British Columbia Discovery Fund (VCC) Inc.

British Columbia Discovery Fund (VCC) Inc.

November 08, 2011 10:00 ET

BC Discovery Fund Announces Significant Gains as Portfolio Company Avigilon Completes $25 Million IPO

The Fund Makes $2.5 Million Redemption Offer to Class B Shareholders

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 8, 2011) -

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British Columbia Discovery Fund (VCC) Inc. is very pleased to announce that its portfolio company, Avigilon Corporation, has completed an initial public offering (the "IPO") of 5.55 million common shares at a price of $4.50 per share, for gross proceeds of $25 million. Total gross proceeds to Avigilon were $20 million and to certain selling shareholders under the IPO were $5 million. BC Discovery Fund was a selling shareholder and sold 1.0 million of its Avigilon shares (realizing a gain of $3.23 million net of commissions), and has further agreed to potentially sell up to another 150,000 shares pursuant to the 30-day over-allotment option granted to the IPO underwriters expiring on December 8, 2011. The Fund also elected to purchase 500,000 shares issued by Avigilon under the IPO. Although the closing price of the Avigilon IPO was ultimately lower than the marketed range, the impact to the Fund is still very significant and the Fund Manager is pleased to report that the total unrealized gain on BC Discovery Fund's remaining investment in Avigilon is $5.25 million based on the $4.50 per Avigilon share IPO price. The impact of the IPO is expected to increase the Fund's Pricing Net Asset Value per Class A Common Share by approximately $0.45 or 7%. Subsequent to the completion of the IPO, BC Discovery Fund holds 2,000,000 common shares of Avigilon. Harry Jaako, President and director of BC Discovery Fund, is Lead Director of the Avigilon Board of Directors.

"CEO Alexander Fernandes and the rest of the Avigilon team deserve a tremendous amount of credit for the remarkable success of Avigilon," remarked Harry Jaako. "Since 2008, Avigilon's first full year of sales, and up to and including 2010, Avigilon's compound annual growth rate of revenue has been 148%. Avigilon has received numerous industry accolades and awards from leading industry expert forums and groups, including recently having been ranked the number one fastest growing software company in North America and fourth out of the top 500 overall fastest growing technology company according to Deloitte's North American Technology Fast 500. Avigilon's achievements, not least of which are completing an IPO under challenging market conditions, are truly amazing, and we look forward to continued dynamic performance from Avigilon."

NOTICE OF EARLY REDEMPTION OFFER TO HOLDERS OF CLASS B COMMON SHARES

The Fund realized net cash proceeds of $4.23 million from the sale of its Avigilon shares on the IPO and therefore a "Qualified Liquidity Event" has occurred pursuant to the redemption rights and restrictions of the Class B common shares (the "Class B Shares"). Accordingly, the Fund is making an "Early Class B Redemption Offer" to all holders of Class B Shares.

The aggregate amount of the redemption offer to holders of Class B Shares of the Fund is $2.5 million. This amount takes into account that the Fund must ensure that it has cash available to meet its minimum investment obligations under the Small Business Venture Capital Act and, as further discussed below, that it has determined to suspend sales of Class B Shares.

Holders of Class B Shares who wish to accept this Early Class B Redemption Offer must place or have their authorized investment dealer or broker place an irrevocable redemption acceptance through FundSERV (Code DCC 200) during the period of November 8, 2011 through to 1:00 p.m. Vancouver time on Tuesday, November 22, 2011 ("Redemption Acceptance Period").

As specified in the rights and restrictions of the Class B Shares, the redemption value of each Class B Share redeemed will be determined on Friday, November 25, which is the first valuation date of the Fund after the end of the Redemption Acceptance Period. The Fund will redeem those Class B Shares where holders have properly submitted their redemption acceptances on or before the end of the Redemption Acceptance Period. If redemption acceptances totaling in excess of $2.5 million are received by the Fund, redemption will be fulfilled, as among holders who have duly submitted a redemption acceptance, in order of Class B Share issue dates, with Class B Shares having an earlier Class B Share issue date being redeemed in priority to Class B shares with a later Class B Share issue date. Holders of Class B Shares who do not submit a redemption acceptance will not be entitled to redemption under this Early Class B Redemption Offer.

RESUMPTION OF SALES OF CLASS A COMMON SHARES/SUSPENSION OF SALES OF CLASS B COMMON SHARES

With the completion of the Avigilon IPO, sales of Class A Common Shares of the Fund will resume immediately. Class A Common Shares are eligible for a 30% tax credit and are redeemable only after a minimum five-year period after issuance provided that the Fund has sufficient funds for redemption and is in compliance with its obligations under the Small Business Venture Capital Act and other conditions.

The Fund has determined to suspend selling Class B Shares. The Fund is very pleased to announce that it sold $5.2 million of an up to $8.0 million offering of Class B Shares. Based on the net proceeds received from the sale of the Class B Shares and the net proceeds realized from the sale of its Avigilon shares in the IPO, the Fund has determined that it has sufficient cash available to meet the minimum investment requirements of the Fund, after providing for the redemption offer disclosed herein. Discovery Capital, manager of the Fund, is actively seeking new investment opportunities to add to the portfolio of the Fund.

About British Columbia Discovery Fund (VCC) Inc.

British Columbia Discovery Fund (VCC) Inc. was established to make venture capital investments in a portfolio of small businesses in British Columbia that qualify under the Small Business Venture Capital Act, focusing on all of B.C.'s top internationally recognized technology clusters; information technology (software and hardware), mobile technology (wireless and networking solutions), clean technology (alternative energy and energy-saving technology solutions), new media and health and life sciences.

Established in 2002 and managed by Discovery Capital Management Corp., the Fund is focussed on making diversified investments in British Columbia with the objectives of achieving long-term capital appreciation for its shareholders and contributing to the growth in value and employment of the technology industry in British Columbia. In addition to offering a means of participating in the potential of British Columbia's newest technology ventures, the Fund offers significant tax savings to eligible British Columbia individual and corporate investors. The Fund, which offers its shares on a continuous basis, has raised approximately $74 million to date and has investments in twelve developing technology companies. B.C. resident investors are entitled to receive a tax credit equal to 30% of the amount invested in Class A Shares of the Fund; Class B Shares of the Fund are not eligible for tax credits. To obtain further information about the Fund, please contact a registered advisor or visit www.sedar.com or www.bcdiscoveryfund.com.

John McEwen, CEO, B.C. Discovery Fund (VCC) Inc.

Harry Jaako, President, B.C. Discovery Fund (VCC) Inc.

This press release is not an offer to sell or a solicitation of an offer to buy common shares. This press release may include statements about expected future events and/or financial results that are forward-looking in nature and subject to risks and uncertainties. Specifically, there are no assurances that the Fund will be able to sell its remaining shareholdings of Avigilon, or that any such sale will result in a capital gain on the Fund's investment in Avigilon, or that the estimated increase in the fair value of the Fund's investment in Avigilon as a result of the completion of the Avigilon IPO will be sustained in secondary market trading. The Fund cautions that actual performance, including the ability of the Fund to sell or redeem any of its own shares, will be affected by a number of factors, many of which are beyond its control. Future events and results may vary substantially from what the Fund currently foresees.

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