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CRITICALCONTROL SOLUTIONS (TSX-V: CCZ)
NEWS RELEASE
For Immediate Release: Friday, August 20, 2004
Calgary, Alberta CRITICALCONTROL CLOSES $2.7 MILLION DEBENTURE FINANCING CriticalControl Solutions Corp., (“CriticalControl” or the “Company”) (TSX Venture: CCZ) is pleased to announce closing of a debt financing of $2,700,000 with Wellington Financial LP Fund II ("Wellington"). The debenture financing was completed by way of private placement of a secured debenture (the "Debenture") in the principal amount of $2,700,000 with interest at 12% per annum, maturing on August 20, 2006. As part of the transaction, the Company will issue a security to Wellington convertible for no additional consideration into 11,739,130 warrants (the "Warrants"), each Warrant being exercisable for one common share at an exercise price of $0.115 per share. 2,934,783 of the Warrants will expire on August 20, 2008 and the remainder will expire on February 20, 2009. The proceeds of this financing will be used to eliminate the Company's bank debt and fund working capital. $1,000,000 of the proceeds has been set aside to fund a future acquisition. Dlouhy Merchant Group Inc. acted as financial advisor to CriticalControl with respect to the private placement. "Wellington is pleased to support CriticalControl's continued success in the document management and software solutions verticals. The recently announced contract awards for CriticalControl's PipeWorks software are evidence that major North American energy firms are anxious to roll out CriticalControl's, leak detection, batch tracking and scheduling software solutions," said Mark McQueen, President of Wellington Financial. "The diverse suite of products and services offered by CriticalControl make it a unique player in its chosen verticals." "This financing significantly strengthens our balance sheet and eliminates uncertainty associated with operating our banking facilities under a forbearance agreement. Management is pleased in the support shown by Wellington who has effectively provided CriticalControl with a strong position to execute its short term acquisition strategy," said George Watson, CEO of CriticalControl. About Wellington Financial LP Wellington Financial LP is a privately-held bridge financing and venture debt firm, providing debt financing for private and public companies in its chosen fields. Wellington transactions are generally between $1 million and $5 million, but the fund has issued term sheets up to $30 million due to its ability to syndicate transactions. Wellington clients vary in size, sector and business model, but generally have current year revenue of at least $5 million. Wellington is a partnership between Clairvest Group Inc. and Fund management, who jointly have contributed a large financial stake in Fund II. For more information, please visit www.wellingtonfund.com. About CriticalControl CriticalControl provides organizations better control over their mission critical information. We build, operate and support applications which gather, manage and disseminate information primarily in government and the energy sector. Our imaging service bureau and outsourcing offering is the front end document gathering and control service for numerous government departments. We provide high end content and information management expertise to our government and energy sector clients to manage and securely share their critical information. Using our core area of expertise, we have assembled industry leading information control applications for the energy sector. These applications include ezy-Ops, a leading materials management application for the upstream oil and gas sector and PipeWorks, an industry leading application for the operation of pipelines around the world. For more information, please visit www.criticalcontrol.com. For further information, please contact:
Mr. George Watson
Chief Executive Officer
Tel: (403) 705-7500
Fax: (403) 705-7555
E-mail: george.watson@criticalcontrol.com
or Mr. Alykhan Mamdani
President
Tel: (403) 705-7500
Fax: (403) 705-7555
E-mail: alykhan@criticalcontrol.com
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this press release.
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