CALGARY, March 6 - AeroMechanical Services Limited (TSXV: AMA.V) today announced that it has increased the size of over-allotment option pursuant to the previously announced bought deal private placement.
On February 28, 2008, AMA announced that it had entered into an agreement with Research Capital Corporation (the "Underwriter"), whereby the Underwriter will purchase, on a bought deal private placement basis, 3,000,000 Units (the "Units") of AeroMechanical at a price of $1.00 per Unit (the "Offering"). Each Unit shall be comprised of one common share (the "Common Shares") and half of one common share purchase warrant (the "Purchase Warrants"). Each whole Purchase Warrant shall be exercisable into one Common Share at an exercise price of $1.30 for 24 months following the Closing. The gross proceeds of the offering will be $3,000,000. The Underwriter shall have the option (the "Underwriter's Option") to increase the size of the Offering by up to $1,000,000 in Units by giving written notice of the exercise of the Underwriter's Option to the Company at any time up to 48 hours before Closing.
AMA and the Underwriter have agreed to increase the Underwriter's Option by $500,000 such that the Underwriter shall have the option to increase the size of the Offering by up to $1,500,000 in Units by giving written notice of the exercise of the Underwriter's Option to the Company at any time up to 48 hours before Closing.
The Units will be offered by way of private placement exemptions from prospectus requirements in such provinces of Canada as the Underwriter may designate.
The Offering is scheduled to close on or about the week of March 10, 2008 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange.
In consideration for its services, the Underwriter will receive a cash commission of 8% and broker warrants equal to 7% of the gross proceeds of the Offering.
The proceeds received by the Company from the sale of the Units will be used to fund its working capital needs and for general corporate purposes.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an exemption from the registration requirements. 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 the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
ABOUT AEROMECHANICAL SERVICES LIMITED
AeroMechanical Services Ltd. provides proprietary technological solutions and services designed to reduce costs and improve efficiencies in the airline industry. The company has successfully commercialized three products and associated services currently marketed to airlines, manufacturers and maintenance organizations around the world. Its premier technology afirs(TM), UpTime(TM) allows airlines to monitor and manage aircraft operations anywhere, anytime, in real-time.
afirs, UpTime, FLYHT and aeroQ are Trade Marks of AeroMechanical Services Ltd.
Cautions Regarding Forward-Looking Statements
Forward-looking statements (often, but not always, identified by the use of words such as "expect", "may", "could", "anticipate" or "will" and similar expressions) may describe expectations, opinions or guidance that are not statements of fact. Forward-looking statements are based upon the opinions, expectations and estimates of management of AeroMechanical as at the date the statements are made and are subject to a variety of known and unknown risks and uncertainties and other factors that could cause actual events or outcomes to differ materially from those anticipated or implied by such forward-looking statements. Those factors include, but are not limited to risks, uncertainties and other factors that are beyond the control of AeroMechanical, risks associated with the mining industry, commodity prices and exchange rate changes, operational risks associated with exploration, development and production operations, delays or changes in plans, risks associated with the uncertainty of reserve estimates, health and safety risks and the uncertainty of estimates and projections of production, costs and expenses. In light of the risks and uncertainties associated with forward-looking statements, readers are cautioned not to place undue reliance upon forward-looking information. Assumptions relating to certain forward-looking information contained in this press release are set out herein. Although AeroMechanical believes that the expectations reflected in the forward-looking statements set out in this press release or incorporated herein by reference are reasonable, it can give no assurance that such expectations will prove to have been correct. The forward-looking statements of AeroMechanical contained in this press release, or incorporated herein by reference, are expressly qualified, in their entirety, by this cautionary statement.
Contacts
Tom French
CFO
AeroMechanical Services Ltd
(403) 291-7427
tfrench@amscanada.com
Bob Beaty
The Howard Group Inc.
Toll Free: 1-888-221-0915
Info@howardgroupinc.com
www.howardgroupinc.com
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