Lee, MA
March 13, 2013

Wave Systems Corp. (NASDAQ: WAVX) today announced that it has entered into agreements with certain institutional investors for a private placement of 1,204,820 shares of its Class A common stock at a price of $.83 per share, yielding gross proceeds of $1,000,000. Additionally, investors in the offering will receive five-year warrants to purchase an aggregate of 602,410 shares of Wave's Class A common stock for $.83 per share. The net proceeds of the financing will be used to fund Wave's ongoing operations.

The offering is expected to close on or about March 15, 2013, subject to the satisfaction of customary closing conditions.

Dawson James Securities, Inc. acted as exclusive placement agent in connection with the offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The shares in the offering will not be or have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

For more information please contact:

Wave Contact:
Gerard T. Feeney
CFO
info@wavesys.com
413-243-1600

Investor Relations:
David Collins, Eric Lentini
Catalyst Global LLC
212-924-9800 office / 917-734-0339 mobile
wavx@catalyst-ir.com