EmerGeo Solutions Worldwide Inc.
TSX VENTURE : EMG
FRANKFURT : EMI

EmerGeo Solutions Worldwide Inc.

December 06, 2011 13:56 ET

EmerGeo Receives Conditional Acceptance

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 6, 2011) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR TO U.S. NEWS SERVICES

EmerGeo Solutions Worldwide Inc. (TSX VENTURE:EMG)(FRANKFURT:EMI) ("EmerGeo" or the "Company"), a leading provider of emergency management software and consulting services, today announced that its previously announced private placement with SAI InfoSystems (India) Ltd. ("SIS") has received conditional acceptance of the TSX Venture Exchange, subject to a number of conditions including disinterested shareholder approval. The Company intends to seek disinterested shareholder approval of the private placement at its annual and special general meeting scheduled to be held on January 10, 2012.

The private placement will be completed in two tranches. In the first tranche, SIS will subscribe for 3,333,333 Shares at a price of $0.06 per Share for gross proceeds of $200,000. As a result, SIS will acquire approximately 12.7% of the Company's common shares on a fully diluted basis. Completion of the first tranche does not require disinterested shareholder approval. In the subsequent tranche, assuming disinterested shareholder approval is obtained and subject to satisfactory due diligence, SIS will subscribe for 60,000,000 Shares at a price of $0.06 per common share for gross proceeds of $3,600,000.00. Concurrently with completion of the second tranche, SIS will complete the acquisition of 5,572,728 common shares of the Company held by four shareholders, including the founders of EmerGeo's emergency management business.

About EmerGeo:

EmerGeo develops emergency management software solutions and provides consulting services and support to government and industry around the world. EmerGeo's Fusionpoint™ and emergency mapping applications are used to log, track and communicate critical information required by emergency and security personnel. By leveraging open web standards, EmerGeo's software brings together data from dispatch, crisis management, mapping, camera and other third-party systems, providing a common operating picture. EmerGeo's technology and people have been at the forefront of some of the world's largest disasters and are proven effective in helping government and industry to mitigate against, prepare for, respond to and recover from potential or actual incidents, natural disasters, acts of terrorism, or pre-planned events.

On behalf of the Board of Directors

EMERGEO SOLUTIONS WORLDWIDE INC.

Rick MacDonald, CEO

"Protecting People, Property & the Environment"

Disclaimer. Certain of the statements made and information contained herein may contain forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking information includes, but is not limited to, information concerning the Company's intentions with respect to the development of its business and the private placement with SIS. Forward-looking information is based on the views, opinions, intentions and estimates of management at the date the information is made, and is based on a number of assumptions and subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated or projected in the forward-looking information (including the actions of other parties who have agreed to do certain things and the approval of certain regulatory bodies). Many of these assumptions are based on factors and events that are not within the control of the Company and there is no assurance they will prove to be correct. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by applicable securities laws, or to comment on analyses, expectations or statements made by third parties in respect of the Company, its financial or operating results or its securities. The reader is cautioned not to place undue reliance on forward-looking information.

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.

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