Batm Advanced Regulatory News (BVC)

8 Jul 2008 07:00



BATM Advanced Communications Limited

("BATM" or the "Company")

Recommended Offer for Vigilant Technology Limited

The boards of BATM and Vigilant Technology Limited ("Vigilant") are pleased to announce that they

have reached agreement on the terms of a recommended offer to be made by BATM for the entire issued

and to be issued share capital of Vigilant (the "Offer"), to be effected by way of a merger of a BATM

subsidiary and Vigilant (the "Merger").

Vigilant, which was admitted to trading on AIM on 20 December 2005, is a developer and manufacturer

of intelligent video recording and surveillance solutions for mission-critical applications. Vigilant has a

worldwide customer base supporting cameras in airports, government sites, financial institutions,correction facilities, casinos and city centres amongst others. Vigilant reported a loss before tax of $7.36m

and had gross assets of $6.82m for the year ended 31 December 2007.

Dr Zvi Marom, CEO of BATM commented:

"The acquisition is in line with our stated strategy of extending our intellectual property and technological

expertise into new, niche areas of opportunity in vertical markets, through modest investments. Vigilant's

expected new IP releases fit with BATM's expertise in dealing with triple play traffic."

Under the terms of the Offer, Vigilant Shareholders will receive 1.3 pence per Ordinary Share (the "Cash

Offer") or, if they elect before 13 August 2008, approximately 1.6 pence per share payable in new

BATM Shares (the "Share Offer"). 

The terms of the Cash Offer value the existing issued share capital of Vigilant at approximately £845,000

assuming that all Vigilant Shareholders accept the Cash Offer or, up to approximately £1,040,000

if all Vigilant Shareholders elect to receive the Share Offer, based on a BATM share price

of approximately 46.4 pence, being the average share price of BATM between 4 April 2008 and 4 July

2008. BATM will fund the cash element of the Offer from its existing cash resources.

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