Avcorp signs definitive agreement to acquire composite design and manufacturing business



    
    Completion of the acquisition will:

    -  add advanced composite capabilities
    -  provide access to new aerospace markets
    

    VANCOUVER, Oct. 10 /CNW/ - With reference to a previous announcement made
April 3, 2007, Avcorp Industries Inc. (Avcorp) is pleased to announce it has
concluded an agreement to acquire the shares of Comtek Advanced Structures Ltd
(Comtek). This will add ongoing operations and expertise in the design and
competitive manufacture of advanced composite aerostructures, plus provide
access to new aerospace markets for Avcorp. Closing is scheduled for the end
of November 2007.
    "The ability to offer integrated composite and metallic aircraft
structures to aircraft manufacturers is a distinct advantage in the pursuit of
contracts for new aircraft designs, which require light-weight, strong,
reliable structures," states Paul Kalil, President. "This acquisition will add
technology enabling Avcorp to reach it strategic goals. Comtek is expected to
grow substantially with the addition of Avcorp's customer relationships and
the combined ability to offer integrated solutions."
    Comtek has invested in excess of CAD$7 million to develop advanced
proprietary resin infusion technology. The first commercial application of
this technology by Comtek has been utilized on the Airbus A380 program. Comtek
has been in business for 13 years, has 90 employees of which 12 are engineers
involved in research and product development operating out of Burlington,
Ontario.

    
    The signed definitive agreement, negotiated at arm's length, provides
that:

    -  Avcorp will invest CAD$1.5 million into Comtek (CAD$200,000 in shares
       of Avcorp at a deemed value of $2.85 per share, and CAD$1.3 million
       for working capital), of which CAD$1.2 million has been advanced to
       date;

    -  The principals of Comtek will remain and have agreed to assign their
       shares to Avcorp for 500,000 Avcorp warrants, exercisable over a
       three-year period from closing, at an exercise price of $2.60 in
       year 1, $3.00 in year 2, and $3.50 in year 3; and

    -  Avcorp has agreed to pay to the principal shareholders of Comtek one-
       third of Comtek's EBITDA for the year ending December 31, 2010, which
       is payable two-thirds in cash and one-third in Avcorp shares at the
       then current market price.
    

    With reference to a previous announcement made March 7, 2007, for the
purchase of a machining business in B.C., Avcorp has decided not to proceed
with this acquisition focusing instead on investing in its own machining
capabilities.

    About Avcorp

    Avcorp designs and builds major airframe structures for some of the
world's leading aircraft companies, including Boeing, Bombardier, and Cessna.
With 50 years of experience, more than 650 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
(TSX."AVP"). More information is available at www.avcorp.com.

    (signed)                        (signed)
    MARK VAN ROOIJ                  PAUL KALIL
    CHIEF EXECUTIVE OFFICER         PRESIDENT





For further information:

For further information: Sandi DiPrimo, Investor Relations Contact,
(604) 587-4938


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