Avation PLC: Underwritten Open Offer

THIS  ANNOUNCEMENT  AND  THE  INFORMATION  CONTAINED HEREIN IS RESTRICTED AND  IS  NOT  FOR  RELEASE,  PUBLICATION  OR 
DISTRIBUTION,  DIRECTLY OR INDIRECTLY,  IN WHOLE OR IN PART,  IN OR INTO CANADA,  JAPAN,  NEW ZEALAND, THE REPUBLIC OF 
IRELAND,  THE  REPUBLIC  OF  SOUTH  AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE SAME  WOULD  BE
UNLAWFUL

THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF 
ANY OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY NEW ORDINARY SHARES, NOR SHALL IT (OR ANY PART OF IT),  OR THE FACT OF ITS 
DISTRIBUTION,  FORM  THE  BASIS OF,  OR BE RELIED ON IN CONNECTION WITH OR ACT AS ANY INDUCEMENT TO  ENTER  INTO,  ANY 
CONTRACT  OR COMMITMENT WHATSOEVER WITH RESPECT TO THE PROPOSED OPEN OFFER OR OTHERWISE.   THIS ANNOUNCEMENT IS NOT  A 
CIRCULAR  AND INVESTORS SHOULD NOT SUBSCRIBE FOR OR PURCHASE ANY NEW ORDINARY SHARES REFERRED TO IN THIS  ANNOUNCEMENT 
EXCEPT SOLELY ON THE BASIS OF INFORMATION IN THE CIRCULAR EXPECTED TO BE PUBLISHED TODAY. COPIES OF THE CIRCULAR WILL, 
FOLLOWING PUBLICATION,  BE AVAILABLE FROM THE COMPANY'S REGISTERED OFFICE, CHEYNE HOUSE, CROWN COURT,  62-63 CHEAPSIDE 
LONDON EC2V 6AX UNITED KINGDOM

                                                  AVATION PLC

                                            Underwritten Open Offer

Avation PLC ("Avation" or the "Company")  (LSE: AVAP)  the specialist provider of leased aircraft services, is pleased 
to  announce  that it proposes to raise approximately £2.5 million (net of expenses) by way of  an  underwritten  Open 
Offer of 4,337,987 New Ordinary Shares at the Issue Price of 60 pence per New Ordinary Share.

Highlights:

 -- Proposed Open Offer to raise approximately £2.5 million (net of expenses);
 -- Issue Price of 60p per New Ordinary Share represents a discount of 20.5% per cent to  the  closing  middle  market
    price on 3 May 2013 (being the last dealing day prior to this announcement);
 -- Qualifying Shareholders can subscribe for a Basic Entitlement of 0.0975 New Ordinary Shares for every  1  Existing
    Ordinary Share held as at 5pm on 3 May 2013;
 -- Qualifying Shareholders who take up their full Basic Entitlement can additionally apply for Excess Shares  through 
    the  Excess  Application Facility at a ratio of one Excess Share for each Existing Ordinary Share  (the  level  of 
    Excess  Shares  available,  if any, will depend on take up of Basic Entitlements by  Qualifying  Shareholders  and 
    allocations of Excess Shares will be at the absolute discretion of the Directors);
 -- Open Offer fully underwritten by Epsom Assets Limited; 
 -- The net proceeds will be used by Avation to fund the on-going "Pre-Delivery Payments" programme for the supply  of 
    new  aircraft under the 4 March 2011 sale and purchase agreement between the Company and ATR,  such aircraft to be 
    leased to Virgin Australia.

Jeff Chatfield, Executive Chairman of Avation, said:

"Avation has a stream of commercial aircraft deliveries scheduled for Virgin Australia's regional network.  This share 
issue  is sufficient to fund the equity required in the aircraft in the form of the up-coming  pre-delivery  payments.
The  balance  of  the  purchase price for these aircraft is proposed to be funded with debt.   The  proceeds  of  this 
Underwritten Open Offer will support the planned continued growth of the Company."

The  Circular  and Application Form will be posted to Qualifying Shareholders  (other than shareholders in  Restricted 
Jurisdictions) today.  Qualifying Shareholders who hold their shares in CREST will have their CREST accounts  credited 
on 8 May 2013.  Completed Application Forms (with payment in full) and settlement of CREST instructions to be received 
no later than 11 a.m. on 22 May 2013.

When posted,  copies of the Circular will be submitted to the UKLA's National Storage Mechanism and will be  available 
for inspection at www.hemscott.com.

In  addition,  the  Circular  will be available to view on the Company's website  (www.avation.net).   Copies  of  the 
Circular  will be also available from the Company's  Registered  Office,  Cheyne House,  Crown Court,  62-63 Cheapside 
London EC2V 6AX United Kingdom.

For further information, please contact:

Avation PLC
Jeff Chatfield (Executive Chairman)                                 [phone]

Blythe Weigh Communications
Tim Blythe, Paul Weigh                                              [phone]

This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly,  in or 
into Canada,  Japan,  New Zealand,  the Republic of Ireland,  the Republic of South Africa or the United States or any 
jurisdiction into which the publication or distribution would be unlawful. 

This  announcement  is  for  information purposes only and does not constitute an  offer  to  sell  or  issue  or  the 
solicitation  of  an  offer  to  buy  or  acquire  shares in the capital of the Company.   The  distribution  of  this 
announcement  in  certain  jurisdictions  may be restricted by law and therefore persons into  whose  possession  this 
announcement comes should inform themselves about and observe any such restrictions.  Any failure to comply with these 
restrictions  may constitute a violation of the securities laws of such jurisdictions.   The New Ordinary Shares  have 
not  been and will not be registered under the applicable securities laws of any of the Restricted Jurisdictions  and, 
unless an exemption under such laws are available, may not be offered for sale or subscription or sold, or pledged, or 
subscribed  directly or indirectly within the Restricted Jurisdictions or for the account or benefit of any  national, 
resident or citizen of the Restricted Jurisdictions.  The New Ordinary Shares have not been and will not be registered 
under the United States Securities Act of 1933, as amended (the "Securities Act"), or under the securities laws of any 
state of the United States and may not be offered,  sold,  resold,  pledged,  transferred  or  delivered,  directly or 
indirectly,  into or within the United States or to or for the account or benefit of any US person within the  meaning 
of Regulation S of the Securities Act,  except pursuant to an applicable exemption from registration requirements.  In 
particular,  the  New  Ordinary  Shares  have not been approved or disapproved  by  the  US  Securities  and  Exchange 
Commission, any state securities commission in the United States or any other US regulatory authority,  nor has any of 
the  foregoing  authorities  passed  upon or endorsed the merits of the offering of the New  Ordinary  Shares  or  the 
accuracy  or  the adequacy of this Circular.   Any representation to the contrary is a criminal offence in the  United 
States.  

This announcement and the Circular have not been, and will not be, lodged with ASIC and are not, and do not purport to 
be,  a document containing disclosure to investors for the purposes of Chapter 6D of the Corporations Act of Australia 
(the  "Corporations  Act").   They are not intended to be used in connection with any offer,  sale or issue for  which 
disclosure  is  required and does not contain all the information that would be required by those provisions  if  they 
applied.   No direct or indirect offers for issue or sale,  and no invitations for applications for issue or offers to 
purchase,  are being or will be made in,  to or from Australia,  and no prospectus,  advertisement or  other  offering 
material  relating to the New Ordinary Shares has been or will be distributed or published in Australia,  unless:  (a) 
such  offer  or invitation does not require disclosure to investors in accordance with Chapter 6D of the  Corporations 
Act;  (b) such action complies with all applicable laws,  regulations and directives (including without limitation the 
licensing requirements set out in Chapter 7 of the Corporations Act); (c) such action does not require any document to 
be lodged with ASIC; and (d) the offer or invitation is made only to a person who is a "sophisticated investor" within 
the  meaning of section 708(8) of the Corporations Act or a "professional investor" within the meaning of section  708
(11) of the Corporations Act.

Forward looking statements:

This  announcement  contains  forward  looking statements including,  without limitation,  statements  containing  the 
words  "believes",   "estimates",   "anticipates",  "forecasts",  "projects",  "expects",  "intends",  "may",  "will", 
or  "should"  or,  in  each  case,  their negative or other variations or similar expressions.   Such forward  looking 
statements involve unknown risks,  uncertainties and other factors which may cause the actual results,  performance or 
achievement  of  the  Company,  or  industry  results,  to be materially different from  future  results,  performance
or achievements expressed or implied by such forward looking statements. 

These  factors include,  but are not limited to, those described in the part of the Circular entitled  "Risk Factors", 
which should be read by prospective investors in conjunction with the other cautionary statements that are included in 
this announcement.  Prospective investors should specifically consider the factors identified in this announcement and 
the Offer Document which could cause actual results to differ before making an investment decision.

Given these uncertainties, prospective investors are cautioned not to place any undue reliance on such forward looking 
statements. These forward looking statements apply only as at the date of this announcement.  Subject to its legal and 
regulatory  obligations (including under the Listing Rules,  the Prospectus Rules and the Disclosure and  Transparency 
Rules),  the  Company expressly disclaims any obligations to update or revise any forward looking statement  contained 
herein to reflect any change in expectations with regard thereto or any change in events,  conditions or circumstances 
on which any statement is based unless required to do so by any appropriate regulatory authority or by law,  including 
FSMA, the Listing Rules, the Prospectus Rules and the Disclosure and Transparency Rules.

Avation plc