions that are secure, user-friendly, and cost-effective to deploy. Zwipe is part of the next generation of access control solutions that are non-duplicable, therefore improving security and eliminating the risk of stolen or borrowed access cards being used.
Robert Puskaric, President & CEO of Zwipe says, “We are extremely proud to be working with Safe Skies as part of this innovative Proof-of-Concept with Civix, a leading provider of solutions that are improving security at American airports.”
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About CIVIX
Built on decades of experience and a deep understanding of airport processes, Civix provides industry-leading solutions for managing airport operations, finance, and security. Our modular technology automates data sharing and seamlessly connects airport activities – improving oversight, revenue, and compliance. Our experts have worked in every facet of airport management, and Civix is a trusted partner to the FAA, state aeronautics departments, and over 100 airports worldwide. To learn more, please visit www.gocivix.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 and cultures to make convenience safe and secure. We are pioneering next-generation biometric card technology for both payment and physical and 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
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For more information, please contact:
Danielle Glenn, CFO and Head of IR
OSLO, NORWAY – 15 FEBRUARY 2023 - Reference is made to the stock exchange announcement published by Zwipe AS (the "Company" or "Zwipe") on 8 February 2023 and the notice dated 8 February 2023 of an extraordinary general meeting in the Company to be held on 15 February 2023 (the "EGM"). According to the notice, the board of directors of Zwipe (the "Board") proposed to repeat the resolution on share capital increase raising gross proceeds of approximately NOK 100 million (the "Rights Issue”) resolved by the extraordinary general meeting on 2 December 2022, by making the same resolution once again. Further, the board proposed that the general meeting resolves to amend the Company's articles of association to facilitate advanced voting at future general meetings.
The EGM has today approved both the repeated resolution on the rights issue and the amendment of the Company's articles of association. 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.
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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 14:30 CET on 15 February 2023
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For more information, please contact:
Danielle Glenn, CFO and Head of IR
ir@zwipe.com
OSLO, NORWAY – 8 FEBRUARY 2023 - Reference is made to the extraordinary general meeting held on 2 December 2022 in Zwipe AS (the "Company" or "Zwipe"), regarding the resolution to complete a guaranteed rights issue in the Company, raising gross proceeds of approximately NOK 100 million (the "Rights Issue”).
Due to the Norwegian Private Limited Liability Companies Act requiring that the subscription period in share capital increases cannot be later than three months from the general meeting's resolution on the share capital increase and because the subscription period for the Rights Issue is planned to begin on 6 March 2023 and end on 20 March 2023, the board of directors of Zwipe (the "Board") calls for a new extraordinary general meeting (the "EGM") to repeat the resolution resolved by the extraordinary general meeting on 2 December 2022 by making the same resolution once again. For the avoidance of doubt, the Rights Issue to be voted on at the EGM is the same Rights Issue as was resolved by the general meeting on 2 December 2022. Further, the Board proposes that the Company's articles of association are amended to facilitate advanced voting at future general meetings.
The EGM will be held on 15 February 2023 at 12:00 hours 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 14 February 2023 at 16:00 hours CET. Shareholders are encouraged to register their notice of attendance and proxies via the link found on the Company's website https://zwipe.com/investors/general-meetings.
Alternatively, the notice of attendance and proxy forms included in the notice 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 12:00 CET on 8 February 2023.
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For more information, please contact:
Danielle Glenn, CFO and Head of IR
Tel: +47 909 98 201 and e-mail: ir@zwipe.com
OSLO, NORWAY and LES PAILLES, MAURITIUS – 16 JULY 2021 – Biometric fintech company, Zwipe and ICPS, a leading international card payment processor and card personalization bureau, are partnering to bring Zwipe Pay ONE enabled biometric payment cards to banks across Africa and Asia.
The COVID-19 pandemic has boosted the use of contactless technology and ultimately the need for consumers and businesses to make higher-value payments using contactless cards. However, the contactless limit increase for payments also posed a higher risk for users without an additional layer of security.
ICPS and Zwipe have partnered to bring biometric payment cards enabled with fingerprint sensors. With a fingerprint sensor embedded in the card, consumers will now benefit from an extra layer of security with no need to enter a PIN code on the POS terminal.
Zwipe will provide the complete Zwipe Pay ONE package comprising Biometric ISO contact plate module, Passive inlay, Fingerprint sensor, OS license and enrollment sleeves. As part of this collaboration, both companies will work closely to promote the disruptive Zwipe Pay ONE enabled biometric payment cards for ICPS’ issuers in Africa and Asia.
“As a provider of innovative payment services in the African continent, we pride ourselves in delivering future proof innovations. Together with Zwipe we will bring a new payment solution that will help financial institutions to differentiate their services, provide safer and much more secure payment solutions and uplift customer loyalty. Zwipe is a well-regarded technology brand in the biometric payment space and we are very happy to join forces with them”, said Khevin Seebah, CEO at ICPS.
ICPS has a portfolio of more than 30 clients based in 22 countries in Africa and Southeast Asia. The company, which is based in Mauritius, provides payment processing and consultancy services for banks, financial institutions, and telecom operators. ICPS hosts more than six million cards, drives over 600 ATMs and 11,000 point of sale terminals, and processes over 10 million transactions on its platform each month.
André Løvestam, CEO of Zwipe said: “We are delighted to collaborate with ICPS and bring the next generation of contactless payment cards to banks in Africa and Asia. ICPS’ strong position among financial institutions across Afica and Asia, and Zwipe’s disruptive technology and deep expertise within biometric payment cards, will create a strategic foundation for a mutually rewarding partnership.”
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About ICPS
Founded in 2008, ICPS a subsidiary of the HPS Group, the latter being a leading global cards and payments technology provider serving 450 issuers and acquirers in 90 countries across five continents. Based in Mauritius, the firm provides payment-processing services for banks, financial institutions and telecom operators. It currently has a rich portfolio of more than 30 clients in 22 countries in Africa and Asia, which includes some of the world’s leading banks. ICPS activity covers hosting of more than six million cards, driving of more than 600 ATMs and 11,000 point of sale terminals, and processes more than 10 million transactions each month.
To learn more, visit https://www.icps.mu/
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing technology to 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:
Mr. André Løvestam, CEO, +47 991 66 135 info@zwipe.com
ICPS Sales team businessdevtraining@icps.mu
Summer Greetings from André Løvestam, CEO of Zwipe
OSLO, NORWAY - 9 JULY 2021
Dear stakeholders of Zwipe,
Through the first half of 2021, our global payment ecosystem of Smart Card Manufacturers, Payment Processors, Banks and Go-to-market Partners has continued to expand at a rapid pace, further strengthening our foundation for future market success. In these challenging times, our growing team of competent and passionate Zwipers, spanning 14 different nationalities in nine countries across three different continents and five time zones from Colorado Springs to Singapore, has demonstrated exceptional teamwork with a solid focus on customers. I am delighted to share that the interest in biometric payment cards based on Zwipe technology, which deliver a more convenient, secure and safe means to pay, has never been stronger. The voices of consumers captured by Zwipe in the UK, USA, Canada, Sweden, Norway and Romania since August last year are encouraging and consistent with similar findings from card schemes and other industry players.
Entering the Indian subcontinent and APAC region
In the first half of 2021, we announced six new Smart Card Manufacturers into our ecosystem:
Together, these manufacturers deliver around 200 million payment cards annually. In addition, we extended and expanded our partnership with TAG Systems, who delivers 100 million payment cards annually. Looking forward, it is great to see that our SCM and processor and issuer pipelines continue to grow.
The encouraging developments with card manufacturers received a big boost when Asia’s largest payment processor, Financial Software and Systems (FSS) embraced our next-generation payment cards platform based on Zwipe Pay ONE technology. FSS manages over 800 million cards, and we are now working with them to bring our ground-breaking innovation globally. We also strengthened our regional presence by appointing Masterline and Sonali Intellect Ltd. as our business development partners in India and Bangladesh, respectively.
Acceleration in the MENA Region and Europe
Middle East and North Africa (MENA)
On the back of growing demand for biometric payments cards in the MENA region, Network International (NI), providing payment services to over 200 banks in Middle East and Africa, and Middle East Payment Services (MEPS), a leading payment service provider in the Levant region, entered new partnerships with Zwipe. NI and MEPS have boosted our reach and delivery capabilities in the MENA Region, on top of our already strong network of prominent partners in the region, notably Masria Digital Payments, Inkript, areeba and Veritech. To effectively serve our growing partner network and issuers, we appointed Ramzi Saboury as the General Manager for the MENA region. Ramzi brings over 26 years of experience and network in payment services in MENA from leadership roles in Kuwaiti banks, VISA and areeba.
Europe and the UK
In the past few months, we have seen an increasing in-flow of interest from card manufacturers in multiple regions, most notably in Europe. The same can be said for issuer engagements that come through our Processor Partners and Card Manufacturers in Europe, especially in the UK and Nordics. This is proof that our “Megaphone” partner strategy works! Swedish fintech VOPY, providing embedded financial services to clients globally, and France-based payment service provider, be ys Pay, selected Zwipe Pay ONE (ZPO) cards for their ssuers, aiming to pilot Zwipe Pay ONE this year. Both these developments came within months of OP Bank’s decision to pilot with cards based on the Zwipe Pay ONE platform togheter with our Go-to-market partner, TietoEVRY. OP is Finland’s largest financial services group and serves over four million customers.
Delivery of Zwipe Pay ONE on track
We had strong progress in the development of Zwipe Pay ONE, the world’s first Single Silicon based biometric payment platform offered to card manufacturers globally. In April 2021, we demonstrated our enrollment solution and touch-free payment transactions above the transaction cap at a Point-of-Sales terminal with test keys to emulate fully EMV authorized and authenticated transactions in a live environment. The feedback from the market was very positive as everyone could see how these cards quickly and reliably provide a considerable boost to user experience and security.
In fact, we have now passed most critical milestones and major risk points,with only piloting and certification left before commercialization in mass volumes.
Next steps – pilots and certification
Apart from pilots planned from late this quarter, certification will represent the last milestone before commercialization. We have already performed pre-tests at accredited test labs with excellent results.
We are now working closely with the card schemes to secure these processes, which will be explained in detail during our H1 2021 reporting on 26 August. In the coming weeks, we will start handing out Zwipe Pay ONE demo cards to issuers and partners and continue to help them prepare for commercial launches.
Zwipe 2.0
Last, but not least, H1 2021 has seen further strengthening of our team across all functions – commercial, technical, operational and regional. We have engaged every Zwiper in developing and honing our Winning Team Culture, with our Core Values driving us to be Innovative, Collaborative, Adaptable and Passionate. Each recruitment is intended not only to add capacity, but also to uplift our team. I am also pleased to see further strengthening of our board.
I take this opportunity to thank each member of the Zwipe team for their remarkable effort and passion to our mission of Making Convenience safe and secure. My thanks also go out to all our customers, partners, and shareholders for sharing this mission as strongly as every Zwiper.
I wish each one of you a very safe and happy summer ahead!
OSLO, NORWAY and AMMAN, JORDAN – 24 JUNE 2021 – Biometric fintech company Zwipe and Network International Services Limited Jordan PSC (NI) have decided to collaborate to address the growing demand for biometric payment solutions in the Levant region.
The Network International Group is the leading enabler of digital commerce across the Middle East and Africa (MEA). It provides a robust suite of payment products and services that are on the cutting-edge of technology development. In 2020, Network processed over 750 million payment transactions for more than 200 financial institutions, 80,000 merchants and over 16 million cards.
Speaking on the collaboration, Amjad Al-Sadeq, Regional President – Levant at Network International Services Limited Jordan PSC, said: “COVID-19 has accelerated a mega-shift in our region towards more secure and hygienic payments. We are confident that our issuer clients and consumers will embrace biometric payment cards as they provide an excellent check-out experience with much higher security. Zwipe Pay ONE cards will enrich our payment portfolio and further reinforce our innovation leadership.”
Zwipe will provide Network International with technical support and services for the implementation of Zwipe Pay ONE biometric cards including deliveries to the issuers. The Zwipe Pay ONE-powered cards will be delivered by one of Zwipe’s certified smart card manufacturers in the region.
“The Levant is a key growth market for Zwipe in the Middle East and Africa (MEA) region. Network International is the largest player in this vast region, and their strong relations with many prominent banks across the Middle East and Africa will be a significant complement to Zwipe’s technology leadership. We are honored to work with Network International to accelerate the deployment of biometric payment cards,” said Ramzi Saboury, General Manager for Zwipe in the MENA region.
For further information please contact: André Løvestam, CEO, +47 991 66 135 info@zwipe.com
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About Network International
Network International comprises of a group of companies and is the leading enabler of digital commerce across the Middle East and Africa (MEA) region, providing a full suite of technology-enabled payments solutions to merchants and financial institutions of all types and sizes, including acquiring and processing services and a comprehensive ever-evolving range of value-added services.
Network International Holdings Plc is the holding company for Network International and the group companies.
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards components and wearables technology 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 and 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
OSLO, NORWAY and DHAKA, BANGLADESH – 18 JUNE 2021 – Biometric fintech company Zwipe has appointed Sonali Intellect Limited as its sales and strategic business development partner to accelerate the adoption of biometric payment cards in Bangladesh. With 166 million inhabitants and a fast growing base of 22 million payment cards (credit cards grew 50% between 2019-20), Bangladesh represents a strategic growth opportunity for both partners.
For almost a decade, Sonali Intellect Limited (SIL) has been leading the modernization of the largest banks of Bangladesh, notably Sonali Bank and Rupali Bank. SIL delivers cutting edge financial technology solutions to Banking, Financial Services, and Insurance sectors in Bangladesh. SIL’s portfolio comprises Card Management Systems, Core Banking (Conventional and Islamic), Trade Finance, Treasury, Cash and Liquidity Management, Supply Chain Finance, Contact Centre, Brokerage and Wealth Management. Today, the SIL platform serves 2 banks, 1806 branches and 25.4 million end users.
"We are excited to partner with Zwipe and bring their ground-breaking payment innovation in Bangladesh. Biometric Payment Cards, due to their state-of-art security and world-class user experience will play a key role in fighting fraud, driving digital inclusion, and ensuring a seamless checkout experience for consumers. We have already started engaging with many key banks in the market and their early feedback has been encouraging”, says S.M. Jahangir Akhter, CEO of SIL.
As part of the collaboration both companies will work closely to help banks, card personalization bureaus and processors in Bangladesh to support Zwipe Pay ONE cards with the ambition to deliver pilots later this year.
Commenting on the sales partnership, André Løvestam, CEO of Zwipe, says, "We are glad to partner with Sonali Intellect Limited. Their local market insights, deep relations with issuers and strong track record of innovation in financial services have already proven effective and align well with our expansion plans in high growth, high potential markets, such as Bangladesh. SIL has uncovered and demonstrated real market interest in Bangladesh, and we will collaborate closely to help the issuers pilot and roll out Zwipe powered biometric payment cards”.
For further information, please contact: André Løvestam, CEO, +47 991 66 135 info@zwipe.com
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About Sonali Intellect Limited
Sonali Intellect Limited, a financial technology solution provider, was incorporated as a joint venture company in 2012 by Intellect Design Arena Limited (erstwhile ‘Polaris FT Limited’) - a leading global financial technology group and Sonali Bank Ltd.- largest State Owned bank to deliver high quality IT solutions.
Sonali Intellect Limited provides cutting edge financial technology solutions to Banking, Financial Services and Insurance sectors in Bangladesh. Sonali Intellect Limited has adapted the best practices around software product development, delivery and implementation from Intellect Design Arena Limited. It is also backed by Intellect Design Arena Limited’s global experience and world-class management practices.
On the other hand, it has full-fledged development and support center in Bangladesh maintained by experienced local resources. These enable Sonali Intellect Limited to provide world-class solution and support services from its local development center to its customers in Bangladesh.
The company is leading the modernization of the largest bank of Bangladesh- Sonali Bank Limited and Rupali Bank Limited.
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards components and wearables technology 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
OSLO, NORWAY and DHAKA, BANGLADESH – 16 JUNE 2021 – Biometric fintech company Zwipe and Silkways Card & Printing Ltd (Silkcard), a leading provider of payment cards in Bangladesh, are partnering to bring biometric payment cards enabled by Zwipe Pay ONE technology to financial institutions and card issuers.
Silkcard is a fully functional EMV certified smart card manufacturer and personalization bureau with more than 15 years of experience in card production and personalization. It delivers a variety of cards to banking and retail customers in Bangladesh and abroad. Currently it delivers over 12 million payment cards annually.
“Biometric Payment Cards is a high-impact initiative and the future of contactless payments, lifting safety and convenience to a completely new level for our issuer customers and consumers alike. We see Zwipe Pay ONE as the state-of-the-art technology on biometric payment cards and look forward to a close collaboration with Zwipe,” says Sk Farid Ahmed, Managing Director of Silkways Card & Printing Ltd.
As part of the collaboration, Zwipe will deliver the Zwipe Pay ONE technology platform and expert guidance to help Silkcard manufacture and personalize biometric card payments for issuer clients. Silkcard will also work with Zwipe in commercializing biometric payment solutions in Bangladesh, helping the banks through all stages of pilot, launch and mass market rollout.
“We are very pleased to partner with Silkcard, one of the strongest providers in Bangladesh. With a population of over 166 million and an economy growing over 7% per year, this market represents significant growth potential for our innovation from security, financial inclusion and innovation perspectives. Together with Silkcard we will bring next-generation contactless payment cards in this fast-growing market,” says André Løvestam, CEO of Zwipe.
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About Silkways Card & Printing Ltd
Silkways card & printing Ltd (Silkcard) is a pioneering venture for manufacturing & personalization of smartcards in Bangladesh with its state-of-the-art production facility located at the heart of Dhaka, Bangladesh. The vision of Silkcard is to comply with the ethical standards in business operations, financial disclosures, accountability and legal compliance. To learn more, visit www.silkways.net/silkcard
For further information please contact: Sk. Farid Ahmed Manik, MD, +88 01711 527359
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards components and wearables technology 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 info@zwipe.com
OSLO, NORWAY and AMMAN, JORDAN – 2 June 2021 – Middle East Payment Services (MEPS), a leading regional one-stop-shop for payment services and products, is partnering with biometric fintech Zwipe to bring next generation contactless payment cards in the Middle East and North Africa (MENA) region.
MEPS is a principal issuer and acquirer of payment cards in Jordan, Iraq, Palestine, and provides card issuance services to 27 financial institutions in this territory. The two organizations will collaborate closely, offering a more seamless and secure payment solution to customers by combining MEPS’s Issuance Platform and the Zwipe Pay ONE biometric card platform, supported by Zwipe’s card manufacturing partners in the MENA region.
Commenting on the partnership Ali Abdel Jabbar, Chief Executive Officer at MEPS, said “We are delighted to take this big step with Zwipe, a well-known technology brand in biometric payments. The disruptive Zwipe Pay ONE platform based on “single silicon” design will help us to uplift our end-to-end payments offering to our bank clients in the region. Zwipe Pay ONE is recognized as the most advanced (Gen3) biometric payment technology and complements MEPS’ innovative card portfolio. We are aiming to make it available for our clients for piloting and commercial deployment during H2 2021”.
As part of this collaboration, MEPS will offer Zwipe Pay ONE biometric payment cards with primary focus on Jordan, Iraq and Palestine. Both partners will start engaging with issuers from Q2 2021. “MEPS is one of the pioneers in delivering innovative payment solution in the MENA region. We are very pleased that MEPS will deliver its next generation payment cards based on the Zwipe Pay ONE platform. This collaboration will further strengthen our footprints in the MENA region and accelerate the deployment of Zwipe Pay ONE in one of the world’s most dynamic markets for digital payments,” said Ramzi Saboury, General Manager for Zwipe in the MENA Region.
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About MEPS
Middle East Payment Services (MEPS), founded in 2009, is a Principal Issuer and Acquirer of Visa, MasterCard, and UnionPay, with presence in Jordan, Iraq, and Palestine. The company offers financial institutions, merchants, and corporations, a complete range of secure payment solutions in card issuance / hosting, payment processing, alternative payments, ecommerce acquiring, point-of-sale (POS) acquiring, ATM driving and management, and customized value-added services adhering to PCI Data Security Standards (PCI DSS). MEPS is owned by 10 Jordanian and regional banks.
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards components and wearables technology 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 info@zwipe.com
OSLO, NORWAY – 2 June 2021 – In accordance with the mandate given at Zwipe AS’s annual general meeting on 19 May 2021 to the board of directors (“the Board”) to issue new options to the company’s employees under the company's existing long-term incentive program, the Board has resolved to issue 220,000 new share options to primary insiders.
The strike price was set at NOK 30.13 in accordance with established principles in the program.
The following primary insiders in the Company have been granted additional share options by the Board:
The existing share-based incentive program covers employees and members of the Board. Each option gives the holder the right to acquire one share from the company at a strike price defined in the individual share option agreement. All options are conditional that the grantee remains employed. All vested options may be exercised in any period prior to the expiry date. The options vest every 6 months over 3 years from grant date and may be exercised at vesting. The share-based incentive program is dedicated for allocation to company management and employees, whereby they may be offered the opportunity of participating in a value growth in company shares. This is expected to lead to an increase in interest in the company’s value development.
Until the AGM in 2022, the Board is authorized to issue up to 2,306,319 options, of which a total of 1,911,000 options have now been issued.
Primary insider notifications pursuant to article 19 of the market abuse regulation are linked to from the document:
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This information is subject to the disclosure requirements in Regulation EU 596/2014 article 19 number 3 and the Norwegian Securities Trading Act § 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 Market Oslo and on Nasdaq First North Growth Market. 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 below, at 23:30 2 June 2021.
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards components and wearables technology 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 more information, please contact:
Lars Kristian Solheim, CFO
+47 991 661 35
lars.kristian@zwipe.com
Correction of Annual General Meeting minutes published 19 May - Corrected name Board of Directors:
OSLO, NORWAY– 19 May 2021 – The Annual General Meeting in Zwipe AS (Company) was held today. All proposed resolutions were approved unanimously in accordance with the call for the meeting. The minutes of Annual General Meeting are included as an attachment. The complete proposal, which was approved by the Annual General Meeting, is available on www.zwipe.com for further reference. The attendants of the AGM represented 27.3% of the votes in the company.
The following matters were reviewed and confirmed:
Approval of the annual report and financial statements for 2020:
The board’s proposal for the annual report and the financial statements for 2020 for the Company and the group were unanimously approved.
Election of members to the Board of Directors:
The following persons were unanimously elected to as the new Board of Directors:
Jörgen Lantto, Chairman of the board
Diderik Schonheyder
Johan Biehl
Dennis Jones
Stina Granberg
Tanya Juul Kjaer
Remuneration to the members of the Board of Directors and the members of the Nomination Committee
Remuneration to the Board members for the period from the AGM in 2021 until the AGM in 2022 were unanimously approved as follows:
Chairman of the Board: NOK 260,000,-
Members of the Board: NOK 130,000,-
No remuneration to the members of the Nomination Committee was resolved.
Board authorizations to increase the share capital and instructions to the Board regarding use of the authorization to increase the shares capital to strengthen the Company's equity
The Board proposed that two new authorizations for the Board on capital increases are issued, (i) to fulfil the Company's incentive program and (ii) to cater for strengthening of the Company's equity (extract, please see the attachment to the notice for the complete proposal).
i. Authorization for capital increase to fulfill the Company's incentive program
The Annual General Meeting resolved that the Board is hereby granted authorization to increase the share capital of Zwipe AS (the Company), on one or several occasions, with up to NOK 230,631.90 (2,306,319 new shares), equivalent to 7 % of the registered share capital at the time of this resolution. The authorization shall remain in force until the end of the annual general meeting 2022, however not beyond 30 June 2022. The pre-emptive right of the shareholders to subscribe may be set aside.
ii. Authorization for capital increase to strengthen the Company's equity
The Annual General Meeting resolved that the General Meeting granted a new authorization to the Board to issue shares corresponding to up to 15% of the share capital, and the new authorization shall be restricted to issue of shares to strengthen the Company's equity to the extent the Board considers this to be in the Company's best interest at the given time.
The authorization shall remain in force until the end of the annual general meeting 2022, however not beyond 30 June 2022. The pre-emptive right of the shareholders to subscribe may be set aside.
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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 Market Oslo and on Nasdaq First North Growth Market. 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 below, on May 20, 2021 at 09:15 CEST
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards components and wearables technology 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 more information contact: André Løvestam, CEO, +47 991 66 135 info@zwipe.com
OSLO, NORWAY– 19 May 2021 – The Annual General Meeting in Zwipe AS (Company) was held today. All proposed resolutions were approved unanimously in accordance with the call for the meeting. The minutes of Annual General Meeting are included as an attachment. The complete proposal, which was approved by the Annual General Meeting, is available on www.zwipe.com for further reference. The attendants of the AGM represented 27.3% of the votes in the company.
The following matters were reviewed and confirmed:
Approval of the annual report and financial statements for 2020:
The board’s proposal for the annual report and the financial statements for 2020 for the Company and the group were unanimously approved.
Election of members to the Board of Directors:
The following persons were unanimously elected to as the new Board of Directors:
Jörgen Lantto, Chairman of the board
Dorian Barak
Johan Biehl
Dennis Jones
Stina Granberg
Tanya Juul Kjaer
Remuneration to the members of the Board of Directors and the members of the Nomination Committee
Remuneration to the Board members for the period from the AGM in 2021 until the AGM in 2022 were unanimously approved as follows:
Chairman of the Board: NOK 260,000,-
Members of the Board: NOK 130,000,-
No remuneration to the members of the Nomination Committee was resolved.
Board authorizations to increase the share capital and instructions to the Board regarding use of the authorization to increase the shares capital to strengthen the Company's equity
The Board proposed that two new authorizations for the Board on capital increases are issued, (i) to fulfil the Company's incentive program and (ii) to cater for strengthening of the Company's equity (extract, please see the attachment to the notice for the complete proposal).
i. Authorization for capital increase to fulfill the Company's incentive program
The Annual General Meeting resolved that the Board is hereby granted authorization to increase the share capital of Zwipe AS (the Company), on one or several occasions, with up to NOK 230,631.90 (2,306,319 new shares), equivalent to 7 % of the registered share capital at the time of this resolution. The authorization shall remain in force until the end of the annual general meeting 2022, however not beyond 30 June 2022. The pre-emptive right of the shareholders to subscribe may be set aside.
ii. Authorization for capital increase to strengthen the Company's equity
The Annual General Meeting resolved that the General Meeting granted a new authorization to the Board to issue shares corresponding to up to 15% of the share capital, and the new authorization shall be restricted to issue of shares to strengthen the Company's equity to the extent the Board considers this to be in the Company's best interest at the given time.
The authorization shall remain in force until the end of the annual general meeting 2022, however not beyond 30 June 2022. The pre-emptive right of the shareholders to subscribe may be set aside.
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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 Market Oslo and on Nasdaq First North Growth Market. 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 below, on May 19, 2021 at 16:30 CEST
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards components and wearables technology 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 more information contact: André Løvestam, CEO, +47 991 66 135 info@zwipe.com
