ImageWare Systems Inc., a San Diego-based developer of mobile and cloud-based identity management software, announced a $12 million registered direct offering of convertible preferred stock.

ImageWare Systems said it has agreed to issue 12,000 shares of its Series E convertible preferred stock to certain investors at a price of $1,000 per share, with each share convertible into 526.32 shares of its common stock at $1.90 per share. Approximately 2,000 shares will be issued in consideration for the exchange by ImageWare’s largest shareholder and a director of certain indebtedness of ImageWare totaling approximately $2 million.

The company said the offering is anticipated to close on or before Feb. 4, and result in gross proceeds to ImageWare of approximately $10 million. The shares were offered in a registered direct offering conducted without an underwriter or placement agent. The net proceeds from the closings, after deducting estimated offering expenses, will be approximately $9.93 million. ImageWare said.

ImageWare currently intends to use the proceeds from the offering for research and development, working capital, repayment of certain indebtedness and other general corporate purposes. Upon consummation of the offering, ImageWare will have no debt.

ImageWare recently announced it is participating in the CA Technologies Tech Partner Program with an advanced partner membership status.