CounterPath Announces Private Placement

VANCOUVER , Oct. 28 /CNW/ - CounterPath Corporation (OTCBB: CPAH; TSX-V: CCV), a leading provider of desktop and mobile VoIP software products and solutions, today announced a private placement (the "Offering") of up to approximately 3.3 million units (each, a "Unit") for gross proceeds of up to approximately CDN$2.0 million (approx. US$1.9 million). The Units will be offered at a price of CDN$0.60 (approx. US$0.56) per Unit and each of those Units will consist of one common share in the capital of CounterPath and one-half (1/2) of one non-transferable common share purchase warrant (each, a "Warrant"). Each whole Warrant shall entitle the holder thereof to purchase one common share (each, a "Warrant Share") in the capital of CounterPath for a period of two years commencing from the closing of the Offering at an exercise price of US$0.90 per Warrant Share. CounterPath anticipates that insiders will be subscribing for greater than 25% of the Offering.

The gross proceeds of the Offering will be used to fund the operations of CounterPath. The closing of the Offering is subject to certain conditions, including regulatory approval.

The securities offered will not be registered under the United States Securities Act of 1933 (the "Act") and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Act.

    
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    Provider (as that term is defined in the policies of the TSX Venture
    Exchange) accepts responsibility for the adequacy or accuracy of this
    release.
    

For further information: David Karp, Chief Financial Officer, CounterPath Corporation, [phone] ext 1114