ATW Venture Corp.

ATW Venture Corp.

March 27, 2008 17:19 ET

ATW Closes First Tranche of Financing for Proceeds of $9,196,855

VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 27, 2008) -


ATW Venture Corp. (TSX VENTURE:ATW)(FRANKFURT:A3N), ("ATW" or "the Company"), is pleased to announce that it has closed the first tranche of the Company's financing (the "Offering") of up to 12,000,000 units (the "Units") at a price of $0.95 per Unit. The Offering was first announced on February 29, 2008.

PI Financial Corp. acted as agent to the Offering (the "Agent"). In addition Becher McMahon Capital Markets, Haywood Securities Inc. and J.F. Mackie and Company Ltd. acted as special selling group members (the "Special Selling Group").

The Offering is being closed in two tranches, with this first tranche of 9,680,900 Units for proceeds of $9,196,855 closing today and the second tranche anticipated to close on Tuesday, April 1, 2008.

Each Unit consists of one common share (a "Share") and one transferable common share purchase warrant (a "Warrant"). Each Warrant is exercisable into one additional common share ("Common Share") of the Company for two years from the closing date of the Offering (the "Closing Date") at an exercise price of $1.35 per common share for the first year following the Closing Date, and for $1.50 for the second year following the Closing Date today.

The Agent and the Special Selling Group received a commission of 7.0% of the gross proceeds of the Offering. The Agent elected to take $114,950 of commission as Units (being 121,000 Units) with the balance paid in cash.

In addition, the Agent and the Special Selling Group received compensation options (the "Agent's Options") equal in number to 8.0% of the number of Units sold under the Offering. Each compensation option entitles the Agents to purchase one common share at a price of $1.05 for a period of two years from the Closing Date today. PI Financial Corp also received a corporate finance fee of $50,000.

The Shares comprising part of the Units and the Shares underlying the Warrants and the Agent's Options are all subject to a four month hold period expiring four months from today's Closing Date.

Net proceeds of the Offering are to be used primarily to fund the Company's exploration of the Burnakura Mine Project, for other exploration and development, for possible future acquisitions and for working capital purposes.

The Offering is subject to its final acceptance for filing with the TSX-Venture Exchange.


Brent Butler, President & CEO

"This news release may contain forward-looking statements. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements."

"This news release does not constitute an offer to sell or a solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "US Securities Act") or any state securities laws and may not be offered or sold within the United States or to US Persons unless registered under the US Securities Act and applicable state securities laws or an exemption from such registration is available."

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

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