C LEVEL III Inc. announces Completion of its Initial Public Offering

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWS WIRES

TORONTO, Feb. 29, 2012 /CNW Telbec/ - C Level III Inc. ("CLV" or the "Company") (TSXV: CLV), a capital pool company, is pleased to announce that it has closed its initial public offering of 1,583,925 common shares (the "Offering") at $0.20 per share for aggregate gross proceeds of $316,785. Portfolio Strategies Securities Inc. ("Portfolio") acted as agent for the offering and received a cash commission of 10% of the gross proceeds of the offering and a corporate finance fee of $20,000. In addition, the Company has granted Portfolio an option to acquire common shares of the Company of up to 10% of the Offering at a per share price of $0.20 exercisable for a period of 24 months from the date the Company's common shares are listed on the TSX Venture Exchange (the "Exchange"). The Company anticipates a second closing to take place in the next few days and will advise the market accordingly.

Upon closing of the Offering, CLV also granted 483,392 incentive stock options to its directors which are exercisable within ten years from the date of grant at an exercise price to be fixed. As a result of the closing of its initial public offering, CLV now has 4,833,925 common shares issued and outstanding (3,250,000 of which are subject to escrow restrictions in accordance with the policies of the Exchange).

The Exchange has conditionally approved the listing of the common shares of the Company. Subject to fulfilling final listing requirements, the Company expects that its common shares will commence trading on the Exchange shortly under the symbol "CLV".

The Company would like to thank Portfolio for the role that it played in the distribution of the initial public offering of the Company.

About C Level III Inc.

The only business of CLV is the identification and evaluation of assets or businesses with a view to completing a "Qualifying Transaction" in accordance with Exchange Policy 2.4 - Capital Pool Companies. The funds raised under the offering will be used to pursue such Qualifying Transaction.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.

This press release contains statements about CLV's expectations regarding the completion of the application for listing and the commencement of trading on the Exchange that are forward-looking in nature and, as a result, are subject to certain risks and uncertainties, such as final listing approval from the Exchange. Although CLV believes that the expectations reflected in these forward-looking statements are reasonable as CLV assumes it will be able to fulfill the terms of the conditional listing approval granted by the Exchange, undue reliance should not be placed on them as actual results may differ materially from the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include failure to fulfill conditions of listing and inability to obtain required regulatory approvals. The forward-looking statements contained in this press release are made as of the date hereof, and CLV undertakes no obligation to update publicly or revise any forward-looking statements or information, except as required by law.

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.

SOURCE C LEVEL III

For further information:

For further information, please contact Jean-Francois Pelland, Secretary of the Company, at:
Telephone: (514) 987-5081

Profil de l'entreprise

C LEVEL III

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