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REG - BATM Advanced Comm - Full Year Results

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RNS Number : 1279W  BATM Advanced Communications Ld  11 March 2026

LEI: 213800FLQUB9J289RU66

11 March
2026

 

BATM Advanced Communications Limited

("BATM" or the "Group")

 

Full Year Results

 

BATM (LSE: BVC; TASE: BVC), a global provider of advanced network
infrastructure, cybersecurity and diagnostic technologies, announces its full
year results for the year ended 31 December 2025.

 

Financial Highlights*

 $m                                2025    2024
 Revenue                           123.2   117.3

 Revenue on a comparable basis**   123.2   113.1
 Gross profit                      40.1    36.8
 Gross margin                      32.5%   31.4%
 Adj. operating profit***          14.7    3.8
 Adj. EBITDA***                    18.9    8.1
 Adj. profit before tax***         13.6    3.0
 Cash and short-term investments   23.4    31.6

* Results for the Group's continuing operations. See note 4 to the financial
statements for details on the discontinued operations

** Revenue for 2024 adjusted to exclude the contribution to H2 2024 of the
Progenetics and Zer Laboratories operations that were sold during H1 2025

*** Adjusted to exclude amortisation of intangible assets, share-based
payments and expenses related to corporate activity. The figures include
capital gains and an exceptional expense from a theft of inventory (see the
Financial Review for further detail)

 

Strategic Execution

·   Delivered significant progress towards becoming a streamlined company
focused on the high-growth, high-margin and complementary markets of
networking and cybersecurity

·   Sold four businesses during the year and a fifth post year end - for a
total consideration of $24.4m - thereby reducing the complexity of the Group
and enabling resources to be focused on BATM Networks and BATM Cyber, which
the Board believes offer, individually and through their combined value, the
greatest opportunity to deliver significant shareholder value

·   Strategic actions implemented in 2024 enabled the Group's proprietary
diagnostics business to deliver adjusted operating profit of $0.1m (2024:
$1.8m loss); going forward, the diagnostics activities will be presented as
Non-core as the Board accelerates its strategy to focus on networking and
cybersecurity

·   Enhanced collaboration between BATM Networks and BATM Cyber, including
commencing joint sales activities and development work for platform
integration

·   Continued to explore potential opportunities to add capabilities to
core activities through M&A

 

Operational Highlights

BATM Networks

·   Return to growth achieved, with revenue increasing 36% to $11.6m (2024:
$8.5m)

·   Strong pipeline established for 2026 across both the Carrier Ethernet
and Edgility product lines, including a significant upscaling in average order
size

·   New channel partners were onboarded in all target markets globally for
the resale of the Group's Carrier Ethernet and Edgility products

·   Launch of new Carrier Ethernet products in X-series portfolio, which is
being well received and is expected to be the key driver of new customer
acquisition in 2026

·   Edgility was selected by Telebras, a leading Brazilian
telecommunications company, with several proof-of-concepts underway with
potential end customers

BATM Cyber

·   Revenue decreased to $8.3m (2024: $13.1m) in line with management
expectations and reflecting the exceptional orders received in 2024

·   Significant milestone achieved with the delivery of the first units of
a customised version of the Group's encryption platform for the commercial
market

·   Continued delivery of orders for the Group's long-standing government
customer, albeit at a lower level in line with expectations. Additional new
development projects secured in advanced cyber capabilities - such as
ultra-high-speed encryption and tactical encryption systems. Management
believes these projects offer a significant opportunity to widen the range of
products offered and will transition to procurement agreements in the coming
years

·   Selected, post year end, as a partner in cybersecurity by FPT Israel, a
company of FPT Corporation

BATM Diagnostics

·   Increase in sales - of proprietary and third-party diagnostic products
- and gross margin following successful rollout of new strategy to prioritise
reagent sales

·   Sold the Group's diagnostic distribution business - generating a
capital gain of $14.1m - and the remaining proprietary diagnostic activities
will be classified, going forward, as Non-core

 

Commenting on the results, Moti Nagar, Chief Executive Officer of BATM, said:
"BATM is entering the next phase of its transformation - evolving into a
company focused on the provision of secure managed networking and
cybersecurity. 2025 has been a pivotal and transformational year for the Group
in this regard. We divested four non-core activities, with another sale
announced in 2026, and the successful turnaround of our proprietary
diagnostics business allows us to accelerate our plan to focus on BATM
Networks and BATM Cyber, which the Board believes offer substantial potential
for creating long-term shareholder value. This streamlining process has
significantly simplified the complexity of our business and we are
increasingly allocating resources to the high-growth, high-margin markets of
networking and cybersecurity.

 

"Strategic initiatives implemented in BATM Networks and BATM Cyber in 2024
delivered meaningful results in 2025, in turn laying the foundation for a
stronger performance in 2026. Our pipeline for our core activities is at the
largest it's been in recent years, with the average size of potential orders
more than doubling. Additionally, we have made significant progress in
integrating our networking and cybersecurity capabilities into a unified
platform - one that delivers highly secure, software-defined connectivity with
built-in protection against emerging threats, including those posed by quantum
computing. The Board remains highly optimistic about the unique opportunities
ahead for BATM and is fully committed to executing our strategy to deliver
enhanced value to our shareholders."

 

 

Enquiries

 

 BATM
 Moti Nagar, Chief Executive Officer                            +972 9866 2525

 Lior Miles, Chief Financial Officer

 Shore Capital
 Mark Percy, Anita Ghanekar, James Thomas (Corporate Advisory)  +44 20 7408 4050

 Gracechurch Group
 Harry Chathli, Claire Norbury                                  +44 20 4582 3500

 KK Advisory
 Kam Bansil, Steve Keeling                                      +44 20 7039 1901

 

The information communicated in this announcement is inside information for
the purposes of Article 7 of Regulation 596/2014.

 

Investor & Analyst Presentation

 

Moti Nagar, CEO, and Lior Miles, CFO, will be holding a webinar for analysts
and investors on 16 March 2026 at 12.30pm GMT. To register to participate or
submit a question in advance, please use the following link:
https://forms.gle/Dfb4iC86EKQkV3qA8 (https://forms.gle/Dfb4iC86EKQkV3qA8)

 

Forward-looking statements

 

This document contains forward-looking statements. Those statements reflect
the current opinions, evaluations and estimations of the Group's management,
and are based on the current data regarding the Group's business as is
detailed in this document and in the Group's periodical, interim and immediate
reports. The Group does not undertake any obligation or make any
representation that actual results and events will be in line with those
statements, and stresses that they may differ materially from those
statements, due to changes in the Group's business, market, competition,
demand for the Group's products or services, general economic factors or other
factors that can influence the Group's business and results, due to the risk
factors that are detailed in the Group's Annual Report, and due to information
and factors that are currently unknown to the Group's management and that, if
known, would affect the management's opinions, evaluations or estimations. The
Group will report the actual results and events according to its legal,
accounting and regulatory obligations, and does not undertake any other
obligation to report them or their deviations from the forward-looking
statements, or to update any of the forward-looking statements in this
document or to report that it is not valid anymore.

Strategic Execution

 

The year to 31 December 2025 was transformational for BATM as the Group
executed on its strategy to become a unified, streamlined business focused on
the high-growth, high-margin markets of networking and cybersecurity. A key
element of this was the divestment of non-core businesses, which will enable
additional resources to be invested in activities that the Board believes
offer the greatest opportunities for delivering sustainable growth and
generating shareholder value. At the same time, the Group took action to
strengthen its core activities and continued to explore potential
opportunities to add capability through M&A.

 

Divestment of non-core activities

 

The Group sold four non-core businesses during the year and a fifth post year
end, for a total consideration of $24.4m. The Group disposed of:

 

·   Celitron, an eco-med business in Hungary;

·   Zer Laboratories, an administrator of third-party pre-natal diagnostic
tests in Israel;

·   Progenetics, an administrator of third-party oncological diagnostic
tests in Israel;

·   A.M.S 2000 Trading Impex SRL ("AMS")*, a distributor of diagnostic
laboratory equipment in Romania; and

·   post year end, Laborator A.M.S 2000 SRL*, which provides analysis for
third parties in Romania.

(* For the purposes of the Group's reporting, these business are presented
within BATM Diagnostics)

 

These disposals have already significantly reduced the complexity of the Group
and will allow additional resource to be focused on the core activities of
BATM Networks and BATM Cyber.

 

Alongside this, the Board has taken the strategic decision to no longer invest
resources to support its ADOR Diagnostics ("ADOR") associate company and, to
help solidify the foundations on which the Group is building the future
business, has written-off the investment that the Group has made in ADOR. ADOR
is a molecular diagnostics IP-company in which the Group has a significant
shareholding. To bring that IP to the point of potential commercialisation
would require significant further funding. Further investment by the Group in
ADOR is not aligned with the Board's risk appetite and is not considered the
best use of the Group's resources. Accordingly, and in the absence of ADOR
securing other funding, the Group's total investment in, and its financial
balances with, ADOR, which amount to $18.7m from over the last nine years,
have been written off. ADOR continues to seek a strategic investor or other
opportunity to monetise its know-how and, if successful, the Group would
recognise a corresponding gain.

 

As described below, the Group's remaining diagnostics activities will now be
classified as Non-core. Accordingly, the Group's Non-core activities now
comprise its diagnostics business, its pharmaceutical distribution business
and its environmental monitoring business.

 

Accelerating focus on highly-secure network provision

 

As a result of the success of the strategic actions that the Group implemented
in 2024, the Group's business that provides its proprietary diagnostic
instruments and reagents was significantly strengthened and achieved breakeven
for the year. This, combined with the sale of AMS and exit from ADOR, has led
the Board to take the strategic decision to accelerate its plans to focus on
BATM Networks and BATM Cyber. Accordingly, going forward, the diagnostics
business will be presented within the Group's Non-core activities, which the
Board would consider selling should there be an appropriate opportunity.

 

The Group's core activities now comprise networking and cybersecurity. While
both markets offer significant opportunities, the Board believes that the
greater value lies in their combination - in the provision of highly secure
networks. During the year, the Group enhanced collaboration between BATM
Networks and BATM Cyber, including commencing joint sales activities and joint
development work. Certain sales team members of the BATM Networks division
began to promote the Group's cyber solution with their commercial customers
and partners. The Group is undertaking joint product development initiatives
to integrate the Group's Edgility and encryption platforms to offer highly
secure, software-based networks.

 

In addition, the Group undertook an in-depth exercise that resulted in the
launch of a new brand identity, including a new logo. The rebranding marks a
significant milestone in BATM's journey, as it aligns more closely with its
strategic vision to become a focused business and it brings its key activities
under a unified brand identity.

 

 

BATM Networks

 

 $m                        2025   2024
 Revenue                   11.6   8.5
 Gross margin*             45.7%  52.5%
 Adj. operating loss*      (2.7)  (4.0)

* Adjusted to exclude amortisation of intangible assets, share-based payments
and an exceptional expense from a theft of inventory (see the Financial Review
for further detail)

 

Performance

 

The performance of BATM Networks in the year reflects the results of the
decisive action taken during 2024 to return the division to growth, including
a management reorganisation, expansion of the sales & marketing team and
refocused go-to-market strategy. Accordingly, revenue increased by 36% to
$11.6m, representing growth in revenue from sales of the Group's Carrier
Ethernet products as well as its Edgility edge virtualisation and management
platform.

 

The reduction in gross margin compared with the prior year reflects a
write-off of slow-moving inventory of older products offsetting the benefits
of an exercise undertaken to reduce production costs as well as the lower cost
of sales associated with the division's new products. The Group expects the
gross margin in BATM Networks to grow going forward, particularly as sales of
Edgility account for an increasing proportion of division revenue.

 

The Group achieved a 33% reduction in adjusted operating loss in BATM Networks
as a result of the strong revenue growth.

 

Commercial momentum

 

A key element of the Group's new go-to-market approach was the establishment
of a team to focus on expanding the Group's global channel partners, including
value-added resellers, systems integrators and distributors. The Group
successfully onboarded new channel partners in all its target markets
globally, which have begun to resell the Group's Carrier Ethernet and Edgility
products. The Group also made a strategic investment in targeting the Latin
American and, later in the year, Asia-Pacific markets for its Carrier Ethernet
and Edgility offerings, including the hiring of additional sales resources.
These actions resulted in further orders during the year, as well as the
establishment of a strong pipeline, which includes an upscaling in the size of
potential orders. The average size of individual orders in the Group's current
pipeline is approximately double that of recent years.

 

In particular, the Group's X-series portfolio of Carrier Ethernet products -
with the first product being launched towards the end of the prior year and
the full portfolio being launched by the end of 2025 offering speeds of 1G,
10G and 100G - is proving popular and is expected to be an important driver of
new customer acquisition during 2026 as well as being used for cross-selling.
By way of example, in December 2024, the Group signed a multi-million dollar
three-year agreement for Edgility with a Tier 1 telecommunications company in
Mexico; it is currently finalising a proof-of-concept with the X-series
product alongside the rollout of Edgility.

 

During the year, Edgility was selected by Telecomunicações Brasileiras S.A.
("Telebras"), a leading Brazilian telecommunications company that implements
the federal government's communication network and supports public broadband
policies as well as serving the enterprise market. Telebras has established a
strong pipeline of opportunities with proof-of-concepts underway with a number
of these.

 

The Group has also continued to expand its partnership with a leading global
provider of emergency connectivity services that is headquartered in the US.
The partner expanded its use of Edgility internationally, with active
deployments in the Philippines, and participated in joint sales &
marketing initiatives with the Group in Latin America.

 

The Group received an order for its 10G carrier ethernet and aggregation
solutions from a leading internet services provider to homes and businesses
across the US that is owned by one of the world's largest technology
conglomerates. The order forms part of the customer's programme to modernise
its network by replacing its 1G platforms with 10G intelligent connectivity
reaching outdoor and remote edge locations.

 

As service providers globally are increasingly upgrading their networks to
handle the high-bandwidth demands from artificial intelligence, cloud
computing and internet of things, the Group is receiving growing interest in
its 100G solutions. In the Asia-Pacific market, the Group won a competitive
tender with a national electricity company for a phased 100G network upgrade
across the country and has secured a number of other potential opportunities
in the region, as well as in North America.

 

 

BATM Cyber

 

 $m                          2025   2024
 Revenue                     8.3    13.1
 Gross margin*               51.1%  41.0%
 Adj. operating profit*      0.7    3.1

* Adjusted to exclude amortisation of intangible assets and share-based
payments

 

Performance

 

The performance of the BATM Cyber division for 2025 was in line with
management's expectations and compares with exceptional orders delivered in
the prior year to the Group's long-standing customer. Revenue is derived from
product and services delivered to, and development projects with, the Group's
long-standing customer as well as initial revenue from the commercial markets.
The improvement in gross margin reflects increased efficiencies in the
manufacturing process.

 

Commercial momentum

 

A key milestone was achieved during the year with the Group delivering the
first units of its cyber solution for the commercial markets. This is a
version of the Group's advanced encryption platform that was customised to
meet the requirements of the Group's strategic partner that is selling the
solution under their brand, replacing its current product. The partnership was
established in 2024, with the first units being delivered to the partner in
the first half of 2025, a proof-of-concept was conducted with a potential
customer in the second half of the year and, post year end, the partner then
commercially launched the platform. The Group has appointed new sales
personnel to support this activity.

 

During 2025, the Group received orders from its long-standing customer under
several projects to develop next-generation cyber capabilities, including
encryption for ultra-high-speed networks and tactical encryption. This
development work remains ongoing, and the Group expects that, as with previous
projects, once complete it will transition to a supply agreement with the
customer. The Group will also be able to utilise similar functionality for its
encryption solution for commercial markets - which will be a key
differentiator for the platform.

 

Post year end, the Group was selected as a partner in cybersecurity by FPT
Israel, which is a company of FPT Corporation (HOSE: FPT), a leading
Vietnam-based technology group providing digital transformation services and
solutions in over 30 countries. FPT Corporation established FPT Israel and
introduced a portfolio of advanced technology partners in Israel - including
BATM - aiming to expand its high-tech solutions ecosystem. This initiative
also represents delivery on the Group's strategy to bolster its capabilities
and expand its cybersecurity activities through entering partnerships.

 

 

BATM Diagnostics

 

 $m                          2025   2024
 Revenue                     47.5   38.6
 Gross margin*               30.0%  28.0%
 Adj. operating profit*      17.1   1.3

* Adjusted to exclude amortisation of intangible assets and share-based
payments

 

BATM Diagnostics delivered growth in revenue from both the Group's proprietary
diagnostic products and distributed diagnostic products. The distribution of
diagnostic products was provided by AMS, which, as noted, the Group sold
during the year with the transaction completing on 31 December 2025. The Group
recognised a capital gain of $14.1m from the sale of AMS, which was the main
contributor to the significant increase in adjusted operating profit. The sale
of AMS was a non-cash transaction with the consideration paid by the purchaser
being 96,794,500 ordinary shares of NIS 0.01 each in the Group (see note 3 for
further details).

 

Excluding the contribution from AMS, revenue in the BATM Diagnostics division
increased by 71% to $7.7m (2024: $4.5m). This growth in sales of the Group's
proprietary diagnostic products reflects the benefits from the management
reorganisation and refocused go-to-market approach adopted in 2024 to
prioritise reagent sales, which are a higher margin and consumable product.
The Group is providing its instruments on a lease basis, or as a lower-margin
sale, alongside a reagent agreement to secure long-term, repeatable orders. As
a result of the focus on reagent sales, gross margin for the BATM Diagnostics
division, excluding AMS, improved to 42.0%, compared with 29.3% for 2024. The
increase in revenue and gross margin, combined with a relatively stable cost
base, resulted in the BATM Diagnostics division reaching profitability with an
adjusted operating profit of $0.1m (2024: $1.8m loss) when excluding the
contribution from AMS.

 

As noted above, going forward, the Group's diagnostics activities will be
classified as Non-core.

 

 

Non-core Activities

 

 $m (for continuing operations)      2025   2024
 Revenue                             55.8   57.0
 Gross margin*                       29.8%  29.0%
 Adj. operating profit*              1.8    3.4

* Adjusted to exclude amortisation of intangible assets and share-based
payments

 

The Group's Non-core activities comprise those businesses that the Board would
consider selling should it be presented with an appropriate opportunity.
During the year, Progenetics was sold for a total consideration of $2m for the
Group's 51% shareholding and the Group received a total of $383k in cash in
consideration for the disposals of Celitron (which had been reclassified as a
discontinued operation) and Zer Laboratories.

 

The Group's Non-core division, going forward (with diagnostics now being
classified as non-core), comprises the following businesses:

·   Diagnostics business in Italy

·   Pharmaceutical distribution business in Moldova

·   Environmental monitoring business in Hungary

 

Non-core revenue in 2024 included a 12-month contribution from Progenetics and
Zer Laboratories, which were both sold during the first half of 2025. If the
contribution of these businesses is excluded from the second half of 2024,
there was an increase in revenue in 2025 compared with the prior year.

 

 

Financial Review

 

                                       Adjusted*                                                         Reported
 $m (for continuing operations**)      2025   2024                                   2025                     2024
 Revenue                               123.2  117.3                                  123.2                    117.3
 Gross margin                          32.8%  31.7%                                  32.5%                    31.4%
 Operating profit/(loss)               14.7   3.8                                    13.5                     (4.7)
 EBITDA                                18.9   8.1                                    18.1                     7.1

* Adjusted to exclude amortisation of intangible assets, share-based payments
and exceptional expenses related to corporate activity

** See note 4 to the consolidated financial statements

 

Total Group revenue increased to $123.2m (2024: $117.3m). This reflects growth
in BATM Networks and BATM Diagnostics. On a like-for-like basis, excluding the
contribution to H2 2024 revenue from Progenetics and Zer Laboratories that
were sold during H1 2025, revenue for 2024 was $113.1m therefore on an
adjusted basis 2025 revenues increased 9% year-on-year.

 

Gross profit increased to $40.1m (2024: $36.8m) with a gross margin of 32.5%
(2024: 31.4%), with the improvement reflecting increased gross margin in BATM
Cyber and BATM Diagnostics. As noted above, the gross margin in BATM Networks
was impacted by a write-off of slow-moving inventory of older products and the
Group expects it to grow going forward.

 

Sales & marketing expenses increased to $20.5m (2024: $19.6m) reflecting
the investment in go-to-market strategy, general and administrative expenses
rose to $13.5m (2024: $12.8m) and R&D expenses slightly increased to
$4.8m (2024: $4.6m). The Group recognised net other operating income of $12.3m
(2024: $4.5m expenses), which is primarily attributable to the capital gain on
the Group's disposals, including a capital gain of $14.1m on the Group's sale
of AMS, partly offset by an exceptional expense from a theft of inventory,
comprising networking components, at one of the Group's warehouses in December
2025. While the Group is hopeful that the inventory might still be recovered
or that compensation will be received, an expense of $2.3m has been recognised
in the financial statements.

 

Adjusted EBITDA, excluding amortisation of intangible assets, share-based
payments and exceptional expenses related to corporate activity, was $18.9m
for 2025 compared with $8.1m for the prior year. Adjusted operating profit was
$14.7m (2024: $3.8m). On a reported basis, operating profit was $13.5m (2024:
$4.7m loss). This significant growth in adjusted EBITDA and operating profit
was primarily driven by the $14.1m capital gain related to the sale of AMS.

 

Profit before tax was $12.4m (2024: $5.4m loss). On an adjusted basis, the
Group reported a profit of $13.6m (2024: $3.0m profit).

 

The Group recorded a tax expense of $6.2m (2024: $1.7m), which primarily
relates to the tax treatment of the disposal of AMS. The Group's share of loss
of a joint venture and associated companies and share of loss of financial
balances of a joint venture and associated companies was $18.9m (2024: $0.3m),
which, as discussed above, is due to the strategic decision to write-off the
Group's investment in ADOR.

 

Accordingly, net loss from continuing operations was $12.8m (2024: $7.5m loss)
and loss per share was 2.79¢ (2024: 1.72¢ loss).

 

The Group recorded a loss from discontinued operations of $6.2m (2024: $14.8m
loss), primarily attributable to Celitron, which the Group sold during the
year.

 

Net cash used in continuing operations (before tax and interest)
was $1.9m compared with $1.7m of cash generated by continuing operations in
2024. This primarily reflects changes in working capital.

 

As at 31 December 2025, the Group had cash and short-term investments of
$23.4m (31 December 2024: $31.6m). The reduction is primarily due to movement
in working capital. Since year end, the Group has received $3.7m in cash that
had been held by AMS, with a further $0.3m still to be received.

 

 

Outlook

 

The Group entered the new financial year with increasing momentum across the
business. The Board is accelerating execution on its strategy to focus on the
high-growth, high-margin networking and cybersecurity markets where
substantial opportunities exist driven by increasing global demand for secure
connectivity. Accordingly, the Board intends to reinvest the proceeds from the
disposal of non-core assets in progressing the work being undertaken to
enhance the collaboration and integration between BATM Networks and BATM Cyber
and their growth.

 

The Group expects BATM Networks and BATM Cyber to deliver significant growth
for 2026 based on the orders received to date and the current pipeline, which
is the largest the pipeline has been for these core activities in recent years
and with a more-than doubling of average order size. The performance of the
Non-core activities is expected to remain stable.

 

Accordingly, the Board is confident of delivering strong underlying growth for
2026 and significant, sustainable growth in the medium-term as it increasingly
progresses the execution of its strategy to become a business focused on
providing highly secure network connectivity.

BATM ADVANCED COMMUNICATIONS LTD.

CONSOLIDATED STATEMENTS OF PROFIT OR LOSS

 

                                                                        Year ended 31 December
                                                                        2025                 2024
                                                                        $'000                $'000
                                                                        Unaudited            Unaudited

 Revenues                                                               123,198              117,336

 Cost of revenues                                                       83,134               80,536

 Gross profit                                                           40,064               36,800

 Operating expenses
 Sales and marketing expenses                                           20,510               19,582

 General and administrative expenses                                    13,539               12,790

 Research and development expenses                                      4,836                4,636

 Other operating (income)/expenses                                      (12,298)             4,453

 Total operating expenses                                               26,587               41,461

 Operating income/(loss)                                                13,477               (4,661)

 Finance income                                                         757                  665

 Finance expenses                                                       (1,866)              (1,387)

 Profit/(loss) before tax                                               12,368               (5,383)

 Income tax expenses                                                    (6,192)              (1,728)

 Profit/(loss) for the year before share of loss of a joint venture

and associated companies

                                                                        6,176                (7,111)

 Share of loss of a joint venture and associated companies              17,223               345
 Share of loss of financial balances of a joint venture and associated  1,704                -
 companies
 Loss for the year from continuing operations                           (12,751)             (7,456)
 Loss for the year from discontinued operations                         (6,150)              (14,798)
 Loss for the year                                                      (18,901)             (22,254)

 Attributable to:
 Non-controlling interests                                              (566)                42
 Owners of the Company                                                  (18,335)             (22,296)

 Earnings/(loss) per share (in cents):
 Basic and diluted from continuing operations                           (2.79)               (1.72)
 Basic and diluted from discontinued operations                         (1.41)               (3.39)
 Basic and diluted                                                      (4.20)               (5.11)

BATM ADVANCED COMMUNICATIONS LTD.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE
INCOME

 

                                                         Year ended 31 December
                                                         2025          2024
                                                         $'000         $'000
                                                         Unaudited     Unaudited

 Loss for the year                                       (18,901)      (22,254)

 Items that may be reclassified subsequently

 to profit or loss:
 Exchange differences on translating foreign operations  5,603         (5,043)
 Disposal of a foreign operation                         5,321         -

 Items that will not be reclassified subsequently

 to profit or loss:
 Re-measurement of defined benefit obligation            25            19
 Total other comprehensive income/(loss) for the year    10,949        (5,024)

 Total comprehensive loss for the year                   (7,952)       (27,278)

 Attributable to:
 Owners of the Company from continuing operations        (5,417)       (11,366)
 Owners of the Company from discontinued operations      (2,161)       (15,739)
 Non-controlling interests                               (374)         (173)
                                                         (7,952)       (27,278)

 

BATM ADVANCED COMMUNICATIONS LTD.

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

 

                                                                                                                                                          31 December
                                                                                                                                                          2025             2024
                                                                                                                                                          $'000            $'000
                                                                                                                                                          Unaudited        Unaudited
 Current assets
 Cash and cash equivalents                                                                                                                                22,859           25,898
 Trade and other receivables                                                                                                                              28,836           29,614
 Short-term investment in deposits and other securities                                                                                                   532              5,672
 Inventories                                                                                                                                              28,567           32,710
 Disposal groups Held for Sale                                                                                                                            -                4,660
                                                                                                                                                          80,794           98,554
 Non-current assets
 Property, plant and equipment                                                                                                                            8,423            12,016
 Investment property                                                                                                                                      604              548
 Right-of-use assets                                                                                                                                      1,461            4,178
 Goodwill                                                                                                                                                 3,059            3,344
 Intangible assets                                                                                                                                        10,176           8,004
 Investment in joint venture and associated companies                                                                                                     4,032            17,802
 Investments carried at fair value                                                                                                                        1,585            1,220
 Deferred tax assets                                                                                                                                      3,694            3,498
                                                                                                                                                          33,034           50,610
 Total assets                                                                                                                                             113,828          149,164

 Current liabilities
 Short-term bank credit                                                                                                                                   8,514            4,261
 Trade and other                                                                                                                                          28,842           36,691
 payables
 Current maturities of lease liabilities                                                                                                                  999              2,032
 Tax liabilities                                                                                                                                          5,285            619
 Liabilities associated with disposal groups Held for Sale                                                                                                -                2,978
                                                                                                                                                          43,640           46,581
 Non-current liabilities
 Long-term bank credit                                                                                                                                    182              -
 Long-term liabilities                                                                                                                                    4,408            6,588
 Long-term lease liabilities                                                                                                                              662              2,358
 Retirement benefit obligation                                                                                                                            824              655
                                                                                                                                                          6,076            9,601
 Total liabilities                                                                                                                                        49,716           56,182

 Equity
 Share capital                                                                                                                                            1,320            1,320
 Share premium account                                                                                                                                    430,206          429,598
 Reserves                                                                                                                                                 (24,250)         (31,073)
 Company's shares held by a subsidiary of the Group                                                                                                       (20,994)         -
 Reserves associated with disposal groups Held for Sale                                                                                                   -                (3,620)
 Accumulated deficit                                                                                                                                      (320,715)        (302,162)
 Equity attributable to the:
 Owners of the Company                                                                                                                                    65,567           94,063
 Non-controlling interests                                                                                                                                (1,455)          (1,081)
 Total equity                                                                                                                                             64,112           92,982
 Total equity and liabilities                                                                                                                             113,828          149,164

BATM ADVANCED COMMUNICATIONS LTD.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

Year ended 31 December 2025 (unaudited)

                                                                           Share premium account                                  Company's shares held by a subsidiary of the Group  Other comprehensive income attributable to disposal groups                Attributable to owners of the Company  Non-controlling interests

                                                           Share capital                          Translation reserve   Other                                                                                                                     Accumulated
Total

                                                                                                                        reserve
deficit                                                                        equity
 Balance as at 1 January 2025                                  1,320       429,598                (24,300)              (6,773)   -                                                   (3,620)                                                     (302,162)     94,063                                 (1,081)                    92,982
 Loss for the year                                         -               -                      -                     -         -                                                   -                                                           (18,335)      (18,335)                               (566)                      (18,901)
 Re-measurement of defined benefit obligation              -               -                      -                     -         -                                                   -                                                           25            25                                     -                          25
 Exchange differences on translating foreign operations    -               -                      7,112                 -         -                                                   3,620                                                       -             10,732                                 192                        10,924
 Total comprehensive loss for the year                     -               -                      7,112                 -         -                                                   3,620                                                       (18,310)      (7,578)                                (374)                      (7,952)
 Dividend to non-controlling interests holding put option  -               -                      -                     -         -                                                   -                                                           (243)         (243)                                  -                          (243)
 Recognition of share-based payments                       -               608                    -                     -         -                                                   -                                                           -             608                                    -                          608
 Company's shares held by a subsidiary of the Group        -               -                      -                     -         (20,994)                                            -                                                           -             (20,994)                               -                          (20,994)
 Capital reserve transactions with NCI                     -               -                      -                     (289)     -                                                   -                                                           -             (289)                                  947                        658
 Disposal of subsidiary                                    -               -                      -                     -         -                                                   -                                                           -             -                                      (947)                      (947)
 Balance as at 31 December 2025 (unaudited)                    1,320       430,206                (17,188)              (7,062)   (20,994)                                            -                                                           (320,715)     65,567                                 (1,455)                    64,112

 

 

Year ended 31 December 2024 (audited)

                                                                             Share premium account                                  Other comprehensive income attributable to disposal groups                Attributable to owners of the Company  Non-controlling interests

                                                             Share capital                          Translation reserve   Other                                                                 Accumulated
Total

                                                                                                                          reserve
deficit                                                                        equity
 Balance as at 1 January 2024                                    1,320       428,656                (23,092)              (6,773)   -                                                           (279,767)     120,344                                (908)                      119,436
 Loss for the year                                           -               -                      -                     -         -                                                           (22,296)      (22,296)                               42                         (22,254)
 Re-measurement of defined benefit obligation                -               -                      -                     -         -                                                           19            19                                     -                          19
 Exchange differences on translating foreign operations      -               -                      (4,828)               -         -                                                           -             (4,828)                                (215)                      (5,043)
 Total comprehensive loss for the year                       -               -                      (4,828)               -         -                                                           (22,277)      (27,105)                               (173)                      (27,278)
 Dividend to non-controlling interests holding put option    -               -                      -                     -         -                                                           (118)         (118)                                  -                          (118)
 Recognition of share-based payments                         -               942                    -                     -         -                                                           -             942                                    -                          942
 Other comprehensive income attributable to disposal groups  -               -                      3,620                 -         (3,620)                                                     -             -                                      -                          -
 Balance as at 31 December 2024 (audited)                        1,320       429,598                (24,300)              (6,773)   (3,620)                                                     (302,162)     94,063                                 (1,081)                    92,982

BATM ADVANCED COMMUNICATIONS LTD.

CONSOLIDATED STATEMENT OF CASH FLOW

 

                                                                         Year ended 31 December
                                                                         2025          2024
                                                                         $'000         $'000
                                                                         Unaudited     Unaudited
 Net cash (used in)/from continuing operating activities (Appendix A)    (3,122)       153
 Net cash used in discontinued operating activities                      (3,843)       (1,806)

 Investing activities
 Purchases of property, plant and equipment                              (1,868)       (700)
 Increase of intangible assets                                           (2,414)       (2,707)
 Investment in joint venture and associated companies                    (1,072)       (1,378)
 Purchases of deposits and financial assets                              (5,132)       (8,744)
 Proceeds on disposal of property, plant and equipment                   200           791
 Proceeds on disposal of operation, net (see note 3)                     532           -
 Proceeds on disposal of deposits and securities                         10,587        11,526
 Net cash from/(used in) investing activities - Continuing Operations    833           (1,212)
 Net cash from/(used in) investing activities - Discontinued Operations  240           (4)

 Financing activities
 Lease payment                                                           (2,154)       (2,098)
 Bank loan repayment                                                     (2,895)       (2,458)
 Bank loan received                                                      6,928         2,359
 Dividend paid to non-controlling interests holding put option           (243)         (118)
 Net cash from/(used in) financing activities - Continuing Operations    1,636         (2,315)
 Net cash used in financing activities - Discontinued Operations         (81)          (297)

 Net decrease in cash and cash equivalents                               (4,337)       (5,480)

 Cash and cash equivalents at the beginning of the year                  25,898        32,339

 Effects of exchange rate changes on the balance                         1,298         (961)

of cash held in foreign currencies
 Cash and cash equivalents at the end of the year                        22,859        25,898

BATM ADVANCED COMMUNICATIONS LTD.

APPENDIX A TO CONSOLIDATED STATEMENT OF CASH FLOW

 

Reconciliation of operating profit/(loss) for the year to net cash from/(used
in) operating activities:

 

 

                                                                         Year ended 31 December
                                                                         2025                  2024

                                                                         $'000                 $'000

                                                                         Unaudited             Unaudited
 Operating profit/(loss) from continuing operations                      13,477

                                                                                               (4,661)
 Adjustments for:
 Amortisation of intangible assets                                       347                   680
 Depreciation of property, plant and equipment and investment property   4,277                 4,288
 Impairment of goodwill and intangible assets                            -                     6,809
 Capital loss/(gain) of property, plant and equipment                    1,042                 (263)
 Share-based payments                                                    608                   942
 Investment carried at fair value                                        (365)                 -
 Capital gain from disposal of operations and subsidiaries (see note 3)  (14,968)              -
 Increase in retirement benefit obligation                               35                    16
 Operating cash flow before movements in working capital                 4,453                 7,811

 Increase in inventory                                                   (489)                 (521)
 Increase in receivables                                                 (13,221)              (1,197)
 Decrease/(increase) in payables                                         5,533                 (2,630)
 Effects of exchange rate changes on the balance sheet                   1,822                 (1,777)
 Cash (used in)/from operations                                          (1,902)               1,686

 Income taxes paid                                                       (1,337)               (1,291)
 Net interest received/(paid)                                            117                   (242)
 Net cash (used in)/from continuing operating activities                 (3,122)               153
 Net cash used in discontinued operating activities                      (3,843)               (1,806)

 

 
BATM ADVANCED COMMUNICATIONS LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

 

 

Note 1 - General

 

This preliminary results announcement should be read in conjunction with the
audited annual financial statements for the year ended 31 December 2024, which
have been prepared in accordance with International Financial Reporting
Standards ("IFRS"). The final results for the year ended 31 December 2025,
which will be prepared in accordance with IFRS, will be presented in the full
annual report and accounts.

 

Note 2 - Earnings per share

 

Earnings per share is based on the weighted average number of shares in issue
for the period of 441,119,076 (2024: 440,754,446) including 4,495,000 ordinary
shares held in treasury. The number used for the calculation of the diluted
earnings per share for the period (which includes the effect of dilutive stock
option plans) is 441,119,076 shares (2024: 441,946,835).

 

Note 3 - Disposal of subsidiaries and operation

 

A.   Disposal of Progenetics

On 15 May 2025, the Group completed the divestiture of its interest in
Progenetics resulting in the disposal of the assets and liabilities from the
consolidated balance sheet, and a gain on the disposal was recognised in the
consolidated statement of income, reflecting the difference between the
consideration received and the carrying amount of the net assets and
non-controlling interest ("NCI") disposed.

 

                                                                            15 May
                                                                            2025
                                                                            $'000
                                                                            Unaudited
 Net assets disposed
 Assets associated with disposal group Held for Sale                        2,015
 Liabilities associated with disposal group Held for Sale                   (948)
 Non-controlling interest                                                   (947)
 Net assets disposed                                                        120
 Disposal of capital reserves related to currency translation of a foreign  15
 operation
 Gain on disposal                                                           760

 Net consideration                                                          895

 

 

 Net cash inflow arising from disposal
 Consideration received in cash, net    1,619
 Cash held in escrow                    143
 Cash and cash equivalents disposed     (867)
 Net consideration                      895

 

 

B.   Disposal of Celitron

On 30 June 2025, the Group completed the divestiture of its interest in
Celitron resulting in the disposal of the assets and liabilities from the
consolidated balance sheet, and a gain on the disposal was recognised in the
consolidated statement of income, reflecting the difference between the
consideration received and the carrying amount of the net assets disposed.

 

                                                                            30 June
                                                                            2025
                                                                            $'000
                                                                            Unaudited
 Net assets disposed
 Assets associated with disposal group Held for Sale                        1,235
 Liabilities associated with disposal group Held for Sale                   (1,847)
 Net assets disposed                                                        (612)
 Disposal of capital reserves related to currency translation of a foreign  3,990
 operation
 Loss on disposal                                                           (3,138)

 Total consideration                                                        240

 Net cash inflow arising from disposal
 Consideration received in cash and cash equivalents, net                   250
 Cash and cash equivalents disposed                                         (10)
 Total consideration                                                        240

 

 

C.    On 30 June 2025, the Group completed the divestiture of the Zer
Laboratories operation for a total consideration amounting to $0.1m.

 

D.   Disposal of AMS

On 31 December 2025, the Group completed the divestiture of its interest in
AMS resulting in the disposal of the assets and liabilities from the
consolidated balance sheet, and a gain on the disposal was recognised in the
consolidated statement of income, reflecting the difference between the
consideration received and the carrying amount of the net assets disposed. The
sale of AMS was a non-cash transaction with the consideration paid by the
purchaser being 96,794,500 ordinary shares of NIS 0.01 each in the Group.

 

                                                                            31 December
                                                                            2025
                                                                            $'000
                                                                            Unaudited
 Net assets disposed
 Assets associated with disposal                                            25,465
 Liabilities associated with disposal                                       (20,182)
 Net assets disposed                                                        5,283
 Disposal of capital reserves related to currency translation of a foreign  1,316
 operation
 Expenses related to acquisition                                            321
 Gain on disposal                                                           14,074

 Net consideration                                                          20,994

 

 Net cash inflow arising from disposal   -
 Net cash outflow arising from disposal  353

 

Note 4 - Discontinued operations

 

During 2024, the Board resolved to dispose of the Eco-med operation, which
constituted part of the Group's non-core activity. The operation, which was
expected to be sold within 12 months and had been classified as a discontinued
operation, was sold on 30 June 2025 (see note 3). The comparative consolidated
statement of profit or loss and the cash flow has been re-presented to show
the discontinued operation separately from the continuing operations.

 

A claim that had been filed in 2019 alleging breach of contract by the
discontinued operation for the supply of products and associated damages was
decided, in 2025, in favour of the claimant. This resulted in the Group making
a cash payment of $3.6m and recognising a $1.6m expense charge for the
discontinued operation, with the expense charge being the difference
(primarily due to interest charges) between the provision made in the 2024
financial statements and the final settlement amount.

 

The results of the discontinued operation are as follows:

 

                                                                            31 December
                                                                            2025              2024

                                                                            $'000s            $'000s
 Revenues                                                                   519               3,238
 Expenses from operation and settlement amount                              3,531             13,962
 Loss from discontinued operation                                           (3,012)           (10,724)
 Loss from valuation of fair value less cost to sell                        -                 (4,065)
 Gain from disposal of discontinued operation                               852               -
 Disposal of capital reserves related to currency translation of a foreign  (3,990)           -
 operation
 Tax expenses                                                               -                 9
 Loss for the period attributable to discontinued operations                     (6,150)      (14,798)

 

Note 5 - Goodwill

 

                                 31 December
                                 2025        2024

                                 $'000       $'000

Unaudited
Audited
 Cost
 Balance at 1 January            11,070      12,763
 Classified as held for sale     -           (1,593)
 Disposal of subsidiary          (285)       -
 Foreign exchange difference     -           (100)
 Balance at 31 December          10,785      11,070

 Accumulated impairment losses
 Balance at 1 January            (7,726)     -
 Impairment losses for the year  -           (7,726)
 Balance at 31 December          (7,726)     (7,726)

 Carrying amount                 3,059       3,344

 

During the financial year, the Group sold its AMS subsidiary resulting in the
disposal of $0.3m of goodwill.

 

Note 6 - Other alternative measures

 

The information set out below is for continuing operations:

 

 Year ended 31 December 2025 (unaudited(  Reported results  Adjustments*  Adjusted results
                                          US$ thousands
 Gross profit                             40,064            320           40,384
 Gross margin (%)                         32.5%             -             32.8%
 Operating profit                         13,477            1,186         14,663
 EBITDA                                   18,101            839           18,940

 

 Year ended 31 December 2024 (audited(  Reported results  Adjustments*  Adjusted results
                                        US$ thousands
 Gross profit                           36,800            432           37,232
 Gross margin (%)                       31.4%             -             31.7%
 Operating (loss)/profit                (4,661)           8,430         3,769
 EBITDA                                 7,116             942           8,058

 

(*) Adjusted to exclude amortisation, share-based payments, expenses related
to corporate activity and in 2024 one-time impairment of intangible assets

 

EBITDA measurement

 

                                         Year ended 31 December
                                         2025          2024

                                         $'000         $'000

                                         Unaudited     Audited
 Operating profit/(loss)                 13,477        (4,661)
 Amortisation of intangible assets       347           680
 Share-based payments                    608           942
 Depreciation                            4,277         4,288
 Impairment                              -             6,809
 Expenses related to corporate activity  231           -
 Adj. EBITDA                             18,940        8,058

 

Note 7 - Business Segments

 

The segment information reported below is for continuing operations:

 

Year ended 31 December 2025 (unaudited)

 

                          Networks   Cyber    Diagnostics $'000  Non-core $'000  Total

                          $'000      $'000                                       $'000
 Revenues                 11,626     8,263    47,485             55,824          123,198
 Gross profit              4,991      4,219    14,238             16,616         40,064
 Operating profit/(loss)   (5,584)    488      16,927             1,646           13,477
 Net finance expenses                                                            (1,109)
 Profit before tax                                                               12,368

 

Year ended 31 December 2024 (audited)

 

                          Networks  Cyber   Diagnostics $'000  Non-core $'000  Total

                          $'000     $'000                                      $'000
 Revenues                 8,550     13,131  38,617             57,038          117,336
 Gross profit             4,139     5,387   10,733             16,541          36,800
 Operating (loss)/profit  (4,693)   2,898   (1,721)            (1,145)         (4,661)
 Net finance expenses                                                          (722)
 Loss before tax                                                               (5,383)

 

Note 8 - Subsequent events

 

On 10 February 2026, the Group sold Laborator A.M.S 2000 SRL, for a
consideration of $1m in cash, to a laboratory group headquartered in Germany
that provides agricultural, environmental, water, food and feed analysis.

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