MIJDRECHT, The Netherlands, Sept. 28, 2012 /CNW/ - Panta Holdings B.V.
("Panta") is issuing this press release with respect to common shares
("Common Shares") of Avcorp Industries Inc. ("Avcorp"). In connection
with Avcorp's recently announced entry into new credit facilities with
the Royal Bank of Canada, Panta, through its wholly-owned subsidiary
Panta Canada B.V. ("Panta Canada"), has exercised its conversion right
under the C$1,771,000 principal amount 6% secured convertible loan made
to Avcorp by Panta Canada (the "Panta Canada Loan"). The entire
principal amount of the Panta Canada Loan was converted at the
specified conversion price of C$0.07 per Common Share, resulting in the
issuance to Panta Canada of 25,300,000 Common Shares (the "Loan
Conversion"). The accrued interest under the Panta Canada Loan was not
convertible and was repaid in cash. Avcorp also repaid in cash the
entire principal amount of, and accrued interest on, the C$6,000,000
principal amount, 10% secured five-year term loan made to Avcorp by
Panta III B.V., another wholly-owned subsidiary of Panta (the "Term
In addition, Panta Canada has entered into an agreement with Avcorp to
purchase an additional 23,172,552 Common Shares at a price of C$0.042
per Common Share pursuant to a private placement (the "Private
Placement"). The Private Placement is expected to be completed on
September 28, 2012.
As a result of the Loan Conversion and the Private Placement, Panta
currently beneficially owns or exercises control over 136,786,728
Common Shares, representing approximately 53.4% of the current issued
and outstanding Common Shares.
Panta also holds 19,550,532 Common Share purchase warrants (the "Panta
Warrants"), exercisable on or before January 1, 2015 at an exercise
price of C$0.0713 per Common Share, which were issued to Panta as
partial consideration for the Term Loan. Assuming the full exercise of
the Panta Warrants, Panta owns or exercises control over 156,337,260
Common Shares, representing approximately 57.2% of the Common Shares
outstanding after given effect to such exercise.
The acquisitions of Common Shares pursuant to the Loan Conversion and
the Private Placement are being made for investment purposes. Panta
may, depending on market and other conditions, increase or decrease its
beneficial ownership of Avcorp's securities, subject to general market
This press release is being issued pursuant to the requirements of Part
3 of National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting
Issues of the Canadian Securities Administrators. A copy of the report to be
filed by Panta in connection with the transactions described herein
will be available on Avcorp's SEDAR profile at www.sedar.com, and can also be obtained by contacting the Corporate Secretary of
Panta at the telephone number listed below.
SOURCE: Panta Holdings B.V.
For further information:
Panta Holdings B.V.
Rendementsweg 2, 3641 SK Mijdrecht
P.O. Box 87, 3640 AB Mijdrecht
Tel. +31 297 256283