AccelRate Power Systems Inc.
FRANKFURT : KCG
TSX VENTURE : AXP

AccelRate Power Systems Inc.

January 25, 2011 16:05 ET

AccelRate Announces Non-Brokered Share Offering to Raise Up To $6,000,000

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Jan. 25, 2011) - AccelRate Power Systems Inc. (TSX VENTURE:AXP)(FRANKFURT:KCG) (the "Company") has retained the services of Aberdeen Gould Capital Markets Ltd., an Exempt Market Dealer (the "EMD"), to arrange a non-brokered private placement consisting of up to 20,000,000 common shares of the Company at the price of $0.30 per share to raise gross proceeds of up to $6,000,000. 

Proceeds from the offering will be used to finance the optioning and exploration of the "Lucky Strike" mineral property in the Yukon, as announced in the Company's news release of November 24, 2010, to fund additional property acquisitions, to pay a finder's fee to the EMD, to satisfy other obligations and for general working capital. On completion of the change of business, AccelRate intends to become a pure gold explorer focused on the Yukon and to change its name to Goldstrike Resources Ltd. 

In keeping with its new focus, the company is pleased to welcome Lawrence Dick, Ph.D., P. Geo. to its board. Dr. Dick, who was elected at the Company's recent annual general meeting, has over 35 years of mineral experience, and is an internationally recognized explorationist who has been credited with or played a key role in five major mineral discoveries in North and South America. He is very familiar with the Yukon, having spent more than ten years working throughout the Territory including the Carmacks gold camp and the Nisling Range, both of which lie within the area now known as the White Gold District. He formerly held a variety of positions with Chevron Resources Company in the Americas, including Exploration Manager, and led the exploration teams that discovered the Golden Bear deposit in British Columbia and discovered and developed the Can Can gold-silver deposit in north-central Chile. He is a co-founder of General Minerals Corp. (now Sprott Resource Corp.) and has served for many years as its Executive Vice President, as well as directing its exploration activities. Dr. Dick also founded Copper 1 Inc., serving as its Chief Executive Officer and President, and subsequently co-founded and served as the President, CEO and Chairman of Evolving Gold Corp. before assuming his present role as Chief Geologist and Manager of Resources for Baron Global Financial Canada Ltd. He continues to serve on the boards of a number of public companies, including Timmins Gold Corp., and is a Full and Fellow Councillor of the Geological Association of Canada, Cordilleran Section, and a Full and Fellow Member of the Society of Economic Geologists. For his exploration successes in Chile, Dr. Dick was awarded the Chevron Chairman's Award, and the "Mente et Malleo" award at the Chilean Geological Congress for the most successful exploration team in Chile.

The proposed private placement and finder's fees payable to the EMD are subject to TSX Venture Exchange ("TSXV") acceptance and completion of the Change of Business ("COB") described in the November 24, 2010 news release. All subscription funds will be held in escrow pending completion of the COB, which is subject to a number of conditions including TSXV acceptance and shareholder approval. The proposed financing and COB will not be completed until the required approvals are obtained. There can be no assurance that the contemplated transactions will be completed as proposed or at all. 

The Company has agreed to pay the EMD a cash finder's fee equal to 10% of the gross proceeds derived from the offering and, in addition, to issue finder's warrants exercisable to purchase that number of common shares which is equal to 10% of the total number of shares issued by the Company pursuant to the offering. The finder's warrants relating to the offering will be exercisable for five years after closing at the price of $0.40. In addition, the EMD has been granted a right of first refusal with regard to future financings of the Company for a period of five years. All shares issued pursuant to the offering and any shares acquired on the exercise of finder's warrants will be subject to a four-month hold period from the closing date.

Investors are cautioned that, except as disclosed in the Filing Statement or Management Information Circular to be prepared in connection with the proposed COB, any information released or received with respect to the COB may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative. The TSXV has in no way passed upon the merits of the proposed COB and has neither approved nor disapproved the contents of this press release.

ON BEHALF OF THE BOARD

Reimar Koch, President, AccelRate Power Systems Inc.

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.

Contact Information

  • AccelRate Power Systems Inc.
    Reimar Koch
    President
    (604) 688 8656
    (604) 688 8654 (FAX)
    info@accelrate.com