Bittium Oyj - Tender offer

Bittium Corporation acquires the ownership in Mega Electronics Ltd and MegaKoto Ltd specialized in healthcare technology and services

Stock exchange release

Free for publication on November 10, 2016 at 1.00 p.m. (CET+1)

Bittium Corporation expands its technology competence by acquiring the ownership
in Mega Electronics Ltd and MegaKoto Ltd specialized in healthcare technology
and services

Oulu, Finland, November 10, 2016 – Bittium Technologies Ltd, a subsidiary of
Bittium Corporation has today acquired the ownership in Mega Electronics Ltd,
specialized in healthcare technology, by purchasing 100 per cent of the shares
in Remega Ltd. Mega Electronics Ltd is a fully owned subsidiary of Remega Ltd.
Mega Electronics Ltd owns 28.2 per cent of the shares in MegaKoto Ltd, a company
specialized in healthcare services, and has signed binding share purchase
agreements to acquire 100 per cent of the shares in MegaKoto Ltd. The
acquisition of the shares in MegaKoto Ltd will be completed as soon as possible.

Mega Electronics Ltd, founded in 1983, is a Finnish ISO13485 certified medical
device manufacturing company. The company is specialized in biosignal measuring
for cardiology, neurology, rehabilitation, occupational health and sports
medicine. MegaKoto Ltd provides comprehensive arrhythmia monitoring services for
its customers such as primary care centers, private clinics and hospitals.

The pro forma net sales of Remega group and MegaKoto Ltd was approximately EUR
3.1 million in 2015 and pro forma operating profit was approximately EUR 0.2
million. According to the preliminary and unaudited accounts, the pro forma net
sales of the acquired companies in January-October 2016 was EUR 3.0 million and
pro forma operating profit EUR 0.4 million. The net sales in January-October
2016 grew by 58 per cent compared to corresponding period in 2015. The companies
employ altogether 28 persons and are located in Kuopio, Finland.

The debt free cash purchase price of the share acquisition, including the
purchase price of MegaKoto shares, is EUR 8.0 million, which will be adjusted
based on the level of cash, debt and networking capital of the acquired
companies as of completion of the acquisition. In addition to the aforementioned
purchase price, an additional purchase price, capped at EUR 1.0 million, is
payable upon the achievement of certain financial performance targets for the
acquired business between January 1, 2017 and December 31, 2018. The potential
additional purchase price will be paid in cash after achieving the goals. The
acquisition has no significant impact on Bittium's balance sheet, operating
result and financial position, and it will not have an effect on Bittium’s
financial outlook for the year 2016 published on November 3, 2016 in the Interim
Report January-September 2016. Remega group and MegaKoto Ltd will be reported as
part of Bittium Corporation from the time of acquisition onwards.

With this acquisition Bittium will get the ownership of Faros product family,
focused on heart remote monitoring, NeurOne product focusing on measuring the
electrical activity of brain, and BrainStatus, a disposable quick analysis
headband used in emergency and intensive primary care to diagnose for example
epileptic seizures and brain stroke, and other healthcare technology products.
Faros devices are EU medical device directive class CE class IIa and USA FDA 510
(k) registered medical devices. MegaKoto Ltd is a private provider of healthcare
services approved by the Finnish National Supervisory Authority for Welfare and
Health having more than 70 health centers and private clinics using its heart
monitoring Kardiolog.fi service.

“Bittium has over 30 years of experience in mobile radio technology and the
acquisition today expands our technology competence to healthcare technology,
where mobile solutions are being increasingly used in patient monitoring. The
products and services of Mega Electronics and MegaKoto and their strong
experience in biosignal measurement technology strengthens Bittium’s offering
for these markets. Together we are able to provide for the healthcare market
global leading advanced solutions for patient care both in the hospitals as well
as in home care”, says Hannu Huttunen, CEO of Bittium Corporation.

”This acquisition expands Mega Electronics’ competence in mobile technology,
giving us more resources to use and improves our potential to respond to the
needs in the growing market. Bittium’s strong R&D competence combined with our
understanding of the industry and our customer base strengthens the
competitiveness of our products”, states Arto Remes, CEO and largest shareholder
of Remega Ltd and Mega Electronics Ltd.

Oulu, November 10, 2016
Hannu Huttunen
CEO
Bittium Corporation

Further information:

Hannu Huttunen
CEO
Tel. +358 40 344 3507

Distribution:

Nasdaq Helsinki Ltd
Main media

Bittium

Bittium specializes in the development of reliable, secure communications and
connectivity solutions leveraging its 30years legacy of expertise in advanced
radio communication technologies. Bittium provides innovative products and
customized solutions based on its product platforms and R&D services
complementing its communications and connectivity solutions. Bittium offers
proven information security solutions for mobile devices and portable computers.
Net sales of continuing operations in 2015 were EUR 56.8 million and operating
profit was EUR 2.3 million. Bittium is listed on Nasdaq Helsinki.
www.bittium.com

Priedai:

11091098.pdf