Acceleware Ltd. Announces Closing of Second Tranche of Non-Brokered Private Placement
Press Release
CALGARY, ALBERTA – September 3, 2025 – Acceleware® Ltd. (“Acceleware” or the “Company”) (TSX-V: AXE), a leading innovator of cutting-edge radio frequency (“RF”) power-to-heat technologies targeting process heat for critical minerals, amine regeneration (for carbon capture and other applications), and enhanced oil production, announces that the Company closed the second tranche of the non-brokered private placement of units (the “Units”) further to press releases dated June 30, 2025, July 31, 2025, August 12, 2025 and August 29, 2025 (the “Private Placement”) and distributed a total of 2,090,000 Units under the second tranche of the Private Placement, at a price of $0.10 per Unit, for total gross proceeds of $209,000. In aggregate, the Company has received total gross proceeds of $1,000,334.20 under both the first and second tranches of the Private Placement and distributed a total of 10,003,342 Units.
Each Unit consists of one common share of the Company (a “Common Share”) and one common share purchase warrant of the Company (a “Warrant”). Each Warrant entitles the holder of the Warrant to acquire one Common Share, at an exercise price of $0.20, which will expire which will expire 24 months from the date of issuance. If the Common Shares trade at a closing price at or greater than $0.30 per Common Share for a period of thirty (30) consecutive trading days, Acceleware may accelerate the expiry date of the Warrants by giving notice to the holders thereof, and in such case, the Warrants will expire on the 30th day after the date on which such notice is given by Acceleware.
The Common Shares issued in connection with the second tranche of the Private Placement, the Warrants, and any Common Shares issued upon exercise of the Warrants will be subject to a four-month hold period which will expire on January 4, 2026 in accordance with applicable securities legislation. There were no finders’ fees or commissions paid in connection with the Private Placement.
The Company expects to use the proceeds of the Private Placement to fund a portion of the Company’s RF XL 2.0 redeployment plan, to advance commercialization of new RF heating applications, including critical minerals applications and amine regeneration applications including carbon capture, and for general corporate purposes.
Insiders of the Company purchased a total of 720,000 Units under the second tranche of the Private Placement, with an aggregate of 2,020,000 Units being issued to insiders under both the first and second tranches of the Private Placement, which is considered a related party transaction within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Acceleware relied on the exemptions from the formal valuation and minority approval requirements of MI 61-101 based on a determination that the fair market value of the Private Placement does not exceed 25% of the market capitalization of the Company. No new insiders and no control persons were created in connection with the Private Placement.
About Acceleware
Acceleware is an advanced electromagnetic heating company with cutting-edge RF power-to-heat solutions for large industrial applications. The Company’s technologies provide an opportunity to electrify and decarbonize industrial process heat applications while reducing costs.
The Company is working to use its patented and field proven Clean Tech Inverter to materially improve the efficiency of amine regeneration, and has partnered with a consortium of world-class potash partners seeking to decarbonize drying of potash ore and other critical minerals. Acceleware is actively developing other process heat applications and partnerships for RF heating.
Acceleware’s RF XL is a patented low-cost, low-carbon RF thermal enhanced oil production technology for heavy oil that is materially different from any enhanced recovery technique used today.
Acceleware is a public company listed on the TSXV under the trading symbol “AXE”.
For more information:
Geoff Clark
Tel: +1 (403) 249-9099
geoff.clark@acceleware.com
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