| Balance at September 30, 2005 | | |
| 10,850,027 |
|
| 11,400 |
|
| 42,452 |
Revenues for the nine-month period
totaled NIS 45.4 million (US$9.9 million) compared with NIS 41.7 million (US$9.3 million)
for the comparable period in 2004. The net loss for the nine month period decreased
significantly to NIS 0.8 million (US$0.2 million) from NIS 6.4 million (US$1.4 million) in
the comparable period in 2004.
“We are pleased to announce our
second consecutive quarter of increased revenues and net profit” said Rafael Aravot,
RoboGroup’s chief executive officer. “For that last few quarters we continued to
focus our attention on operating efficiency to ensure that we maximize revenues while
controlling costs. The measures that we have taken over recent years to increase our
efficiency and decrease our costs have enabled us greater flexibility.”
“We believe that we offer our
customers a comprehensive, “blended” and unique offering that includes a wide
range of solutions, which are fully integrated. This includes-learning systems that allow
students to take self-learning courses from home, anytime and anywhere, over the internet
(our LearnMate system) as well as LIVE lessons broadcasted over satellite or internet (our
TrainNet system).We also offer: Technology Laboratories, that include robots, CNC,
Computer Integrated Manufacturing, and other automation machinery, along with simulation
software for virtual operation of the machines”.
“The recently received and
reported contract, for the amount of $1.2 million, is an example of such a successful
“blended” project,” said Mr. Aravot.
A complete Directors’ Report for
the third quarter of 2005 is available on the Company’s Website at
http://www.robo-group.com or as a PDF file upon request. Please contact Ayelet Shiloni at
Integrated IR, toll-free +1-866-447-8633.
RoboGroup
RoboGroup and its subsidiaries
are engaged in two major fields of activity. The first is the field of education
devoted to RoboGroup’s training products and e-learning systems. RoboGroup is a
world leader in engineering and manufacturing technology training systems. The Company is
market driven, deriving its growth from technological leadership, strong
partnerships and management expertise. The other field of activity is the
development, manufacturing and marketing of motion control products for the
industrial market, which is performed through the Company’s subsidiary,
Yaskawa Eshed Technologies (YET). For more information, visit http://www.robo-group.com.
To the extent that this press release
discusses expectations about market conditions or about market acceptance and future sales
of the Company’s products, or otherwise makes statements about the future, such
statements are forward-looking and are subject to a number of risks and uncertainties that
could cause results to differ materially from the statements made. These factors include
the rapidly changing technology and evolving standards in the industries in which the
Company and its subsidiaries operate, risks associated with the acceptance of new products
by individual customers and by the market place and other factors discussed in the
business description and management discussion and analysis sections of the Company’s
Annual Report on Form 20-F.
Company Contact:
Michal Afuta
RoboGroup
michala@robotec.co.il
+972-3-900-4112
Agency Contact:
Ayelet Shiloni
Integrated IR
ayelet@integratedir.com
+1-866-447-8633
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
We are pleased to present the
Directors’ Report on the financial condition of the Company for the nine month period
ended September 30, 2005.
| 1. |
Main
data out of the Company’s business description |
|
The
Company engages, by itself and through its subsidiaries (the Company and its subsidiaries,
hereinafter: “The Group”), in two major fields of activity: |
| 1.1 |
The
first field of activity is the Company’s traditional field of activity – the
field of education, performed mainly abroad but also in Israel. The Company’s
activities in the field of education include research and development, operation,
marketing and sales of the Company’s products, and the sale and to a much smaller
degree the marketing of third party products to the training and education markets in
Israel. Overseas, this activity is performed mainly through the Company and its U.S.
subsidiary, Intelitek Inc. In Israel, the activity is performed through the Company and
its subsidiary, Robotec Technologies Ltd. |
| 1.2 |
The
second field of activity is industrial motion control. The Group engages, through its
subsidiary, Yaskawa Eshed Technology Ltd (“YET”), in the development,
manufacturing and marketing of industrial motion controllers for motorized systems,
marketed to the international and domestic industrial markets. The motion controllers are
electronic systems with embedded software whose function is to supervise the process of
regular, day to day operation of machines and motors of various kinds and sizes. |
Data and developments
that have occurred in the nine month period ended September 30, 2005
For the three months ended September
30, 2005 the Company recorded net profits of approximately NIS 1.4 million and positive
cash flows from operating activities in the amount of approximately NIS 0.2 million,
compared to net losses of approximately NIS 0.6 million and positive cash flows from
operating activities of approximately NIS 0.4 million for the three months ended September
30, 2004.
The profit in the second and the
third quarter of 2005, resulted from an increase in sales compared to the corresponding
period of 2004 and from a reduction in expenses compared to the corresponding period of
2004.
For the nine months ended September
30, 2005 the Company incurred net losses of approximately NIS 0.8 million and had positive
cash flows from operating activities in the amount of approximately NIS 0.2 million
compared to net losses of approximately NIS 6.4 million and negative cash flows from
operating activities in the amount of approximately NIS 7.5 million for the nine months
ended September 30, 2004.
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
Deregistration and
delisting from the NASDAQ SmallCap Market
On August 3, 2005, the Company’s
board of directors resolved to voluntarily deregister the Company’s shares under the
Securities Exchange Act of 1934 and to voluntarily delist from the NASDAQ Small Cap Market
(currently known as the NASDAQ Capital Market).
The Company’s plan to deregister
and delist its ordinary shares was made after careful consideration by its board of
directors, of the advantages and disadvantages of continuing its share registration in the
United States and the rising costs and demands on management time arising in connection
with SEC and NASDAQ compliance requirements. The Company’s board determined that
continuing the Company’s listing on the NASDAQ SmallCap Market could not be
justified, in light of the low trading volume of the Company’s shares on the SmallCap
Market and the high costs as a result of recent legislation in the United States.
The Company’s board believes
that the current burdens associated with being a “reporting company” under the
1934 Act, including the recent obligations arising under the provisions of the
Sarbanes-Oxley Act of 2002 outweighs the advantages of being traded both in the US and in
Israel. The board estimates that the deregistration and delisting will achieve a
substantial reduction in the Company’s annual expenses associated with being a
reporting company in the US. In the opinion of the Company’s board, the delisting and
deregistration will benefit the Company and all of its shareholders, including its US
shareholders, who will be able to continue to trade the Company’s shares on the
Tel-Aviv Stock Exchange.
On August 8, 2005 the Company filed a
post-effective amendment to its Registration Statement on Form F-2, which was filed with
the SEC late last year in connection with the Standby Equity Distribution Agreement
between the Company and Cornell Capital Partners LP.
On September 9, 2005 the Company
filed a Form 15 with the SEC thereby suspending its formal obligations for filing annual
and other reports with the SEC. The Company will maintain the listing of its shares on the
NASDAQ Capital Market for the period of 90 days, or such shorter period until the
deregistration of its shares becomes effective, and has undertaken to continue to file
reports on a voluntary basis until the delisting of its shares. Following the
effectiveness of the Form 15 (which the Company anticipates to occur within no more than
90-days from the filing of the Form 15), the Company will request the delisting of its
shares from the NASDAQ Capital Market.
Following the deregistration and
delisting, the Company’s shares will continue to trade on the TASE and the Company
will continue to issue periodic and other reports in accordance with the rules and
regulations of the Israeli Securities Authority.
Events after balance
sheet date:
| * |
Execution
of Contract to Provide e-learning Systems and Technology Labs |
| |
In
October 2005 the Company entered into a contract to provide e-learning systems and
technology labs to a chain of training institutions, abroad. The value of the contract is
approximately $1.2 million. The products, which are part of the Company’s offering
to customers include: TrainNet, LearnMate, training content and technology labs. The
Company expects to supply the products under the said contract in the course of 2005-
2006. |
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
| * |
CEO
of the Company’s Subsidiary, Yaskawa Eshed Technology Ltd (“YET”) To
Retire |
| |
On
December 2005 Mr. Biran, who has served as YET's CEO since its formation and for the
past nine years, will be retiring. Mr. Dan who serves as YET's VP, Sales and
Marketing will replace Mr. Biran. |
| |
The
Company’s Board of Directors wishes to express its appreciation and thank Mr. Biran
for his contribution to YET during the last nine years, while serving as YET’s CEO. |
Backlog of Orders
The Company’s backlog of orders
as of September 30, 2005 was approximately NIS 11.9 million, compared to approximately NIS
12.8 million as of September 30, 2004.
As a result of the contract to provide e-learning
systems and technology labs described above, NIS 5.6 million was added to the backlog of
orders in October 2005.
Previous Names of the
Company
The Company’s name at the time
of incorporation was Robotec (GAL) Industrial Robot Technologies Ltd. In 1983, the Company
changed its name to Eshed Robotec (1982) Ltd., and in 2000, the Company changed its name
to RoboGroup T.E.K. Ltd.
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
Sales
The Company’s revenues for the
third quarter of 2005 totaled approximately NIS 17.7 million, compared with NIS 14 million
for the corresponding period of 2004.
The Company’s revenues for the
nine months ended September 30, 2005 amounted to approximately NIS 45.4 million, as
compared to approximately NIS 41.6 million for the corresponding period of 2004.
The increase in revenues in the third
quarter of 2005, stemmed from an increase in sales of the Company’s products in the
industrial motion control field, in the sum of approximately NIS 2 million and from an
increase of approximately NIS 1.7 million in the Company’s revenues in the education
activity field.
Gross profit
The Company’s gross profit for
the third quarter of 2005 totaled approximately NIS 7.7 million (approximately 44% of
sales), compared with approximately NIS 6.6 million (approximately 47% of sales) for the
corresponding period of 2004.
The Company’s gross profit for
the nine months ended September 30, 2005 was approximately NIS 20 million (44% of the
total revenues), compared to approximately NIS 18.6 million (44% of the total revenues)
for the corresponding period of 2004.
Research and development
expenses, net
Research and development expenses,
net, for the third quarter of 2005 totaled approximately NIS 1 million, compared with
approximately NIS 1.6 million for the corresponding period of 2004.
Research and development expenses,
net, for the nine months ended September 30, 2005 were approximately NIS 4.3 million as
compared to approximately NIS 6 million for the corresponding period of 2004.
The decrease in research and
development expenses stemmed mainly from a reduction in the Company’s development
expenses in the education activity field.
Sales and marketing
expenses
Sales and marketing expenses for the
third quarter of 2005 totaled approximately NIS 2.9 million, compared with approximately
NIS 3.1 million for the corresponding period of 2004.
Sales and marketing expenses for the
nine months ended September 30, 2005 were approximately NIS 9.2 million as compared to
approximately NIS 10.2 million for the corresponding period of 2004.
The decrease in sales and marketing
expenses in the nine months ended September 30, 2005 is attributed mainly to the reduction
in the Company’s marketing expenses in the education activity field.
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
General and
administrative expenses
General and administrative expenses
for the third quarter of 2005 totaled approximately NIS 2.2 million, compared with
approximately NIS 2.3 million for the corresponding period of 2004.
General and administrative expenses
for the nine months ended September 30, 2005 were approximately NIS 6.1 million as
compared to approximately NIS 7.3 million for the corresponding period of 2004.
The
reduction in administrative expenses stemmed mainly from a reduction in general and
administrative expenses in the education activity field.
Operating income (loss)
The operating income for the third
quarter of 2005 totaled approximately NIS 1.6 million, compared with an operating loss of
approximately NIS 0.5 million for the corresponding period of 2004.
The Company’s operating income
for the nine months ended September 30, 2005 was approximately NIS 0.4 million as compared
to operating loss of approximately NIS 4.8 million for the corresponding period of 2004.
Financial income
(expenses), net
Financial expenses, net, for the
third quarter of 2005 totaled approximately NIS 0.3 million, representing no change from
the corresponding period of 2004.
The financial expenses, net, for the
nine months ended September 30, 2005 were approximately NIS 0.7 million as compared to
approximately NIS 1.3 million for the corresponding period of 2004.
The decrease in financial expenses
was mainly due to a reduction in exchange rate differences.
Other income (expenses),
net
Other expenses, net, for the third
quarter of 2005 totaled approximately NIS 0.2 million, compared with other income, net, of
approximately NIS 0.7 million for the corresponding period of 2004.
The
decrease is attributed mainly to a write-off of prepaid issuance expenses of approximately
NIS 0.6 million in the second quarter of 2005, and to a reduction in income net of
expenses from renting space in the Company’s building in Rosh Ha’Ayin.
Income (loss) before tax
The income before tax for the third
quarter of 2005 totaled approximately NIS 1.5 million, compared with a loss before tax of
approximately NIS 0.6 million for the corresponding period of 2004.
The loss before tax for the nine
months ended September 30, 2005 was approximately NIS 0.5 million as compared to
approximately NIS 5.5 million for the corresponding period of 2004.
Taxes on income
The tax expenses for the third
quarter of 2005 totaled approximately NIS 0.1 million. In the corresponding period of 2004
the company did not include tax expenses
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
Tax expenses for the nine months
ended September 30, 2005 were approximately NIS 0.3 million as compared to approximately
NIS 0.9 million for the corresponding period of 2004.
Tax expenses for the nine months
ended September 30, 2005 stemmed mainly from the industrial motion control field.
Net income (loss)
The Company’s net income for the
third quarter of 2005 totaled approximately NIS 1.4 million, compared with a net loss of
approximately NIS 0.6 million for the corresponding peNT> |
| 2,260 |
|
| (439 |
) |
| (789 |
) |
| (32,482 |
) |
| 22,402 |
|
| Balance as of July 1, 2004 | | |
| 10,744,631 |
|
| 11,400 |
|
| 42,217 |
|
| 2,260 |
|
| (299 |
) |
| (1,003 |
)
| 3. |
The
Financial Position of the Company |
| |
a) |
The
Company’s assets as of September 30, 2005 totaled approximately NIS 73.6
million, compared to approximately NIS 72 million at December 31, 2004. |
| |
b) |
The
Company’s equity was approximately NIS 22.4 million at September
30, 2005, compared with approximately NIS 23.1 million as at December
31, 2004. The decrease in equity was mainly due to the Company’s net
loss of approximately NIS 0.8 million for the nine months ended September
30, 2005. |
| a) |
The
Company’s cash and cash equivalents as of September 30, 2005 were
approximately NIS 7.2 million as compared to approximately NIS 7 million
as of December 31, 2004. |
| b) |
Cash
flows from operating activities: |
| |
In
the nine months ended September 30, 2005 the Company had a surplus from operating
activities of approximately NIS 0.2 million as compared to a deficit from operating
activities of approximately NIS 7.5 million in the corresponding period of 2004. |
| c) |
Cash
flows used in investing activities: |
| |
In
the nine months ended September 30, 2005 the Company invested approximately NIS 0.1
million in fixed assets representing no change from the corresponding period of 2004. |
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
| d) |
Cash
flows from financing activities: |
| |
In
the nine months ended September 30, 2005 the Company had a surplus from financing
activities of approximately NIS 0.1 million as compared to a deficit of approximately NIS 0.1 million
in the corresponding period of 2004. |
| |
a) |
The
Company’s current ratio was 1.08 at September 30, 2005,
TD>
| | (29,772 |
) |
| 24,803 |
|
| Exercise of options | | |
| - |
|
| - |
| |
b) |
The
Company’s shareholders’ equity of approximately NIS 22.4 million
at September 30, 2005, accounted for approximately 30% of its total
balance sheet, in comparison to shareholders’ equity of approximately
NIS 23.1 million that accounted for approximately 32% of the company’s
balance sheet at December 31, 2004. |
| |
c) |
The
average amount of credit provided to the Company’s customers in the
nine months ended September 30, 2005 was approximately NIS 15 million and
the average credit the Company obtained from its suppliers and service
providers was approximately NIS 6 million, as compared with approximately
NIS 14.2 million and approximately NIS 5.6 million, respectively, for
the year ended December 31, 2004. |
| |
d) |
The
average amount of short-term credit from banks in the nine months ended
September 30, 2005 was approximately NIS 15.7 million as compared with
approximately NIS 15.6 million for the year ended December 31, 2004. |
| |
e) |
The
average amount of long-term bank credit in the nine months ended September 30, 2005 was
approximately NIS 16.8 million as compared with approximately NIS 17.3 million for
the year ended December 31, 2004. |
| 6. |
Exposure
to and Management of Market Risks |
| |
No
significant changes occurred during the period covered by this report in the Company’s
exposure to market risks and their management relative to the Company’s report on
this issue in the Director’s report on terif" SIZE=2> |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| Adjustments on translation of | | |
| financial statement of an | | |
| autonomous consolidated | | |
| company | | |
| - |
|
| - |
|
| - |
|
| - |
|
| (19 |
) |
| - |
|
| - |
|
| (19 |
) |
| Net loss | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| (609 |
) |
| (609 |
) |
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| Balance at September 30, 2004 | | |
| 10,744,631 |
|
| 11,400 |
|
| 42,217 |
|
| 2,260 |
|
| (318 |
) |
| (1,003 |
) |
| (30,381 |
) |
| 24,175 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| | | |
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
Linked Balances:
|
September 30, 2005
|
|
Linked
to US
dollar
|
Linked
to Euro
|
Linked
to
Japanese
Yen
|
Linked
to Swiss
Franks
|
Linked
to the
CPI
|
Unlinked
|
Autonomous
Unit &
Non-monetary
items
|
Total
|
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
For the year ended December | | |
| 31, 2004 (audited) | | |
| | | |
| Balance at January 1, 2004 | | |
| 10,743,031 |
| NIS (K)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Assets |
|
|
| |
|
| |
|
| |
|
| |
|
"Times New Roman, Times, Serif" SIZE=2> |
| 11,399 |
|
| 42,214 |
|
| 2,260 |
|
| (453 |
) |
| (1,003 |
) |
| (23,969 |
) |
| 30,448 |
|
| Exercise of options | | |
| 1,600 |
|
| 1 |
|
| 3 |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 4 |
|
| Granting of treasury stock | | |
| 105,396 |
|
| - |
|
| 235 |
|
| - |
|
| - |
|
| 214 |
|
| - |
|
| 449 |
|
| Adjustments on translation of | | |
| financial statement of an | | |
| autonomous consolidated | | |
| company | | |
| - |
|
| - |
|
| - |
|
| - |
|
| (80 |
) |
| - |
|
| - |
|
| (80 |
) |
| Net loss | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| (7,687 |
) |
| (7,687 |
) |
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| Balance at December 31, 2004 | | |
| 10,850,027 |
|
| 11,400 |
|
| 42,452 |
|
| 2,260 |
|
| (533 |
) |
| (789 |
) |
| (31,656 |
) |
| 23,134 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
The accompanying
notes are an integral part of the financial statements.
6
| RoboGroup T.E.K. Ltd. |
| Statement of Cash Flows |
|
| NIS in Thousands |
|
For the nine months ended
|
For the three months ended
|
Year ended
|
|
September 30
|
September 30
|
December, 31
|
|
2005
|
2005
|
2004
|
2005
|
2004
|
2004
|
|
US$ (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
|
Unaudited
|
Unaudited
|
Unaudited
|
Unaudited
|
Unaudited
|
Audited
|
|
Convenience
translation
to US
dollars
| |
|
| |
|
| |
|
| |
|
| Cash and cash equivalents | | |
| 4,869 |
|
| 1,056 |
|
| 5 |
|
| - |
|
| - |
|
| 547 |
|
| 751 |
|
| 7,228 |
|
| Short-term investments | | |
| 61 |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 61 |
|
| Trade receivables | | |
| 2,426 |
|
| 416 |
|
| 4 |
|
| - |
|
| - |
|
| 3,595 |
|
| 8,281 |
|
| 14,722 |
|
| Other receivables and debit | | |
| balances | | |
| 254 |
|
| 6 |
|
| 87 |
|
| - |
|
| - |
|
| 1,438 |
|
| 1,104 |
|
| 2,888 |
|
| Inventories | | |
| - |
|
| - |
|
| - |
Reported amounts
|
|
|
|
|
|
|
|
| Cash flows from operating activities: |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| Net profit (loss) | | |
| (180 |
) |
| (826 |
) |
| (6,412 |
) |
| |
| - |
|
| - |
|
| - |
|
| 12,108 |
|
| 12,108 |
|
| Funds in respect of employee | | |
| rights upon retirement, net | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 850 |
|
| - |
|
| 8501,400 |
|
| (609 |
) |
| (7,687 |
) |
| Adjustments to reconcile net profit | | |
| (loss) to net cash provided by operating | | |
| activities (Appendix A): | | |
| 233 |
|
| 1,070 |
|
| (1,129 |
) |
| (1,234 |
|
| Fixed assets, net | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 35,329 |
|
| 35,329 |
|
| Other assets and deferred | | )
| 966 |
|
| 1,667 |
|
|
| |
| |
| |
| |
| |
| |
| | | |
| Net cash provided by (used in) operating | | |
| activities | | |
| 53 |
|
| 244 |
|
| (7,541 |
) |
| 166 |
|
| 357 |
|
| (6,020 |
) |
|
| |
| |
| |
| |
| |
| |
| | | |
| Cash flows from investing activities: | | |
| Acquisition of fixed assets | | |
| (95 |
) |
| (438 |
) |
| (840 |
) |
| (328 |
) |
| (242 |
) |
| (700 |
) |
| Proceeds from sales of fixed assets | | |
| 86 |
|
| 395 |
|
| 700 |
|
| - |
|
| 162 |
|
| 117 |
|
|
| |
| |
| |
| |
| |
| |
| | | |
| Net cash used in investing activities | | |
| (9 |
) |
| (43 |
) |
| (140 |
) |
| (328 |
) |
| |
| expenses | | |
| - |
|
| - |
|
| - |
|
| (80 |
) |
| (583 |
) |
|
| |
| |
| |
| |
| |
| |
| | | |
| Cash flows from financing activities: | | |
| Increase (decrease) in short term credit | | |
| from banks, net | | |
| 164 |
|
| 756 |
|
| 1,137 |
|
| (113 |
) |
| (261 |
) |
| 614 |
|
| Long-term loans received from banks | | |
| 652 |
|
| 2,998 |
|
| 21,414 |
|
| 2,998 |
|
| - |
|
| 21,414 |
|
| Repayment of long -term loans from banks | | |
| (804 |
) |
| (3,697 |
- |
|
| - |
|
| - |
|
| 369 |
|
| 369 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| | | |
| 6,617 |
|
&nbsSerif" SIZE=2>) |
| (22,704 |
) |
| (2,471 |
) |
| (617 |
) |
| (23,315 |
) |
| Exercise of options by employees | | |
| - |
|
| - |
|
| 4 |
|
| - |
|
| - |
|
1,478 |
|
| 96 |
|
| - |
|
| - |
|
| 4 |
|
|
| 7,425 |
|
| 57,939 |
|
| 73,555 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| Liabilities | | |
| Short-term bank credits | | |
| 930 |
|
| - |
|
| 416 |
|
| 1,659 |
|
| 1,279 |
|
| 8,885 |
|
| 3,003 |
|
| 16,172 |
|
| Trade payables | | |
| 532 |
|
| 22 |
|
| 829 |
|
| - |
|
| - |
|
| 2,855 |
|
| 1,880 |
|
| 6,119 |
|
| Other payables and credit | | |
| balances | | |
| 5,203 |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 4,962 |
|
| 1,790 |
|
| 11,955 |
|
| Long-term loans | | |
| 7,257 |
|
| - |
|
| 3,112 |
|
| - |
|
| 6,202 |
|
| - |
|
| - |
|
| 16,571 |
|
| Deferred taxes | | |
| |
| |
| |
| |
| |
| |
| | | |
| Net cash provided by (used in) financing | | |
| activities | | |
| 12 |
|
| 57 |
|
| (149 |
) |
| 414 |
|
| (878 |
) |
| (1,283 |
) |
|
| |
| |
| |
| |
| |
| |
| | | |
| Effect of exchange rate changes on cash | | |
| and cash equivalents | | |
| 3 |
|
| 13 |
|
| 6 |
|
| - |
|
| (1 |
) |
| (35 |
) |
|
| |
| |
| |
| |
| |
| |
| | | |
| Increase (decrease) in cash and cash | | |
| equivalents | | |
| 59 |
|
| 271 |
|
| (7,824 |
) |
| 252 |
|
| (602 |
) |
| (7,921 |
) |
| Cash and cash equivalents at the | | |
| beginning of the period | | |
| 1,513 |
|
| 6,957 |
|
| 14,878 |
|
| 6,976 |
|
| 7,656 |
|
| 14,878 |
|
|
| |
| |
| |
| |
| |
| |
| | | |
| Cash and cash equivalents at the end of | | |
| the period | | |
| 1,572 |
|
| 7,228 |
|
| 7,054 |
|
| 7,228 |
|
| 7,054 |
|
| 6,957 |
|
|
| |
| |
| |
| |
| |
| |
The
accompanying notes are an integral part of the financial statements.
7
| RoboGroup T.E.K. Ltd. |
| Statement of Cash Flows |
|
| NIS in Thousands |
|
For the nine months ended
|
For the three months ended
|
Year ended
|
|
September 30
|
September 30
|
December, 31
|
|
2005
|
2005
|
2004
|
2005
|
2004
|
2004
|
|
US$ (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
|
Unaudited
|
Unaudited
|
Unaudited
|
Unaudited
|
Unaudited
|
Audited
|
|
Convenience
translation
to US
dollars
|
Reported amounts
|
| |
|
|
|
|
|
|
Appendix A: Adjustments to reconcile net income (loss) to net cash provided by (used in) operating
activities:
|
| Income and expenses not involving cash |
|
|
| |
|
| |
|
| |
|
| |
|
| |
|
| |
|
| flows: | | |
| Depreciation and amortization | | |
| 305 |
|
| 1,401 |
|
| 1,795 |
|
| 561 |
|
| 650 |
|
| 2,589 |
|
| Gain on sale of fixed assets | | |
| - |
|
| - |
|
| (21 |
) |
| - |
|
| (21 |
) |
| -IZE=2> | - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 146 |
|
| - |
|
| 146 |
|
| Liability for termination of | | |
| employee/employer relationship, | | |
| net | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 190 |
|
| - |
|
| 190 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| | | |
| 15,516 |
|
| 22 |
|
| 4,357 |
|
| 1,659 |
|
| 7,481 |
|
| 15,444 |
|
| 6,673 |
|
| 51,153 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| Excess of assets (liabilities) | | |
| (8,899 |
) |
| 1,456 |
|
| (4,261 |
) |
| (1,659 |
) |
| (7,481 |
) |
| (8,019 |
) |
| 51,266 |
|
| 22,402 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
Linked Balances (cont.')
|
December 31, 2004
|
|
Linked
to US
dollar
|
Linked
to Euro
|
Linked
to
Japanese
Yen
|
Linked
to Swiss
Franks
|
Linked
to the
CPI
|
Unlinked
|
Autonomous
Unit &
Non-monetary
items
|
Total
|
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Assets |
|
|
| |
|
| |
| Decrease in liability for termination of | | |
| employee/employer relationship | | |
| (51 |
) |
| (236 |
) |
| (241 |
) |
| (8 |
) |
| (95 |
) |
| (543 |
) |
| Write-down of loans | | |
| 78 |
|
| 358 |
|
| 193 |
|
| 50 |
|
| (155 |
) |
| 158 |
|
| Decrease (increase) in value of | | |
| marketable securities | | |
| 8 |
|
| 38 |
|
| - |
|
| - |
|
| - |
|
| (84 |
) |
| Decrease (increase) in deferred taxes | | |
| (35 |
) |
| (160 |
) |
| 677 |
|
| (112 |
) |
| (6 |
) |
| 1,054 |
|
| Other | | |
| 135 |
|
| 623 |
|
| - |
|
| - |
|
| - |
|
| (136 |
) |
|
| |
| |
| |
| |
| |
| |
| | | |
| | | |
| 440 |
|
| 2,024 |
|
| 2,403 |
|
| 491 |
|
| 373 |
|
| 3,038 |
|
|
| |
| |
| |
| |
| |
| |
| | | |
| Changes in assets and liabilities: | | |
| Decrease (increase) in trade receivables | | |
| 178 |
|
| 819 |
|
| (279 |
) |
| (672 |
) |
| 1,116 |
|
| (2,163 |
) |
| Decrease (increase) in other receivables | | |
| and debit balances | | |
| (170 |
) |
| (781 |
) |
| (647 |
) |
| (552 |
) |
| 12 |
|
| 201 |
|
| Decrease (increase) in inventories | | |
| (507 |
) |
| (2,333 |
) |
| 1,042 |
|
| (35 |
) |
| 42 |
|
| 4,111 |
|
| Increase (decrease) in trade payables | | |
| 58 |
|
| 266 |
|
| 139 |
|
| (961 |
) |
| (533 |
) |
| 459 |
|
| Increase (decrease) in other payables | | |
| and credit balances | | |
| 234 |
|
| 1,075 |
|
| (3,787 |
) |
| 495 |
|
| (44 |
) |
| (3,979 |
) |
|
| |
| |
| |
| |
| |
| |
| | | |
| | | |
| (207 |
) |
| (954 |
) |
| (3,532 |
) |
| (1,725 |
) |
| 593 |
|
| (1,371 |
) |
|
| |
| |
| |
|
| |
|
| |
|
| |
|
| |
SIZE=3> |
| |
| |
| |
| | | |
| | | |
| 233 |
|
| 1,070 |
|
| |
|
| |
|
| Cash and cash equivalents | | |
| 4,842 |
|
| 990 |
|
| - |
|
| - |
|
| - |
|
| 870 |
|
| 255 |
|
| 6,957 |
|
| Short-term investments | | |
| 99 |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 99 |
|
| Trade receivables | | |
| 5,893 |
|
| 1,493 |
|
| |
| (1,129 |
) |
| (1,234 |
) |
| 966 |
|
| 1,667 |
|
|
| |
| |
| |
| |
| |
| |
| | | |
| Appendix B: Non-monetary events: | | |
| | | -
|
| - |
|
| Granting of treasury stocks | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 449 |
|
|
| |
| |
| |
| |
| |
| |
The
accompanying notes are an integral part of the financial statements.
8
| RoboGroup T.E.K. Ltd. |
| Notes to the Financial Statements |
|
| NIS in Thousands |
| |
(a) |
These
financial statements have been prepared in a condensed format as of
September 30, 2005, and for the nine and three months then ended (“interim
financial statements”). The above mentioned financial statements
have been prepared in conformity with chapter 4 of the Securities
Regulations (Interim and Immediate Statements), 1970. These financial
statements should be read in conjunction with the Company’s
audited annual financial statements and accompanying notes as of
December 31, 2004 and for the year then ended. |
| |
(b) |
These
financial statements have been reviewed by the Company’s certified
public accountants. The review was conducted in accordance with the
procedures established by the Institute of Certified Public
Accountants in Israel regarding interim periods. The review was
limited in scope and did not constitute an audit in accordance with
generally accepted auditing standards and therefore no opinion was
expressed by the Company’s certified public accountants. |
| |
(c) |
In
management’s opinion all necessary adjustments were made in order to
present correctly these interim financial statements. |
| |
(d) |
In
the years ended December 31, 2004 and 2003, the Company incurred net losses
of approximately NIS 8 million and NIS 18 million, respectively. In
addition, the Company had negative cash flows from operating
activities in the amount of approximately NIS 6 million and NIS 9
million, respectively. |
| |
The
Company’s management took steps to strengthen and improve the Company’s
financial state and its profitability. Those steps included consolidating activities,
reducing manpower, reducing salary costs of senior executives and cutting general
expenses. Those steps were implemented mainly during the year 2004. |
| |
For
the three months ended September 30, 2005 the Company had net profit of approximately NIS
1.4 million and positive cash flows from operating activities in the amount of
approximately NIS 0.2 million, compared to net losses of approximately NIS 0.6 million
and positive cash flows from operating activities of approximately NIS 0.4 million for
the three months ended September 30, 2004. |
| |
For
the nine months ended September 30, 2005 the Company incurred net losses of approximately
NIS 0.8 million and had positive cash flows from operating activities in the amount of
approximately NIS 0.2 million compared to net losses of approximately NIS 6.4 million and
negative cash flows from operating activities in the amount of approximately NIS 7.5
million for the nine months ended September 30, 2004. |
| |
In
addition, a proportionally consolidated company distributed dividends as detailed in Note
3 (1). |
9
| RoboGroup T.E.K. Ltd. |
| Notes to the Financial Statements |
|
| NIS in Thousands |
| |
(e) |
Deregistration
and delisting from the NASDAQ SmallCap Market |
| |
On
August 3, 2005, the Company’s board of directors resolved to voluntarily deregister
the Company’s shares under the Securities Exchange Act of 1934 and to voluntarily
delist from the NASDAQ Small Cap Market (currently known as the NASDAQ Capital Market). |
| |
The
Company’s plan to deregister and delist its ordinary shares was made after careful
consideration by its board of directors, of the advantages and disadvantages of
continuing its share registration in the United States and the rising costs and demands
on management time arising in connection with SEC and NASDAQ compliance requirements. The
Company’s board determined that continuing the Company’s listing on the NASDAQ
SmallCap Market could not be justified, in light of the low trading volume of the Company’s
shares on the SmallCap Market and the high costs as a result of recent legislation in the
United States. |
| |
The
Company’s board believes that the current burdens associated with being a “reporting
company” under the 1934 Act, including the recent obligations arising under the
provisions of the Sarbanes-Oxley Act of 2002 outweighs the advantages of being traded
both in the US and in Israel. The board estimates that the deregistration and delisting
will achieve a substantial reduction in the Company’s annual expenses associated
with being a reporting company in the US. In the opinion of the Company’s board, the
delisting and deregistration will benefit the Company and all of its shareholders,
including its US shareholders, who will be able to continue to trade the Company’s
shares on the Tel-Aviv Stock Exchange. |
| |
On
August 8, 2005 the Company filed a post-effective amendment to its Registration Statement
on Form F-2, which was filed with the SEC late last year in connection with the Standby
Equity Distribution Agreement between the Company and Cornell Capital Partners LP. |
| |
On
September 9, 2005 the Company filed a Form 15 with the SEC thereby suspending its formal
obligations for filing annual and other reports with the SEC. The Company will maintain
the listing of its shares on the NASDAQ Capital Market for the period of 90 days, or such
shorter period until the deregistration of its shares becomes effective, and has
undertaken to continue to file reports on a voluntary basis until the delisting of its
shares. Following the effectiveness of the Form 15 (which the Company anticipates to
occur within no more than 90-days from the filing of the Form 15), the Company will
request the delisting of its shares from the NASDAQ Capital Market. |
| |
Following
the deregistration and delisting, the Company’s shares will continue to trade on the
TASE and the Company will continue to issue periodic and other reports in accordance with
the rules and regulations of the Israeli Securities Authority. |
10
| RoboGroup T.E.K. Ltd. |
| Notes to the Financial Statements |
|
| NIS in Thousands |
| NOTE 2 |
– |
SIGNIFICANT
ACCOUNTING POLICIES |
| |
The
interim financial statements have been prepared in accordance with generally accepted
accounting principles for the preparation of financial statements for interim periods, as
prescribed in Accounting Standard No. 14 of the Israel Accounting Standards Board. |
| |
B. |
Impact
of applying Standard No. 19 regarding “Taxes on Income” for the first time |
| |
Starting
on January 1st, 2005, the company applies Standard No. 19 of the Israeli Accounting
Standard Board – Taxes on Income (hereon – “the standard”). The
standard provides the rules for recording, measuring and presenting of taxes on income in
the financial statements. |
| |
The
major difference set by the standard from the practice used is recording differed taxes
on temporary differences in relation with real estate. |
| |
Applying
the new standard had no material effect on the company’s financial statements. |
| |
C. |
Impact
on recently issued Accounting Standards |
| |
1. |
On
July 2005, the Israeli Accounting Standards Board published Standard No. 22
– “Financial Instruments: Disclosure and Presentation”.
The
standard provides rules for presenting financial instruments in the
financial statements and specifies the proper disclosure required in
respect thereto. The standard provides the method for classifying
financial instrument or its components as financial liability, financial
asset or capital instrument, for classifying the interest, dividends,
losses and gains related to those instrum New Roman, Times, Serif" SIZE=2> |
| - |
|
| 2,205 |
|
| 5,691 |
|
| 15,282 |
|
| Other receivables and debit | | |
| balances | | |
| 40 |
|
| - |
|
| - |
|
| - |
ents and the circumstances in
which financial assets should be offset from financial liabilities. The
new standard will apply to periods beginning on January 1, 2006 or
thereafter.
| |
The
standard provides that it is to be adopted on a prospective basis. The comparative data
presented in the financial statements for periods beginning on the date the standard
comes into effect will not be restated. |
| |
Applying
the new Standard should have no material effect on the company’s financial
statements. |
11
| RoboGroup T.E.K. Ltd. |
| Notes to the Financial Statements |
|
| NIS in Thousands |
| NOTE 2 |
– |
SIGNIFICANT
ACCOUNTING POLICIES (cont.) |
| |
| - |
|
| 1,811 |
|
| 242 |
|
| 2,093 |
|
| Inventories | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 9,372 |
|
| 9,372 |
|
| Funds in respect of employee | | |
| rights upon retirement, net | | |
| - |
|
| - |
|
| - |
|
| - |
|
|
C. |
Impact
on recently issued Accounting Standards (cont.) |
| |
2. |
In
September 2005, the Israeli Accounting Standards Board published Accounting
standard No. 24 – ” share-based payment” . The standard
will apply to financial statements for periods beginning as from January
1, 2006 (effective date) or thereafter. |
| |
According
to this standard, the company will have to recogniz"> | - |
|
| 563 |
|
| - |
|
| 563 |
|
| Fixed assets, net | | e transactions of share based payment
for acquisitions and services in its financial statements. These transactions include
transactions with employees or other parties that have to be settled in company’s
equity instruments, or cash and transactions providing the company or the service and
merchandise provider a choice between expulsion in cash or in equity instruments.
Simultaneously to recognition of merchandise or services received, financial reports will
indicate recognition of increase in equity in case of equity instruments settlement, and
in liabilities in case of cash settlement. As opposed to the prior situation of no
indication what so ever of certain types of aforementioned transactions. |
| |
The
standard provides requirements of recognition, measurement and disclosure of fair value
of the merchandise and services provided in exchange for the equity instrument granted.
In particular, requirements of measurement of transactions with employees and other
similar service providers, transactions with non-employee parties and transactions
measured by fair value of the equity instruments granted. Further more, requirements in
case of changes in terms of equity instrument granting were set. |
| |
The
instructions of the standard should be applied to each share-based payment transactions
executed after March 15, 2005 that has not yet vested until the effective date of the
standard. Changes in the terms of a share-based payment transaction being settled by
means of equity instruments after March 15, 2005 are to be treated in accordance with the
instructions of the new standard, even if the standard did not apply to the initial
grants which terms were changed. Financial statements for the year 2005 are to be
restated in the financial statements for the year 2006, in order to reflect the expenses
credited relating to aforementioned granting. |
; |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 36,548 |
|
| 36,548 |
|
| Other assets and deferred | | |
<
| |
Liabilities
caused by share based payments transactions that exist on the effective dTR VALIGN="BOTTOM" BGCOLOR="#CCEEFF">
| expenses | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 564 |
|
| 472 |
|
| 1,036 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| | | |
| 10,874 |
|
| 2,483 |
|
| - |
|
| - |
|
| - |
|
| 6,013 |
|
| 52,580 |
|
| 71,950 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| Liabilities | | |
| Short-term bank credits | | |
| 694 |
|
| - |
|
| 656 |
|
| 2,664 |
|
| 1,087 |
|
| 7,854 |
|
| 2,273 |
|
| 15,228 |
|
| Trade payables | | |
| 173 |
|
| 105 |
|
| 599 |
|
| - |
|
| - |
|
| 3,176 |
|
| 1,800 |
|
| 5,853 |
|
| Other payables and credit | | |
| balances | | |
| 3,408 |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 6,279 |
|
| 646 |
|
| 10,333 |
|
| Long-term loans | | |
| 5,722 |
|
| - |
|
| 5,409 |
|
| - |
|
| 5,969 |
|
| |
|
| - |
|
| 17,100 |
|
| Deferred taxes | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 163 |
|
| - |
|
| |
| |
Applying
the new Standard should have no material effect on the company’s financial
statements. |
12
| RoboGroup T.E.K. Ltd. |
| Notes to the Financial Statements |
|
| NIS in Thousands |
| NOTE 2 |
– |
SIGNIFICANT
ACCOUNTING POLICIES (cont.) |
| |
D. |
Following
are data regarding the Israeli CPI and the exchange rate of the U.S. dollar: |
As of
|
Israeli CPI
|
Exchange rate of
one U.S. dollar
|
|
Points (*)
|
NIS
|
| |
|
|
|
|
|
|
|
|
|
|
|
| September 30, 2005 |
|
|
| 116.5 |
|
| 4.598 |
|
| September 30, 2004 | | |
| 114.3 |
|
| 4.482 |
|
| December 31, 2004 | | |
| 114.3 |
|
| 4.308 |
|
| | | |
Change during the period
|
%
|
%
|
| | | |
| September 2005 (nine months) | | |
| 1.9 |
|
| 6.7 |
|
| September 2004 (nine months) | | |
| 1.2 |
|
| 2.4 |
|
| September 2005 (three months) | | |
| 1.4 |
|
| 0.5 |
|
| September 2004 (three months) | | |
| (0.2 |
) |
| (0.3 |
) |
| December 2004 (12 months) | | |
| 1.2 |
|
| (1.6 |
) |
| |
(*)The
index on an average basis of 1998 = 100. |
| |
E. |
163 |
|
| Liability for termination of | | |
| employee/employer relationship, | | |
| net | | |
| - |
|
| - |
|
| - |
|
| - |
|
| - |
|
| 139 |
|
| - |
|
| 139 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| | | |
| 9,997 |
|
| 105 |
|
| 6,664 |
|
| 2,664 |
|
| 7,056 |
|
| 17,611 |
|
| 4,719 |
|
| 48,816 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
| | | |
| Excess of assets (liabilities) | | |
| 877 |
|
| 2,378 |
|
| (6,664 |
) |
| (2,664 |
) |
| (7,056 |
) |
| (11,598 |
) |
| 47,861 |
|
| 23,134 |
|
|
| |
| |
| |
| |
| |
| |
| |
| |
RoboGroup T.E.K. Limited
Directors' Report for Nine-Month Period Ended September 30, 2005
| 7. |
Disclosure
regarding consent to peer review |
| |
An
instruction published by the Israeli Securities Authority on July 2005, determines an
obligation to give disclosure regarding a company’s consent to the performance of a
peer review that will start a procedure of auditing the work of the auditors.The
Company has given its consent to transmitting the relevant documentation in order to
perform a sample in connection with the peer review in Israel, subject to confidentiality
of the information given to the auditors and prevention of conflict of interests. |
——————————————
Rafael Aravot
Chairman of the Board and CEO |
——————————————
Gideon Messulawin
Director |
Date: November 15, 2005
Safe Harbor Statement under the
U.S. Private Securities Litigation Reform Act of 1995: This report contains
forward-looking statements, which express the beliefs and expectations of management. Such
statements are based on current plans, estimates and expectations and involve a number of
known and unknown risks and uncertainties that could cause the Company’s future
results, performance or achievements to differ significantly from the results, performance
or achievements expressed or implied by such forward-looking statements. Important factors
that could cause or contribute to fluctuations in currency, exchange and interest rates,
operating results, and other factors that are discussed in the Company’s Annual
Report on Form 20-F and the Company’s other filings with the U.S. Securities and
Exchange Commission. Forward-looking statements speak only as of the date on which they
are made, and the Company undertakes no obligation to update publicly or revise any
forward-looking statements, whether as a result of new information, future developments or
otherwise.
RoboGroup T.E.K. Ltd.
Interim Consolidated Financial
Statements
At September 30, 2005
1
| RoboGroup T.E.K. Ltd. |
| Balance Sheets |
|
| NIS in Thousands |
|
September, 30
|
December, 31
|
|
2005
|
2005
|
2004
|
2004
|
|
US$ (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
|
Unaudited
|
Unaudited
|
Unaudited
|
Audited
|
|
Convenience
translation
to US dollars
|
Reported
amounts
|
Reported amounts
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ASSETS |
|
|
| |
|
| |
|
| |
|
| |
|
| | | |
| Current assets | | |
| | | |
| Cash and cash equivalents | | |
| 1,572 |
|
| 7,228 |
|
| 7,054 |
|
| 6,957 |
|
| Short-term investments | | |
| 13 |
|
| 61 |
|
| - |
|
| 99 |
|
| Trade receivables |
| NOTE 3 |
– |
TRANSACTION
WITH INTERESTED RELATED PARTIES |
| |
1. |
The
Board of Directors of a proportionally consolidated company approved on
March 10, 2005 and on August 15, 2005, distribution of dividends to
its shareholders in the amount of NIS 1,725 thousand and NIS 1,800
thousand, respectively. The net dividends received by the Company
amounted to NIS 733 thousand and NIS 769 thousand, respectively. |
| |
2. |
In
July 2004 the Company entered into a contract with Yaskawa Electric
Corporation (“YEC”) for the supply of an e-learning system
in consideration of approximately NIS 3.3 million. The system is
being supplied gradually during several quarters.
For the period of
nine months that ended September 30, 2005, the revenues from this
contract were included in the amount of approximately NIS 750
thousand. The remaining differed revenues from this contract amount
to approximately NIS 350 thousand. |
13
| |
| 3,202 |
|
| 14,722 |
|
| 13,596 |
|
| 15,282 |
|
| Other receivables and debit balances | | |
| 628 |
|
| 2,888 |
|
| 2,946 |
|
| 2,093 |
|
| RoboGroup T.E.K. Ltd. |
| Notes to the Financial Statements |
|
| NIS in Thousands |
| NOTE4 |
– |
FINANCIAL
INFORMATION IN REGARD TO BUSINESS SEGMENTS |
|
For the nine months ended September 30, 2005
|
|
Education
segment
|
Motion
control for
industry
|
Adjustment
|
Total
|
|
NIS (K)
|
NIS (K)
|
Inventories | | |
| 2,633 |
|
| 12,108 |
|
| 12,751 |
|
| 9,372 |
|
|
| |
| |
| |
| |
| | | |
| | | |
| 8,048 |
|
| 37,007 |
|
| 36,347 |
|
| 33,803 |
|
|
| |
| |
| |
| |
| | | |
| Long-term investments | | |
| | | |
| Investments in investee and other | | |
| companies | | |
| - |
|
| - |
|
| 15 |
|
| - |
|
| Funds in respect of employee rights upon | | |
| retirement, net | | |
| 185 |
|
| 850 |
|
| 329 |
|
| 563 |
|
|
| |
| |
NIS (K)
| NIS (K)
|
|
Reported amounts
|
| |
|
|
|
|
|
|
|
|
|
| Revenues from customers |
|
|
| 34,498 |
|
| 10,940 |
|
| - |
|
| | |
| | | |
| 185 |
|
| 850 |
|
| 344 |
|
| 563 |
|
|
| |
| |
| |
| |
| | | |
| Fixed assets | | |
&nbs" SIZE=2> | 45,438 |
|
|
| |
| |
| |
| |
| | | |
| Segment operations | | |
| 685 |
|
| 947 |
|
| 989 |
|
| 2,621 |
|
| Non allocated expenses | | |
| |
|
| |
|
| |
|
| (2,239 |
) |
|
|
|
|
| |
| Operating profit | | |
| |
|
| |
|
| |
|
| 382 |
|
|
|
| 7,684 |
|
| 35,329 |
|
| 36,821 |
|
| 36,548 |
|
|
| |
| |
| |
|
|
| |
| | | |
|
For the nine months ended September 30, 2005
|
|
Education
segment
|
Motion
control for
industry
|
Adjustment
|
Total
|
|
$ (K)
|
$ (K)
|
$ (K)
|
$ (K)
|
| | | |
| Revenues from customers | | | |
| Other assets and deferred expenses | | |
| 80 |
|
| 369 |
|
| 690 |
|
| 1,036 |
|
|
| |
| |
| |
| |
| | | |
| | | |
| 15,997 |
|
| 73,555 |
|
| 74,202 |
|
| 71,950 |
|
|
| |
| |
| |
| | |
|
The
accompanying notes are an integral part of the financial statements.
2
| RoboGroup T.E.K. Ltd. |
| Balance Sheets |
|
| NIS in Thousands |
|
September, 30
|
December, 31
|
|
2005
|
2005
|
2004
|
2004
|
|
US$ (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
|
Unaudited
|
Unaudited
|
Unaudited
|
Audited
|
|
Convenience
translation
to US dollars
|
Reported
amounts
|
Reported amounts
|
| |
|
|
|
|
| LIABILITIES |
|
|
| |
|
| |
|
| |
|
| |
|
| | | |
| Current liabilities | | |
| | | |
| Credit from banks | | |
| 3,517 |
|
| 16,172 |
|
| 15,757 |
|
| 15,228 |
|
| Trade payables | | |
| 1,331 |
|
| 6,119 |
|
| 5,533 |
|
| 5,853 |
|
| Other payables and credit balances | | |
| 2,600 |
|
| 11,955 |
|
| 10,790 |
|
| 10,333 |
|
|
| |
| |
| |
| |
| | | |
| | | |
| 7,448 |
|
| 34,246 |
|
| 32,080 |
|
| 31,414 |
|
|
| |
| |
| |
| |
| Long-term liabilities | | |
| | | |
| Loans from banks | | |
7,503 |
|
| 2,379 |
|
| - |
|
| 9,882 |
|
|
| |
| |
| |
| |
| | | |
| Segment operations | | |
| 149 |
|
| 206 |
|
| 215 |
|
s, Serif" SIZE=2> 3,604 |
|
| 16,571 |
|
| 17,740 |
|
| 17,100 |
|
| Provision for deferred taxes | | | 570 |
|
| Non allocated expenses | | |
| |
|
| |
|
| |
|
| (487 |
) |
|
|
|
|
| |
| Operating profit | | |
| |
|
| |
|
| |
|
| 83 |
|
|
|
|
|
| |
|
For the nine months ended September 30, 2004
|
|
Segment A
|
Segment B
|
Segment C
|
Adjustments
|
Total
|
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
|
Reported amounts
|
| |
|
|
|
|
|
|
|
|
|
|
|
| Revenues from customers |
|
|
| 34,219 |
|
| 7,463 |
|
| - |
|
| - |
|
| 41,682 |
|
| Inter segment revenues | | |
| - |
|
| 86 |
|
| - |
|
| (86 |
) |
| - |
|
|
| |
| |
| |
| |
| |
| | | |
| | | |
| 34,219 |
|
| 7,549 |
|
| - |
|
| (86 |
) |
| 41,682 |
|
|
| |
| |
| |
| |
| |
| | | |
| Segment loss | | |
| (4,917 |
) |
| (971 |
) |
| (524 |
) |
| - |
|
| 32 |
|
| 146 |
|
| - |
|
| 163 |
|
| Liability for termination of employee/employer | | |
| relationship, net | | |
| 41 |
|
| 190 |
|
| 207 |
|
| 139 |
|
|
| |
| |
| |
| |
| | | |
| 3,677 |
|
| 16,907 |
|
| 17,947 |
|
| 17,402 |
|
|
| |
| |
| |
| |
| | | |
| Shareholders' equity | | |
| | | |
| Share capital | | |
| 2,479 |
|
| 11,400 |
|
| 11,400 |
|
| 11,400 |
|
| Capital reserves and premium on shares | | |
| 9,629 |
|
| 44,273 |
|
| 44,159 |
| (6,412 |
) |
|
| |
| |
| |
| |
| |
14
| RoboGroup T.E.K. Ltd. |
| Notes to the Financial Statements |
|
| NIS in Thousands |
| NOTE4 |
– |
FINANCIAL INFORMATION IN REGARD TO BUSINESS SEGMENTS (cont.) |
|
For the three months ended September 30, 2005
|
|
Ed>
| |
| 44,179 |
|
| Accumulated deficit | | |
| (7,064 |
) |
| (32,482 |
) |
| (30,381 |
) |
| (31,656 |
) |
| Treasury stock | | |
| (172 |
) |
| (789 |
) |
| (1,003 |
) |
| (789 |
) |
|
| |
| |
| |
| |
| | | |
| | | |
| 4,872 |
|
| 22,402 |
|
| 24,175 |
|
| 23,134 |
|
|
| |
| |
| |
segment
| Motion
control for
industry
|
Adjustment
|
Total
|
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
|
Reported amounts
|
| |
|
|
|
|
|
|
|
|
|
| Revenues from customers |
|
|
| 12,842 |
|
| 4,834 |
|
| - |
|
| 17,676 |
|
|
| |
| |
| |
| | | |
| | | |
| 15,997 |
|
| 73,555 |
|
| 74,202 |
|
| 71,950 |
|
|
| |
| |
| |
| |
——————————————
Rafael Aravot
Chairman of the Board and CEO |
——————————————
Gideon Missulawin
Director |
——————————————
Hanan Eibushitz
Chief Financial Officer |
Date of approval of the financial
statements: November 15, 2005
The
accompanying notes are an integral part of the financial statements.
3
| RoboGroup T.E.K. Ltd. |
| Statement of Operations |
|
| NIS in Thousands |
|
For the nine months ended
|
For the three months ended
|
Year ended
|
|
HT>
|
| |
| | | |
| Segment operations | | |
| 1,476 |
|
| 778 |
|
| 300 |
|
| 2,554 |
|
| Non allocated expenses | | |
| |
|
| |
|
| |
|
| (908 |
) |
|
|
|
|
| |
| Operating profit | | |
| |
|
| |
|
| |
|
| 1,646 |
|
|
|
|
|
| |
September 30
|
September 30
|
December, 31
|
|
2005
|
2005
|
2004
|
2005
|
2004
|
2004
|
For the three months ended September 30, 2004
|
|
Segment A
|
Segment B
|
Segment C
|
Adjustments
|
Total
|
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
|
Reported amounts
|
| |
|
|
|
|
|
|
|
|
|
|
|
| Revenues from customers |
|
|
| 11,225 |
|
| 2,776 |
|
| - |
|
| - |
|
| 14,001 |
|
| Inter segment revenues | | |
| - |
|
| 12 |
|
| - |
|
| (12 |
) |
| - |
|
|
| |
| |
| |
| |
| |
| | | |
| | | |
| 11,225 |
|
| 2,788 |
|
| - |
|
| (12 |
) |
| 14,001 |
|
|
| |
| |
| |
| |
| |
| | | |
| Segment loss | | |
| (243 |
) |
| (269 |
) |
| (97 |
) |
|
| US$ (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
NIS (K)
|
|
Unaudited
|
Unaudited
|
Unaudited
|
Unaudited
|
Unaudited
|
Audited
|
|
Convenience
translation
to US
dollars
|
Reported amounts
|
| |
|
|
|
|
|
|
| Revenues |
|
|
| 9,882 |
|
| 45,438 |
|
| 41,682 |
|
| 17,676 |
|
| 14,001 |
|
| 61,734 |
|
| Cost of revenues | | |
| 5,543 |
|
| 25,488 |
|
| 23,044 |
|
| 9,985 |
|
| 7,412 |
|
| 35,843 |
|
|
| |
| |
| |
| |
| |
| |
| | | |
| Gross profit | | |
| 4,339 |
|
| 19,950 |
|
| 18,638 |
|
| 7,691 |
|
| 6,589 |
|
| 25,891 |
|
|
- |
|
| (609 |
) |
|
| |
| |
| |
| |
| |
15
| | |