Jan. 18, 2011 (Canada NewsWire Group) --
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, Jan. 18 /CNW/ - EnWave Corporation (TSX-V: ENW | FSE: E4U) ("EnWave" or the "Company") today announced that it has entered into an agreement with Canaccord Genuity Corp., on behalf of a syndicate of underwriters including Laurentian Bank Securities and Clarus Securities Inc. (the "Underwriters"), under which the Underwriters have agreed to purchase, on a bought deal private placement basis, 5,556,000 Units (the "Units") at a price of CDN$1.80 per Unit for aggregate gross proceeds of CDN$10,000,800 (the "Offering"). Each Unit will consist of one common share of the Company and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to subscribe for one additional common share for a period of 18 months from the closing of the Offering at an exercise price of CDN$2.25.
The Company will also grant the Underwriters an over-allotment option to purchase up to an additional 1,150,000 Units at the offering price for additional gross proceeds of up to CDN$2,070,000 exercisable 48 hours prior to the closing of the Offering.
EnWave will pay the Underwriters a cash commission equal to 7% of the gross proceeds raised under the Offering and issue to the Underwriters warrants (the "Underwriter's Warrant") equal to 10% of the number of Units sold under the Offering. Each Underwriter's Warrant is exercisable to purchase one common share at a price of $1.80 for a period of 18 months from closing of the Offering.
The Company intends to use the net proceeds of the Offering for general working capital purposes.
The Offering is scheduled to close on or about February 9, 2011 and is subject to certain conditions including, but not limited to, receipt of all required regulatory approvals. The securities issued by EnWave in connection with this Offering are subject to a 4-month "hold period" as prescribed by the TSX Venture Exchange and applicable Canadian securities laws.
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About EnWave
Using proprietary technologies developed in conjunction with the University of British Columbia, EnWave is commercializing a new method for dehydrating food and biological materials using Radiant Energy Vacuum ("REV") technology under its nutraREVTM, powderREVTM, quantaREVTM , bioREVTM and freezeREVTM brands. REV technology combines microwave energy transfer under vacuum to dehydrate and alter structures and drive chemical reactions, thereby creating unique product characteristics for both food products and medical applications that include fruit, vegetables, probiotics, enzymes, proteins, food cultures, vaccines and antibodies. More information about EnWave is available at: www.enwave.net.
EnWave Corporation
Mr. John McNicol
President & Co-CEO
Safe Harbour for Forward-Looking Information Statements: This press release may contain forward-looking information based on
management's expectations, estimates and projections. All statements
that address expectations or projections about the future, including
statements about the closing of the Offering, the exercise of the
over-allotment option, the Company's strategy for growth, product
development, market position, expected expenditures and financial
results are forward-looking statements. These statements are not a
guarantee of future performance and involve a number of risks,
uncertainties and assumptions. There is no guarantee that the Offering
will close, that the over-allotment will be exercised, or that the
Company's REV technology can or will improve processes in the target
industry; even if the Company's REV technology can be used as described
in this document, there is no guarantee that such use will result in
orders for the Company's REV technology. All figures comparing REV
technologies to freeze drying or other dehydration technologies are
provided as examples of data obtained through the Company's own
scientific and testing programs; each product must be tested
individually to determine the benefits of using REV.
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.
Mr. John McNicol, President & Co-CEO, EnWave Corporation at (604) 601-8524
E-mail: john.mcnicol@enwave.net
Jennifer Thompson, V.P. Corporate Development & Investor Relations at (604) 603-6549
E-mail: jthompson@enwave.net