|By Marketwired .||
|August 14, 2014 05:12 PM EDT||
CALGARY, ALBERTA -- (Marketwired) -- 08/14/14 -- Acceleware® Ltd. (TSX VENTURE: AXE) ("Acceleware" or the "Company"), is pleased to announce it has closed the private placement previously announced on July 24, 2014 (the "Private Placement").
The Company issued 10,240,000 common shares at a price per share of $0.05, for gross proceeds of $512,000.
All securities issued are subject to a hold period, which will expire on December 15, 2014. The closing of the Private Placement is subject to receipt of final approval from the TSX Venture Exchange.
The proceeds of the Private Placement will be used by Acceleware for research and development activities and general working capital requirements.
Non-arm's length parties participated in the Private Placement for aggregate gross proceeds of $295,000. Pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") the Private Placement is a related party transaction. The Private Placement was exempt under MI 61-101 from the formal valuation and minority approval requirements pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101, respectively. Pursuant to section 5.5(b), no securities of the Company are listed or quoted on a "specified market" and pursuant to section 5.7(1)(a) the fair market value of the consideration for the transaction paid by the related parties does not exceed 25% of the Company's market capitalization, calculated as follows:
Market Capitalization of Company as at July 24, 2014 when the transaction was announced: $1,958,259
25% of Market Capitalization: $489,565
Total Related Party Transaction Participation: $295,000
The Board of Directors of the Company, which is constituted of a majority of individuals who qualify as independent directors, unanimously approved the Private Placement. The Company was unable to disclose the nature of the related party transaction prior to closing of the Private Placement as the identities of the subscribers, including related parties, were not known until closing.
Acceleware (www.acceleware.com) develops high performance seismic imaging and modeling software products and provides innovative technology for radio frequency (RF) heating, an emerging thermal enhanced oil recovery method. As experts in programming for multi-core CPUs and massively parallel GPUs, Acceleware's professional services team specializes in accelerating computationally intense applications for clients to speed up product design, analyze data and help make better business decisions. Acceleware's products and services are used by some of the world's largest energy and engineering companies.
Acceleware is a public company on Canada's TSX Venture Exchange under the trading symbol AXE. Neither 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.
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