Genesis Worldwide Inc. Announces Completion of Previously Announced Brokered Private Placement of Common Shares And Warrants

/NOT FOR DISSEMINATION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

MISSISSAUGA, ON, Feb. 9, 2012 /CNW/ - Genesis Worldwide Inc. ("Genesis" or the "Company"), (NEX: GWW.H), a leading provider of green and sustainable structural building products and technology in the light steel structural products industry, is pleased to announce that further to its press release dated November 10, 2011, the Company has completed a brokered private placement (the "Private Placement") through Canaccord Genuity Corp. (the "Agent") acting as its exclusive agent on a commercially reasonable efforts basis. Pursuant to the Private Placement, 6,666,666 units ("Units") were issued at a price of $0.075 per Unit, raising gross proceeds of $500,000.  Each Unit consists of one common share (a "Common Share") of the Company and one Common Share purchase warrant (a "Warrant") of the Company.  Each Warrant entitles the holder to acquire one Common Share at an exercise price of $0.10 at any time on or prior to February 9, 2013.  The net proceeds from the Private Placement will be used by the Company for working capital purposes.  The Common Shares and Warrants comprising the Units and the Common Shares issuable upon the exercise of the Warrants will be subject to a hold period of four (4) months from the closing of the Private Placement.

On the closing of the Private Placement, the Agent was i)  paid, as agent, a cash commission equal to 7% of the gross proceeds from the Private Placement; ii) issued warrants ("Agent's Warrants") to acquire Common Shares equal to 10% of the Units sold under the Private Placement, with each such warrant entitling the Agent to acquire one Common Share at an exercise price of $0.10 at any time on or prior to February 9, 2013; and iii) issued 933,333 Units as a corporate finance fee. Each Unit consists of one Common Share of the Company and one Warrant ("Corporate Finance Warrant").   Each Corporate Finance Warrant entitles the holder to acquire one Common Share of the Company at an exercise price of $0.10 at any time on or prior to February 9, 2013.

Following the completion of the Private Placement, there will be 15,816,758 Common Shares of the Company issued and outstanding.  Assuming the exercise in full of the Warrants, the exercise in full of the Agent's Warrants, and the exercise in full of the Corporate Finance Warrants, there will be 24,083,423 Common Shares issued and outstanding.

"Now that we have completed our restructuring, this funding will allow us to concentrate on our sales, marketing and revenue driving initiatives that are a critical element of our strategic global business plan," stated Richard Pope, CEO of Genesis.

About Genesis Worldwide Inc.

Genesis is a provider of green light steel building systems and solutions targeted at the global commercial, residential and institutional building sectors. Genesis delivers customized turnkey structural solutions including innovative light steel products, and provides software packages, industrial equipment, training programs, professional services and support ("Genesis Solution") to its customers and partners globally. Headquartered in the Greater Toronto Area in Ontario, Canada, Genesis has established a network of partners with engineering, manufacturing and distribution operations in Canada, the United States, the Middle East, Eastern Europe, Russia and South East Asia. For additional information about the Company, visit www.genesisworldwide.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions are intended to identify forward-looking statements. Such statements reflect the Company's current views with respect to future events and are subject to such risks and uncertainties. Many factors could cause the Company's actual results to differ materially from the statements made, including those factors discussed in filings made by the Company with the Canadian securities regulatory authorities. Should one or more of these risks and uncertainties occur or should assumptions underlying the forward looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, or expected. The Company does not intend and does not assume any obligation to update these forward-looking statements, except as required by law. Shareholders are cautioned not to put undue reliance on such 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.

Genesis Worldwide Inc.
Richard Pope
President & Chief Executive Officer 
Tel: [phone]

Genesis Worldwide Inc.
Cathy Smyth
Manager, Legal Administration & Compliance
Tel: [phone]