HEATWURX, INC. (HWX) IPO

We estimate that our net proceeds from this offering will be approximately
$6,753,750, after deducting underwriting discounts and commissions of $624,000,
our estimated Underwriter’s expenses of $234,000 and our estimated offering
expenses of $188,000. We will receive additional net proceeds of up to
$1,071,225, after deducting $93,150 in underwriting discounts and commissions,
if our Underwriter exercises its overallotment option to purchase up to 225,000
additional units from us, for total combined net proceeds of $7,824,975.

If the Underwriter exercises its over-allotment option to purchase up to 225,000
Units, we have an obligation to purchase up to 200,000 shares of common stock at
$4.784 per share and up to an additional 100,000 shares of common stock at $5.15
per share out of the proceeds from the exercise of the over-allotment option and
the exercise of the warrants underlying such Units, respectively, from a selling
stockholder.  The shares purchased from the stockholder will be retired by us.

We intend to use the net proceeds of this offering for reseller network
development, executive management salaries and benefits, debt repayment,
intellectual property development and protection, research and development, and
general working capital purposes as detailed below.  Our planned debt repayment
relates to the required principal payments of our $1,000,000 senior subordinated
note payable to one of our founders, Richard Giles, which bears interest at 6%
per annum and has mandatory principal payments of $250,000 due on October 15,
2013 and $250,000 due on December 15, 2013.  The remaining mandatory principal
payments totaling $500,000 are due in calendar year 2014.  Our planned
expenditures for activities during calendar 2013 that are to be funded from the
proceeds of this offering are as follows:

                                                         Use of proceeds              
                                           Without                With      
Purpose                                 overallotment Percent overallotment Percent
General working capital purposes          $ 3,889,750   57.6%  $  4,004,175   51.2%
Reseller network development                1,200,000   17.8%     1,200,000   15.4%
Selling stockholder option payments                 -       -       956,800   12.2%
Executive management salaries and                        7.5%                  6.4%
benefits                                      504,000               504,000 
Debt repayment                                500,000    7.4%       500,000    6.4%
Intellectual property development and                    5.3%                  4.6%
protection                                    360,000               360,000 
Research and development                      300,000    4.4%       300,000    3.8%
                                         $  6,753,750  100.0%  $  7,824,975  100.0%

The following table summarizes the maximum proceeds from the exercise of our
warrants.  The warrants expire one year from the date of issuance.

                                         Number                    
Warrant summary                       of warrants Exercise  price Maximum proceeds
Warrants issued in this offering          750,000        $   5.15     $  3,862,500
Warrants issuable under our                                       
Underwriter’s over-allotment option       112,500        $   5.15          579,375
                                          862,500                      $ 4,441,875

We have an obligation to use the net proceeds from the exercise of warrants, if
any, first to purchase 100,000 shares from the selling stockholder and the
balance, if any, for general working capital purposes.

Pending our application of proceeds as we have described, we will invest
proceeds in short-term, investment grade interest bearing securities.

According to the 2011 IBIS World Report on US Road and Highway Maintenance, the
total spent on road maintenance in the United States is in excess of $30 billion
per year.  As an emerging company, we are at a competitive disadvantage because
we do not have the financial resources of larger, more established competitors,
nor do we have a sales force large enough to challenge our competitors.  We
intend to address this disadvantage by entering into distribution agreements
with larger companies, and providing education and training to our sales
partners, customers, and governmental agencies. We also believe that our
equipment and processes are better than what is offered by other companies, and
that purchasers will choose our equipment because of its effectiveness, quality
of design, reputation in the marketplace, as well as the recognition we have
received from state and federal agencies.   We intend to offer an industry
standard one-year limited warranty and provide nationwide service though our OEM
partners and resellers.