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Pointer Telocation Reports its Financial Results for 2005

$37 Million Record High Revenues - 237% Revenue Growth

First Year of Operating Profit

GIVATAYIM, Israel, March 1 --

Updates Guidance for 2006 Results

Pointer Telocation Ltd. (Nasdaq Capital Markets: PNTR), a leading provider of services to insurance companies and car owners, including road side assistance, towing and stolen vehicle retrieval services in Israel, Argentina and Mexico, reported its financial results for the year ended December 31, 2005.

Financial Highlights:

Revenues: Pointer's revenues increased by 237% to a record 37 million in 2005 from $11 million in 2004. This increase in revenue is attributed mainly to the acquisition of Shagrir Motor Vehicle Systems, a leading provider of services to insurance companies and automobile owners in Israel. Revenues from operations in Israel accounted for 89.8% of Pointer's revenues in 2005 as compared to 72.4% in 2004. Revenues from other geographical territories increased by approximately 25%, mainly due to expanded operations in Argentina and Russia.

In 2005, service revenues were 76% of total revenues, as compared to 49% in 2004. This fact reflects the tendency of shifting the business from a focus on the sale of technology to the provision of services.

Gross profit: Gross profit increased in 2005 to $13.7 million or 36.9% of revenues, as compared to $3.4 million or 30.7% in 2004. This increase in gross profit is attributable mainly to the acquisition of Shagrir Motor Vehicle Systems. The increase in gross profit was also affected, to a lesser extent, by the increase in revenues in other geographical territories but was offset partially by the losses of operations in Mexico, which commenced in March 2005.

Operating expenses: In 2005, operating expenses increased by 102% to $12.7 million from $6.3 million in 2004. This increase is mainly due to the consolidation of Shagrir Motor Vehicles and included an increase of $1.5 million in the amortization of intangible assets to a total of $2.5 million in 2005 from $932 thousand in 2004. To a lesser extent, the increase in operating expenses was affected by an increase of 85% in R&D expenses and an increase in the Mexican subsidiary's operating expenses.

Operating Profit (loss): As a result of the foregoing, Pointer is reporting a first time operating profit totaling approximately $1 million in 2005, compared to an operating loss of $2.9 million in 2004.

Net Loss: For the full year of 2005, net loss and net loss per share were reduced by 28% and 55% respectively to $2.7 million or $(1.17) per share compared to $3.8 million or $(2.58) per share in 2004.

EBITDA: Pointer's EBITDA improved to $6.4 million in 2005, as compared to a negative EBITDA of $438 thousand in 2004.

Commenting on the 2005 financial results, Danny Stern, CEO, said: "In 2005, we had concluded the first stage in our strategic repositioning to become a leading provider of value-added services to insurance companies. We currently have a substantial presence in five countries, and we offer an extensive and diversified range of services and customers."

"We are very pleased with our financial results which exceeded our expectations. The improved operating margin reflects the nature of our new business structure, which enables us to capitalize on economies of scale and to start presenting higher operating profits, after many years of operating losses. We are strengthening our positioning in all the markets and expect double-digit growth in our annual revenues abroad," concluded Mr. Stern.

Yossi Ben Shalom, Chairman of the Board said: "2005 has been Pointer's turnaround year, with record revenues and operating profit. As promised to our shareholders, Pointer is now a stronger company with a solid revenue base that presents year-to-year growth in revenues, operational profitability and strong EBITDA. We are looking forward to further accomplishing our goals and to achieve additional growth. "

We are updating our guidance for Pointer's 2006 revenues to approximately $40 million, primarily as a result of our growth in Israel and a double-digit growth in our operations abroad. We expect in 2006 to generate over $3.5 million in operating profits, $8.0 million in EBITDA and to reach profitability in the second half of 2006," concluded Mr. Ben Shalom.

Conference Call Information:

Pointer's management will host two conference calls with the investment community today, March 1st, in Hebrew on 15:00 Israel time and in English on 9:00 EST.

To listen to the conference calls, please dial:

From the US: 1-866-229-7198

From Israel: 03-9180609

A replay of the conference call will be available through March 2nd, 2006 on the Company's website at www.pointer.com.

    
        About Pointer Telocation:
 
        Pointer Telocation Ltd (www.pointer.com) provides
        range of services to insurance companies and
        automobile owners, including road-side assistance,
        vehicle towing, stolen vehicle retrieval, fleet
        management and other value added services. Pointer
        Telocation provides services, for the most part, in
        Israel, through its subsidiary Shagrir and in
        Argentina and Mexico through its local subsidiaries.
        Independent operators provide similar services in
        Russia and Venezuela utilizing Pointer's technology
        and operational know-how.
 
        Safe Harbor Statement
 
        This press release contains forward-looking statements
        with respect to the business, financial condition and
        results of operations of Pointer and its affiliates.
        These forward-looking statements are based on the
        current expectations of the management of Pointer,
        only, and are subject to risk and uncertainties
        relating to changes in technology and market
        requirements, the company's concentration on one
        industry in limited territories, decline in demand for
        the company's products and those of its affiliates,
        inability to timely develop and introduce new
        technologies, products and applications, and loss of
        market share and pressure on pricing resulting from
        competition, which could cause the actual results or
        performance of the company to differ materially from
        those contemplated in such forward-looking statements.
        Pointer undertakes no obligation to publicly release
        any revisions to these forward-looking statements to
        reflect events or circumstances after the date hereof
        or to reflect the occurrence of unanticipated events.
        For a more detailed description of the risks and
        uncertainties affecting the company, reference is made
        to the company's reports filed from time to time with
        the Securities and Exchange Commission.

CONDENSED CONSOLIDATED BALANCE SHEETS

U.S. dollars in thousands

    
                                                            December 31,
                                                          2005         2004
    ASSETS
 
    CURRENT ASSETS:
    Cash and cash equivalents                            $ 1,696         $ 75
    Short-term investments                                     -           15
    Trade receivables (net of allowance for doubtful
    accounts of $ 363 and $ 568 at December 31, 2005
    and 2004, respectively)                                6,576        3,828
    Other accounts receivable and prepaid expenses           505          639
    Inventories                                            1,389        1,343
 
    Total current assets                                  10,166        5,900
 
    LONG-TERM ASSETS:
    Long-term accounts receivable                            219          230
    Severance pay fund                                     2,989          751
    Property and equipment, net                            7,319        2,670
    Goodwill                                              36,924       13,154
    Other intangible assets, net                           9,597        2,808
 
    Total long-term assets                                57,048       19,613
 
    Total assets                                        $ 67,214     $ 25,513

CONDENSED CONSOLIDATED BALANCE SHEETS

U.S. dollars in thousands (except share and per share data)

    
                                                            December 31,
                                                          2005         2004
    LIABILITIES AND SHAREHOLDERS' EQUITY
 
    CURRENT LIABILITIES:
    Short-term bank credit and current maturities of
    long-term loans                                      $ 9,949      $ 7,064
    Trade payables                                         3,904        3,055
    Deferred revenues and customer advances                6,477           78
    Other accounts payable and accrued expenses            3,835        2,401
 
    Total current liabilities                             24,165       12,598
 
    LONG-TERM LIABILITIES:
    Long-term loans from banks                            16,211        4,423
    Long-term loans from shareholders and others          12,082          149
    Accrued severance pay                                  3,951        1,257
 
                                                          32,244        5,829
    SHAREHOLDERS' EQUITY:
    Share capital -
    Ordinary shares of NIS 3 par value:
    Authorized - 8,000,000 and 4,000,000 shares at
    December 31, 2005 and 2004, respectively; Issued
    and outstanding - 2,479,020 and 1,704,505 shares at
    December 31, 2005 and 2004, respectively               1,680        1,145
    Additional paid-in capital                           100,707       94,127
    Deferred stock-based compensation                        (1)        (117)
    Accumulated other comprehensive loss                 (1,138)        (353)
    Accumulated deficit                                 (90,443)     (87,716)
 
    Total shareholders' equity                            10,805        7,086
 
    Total liabilities and shareholders' equity          $ 67,214     $ 25,513

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

U.S. dollars in thousands (except per share data)

    
                                                Year ended December 31,
                                             2005         2004         2003
    Revenues:
    Products                                 $ 8,856      $ 5,594     $ 2,774
    Services                                  28,108        5,375       2,376
 
    Total revenues                            36,964       10,969       5,150
 
    Cost of revenues:
    Products                                   5,727        4,297       2,099
    Services                                  17,587        3,301       2,075
 
    Total cost of revenues                    23,314        7,598       4,174
 
    Gross profit                              13,650        3,371         976
 
    Operating expenses:
    Research and development, net                892          482         664
    Selling and marketing                      3,693        1,644         621
    General and administrative                 5,518        2,775       1,343
    Amortization of deferred stock-based
    compensation *)                              126          465         400
    Amortization of intangible assets          2,462          932          67
 
    Total operating expenses                  12,691        6,298       3,095
 
    Operating income (loss)                      959      (2,927)     (2,119)
    Financial expenses, net                    4,027          758       1,105
    Other income (expenses), net                 341         (42)        (32)
 
    Loss before taxes on income              (2,727)      (3,727)     (3,256)
    Taxes on income                                -           37           -
 
    Loss from continuing operations          (2,727)      (3,764)     (3,256)
    Gain from discontinued operations              -            -       8,524
 
    Net income (loss)                      $ (2,727)    $ (3,764)    $ 5,268
 
    Basic and diluted loss per share from
    continuing operations                  $ (1.17)     $ (2.58)     $ (3.81)
    Basic and diluted earnings per share
    from discontinued operations                   -            -        9.96
 
    Basic and diluted net earnings (loss)
    per share                              $ (1.17)     $ (2.58)     $ 6.15
 
    *) Stock-based compensation relates to
    the following:
    Research and development               $ -          $ -          $ 125
    General and administrative               126          465          275
 
    Total                                  $ 126        $ 465        $ 400

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIENCY)

U.S. dollars in thousands (except share data)

    
                                                                 Accumulated
                                       Additional    Deferred       other
                   Number of   Share    paid-in    stock-based  comprehensive
                    shares    capital   capital    compensation     loss
 
    Balance as of
    January 1,
    2003             112,899     $ 94    $ 77,373       $ -           $ (892)
    Issuance of
    shares, net      868,045      570       3,172         -              -
    Conversion of
    convertible
    debenture        164,356      109         614         -              -
    Deferred
    stock-based
    compensation           -        -         966     (966)              -
    Amortization
    of deferred
    stock-based
    compensation           -        -           -       400              -
    Induced
    conversion of
    convertible
    debenture              -        -       1,011         -              -
    Issuance of
    warrants to a
    bank                   -        -         103         -              -
    Comprehensive
    income:
    Foreign
    currency
    translation
    adjustments            -        -           -         -             52
    Net income             -        -           -         -              -
    Total
    comprehensive
    income
 
    Balance as of
    December 31,
    2003           1,145,300      773      83,239        (566)        (840)
    Issuance of
    shares,
    warrants and
    options for
    the
    acquisition
    of additional
    interest in a
    subsidiary,
    net              429,154      286      10,815         -              -
    Deferred
    stock-based
    compensation           -        -          16      (16)              -
    Amortization
    of deferred
    stock-based
    compensation           -        -           -       465              -
    Exercise of
    warrants and
    options          130,051       86          57         -              -
    Comprehensive
    loss:
    Foreign
    currency
    translation
    adjustments            -        -           -         -            487
    Net loss               -        -           -         -              -
    Total
    comprehensive
    loss
 
    Balance as of
    December 31,
    2004           1,704,505    1,145      94,127     (117)          (353)
    Issuance of
    shares,
    warrants and
    options ,net     722,587      500       6,391         -              -
    Deferred
    stock-based
    compensation           -        -          10      (10)              -
    Amortization
    of deferred
    stock-based
    compensation           -        -           -       126              -
    Exercise of
    warrants and
    stock options     51,928       35         179         -              -
    Comprehensive
    loss:
    Foreign
    currency
    translation
    adjustments            -        -           -         -           (785)
    Net loss               -        -           -         -              -
    Total
    comprehensive
    loss
 
    Balance as of
    December 31,
    2005           2,479,020  $ 1,680    $ 100,707     $ (1)       $ (1,138)
    
                                                   Total          Total
                                               comprehensive  shareholders'
                                  Accumulated     income         equity
                                    deficit       (loss)      (deficiency)
 
    Balance as of January 1,
    2003                          $ (89,220)                  $ (12,645)
    Issuance of shares, net                 -                         3,742
    Conversion of convertible
    debenture                               -                           723
    Deferred stock-based
    compensation                            -                             -
    Amortization of deferred
    stock-based compensation                -                           400
    Induced conversion of
    convertible debenture                   -                         1,011
    Issuance of warrants to a
    bank                                    -                           103
    Comprehensive income:
    Foreign currency translation
    adjustments                             -        $ 52                52
    Net income                          5,268       5,268             5,268
    Total comprehensive income                    $ 5,320
 
    Balance as of December 31,
    2003                             (83,952)                       (1,346)
    Issuance of shares, warrants
    and options for the
    acquisition of additional
    interest in a subsidiary,
    net                                     -                        11,101
    Deferred stock-based
    compensation                            -                             -
    Amortization of deferred
    stock-based compensation                -                           465
    Exercise of warrants and
    options                                 -                           143
    Comprehensive loss:
    Foreign currency translation
    adjustments                             -        $ 487              487
    Net loss                          (3,764)       (3,764)         (3,764)
    Total comprehensive loss                      $ (3,277)
 
    Balance as of December 31,
    2004                             (87,716)                         7,086
    Issuance of shares, warrants
    and options ,net                        -                         6,891
    Deferred stock-based
    compensation                            -                             -
    Amortization of deferred
    stock-based compensation                -                           126
    Exercise of warrants and
    stock options                           -                           214
    Comprehensive loss:
    Foreign currency translation
    adjustments                             -       $ (785)            (785)
    Net loss                          (2,727)       (2,727)          (2,727)
    Total comprehensive loss                      $ (3,512)
 
    Balance as of December 31,
    2005                          $ (90,443)                     $ 10,805

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIENCY)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

U.S. dollars in thousands

    
                                                 Year ended December 31,
                                              2005         2004        2003
    Cash flows from operating activities:
    Net income (loss)                       $ (2,727)    $ (3,764)    $ 5,268
    Adjustments required to reconcile net
    income (loss) to net cash provided by
    (used in) operating activities:
    Gain from discontinued operations               -            -    (8,524)
    Depreciation and amortization               4,997        2,065      1,171
    Accrued Interest and revaluation of
    convertible debenture and long-term
    loans                                       1,961         (43)       (54)
    Accrued severance pay, net                    484           28      (146)
    Write-off of inventories                      199          479        111
    Loss (gain) from sale of property and
    equipment, net                              (299)         (56)         21
    Gain from realization of investment in
    subsidiary, net                             (359)            -          -
    Amortization of deferred stock-based
    compensation                                  126          465        400
    Induced conversion of convertible
    debenture                                       -            -      1,011
    Decrease (increase) in trade
    receivables, net                            2,581        (355)      (265)
    Decrease in other accounts receivable
    and prepaid expenses                        2,301          289        111
    Decrease (increase) in inventories          (144)          291        196
    Increase in other long-term accounts
    receivable                                   (20)         (35)       (26)
    Increase (decrease) in trade payables       (359)        1,238    (1,145)
    Decrease in other accounts payable and
    accrued expenses                          (2,962)        (508)      (261)
 
    Net cash provided by (used in)
    operating activities                        5,779           94    (2,132)
 
    Cash flows from investing activities:
    Purchase of property and equipment        (2,020)        (873)    (1,099)
    Proceeds from short-term bank deposits         15            -         62
    Proceeds from sale of property and
    equipment                                     519           58          -
    Proceeds from realization of investment
    in subsidiary                               6,241            -          -
    Acquisition of additional interest in
    Shagrir Motor Vehicle Systems, net of
    cash acquired (a)                               -           10          -
    Acquisition of activities and assets of
    Shagrir Towing Services Ltd. and
    Shagrir (1985) Ltd. (b)                  (43,847)            -          -
 
    Net cash used in investing activities    (39,092)        (805)    (1,037)
 
    Cash flows from financing activities:
    Receipt of long-term loans from banks      16,066          743          -
    Repayment of long-term loans from banks   (2,035)        (376)          -
    Receipt of long-term loans from
    shareholders and others                    21,136          149          -
    Repayment of long-term loans from
    others                                    (6,241)            -          -
    Repayment of convertible debenture              -            -      (300)
    Issuance of warrants to a bank                  -            -        103
    Proceeds from issuance of shares and
    exercise of warrants, net                   6,176           67      3,742
    Short-term bank credit, net                 (401)        (504)        253
 
    Net cash provided by financing
    activities                                 34,701           79      3,798
 
    Effect of exchange rate on cash and
    cash equivalents                              233          (1)          8
 
    Increase (decrease) in cash and cash
    equivalents                                 1,621        (633)        637
    Cash and cash equivalents at the
    beginning of the year                          75          708         71
 
    Cash and cash equivalents at the end of
    the year                                  $ 1,696      $ 75         $ 708
 
    Supplemental disclosure of cash flow
    transaction:
    Cash paid during the year for interest    $ 1,200      $ 469        $ 229

CONSOLIDATED STATEMENTS OF CASH FLOWS

U.S. dollars in thousands

    
                                                    Year ended December 31,
                                                   2005       2004       2003

    (a) Acquisition of additional interest in
        Shagrir Motor Vehicle Systems:
 
        Fair value of assets acquired and
        liabilities assumed at date of
        acquisition:
 
        Working capital                              $ -  $ (1,238)      $ -
        Long-term accounts receivable                  -      (224)        -
        Property and equipment                         -    (1,117)        -
        Customer list                                  -    (2,646)        -
        Brand name                                     -      (828)        -
        Goodwill                                       -   (12,638)        -
        Short-term bank credit                         -      5,282        -
        Long-term loan                                 -      1,890        -
        Accrued severance pay, net                     -        276        -
 
                                                       -   (11,243)        -
        Fair value of shares, options and
        warrants issued                                -     11,253        -
 
                                                     $ -       $ 10      $ -
 
    (b) Acquisition of activities and assets
        of Shagrir Towing Services Ltd. and
        Shagrir (1985) Ltd.:
 
        Fair value of assets acquired and
        liabilities assumed at date of
        acquisition:
 
        Working capital                           $ 4,568      $ -      $ -
        Property and equipment                     (5,760)       -        -
        Customer list                              (8,558)       -        -
        Brand name                                 (1,920)       -        -
        Goodwill                                  (31,652)       -        -
        Long-term loan                             (1,175)       -        -
        Accrued severance pay, net                       6       -        -
 
                                                  (44,491)       -        -
        Fair value of shares, options and
        warrants issued                                644       -        -
 
                                                $ (43,847)     $ -      $ -
 
    (c) Non-cash investing and financing
        activity:
 
        Conversion of convertible debenture     $ -         $ -        $ 723