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Published on 3/10/2006 in the Prospect News PIPE Daily.

Elcom automatically converts $1.58 million in debentures following change of control

By Sheri Kasprzak

New York, March 10 - Elcom International, Inc. said it is automatically converting $1,586,425 in 10% senior convertible debentures due April 23, 2013.

The company intends to issue a total of 34,164,959 common shares to convert the debentures at a price of $0.0464343 each.

The conversion was triggered by an acquisition of common shares in Elcom by Smith & Williamson Investment Management Ltd. and its nominee Smith & Williamson Nominees Ltd. that pushed Smith & Williamson's ownership of Elcom to 69.1%. This purchase triggered a change in ownership that, in turn, triggered the automatic conversion.

Of the debentures being converted, Smith & Williamson holds $275,811 in principal plus interest totaling $68,778.

The debentures were issued on April 13, 2003.

Based in Norwood, Mass., Elcom provides automated services for e-commerce marketplaces.

On Friday, the company's stock gained 2 cents, or 9.68%, to close at $0.17 (OTCBB: ELCO).


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