(TheNewswire)
Ottawa, Ontario / TheNewswire / June 30, 2017 – Edgewater Wireless Systems Inc.
(TSX-V: YFI) (the “Company”) is pleased to announce that it has completed its previously announced non-brokered
private placement of an aggregate of 5,463,858 units (the “ Units ”) at a price of $0.25 per
Unit, for gross proceeds of $1,365,964 (the “ Offering ”). Each Unit consists of one common
share of the Company and one-half of one non-transferable common share purchase warrant (each a “ Warrant ”). Each Warrant entitles the holder to acquire an additional common share at a price of $0.375 per share
for a period of 2 years from the closing date.
In connection with the Offering, Canaccord Genuity Corp. received a finder’s fee of $2,800 in cash and 11,200
finder’s units, Haywood Securities Inc. received a finder’s fee of $21,000 in cash and 84,000 finder’s units, Echelon Wealth
Partners Inc. received finder’s fee of $8,750 in cash and 35,000 finder’s units, Clairewood Partners Ltd. received a finder’s fee
of $39,200 in cash and 156,800 finder’s units, and Skanderbeg Capital Advisors received a finder’s fee of $14,000 in cash and
56,000 finder’s units.
Each finder’s unit consists of one common share of the Company and one-half of one non-transferable common
share purchase warrant (the “Finder’s Warrants”). Each Finder’s Warrant entitles the holder to acquire an additional common share
at a price of $0.375 per share for a period of 24 months from the closing date.
A director of the Company participated in the Private Placement and subscribed for an aggregate total of
403,858 Units. The participation of the insider is considered to be a “related party transaction” pursuant to Multilateral
Instrument 61-101 Protection of Minority Security Holders in Special Transaction (“MI 61-101”). The Company determined that
exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 were available for the related
party transaction pursuant to Section 5.5(a) and Section 5.7(1)(a) of MI 61-101 on the basis that the fair market value of the
transaction involving the insider was not more than 25% of the Company’s market capitalization.
All securities issued in connection with this Offering are subject to a 4-month hold period expiring on October
31, 2017 as prescribed by the TSX Venture Exchange and applicable securities laws.
The proceeds from the Offering will be used for sales and marketing expenses, engineering and product
development, working capital and operating expenses.
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For further information, please contact:
Andrew Skafel, President & CEO
Edgewater Wireless Systems Inc.
T: (613) 271‐3710
or
Matt Massey
VP, Marketing
T: +1 613-797-9628
E: mattm@edgewaterwireless.com
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.
The securities offered have not been and will not be registered under the United States Securities
Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the
registration requirements. This news release does not constitute an offer to sell or the solicitation of any offer to buy nor will
there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of any such province, state or
jurisdiction.
This document contains certain forward-looking information and forward-looking statements within the
meaning of applicable securities legislation (collectively “forward-looking statements”). The use of the word “will” and similar
expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties
and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking
statements. Such forward-looking statements should not be unduly relied upon. This document contains forward-looking statements and
assumptions pertaining to the following: the Offering, payment of the finder’s fee, and the use of proceeds from the Offering.
Actual results achieved may vary from the information provided herein as a result of numerous known and unknown risks and
uncertainties and other factors. The Company believes the expectations reflected in those forward-looking statements are
reasonable, but no assurance can be given that these expectations will prove to be correct.
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