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Published on 10/27/2006 in the Prospect News PIPE Daily.

New Issue: Norsat International closes $1 million sale of debenture units

By Laura Lutz

Des Moines, Oct. 27 - Norsat International Inc. settled a private placement for $1 million.

The company sold 1,000 units at $1,000 apiece. Each unit consisted of $1,000 principal amount of secured convertible debentures and non-transferable warrants for 1,250 common shares.

The debentures have a term of 90 days and an interest rate of Prime rate plus 100 basis points. Holders may convert the debentures at any time at a conversion price of $0.40 per share.

Interest is payable at maturity in cash or common shares, at the option of the holder. Interest that is converted into common shares will be converted at a price equal to the five-day volume weighted average price of the company's shares on the Toronto Stock Exchange to the date of maturity.

Each warrant is exercisable at $0.45 for two years.

Norsat is required to use its best efforts to adjust the exercise price of warrant issued in March 2006 to equal the exercise price of the warrants issued in this placement, subject to approval from the Toronto Stock Exchange.

Proceeds of the non-brokered deal will be used for research and development, capital expenditures and working capital.

Based in Vancouver, B.C., Norsat produces satellite solutions for high-speed data transmission.

Issuer:Norsat International Inc.
Issue:Debenture units of one debenture and 1,250 warrants
Amount:$1 million
Units:1,000
Price:$1,000
Maturity:90 days
Coupon:Prime rate plus 100 bps
Price:Par
Conversion price:C$0.40
Warrants:1,250 warrants per unit
Warrant expiration:Two years
Warrant strike price:$0.45
Agent:Non-brokered
Settlement date:Oct. 27
Stock symbol:Toronto: NII
Stock price:C$0.52 at close Oct. 26

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