BALTIMORE CAPITAL PLC

BALTIMORE CAPITAL PLC

Previous company name
BALTIMORE PLC
Name change date
7/25/2006
Company Overview
Baltimore Capital PLC, with registered business establishment at Hertfordshire, United Kingdom, is primarily engaged in software consultancy and supply and the provision of information security solutions. The company, previously known as Baltimore PLC, was incorporated in 1991. The company’s foundation started from the acquisition of Acquisitor Holdings Limited and New York Holdings Limited that enhanced its strategy in financial services as an activist value investor and applied for trading admission in London’s Alternative Investment Market (AIM).
Baltimore Capital’s information security solutions are provided through developing, marketing and supporting a set of products and services that enable businesses to conduct secure communications and transactions over computer networks and the Internet.
Baltimore Capital also provides management services for its subsidiaries, which include Baltimore Technologies Limited and Baltimore Technologies (United Kingdom) Limited. The company has principal investments in CSS Stellar, a sports and entertainment management company, Nettec, a cash shell company and Tinopolis, a television production company.
Business Summary
Baltimore Technologies plc comprises the provision of information security solutions by developing, marketing and supporting a set of software products and professional services that enable businesses to conduct secure communications and transactions over computer networks and the Internet.
Description and history
Baltimore Technologies is a provider of high trust security products, solutions and services that enable organisations to manage the identities and entitlements of users and assure the integrity of transactions through digital signatures.
Baltimore’s products and solutions ensure organisations can securely leverage the power of web and wireless networks, for cost efficient commerce and collaboration, to achieve a sustainable competitive advantage while reducing overall risk.
At the heart of providing this level of security is a ‘Trusted’ Identity. PKI based digital identities are the strongest form of digital identification and therefore deliver the Trust needed to ensure the integrity, confidentially and privacy of transactions. The ultimate strength of a PKI lies in the persistent security it can provide through digital signatures, in essence the ability to provide trust ‘after the fact’.
The management of a security credential is based on the policy and processes that underpin the system and is fundamental to the assurance of the identity. Baltimore?s flagship products – UniCERT and SelectAccess – together deliver this unified policy based security management system, which can provide a range of Security Services around Trusted Identities.

Baltimore’s flagship security products and solutions include:
Baltimore UniCERT – World’s leading Public Key Infrastructure (PKI))
Baltimore SelectAccess – Web Access, Authorization and Single Sign-On
Baltimore Telepathy – Wireless Security infrastructure
Baltimore KeyTools – Developer Toolkits for PKI enabling applications
Baltimore Trusted Business Suite – Solutions that tightly integrate public-key based security directly into business applications. The suite includes:
-TrustedVPN
-TrustedWeb
-TrustedWebmail
-TrustedEmail
-TrustedForms
-TrustedPortal for Oracle

Services
Professional Services: Baltimore Technologies provides consulting, system architecture and design and training services around its products. These services are delivered both directly and through our System Integrator and Consulting partners worldwide.
Managed Services: Baltimore offers its customer the option to outsource a part or all of their PKI deployment to a secure hosting facility with dedicated and experienced staff. The Managed Service option is provided both directly (via secure hosting facility in Boston (US) and Dublin (Ireland)) and indirectly via Baltimore’s Service Provider affiliates in all major regions.

Customers
Baltimore’s security technology underpins billions of transactions across the globe in a range of key vertical markets. Our client base includes:
-11 of the Top 30 European Banks
-8 of the Top 10 e-Governments around the globe
-4 of the Top 10 Telecommunication Service Companies in Europe
-3 of the Top 5 Credit Card companies in the world

Additional highlights:
-Baltimore’s US Hosting facility has issued over 7.3 million certificates to users since 1999
-Baltimore secures over 20 million transactions annually for the Hong Kong Customs Agency – Tradelink
-Over 600,000 health and national Identity cards in Italy are embedded with Baltimore digital certificates to secure a range of government services
-Since 1998, over EUR6 billion worth of tax payments have been secured by Baltimore through the Irish Revenue Commissioner’s Website
-Baltimore secures the world’s largest Identrus deployment – Actalis

TrustedWorld Partner Program
-Baltimore TrustedWorld is an e-security partner program with a network of over 70 partners’ globally, combining technology vendors, systems integrators, solution resellers and service providers. Key partners include Oracle, Microsoft, Cisco, BEA, Hewlett-Packard, Unisys, EDS, IBM Global Services, Compaq, Accenture, Logica, Atos Origin and PricewaterhouseCoopers.

Delisting from the Official List of the UK Listing Authority and cessation of trading on the London Stock Exchange
At 8am on 14 February 2005, the Company’s listing of ordinary shares on the Official List of the UK Listing Authority was cancelled and the trading of such shares on the London Stock Exchange’s market for listed securities ceased. The Board of Baltimore arranged for KBC Peel Hunt Ltd, the Company’s broker, to operate a matched bargain facility for investors seeking to trade in the Company’s shares from 14 February 2005 onwards.

CHANGE OF NAME:
Following shareholder approval at its EGM on 12 April 2005, the name of the Company was changed with effect from 15 April 2005 from Baltimore Technologies plc to Baltimore plc. Again, on 25 July 2006 the company changed its name from Baltimore plc to Baltimore Capital plc.

COMMENCEMENT OF TRADING:
On 27 June 2006, the Board of Baltimore has announced the commencement of trading of the Company’s shares on AIM under the symbol BLM. Following completion of the acquisitions of Acquisitor Holdings Limited and New York Holdings Limited, the number of issued shares is 157,253,728. Of these shares, Baltimore is interested in 21,595,200 shares, either held by a subsidiary of Baltimore or through a contract for difference.

ACQUISITION AND DELISTING OF SHARES:
On 27 June 2006, the Board of Oryx announced the terms of an offer to acquire the entire issued and to be issued share capital of Baltimore. The Offer was made by Arbuthnot Securities on behalf of Oryx on 5 July 2006, when the document setting out the full terms of the Offer was posted to Baltimore Shareholders.

The Offer, when made, will provide Baltimore Shareholders with the opportunity to become shareholders in Oryx, which is managed by North Atlantic Value LLP and which has a strong track record of increasing NAV per share over many years, having achieved a 202.1 per cent. increase in the Fully Diluted NAV per Oryx Share since Oryx’s admission to the Official List.

On 27 July 2006, Oryx International Growth Fund Limited (‘Oryx’) announced that the offer for the entire issued and to be issued share capital of the Company had been declared wholly unconditional.

Therefore, Baltimore has now applied to London Stock Exchange plc for the cancellation of admission of its Ordinary Shares to trading on AIM.

The cancellation of trading on AIM of the Company’s Ordinary Shares will take effect on 29 August 2006.

Previously known as Baltimore Technologies

Description in Italian
Baltimore Technologies Plc includo il disposizione della servizi di sicurezza di informazioni,incluso consulenza ed il disegno, sviluppo e prodotto hardware e software per computer.Le loro aree notevoli di expertise sono nella sicurezza di informazioni e lo sviluppo di sistemi di computer relativi e software.
Business Line
Engaged in software consultancy and supply and the provision of information security solutions
Subsidiary
BALTIMORE TECHNOLOGIES (HOLDINGS) LIMITED
Advisor
BDO STOY HAYWARD LLP
IPO date
7/27/1998
US SIC Code
7372
Company Address
69, Eccleston Square

City province or state postal code
SW1V 1PJ, LONDON
Phone: +44 1 442 342 600
Fax: +44 1 442 266 438
Country address: UNITED KINGDOM
Website url: