REG - MTI Wireless Edge - Final Results
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RNS Number : 2035V MTI Wireless Edge Limited 04 March 2026
4 March 2026
MTI Wireless Edge Ltd
("MTI" or the "Group")
Final Results
A year of record revenue alongside continued growth in earnings per share and dividend
MTI Wireless Edge Ltd (AIM: MWE), the technology group focused on
comprehensive communication and radio frequency solutions across multiple
sectors, is pleased to announce its audited results for the year ended 31
December 2025.
Financial Highlights
· Revenues increased 13% to US$51.5m (2024: US$45.6m)
· Profit from operations increased 29% to US$5.81m (2024: US$4.51m)
· Profit before tax increased 12% to US$5.41m (2024: US$4.81m)
· Net Profit increased 11% to US$4.66m (2024: US$4.19m)
· Earnings per share increased 17% to 5.86 US cents (2024: 4.99 US cents)
· Net cash of US$9.4m at 31 December 2025 (31 December 2024: US$6.0m)
· Increased final dividend by 3% to 3.4 US cents per share (2024: 3.3 US cents per share)
· Extended buyback program until March 2027
Divisional Highlights
· Antennas - another excellent year for this division with 11% revenue growth and good potential for further revenue increases in 2026. Higher margin sales for military antennas rose sharply due to demand from both local and international markets leading to a 15% rise in the division's operating profits. Demand also continues to grow for the innovative ABS® antenna solution as part of the Company's 5G backhaul solution.
· Water control & management - revenue increased by 10% due to high demand in Israel, North America and Europe with revenue from services also continuing to grow. Water scarcity is a critical issue, which is driving demand for Mottech's expanding product range, from both existing clients as well as new customers in new markets.
· Distribution & professional consulting services - a very strong year with PSK and the Distribution business combining well to drive divisional revenue up by 20% and operating profit up by 400% compared to 2024. Moreover, this division, including PSK, began 2026 with a healthy backlog of orders and a long pipeline of new opportunities consisting primarily of Governments seeking to increase their investment in defence.
Moni Borovitz, Chief Executive Officer of MTI Wireless Edge, said: "We are
extremely proud of these results which saw our revenue pass the $50m mark for
the first time, combined with an improved profit margin leading to a 29%
growth in profit from operations. This was also a very difficult year for me
personally, losing my father and mentor, the Company's founder and Chairman
alongside operating in a very challenging period for Israel. I am therefore
deeply proud of our team's dedication, motivation and professionalism which
carried us through this year and kept the business moving forward.
Our core business remains strong, with three well established and well-led
divisions focused on three growth markets: Defence, 5G and Water scarcity.
Each leveraging the Group's core expertise in radio frequency communications
technology.
Our target end-markets remain in growth mode. Military conflicts are
increasingly reliant on electronics, a shift which is to MTI's advantage,
especially when coupled to a global increase in government defence budgets.
Demand is increasing for our ABS® antenna solution for E-Band 5G backhaul,
representing a substantial opportunity over the medium term and scarcity of
water is behind the ongoing drive by governments and businesses to
significantly improve the efficient use of this fundamental resource.
The business is in a solid financial position with net cash of US$9.4m at the
year end. Furthermore, we are confident going into 2026 given the size of both
our current backlog of orders and the pipeline of new opportunities that we
are pursuing."
Shareholder Presentation
Moni Borovitz, Chief Executive Officer, will provide a live presentation
relating to the Group's Full Year Results via the Group's investor website at
10.00 UK time on 12 March 2026. The presentation is open to all investors, to
join please sign up via: https://investors.mtiwirelessedge.com/link/Pw5lGe
(https://investors.mtiwirelessedge.com/link/Pw5lGe)
Annual Report
Shareholders should note that the Company will not post hard copies of its
audited annual report and accounts for the year ended 31 December 2025 (the
"Annual Report") to its shareholders. Shareholders who require a hard copy
of the Annual Report may write to the Company at MTI Wireless Edge Ltd
Headquarters, 11 Hamelacha St. Afek Industrial Park, Rosh-Ha'Ayin, Israel
requesting a hard copy. An electronic version of the Annual Report will
shortly be available on the Company's website at the following address:
www.mtiwirelessedge.com (http://www.mtiwirelessedge.com/)
For further information please contact:
MTI Wireless Edge Ltd +972 3 900 8900
Moni Borovitz, CEO http://www.mtiwirelessedge.com
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Allenby Capital Limited (Nomad and Joint Broker) +44 20 3328 5656
Nick Naylor/Alex Brearley/Piers Shimwell (Corporate Finance)
Tony Quirke/Amrit Nahal (Sales and Corporate Broking)
Shore Capital (Joint Broker) +44 20 7408 4090
Toby Gibbs/George Payne (Corporate Advisory)
Fiona Conroy (Corporate Broking)
Novella (Financial PR) +44 20 3151 7008
Tim Robertson/Aeliya Bilgrami
About MTI Wireless Edge Ltd. ("MTI")
Headquartered in Israel, MTI is a technology group focused on comprehensive
communication and radio frequency solutions across multiple sectors through
three core divisions:
Antenna division
MTI is a world leader in the design, development and production of high
quality, state-of-the-art, and cost-effective antenna solutions including
Smart Antennas, MIMO Antennas and Dual Polarity Antennas for wireless
applications. MTI supplies antennas for both military and commercial markets
from 100 KHz to 174 GHz.
Internationally recognized as a producer of commercial off-the-Shelf and
custom-developed antenna solutions in a broad frequency range, MTI addresses
both commercial and military applications.
MTI supplies directional and omnidirectional antennas for outdoor and indoor
deployments, including smart antennas for 5G backhaul, Broadband access,
public safety, RFID, base station and terminals for the utility market.
Military applications include a wide range of broadband, tactical and
specialized communication antennas, antenna systems and DF arrays installed on
numerous airborne, ground and naval, including submarine, platforms worldwide.
Water Control & Management division
Via its subsidiary, Mottech Water Solutions Ltd ("Mottech"), MTI provides
high-end remote control and monitoring solutions for water and irrigation
applications based on Motorola's IRRInet state-of-the-art control, monitoring
and communication technologies.
As Motorola's global prime-distributor Mottech serves its customers worldwide
through its international subsidiaries and a global network of local
distributors and representatives. With over 25 years of experience in
providing customers with irrigation remote control and management, Mottech's
solutions ensure constant, reliable and accurate water usage, increase crops
quality and yield while reducing operational and maintenance costs providing
fast ROI while helping sustain the environment. Mottech's activities are
focused in the market segments of agriculture, water distribution, municipal
and commercial landscape as well as wastewater and storm-water reuse.
Distribution & Professional Consulting Services division
Via its subsidiary, MTI Summit Electronics Ltd., MTI offers consulting,
representation and marketing services to foreign companies in the field of RF
and Microwave solutions and applications including engineering services
(including design and integration) in the field of aerostat systems and the
ongoing operation of Platform subsystems, SIGINT, RADAR, communication and
observation systems which is performed by the Company. It also specializes in
the development, manufacture and integration of communication systems and
advanced monitoring and control systems for the Government and defence
industry market.
Farewell to our founder
Zvi Borovitz, the founder of MTI group and its chairman passed in June 2025.
Zvi was a visionary engineer and a key figure in shaping Israel's defense and
technology landscape. From his early contributions at ELTA to founding MTI
with his wife Aya in 1970, he consistently combined technical excellence,
strategic thinking, and international collaboration to strengthen Israel's
security.
Throughout his career, Zvi introduced advanced technologies, built influential
partnerships, and supported the growth of local industry. His legacy lives on
through the MTI Group and the many people and organizations shaped by his
leadership and vision.
After completing his engineering studies in the US in the early 60s, Zvi began
working for ELTA, the electronics division of the Israeli Aerospace
Industries. He was part of the development of an airborne Electronic Warfare
system that later supported IAF pilots during the Six-Day War in 1967.
Following this achievement, he suggested developing a laser-guided missile
system and presented a detailed white paper that reached the IMOD management.
The decision was ultimately that laser-based systems would be developed in
EL-OP rather than ELTA.
Zvi viewed this decision as a sign to become independent. In 1970, together
with his beloved wife, Aya Lustig Borovitz, who sadly passed away prematurely,
he founded MTI. This decision proved fortunate for the family and employees of
MTI, marking the beginning of a company that would become a cornerstone of
Israel's defense and technology ecosystem.
Throughout his work at MTI, Zvi consistently contributed to the safety and
security of Israel by introducing advanced American Electronic Warfare
technologies to the IMOD and local defense industries. He utilized his diverse
range of skills, rapid and deep learning abilities, and remarkable clarity in
presenting complex topics to decision makers-always accompanied by tremendous
personal charm.
Soon after its establishment, MTI Engineering became a leading Israeli
representation organization in the field of RF & Microwave solutions and
applications. MTI Engineering remains, to this very day, a leading
organization representing the premium manufacturers in the market.
Zvi guided MTI through successful public offerings on the Tel Aviv Stock
Exchange and later on the London Stock Exchange - both driven by his strong
business sense and sensitivity to the people involved. The seeds Zvi sowed led
MTI to grow into the public corporation it is today.
Zvi's legacy is reflected not only in the technological achievements he led,
but also in the culture, values, and relationships he nurtured. His
dedication, keen judgment, warmth, and humanity shaped MTI into the
organization it is today. His impact will continue to guide the Company, its
people, and the industries he helped build.
May his soul rest in peace.
Chairperson's statement
MTI performed strongly during 2025 despite the challenges of operating
alongside ongoing conflicts. The fact that all three divisions achieved double
digit growth in both sales and profits is a clear testament to the strength of
the businesses and the focused execution of the operating teams. 2026 has
started well with the businesses benefitting from strong demand from both
existing and new potential customers.
Trading overview
Unsurprisingly, the dominant market driver in 2025 was defence spending and
this is likely to be true in 2026 too. The defence market, which was already
expanding, is now poised for even greater growth due to actions taken by the
US government and the decision of European governments to significantly
increase defence spending, and MTI is well-positioned to benefit. Enquiries
for military related orders (both for military antennas and distribution of
components, including PSK's solution offerings) have increased to support
expanded budgets and our pipeline of potential orders is higher than we have
ever seen.
Dividend
Reflecting the strength of the Company's operational performance and pipeline
of opportunities the Board is pleased to declare a final dividend of US$0.034
per share representing a 3% increase on the previous year (2025: US$0.033).
The dividend will be paid on 14 April 2026 to shareholders on the register at
the close of trading on 27 March 2026 (ex-dividend on 26 March 2026). The
currency translation into British Pounds will be made on 31 March 2026 and
there will not be a scrip dividend alternative.
We have also decided to maintain the Company's share buyback programme, and
continue holding the shares purchased for a longer period. The Board has
agreed to use the existing funding committed to the buyback programme, along
with the dividends received from the shares in treasury, to continue the
programme until the end of March 2027, reflecting our confidence in MTI's
prospects.
People
The MTI teams worldwide performed exceptionally well throughout the year,
maintaining high operational performance levels and delivering strong
progress. I would like to extend a special thank you to our teams in Israel
for their excellent work during what has undoubtedly been the most challenging
two years in the country's history. Their dedication, solidarity and
unwavering focus was crucial in helping us navigate this very difficult
period.
Outlook
MTI is a growth business operating in growth markets. Our products and
services are in demand across all three divisions. We continue to invest in
innovation, product development and potential acquisitions when the
opportunities arise, whilst always remaining focused on radio frequency
communications which lies at the heart of our success.
2026 has undoubtedly started well for the Company with an increased order
backlog and pipeline of opportunities across all three divisions.
Amalia Borovitz Bryl
Chairperson
Chief Executive's review
Introduction
2025 was a challenging, yet successful year for the Company. Despite the
regional conflicts, the Company continued to operate smoothly, achieving
excellent double-digit growth in revenue and profits while expanding its
product offering to customers. All divisions contributed, with the
Distribution division showing the fastest growth in both revenue and
profits. Looking ahead, the ongoing increases in government defence budgets,
together with a strong pipeline of opportunities across all divisions,
positions the Company well to achieve a successful outcome in 2026.
Financial results
Revenues for the twelve months to 31 December 2025 grew 13% to US$51.5m (2024:
US$45.6m) with the defence market being the major area of growth representing
49% of the Group's revenue in 2025.
Gross profit was 18% ahead of 2024 reflecting a better product mix across
different markets, leading to a 29% increase in operating profit to US$5.81m
(2024: US$4.51m). PSK moving from a loss into profit and the improvement in
profitability in the Antenna division drove a 12% increase in profit before
tax to US$5.4m (2024: US$4.8m).
Net Profit for shareholders increased 16%, and earnings per share grew 17% to
US5.86 cents (2024: US4.99 cents).
Cash flow generated from operations for 2025 was US$7.0m, being a similar
level to EBITDA for the year and representing 128% growth over 2024 (US$3.1m),
reflecting efficient cash collection, exceeding the Company's objective to
convert the majority of EBITDA into operating cash flow. This resulted in a
net cash balance of US$9.4m (31 December 2024: US$6.0m).
The Board has recently agreed to continue with the Share Repurchase Programme
(on similar terms and conditions originally announced by the Company on 13
April 2022) and extend it until 31 March 2027.
Operational review
Over the last 56 years MTI has established its reputation as a global provider
of comprehensive radio frequency solutions across multiple sectors through
three core divisions.
Antennas
This division is a one stop shop for the sale of 'off the shelf' flat and
parabolic antennas, combined with the provision of custom-developed antenna
solutions to a range of commercial and military customers, with a growing
focus on advanced antenna solutions for military applications and providing 5G
backhaul antenna solutions to support mobile phone operators roll-out 5G
networks.
In 2025, revenues from this division increased by 11% reflecting a sharp
increase in demand for higher margin military antenna solutions that led to a
15% rise in divisional operating profit.
Military antenna sales increased 50% over 2024 and represented 55% of the
antenna division's total revenue. Demand came from multiple international and
local projects, including sales to defence companies in Europe and North
America. In many cases MTI's solutions are sold globally via Israeli defence
companies exporting larger-scale solutions. Moreover, since 2024 there has
been a growing trend amongst Israel's defence companies to outsource military
antenna manufacturing - creating new revenue opportunities for MTI, the
benefit of which started to come through in 2025 and is expected to increase
in future years.
The current conflicts around the globe have triggered a need to restock
antennas as well as a requirement to maintain higher stock levels. This has
increased the overall volume of antennas needed going forward.
E-Band 5G backhaul antenna sales were lower than in 2024 with key Indian
mobile operators temporarily pausing their activities. However, sales of the
Company's ABS(®) antenna solutions started to pick up and the increasing
demand for such a unique solution demonstrates operator commitment to 5G
roll-out and therefore bodes well for future sales of our 5G solutions.
The quality and reliability of MTI's products and solutions, which are core
strengths, further differentiated us from competitors. As a result, we have
earned, and continue to build, trust with India's leading mobile operators and
OEM suppliers. This reinforces our belief that our solutions are
well-positioned to generate significant long-term revenues as 5G networks are
rolled out both in India and globally by major mobile operators.
Critically, the E-Band 5G backhaul antenna and military antenna segments
together accounted for over 70% of our antenna revenues in 2025, which is
promising for the future as we expect these areas to experience the strongest
growth moving forward.
Water Control & Management
This division provides wireless control systems to manage irrigation and water
distribution for agriculture, municipal authorities and commercial entities.
It operates under the Mottech brand and utilises part of the hardware
technology from Motorola, integrated with the Company's own proprietary
solutions, including management software. Our solutions reduce water and power
usage, by providing accurate irrigation, leading to increased crop production
and higher revenues.
Mottech had another good year showing revenue growth of 10% over 2024 with
recurring revenues from services and maintenance continuing to grow.
Operational profit was lower than 2024 but met our internal forecasts as we
invested more in development and marketing efforts, the fruits of which we
expect to see come through in future years.
Mottech continues to seek to innovate and expand its services to existing and
new clients. For over 30 years, Mottech has been providing irrigation services
to a number of municipalities in Israel, ensuring efficient water usage across
public parkland and green open spaces. In 2025 the division continued to
secure new mandates for comprehensive fountain management solutions and it is
now managing over 70 fountains in four cities, two of which have just launched
new projects to be completed by the end of 2026. Fountain management is a new
product line but also a natural extension that we expect to expand to more
areas around the world.
Mottech also continued to introduce new software and hardware solutions,
increasing its offering to existing, new and potential customers. These
solutions, including the Elite controller, were well received by the market
and opened up fresh opportunities for the future.
In February 2026, Mottech acquired the remaining 50% interest in its
Australian subsidiary, Mottech Parkland. Australia accounted for approximately
10% of Mottech's revenue in 2025. Given the local climate, effective water
management is essential, and the Australian irrigation automation market is
projected to expand significantly and therefore represents an important future
growth market.
The latest United Nations University Institute for Water, Environment, and
Health*, has recently announced that we have entered into an era of Global
Water Bankruptcy - living beyond our hydrological means. In many basins and
aquifers, long-term water use has exceeded renewable inflows and safe
depletion limits, and parts of the water and natural capital-rivers, lakes,
aquifers, wetlands, soils, and glaciers-have been damaged beyond realistic
prospects of full recovery.
This level of challenge underlines the importance of water conservation and
how solutions like Mottech's can make a substantial difference - often able to
save a farmer up to 30% in water usage, whilst also achieving better
performance. A key fact given roughly 70% of global freshwater withdrawals are
used for agriculture.
* UN University Institute for Water, Environment, and Health Richmond Hill,
Canada, January 2026
Distribution & Professional Consulting Services
Operating under the MTI Summit Electronics brand ("MTI Summit"), this division
exclusively represents approximately 40 international suppliers of radio
frequency/microwave components and sells these products to Israeli customers.
Expert knowledge of both the international suppliers and customers enables MTI
to act as a consultant to all parties and assist with devising complete radio
frequency/microwave solutions.
2025 was a great year for MTI Summit delivering 20% revenue growth compared to
2024 and moving PSK from a loss into profit, accelerating this division's
operating profit to being over four times higher than 2024.
For MTI Summit and PSK, the increased defence spending by governments globally
creates a very positive market environment to operate in, as defence is over
80% of total revenue. This is also reflected in the backlog of orders and
future pipeline with demand primarily coming from Israeli defence companies
providing solutions for the International and the Israeli market.
Outlook
The substantial increase in global government defence spending has had a
highly positive impact on MTI. Since 2023, our trading performance has
strengthened materially, with defence-related activities accounting for nearly
half of the Group's sales in 2025. We expect this momentum to continue over
the medium term, supported by a strong order backlog and a substantial
pipeline of opportunities.
Currency fluctuations may impact reported results over 2026, especially if the
current weakness of the USD against the NIS continues, but it is too early to
forecast this accurately and so we are instead focused on delivering another
year of growth and increased returns for our shareholders.
Overall, MTI is well positioned across all three divisions, each benefitting
from strong macro trends underpinning future prosperity. The first two months
of 2026 have been in line with internal expectations and judging from the
pipeline of potential opportunities, the Group is well placed to continue to
seek to expand through a mix of organic and acquisition-led growth, supported
by a strong financial foundation.
Moni Borovitz
Chief Executive Officer
M.T.I Wireless Edge Ltd.
Consolidated Statements of Comprehensive Income
For the year ended December 31,
2025 2024
Note $'000 $'000
Revenues 4, 6 51,476 45,573
Cost of sales 34,751 31,370
Gross profit 16,725 14,203
Research and development expenses 1,166 1,016
Distribution expenses 3,642 3,413
General and administrative expenses 6,121 5,321
Profit from sale of property, plant and equipment 15 59
Profit from operations 5 5,811 4,512
Finance expense 7 446 282
Finance income 7 (45) (582)
Profit before income tax 5,410 4,812
Income tax expenses 8 751 619
Profit 4,659 4,193
Other comprehensive income (loss) net of tax:
Items that will not be reclassified to profit or loss:
Remeasurements on defined benefit plans (55) 16
Items that may be reclassified to profit or loss:
Adjustment arising from translation of financial statements of foreign 256 (149)
operations
Total other comprehensive profit (loss) 201 (133)
Total comprehensive income 4,860 4,060
Profit (loss) attributable to:
Owners of the parent 5,047 4,364
Non-controlling interest (388) (171)
4,659 4,193
Total comprehensive income (loss) attributable to:
Owners of the parent 5,248 4,231
Non-controlling interest (388) (171)
4,860 4,060
Earnings per share (dollars)
Basic (dollars per share) 0.0586 0.0499
Diluted (dollars per share) 9 0.0583 0.0499
The accompanying notes form an integral part of these financial statements.
M.T.I Wireless Edge Ltd.
Consolidated Statements of Changes in Equity
For the year ended December 31, 2025 :
Attributable to owners of the parent
Share capital Additional paid-in capital Translation differences Retained earnings Total attributable to owners of the parent Non-controlling interests Total equity
U.S. $ in thousands
Balance as at January 1, 2025 209 22,002 (615) 6,861 28,457 1,051 29,508
Changes during 2025:
Comprehensive income
Profit (loss) for the year - - - 5,047 5,047 (388) 4,659
Other comprehensive income (loss)
Remeasurements on defined benefit plans - - - (55) (55) - (55)
Translation differences - - 256 - 256 - 256
Total comprehensive income (loss) for the year - - 256 4,992 5,248 (388) 4,860
Dividend - - - (2,922) (2,922) - (2,922)
Share based payment - 96 - - 96 - 96
Balance as at December 31, 2025 209 22,098 (359) 8,931 30,879 663 31,542
The accompanying notes form an integral part of these financial statements.
M.T.I Wireless Edge Ltd.
Consolidated Statements of Changes in Equity (Cont.)
For the year ended December 31, 2024 :
Attributable to owners of the parent
Share capital Additional paid-in capital Translation differences Retained earnings Total attributable to owners of the parent Non-controlling interests Total equity
U.S. $ in thousands
Balance as at January 1, 2024 209 23,061 (466) 5,226 28,030 1,222 29,252
Changes during 2024:
Comprehensive income
Profit (loss) for the year - - - 4,364 4,364 (171) 4,193
Other comprehensive income (loss)
Remeasurements on defined benefit plans - - - 16 16 - 16
Translation differences - - (149) - (149) - (149)
Total comprehensive income (loss) for the year - - (149) 4,380 4,231 (171) 4,060
Dividend - - - (2,745) (2,745) - (2,745)
Share based payment - 106 - - 106 - 106
Acquisition of treasury shares (note 23) - (1,165) - - (1,165) - (1,165)
Balance as at December 31, 2024 209 22,002 (615) 6,861 28,457 1,051 29,508
The accompanying notes form an integral part of the financial statements.
M.T.I Wireless Edge Ltd.
Consolidated Statements of Financial Position
As at December 31, As at December 31,
2025 2025 2024 2024
Note $'000 $'000 $'000 $'000
ASSETS
Non-current assets :
Property, plant and equipment 11 5,399 5,584
Customer relations 12 1,221 1,280
Goodwill 12 2,068 2,068
Deferred tax assets 13 1,304 1,187
Long-term prepaid expenses 75 34
Total non-current assets 10,067 10,153
Current assets:
Inventories 14 7,339 8,168
Current tax receivables 618 297
Unbilled revenue 15 6,674 3,200
Trade and other receivables 15 14,852 16,726
Cash and cash equivalents 16 9,547 6,269
Total current assets 39,030 34,660
TOTAL ASSETS 49,097 44,813
LIABILITIES
Non-curent liabilities :
Put option liability 3 853 837
Lease liabilities, net of current maturities 11 545 601
Loans from banks, net of current maturities 17 114 37
Employee benefits, net 18 832 770
Total non-current liabilities 2,344 2,245
Current Liabilities:
Current tax payables 562 255
Trade and other payables 19 14,585 12,531
Current maturities and short-term bank credit 20 64 274
Total current liabilities 15,211 13,060
Total liabilities 17,555 15,305
TOTAL NET ASSETS 31,542 29,508
The accompanying notes form an integral part of these financial statements.
M.T.I Wireless Edge Ltd.
Consolidated Statements of Financial Position (Cont.)
As at December 31, As at December 31,
2025 2025 2024 2024
Note $'000 $'000 $'000 $'000
Capital and reserves attributable to 23
owners of the parent
Share capital 209 209
Additional paid-in capital 22,098 22,002
Translation differences (359) (615)
Retained earnings 8,931 6,861
30,879 28,457
Non-controlling interests 663 1,051
TOTAL EQUITY 31,542 29,508
The financial statements on pages 4 to 41 were approved by the Board of
Directors and authorised for issue on March 3, 2026 , and were signed on its
behalf by:
March 3, 2026
Date of approval Moshe Borovitz Elhanan Zeira Amalia Borovitz Bryl
of financial statements Chief Executive Officer Controller Chairperson of the Board
The accompanying notes form an integral part of these financial statements.
M.T.I Wireless Edge Ltd.
Consolidated Statements of Cash Flows
For the year ended December 31, For the year ended December 31,
2025 2025 2024 2024
$'000 $'000 $'000 $'000
Operating Activities:
Profit for the year 4,659 4,193
Adjustments for:
Depreciation and amortization 1,184 1,370
Equity settled share-based payment expense 96 106
Gain on disposal of property, plant and equipment (15) (26)
Changes in Contingent consideration and Put option liability 16 (280)
Finance Income (expense), net 40 (180)
Income tax expense 751 619
6,731 5,802
Changes in working capital and provisions
Decrease (increase) in inventories 1,051 (749)
(Increase) decrease in trade receivables 1,332 (2,171)
(Increase) decrease in unbilled revenues (3,474) 990
Decrease (Increase) in other accounts receivables 689 (319)
Increase in trade and other accounts payables 1,574 192
Increase in employee benefits, net 7 67
1,179 (1,990)
Interest received 30 109
Interest paid (88) (79)
Income tax paid, net (850) (780)
(908) (750)
Net cash provided by operating activities 7,002 3,062
The accompanying notes form an integral part of these financial statements.
M.T.I Wireless Edge Ltd.
Consolidated Statements of Cash Flows (Cont.)
For the year ended December 31, For the year ended December 31,
2025 2025 2024 2024
$'000 $'000 $'000 $'000
Investing Activities:
Proceeds from sale of property, plant and equipment 40 56
Purchase of property, plant and equipment (540) (891)
Net cash used in investing activities (500) (835)
Financing Activities:
Dividend (2,922) (2,745)
Payments of lease liabilities (355) (364)
Treasury shares acquired - (1,165)
Repayment of long-term loans from banks (220) (101)
Receipt of loans from banks 150 14
Net cash used in financing activities (3,347) (4,361)
Increase (Decrease) in cash and cash equivalents 3,155 (2,134)
Cash and cash equivalents at the beginning of the year 6,269 8,454
Exchange differences on balances of cash and cash equivalents 123 (51)
Cash and cash equivalents at the end of the year 9,547 6,269
(355)
(364)
Treasury shares acquired
-
(1,165)
Repayment of long-term loans from banks
(220)
(101)
Receipt of loans from banks
150
14
Net cash used in financing activities
(3,347)
(4,361)
Increase (Decrease) in cash and cash equivalents
3,155
(2,134)
Cash and cash equivalents at the beginning of the year
6,269
8,454
Exchange differences on balances of cash and cash equivalents
123
(51)
Cash and cash equivalents at the end of the year
9,547
6,269
The accompanying notes form an integral part of these financial statements.
1. General description of the Group and its operations
M.T.I Wireless Edge Ltd. (hereafter - the "Company", or collectively with its
subsidiaries, the "Group") is an Israeli corporation. The Company was
incorporated under the Companies Act in Israel on December 30, 1998 and
commenced operations on July 1, 2000. Since March 2006, the Company's shares
have been traded on the AIM market of the London Stock Exchange.
The formal address of the Company is 11 Hamelacha Street, Afek industrial
Park, Rosh-Ha'Ayin, Israel.
The Company and its subsidiaries are engaged in the following areas:
- Development, design, manufacture and marketing of antennas for the
military and civilian sectors.
- A leading provider of remote control solutions for water and
irrigation applications based on Motorola's IRRInet state of the art control,
monitoring and communication technologies.
- Providing consulting, representation and marketing services to
foreign companies in the field of radio frequency (RF) and Microwave,
including engineering services in the field of aerostat systems and system
engineering services, together with the development, manufacture and
integration of communication systems and advanced monitoring and control
systems for the Government and defence industry market.
2. Accounting policies
The principal accounting policies adopted in the preparation of the financial
statements are set out below. The policies have been consistently applied to
all the years presented.
A. Basis of preparation
These consolidated financial statements have been prepared in accordance with
IFRS Accounting Standards as issued by the International Accounting Standards
Board (IFRS Accounting Standards). The financial statements have been prepared
under the historical cost convention, except for the measurement of employee
benefit plan assets.
The Company has elected to present the statement of comprehensive income using
the function of expense method.
B. Estimates and assumptions
The preparation of the financial statements requires management to make
estimates and assumptions that have an effect on the application of the
accounting policies and on the reported amounts of assets, liabilities,
revenues and expenses. These estimates and underlying assumptions are reviewed
regularly. Changes in accounting estimates are reported in the period of the
change in estimate and thereafter.
The key assumptions made in the financial statements concerning uncertainties
at the end of the reporting period and the critical estimates used by the
Group that may result in a material adjustment to the carrying amounts of
assets and liabilities within the next financial year are discussed below.
- Deferred tax assets: Deferred tax assets are recognized for
unused carryforward tax losses and deductible temporary differences to the
extent that it is probable that taxable profit will be available against which
the losses can be utilized. Significant management judgment is required to
determine the amount of deferred tax assets that can be recognized, based upon
the estimated timing and the level of future taxable profits together with
future tax planning strategies.
2. Accounting policies (Cont.)
C. Revenue recognition
Revenue from contracts with customers
Revenue from contracts with customers is recognized when control of the goods
or services are transferred to the customer at an amount that reflects the
consideration to which the Company expects to be entitled in exchange for
those goods or services
1. Revenues from Construction Contracts are recognized based on the
percentage of completion to date. The percentage of completion is determined
using the inputs method
The Company elected not to adjust the transaction price for the effects of
financing components in contracts where the period between when the Company
transfers a promised good or a service to the customer and when the customer
pays for it is one year or less.
2. Revenues from the sale of goods are recognized at the point in time
when control of the asset is transferred to the customer, generally upon
delivery of the equipment.
D. Functional currency and Foreign currency transactions
The reporting currency of the Group is U.S. Dollars ("dollar"; "USD"), which
is the currency of the primary economic environment in which the Company and
the majority of the Group's subsidiaries operate. For each entity, the Group
determines the functional currency and items included in the financial
statements of each entity are measured using that functional currency.
E. Property, plant and equipment
Items of property, plant and equipment are initially recognized at cost
including directly attributable costs. Depreciation is calculated on a
straight line basis, over the useful lives of the assets at annual rates as
follows:
Rate of depreciation Mainly %
Buildings 3 - 4 % 3.13
Machinery and equipment 6 - 20 % 10
Office furniture and equipment 6 - 15 % 6
Computer equipment 10 - 33 % 33
Vehicles 15 % 15
F. Provision for warranty
The Group generally offers up to three year warranties on its products. Based
on past experience, the Group does not record any provision for warranty of
its products and services due to immateriality.
G. Employee benefits
1. Short-term employee benefits: Short-term employee benefits are
benefits that are expected to be settled wholly before twelve months after the
end of the annual reporting period in which the employees render the related
services. These benefits include salaries, paid annual leave, paid sick leave,
recreation and social security contributions and are recognized as expenses as
the services are rendered.
2. Accounting policies (Cont.)
2. Post-employment benefits: The plans are normally financed by
contributions to insurance companies and classified as defined contribution
plans or as defined benefit plans.
The Group has defined contribution plans pursuant to Section 14 of the
Severance Pay Law in Israel since 2004 under which the Group pays fixed
contributions to a specific fund and will have no legal or constructive
obligation to pay further contributions if the fund does not hold sufficient
amounts to pay all employee benefits relating to employee service in the
current and prior periods. Contributions to the defined contribution plan in
respect of severance or retirement pay are recognized as an expense
simultaneously with receiving the employee's services and no additional
provision is required in the financial statements except for the unpaid
contribution. The Group also operates a defined benefit plan in respect of
severance pay pursuant to the Severance Pay Law. According to the Law,
employees are entitled to severance pay upon dismissal, retirement and several
other events prescribed by that Law. The liability for post employment
benefits is measured using the projected unit credit method. The actuarial
assumptions include rates of employee turnover and future salary increases
based on the estimated timing of payment. The amounts are presented based on
discounted expected future cash flows using a discount rate determined by
reference to yields on high quality corporate bonds with a term that matches
the estimated term of the benefit plan.
In respect of its severance pay obligation to certain of its employees, the
Company makes deposits into pension funds and insurance companies ("Plan
assets"). Plan assets comprise assets held by a Long-term employee benefits
fund or qualifying insurance policies. Plan assets are not available to the
Group's own creditors and cannot be returned directly to the Group. The
liability for employee benefits presented in the statement of financial
position presents the present value of the defined benefit obligation less the
fair value of the plan assets.
H. Accounting standards issued but not yet effective
A new accounting standard is effective in future accounting periods that the
Company has decided not to adopt early.
IFRS 18 Presentation and Disclosure in Financial Statements
IFRS 18 will replace IAS 1 Presentation of Financial Statements and applies
for annual reporting periods beginning on or after 1 January 2027. The new
standard introduces the following key new requirements.
• Entities are required to classify all income and expenses into five
categories in the statement of profit or loss, namely the operating,
investing, financing, discontinued operations and income tax categories.
Entities are also required to present a newly-defined operating profit
subtotal and operating profit before tax and finance. Entities' net profit
will not change.
• Management-defined performance measures (MPMs) are disclosed in a single
note in the financial statements.
• Enhanced guidance is provided on how to group information in the
financial statements.
In addition, all entities are required to use the operating profit subtotal as
the starting point for the statement of cash flows when presenting operating
cash flows under the indirect method.
The Group is still in the process of assessing the impact of the new standard,
particularly with respect to the structure of the Group's statement of profit
or loss, the statement of cash flows and the additional disclosures required
for
Accounting policies (Cont.)
MPMs. The Group is also assessing the impact on how information is grouped in
the financial statements, including for items currently labelled as
'other'.
3. Acquisition of subsidiary:
On 3 January 2022 the Company, via its wholly-owned subsidiary, MTI Summit
Electronics Ltd. ("MTI Summit"), entered into a share purchase agreement,
which included both a purchase of existing shares in and the making of a new
equity investment into P.S.K. WIND Technologies Ltd. ("PSK"), after which MTI
Summit owns 51% of PSK (the "Acquisition"). In addition to the Acquisition,
MTI Summit has an option to purchase and the Shareholders of PSK ("Original
Owners") have an option to sell to MTI Summit the remaining 49% of PSK (the
"Option") starting from 2027.
The cost of the Acquisition was allocated to tangible assets, intangible
assets and liabilities which were acquired based on their fair value at the
time of the acquisition. The intangible assets recognized include an order
backlog and customer relations in the total amount of US$ 111 thousands and
US$ 1,599 thousands respectively, deferred taxes in the total amount of US$
394 thousands and goodwill in the total amount US$ 1,400 thousands. The
intangible assets associated with customer relations are amortized over a
useful life of up to 15 years.
The goodwill arising on Acquisition is attributed to the expected benefits
from the synergies of the combination of the activities of the Company and
PSK. The goodwill recognized is not expected to be deductible for income tax
purposes. All transaction costs have been recorded in General and
administrative expenses.
Put Option liability:
MTI Summit has an option to purchase and the vendors of PSK have an option to
sell to MTI Summit the remaining 49% of PSK (the "Option") starting from 2027.
The value of the Put Option is to be calculated on the basis of eight times
the average EBITDA level of PSK in 2025 and 2026, with MTI being required to
pay 49% of this value upon exercise. If the Option is to be exercised at any
time after the preparation of PSK's financial results for the first quarter of
2027, the calculation will be based on PSK's average EBITDA for the last eight
quarters. The Option will remain in place until exercised.
The significant non-observable data used in measuring the maturity value of
the liability in respect of the Put Option liability are as follows:
Discount rate: 15.5%
A significant increase (or decrease) in the estimated amount of PSK's pre-tax
income will result in a significant increase (decrease) in the fair value of
the liability in respect of the contingent consideration whereas a significant
increase (decrease) in the discount rate and default risk rate will result in
a decrease (an increase) in the fair value of the liability.
At the end of 2023, MTI Summit and the Original Owners of 49% of PSK signed an
amendment to PSK's share purchase agreement according to which:
3. Acquisition of subsidiary (Cont.):
a. The value of PSK under the Option is to be calculated on the basis of
six (rather than eight in the original agreement) times the average EBITDA
level of PSK in 2025 and 2026. All other terms of the option shall remain
unchanged.
On 6 May 2025, MTI announced that its subsidiary MTI Summit had increased its
ownership of its subsidiary P.S.K Wind Technologies Ltd. ("PSK") via a new
equity investment (by issuance of shares in PSK) of NIS 600,000 (approximately
US$170,000) (the "Investment"). Following the Investment, the Group owns 60%
of PSK.
4. Revenues For the year ended December 31,
2025 2024
Revenues arise from: $'000 $'000
Sale of goods * 35,562 32,827
Rendering of services ** 7,216 8,075
Projects ** 8,698 4,671
51,476 45,573
(*) at a point in time
(**) over time
5. Profit from operations
For the year ended December 31,
2025 2024
This has been arrived at after charging: $'000 $'000
Material and subcontractors 24,566 21,807
Wages and salaries 15,564 13,709
Plant, Machinery and Usage 1,837 1,827
Depreciation and amortization 1,281 1,476
Travel and Exhibition 370 342
Advertising and Commissions 660 656
Consultants 623 637
Others 764 607
45,665 41,060
6. Operating segments
The Company and its subsidiaries are engaged in the following segments:
- Development, design, manufacture and marketing of antennas for the
military and civilian sectors.
- A leading provider of remote-control solutions for water and
irrigation applications based on Motorola's IRRInet state of the art control,
monitoring and communication technologies.
Providing consulting, representation and marketing services to foreign
companies in the field of RF and Microwave, including engineering services in
the field of aerostat systems and system engineering services
6. Operating Segments (cont.)
- together with the development, manufacture and integration of
communication systems and advanced monitoring and control systems for the
Government and defence industry market.
1. Segment information
Year ended December 31, 2025
Antennas Water Solutions Distribution & Consultation Eliminations Total
U.S. $ in thousands
Revenues
External 15,621 18,504 17,351 - 51,476
Inter-segment - - 403 (403) -
Total 15,621 18,504 17,754 (403) 51,476
Segment profit 1,512 1,864 1,990 445 5,811
Finance income, net 401
Profit before tax 5,410
Tax expenses 751
Profit 4,659
December 31, 2025
Antennas Water Solutions Distribution & Consultation Eliminations Total
U.S. $ in thousands
Segment assets 16,786 14,245 15,851 - 46,882
Unallocated assets 2,215
Segment liabilities 5,078 4,667 6,892 - 16,637
Unallocated liabilities 918
Year ended December 31, 2024
Antennas Water Solutions Distribution & Consultation Eliminations Total
U.S. $ in thousands
Revenues
External 14,136 16,888 14,549 - 45,573
Inter-segment - - 296 (296) -
Total 14,136 16,888 14,845 (296) 45,573
Segment profit 1,311 2,307 471 423 4,512
Finance income, net 300
Profit before tax 4,812
Tax expenses 619
Profit 4,193
6. Operating Segments (cont.)
December 31, 2024
Antennas Water Solutions Distribution & Consultation Eliminations Total
U.S. $ in thousands
Segment assets 17,404 13,406 11,672 - 42,482
Unallocated assets 2,331
Segment liabilities 5,363 4,618 4,394 - 14,375
Unallocated liabilities 975
2. Entity wide disclosures of External revenue by location of
customers.
For the year ended December 31,
2025 2024
$'000 $'000
Israel 36,310 29,742
America 5,767 4,797
Europe Middle East & Africa 5,927 5,270
Asia Pacific 3,471 5,764
51,476 45,573
3. Additional information about revenues:
There is one single customer from which revenues amount to 12.4% in 2025
(11.2% in 2024) of total revenues reported in the financial statements. This
is a customer for the antenna and distribution & consultation segments and
the credit terms with it are usually end of month + 90 days.
7. Finance expense and income
For the year ended December 31,
2025 2024
$'000 $'000
Finance expense
Net Foreign exchange loss 132 -
Leases 29 25
Interest and bank fees 269 257
Change in Put Option liability 16 -
446 282
Finance income
Net Foreign exchange profit - 111
Change in Put Option liability - 280
Interest from bank deposits 45 191
45 582
401 (300)
8. Tax expenses
A. Tax Laws in Israel
1. Amendments to the Law for the Encouragement of Capital Investments, 1959
(the "Encouragement Law"):
In December 2010, the "Knesset" (Israeli Parliament) passed the Law for
Economic Policy for 2011 and 2012 (Amended Legislation), 2011 ("the
Amendment"), which prescribes, among others, amendments to the Law. The
Amendment became effective as of January 1, 2011. According to the Amendment,
the benefit provisions in the Law were modified and a flat tax rate applies to
the Company's entire preferred income. Commencing from the 2011 tax year, the
Group will be able to opt to apply (the waiver is non-recourse) the Amendment
and from the elected tax year and onwards, it will be subject to the amended
tax rates that are: 2014 and thereafter will be 16% (in development area A -
9%).
The Group applied the Amendment effectively from the 2011 tax year.
2. Tax rates:
On December 29, 2016, the Law for Economic Efficiency (Legislative Amendments
for Achieving the Budgetary Goals for 2017-2018) was published in Reshumot
(the Israeli government official gazette), which enacts, among other things,
the following amendments:
- Decreasing the corporate tax rate to 24% in 2017 and to 23% in
2018 and thereafter (instead of 25%).
- Commencing tax year 2017 and thereafter the tax rate on the income of
preferred enterprises of a qualifying Company in Development Zone A as stated
in the Encouragement of Capital Investment
Law, shall decrease to 7.5% (instead of 9%) and for companies located in zones
other than Zone A the rate shall remain 16%.
- In addition, the tax rate on dividends distributed on January 1,
2014 and thereafter originating from preferred income under the Encouragement
Law will be raised to 20% (instead of 15%).
Therefore the Company's applicable corporate tax rate for 2014 and thereafter
is 16%.
B. The principal tax rates applicable to the subsidiaries whose place of
incorporation is outside Israel are:
A company incorporated in India - The statutory tax rate is 26% and the
Company was in an exempt zone until end of March 2013 and further in a 50% tax
exempt zone until end of March 2018. Nevertheless, from the Tax Year 2011-12,
in the absence of taxable income or tax due on taxable income (calculated as
per normal rates) being less than 18.5% of the Accounting Book Profits during
a particular year, the Indian regulation states that the company has to pay a
Minimum Alternate tax at a rate of 18.5% of the Accounting Book Profits for
that year. Such excess Minimum Alternate Tax paid on book profits over
the Tax due on
Actual Taxable Income (calculated as per normal rates) of each year
is capable of set off against the taxable profits of future years.
A company incorporated in Switzerland - The weighted tax rate applicable to a
company operating in Switzerland is about 25% (composed of Federal, Cantonal
and Municipal tax). Provided that the company meets certain conditions, the
weighted tax rate applicable to its income in Switzerland will not exceed 10%.
8. Tax expenses (cont.)
A company incorporated in South Africa - the statutory tax rate is 27%.
A company incorporated in Australia - the statutory tax rate is 30% but
Mottech Parkland qualifies as a Base Rate Entity so the rate is 25%.
A company incorporated in United States of America - the statutory tax rate is
21%.
A company incorporated in Canada - the statutory tax rate is 25%.
C. Income tax assessments
The Company has tax assessments considered as final up to and including the
year 2019.
For the year ended December 31,
2025 2025 2024 2024
$'000 $'000 $'000 $'000
Current tax expense
Income tax on profits for the year 442 849
Taxes in respect of previous years 356 (11)
868 838
Deferred tax expenses (income) (see note 13)
Origination and reversal of temporary differences (117) (219)
(117) (219)
Total tax expenses 751 619
The adjustments for the difference between the actual tax charge for the year
and the standard rate of corporation tax in Israel applied to profits for the
year are as follows:
For the year ended December 31,
2025 2024
$'000 $'000
Profit before income tax 5,426 4,813
Tax using the Company's domestic tax rate of 16% 868 770
Non-deductible expenses - 77
Taxes resulting from different tax rates applicable to foreign and other (74) (129)
subsidiaries
Utilization of prior year's tax losses for which deferred taxes were not (326) (94)
provided
Adjustments for current income tax of prior years 356 (11)
Other (73) 6
Total income tax expense 751 619
9. Earnings per share
Net earnings per share attributable to equity owners of the parent
For the year ended
December 31,
2025 2024
$'000 $'000
Net earnings used in basic and diluted EPS 5,047 4,364
Weighted average number of shares used in basic EPS 86,195,724 87,371,990
Weighted average number of shares used in diluted EPS 86,510,376 87,460,876
Basic et EPS (dollars) 0.0586 0.0499
Diluted net EPS (dollars) 0.0583 0.0499
10. Dividends
For the year ended
December 31,
2025 2024
$'000 $'000
Dividend paid 2,922 2,745
11. Property, plant and equipment
Building Machinery & Office Computer equipment Vehicles Right of use asset Total
equipment
furniture & equipment
$'000
Cost:
Balance as of January 1, 2025 5,434 7,218 781 2,755 1,454 2,568 20,209
Acquisitions 67 25 17 123 308 338 878
Disposals - - (159) - (159)
Exchange differences 15 19 16 31 122 - 203
Balance as of December 31, 2025 5,516 7,262 814 2,909 1,725 2,906 21,131
Accumulated Depreciation:
Balance as of January 1, 2025 2,880 5,984 699 2,658 758 1,645 14,625
Additions 125 165 25 138 241 431 1,125
Disposals - - - - (134) - (134)
Exchange differences 9 12 11 25 60 - 117
Balance as of December 31, 2025 3,014 6,161 735 2,821 925 2,077 15,732
Net book value as of December 31, 2025 2,502 1,100 79 88 800 830 5,399
11. Property, plant and equipment (cont.)
Building Machinery & Office Computer equipment Vehicles Right of use asset Total
equipment
furniture & equipment
$'000
Cost:
Balance as of January 1, 2024 5,320 6,855 768 2,678 1,353 2,020 18,994
Acquisitions 115 371 18 80 307 548 1,439
Disposals - - - (1) (181) - (182)
Exchange differences (2) (8) (5) (2) (25) - (42)
Balance as of December 31, 2024 5,433 7,218 781 2,755 1,454 2,568 20,209
Accumulated Depreciation:
Balance as of January 1, 2024 2,764 5,790 678 2,517 721 1,126 13,596
Additions 116 202 26 144 204 519 1,211
Disposals - - - (1) (151) - (152)
Exchange differences - (8) (4) (1) (17) - (30)
Balance as of December 31, 2024 2,880 5,984 700 2,659 757 1,645 14,625
Net book value as of December 31, 2024 2,553 1,234 81 96 697 923 5,584
Lease liabilities Year ended December 31
2025 2024
$'000 $'000
Interest expense 29 25
Total cash outflow for leases 384 389
Additions to right-of-use assets and lease liability (non-cash movement) 338 548
The Company has two types of lease agreements mainly for the (i) premises on
lease at the Cochin Special Economic Zone (CSEZ) in India for 15 years and
(ii) leases of cars in Israel for the use of its employees for up to three
years.
December 31, 2025 Less than one year 1 to 2 years 2 to 3 3 to 4 years > 4 Total
years years
$'000
Lease liabilities 373 250 127 168 - 918
December 31, 2024 Less than one year 1 to 2 years 2 to 3 3 to 4 years > 4 Total
years years
$'000
Lease liabilities 293 189 94 15 303 894
12. Intangible assets
Goodwill from business combination Customer relations * Total
$'000
Cost:
Balance as of December 31, 2025 3,488 2,425 5,913
Accumulated Amortization and impairments:
Balance as of January 1, 2025 1,420 1,145 2,565
Amortization and impairments charge - 59 59
Balance as of December 31, 2025 1,420 1,204 2,624
Net book value as of December 31, 2025 ,0682 1,221 3,289
Cost:
Balance as of December 31, 2024 3,488 2,425 5,913
Accumulated Amortization and impairments:
Balance as of January 1, 2024 1,420 986 2,406
Amortization and impairments charge - 159 159
Balance as of December 31, 2024 1,420 1,145 2,565
Net book value as of December 31, 2024 2,068 1,280 3,348
(*) Customer relations is amortized over an economic useful life of between
6.5 to 15 years.
In December 2025, the Group performed its annual impairment test of its cash
generating units based on a 'value in use' calculation, using cash flow
projections from financial budgets approved by senior management covering a
five-year period. The pre-tax discount rate applied to cash flow projections
was 23%. The projected cash flows for the period exceeding five years were
estimated using a fixed growth rate of 2%. It was concluded that the value in
use exceeds the value in use. Therefore, the Company didn't recognize any
impairment against goodwill.
13. Deferred tax assets
Deferred tax assets are calculated on temporary differences under the
liability method using the tax rates that are expected to apply to the period
when the asset is realised.
The movement in the deferred tax assets is as shown below:
2025 2024
$'000 $'000
At January 1 1,187 968
Charged to profit or loss 117 219
At December 31 1,304 1,187
Deferred tax assets have been recognized in respect of all differences giving
rise to deferred tax assets because it is probable that these assets will be
recovered.
13. Deferred tax assets (cont.)
Composition:
31.12.2025 31.12.2024
$'000 $'000
Accrued severance pay 118 100
Other provisions and employee-related obligations 138 120
Research and development expenses deductible over 3 years 170 148
Carry forward tax losses 1,123 1,066
Customer relations - arising from acquisition of P.S.K (247) (247)
1,304 1,187
Carry forward capital losses of the Group total approximately $1,105 and
$1,031 thousand as of 31 December 2025 and 2024 respectively were not
recognized for deferred tax assets in the financial statements because their
utilization in the foreseeable future is not probable.
14. Inventories
31.12.2025 31.12.2024
$'000 $'000
Raw materials and consumables 5,684 6,494
Work-in-progress 19 17
Finished goods and goods for sale 1,636 1,657
7,339 8,168
15. Trade receivables, other receivables and unbilled revenue
31.12.2025 31.12.2024
$'000 $'000
Trade receivables 12,948 14,252
Unbilled revenue - Projects 6,674 3,200
Other receivables 1,904 2,474
21,526 19,926
Trade receivables:
31.12.2025 31.12.2024
$'000 $'000
Trade receivables (*) 12,861 14,125
Notes receivable 175 202
Allowance for expected credit losses (88) (75)
12,948 14,252
(*) Trade receivables are non-interest bearing. They are generally on
60-120 day terms.
As at 31 December 2025 trade receivables of $928,000 (2024 - $1,790,000) were
past due but not impaired.
They relate to the customers with no default history.
15. Trade receivables, other receivables and unbilled revenue (cont.)
Unbilled revenue:
31.12.2025 31.12.2024
$'000 $'000
Actual completion costs 3,917 4,517
Revenue recognised 6,898 3,740
Billed revenue (4,141) (5,057)
Total Unbilled receivables - Projects 6,674 3,200
Other receivables:
31.12.2025 31.12.2024
$'000 $'000
Prepaid expenses 1,234 1,646
Advances to suppliers 464 457
Tax authorities - V.A.T 17 55
Employees 189 316
1,904 2,474
16. Cash and cash equivalents
31.12.2025 31.12.2024
$'000 $'000
In U.S. dollars 4,337 3,647
In other currencies 5,210 2,622
9,547 6,269
17. Loans from banks
31.12.2025 31.12.2024
$'000 $'000
NIS 153 311
South African Rand 25 -
Less - current maturities (64) (274)
114 37
All bank loans are for the purchase of cars and are secured by a fixed lien on
the cars, aside from the use of a short term credit line by PSK.
Mottech South Africa has a loan agreement of approximately US$ 25 thousand for
the purchase of cars. The interest rate was linked to the South Africa prime
lending rate.
During 2022 and 2025 PSK entered into a loan agreement of approximately US$
133 and US $78 thousand respectively, for the purchase of cars, which is
payable over 36 - 48 months on a monthly basis. The interest rate is linked to
the Prime interest rate.
17. Loans from banks (cont.)
At December 31 2025 First Second year Third
year year and thereafter
$'000
Long-term loan 64 44 70
18. Employee benefits
A. Composition:
As at December 31
2025 2024
$'000 $'000
Present value of the obligations 1,733 1,744
Fair value of plan assets (901) (974)
832 770
B. Movement in plan assets:
For the year ended December 31,
2025 2024
$'000 $'000
Year beginning 974 1,038
Foreign exchange gain (loss) 139 (108)
Interest income 31 32
Contributions 16 13
Benefit paid (204) -
Re measurements gain (loss)
Actuarial gain (loss) from financial assumptions (55) -
Return on plan assets (excluding interest) - (1)
Year end 901 974
C. Movement in the liability for benefit obligation:
For the year ended December 31,
2025 2024
$'000 $'000
Year beginning 1,744 1,757
Foreign exchange loss (profit) 252 (183)
Interest cost 129 156
Current service cost 28 31
Benefits paid (420) -
Re measurements loss (gain)
Actuarial gain from financial assumptions 22 (1)
Adjustments (experience) (22) (16)
18. Employee benefits (cont.)
Year end 1,733 1,744
Supplementary information
1. The Group's liabilities for severance pay, retirement and pensions
pursuant to Israeli law and employment agreements are recognized in full - in
part by managers' insurance policies, for which the Group makes monthly
payments and accrued amounts in severance pay funds and the rest by the
liabilities which are included in the financial statements.
2. The amounts funded displayed above include amounts deposited in severance
pay funds with the addition of accrued income. According to the Severance Pay
Law, the aforementioned amounts may not be withdrawn or mortgaged as long as
the employer's obligations have not been fulfilled in compliance with Israeli
law.
3. Principal nominal actuarial assumptions:
As at December 31,
2025 2024
Discount rate on plan asset 5.06% 5.51%
Expected increase in pensionable salary 2% 2%
4. Sensitivity test for changes in the expected rate of salary increase or
in the discount rate of the plan assets and liability:
Change in defined benefit obligation
As at December 31,
2025 2024
$'000 $'000
The change as a result of:
Salary increases of 1 % 38 32
Salary decreases of 1 % (34) (26)
The change as a result of:
Increase of 1% in discount rate (32) (37)
Decrease of 1% in discount rate 36 31
Year ended December 31,
2025 2024
$'000 $'000
Expenses in respect of defined contribution plans 616 543
19. Trade and other payables
As at December 31,
2025 2024
$'000 $'000
Trade payables 7,057 8,433
Employees' wages and other related liabilities 2,146 1,832
Advances from trade receivables 1,177 650
Accrued expenses 1,159 669
Government authorities 245 170
Lease liability 373 293
Others 2,428 484
14,585 12,531
20. Current maturities and short-term bank credit
As at December 31,
Interest rate 2025 2024
as at December 31, 2025
% $'000 $'000
Current maturities in NIS Prime + 0.9 - 2.2 59 274
Current maturities in SA ZAR 12-12.25% 5 -
Total Current maturities and short-term bank loans 64 274
Changes in liabilities arising from financing activities
Reconciliation of the changes in liabilities for which cash flows have been,
or will be classified as financing activities in the statement of cash flows
Loans and borrowings Lease liabilities Total
$'000
At 1 January 2025 311 894 1,205
Changes from financing cash flows:
Payments of lease liabilities - (355) (355)
Receipt loans from banks 150 - 150
Repayment of long-term loans from banks (220) - (220)
Total changes from financing cash flows (70) (355) (425)
New leases - 338 338
Interest expense 74 55 129
Interest paid (74) (55) (129)
Effects of foreign exchange (63) 41 (22)
At 31 December 2025 178 918 1,096
20. Current maturities and short-term bank credit (cont.)
Loans and borrowings Lease liabilities
Total
$'000
At 1 January 2024 378 880 1,258
Changes from financing cash flows:
Payments of lease liabilities - (364) (364)
Receipt loans from banks 14 - 14
Repayment of long-term loans from banks (101) - (101)
Total changes from financing cash flows (87) (364) (451)
New leases - 421 421
Interest expense - 25 25
Interest paid - (25) (25)
Effects of foreign exchange 20 (43) (23)
At 31 December 2024 311 894 1,205
21. Financial instruments - Risk Management
The Group is exposed through its operations to the following
financial risks:
· Foreign currency risk
· Liquidity risk
· Credit risk
Foreign currency risk
Foreign exchange risk arises when Group companies enter into transactions
denominated in a currency other than their functional currency.
The Group's policy is to allow the Group's entities to pay liabilities
denominated in their functional currency using the cash flows generated from
the operations of each entity. When the Group's entities have liabilities
denominated in a currency other than their functional currency (and the entity
does not have sufficient cash balances in this currency to settle the
liability) the Group, if possible, transfers cash balances from one entity to
another entity in the Group. The Group's currency risks are as follows:
Most of the Company's revenues are in US dollars or linked to that currency,
and the Company's inputs are mainly linked due to the importation of raw
materials paid for in US Dollars, but the wages and salary expenses (which
constitutes a material input in the Company's operations) are in NIS.
Therefore, there is an exposure to changes in the exchange rate of the NIS
against the Dollar.
Management mitigates that risk by holding some cash and cash equivalents and
deposit accounts in NIS. The Company also purchases from time to time some
forward contracts on the NIS/$ exchange rate to hedge part of the salary
costs. Since the purchase of Mottech the Group has an additional currency risk
due to its subsidiaries' activity.
21. Financial instruments - Risk Management (Cont.)
The following is a sensitivity analysis of a change of 5% as of the date of
the financial position in the NIS exchange rates against the functional
currency, while the rest of the variables remain constant, and their effect on
the pre-tax profit or loss on equity:
Profit (loss) from change Book value Profit (loss) from change
December 31, 2025
NIS exchange rate 0.2978 0.3135 0.3292
Total assets, net ($'000) (138) 2,759 138
December 31, 2024
NIS exchange rate 0.260 0.2742 0.288
Total assets, net ($'000) (241) 4,812 241
The Company's exposure to changes in foreign currency in all other currencies
is immaterial.
Total Other currencies NIS USD
$'000
As of December 31, 2025
Assets
Current assets:
9,547 3,551 1,659 4,337 Cash and cash equivalents
19,622 577 9,649 9,396 Trade receivables
1,904 127 1,416 361 Other receivables
Liabilities
current liabilities:
64 5 59 - Current maturities and short-term bank credit and loans
7,057 664 3,436 2,957 Trade payables
7,155 274 6,003 878 Other accounts payables
373 - 373 - Lease liability
non- current liabilities:
- - - - Put option liability
114 20 94 - Loans from banks, net of current maturities
545 - 545 - Lease liability
15,765 3,292 2,214 10,259 Total assets, net
21. Financial instruments - Risk Management (Cont.)
Total Other currencies NIS USD
$'000
As at December 31, 2024
Assets
Current assets:
6,269 1,463 1,159 3,647 Cash and cash equivalents
17,452 574 8,826 8,052 Trade receivables
2,474 97 2,184 193 Other receivables
Liabilities
current liabilities:
274 - 274 - Current maturities and short-term bank credit and loans
8,433 1,106 3,986 3,341 Trade payables
3,805 860 2,839 106 Other accounts payables
293 - 293 - Lease liability
non- current liabilities:
- - - - Put option liability
37 - 37 - Loans from banks, net of current maturities
601 - 601 - Lease liability
12,752 168 4,139 8,445 Total assets, net
Liquidity Risk
Liquidity risk is the risk that arises when the maturity of assets and
liabilities does not match. An unmatched position potentially enhances
profitability but can also increase the risk of insufficient liquidity means
to fulfil its immediate obligations. The Group's objective is to maintain a
balance between continuity of funding and flexibility. The Group has
sufficient availability of cash, including the short-term investment of cash
surpluses, and can raise loans to meet its obligations by cash management,
subject to the Group's policies and guidelines.
The table below summarizes the maturity profile of the Group's financial
liabilities based on contractual undiscounted payments (including interest
payments):
December 31, 2025 Less than one year 1 to 2 years 2 to 3 3 to 4 years Total
years
$'000
Put option liability - 853 - - 853
Loans from banks 64 44 44 26 178
Trade payables 7,057 - - - 7,057
Payables 7,528 - - - 7,528
14,649 897 44 26 15,616
21. Financial instruments - Risk Management (Cont.)
December 31, 2024 Less than one year 1 to 2 years 2 to 3 3 to 4 years Total
years
$'000
Put option liability - - 837 - 837
Loans from banks 274 27 10 - 311
Trade payables 8,433 - - - 8,433
Payables 4,098 - - - 4,098
12,805 27 847 - 13,679
Credit risks
Financial instruments which have the potential to expose the Group to credit
risks are mainly deposit accounts, trade receivables and other receivables.
The Group holds cash and cash equivalents in short term deposit accounts in
banking institutions in Israel that are considered financially sound, thereby
substantially reducing the risk to suffer credit loss.
With respect to trade receivables, the Group believes that there is no
material credit risk which is not mitigated in light of Group's policy to
assess the credit risk of customers before entering contracts. Moreover, the
Group evaluates trade receivables on a timely basis and adjusts the allowance
for expected credit losses accordingly. Since January 2019 the Company has had
an agreement with a credit insurance company to further mitigate this risk.
Fair value
A. Fair value of financial assets and liabilities:
Fair value measurements using input type
$'000
Level 1 Level 2 Level 3 Total
As of December 31, 2025
Contingent consideration liability (see note 3) - - - -
As of December 31, 2024
Contingent consideration liability (see note 3) - - - -
Reconciliation of fair value measurements that are categorized within Level 3
of the fair value hierarchy:
2025 2024
$'000 $'000
Balance as of January 1 837 1,117
Net loss (profit) recognized in Profit or loss 16 (280)
Balance as of December 31 853 837
21. Financial instruments - Risk Management (Cont.)
B. Financial instruments not measured at fair value:
The carrying amount of cash and cash equivalents, trade receivables, other
accounts receivable, credit from banks and others, trade payables and other
accounts payable approximate their fair value.
The Group is not exposed to cash flow risk due to interest rates since the
long-term loan bears fixed interest.
The following table demonstrates the carrying amount and fair value of the
groups of financial instruments that carrying amounts does not approximate
fair value:
(1) The fair value of the long-term loan received with fixed
interest is based on the present value of cash flows using an interest rate
currently available for a loan with similar terms.
Capital management
The Group's objective is to maintain, as much as is possible, a stable capital
structure. In the opinion of Group's management its current capital structure
is stable. Consistent with others in the industry, the Group monitors capital,
including others also, on the basis of the gearing ratio.
This ratio is calculated as net debt divided by total capital. Net debt is
calculated as total borrowings (including 'current and non-current borrowings'
as shown in the consolidated statement of financial position) less cash and
cash equivalents. Total capital is calculated as 'equity' as shown in the
consolidated statement of financial position plus net debt.
The gearing ratios at 31 December 2025 and 2024 were as follows:
31.12.2025 31.12.2024
$'000
Loans from banks 114 37
bank credit 64 274
Total liabilities 178 311
31.12.2025 31.12.2024
$'000
Share capital 209 209
Additional paid-in capital 22,098 22,022
Retained earnings 8,931 6,861
Capital reserves (359) (615)
Non-controlling interest 663 1,051
Total equity 31,542 29,508
Leverage ratio 0.6% 1%
The net debt ratios stem from the Board of Directors' decision to continue to
invest in the Company's development, but without the use of excessive
leverage. The Group intends to examine the leverage ratio from time to time
and to define it according to its needs. The decrease in the net debt ratio in
2025 is derived mainly from the decrease in short-term credit used by the
Company, although it purchased its own shares which reduced the equity of the
Company. The Group intends to maintain the leverage ratio in future periods as
well. Beyond
21. Financial instruments - Risk Management (Cont.)
that stated above, there were no other material changes in the objectives,
policies or processes of managing the Group's capital during the year, as well
as in the Group's definition of capital.
22. Subsidiaries:
A. The principal subsidiaries of the Company, all of which have been
consolidated in these consolidated financial statements, are as follows:
Name Country of incorporation Proportion of ownership interest on 31 December Held by
2025 2024
AdvantCom Sarl Switzerland 100% 100% M.T.I Wireless Edge
Global Wave Technologies PVT Limited India 80% 80% AdvantCom Sarl
Ginat Wave India Private ltd. India 100% 100% M.T.I Wireless Edge
MTI Wireless Communication India Pvt. Ltd. India 100% 100% M.T.I Wireless Edge
Mottech water solutions ltd. Israel 100% 100% M.T.I Wireless Edge
Aqua infrastructure management systems ltd Israel 100% 100% Mottech water solutions
Mottech Water Management (pty) ltd. South Africa 85% 85% Mottech water solutions
Mottech USA Inc. United states 100% 100% Aqua infrastructure management systems ltd
Mottech Parkland (pty) Ltd.** Australia 50% 50% Mottech water solutions ltd.
Mottech Water Management ltd. Canada 100% 100% Mottech water solutions ltd.
M.T.I Engineering ltd. Israel 100% 100% M.T.I Wireless Edge
Summit electronics ltd. Israel 100% 100% M.T.I Engineering ltd.
M.T.I Summit electronics ltd. Israel 100% 100% M.T.I Wireless Edge
P.S.K Wind Technologies Ltd. * Israel 60% 51% M.T.I Summit electronics ltd.
(*) MTI Summit electronics ltd has an option to purchase and the vendors of
PSK have an option to sell to MTI Summit Electronics ltd the remaining 40% of
PSK.
(**) On 9 February 2026 Mottech Water Solutions Ltd. acquired the remaining
50% of Mottech Parkland (pty) Ltd. and became the sole owner of it.
23. Share capital
A. Authorized
2025 2025 2024 2024
Number NIS Number NIS
Ordinary shares of NIS 0.01 each 100,000,000 1,000,000 100,000,000 1,000,000
Issued and fully paid
2025 2025 2024 2024
Number NIS Number NIS
Ordinary shares of NIS 0.01 each at beginning and at the end of the year 88,538,724 885,388 88,538,724 885,388
23. Share capital (Cont.)
B. On 24 January 2019, the Company announced a share repurchase program to
conduct market purchases of ordinary shares of par value 0.01 Israeli Shekels
each ("Ordinary Shares") in the Company up to a maximum value of £150,000
(the "Programme"). Thereafter, the Board of directors of the Company and the
board of directors of MTI Engineering decided to continue with the Programme
for several further periods. On 13 April 2022, the Company announced that it
would extend the Programme until 31 March 2023, with the Programme having an
increased maximum value of up to £200,000 and with the Programme being
managed by Shore Capital Stockbrokers Limited pursuant to the terms as
announced. On 10 March 2024 the Board of directors of the Company and the
board of directors of MTI Engineering decided to extend the Programme
effective from 12 March 2024 until 31 March 2025 and increase the maximum
value of the Programme up to £700,000, with the intention to hold the
Ordinary Shares purchased for a longer period of time. On 20 August 2024 the
Board of directors of the Company and the board of directors of MTI
Engineering decided to increase the maximum value of the Programme to up to
£1,000,000, repeating the intention to hold the Ordinary Shares purchased for
a longer period of time. The Programme is currently in place until the end of
March 2027 and as at 31 December 2025, 2,343,000 Ordinary Shares were held in
treasury under the Programme.
24. Share-based payment
On 19 November, 2023 the remuneration committee and the Board of directors
approved an option plan in relation to the Company's shares ("Option Plan").
The Option Plan includes the authority to grant 2,000,000 options (2.2% of the
Company's issued share capital on a fully diluted basis) with the following
terms:
1. Each option can be exercised into one ordinary share of the
Company at a price of 40p being 25% above the share price at the date
preceding the announcement of the Option Plan in November 2023.
2. The vesting of the options will be: 50% after two years, 25%
after three years and 25% after four years with expiration of the options
being six years after granting.
3. The economic value of the options based on a Black-Scholes
calculation is US$259,000 for the total 2 million options approved by the
Board of directors.
As part of the Option Plan, and after receipt of approval at the Company's
General Meeting, the Company granted 600,000 share options to Mr. Moshe (Moni)
Borovitz, the Chief Executive Officer, and 100,000 share options to Mr. Dov
Feiner, the General Manager of the Company's Antenna Division, which expired
due to his retirement from executive role in the Company. The expense for
share-based payments (such as stock options) typically appears on the income
statement as part of the Company's operating expenses.
Unexercised options expire six years after the date of the grant after which
they will be void. Options are forfeited when the employee leaves the Company.
24. Share-based payment (Cont.)
There is no cash settlement of the options. The weighted average fair value of
the options as at the grant date is 11 pence (approximately 14 cents) per
option, and was estimated using a Black and Scholes option pricing model based
on the following significant data and assumptions:
Share price - 32.875 pence (representing approximately 40 cents)
Exercise price - 40 pence (representing approximately 49 cents)
Expected volatility - 42.23%
Risk-free interest rate - 4.36%
And expected average life of options 4.375 years
The volatility measured the standard deviation of expected share price returns
is based on the historical volatility of the Company's share price. The
options were granted as part of a plan that was adopted in accordance with the
provision of section 102 of the Israeli Income Tax Ordinance.
The expense recognized in the financial statements for employee services
received was US $96,000 and US $106,000 as of December 31 2025 and 2024
respectively.
The following table lists the number of share options, the weighted average
exercise prices of share options and modification in employee option plans
during the current year:
2025 2025 2024 2024
weighted average exercise price Number weighted average exercise price Number
$ $
Outstanding at beginning of year 0.40 2,000,000 0.40 2,000,000
Forfeited during the year - 100,000 - -
Outstanding at the end of the year 0.40 1,900,000 0.40 2,000,000
Exercisable at the end of the year* - - - -
The weighted average remaining contractual life for the share options
outstanding as of December 31, 2025 was 3 years. (*) The first tranche of
share options, which are equal to 50% of the total share options granted, are
exercisable from January 5, 2026.
25. Commitments and guarantees
A. Royalty commitments
(i) The Group is committed to pay royalties to the Government of Israel on
proceeds from the sales of products that have resulted from research and
development activity funded by the Government of Israel by way of grants.
Under the terms of the Group's funding from the Government of Israel,
royalties of 2%-3.5% are payable on sales of products developed from a project
so funded, up to 100% of the amount of the grant received, including amounts
received since July 1, 2000. In 2024 and 2025 the Group did not receive any
development grants. The maximum royalty amount payable by the Group as at
December 31, 2025, is US$ 855,000.
25. Commitments and guarantees (Cont.)
During 2025 the Group provisioned US$10,000 against payment of royalties for
sales made during 2025 while in 2024 the Group did not pay any royalties.
(ii) The Group is committed to pay royalties to the Government of Israel on
proceeds from growth in sales of Mottech's products in China of which the
Government of Israel participates by way of grants. Under the terms of the
Group's funding from the Government of Israel, royalties of 3% from the
increase of sales in China (base year was 2017) shall be paid up to 100% of
the amount of the grant received and shall begin after completion of the grant
receipt, which occurred in 2020. The maximum royalty amounts payable by the
Group as at December 31, 2025 and 2024 are US$ 217,000 but as the revenue from
China was very low the Company does not foresee any payments being due under
this grant.
B. Guarantees
The Group has provided guarantees in favour of customers and government
institutes in the amount of US$ 565,000 and US$ 145,000 respectively. The
guarantees are mainly to guarantee advances received from customers and the
performance of contracts signed.
26. Transactions with related parties:
A. Service Agreement with controlling shareholder:
On 18 March 2025, an amendment to the agreement with Mokirey Aya Management
Ltd. (hereinafter: the "Management Company") was renewed to include
remuneration (per month) of:
1. 51,000 NIS to Mr. Zvi Borovitz for his service as the chairman of the
Board of the Company for at least 50% of a standard working week; and
2. 100,000 NIS to Mr. Moni Borovitz for his service as CEO of the Company
for at least 90% of a standard working week.
All amounts are prior to VAT which will be added to the invoices and are
linked to the increase in the consumer price index. In addition to the above,
and in accordance with the remuneration policy adopted by the Company, as
required under rule 20 of the Israeli Companies Law, a bonus scheme was
granted to each of the managers. The bonus scheme states that Zvi Borovitz and
Moni Borovitz will each be entitled to a bonus amounting to 2.5% of the
Company's net profit exceeding US$1,200,000 per year, prior to any bonuses
granted by the Company. In the case of a loss in a year, the bonus for the
next year will be for a net profit exceeding US$1,200,000 above the loss made
in the previous year. In addition, Mr. Moni Borovitz shall be entitled to a
bonus equal to three months' management fee, based on the meeting of targets
specified by the remuneration committee at the beginning of each year or per
the remuneration committee's decision to give such for special performance,
plus one month's management fee if the consolidated revenue of the Company
increases by more than 5% from the previous year. A ceiling to the bonuses was
set at eight months management fees for Mr. Moni Borovitz and US$100,000 for
Mr. Zvi Borovitz. The agreement also states that the Company shall reimburse
the Management Company for any expense made in performance of the manager's
duty. The Company shall also provide each of the managers with a car and
phones and will be responsible for all of the related expenses, including all
relevant taxes.
26. Transactions with related parties:
For participation of Mr. Moni Borovitz in the employee share option plan
please see note 23 D above.
In addition to the remuneration granted to the Management Company, a new deed
of indemnification (the "Deed") was approved at the extraordinary shareholders
meeting, and the granting of the Deed to Mr. Zvi Borovitz, Mr. Moshe (Moni)
Borovitz, Mr. David Yariv and the Management Company on the same terms as the
other directors and officers of the Company for a three-year term or for a
longer period, to the extent prescribed in the provisions of the Israeli
Companies Law was also approved.
On 29 September 2025, Mrs. Amalia Borovitz Bryl was elected as the Chairperson
of the Board, which included entering into the existing Management Services
Agreement replacing the late Mr. Zvi Borovitz under the same terms and
conditions including the grant of a Deed of indemnification, effective from 20
August 2025.
B. On 29 September 2025, Mr. David Yariv was elected as vice Chairman of
the Board with his terms including remuneration (per month) of 17,000 NIS for
his ongoing consultation based on approximately 15% of a standard working week
which shall be linked to the increase in the consumer price index. In addition
to the above, and in accordance with the remuneration policy adopted by the
Company, as required under rule 20 of the Israeli Companies Law, a bonus
scheme was granted to Mr Yariv. The bonus scheme states that David Yariv shall
be entitled to a bonus amounting to 1% of the Company's net profit exceeding
US$1,200,000 per year, prior to any bonuses granted by the Company. In the
case of a loss in a year, the bonus for the next year will be for a net profit
exceeding US$1,200,000 above the loss made in the previous year, with a
ceiling to the bonus set at US$35,000 per annum.
C. Transaction with the Parent Group:
The following transactions occurred with the Controlling shareholder and other
related parties:
2025 2024
$'000 $'000
Management Fee 860 866
Compensation of key management personnel of the Group:
2025 2024
$'000 $'000
Short-term employee benefits * 1,301 1,365
Share based payment 30 40
* Including Management fees for the CEO, Directors, Executive Management and
other related parties including the Controlling shareholder. Please see note
23 D regarding share-based payments to the controlling shareholders which are
not included under short term benefits.
Balances with related parties:
2025 2024
$'000 $'000
Other accounts payables 342 350
27. Significant Events:
A. On 9 March 2025, Mr. Luke Ahern was re-elected as an external director
for an additional three years.
B. On 20 June 2025 Mr. Zvi Borovitz, the Company's founder and Chairman of
the Board, passed away.
28. Subsequent events
A. The Board of directors has decided to declare a cash dividend of
3.4 US cents per share being approximately $3,010,000. This dividend will be
paid on 14 April 2026 to shareholders on the register at the close of trading
on 27 March 2026 (ex-dividend on 26 March 2026). The currency translation into
British Pounds will be made on 31 March 2026 and there will not be a scrip
dividend alternative.
B. The financial statements were authorized for issue by the board
as a whole following their approval on 3 March 2026.
C. On 9 February 2026, Mottech Water Solutions acquired the
remaining 50% interest in Mottech Parkland (pty) Ltd. for 550,000 AUD and is
now the sole owner of Mottech Parkland (pty) Ltd.
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