Acceleware Announces Short Form Prospectus Offering
CALGARY, Alberta – June 11, 2008 – Acceleware Corp. (the “Corporation” or “Acceleware”) (trading symbol “AXE” TSXV), is pleased to announce that it has entered into an engagement letter with Versant Partners Inc., as lead agent on behalf of a syndicate of agents including, Caris & Company, Blackmont Capital Inc. and Northern Securities Inc. (collectively, the “Agents”) to sell by way of a best efforts short form prospectus offering of a minimum of 18,072,290 units of the Corporation (each a “Unit”) and a maximum of 30,120,482 Units at a price of $0.83 per Unit for minimum gross proceeds of $15,000,000 and maximum gross proceeds of $25,000,000 (the “Offering”). The Corporation has filed and obtained a receipt for a preliminary short form prospectus in respect of the Offering with the securities commissions of Alberta, British Columbia, Saskatchewan, Manitoba and Ontario. Acceleware intends to use the proceeds of the Offering for general working capital and expansion of its product line and sales channels, as more particularly set out in the preliminary prospectus dated June 11, 2008.
Each Unit will be comprised of one common share of the Corporation (“Common Share”) and one-half of one common share purchase warrant (“Warrant”). Each whole Warrant will entitle the holder to acquire one Common Share at an exercise price of $1.30 per Common Share. The Warrants will be exercisable for a period of 24 months following the closing of the Offering. The Units will be issued from treasury and subject to regulatory approval and will be offered on a ‘best efforts’ basis by way of a short form prospectus in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario.
The Agents shall receive compensation comprised of cash and broker warrants upon closing of the Offering. The Offering is scheduled to close on or about June 26, 2008, or such other date as the parties may agree and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange.
A preliminary prospectus containing important information relating to the Offering has been filed with the securities commissions or similar authorities in certain jurisdictions of Canada. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from the Chief Financial Officer of the Corporation, at 1600 - 37th Street SW, Calgary, Alberta, T3C 3P1, Telephone (403) 249-9099 Ext. 278, and the preliminary prospectus is available electronically at www.sedar.com. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued.
This news release does not constitute an offer to sell, or the solicitation of an offer to buy, the securities in any jurisdiction, including the United States, or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption therefrom, nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The securities being offered will not be, and have not been, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, a U.S. person, absent U.S. registration or an applicable exemption therefrom.
Acceleware develops and markets solutions that enable software vendors to leverage heterogeneous, multi-core hardware environments without having to rewrite their applications for parallel processing. This acceleration abstraction technology results in end-users achieving significant computing speed-ups and migrating vendor applications from single-core processing to multiple-core CPUs, GPUs or other acceleration products. Acceleware solutions are deployed by companies worldwide to accelerate computer simulation and data processing applications in areas such as electromagnetics, oil & gas, medical and security imaging, industrial and consumer product design, financial, and academic research. Acceleware's third-generation multi-board GPU solutions can accelerate simulation and processing algorithms by over 35 times, reducing data processing from multiple hours to minutes.