ACTIVE CONTROL TECHNOLOGY INC.

ACTIVE CONTROL TECHNOLOGY INC.

February 25, 2005 10:04 ET

Active Control Announces Financing Transactions


NEWS RELEASE TRANSMITTED BY CCNMatthews

FOR: ACTIVE CONTROL TECHNOLOGY INC.

TSX VENTURE SYMBOL: ACT

FEBRUARY 25, 2005 - 10:04 ET

Active Control Announces Financing Transactions

TORONTO, ONTARIO--(CCNMatthews - Feb. 25, 2005) - Active Control
Technology Inc. (the "Corporation")(TSX VENTURE:ACT) is pleased to
announce that it is undertaking a private placement offering of a
minimum of 5,454,545 and a maximum of 9,090,909 units of the Corporation
at a price of $0.055 per unit, or a minimum of $300,000 and a maximum of
$500,000 in the aggregate. Each unit will consist of one common share of
the Corporation, one share purchase warrant (each a "Warrant") and a pro
rata share of a royalty (the "Royalty"). Each warrant will entitle the
holder to acquire an additional common share at the price of $0.10 per
share until two years from the date of issuance. The Royalty will be
calculated on the basis of $0.15 per transmitter on up to 500,000
CLiK64™ or Circle-of-Safety™ transmitters sold by the Corporation.
The Corporation will pay a 10% finder's fee with respect to this
transaction.

The funds received from this private placement will be used for
marketing the Circle-of-Safety™ and the new CLiK64™ technology,
for working capital and to retire outstanding obligations.

In addition, the Corporation has agreed to issue 10,000 common shares
priced at $0.05 per share to an arm's-length party as a bonus for
providing the Corporation with a $10,000 loan.

Finally, the Corporation is negotiating with insiders to settle up to
$150,000 worth of debt owed to insiders by offering the insiders an
opportunity to subscribe for common shares at a price of $0.05 per share.

This insider settlement is exempt from the valuation and minority
shareholder approval requirements of OSC Rule 61-501 (the "Rule") by
virtue of the exemptions contained in sections 5.5(2) and 5.7(2) of the
Rule in that the fair market value of the consideration for the
securities of Outlook to be issued will not exceed 25% of its market
capitalization

The transactions set out herein are subject to approval from the TSX
Venture Exchange.

Active Control Technology Inc. designs and markets wireless radio
frequency (RF) devices for the commercial security and access control
industries in North America. Located in Mississauga, Ontario in Canada,
the company trades publicly on the TSX Venture Exchange under the symbol
ACT.

We make RF work.™

-30-

Contact Information

  • FOR FURTHER INFORMATION PLEASE CONTACT:
    Active Control Technology Inc.
    Steve Barrett
    President & CEO
    905-670-5500 ext. 21
    905-670-2345 (FAX)
    sbarrett@activecontrol.com
    www.activecontrol.com
    or
    Clark Avenue Company, Inc.
    Richard Cohen
    905-882-4422
    905-882-4435 (FAX)
    clarkavenue@rogers.com
    The TSX Venture Exchange has not reviewed and does not accept
    responsibility for the adequacy or accuracy of this release.