September 28, 2012, Ottawa, Canada – Edgewater Wireless Systems Inc. (TSX-V: YFI) (the “Company”) is pleased to announce that it has negotiated a non-brokered private placement of up to $2,500,000 through the sale of up to 30,303,030 units of the Company at a price of $0.0825 per unit. Each unit will consist of one common share and one share purchase warrant. Each warrant will entitle the holder to purchase one additional common share of the Company for a period of 24 months from closing at an exercise price of $0.11 per share.
As an added incentive, Edgewater Computer Systems Inc. (“ECSI”), a private corporation controlled by a director of the Company, has agreed to donate up to 10,000,000 common shares of the Company that it currently owns (the “ECSI Shares”) for distribution to subscribers who agree to purchase units in the private placement. Subscribers will receive one common share from ECSI for every three units purchased. If the Company receives subscriptions for more than 30,000,000 units, the ESCI Shares will be distributed to subscribers on a pro rata basis in proportion to the number of units each subscriber purchases in the private placement. The Company would like to thank ECSI for its continued support.
The Company will pay a cash finder’s fee equal to 8% of the gross proceeds raised in the private placement. The proceeds from the private placement will be used for general working capital. The private placement is subject to TSX Venture Exchange acceptance. The common shares underlying the units and any common shares acquired on exercise of the warrants comprising the units will be subject to resale restrictions.
The Company will not be proceeding with its previously announced brokered private placement (see news release August 27, 2012).
About Edgewater Wireless Systems Inc.:
Edgewater Wireless develops and commercializes leading edge technologies and intellectual property for the communications market. Edgewater Wireless delivers advanced product solutions designed to meet the high-density, high quality of service (QoS) and high-reliability needs of service providers and their customers. Leveraging over twenty (20) patents, Edgewater’s WiFi3™ is redefining Wi-Fi technology with its wide-band, multi-channel radio and high-capacity Access Point solutions, and delivering next generation Wi-Fi, today.
The best solution for High-Density Wi-Fi networks, Edgewater Wireless WiFi3 powered access point products enable innovative service providers to plan, build and deploy reliable, high-capacity services (like VoWiFI) for high-density wireless data demand in any environment.
Do more with less! Fewer access points delivering high quality service at a lower overall deployment cost make our patented WiFi3 technology the right choice for your next Wi-Fi network.
Explore the evolution of Wi-Fi at www.EdgewaterWireless.com
Forward-Looking Statements
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words “expect”, “anticipate”, “continue”, “estimate”, “objective”, “ongoing”, “may”, “will”, “project”, “should”, “believe”, “plans”, “intends” and similar expressions are intended to identify forward-looking information or statements. Although Edgewater Wireless believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward looking statements and information because Edgewater Wireless can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause Edgewater Wireless’ actual results and experience to differ materially from the anticipated results or expectations expressed. These risks and uncertainties, include, but are not limited to access to capital markets, market forces, competition from new and existing companies and regulatory conditions. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this news release or otherwise, and to not use future-oriented information or financial outlooks for anything other than their intended purpose. Edgewater Wireless undertakes no obligation to update publicly or revise any forward looking information, whether as a result of new information, future events or otherwise, except as required by law.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
Nadine Desruisseaux
Investor Relations
Capital Ideas Investor Relations
+1.647.202.5292
Nadine@capitalideasir.com