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Brompton Financial Limited Announces Participation In Rights Offering By Welton Energy Corporation.


TORONTO -- Pursuant to a prospectus dated January 17, 2006, Welton Energy Corporation ("Welton") issued to all of its shareholders one right for each share held to acquire 8% Convertible Debentures Convertible Debenture

Any type of debenture that can be converted into some other security.

Notes:
For example, a convertible bond can be converted into stock.
  ("Debentures"). For each 3,667 rights, a shareholder was entitled en·ti·tle  
tr.v. en·ti·tled, en·ti·tling, en·ti·tles
1. To give a name or title to.

2. To furnish with a right or claim to something:
 to acquire one Debenture debenture (dəbĕn`chər), document acknowledging indebtedness. In Great Britain a debenture is practically the same as a bond, and debenture stock is similar to preferred stock.  in the principal amount of $1,000 at a price of $1,000. The total amount of Debentures issuable was $10,500,000. The Debentures are convertible into common shares at a conversion price of $1.55 per common share.

Peter A. Braaten, Chairman of Welton, was issued, directly or indirectly, 6,310,377 rights (including 5,449,951 rights received by Brompton Financial Limited ("BFL BFL Body for Life
BFL Bass Fishing League (sponsored By Wal-Mart)
BFL Brothers for Life
BFL Bharat Forge Ltd. (Pune, India)
BFL Back Focal Length
"), a corporation controlled by Mr. Braaten). Raymond R. Pether, Chief Executive Officer and a director of Welton, was issued, directly or indirectly, 582,929 rights. Following these issuances, Mr. Braaten owned 16.3 % of the rights and Mr. Pether owned 1.5 % of the rights. In connection with the rights offering, Messrs. Braaten and Pether undertook to exercise all rights which they received. In addition, BFL provided a standby commitment Standby commitment

An agreement between a corporation and investment firm that the firm will purchase whatever part of a stock issue that is offered in a rights offering that is not subscribed to in the two- to four- week standby period.
  to Welton to purchase any Debentures not taken up by other shareholders.

On February 15, 2006, BFL purchased 75,000 rights on the Toronto Stock Exchange Toronto Stock Exchange (TSE)

Canada's largest stock exchange, trading approximately 1,200 company stocks and 33 options.
 (the "TSX TSX Toronto Stock Exchange (TSE before April, 2002)
TSX Transfer from Stack Pointer to Index
TSX True Space Extension
") and on February 16, 2006, BFL purchased 925,000 rights on the TSX. Following these purchases, Mr. Braaten owned 18.9 % of the rights.

On February 24, 2006, Mr. Braaten, Mr. Pether and BFL exercised all of their rights and Mr. Pether and BFL exercised additional subscription privileges Subscription privilege

The right of current shareholders of a corporation to buy newly issued shares before they are available to the public.


subscription privilege

See preemptive right.
. As a result Mr. Braaten acquired $3,483,000 principal amount of Debentures at a price of $3,483,000, (including $250,000 of Debentures acquired by BFL under its standby commitment), representing 33 % of the Debentures issued. Mr. Pether acquired $181,000 principal amount of Debentures, representing 1.7 % of the Debentures issued.

After the issue of these Debentures Mr. Braaten owns, directly or indirectly, 6,310,377 common shares of Welton and Debentures convertible into an additional 2,246,535 common shares of Welton (18.8 % of the common shares outstanding assuming conversion of all Debentures). Mr. Pether owns, directly or indirectly, 582,929 common shares of Welton and Debentures convertible into an additional 116,745 common shares (1.5 % of the common shares outstanding assuming conversion of all Debentures) and vested options to acquire 183,336 common shares.

These acquisitions were made by Messrs. Braaten & Pether for investment purposes and, in the future, each of them may acquire or dispose of Debentures or common shares from time to time. The issuance of this news release is not an admission that Mr. Braaten and Mr. Pether are joint actors.
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Copyright 2006, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Mar 1, 2006
Words:447
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