Montreal QC - TheNewswire  - December 20, 2022 - ATW Tech Inc. (the "Company" or "ATW Tech") (TSXV:ATW) is pleased to announce the closing of the non-brokered private placement previously announced on November 15, 2022 (the "Private Placement").

Pursuant to the Private Placement, ATW Tech issued 10,700,000 units of the Company (the “Units”) at a price of $0.05 per Unit for gross proceeds of up to $535,000. Each Unit consists of one common share in the capital of the Company (a “Common Share”) and one common share purchase warrant giving the holder the right to subscribe for one Common Share at a price of $0.08 for a period of 36 months following the closing date. The proceeds of the Private Placement will be used by ATW Tech, for its own benefit and that of its subsidiaries, to support its acquisition projects, development projects and to finance its current operations.

The Private Placement constitutes a "related party transaction", as such term is defined by Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), given that some insiders, such as senior officers and directors of the Company, subscribed for an aggregate of up to 3,400,000 Units. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, given that the fair market value of the participation in the Private Placement by certain insiders does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. The Private Placement has been approved by the independent directors of the Company. The Company did not file a material change report in respect of the Private Placement more than 21 days before the expected closing date of the Private Placement for sound business reasons and to ensure the closing of the Private Placement in a timeframe consistent with usual market practice for transactions of this nature.

The Shares issued pursuant to the Private Placement are subject to a period of restricted trading of four months, in accordance with the applicable securities legislation. In addition, the Private Placement is subject to the final approval of the TSX Venture Exchange. 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.

ABOUT ATW TECH

ATW Tech is a technology company, owner of several recognized technology platforms such as VoxTel, Option.vote and Semeon. VoxTel specializes in telephone billing and alternative payment solutions for fixed and mobile lines. Option.vote offers a customized multimethod voting system for unions, political parties, professional associations, and anyone looking for a secure way to reduce their voting costs and improve their participation rate. Semeon is a highly accurate and flexible text analysis platform for customer reviews, and uses a unique combination of machine learning and natural language processing (NLP) to discover significant trends in customer reviews across all channels.

Forward-Looking Statements and Disclaimer

Certain statements in this press release may be forward-looking. These statements include those relating Certain statements in this press release may be forward-looking. These statements include those relating to the Private Placement and the use of the proceeds raised in connection with said Private Placement. Although the Company believes that such forward looking statements reflect expectations based on reasonable assumptions, it cannot guarantee that its expectations will be realized. These assumptions, which may prove to be inaccurate, include, but are not limited to, the following: (i) the intended use of the proceeds of the Private Placement; and (ii) ATW Tech's officers will not set or achieve any other strategic objectives using the proceeds of the Private Placement. No assurance can be given that any events anticipated by the forward-looking information in this press release will transpire or occur, or if any of them do, the benefits that ATW Tech will derive therefrom. In particular, no assurance can be given as to the future financial performance of ATW Tech. ATW Tech disclaims any intention or obligation to update or revise any forward-looking statements in order to account for any new information or any other event. The reader is warned against undue reliance on these forward-looking statements.

Additional information regarding ATW Tech is available on SEDAR www.sedar.com

SOURCE:                                       

ATW Tech Inc.

Michel Guay

Founder, president and CEO

Tel.: 844.298.5932 ext. 301

mguay@atwtech.com

www.atwtech.com