Allen-Vanguard Closes Private Placement

/Not for dissemination in the United States/

OTTAWA, Aug. 15 /CNW Telbec/ - Allen-Vanguard Corporation (the "Company" or "Allen-Vanguard") (TSX: VRS) of Ottawa, Canada reported today that it has closed its previously announced private placement of an aggregate of 14,650,000 subscription receipts at a subscription price of $6.85 per subscription receipt for total gross proceeds of $100,352,500. Each of the subscription receipts will be automatically exercised (without any further action by the holder thereof) concurrently with the acquisition of Med-Eng Systems ("Med-Eng"), which acquisition is expected to be completed in early September, 2007. Upon automatic exercise of the subscription receipts, each holder will acquire, for no additional consideration, one special warrant of Allen-Vanguard for each subscription receipt. If the acquisition of Med-Eng is not completed by November 12, 2007, the Company is obligated to repay the purchase price of the subscription receipts to the purchasers. The net proceeds of the private placement will be escrowed until the closing of the Med-Eng acquisition.

Each special warrant will be automatically exercised, for no additional consideration, to acquire one common share ("Common Share") of Allen-Vanguard, subject to adjustment in certain events, at 5:00 p.m. on the earliest of: (i) the third business day after the date a receipt is issued by the securities regulatory authorities in a jurisdiction of Canada for a final prospectus qualifying the Common Shares to be issued upon the exercise of the special warrants; and (ii) December 16, 2007.

Paradigm Capital Inc., Versant Partners Inc. and Genuity Capital Partners acted as agents in connection with the private placement and are entitled to a cash commission of which half was paid upon closing of the private placement. The balance of the Agent's commission will be payable out of the escrowed proceeds of the private placement upon completion of the Med-Eng acquisition and automatic exercise of the Subscription Receipts.

About Allen-Vanguard

Allen-Vanguard Corporation and its subsidiaries worldwide operate under the brand "Allen-Vanguard". The Company develops and markets technologies, tools and training for defeating and minimizing the effects of hazardous devices and materials, whether Chemical, Biological, Radiological, Nuclear or Explosive (CBRNE). The Company's equipment is in service with leading security and military forces in more than 120 countries. Products include Electronic Counter-Measures ("ECM") equipment for jamming remote detonation of terrorist devices, specialty security equipment for Explosive Ordnance Disposal ("EOD"), remote intervention robots for hazardous applications, vehicle barrier systems, and personal protective wear for use in dealing with bio-chemical agents. Allen-Vanguard is the sole, worldwide licensee and/or developer of patented technologies such as the Universal Containment System and CASCAD Foam for blast mitigation and decontamination of bio-chemical warfare agents. Head office operations are located in Ottawa, Ontario, Canada, with manufacturing or training operations in Stoney Creek, Ontario; Wiltshire UK, Tewkesbury, U.K.; and Cork, Ireland, and sales offices in Canada, the U.S., the U.K. and Asia. The Company's shares are listed on The Toronto Stock Exchange (TSX: VRS).

This press release contains forward-looking statements, which reflect Allen-Vanguard's current expectations regarding future events, its strategy, expected performance and condition. Forward-looking statements include statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as "expects," "anticipates," "plans," "believes," "estimates" or negative versions thereof and similar expressions. In addition, any statement that may be made concerning future performance, strategies or prospects, and possible future acquisitions or dispositions, is also a forward-looking statement. Forward-looking statements are based on current expectations and projections about future events and are inherently subject to, among other things, risks, uncertainties and assumptions about the Company and economic factors. Forward-looking statements are not promises or guarantees of future performance, and actual events and results could differ materially from those expressed or implied in any forward-looking statements made about the Company. Any number of important factors could contribute to these digressions, including, but not limited to, general economic, political and market factors in North America and internationally, interest and foreign exchange rates, global equity and capital markets, business competition, technological change, changes in government regulations, unexpected judicial or regulatory proceedings, and catastrophic events. We stress that the above-mentioned list of important factors is not exhaustive. We encourage you to consider these and other factors carefully before making any investment decision and we urge you to avoid placing undue reliance on forward-looking statements. Further, you should be aware that the Company disclaims any obligation to publicly update or revise any such forward-looking statements whether as a result of new information, future events or otherwise, prior to the release of the next Management Discussion and Analysis to be released by the Company or except as required by law.

To find out more about Allen-Vanguard Corporation (TSX:VRS), visit our website at www.allen-vanguard.com.

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