Vancouver, BC, April 6, 2005--VANCOUVER Avcorp Industries Inc. (TSE.AVP) (the Company) announces that further to its news release of March 3, 2005, the Company has now closed a private placement of 9,635,000 units (the Units), 3,100,000 of which was subscribed for by insiders of the Corporation (the Insiders). Each Unit consists of one common share of the Company (a Share) and one share purchase warrant (a Warrant). Units issued to Insiders consist of one Share and one Warrant. Two Warrants entitle Insiders the right to purchase one additional Share at $0.30 for a nine-month period expiring January 4, 2006. All other placees who are not Insiders (non-Insiders) have received Units consisting of one Share and one Warrant. Warrants issued to non-Insiders entitle the holder the right to purchase one additional Share at $0.35 per Share for a 12-month period expiring April 4, 2006.
All Shares issued pursuant to this private placement together with any Shares issuable on the exercise of the Warrants have a hold period expiring August 5, 2005. As previously announced, the proceeds of the financing will be used for general working capital.
One of the investors in the private placement is Working Opportunity Fund (EVCC) Ltd., managed by GrowthWorks Capital Ltd., which acquired 1,200,000 units. As a result of the private placement, WOF now owns an aggregate of 10,288,452 Common Shares of Avcorp, representing approximately 18.4% of the issued and outstanding Common Shares of Avcorp at the closing of the private placement. WOF also holds warrants to purchase 166,666 Common Shares at a price of $0.50 per Common Share until February 5, 2006, the above mentioned warrants to purchase 600,000 at a price of $0.30 per Common Share until January 4, 2006, a 8.75% convertible debenture in the principal amount of $1,350,000 dated August 18, 2004 and a secured non-convertible promissory note dated February 27, 2004 for $315,000. David Levi, President and CEO of Working Opportunity Fund, holds director’s options on behalf of WOF to purchase 150,000 Common Shares at a price of $0.62 per Common Share until November 20, 2008. WOF has acquired the convertible debenture for investment purposes only. Although it is not anticipated at this time, WOF may make further purchases of securities of Avcorp for investment purposes only.
About Avcorp
Avcorp Industries Inc. designs and builds major airframe structures for some of the world's most respected aircraft companies, including Bombardier, Boeing and Cessna. With over 40 years of experience, more than 500 skilled employees and a 300,000 square foot facility near Vancouver, Canada, the company's depth and breadth of capabilities are unique in the aerospace industry for a company of its size. Avcorp is a Canadian public company traded on the Toronto Stock Exchange.
About Working Opportunity Fund
Working Opportunity Fund, one of GrowthWorksä managed funds, is western Canada’s largest venture capital fund with $410 million in assets and 50,000 shareholders. The Fund (www.wofund.com) has invested in over 80 growth-oriented companies in British Columbia's emerging sectors, primarily in information technology, life sciences, advanced manufacturing, and early stage investing. GrowthWorks is a registered trademark of GrowthWorks Capital Ltd.
Paul Kalil
PRESIDENT
Contact: Sheryl Brecknell, Investor Relations 604-587-4921