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ELC Elcom Itl

2.00
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Elcom Itl LSE:ELC London Ordinary Share COM SHS USD0.01
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 2.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Issue of Equity

25/10/2006 8:02am

UK Regulatory


RNS Number:9796K
Elcom International Inc
25 October 2006

                  Elcom Raises $2.5 million (#1.3 million) via
                          an Issuance of Shares on AIM

NORWOOD, MA, October 24, 2006 - Elcom International, Inc. ("Elcom" or the
"Company") (OTCBB:ELCO) and (AIM:ELC and ELCS), a leading international provider
of Commerce Process Management solutions for buyers, suppliers and commerce
communities, is pleased to announce that it has entered into subscription
agreements to raise $2.5 million (#1.3 million), through an issue of 76,336,289
common shares (the "New Shares") at a price of 1.75 pence (UK) or $0.0327 per
share. The proceeds of the issue will be used to meet the working capital
requirements of the Company.

The New Shares are being subscribed by and on behalf of investment clients of
Smith & Williamson Investment Management Limited who, together with Smith &
Williamson Nominees Limited, currently hold approximately 63.6% of the Company's
issued common shares. Following the issue of the New Shares, this holding will
increase to 69.4% of the Company's enlarged issued common shares. This
subscription represents a related party transaction under the AIM Rules. The
Directors of the Company consider, having consulted with its nominated adviser,
that the terms of the subscription are fair and reasonable insofar as its
shareholders are concerned. Application has been made for the New Shares to be
admitted to trading on AIM and this is expected to become effective on 27
October 2006. Completion of the sale is conditioned on the admission of the New
Shares to AIM.

The issuance of the New Shares is being made in reliance on the exemption from
registration under Regulation S of the U.S. Securities Act of 1933, for offers
and sales of securities outside the U.S. Under Regulation S, the holders of the
New Shares will be prohibited from reselling such shares in the U.S. to U.S.
persons or entities or for the benefit or account of a U.S. person, for a
one-year period. During this one-year period, holders of the New Shares may
otherwise trade such shares in the United Kingdom through the facilities of the
London Stock Exchange's AIM market ("AIM") and outside the U.S. pursuant to
Regulation S and subject to securities laws applicable in the jurisdiction(s) in
which such shares are traded. The New Shares are being listed on AIM under the
symbol 'ELCS' (the 'S' denoting Regulation S shares) but will not commingle with
the Company's common stock traded on the OTCBB (and AIM under the symbol 'ELC'),
until and unless the Company registers the shares under the U.S. Securities Act
of 1933 or an exemption from registration is available.

John Halnen, Elcom's President and CEO said, "We are very pleased to secure
these additional operating funds for the Company. We have recently consummated a
number of strategic alliances such as the recently announced partnership with
U.S. Bank for provision of a managed service called Access Purchase. In
addition, we are experiencing increased activity in some of our existing
contracts/initiatives, such as service demonstrations related to potential
Zanzibar implementations and new agency sign-ups under the eProcurement Scotland
Programme. Management is optimistic that the additional funding will be adequate
to carry the Company through to cash flow positive in 2007."

About Elcom International, Inc.

Elcom International, Inc. (OTCBB:ELCO and AIM:ELC and ELCS), is an international
provider of Commerce Process Management solutions for buyers, suppliers and
communities of commerce. Commerce Process Management refers to the ability to
effectively manage the large-scale exchange of goods and services, using
information technology and best practices, between different organizations,
including the purchase, sale, exchange of commodities and services and their
receipt and payment in one seamless end-to-end integrated process. Beyond the
current generation of "On Demand" solutions available in the market, Commerce
Process Management Solutions provided by Elcom offer true value for money by
eliminating the burden and cost of in-house programming, IT infrastructure and
ongoing system management. More information is available from Elcom's web site
at: www.elcom.com

STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT

Except for the historical information contained herein, the matters discussed in
this press release could include forward-looking statements or information. All
statements, other than statements of historical fact, including, without
limitation, those with respect to the Company's objectives, plans and strategies
set forth herein and those preceded by or that include the words "believes,"
"expects," "targets," "intends," "anticipates," "plans," or similar expressions,
are forward-looking statements. Although the Company believes that such
forward-looking statements are reasonable, it can give no assurance that the
Company's expectations are, or will be, correct. These forward-looking
statements involve a number of risks and uncertainties which could cause the
Company's future results to differ materially from those anticipated, including:
(i) the necessity for the Company to control its expenses as well as to generate
incremental, ongoing operating revenues and whether this objective can be met
given the overall marketplace and clients' acceptance and usage of eCommerce
software systems, eProcurement and eMarketplace solutions including corporate
demand therefor, the impact of competitive technologies, products and pricing,
particularly given the substantially larger size and scale of certain
competitors and potential competitors;; (ii) the consequent results of
operations given the aforementioned factors; and (iii) the necessity of the
Company to achieve profitable operations within the constraints of its existing
resources, and if it can not, the availability of incremental capital funding to
the Company, particularly in light of the audit opinion from the Company's
independent registered public accounting firm in the Company's 2005 Annual
Report on Form 10-KSB, as amended, and other risks detailed from time to time in
its March 31 and June 30, 2006 Quarterly Reports on Form 10-QSB and in its other
SEC reports and statements, including particularly the Company's "Risk Factors"
contained in the prospectus included as part of the Company's Registration
Statement on Form S-3 filed on June 21, 2002. The Company assumes no obligation
to update any of the information contained or referenced in this press release.

AT THE COMPANY:
Investor Relations
E-mail: invrel@elcom.com


                                    - END -




                      This information is provided by RNS
            The company news service from the London Stock Exchange

END
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