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BATM Advanced Communications Ltd.

Report Publication Announcement Apr 14, 2022

6682_rns_2022-04-14_dcd7c75e-7664-4872-8d3e-5dba2299221c.pdf

Report Publication Announcement

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LEI: 213800FLQUB9J289RU66

14 April 2021

BATM Advanced Communications Limited ("BATM", the "Group" or the "Company")

ANNUAL FINANCIAL REPORT - DTR 6.3.5 Disclosure

Following the release on 28 February 2022 of the Group's preliminary results announcement for the financial year ended 31 December 2021 (the "Preliminary Announcement"), BATM announces that the 2021 Annual Report and Accounts has been published today. This document has been made publicly available on the BATM website (www.batm.com). The annual report can be found in the Investor Relations section under Financial Reports. The direct link is http://www.batm.com/investor-relations/financial-statements/.

In compliance with 9.6.1 of the Listing Rules, a copy of the 2021 Annual Report and Accounts will shortly be available for inspection at the FCA's National Storage Mechanism website: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

The primary purpose of this announcement is to inform the market about the publication of the Company's Annual Report and Accounts for the year ended 31 December 2021 (the "2021 Annual Report and Accounts").

The information below, which is extracted from the 2021 Annual Report and Accounts, is included solely for the purpose of complying with DTR 6.3.5 and the requirements it imposes on issuers as to how to make public annual financial reports. It should be read in conjunction with the Group's Preliminary Announcement. Together these constitute the material required by DTR 6.3.4 to be communicated to the media in unedited full text through a Regulatory Information Service. This material is not a substitute for reading the full 2021 Annual Report and Accounts. References to page numbers and notes to the accounts set out in the Appendices below refer to page numbers and notes to the accounts in the Group's 2021 Annual Report and Accounts.

The Preliminary Announcement includes an indication of the important events that occurred during the year and a condensed set of the financial statements.

The Group's auditor has reported on the accounts and its report is unqualified. The Independent Auditor's Report on the Group financial statements is set out in full on pages 61-64 of the 2021 Annual Report and Accounts.

APPENDIX A - DIRECTORS' RESPONSIBILITY STATEMENT

The 2021 Annual Report and Accounts contain a responsibility statement in compliance with paragraph 4.1.12 of the DTR. The directors' responsibility statement is set out on pages 58-59 of the 2021 Annual Report and Accounts for the Group. This statement is set out below in full and unedited text:

The Directors are responsible for preparing the Annual Report, the Directors' Remuneration Report and the financial statements in accordance with applicable laws and regulations. The Directors are required to prepare financial statements for the Group in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board. Israeli company law holds the Directors responsible for preparing such financial statements and requires the Directors to approve them.

International Accounting Standard 1 requires that financial statements present fairly for each financial year the Company's financial position, financial performance and cash flows. This requires the faithful representation of the effects of transactions, other events and conditions in accordance with the definitions and recognition criteria for assets, liabilities, income and expenses set out in the International Accounting Standards Board's 'Framework for the Preparation and Presentation of Financial Statements'. In virtually all circumstances, a true and fair presentation will be achieved by compliance with all applicable International Financial Reporting Standards.

Directors are also required to:

  • properly select and apply accounting policies;
  • present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
  • make an assessment of the Company's ability to continue as a going concern and disclose where they consider it appropriate; and
  • provide additional disclosures when compliance with the specific requirements in IFRS is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance.

The Directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Company, for safeguarding the assets, for taking reasonable steps for the prevention and detection of fraud and other irregularities and for the preparation of a Directors' Report and Directors' Remuneration Report that comply with the Listing Rules and the Disclosure and Transparency rules.

Legislation in Israel governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Each of the Directors confirms to the best of his or her knowledge:

    1. the financial statements, prepared in accordance with International Financial Reporting Standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole;
    1. the strategic report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties they face;
    1. and the annual report and financial statements, taken as a whole, are fair, balanced, and understandable, and provide the information necessary for shareholders to assess the Company's position, performance, business model and strategy.

APPENDIX B - RISKS AND UNCERTAINTIES

The principal risks and uncertainties are set out on pages 22-23 of the 2021 Annual Report and Accounts. The full and unedited text relating to these disclosures are set out below:

The risks outlined below are those that the Board considers to be material to the Group. The Board routinely monitors risks that could materially adversely affect the ability of the Group to achieve its strategic goals and to maintain financial stability, assisted by the senior management team.

Risk How we manage the risk Risk change
Political and
economic
or disruption,
particularly in
and from a
There is a risk of
harm to the business
from political unrest
emerging markets,
deterioration of
economic conditions.
The Group's operations are dispersed
over a number of locations so that
should a material adverse political or
economic event arise in one location,
the Group can continue with its
operations elsewhere thereby helping to
mitigate the impact on its overall
business.
Legal and
compliance
There is a risk that
legal and/or
regulatory
requirements are not
met, leading to the
loss of licence to
operate, reputational
damage or financial
loss.
The Group retains very experienced
legal advisers of a high calibre for the
Company and main subsidiaries in the
Group who provide ongoing advice and
updates on relevant legal compliance
requirements.
The Group
monitors the
regulation that is relevant to its activities
and, when needed, makes the
necessary adjustments
to maintain
compliance.
Business
continuity
There are risks to
business continuity
from specific events,
such as
natural
disasters and
pandemics.
The Group operates in numerous
locations and its manufacturing
contractors are also located in multiple
locations, which would help to mitigate
the impact of a business disaster.
In
addition, the key employees in the
workforce have been positioned such
that they are able to work without
interruption by working remotely from
their homes. The Group also keeps a
cash cushion to
ensure that unexpected
events don't cause unnecessary
indirect adverse effects beyond the
direct outcomes.
Supply chain A disruption in the
supply of key raw
materials or services
to a manufacturing
site could affect the
Group's ability to
make and deliver
products to
customers, leading to
interruption in supply,
lost revenue and
damage to its
reputation as a
reliable supply
partner. This could
be resulting from
market shortages,
disruption due to
global events and
physical climate
related disruption of
upstream supply
chains.
The Group has established strong
supplier relationships and collaborates
with multiple vendors globally to
broaden the geographical coverage of
its access to available components. The
Group requests that customers provide
long-term committed forecasts and itself
provides multi-year forecasts to its
contract manufacturers. In addition,
where appropriate,
it reengineers
products to enable them to have
replaceable component alternatives. At
times when
availability of components is
constrained, the Group
seeks alternative
sources and to increase inventory
levels
of both components and finished goods.
Competition There is a risk that
BATM is unable to
build and maintain
competitive
advantage in its
focus markets.
The Group is a leading company in
those technological areas in which it
operates and aspires to be a dominant
player in each such niche. The Group
periodically evaluates how to improve its
efficiency by developing and producing
better quality and performance products
-
at more attractive prices –
thus giving it
an advantage over its competitors.
Customer
and partners
There is a risk of
harm to the Group's
revenues as a result
of termination of
business
relationships with
material customers
or partners and sales
agents.
The Group maintains ongoing dialogue
with its customers and business
partners in order to
identify ahead of
time any potential problems arising on
the part of the customer and in order to
maintain a close relationship with its
customers. The Group also does not
have a significant reliance on one or few
customers or partners.
-
Research &
Development
(R&D)
There is a risk that
R&D programmes
overrun or do not
deliver the expected
benefits.
With respect to its R&D, the Group's
strategy has been to diversify its R&D
operations among a variety of teams,
internally and externally (through
universities and hospitals that carry out
clinical tests) and by using different R&D
funding sources –
thus reducing the
R&D risk. In addition, any significant
new R&D projects are brought to the
Board for consideration. Still, the Group
considers certain level of risk as
inherent to R&D activity, and views R&D
activity as valuable to the Group despite
that risk.
Information
security
(including
cyber
security)
There is a risk of
information security,
data loss and
corruption, and
physical damage
to
IT infrastructure.
The Group routinely carries out IT
evaluations to ensure that its IT systems
have the latest cyber security tools and
security procedures in place. In addition,
BATM and two of its subsidiaries
operating in the networking and cyber
niches are approved suppliers to the
Israeli Ministry of Defense and, as such,
are continually monitored by the MoD
and must maintain the highest level of
cyber security.
Foreign
Exchange
There is a risk that
the Group's currency
exposure leads to
financial loss.
The Group's finance department at the
corporate level manages the cash and
income in such a way as to match each
company's or subsidiaries' revenues to
its expenses and keeps these in the
same currency, thereby reducing
currency exposure. When this is not
possible, the Group uses hedging
transactions when needed to protect
itself against potential currency risk.
However, by its nature, in the Board's
opinion, it is very difficult to hedge
against currency fluctuations arising
from translation in consolidation in a
cost-effective manner.
Enquiries
BATM Advanced Communications
Dr Zvi Marom, Chief Executive Officer
Moti Nagar, Chief Financial Officer
+972 9866 2525
Shore Capital
Mark Percy, Anita Ghanekar, James Thomas (Corporate Advisory)
Henry Willcocks (Corporate Broking)
+44 20 7408 4050
Luther Pendragon
Harry Chathli, Claire Norbury
+44 20 7618 9100

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