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ATOMOS LIMITED — Capital/Financing Update 2026
Apr 12, 2026
64380_rns_2026-04-12_20f78f5c-c2eb-48ab-b8ea-57373757a6eb.pdf
Capital/Financing Update
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13 April 2026
ASX Announcement ATOMOS LIMITED (ASX:AMS)
Atomos to acquire Flanders Scientific
Expands product ecosystem to capture greater share of endto-end video production spend. Acquisition to be funded from recently announced CBA Finance Facility
Melbourne, Australia - Atomos Limited ( ‘ASX:AMS’ , ‘ Atomos ’ or the ‘ Company ’), is pleased to announce it has signed a binding Share Purchase Agreement ( SPA ) to acquire Flanders Scientific, Inc. ( FSI ), a long-standing, and trusted global brand providing a suite of highly calibrated professional reference monitors.
Highlights:
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FSI has averaged Revenue of $11m[1] and EBITDA of $0.45m over last 5 years
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Post synergies and before any revenue growth FSI should generate annual EBITDA of $1m
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Upfront Consideration is $2.35m[2] in cash and 5,602,592 shares in AMS, with a performance earn-out (mix of cash and shares) subject to milestones being achieved
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In CY25, FSI generated Revenue of $12.7m and EBITDA of $0.57m . If all milestones are achieved , earnings multiple of acquisition is 5.4x[3] and post-synergies 3x
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The acquisition will be funded from New Finance Facility and on completion FSI will have no debt
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The acquisition accelerates Atomos’ expansion into the reference monitor market and broadens the combined product set to support workflows from on-camera, through to delivery
Commenting on the FSI acquisition, Atomos Managing Director and CEO, Peter Barber, said,
“The FSI brand has a long-standing customer association with product excellence, quality and trust, attributes that closely align with those of Atomos and make the business highly complementary to our broader vision for the future of Atomos.”
1 FSI numbers presented in Australian Dollars, based on average annual USD to AUD exchange rates for past performance metrics, using FSI unaudited financials. FSI is privately held and not required to be audited 2 Based on spot exchange rate of 1.415 as at 12 April 2026 3 Shares valued at 30-day VWAP of 1.75c
“FSI strengthens our commitment to monitoring at every level, from on-camera through to final delivery, while also accelerating our ability to support the highest tier of professional production and post-production workflows.
“We welcome Bram Desmet (Co-Founder and CEO) and the entire FSI team to Atomos and look forward to working together to deliver an expanded product technology offering to our global video production community.”
“This acquisition is immediately earnings accretive and reconfirms previously advised guidance for FY26.”
About Flanders Scientific
FSI provides a suite of high-quality professional reference monitoring and accessories with a global reputation for expertise in colour science & reference display technology.
Professional reference monitors are designed for colorists, editors, and image professionals who demand a level of exactness (high-fidelity) during post-production editing and content finishing. This is a critical part of production process to ensure what is being viewed on the screen is exactly what was captured, exactly what will be printed, or exactly how it will look on other calibrated devices. In essence a professional reference monitor will help guarantee the creative vision is preserved, as captured by the data file, and not altered simply due to low quality display.
The business has sales across the world, albeit the majority of sales are in the US region.
FSI is a Georgia, USA corporation, and employs 12 staff in the US and 2 in the UK.
Strategic Rationale
Immediate scale in reference monitoring – In September 2025, Atomos announced their entry into the advanced reference-grade monitor market with Studio Pro-2710. The acquisition of FSI accelerates the Company's push into this professional market segment by incorporating a suite of market validated products with a long-standing and loyal customer base. The acquisition has fast tracked AMS’ previously advised roadmap as depicted below.
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AUSTRALIA – USA – UK – GERMANY – CHINA – JAPAN [| PG] [2]
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Complementary operational strengths - FSI combines world class expertise in colour science and reference display technology with Atomos’ global reach, product innovation, balance sheet flexibility and connected ecosystem. The acquisition enables Atomos to accelerate sales via better inventory management and an ability to deliver a more complete and integrated monitoring solution for filmmakers, broadcasters, and content creators worldwide.
Capturing greater share of customer spend – Expands the Atomos ecosystem by incorporating products that address critical customer challenges further along the video production process. FSI reinforces Atomos’ commitment to monitoring tools across the entire production pipeline from on-camera capture through to final colour grading and delivery.
Transaction Structure
Atomos has entered into a Share Purchase Agreement to acquire 100% of the issued capital of Dan Desmet & Associates, Inc., doing business as Flanders Scientific, Inc. ( FSI ).
The purchase price is structured as an upfront payment with earn-out, aligning the longer-term interests of both parties.
Upfront consideration:
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Upfront cash payable of $2.35m, subject to customary working capital adjustments pursuant to the terms of the SPA at completion; and
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Fixed Issue of 5,602,592 fully paid ordinary shares in Atomos (based on the 30-day VWAP of 1.75c implies a value of approximately $0.10m)
Earn-out consideration:
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Up to 30,000,000 fully paid ordinary shares in Atomos (representing 2% of the Company), to be issued in equal instalments over the next 3 years, subject to ongoing business operation and performance
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Cash earn-out equal to 10% of incremental sales that exceed a defined hurdle in each of the next 2 years, subject to FSI maintaining defined gross profit parameters
The SPA contains customary representations and warranties given by the Sellers in respect of FSI and its business. General representations and warranties survive for a period of 18 months following completion. Fundamental representations (including in relation to title, capitalisation and authority) survive for the applicable statute of limitations period.
Completion of the transaction is subject to settlement of the recently approved $10m Business Finance Facility from CBA ( Facility ) and a number of other customary conditions precedent. Subject to satisfaction of all the conditions precedent, completion is expected to occur by the end of May 2026.
The 5,602,592 shares in Atomos issued as consideration at completion of the transaction, and the 30,000,000 shares to be issued in instalments over the next 3 years (subject to various operational milestones being satisfied), are being issued under Atomos' existing placement capacity under ASX Listing Rule 7.1 and do not require shareholder approval. There are no escrow conditions attached to any shares issued.
New Finance Facility
As announced on 10 April 2026, Atomos has obtained a new loan Facility from CBA.
Part of the proceeds from this Facility will be used to fund the acquisition of FSI. In addition, funds will be used to accelerate Atomos Product Development, increase Inventory holdings and provide general working capital for both Atomos and FSI.
Settlement of Facility subject to signing Facility Agreement and customary Security documentation and Intercreditor Deed with existing financier, from whom consent has been received for a pari passu security arrangement.
This announcement has been authorised for lodgement with ASX by the Board of Directors.
--ENDS—
For further information, please contact:
Peter Barber
Managing Director and CEO
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Please go to the Atomos Investor Hub for all market announcements & other news https://investors.atomos.com
About Atomos
ATOMOS designs pioneering products that transform the way film and video content is made around the world. From our range of hardware devices for monitoring and recording, easy-touse software tools, and intelligent cloud services, we engineer best-in-class technologies and create products for the next generation of filmmakers.
Through relentless innovation, we simplify your workflow. Whether you record cinema-quality footage, monitor a scene with crystal clear colour accuracy, switch between multiple cameras, or stream a live event with a portable studio, ATOMOS empowers anyone to realize the best possible version of their creative potential.
ATOMOS is based in Melbourne, Australia, with a distributed worldwide team and offices in the USA, Japan, China, UK, and Germany and has a worldwide distribution partner network.
For more information, please visit www.atomos.com .