EnWave Corporation
TSX VENTURE : ENW
FRANKFURT : E4U

EnWave Corporation

November 19, 2013 09:30 ET

EnWave Announces Best Efforts Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Nov. 19, 2013) -

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

EnWave Corporation (TSX VENTURE:ENW)(FRANKFURT:E4U) ("EnWave", or the "Company") is pleased to announce that it has entered into an agreement with Raymond James Ltd. (the "Lead Agent") on behalf of a syndicate of Agents comprised of Raymond James Ltd. and CIBC (the "Agents") to undertake a private placement of common shares ("Shares") for gross proceeds of between $7.5 million to $10.0 million (the "Offering"). The Offering will be made on a best efforts fully marketed private placement basis and the Shares will be priced in the context of the market.

In connection with the Offering, the Agents will receive a cash commission equal to 6.0% of the gross proceeds raised under the Offering and that number of non-transferable broker warrants (the "Broker Warrants") equal to 6.0% of the number of Shares sold. Each Broker Warrant will be exercisable into one common share of the Company at the same price per share as the offering price of the Shares, for a period of 24 months from the closing date of the Offering. The Agents will receive a reduced commission in circumstances where EnWave has introduced subscribers participating in the financing.

The net proceeds from the Offering shall be used to finance the production of several Radiant Energy Vacuum ("REV™") machines associated with confirmed royalty-bearing commercial licenses, and for expanded sales and marketing efforts, focused research and development, working capital and general corporate purposes.

The Company expects that the Offering will close in December 2013. All securities issued by EnWave in connection with this Offering will be subject to a statutory four month hold period. Completion of the Offering is subject to a number of conditions, including, without limitation, the Company and the Agents entering into a binding agency agreement and receipt of all required regulatory approvals, including approval of the TSX Venture Exchange.

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About EnWave

EnWave Corporation is a Vancouver-based industrial technology company developing commercial applications for its proprietary Radiant Energy Vacuum (REV™) dehydration technology. EnWave aims to sign royalty-bearing commercial licenses with leading food and pharmaceutical companies for the use of its revolutionary technology. Thus far the Company has signed commercial licenses with Bonduelle, a global leader in the production of vegetables, for the processing of dehydrofrozen vegetables; Hormel Foods Corporation, a major processed meat manufacturer, for the production of healthy dried meat products; Milne Fruit Product, EnWave's first major licensee, for the production of several dehydrated fruit and vegetable products in the whole, fragmented and powdered form; a leading North American enzyme company, to dehydrate a series of food-related enzymes for their Tier 1 clients; and Napa Mountain Spice Company, to dry high-quality California bay leaves. In addition to these licenses, EnWave has formed a Limited Liability Partnership with Lucid Capital Management to develop, manufacture, market and sell all-natural cheese snack products in the United States under the Moon Cheese® brand. Also, EnWave has entered into a wide range of research and collaboration agreements with an expanding list of multinational companies, including Nestlé, Kellogg's, Grupo Bimbo, Grimmway Farms, Ocean Spray Cranberries, Cherry Central, Sun-Maid Growers, Gay Lea Foods and Merck. EnWave is introducing REV™ as a new dehydration standard in the food and biological material sectors: potentially faster and cheaper than freeze drying, with better end product quality than air drying or spray drying.

EnWave currently has six REV™ platforms: commercial-scale nutraREV® and MIVAP® are used in the food industry to dry fruits, vegetables, meat, herbs and seafood quickly and at low-cost, while maintaining high levels of nutrition, taste, texture and colour. The Company is also developing powderREV™ for bulk dehydration of food cultures, probiotics and fine biochemicals such as enzymes; quantaREV™ for continuous, high-volume low-temperature drying of pastes, gels, liquids, or particulates; and bioREV™ and freezeREV™ as new methods to stabilize and dehydrate biopharmaceuticals such as vaccines and antibodies. More information about EnWave is available at www.enwave.net.

EnWave Corporation

Dr. Tim Durance, Chairman & Co-CEO

Safe Harbour for Forward-Looking Information: This press release may contain forward-looking information based on management's expectations, estimates and projections, including statements in respect of the Offering and the proposed use of proceeds. All statements that address expectations or projections about the future, including statements about the Company's strategy for growth, product development, market position, expected expenditures, and the expected synergies following the closing are forward-looking statements. All third party references to market information in this release are not guaranteed to be accurate as the Company did not conduct the original primary research. These statements are not a guarantee of future performance and involve a number of risks, uncertainties and assumptions. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

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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