FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
22 May 2003
BALTIMORE TECHNOLOGIES PLC
(Registrant's name)
Baltimore Technologies plc, 1310 Waterside, Arlington Business Park
Theale, Reading, Berkshire, England RG7 4SA
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F
Form 20-F..X... Form 40-F.....
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ..... No ..X...
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b).
EXHIBIT INDEX
Press Release regarding: AGM Statement dated: 22 May 2003
Baltimore Technologies plc
Commencement of Controlled Sale Process, Trading Update and Results of Annual
General Meeting
London, UK - 22 May 2003 - Baltimore Technologies plc (London: BLM) today
announced at its Annual General Meeting that it is commencing a controlled sale
process to select a strategic partner. The main highlights of the sale process
and current trading are:
- Baltimore to take opportunity to select strategic partner through
controlled sale process to best exploit its long term growth potential.
- JPMorgan appointed to manage controlled sale process, to seek binding
offers by 30 June 2003.
- GBP15.6 million cash balance at 30 April 2003, not including GBP2-3 million
due in the next 6 months from earlier divestments.
- Cash burn rate at the lowest level since end 2000.
- Loss before interest, tax and amortization for the four months ended 30
April 2003 is broadly in line with management's expectations.
- Revenues for the second quarter are currently anticipated to be better
than in the first quarter.
The loss before interest, tax and amortization (LBITA) for the first four months
ended 30 April 2003 was broadly in line with management's expectations, despite
revenue in the same period being below expectations. Management anticipates that
revenues for the second quarter, ending on 30 June 2003, will be better than in
the first quarter. Due to the commencement of the controlled sale process,
further detailed financial information is not publicly available.
Comment
Peter Morgan, Chairman, said:
"The Board believes that a controlled and short sale process should best protect
the interests of our shareholders, customers and employees. To that end,
JPMorgan has been engaged as financial adviser to manage this process and to
seek binding offers by 30 June 2003."
Bijan Khezri, Chief Executive Officer, said:
"Why now? We have identified promising growth initiatives such as the broadening
of our access to market for network security and the further productisation of
our core technologies for digital signature-based transaction security. A strong
strategic partnership would facilitate and accelerate achievement of these
initiatives."
"Today's cash burn rate is the lowest in both absolute terms as well as in
relation to the overall cash balance, since the end of 2000. Continuing strict
cost control has ensured that at 30 April 2003 there was a GBP15.6 million cash
balance representing a reduction of GBP2.3 million since 31 December 2002. This
cash balance does not include GBP2-3 million due in the next 6 months from
earlier divestments."
Results of Annual General Meeting
All of the resolutions at the annual general meeting were passed. The votes
received in respect of the same were as follows:
For Against Abstain
Resolution A 5,164,219 20,119 13,944
Resolution B 5,135,186 52,905 10,191
Resolution C 3,995,509 339,956 862,817
Resolution 1. 5,106,518 85,085 6,679
Resolution 2. 5,101,027 90,834 6,421
Resolution 3. 5,088,684 91,434 18,164
Resolution 4. 5,082,008 95,259 21,015
Resolution 5. 5,068,953 103,551 25,778
Footnote
All financial information is based on unaudited management accounts as at 30
April 2003
About Baltimore Technologies
Baltimore Technologies' products, services and solutions solve the fundamental
security and trust needs of e-business. Baltimore's e-security technology gives
companies the necessary tools to verify the identity of who they are doing
business with and securely manage which resources and information users can
access on open networks. Many of the world's leading organisations use
Baltimore's e-security technology to conduct business more efficiently and cost
effectively over the Internet and wireless networks. Baltimore also offers
worldwide support for its authorisation management and public key-based
authentication systems.
Baltimore's products and services are sold directly and through its worldwide
partner network, Baltimore TrustedWorld. Baltimore Technologies is a public
company, principally trading on London (BLM). For more information on Baltimore
Technologies please visit http://www.baltimore.com
For further information:
Smithfield Financial
Andrew Hey 020 7903 0676
Nick Bastin 020 7903 0633
###
Certain statements that are not historical facts including certain statements
made over the course of this document may be forward-looking in nature. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors that may cause the actual results, performance and achievements of
the Company to be materially different from any future results, performance or
achievements implied by such forward-looking statements.
###
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BALTIMORE TECHNOLOGIES PLC
By:___/s/ Simon Enoch ___
Name: Simon Enoch
Title: Secretary and General Legal Counsel
Date: 22 May 2003