OSLO, NORWAY – 3 September 2021 – The primary insider Johan Biehl, a board member of Zwipe, has today sold a total of 92,883 shares at an average at SEK 37.03. Johan Biehl’s shareholding after the transaction is 120,000 shares. Feat Invest AB, where Johan Biehl is a board member, has sold 57,301 shares at an average price at SEK 36.86. Feat Invest AB’s shareholding after the transaction is 262,479 shares.
Attached is a copy of the forms submitted to the Norwegian FSA, Finanstilsynet, reporting the transactions as listed above:
###
For further information please contact: André Løvestam, CEO, +47 991 66 135 ir@zwipe.com
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards and wearables that enable consumers to authorize transactions with their fingerprints without compromising their privacy. Together with an ecosystem of partners including global brands within digital security and financial services, Zwipe is "Making Convenience Safe & Secure" for banks, merchants and consumers. Zwipe's solutions address the hygiene and data theft pitfalls inherent in traditional authentication methods. Headquartered in Oslo, Norway, with a global presence, Zwipe is leading the next great shift in payments from contactless to contact free.
To learn more, visit www.zwipe.com
OSLO, NORWAY AND BEIRUT, LEBANON – 03 September 2021 – Zwipe is proud to announce further orders for its Zwipe Pay ONE flagship product. The latest order was placed by Inkript, a digital security provider in the Middle East and Africa (MEA) region and a subsidiary of Resource Group, and one of Zwipe’s long established partners.
The order of USD 318,000 for Zwipe Pay ONE comes after significant technical assessment and intensive business development activity across the Middle East and Africa region. Zwipe Pay One is the world’s first single silicon based biometric payment platform offered to card manufacturers globally and will be delivered in 2021 and 2022. This order has been placed at a time when both Inkript and Zwipe are experiencing strong interest from issuers aiming for pilots this year and planning for commercial rollouts in 2022.
Inkript initially placed a small-scale order in 2020 to begin the technical and commercial evaluation of Zwipe Pay ONE. Following a successful evaluation period, the company has quickly moved to reinforce its leadership position in the MEA region by guaranteeing priority deliveries to its customers upon conclusion of planned pilot cases.
“There is a growing need for sustainable, secure and user-friendly payment solutions in the MEA region, addressing the concerns of both customers and financial institutions. As a result, Inkript remains determined to support the market needs not only through our expertise but also through solid and promising partnerships. Together with Zwipe, we are investing our efforts into securing several pilots in the region to widely introduce and develop the best-in-class Zwipe Pay ONE platform in the region. Our aim is to build market awareness of the benefits of the product and ultimately to secure our first pilot commitments,” says Riad Itani, Managing Director at Inkript.
André Løvestam, CEO of Zwipe, added: “It is encouraging that the early interest shown in Zwipe Pay ONE in the Middle East has now been converted into our first, sizeable order for our product from Inkript. Their willingness to be one of the first smart card manufacturers to bring Zwipe Pay ONE powered biometric cards to issuers and card personalization bureaus in the MEA region demonstrates their leadership in this area. We look forward to supporting Inkript on this journey and to our continued mutual success within the region”.
###
For further information please contact: André Løvestam, CEO, +47 991 66 135 info@zwipe.com
About Inkript
Inkript is a digital security solutions provider catering to governments, telecom operators and financial institutions in the MEA region. The company’s growth is driven by an extensive R&D and continuous investments in emerging technologies. Inkript is distinguished by its state-of-the-art factories, technology competence centers, customized integrated solutions and international certifications covering processes, quality and security.
Media Contact for Inkript: Ms. Ghina Ramadan, +9611412000 ext. 2931, gramadan@resource.group
Når en första kommersiell order
Det första halvåret och perioden efter har minst sagt varit händelserikt för Zwipe med ett antal större nya partnerskap, piloter, samarbetsavtal samt en första större kommersiell order. Den 11e maj tillkännagav bolaget ett samarbetsavtal med Beautiful Card Corporation (BCC) för att leverera bolagets biometriska kortlösningar till den asiatiska marknaden. BCC producerar kring 520 miljoner kort årligen, varav cirka 20 miljoner av dessa är betalkort. Kort efter halvårets utgång meddelande Zwipe att en första kommersiell order nåtts med BCC till ett värde av 1,9 miljoner USD, motsvarande nästan 17 miljoner kronor. Ordern kommer levereras under 2022, med möjlighet att skjuta på leverans om marknaden inte utvecklats snabbt nog. Detta utgör inte bara en av de större beställningarna för biometriska kort hittills utan innebär också att Zwipe nu tar första stegen in i den kommersiella resan, vilket bekräftar bolagets starka position i den begynnande marknaden.
Pilotavtal med stor global bank
Första halvåret har inneburit ett kraftigt växande nätverk av både partners och kunder. Dessa utgör en blandning av både kortutgivare och betaltjänstleverantörer vilket innebär att marknaden bearbetas från flera olika håll. Särskilt intressant är nyheten som släpptes i början av september där bolaget tillkännagav en pilot med en global Tier-1 bank. Piloten innebär att bolagets Zwipe Pay ONE plattform kommer att testas skarpt i tre europeiska länder i början av 2022 men potential för en kommersiell lansering i mitten av året. Detta kan utgöra en av bolagets största milstolpar hittills och potentialen är stor. Banken, som ännu inte tillkännagivits, har bas i Europa, agerar globalt på flera kontinenter och den potentiella långsiktiga volymen från avtalet är troligt i tiotals miljoner.
Tidigare i år har bolaget bland annat slutit avtal med KL HI-TECH för Indien, Be ys Pay för biometriska kort i Frankrike och Benelux-regionen, FSS för global utrullning, BCC som nämnt ovan, MEPS med fokus på MENA-regionen och Silkways Card & Printing Ltd med fokus på Bangladesh. Efter andra kvartalet har även avtal slutits med ICPS, med fokus på Afrika och Asien, samt ett avtal med MEPS där nyckelpersoner på ett tjugotal banker i Levant-regionen kommer få genomföra en pilot med bolagets Zwipe Pay ONE plattform. Det blir allt tydligare att en begynnande massmarknad tar form och intresset är större än någonsin från banker och kortutgivare.
Utvärderas av global Tier-1 korttillverkare
Utöver dessa avtal har därtill bolaget tillkännagivit att Zwipe Pay ONE plattformen utvärderas av en global smartcard-utgivare inom kategorin Tier 1. Tier 1 utgör världens tre största utgivare, alla med volymer över en halv miljard kort om året, och är en kundkategori vi tidigare inte beräknat som ett fokusområde för bolagets marknadsbearbetning. Det faktum att Zwipe nu utvärderas av allt större aktörer är en indikation på den attraktiva, konkurrenskraftiga ställning bolaget etablerar på denna begynnande marknad. Ett avtal med en kund i denna kaliber skulle innebära en större adresserbar marknad och hade accelererat adoptionen av biometriska kort givet dessa aktörers etablerade kundrelationer med några av världens största banker.
Milstolpe efter milstolpe
Halvåret innehöll inga överraskningar i siffrorna med en omsättning på 1,4 miljon norska kronor (0,9), ett resultat kring -26,9 miljoner norska kronor (-31,6) och en burnrate kring 5 miljoner norska kronor per månad. Trots detta har sommaren inneburit ett stort antal stora milstolpar för bolaget vilket gör att risken minskar samtidigt som långsiktiga potentialen stärks. Alltmer talar för att vi står inför större kommersiellt genombrott under 2022 och vi väntar oss ett fortsatt spännande år för bolaget. Till följd av sänkt diskonteringsränta och mindre förändringar i våra prognoser höjer vi bolagets motiverade värde till 43–46 kronor (34–37), på 12–18 månaders sikt.
OSLO, NORWAY – 2 SEPTEMBER 2021 - Zwipe is proud to announce a biometric payment cards pilot with a Global Tier-1 bank. The bank, which is headquartered in Europe, has a strong presence in retail banking and serves many millions of customers across several continents. The pilot will take place in three European countries using biometric payment cards based on the Zwipe Pay ONE platform.
Across many global markets, Zwipe and its card manufacturing partners are experiencing growing interest in biometric payment cards from banks. These cards will deliver world class transaction security, uplifted user experience, improved loyalty and drive new customer acquisition. Delivering a completely touch-free check-out experience above and below the current contactless limits, biometric payment cards will address elevated consumer concerns about touching the point-of-sale terminals.
Together with its card manufacturing and personalization partners, who will deliver the Zwipe Pay ONE Biometric Cards, Zwipe will commence working with the Global Tier-1 Bank later this month with the aim to launch a pilot of a few hundred cardholders across three European countries in Q1 2022. The bank also plans for a commercial launch of Zwipe Pay ONE based biometric payment cards later in the summer 2022, subject to positive results in the pilot.
André Løvestam, CEO of Zwipe, said: “We are thrilled that a Global Tier 1 bank has chosen Zwipe Pay ONE-based biometric payment cards for their pilot and, potentially, for a commercial launch where the long-term potential could be significant. Besides the technology, Zwipe will also support the bank through all stages of the pilot, ensuring that all end users’ experiences and feedback are systematically captured. This Zwipe Pay ONE pilot is a significant milestone and a testament to our world-class technology and excellent collaboration with strong partners in all parts of the payments ecosystem”.
###
This is information that Zwipe AS is obliged to make public pursuant to the Continuing obligations of companies admitted to trading on Euronext Growth Market 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 below, at 12:45 CEST on 2 September 2021.
For further information please contact: André Løvestam, CEO, +47 991 66 135 info@zwipe.com
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
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.
OSLO, NORWAY – 30 August 2021 – Zwipe AS (“Zwipe” or the “Company”) is pleased to announce that it has raised approximately NOK 104 million in gross proceeds through a private placement of 4,000,000 new shares (the “New Shares”), directed towards Erik Selin Fastigheter AB (the "Private Placement"). The Company has prior to the resolution received an indication of interest from Erik Selin Fastigheter AB covering the transaction size.
The net proceeds of the Private Placement will be used to fund further development and commercialization of the Company, general operating costs and strategic investments. After completion of this private placement, Zwipe is funded through commercial launches in 2022 and beyond based on the current business plan and market assumptions.
The subscription price in the Private Placement will be NOK 26.10 per share, corresponding to today's closing price on Nasdaq First North Growth Market. As no discount has been provided, the board does not plan to execute a repair issue.
The new Shares will be issued and tradable on Euronext Growth Oslo and Nasdaq First North Growth Market in Stockholm following the registration of the share capital increase in the Norwegian Register of Business Enterprises expected to take place on or about 30 September 2021.
The Board has found the Private Placement to be in compliance with the applicable equal treatment requirements, ref. Euronext Growth Oslo Rule Book, Part II, section 3.1. The Private Placement allows the Company to raise capital faster, with lower risk and significantly lower transaction costs than in a rights issue. Further, no discount is given from market price. The Board also shows to that no discrimination among the existing shareholders is taking place since Erik Selin Fastigheter AB is not a shareholder. Finally, the Board emphasizes that Erik Selin Fastigheter AB is generally considered a strong and long term investor who the Company and the joint shareholders will gain from including as a shareholder.
The Private Placement is exempted from relevant prospectus requirements (i) outside the United States in reliance on Regulation S under the United States Securities Act of 1933, as amended, (the “US Securities Act”) and (ii) in the United States to "accredited investors" as defined in the US Securities Act Rule 501(a), acquiring the New Shares for investment purposes for its own account, or pursuant to another exemption from the registration requirements of the US Securities Act.
Simonsen Vogt Wiig AS is acting as legal advisor to Zwipe.
About Zwipe
Zwipe is pioneering the next generation contactless payments experience, providing biometric payment cards and wearables that enable consumers to authorize transactions with their fingerprints without compromising their privacy. Together with an ecosystem of partners including global brands within digital security and financial services, Zwipe is "Making Convenience Safe & Secure" for banks, merchants and consumers. Zwipe's solutions address the hygiene and data theft pitfalls inherent in traditional authentication methods. Headquartered in Oslo, Norway, with a global presence, Zwipe is leading the next great shift in payments from contactless to contact free. To learn more, visit www.zwipe.com
For further information please contact: André Løvestam, CEO, +47 991 66 135 ir@zwipe.com
This is information that Zwipe AS is obliged to make public pursuant to the Euronext Growth Market Oslo Rule Book Part II, Section 3.10 and the EU Market Abuse Regulation. Certified Adviser on Nasdaq First North is FNCA Sweden AB, info@fnca.se, +46 (0) 8528 00 399. The information was submitted for publication, through the agency of the contact person set out above, at 19:30 CEST on 30 August 2021.
###
This release is issued for information purposes only, and does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "US Securities Act"). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the US Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into Australia, Canada, Japan or the United States.
The issue, subscription or purchase of shares in the Company is subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Managers assume any responsibility in the event there is a violation by any person of such restrictions.
The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The Managers are acting for the Company and no one else in connection with the Private Placement and will not be responsible to anyone other than the Company providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release.
Forward-looking statements: This release and any materials distributed in connection with this release may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect the Company's current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.
OSLO, NORWAY – 26 August 2021 – Zwipe AS today publishes its first half-year 2021 report.
Summary Financial development
Second-quarter 2021
First half-year 2021
Significant events during the period
Significant events after the period
Message from the CEO
Continued strong progress
During the first half of the year, Zwipe Pay ONE and our compelling end-to-end offering continued to drive interest from all stakeholders in the payment ecosystem. Thanks to continued strong and growing global interest in biometric payment cards among Smart Card Manufacturers, Personalization Bureaus, Payment Processors, and Financial Institutions, we have expanded our ecosystem in all these categories and will continue to further strengthen our foundation for future market success. During the period, we announced important new events and milestones:
To proactively support our new customers and partners, we’ve taken many steps to strengthen our organization, including:
In April 2021, we demonstrated the Zwipe Pay ONE platform with a demo card and a home enrollment solution. We successfully carried out EMV authenticated transaction at Point-of-Sale terminals in a test environment. The feedback from the market was highly positive as we were able to demonstrate that transactions could be executed quickly and reliably, providing a considerable improvement to user experience, security, safety, and hygiene.
We have now passed almost all critical milestones and major risk points, with piloting and certification left before full commercialization and mass volumes.
Several of Zwipe’s smart card manufacturing partners have completed their internal testing processes and have begun small-scale manufacturing trials. In August 2021, we received our first commercial order for the Zwipe Pay ONE platform from Beautiful Card Corporation (in Taiwan). The net contract value is $1.9 million, marking the transition to a new phase on a very exciting journey for Zwipe. Deliveries are planned to begin in 2022. The order is a testament to how Zwipe Pay ONE is getting closer to a mass-market launch and how our global delivery set-up is getting ready to bring the next generation of payment cards to issuers, smart card manufacturers and payment processors across multiple markets.
At the same time, and as part of our global expansion plan, we have established wholly owned subsidiaries in the UK and Germany to support the global mass-market deployment of Zwipe Pay ONE powered payment cards.
Adding value through our unique and highly differentiated offer
The offer Zwipe brings to the market has proven highly attractive. It consists of the industry’s most integrated secure element, offering superior energy efficiency and biometric performance at highly competitive manufacturing cost. Together with partners we manufacture our internally developed ISO module which integrates our secure element with our ISO contact plate and ultimately with our passive inlay. We provide methods and solutions for our customers to embed the fingerprint sensor during manufacturing of the biometric payment cards. Since our secure element is so advanced in its integration of capabilities that are otherwise provided by external components, our passive inlay allows for our customers to manufacture the complete biometric card at industry-leading cost. In addition to our turn-key technology offering, we offer value-added services and insights in our end-to-end approach. The number of customers that have selected Zwipe Pay ONE is the best testament to the competitive nature of our unique and highly differentiated offer.
With strong market traction and a welcoming reaction from major industry players worldwide, Zwipe is on track to deliver on our ambitions and bring the next generation payment experience powered by biometrics to consumers globally.
###
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 below, at 08:00 CEST on 26 August 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:
André Løvestam, +47 991 661 35, ir@zwipe.com
[1] Comparative figures in brackets are for Q2 2020
[2] Comparative figures in brackets are for H1 2020
OSLO, NORWAY and AMMAN, JORDAN – 16 August 2021 – Middle East Payment Services (MEPS) and Zwipe are pleased to announce the launch of a pilot of Biometric Payment Cards based on the Zwipe Pay ONE platform to top-level executives and key decision makers at up to 20 banks and issuers in the Levant region. MEPS is a key regional player in card issuing, payment processing and merchant acquiring services in the Middle East and North Africa (MENA). Zwipe is a biometric fintech pioneering next generation contactless payment globally.
In June, MEPS and Zwipe announced their partnership to bring Biometric Payment Cards to banks and consumers in MENA. Both organizations have noted a strong interest in biometric payment cards in the region.
Highlighting this development, Ali Abdel Jabbar, Chief Executive Officer at MEPS shared, “Nothing brings more trust in Biometric Payment Cards than the first-hand experience of using them. With this pilot, MEPS will offer the top-ranking officers and key decision makers at up to 20 banks and issuers a chance to gain such first-hand experience by trying these state-of-the-art payment cards in a live environment, making it the largest multi-bank trial of these cards globally. The pilot will be concluded in Q4 2021 with Zwipe Pay ONE Cards delivered from Inkript. We are confident that after these trials, most banks will launch pilots leading to multiple commercial launches.”
The General Manager of Zwipe MENA, Ramzi Saboury commented, “We are proud that our partner MEPS is amongst the global pioneers and first in MENA to pilot Zwipe Pay ONE, paving the way for issuers to try and ultimately launch this great technology”.
As part of the collaboration, Inkript will deliver Zwipe Pay ONE-based cards to MEPS. Inkript supplies 100 million smart cards annually across the Middle East, Africa and Europe. In 2020, it selected Zwipe for its next-generation contactless cards.
“We are impressed with the innovativeness and boldness of MEPS to launch such a large-scale, multi-bank pilot of Zwipe Pay ONE cards across the Levant region. This is a completely new approach to piloting our technology, providing a unique opportunity for top bankers and decision makers in up to 20 individual banks to experience first-hand the enhanced convenience, security and hygiene benefits of biometric payment cards. We are extremely happy and excited that our collaboration with MEPS is proceeding at such great pace,” added André Løvestam, CEO of Zwipe.
###
This is information that Zwipe AS is obliged to make public pursuant to the Continuing obligations of companies admitted to trading on Euronext Growth Market 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 below, at 08:45 CEST on 16 August 2021.
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 and TAOYUAN, TAIWAN – 3 August 2021 – Zwipe is proud to announce a substantial order of USD 1.9m (net) for its flagship Zwipe Pay ONE product. The order was placed by Taiwan’s Beautiful Card Corporation (BCC) and covers the supply of modules, sensors and inlays, enabling BCC to be one of the first manufacturers to bring significant volumes of this next generation of biometric payment cards to market. This order for Zwipe Pay ONE, the world’s first single silicon based biometric payment platform offered to card manufacturers globally, will be delivered in 2022, with the option to extend delivery beyond that date if market take off is slower than anticipated, leaving any remaining unfulfilled quantities.
With around 520 million cards produced annually, of which around 20 million are EMV payment cards, BCC is listed as the largest scratch card manufacturer in Taiwan, the 2nd largest in Asia and 7th in the world.
This order follows on from the agreement between the two companies that was announced in May 2021 after an extensive period of evaluation of the Zwipe Pay ONE solution. With BCC’s volume manufacturing facility now ready, and demand for the product intensifying across the globe, the timing is right for manufacturers to begin to commit to orders, thereby securing access to and delivery priority for this innovative product at scale.
“Driven by the rapidly growing sales pipeline of new opportunities identified for NextGen Payment Cards, BCC wishes to ensure production capacity and placing this order to Zwipe is part of that commitment to our customers. We are working on bringing a disruptive new product to market and are excited by the opportunities that this will create,” commented Peggy Wu, CEO and Chairman of BCC.
“We are delighted and grateful that BCC has made this commitment to Zwipe and Zwipe Pay ONE. The partnership with BCC has been exceptional and we continue to work closely in advancing both technical and commercial activities. BCC’s investment of human and financial resources to manufacture the Zwipe Pay ONE product has demonstrated their ability to bring an outstanding product to market at scale. We look forward to be working even closer with BCC through certification and volume ramp-up,” added André Løvestam, CEO of Zwipe.
###
This is information that Zwipe AS is obliged to make public pursuant to the Continuing obligations of companies admitted to trading on Euronext Growth Market 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 below, at 08:00 CEST on 3 August 2021.
About Beautiful Card Corporation
Beautiful Card Corporation (BCC) was founded in October 1991. BCC has state-of-the-art equipment and professional specialists to fulfil their consistent management policy of providing high-quality products with competitive price. Since BCC’s founding, they have been developing new technology in card industry as well as continuously putting efforts to the innovation and improvement of all sorts of cards. Thanks to their continuous efforts, BCC’s capacity was recognized and approved by customers all over the world. BCC’s annual capacity now reaches 200 million Scratch cards, 300 million GSM SIM cards, 20 million EMV cards. BCC has obtained ISO 9001 / IS27001/ ISO14001/ ISO 45001/ ISO14298/MasterCard CQM / Visa / MasterCard / JCB / GSM SAS certifications.
Media Contact for Beautiful Card Corporation: shellen@beautifulcard.com
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:
André Løvestam, CEO, +47 991 66 135 info@zwipe.com
OSLO, NORWAY – 23 July 2021 – As Zwipe continues to expand its relationship with smartcard manufacturers around the world, we are pleased to announce that a Global Tier 1 smartcard manufacturer has taken delivery of Zwipe Pay ONE components to evaluate inhouse manufacturing of biometric payment cards using Zwipe’s latest technology. Zwipe is a biometric fintech pioneering next generation contactless payment globally.
Zwipe Pay ONE is the world’s first single silicon based biometric payment platform offered to card manufacturers globally. It provides best in class biometric performance and energy efficiency at highly competitive prices. By enabling standard production processes and significantly lowering yield losses, it is designed to be mass market ready, delivering a significant improvement in both the consumer experience and the commercial benefits. Recent consumer studies demonstrate a very positive return on investment for this product enabling a strong business case for manufacturers and issuers to adopt it. Zwipe Pay ONE has delivered on its original design goals and offers significant opportunities across the payments value chain.
“As organisations around the world adapt to the increasing demands of their customers, we are seeing smartcard manufacturers gearing up to be able to supply this latest generation of biometric payment cards. This new initiative by one of the world's largest manufacturers signifies a key development for Zwipe as we move towards our new payment technology becoming a mainstream proposition for issuers and cardholders,” added André Løvestam, CEO of Zwipe.
###
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:
André Løvestam, CEO, +47 991 66 135 info@zwipe.com
SCAP becomes a distributor for Zwipe and creates the first starter pack in French for Zwipe Access, the biometric Access control card.
OSLO, NORWAY and VAULX EN VELIN, March 27, 2024 – Zwipe A.S., a company listed on the stock exchanges of Oslo and Stockholm, a pioneer and world leader in the development of biometric technology on cards for identification, access control and payment, has teamed up with SCAP, the leading distributor of access control cards and readers in France, focusing on providing advanced security RFID solutions, to introduce the innovative "biometric system-on-card" to SCAP's customers in France.
SCAP's customer base spans across the entire security industry in France, including physical and logical access system manufacturers, installers, integrators as well as corporations in various industries, including airports, transportation, healthcare, data centers, critical infrastructure, manufacturing, government, and education.
As a testimony of SCAP commitment and to fulfil immediate demand from early adopters, SCAP has placed its first purchase order to Zwipe already and launched the first Zwipe Access starter pack in French language.
Zwipe Access utilizes state-of-the-art biometric capture and matching technology to securely store the cardholder’s encrypted fingerprint template directly within the card’s smart chip during issuance. This integration seamlessly aligns with the requirements of SCAP’s customers, allowing them to integrate biometric verification swiftly, securely, and cost-effectively into their existing security infrastructure.
According to Pierre Yves Dudal, president of SCAP, “In today’s highly secure EU requirements for working environment, having easy access to the latest access technologies is critical for all strategic or sensitive sites. The biometric card provided by Zwipe brings breakthrough ID card technologies to existing identification systems for the next generation of physical and logical access.”
“We are happy to partner with SCAP, a leading advanced security solution distributor. We look forward to developing and strengthening the relationship with the French security market thanks to our local expertise and support, as well as supporting SCAP to deliver best- in-class customization and logistic for access control solutions integration partners globally,”, says Robert Puskaric, President and CEO of Zwipe.
About SCAP
For over two decades, SCAP has been a trusted authority in identification and security solutions. SCAP's extensive experience in RFID cards and readers and close collaboration with the security installers have allowed SCAP to rigorously test and refine SCAP's product range.
SCAP specializes in a wide array of RFID technologies, from the basic Prox 125 kHz and EM/TEMIC to the more sophisticated 13.56 MHz, MIFARE DESfire® EV3, HID iCLASS, SEOS, and beyond. In addition to standard formats, SCAP offers customized encoding options. SCAP's badges come also in combination with the appropriate RFID readers. SCAP is member of SELEPSO Group.
For more information, visit www.scap.name
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
OSLO, NORWAY – 26 March 2024 – Zwipe AS ("Zwipe" or "the company") has today released its Annual Report 2023, including the Board of Directors report and financial statements. The report and annual accounts were approved by the Board of Directors after the close of business on 25th of March 2024. The 2023 Annual Report is attached to this release and available at https://www.zwipe.com/investors/reports.
OSLO, NORWAY – 22 February 2024 – Zwipe AS ("Zwipe" or "the company") today announces its results for the first half of 2023.
Highlights H2 2023
Significant events after the period
H2 2023 operational review
Commenting on the second half of 2023, Zwipe CEO Robert Puskaric says, “Despite our many go-to-market partnerships around the globe and 50+ dialogues with issuers, market adoption of biometric payment cards in 2023 simply did not happen as Zwipe or anyone else in the industry expected. Issuers continue to be slow-moving meaning that commercial orders from our SCM customers and revenues for Zwipe Pay were far lower than anticipated at the start of the year.”
Progress in Zwipe Access has been much more positive, with Puskaric continuing, “Much more optimistically, we have seen considerable interest in biometric access control technology throughout 2023. Across the USA and Europe, we have more than 35 Zwipe Access go-to-market partnerships, and these partners are currently carrying out more than 65 proofs of concept.” These proofs of concept (“PoCs”) of Zwipe Access technology include end-user enterprises including Fortune 100 companies, Top 3 cloud service providers, healthcare facilities, airports, data centers, government agencies, and critical infrastructure operators. These PoCs are expected to translate into commercial orders and meaningful revenue in the short term, with an additional, powerful growth catalyst deriving from the EU NIS2 Directive on cybersecurity requirements in critical infrastructure sectors.
In the USA, Zwipe Access completed a critical operational test and evaluation by National Safe Skies Alliance, Inc. (Safe Skies) at Richmond International Airport (RIC) early in 2024. The Safe Skies team’s report offers a positive assessment of Zwipe Access technology in airports and is expected to motivate airports across the Americas to evaluate Zwipe Access technology. Zwipe continues to make positive progress with our key GTM partners including Schneider Electric, MC Dean, Matrix Systems and NCS in the Americas and in AWT, Assa Abloy, Certego and others in Europe.
Fundraising and new strategic direction
The negative developments in Zwipe Pay and positive developments in Zwipe Access during the second half led to our January 2024 announcement of a new strategic direction for Zwipe, which will see the company focus our resources almost exclusively on commercialization of Zwipe Access where the near-term commercial opportunity is clear.
Just before the January 2024 announcement, Zwipe completed a rights issue in December 2023 raising NOK 35 million in gross capital, with additional capital possible from an exercise of warrants in December 2024. Funds raised in addition to cash on hand will now be directed primarily to accelerating Zwipe Access commercialization, with substantially less required to support additional technology development or supply chain purchases associated with Zwipe Pay. When combined with the June 2023 restructuring, Zwipe expects operational costs to be more than NOK 40 million lower than in 2023. Total cash flow over the coming two years is also expected to be more than NOK 40 million better than if Zwipe had continued to focus on both business lines, giving Zwipe longer runway and greater financial flexibility. These decisive actions alongside funds raised from the rights issue should put Zwipe on a path towards cashflow breakeven, which we hope to reach in 2025.
H2 2023 financial review
Zwipe reported total revenues of NOK 1.2 million during H2 2023, lower than the NOK 3.1 million reported in H2 2022 and the NOK 1.7 million reported in H1 2023. Total operating expenses totalled NOK 44.6 million in H2 2023, down NOK 15.1 million compared to H2 2022, and down NOK 12.9 million compared to the first half of 2023. The above resulted in net income for H2 2023 of NOK -43.9 million, substantially better than NOK -57.1 million reported in H2 2022 and NOK -56.1 million in H1 2023.
Total net cash flow for H2 2023, including cash flow from financing and investing activities, was NOK -33.7 million compared to NOK -59.3 million in H2 2022.
On 31 December 2023, cash and cash equivalents were NOK 42.2 million, compared to NOK 50.5 million on 31 December 2022 and NOK 76.0 million on 30 June 2023. With the remaining outstanding funds from the rights issue of NOK 24.4 million received in early January 2024, the effective “turn of year” cash position was NOK 66.6 million.
Going forward
Zwipe’s priorities for 2024 all involve accelerating Zwipe Access commercialization and maximizing Zwipe’s financial flexibility:
Results presentation
CEO Robert Puskaric and CFO Hugo Petit will present the H2 2023 results by webcast today, February 22nd, at 13:00 CEST.
Webcast details:
Date: 22 February, 13.00 CET
Format: webcast and Q&A
Language: English
Link: https://app.webinar.net/bEArXRLNvJG
Participants will be required to register to view the webcast and participate in the Q&A, and are encouraged to submit their questions before the webcast to ir@zwipe.com.
###
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 22 February 2024.
###
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:
ir@zwipe.com
Zwipe AS will publish its H2 2023 financial report on 22 February 2024 at 08.00 CET. On the same day at 13.00 CET, the company will host a webcast to present the report. After the presentation, the webcast will be opened up fr questions from the audience.
Participants will be required to register to listen to the webcast and participate in the Q&A.
Webcast details:
Date: 22 February, 13.00 CET
Format: webcast and Q&A
Language: English
Link:
https://app.webinar.net/bEArXRLNvJG
For more information contact:
NEW ORLEANS, LOUISIANA, USA and OSLO, NORWAY – 25th January 2024 - Safe Skies’ evaluation report entitled SSDA—23-032 Zwipe Access Biometric Smart Card was published in November 2023. This report is available to qualified airport personnel at US commercial-service airports via the Homeland Security Information Network (HSIN) or by contacting anna.hamilton@sskies.org with their request.
Safe Skies, an independent third-party, non-profit organization funded by the Federal Aviation Administration, conducts thorough testing of security systems’ detection capabilities, reliability, and maintainability under active airport operational and environmental conditions. Safe Skies performs its evaluations under an ISO 9001:2015-approved Quality Management System.
“We are very pleased with the results of the evaluation,” said Tim Walsh, President of Tadera. “The Zwipe Access system is a highly secure and user-friendly solution that meets the needs of airports. We are confident that this product will be a valuable addition to our portfolio and will help airports enhance their security posture.”
“We are excited to partner with Tadera to bring this innovative biometric access card system to the market,” said Robert Puskaric, CEO of Zwipe. “The encouraging evaluation results instill confidence in our vision that the Zwipe Access system strengthens security at airports worldwide.
For further information, please contact:
Tim Walsh, timothy.walsh@TADERA.com; 504-754-0048 for TADERA
Marcel Williams,marcel.williams@Zwipe.com; 954-649-6222 for Zwipe
About ASSIST
Safe Skies’ Airport Security System Integrated Support Testing (ASSIST) Program is a collaborative effort between US commercial-service airports, the Transportation Security Administration, the Federal Aviation Administration, Airports Council International-North America, American Association of Airport Executives, and Airport Consultants Council. Safe Skies created the ASSIST Program to fulfill its core purpose of helping airport operators meet their security responsibilities using a transparent process for identifying, selecting, and executing projects that are designed to create a more efficient and effective airport security system.
About TADERA
TADERA's commitment to the airport sector spans over 40 years, culminating in our transformation into TADERA from Civix CI. Our mission is to enhance the safety, security, and financial stability of airports, ensuring world-class facilities for passengers and cargo transport. The name TADERA reflects our dedication to facilitating Transportation, Aviation, and Destinations in the next era of air travel. We provide software and integrated technology solutions that elevate the safety and financial performance of airports. TADERA serves the Federal Aviation Administration, state aeronautics departments, and more than 100 airports worldwide.
Learn more about us at
www.tadera.com.
About Zwipe
Zwipe believes in the inherent uniqueness of every individual, paving the way for a safer future. We passionately collaborate across international networks, industries, and cultures to make convenience both secure and safe. At Zwipe, we pioneer next-generation biometric card and wearables technology for payment, physical and logical access control, and identification solutions. We promise our customers and partners deep insights and frictionless solutions, ensuring a seamless user experience with our innovative biometric products and services. With our headquarters in Oslo, Norway, and a global presence, we are shaping the future of security.
Learn more at
www.zwipe.com.
OSLO, NORWAY – 16 January 2024 – Zwipe AS today announces a company restructuring and new strategic direction, increasing its focus on Zwipe Access and accelerating the commercialization of its biometric authentication technology in the access control market. As a result of the change in strategic focus, the company has initiated a restructuring process that is expected to reduce operational costs, particularly related to Zwipe Pay. On a directly comparable basis excluding one-off costs, the Group expects to reduce operating costs in 2024 by approximately NOK 40 million compared to 2023, combining the effects of Zwipe’s new strategy and the streamlining plan previously announced on 21 June 2023.
“Zwipe has seen considerable traction and progress in the access control market in 2023, with more than 30 partnerships signed or in progress in the USA and Europe. The market is in its early stages but we believe biometric cards can represent a substantial share of the nearly 500 million smart access cards expected to be shipped annually in coming years. Our value proposition is clear, with partners and end-users alike recognizing the substantial benefits of biometric access control technology in terms of security, convenience, and GDPR compliance,” says Zwipe CEO Robert Puskaric.
In addition, in recent months compliance with the EU NIS2 Directive on cybersecurity requirements in critical infrastructure sectors – required by October 2024 and which Zwipe Access provides – has emerged as a critical catalyst for end customers, encouraging them to consider the adoption of biometric access control solutions.
Zwipe has more than 60 proofs of concept in progress with end users, including a Top 3 global cloud service provider, a well-known Swedish consumer technology company, Berkshire Hathaway Energy Group, Fortune 100 companies, and entities including government agencies, airports, critical infrastructure operators, data centers, and healthcare facilities.
“Our new strategic direction will mean laser focus on the singular objective to rapidly achieve commercial success with Zwipe Access, while operating in as lean a manner as possible to maximize our financial flexibility,” says Puskaric.
Zwipe has historically focused primarily on the development and application of its biometric authentication technology in the payments market. Over the last two years, Zwipe completed the development of Zwipe Pay including mobile enrollment solutions, achieved full certification of the technology by both Visa and Mastercard, and spent significant time lining up the biometric payment card (“BPC”) value chain players to launch quickly once banks decided to move forward with biometric payment cards. However, neither market adoption nor the pace of commercial launches has materialized in the manner Zwipe or other players had expected, particularly towards the end of 2023.
“The decision to focus on Zwipe Access is a natural outcome of the traction seen in 2023. However, all the effort that went into developing and certifying Zwipe Pay is what laid the foundation for success with Zwipe Access. Our Access partners and end customers tell us they gain confidence using technology subjected to the rigorous testing required for certification in the payments market,” states Puskaric. Zwipe will continue to serve and fulfill purchase orders from Zwipe Pay customers that have already been certified.
Cost reduction initiatives will begin immediately, with full impact from the middle of the second quarter of 2024. On a net basis, five employees will leave Zwipe, with departures linked to Zwipe Pay, while the Zwipe Access sales team will increase slightly as the company ramps up commercialization efforts here.
Total cash flow over the coming two years is anticipated to be more than NOK 40 million better than if Zwipe had continued to focus on both payments and access control, giving Zwipe significantly longer runway and greater financial flexibility.
“While it is heartbreaking to let highly valued employees go and transition away from Zwipe Pay, we fully believe this is the right course of action for our shareholders. Zwipe Access is a higher margin business with visible commercial inroads, and our objective is for Zwipe to approach breakeven in H2 2025 as a result of higher margins, lower operational costs, and lower supply chain costs,” says CEO Robert Puskaric.
The recently completed rights issue, which includes a possible exercise of warrants in December 2024, should enable this path to profitability.
The Company will host a webcast today, 16 January at 15:00 CET, about our new strategic focus. After the presentation, the webcast will be opened up for questions from the audience.
Webcast details
Date: 16 January 2024
Time: 15:00 CET
Format: Webcast and Q&A
Language: English
Link: https://app.webinar.net/4bmE8YkDrNQ
For further information, please contact:
Robert Puskaric, CEO
###
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 16 January 2024.
###
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 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.
OSLO, NORWAY – 5 January 2024 – Zwipe has appointed Hugo Petit as interim CFO with Zwipe’s current CFO and Head of IR, Danielle Glenn, deciding to leave the company to join a capital markets advisory and consulting firm
Ms. Glenn has been responsible for Zwipe’s capital markets activities, including the two rights issues in 2023. She has also been instrumental in designing Zwipe’s overall strategic, operating, and investment plans and in restructuring the company to maximize financial flexibility and liquidity. Mr. Petit will join Zwipe as soon as possible, bringing over 20 years of experience as a CFO.
“I am excited to work with Hugo, who has a great deal of experience keeping organizations lean and streamlined while adapting to fast-evolving markets,” says Zwipe CEO Robert Puskaric.
“I would like to thank Danielle for her significant contributions to Zwipe in a difficult environment. She has been a dynamic and integral part of the management team, providing valuable strategic input and handling her myriad cross-departmental responsibilities with efficiency and diligence. The Board and I wish her all the best in her new role,” continues Puskaric.
The company has agreed with Ms. Glenn that she will leave Zwipe at the end of January 2024 but stay on as long as needed thereafter in a consulting capacity to ensure the smooth handover of responsibilities and transition to the new CFO.
For further information, please contact:
Robert Puskaric, CEO
###
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 14:05 on 5 January 2024.
###
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 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.
THIS PRESS RELEASE MAY NOT BE MADE PUBLIC, PUBLISHED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SWITZERLAND, SINGAPORE, SOUTH AFRICA, THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH SUCH ACTIONS, WHOLLY OR IN PART, WOULD BE UNLAWFUL. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO BUY SECURITIES IN ZWIPE AS. SEE ALSO THE SECTION "IMPORTANT INFORMATION" BELOW IN THIS DOCUMENT.
OSLO, NORWAY – 3 January 2024 – Reference is made to the stock exchange announcement published by Zwipe AS (the "Company") on 14 December 2023 regarding the final allocation of a rights issue of units, each consisting of one new share in the Company, each with a nominal value of NOK 0.10 and one warrant of series T01 (the "Warrants"), with preferential rights for existing shareholders raising gross proceeds of approximately NOK 35 million (the "Rights Issue").
The Rights Issue resulted in the issuance of 64,823,988 Warrants, of which 40,889,612 Warrants were allocated to subscribers in the Rights Issue and 13,480,092 Warrants were allocated to the top guarantor in connection with the Convertible Loan (as defined below). All 64,823,988 Warrants will be listed and tradable on Euronext Growth Oslo for a period commencing today, 3 January 2024 and ending at 16:30 (CET) on 9 December 2024. In addition, the Warrants will be listed on Nasdaq First North Growth Market Sweden for a period commencing today, 3 January 2024 and ending at 16:30 (CET) on or about 10 December 2024. The 10,454,284 Warrants not allocated to subscribers in the Rights Issue or in connection with the Convertible Loan (as defined below) will not be used and will be returned to the Company.
Two (2) Warrants entitle to the subscription of one (1) new share in the Company. The subscription price upon exercise of the Warrants shall for subscription of one share in the Company be 70% of the ten-day VWAP (Volume Weighted Average Price) of the Company's shares on Euronext Growth Oslo the last ten (10) trading days prior to commencement of the Exercise Period, but never lower than NOK 0.10 per share and never higher than 1.20 per share. Consequently, if all Warrants are exercised, the Company expects to raise an additional amount of minimum NOK 3,241,199.40 and maximum NOK 38,894,392.80.
Holders of Warrants may either sell their Warrants or use them to subscribe for shares in the Company, in both cases within the deadlines stated above. As such, the Warrants may have a financial value for the holders, depending on the prevailing market price for the shares in the Company. If the Warrants are not sold or exercised within the respective deadlines, the Warrants will lapse with no compensation to the holders.
For more information pertaining to the Warrants, please see the prospectus prepared in connection with the Rights Issue (the "Prospectus"), which is available on the Company's website www.zwipe.com and on the Swedish Financial Supervisory Authority's website, www.fi.se.
Pre-commitment and bottom guarantee commitments:
In connection with the Rights Issue, the Company received subscription commitments from a number of existing shareholders totaling approximately NOK 8.8 million, corresponding to approximately 25 percent of the Rights Issue. No compensation is paid for these subscription commitments.
In addition, Zwipe received so-called bottom guarantee commitments of approximately NOK 15.8 million. Through the bottom guarantees together with the subscription commitments, approximately 70 percent of the issue proceeds in the Rights issue was secured. For the so-called bottom guarantees, a compensation of thirteen (13) percent of the guaranteed amount is paid. The subscription commitments and bottom guarantee commitments were not secured by bank guarantee, escrow funds, pledging or similar arrangements. Detailed information regarding the parties that have entered into subscription commitments and guarantee undertakings can be found in the Prospectus.
Top guarantee commitment and new issue of the Convertible Loan and Warrants pursuant to the top guarantee commitment:
Zwipe received a so-called top guarantee of approximately NOK 10.5 million. The top guarantee was fulfilled by the top guarantor subscribing for a convertible loan in the Company of NOK 10,514,472 (the "Convertible Loan"). Through the top guarantee, together with the subscription commitments and the bottom guarantee commitments, 100 percent of the issue proceeds in the Rights Issue was secured. For the so-called top guarantee, a compensation of fifteen (15) percent of the guaranteed amount is paid. The top guarantee commitment was not secured by bank guarantee, escrow funds, pledging or similar arrangements. The subscription amount has been paid to the Company.
The top guarantor also had the right and obligation to subscribe for Warrants free of charge in relation to the subscription price for the Convertible Loan. The number of Warrants the top guarantor was entitled to subscribe for amounted to the maximum number of Units in the Rights Issue less the aggregate number of Units subscribed for by existing shareholders in the Company and Units subscribed for under the bottom guarantee commitments, multiplied by 0.78. Based on these principles, the top guarantor was allocated 13,480,092 Warrants.
####
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 07:57 on 3 January 2024.
####
For further information contact:
Danielle Glenn, CFO and Head of IR, Zwipe
E-mail: ir@zwipe.com
####
IMPORTANT NOTICE
Publication, release or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should be informed of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer or solicitation to buy or subscribe for any securities in Zwipe in any jurisdiction, either from Zwipe or from anyone else.
This press release is not a prospectus according to the definition in Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. A prospectus will be prepared by the Company and published on the Company's website after the prospectus has been reviewed and approved by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen).
This press release does not constitute an offer or solicitation to buy or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration, or without an exemption from registration, under the U.S. Securities Act from 1933 ("Securities Act"), and may not be offered or sold within the United States without being registered, covered by an exemption from, or part of a transaction that is not subject to the registration requirements according to the Securities Act. There is no intention to register any securities mentioned herein in the United States or to issue a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, wholly or in part, in or to Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, the United States or any other jurisdiction where the release, publication or distribution of this information would violate current rules or where such an action is subject to legal restrictions or would require additional registration or other measures beyond those that follow from Swedish and Norwegian law. Actions in contravention of this instruction may constitute a violation of applicable securities legislation.
Offers to the public will be permitted in Sweden and Norway from and including the date of approval of the prospectus by the competent authority in Sweden and the competent authority in Norway has been notified in accordance with the Prospectus Regulation, through to and including the end of the subscription period in the Rights Issue.
Forward-looking statements
This press release contains forward-looking statements related to the Company's intentions, estimates or expectations with regard to the Company's future results, financial position, liquidity, development, outlook, estimated growth, strategies and opportunities as well as the markets in which the Company is active. Forward-looking statements are statements that do not refer to historical facts and can be identified by the use of terms such as "believes," "expects," "anticipates," "intends," "estimates," "will," "may," "implies," "should," "could" and, in each case, their negative, or comparable terminology. The forward-looking statements in this press release are based on various assumptions, which in several cases are based on further assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there is no guarantee that they will occur or that they are correct. Since these assumptions are based on assumptions or estimates and involve risks and uncertainties, actual results or outcomes, for many different reasons, may differ materially from those what is stated in the forward-looking statements. Due to such risks, uncertainties, eventualities and other significant factors, actual events may differ materially from the expectations that expressly or implicitly are contained in this press release through the forward-looking statements. The Company does not guarantee that the assumptions which serve as a basis for the forward-looking statements in this press release are correct, and each reader of the press release should not rely on the forward-looking statements in this press release. The information, opinions and forward-looking statements that expressly or implicitly are stated herein are provided only as of the date of this press release and may change. Neither the Company nor any other party will review, update, confirm or publicly announce any revision of any forward-looking statement to reflect events that occur or circumstances that arise with respect to the contents of this press release, beyond what is required by law or Euronext Growth Oslo or Nasdaq First North Growth Market's rules for issuers.
OSLO, NORWAY – 2 January 2024 – Reference is made to the stock exchange announcement published by Zwipe AS (the "Company") on 14 December 2023 regarding the final allocation of a rights issue of units, each consisting of one new share in the Company, each with a nominal value of NOK 0.10 and one warrant of series T01, with preferential rights for existing shareholders raising gross proceeds of approximately NOK 35 million (the "Rights Issue").
The share capital pertaining to the Rights Issue has now been registered with the Norwegian Register of Business Enterprises (Nw.: Foretaksregisteret). The Company's new share capital is NOK 9,930,334.40, divided into 99,303,344 shares, each with a nominal value of NOK 0.10.
####
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 11:30 on 2 January 2024.
####
For further information contact:
Danielle Glenn, CFO and Head of IR, Zwipe
E-mail: ir@zwipe.com
