AAT ATI Airtest Technologies Inc

DELTA, BC, April 12 /CNW/ -- /NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/ DELTA, BC, April 12 /CNW/ - AirTest Technologies Inc. (the "Company") (TSX Venture: AAT) has entered into an agreement with Canaccord Genuity Corp. (the "Agent"), to sell up to 24,000,000 units (the "Units") on a private placement commercially reasonable efforts basis at a price of C$0.05 per Unit (the "Offering Price") for gross proceeds of up to C$1,200,000 (the "Brokered Offering").  In addition, the Company will grant the Agent an over-allotment option, exercisable prior to the closing of the Brokered Offering, to sell up to an additional 4,800,000 Units at the Offering Price to raise additional gross proceeds of up to C$240,000.  The securities will be subject to a 4 month hold period.  The offering is subject to the approval of the TSX Venture Exchange. Each Unit shall consist of one common share of the Company and one common share purchase warrant (a "Warrant").  Each Warrant shall be exercisable into one common share of the Company for a period of 24 months from closing at an exercise price of C$0.075. In addition, the Company also announces that it will conduct a non-brokered private placement of up to C$200,000 in Units under similar terms as above. The proceeds from the financings are expected to be used by the Company to support development of the new Airware zero drift sensor technology, and for general working capital purposes. Closing of the financings is anticipated to occur on or before April 28, 2011 and is subject to certain conditions. This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.  The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or the securities laws of any state of the United States and may not be offered or sold within the United States or to, or for the account or the benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements About AirTest: AirTest Technologies (www.airtest.com) is a Green-tech company specializing in sensors that improve commercial building operating efficiency and at the same time create energy savings. These sensors are all based on technical innovations developed in the last ten years, and comprise a growing a second wave of energy saving technologies that will make a significant contribution to the Sustainable Buildings Program. Airtest offers its products to leading-edge building owners, contractors and energy service companies targeting the buildings market. Airtest also provides energy cost reduction solutions to building equipment and controls manufacturers who incorporate AirTest sensor components in their products.  Statements about the Company's future expectations and all other statements in this press release other than historical facts are "forward looking statements". The Company intends that such forward-looking statements be subject to the safe harbours created thereby. Since these statements involve risks and uncertainties and are subject to change at any time, the Company's actual results may differ materially from the expected results. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. To view this news release in HTML formatting, please use the following URL: http://www.newswire.ca/en/releases/archive/April2011/12/c3355.html p bMr. George Graham, President /bbr/ br/ bPhone: (604) 517 3888 /bbr/ bFax: (604) 517 3900 /bbr/ bEmail: /ba href="mailto:ggraham@airtest.com" font-weight="bold"ggraham@airtest.com/ab /bbr/ bWebsite: /ba href="http://www.airtest.com"www.airtest.com/a /p

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