REG - BATM Advanced Comm - Notice of AGM and Directorate Changes

Batm Advanced CommunicationsAnnouncement

05/11/2025 07:00

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RNS Number : 1965G  BATM Advanced Communications Ld  05 November 2025

LEI: 213800FLQUB9J289RU66

5 November 2025

 

BATM Advanced Communications Limited

("BATM" or "the Group")

 

Notice of Annual General Meeting

and Directorate Changes

 

BATM (LSE: BVC; TASE: BVC), a global provider of advanced network
infrastructure, cybersecurity and diagnostic technologies, gives notice that
the annual general meeting of shareholders ("AGM" or the "Meeting") of the
Group is to be held at 10.00am Israel time (12.00pm UK time) on 10 December
2025 at the Group's registered office at 4 Ha'harash Street, Nave Ne'eman
Industrial Area, P.O.B. 7318, 4524075 Hod Hasharon, Israel.

 

In order to enable shareholder engagement and participation for those unable
to physically attend the Meeting, shareholders will be able to access the
Meeting via videoconference.

 

Further information on the resolutions and details on how to attend the
Meeting via videoconference can be found in the Notice of AGM that, along with
forms of proxy and direction, has today been made available on BATM's website
at: www.batm.com
(https://url.avanan.click/v2/___http:/www.batm.com/___.YXAxZTpzaG9yZWNhcDphOm86YzRlYzc1YjU1NTVjMmE0ZTU3MGQwOGM0ZWNjMjRhZWQ6NjoxNDk3OmRhMDIzMDNjNDU5ZmQ4NjYwOTc1YTU1YmU1YzQ0NzUxMzE5OTZlMGJlYjk5MDM0YWJmYWIzZTU4ZTJiYzkzZjU6cDpGOk4)
.

 

Sale of AMS

 

Further to the Group's announcement of 6 October 2025, among the resolutions
to be proposed at the Meeting is a special resolution seeking independent
shareholder approval of the sale of A.M.S 2000 Trading Impex SRL ("AMS"), a
subsidiary of the Group that distributes diagnostic laboratory equipment in
Romania, to Dr. Zvi Marom, a non-executive director and significant
shareholder of the Group, in exchange for his entire shareholding of
96,794,500 ordinary shares of NIS 0.01 each in BATM ("Ordinary Shares"),
representing c. 22.2% of the existing issued share capital. Dr. Marom has
undertaken not to vote on this resolution.

 

The sale of AMS marks a key milestone in the execution of the Group's
strategy to exit its non-core activities and focus on its core strengths. The
Group is prioritising its higher-margin activities that are in substantial,
high-growth markets and where it can leverage its decades of experience of
delivering highly innovative solutions. By disposing of its non-core assets,
the Group will be able to provide greater resources and focus to its
identified core strengths to drive growth in these activities where the Board
believes greater opportunities exist to maximise shareholder value.

 

Assuming shareholder approval is obtained, the Board intends to complete the
transaction as soon as practicable, subject to satisfaction of all conditions.

 

Directorate Changes

 

The resolutions to be proposed to the AGM include resolutions appointing Leor
("Lior") Miles, current Chief Financial Officer, as an Executive Director of
the Group; Gil Sharon as a Non-executive Director of the Group; and Ayala
Hakim as an External Director, as defined under Israeli law, of the Group
(together, the "Proposed Directors"). The appointment of the Proposed
Directors will take effect from the conclusion of the Meeting.

 

Gil Sharon brings over 30 years' experience in the telecommunications
industry. He is currently Chairman of IBC, an Israeli fibre optic
communications company. Prior to IBC, he was Executive Chairman of Bezeq Group
(TASE: BEZQ), the largest telecommunications group in Israel, and Chairman of
its subsidiaries: Pelephone, a mobile network operator; Yes, a television and
internet service provider; and Bezeq International, a business internet
services, international communication, integration and IT solutions company.
Other roles have included Chairman, CEO and co-investor of Golan Telecom.

 

Ayala Hakim is currently a director of Bank Yahav, which is a retail bank in
Israel that was established in 1954. She served as the Chief Information
Officer of Mizrahi-Tefahot Bank Ltd., one of Israel's largest financial
institutions, and CEO of its technology division from 2013 until 2025. During
her tenure, she led large-scale digital transformations, enterprise IT
strategy - including harnessing and leveraging technology to implement the
bank's business strategy and create new business opportunities - and complex
system integrations. Prior to joining Mizrahi-Tefahot Bank, Ayala spent over
30 years in leadership roles focusing on technology and IT for the Israeli
government.

 

In accordance with Israeli Companies Law, the Group requires shareholder
approval to appoint new Directors. The required disclosures pursuant to UK
Listing Rule 6.4.8 in relation to the Proposed Directors will be made in due
course subject to their appointments.

 

Dr. Gideon Chitayat, who has been a Director of the Group since 2010 and
Chairman since 2015, has informed the Board that he intends to step down as
Chairman and as a Director of the Group at the end of 2025, following the
election by the Board of one of the Directors as the new Chairman (in
accordance with Israeli law) and an orderly transition process. In addition,
following the AGM, Dr. Marom, who founded BATM in 1992 and served as CEO until
January 2023 when he became a Non-executive Director, will step down from the
Board.

 

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

 

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.

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