UPDATE 1-Optelecom-NKF says to be acquired by TKH Group

Thu Nov 11, 2010 2:12am EST

* Deal valued at $2.45/shr

* Offer price is 59.1 pct premium over Wed's close price

* Says deal not subject to financing condition

(Adds detail)

Nov 11 (Reuters) - U.S. video surveillance systems company Optelecom-NKF Inc OPTC.O said on Thursday it had agreed to be acquired by Dutch technology company TKH Group NV (TWKNc.AS) in an all-cash deal valued at $2.45 per share.

The offer price represents a premium of 59.1 percent over Optelecom's closing price of $1.54 Wednesday on Nasdaq, the company said.

"Optelecom-NKF's portfolio is complementary to TKH's existing portfolio and strengthens TKH's position in the ... transport and public transit market," TKH's Chief Executive Alexander van der Lof said in a statement.

Optelecom-NKF said the company's board had unanimously approved the deal. The transaction is not subject to any financing conditions. (Reporting by Sakthi Prasad in Bangalore; Editing by David Holmes)