NEXT Biometrics Group ASA - Commencement of subscription period for the subsequent offering NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTOTHE UNITED STATES OF AMERICA ,AUSTRALIA ,CANADA ,HONG KONG ORJAPAN , OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.Oslo ,22 June 2020 : Reference is made to the stock exchange announcements byNEXT Biometrics Group ASA ("NEXT" or the "Company") on19 June 2020 regarding the subsequent offering (the "Subsequent Offering") of up to 10,000,000 new shares in the Company, each with a par value ofNOK 1.00 , at a subscription price ofNOK 2.00 per share (the "Offer Shares "). The Subsequent Offering consists of an offer by the Company to issue up to 10,000,000 new shares, each with a par value ofNOK 1.00 , at a subscription price ofNOK 2.00 (the "Offer Shares "), raising gross proceeds ofNOK 20,000,000 if allOffer Shares are issued. Eligible shareholders, being shareholders of the Company as of28 May 2020 (and being registered as such in the VPS on2 June 2020 , pursuant to the two days' settlement procedure in the VPS (the "Record Date")), who (i) were not allocated shares in the Private Placement, (ii) who were not included in the pre-sounding phase in the Private Placement, and (iii) who are not resident in a jurisdiction where such offering would be unlawful, or for jurisdictions other thanNorway , would require any filing, registration or similar action, (the "Eligible Shareholders") will be granted non-transferable subscription rights (the "Subscription Rights") that, subject to applicable law, provide rights to subscribe for and be allocatedOffer Shares at the Subscription Price (as defined below). The Eligible Shareholders will be granted 0.359333 Subscription Rights for each existing share registered as held by such Eligible Shareholders as of the Record Date, rounded down to the nearest whole Subscription Right. Each whole Subscription Right provides a right to subscribe for, and be allocated, one Offer Share at the Subscription Price, subject to applicable securities laws. Over-subscription and subscription without Subscription Rights is permitted. The subscription period will commence today, on22 June 2020 , at 09:00 hours (CEST) and expire at 16:30 hours (CEST) on6 July 2020 (the "Subscription Period"). The subscription price in the Subsequent Offering isNOK 2.00 per Offer Share (the "Subscription Price"), being the same as the subscription price in the Private Placement. The Subscription Rights are expected to have an economic value if the Company's shares trade above the Subscription Price during the Subscription Period. Eligible Shareholders who do not use their Subscription Rights will experience a dilution of their shareholding in the Company. The Subscription Rights must be used to subscribe forOffer Shares before the expiry of the Subscription Period. Subscription Rights that are not used to subscribe forOffer Shares before such deadline will have no value and will lapse without compensation to the holder. The payment for the Offer Shares allocated to a subscriber falls due on10 July 2020 . Subject to timely payment of the Offer Shares, the share capital increase pertaining to the Subsequent Offering is expected to be registered with theNorwegian Register ofBusiness Enterprises on or about16 July 2020 . The Offer Shares are expected to be delivered to the subscribers and commence trading on theOslo Stock Exchange on or about17 July 2020 . Further information about the Subsequent Offering and the subscription procedures is included in the prospectus dated19 June 2020 (the "Prospectus"). The Prospectus, including the subscription form, is available at www.paretosec.com/transactions. Hard copies of the Prospectus are available at the offices ofNEXT Biometrics Group ASA , Universitetsgaten 10, 0164 Oslo, or may be obtained by contactingPareto Securities AS on tel.: +47 22 87 87 00.Pareto Securities AS acts as manager in the Subsequent Offering.Advokatfirmaet Thommessen AS acts as legal advisor to the Company. For further information, please contact:Peter Heuman , CEO Email: peter.heuman@nextbiometrics.comEirik Underthun , CFO Email: eirik.underthun@nextbiometrics.com AboutNEXT Biometrics : NEXT provides advanced fingerprint sensor technology that delivers uncompromised security and accuracy for the best possible user experience in the smart card, government ID, access control and notebook markets. The company's patented NEXT Active Thermal principle allows the development of large, high quality fingerprint sensors in both rigid and flexible formats.NEXT Biometrics Group ASA (www.nextbiometrics.com) is headquartered inOslo , with sales, support and development operations inSeattle ,Taipei ,Prague , Bengaluru andShanghai . IMPORTANT INFORMATION This release is not for publication or distribution, in whole or in part directly or indirectly, in or intoAustralia ,Canada ,Japan orthe United States (including its territories and possessions, any state ofthe United States and theDistrict of Columbia ). This release is an announcement issued pursuant to legal information obligations, and is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued for information purposes only, and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, inthe United States or in any other jurisdiction. 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 inthe United States except pursuant to an exemption from the registration requirements of theUS Securities Act. The Company does not intend to register any portion of the offering of the securities inthe United States or to conduct a public offering of the securities inthe United States . Copies of this announcement are not being made and may not be distributed or sent intoAustralia ,Canada ,Japan orthe United States . Any offering of the securities referred to in this announcement will be made by means of a prospectus. This announcement is an advertisement and is not a prospectus for the purposes of Regulation (EU) 2017/1129 of theEuropean Parliament and of the Council of14 June 2017 on prospectuses to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (as amended) as implemented in any Member State. Investors should not subscribe for any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus, if a prospectus is published. Copies of any such prospectus will, following publication, be available at the Company's registered office and, subject to certain exceptions, on the website ofPareto Securities AS (www.paretosec.com/transactions) (the "Manager"). 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 Manager 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 Manager is acting for the Company and no one else in connection with the offering 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 offering 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.
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