Cell-Loc Location Technologies Inc.

Cell-Loc Location Technologies Inc.

August 23, 2006 08:00 ET

Cell-Loc Location Technologies Announces Financing Update

CALGARY, ALBERTA--(CCNMatthews - Aug. 23, 2006) - Cell-Loc Location Technologies Inc. (TSX VENTURE:LTI) ("CLTI" or the "Company"), a leading developer of network-based wireless location technology that enables location-based services, today announced that it has revised its term sheet with Orion Securities Inc. ("Orion"), which had been previously announced on August 18, 2006. The size of the private placement has been increased from $2,000,000 to $2,500,000 as a result of increased demand.

Under the revised terms of the agreement, Orion will arrange, on a best efforts basis, private placement financing consisting of 12,500,000 units ("Units") in the capital of the Company for gross proceeds of $2,500,000 at a price of $0.20 per Unit (the "Offering"). In addition, Orion has the option to arrange for placement of up to 2,500,000 Units under the same terms. Orion will receive a fee equal to 7% of the proceeds of the Offering along with Broker Warrants for up to 10% of the shares issued in the Offering. Closing date for the financing is expected to be on or before August 31, 2006.

Each Unit consists of one common share of the Company ("Common Share") and one common share purchase warrant ("Warrant"). Each Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $0.28 per Common Share at any time on or before the 24 month anniversary of the closing of the Offering. The Common Shares and Warrants issued pursuant to the Offering are subject to a four-month hold period from the date of closing of the financing.

The Warrant will not carry a forced exercise provision as reported in the previous announcement.

The Offering is subject to approval by CLTI's board of directors, satisfactory completion of due diligence by Orion and approval by the TSX Venture exchange.

Net proceeds of approximately $2,300,000 (net of estimated financing costs of $200,000) from this private placement will be used to fund business development activity described above as well as other business development opportunities and for working capital purposes. This financing allows the Company to properly position itself in pursuing and finalizing international opportunities to deploy its technology.

About Cell-Loc Location Technologies Inc.

Cell-Loc Location Technologies Inc. is the developer of a family of network-based wireless location products that enable location-based services. Located in Calgary, Alberta, CLTI currently develops, markets and supports its patented wireless location technology in North and South America and Asia, with a view to expanding globally. CLTI is listed on the TSX Venture Exchange under the trading symbol: "LTI."

Forward Looking Statements: This news release contains certain information that may constitute forward-looking statements under applicable securities laws. The reader is cautioned that assumptions used in the preparation of such information, although considered reasonable by the Company at the time of preparation, may prove to be incorrect. Actual results achieved may vary from the results anticipated or implied herein and variations may be material. There is no representation by the Company that actual results achieved will be the same in whole or in part as those implied in any forward looking statements.

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TSX Venture Exchange has neither approved nor disapproved of the contents of this news release.

Contact Information

  • Cell-Loc Location Technologies Inc.
    Dave Guebert
    Chief Financial Officer
    (403) 569-5796
    Cell-Loc Location Technologies Inc.
    Sheldon Reid
    Chief Executive Officer
    (403) 569-5777
    Email: investor@cell-loc.com
    Website: www.cell-loc.com