PETACH TIKVA, Israel, February 26 /PRNewswire-FirstCall/ -- - Q4: Revenues-NIS 298M, EPS-NIS 1.27 - 2008: Revenues-NIS 1,107M, EPS-NIS 2.21 012 Smile.Communications (NASDAQ Global Market and TASE: SMLC), an Israeli telecommunications service provider, today reported record financial results for the three-month and twelve-month periods ended December 31, 2008. Highlights - Record results for both Q4 and 2008 across all metrics - revenues, EBIT, EBITDA and net income - Continued strong cash flow from operating activities, reaching NIS 209M (U.S. $55M) for the year, with NIS 153 million (U.S. $40M) free cash flow for the period - Ahead-of-plan penetration of domestic telephony market: over 90,000 local telephony lines as of end of the year, representing growth of 12,000 lines in Q4 - Regulatory progress expected to pave entry into mobile market by end of 2009 (in millions of Q4'08 Q3'08 Q2'08 Q1'08 Q4'07 2008 2007 NIS, except EPS) Revenues 298 282 264 263 271 1,107 1,103 Gross Profit 92 89 86 87 88 354 341 EBIT 35 34 33 31 27 133 115 Adjusted EBITDA 66 63 62 62 60 253 236 Net Income 32 12 6 6 6 56 40 EPS 1.27 0.49 0.23 0.22 0.28 2.21 2.05 Results for the Fourth Quarter of 2008 Revenues: Revenues for the fourth quarter of 2008 were NIS 298 million (US $78 million), a 10% increase compared with NIS 271 million for the fourth quarter of 2007, and a 6% sequential increase over NIS 282 million for the third quarter of 2008. Revenues from broadband services increased by 13% year-over-year, while revenues from traditional telephony services increased by 7%. Operating Results: Operating Income (EBIT) for the fourth quarter increased to a record NIS 35 million (US $9.3 million), a 32% increase compared with the fourth quarter of 2007, and a 5% sequential increase compared to the third quarter of 2008. The increase reflected the higher revenues, the efficiencies achieved by the merger process, and the Company's ongoing efficiency efforts. Adjusted EBITDA for the fourth quarter reached a record NIS 66 million (US $17.3 million), a 10% increase compared with the fourth quarter of 2007, and a 5% increase compared to the third quarter of 2008. Adjusted EBITDA margin for the reporting quarter was 22%, unchanged from its level in the fourth quarter of 2007. For more information regarding the use of non-GAAP financial measurements, please see the notes contained in this press release. Financing Income (Expenses), net: During the reporting quarter, the Company recorded financing income (net) of NIS 12 million (US $3.2 million) compared to financial expenses (net) of NIS 14 million for the fourth quarter of 2007 and NIS 18 million for the third quarter of 2008. The shift from financial expenses to financial income reflected the 11% rise in the level of the dollar/shekel exchange rate as of the end of the fourth quarter as compared to the end of the third quarter of 2008, reaching NIS 3.802 per dollar. This increased the shekel value of the Company's substantial dollar-denominated assets, with the resulting appreciation accounted for as financial income. This effect was compounded by the quarter's 0.5% reduction in the Israeli CPI (Consumer Price Index), which reduced the linkage expenses due on the Company's CPI-linked debentures. Net Results: With record operating income and significant financial income (net), net income for the fourth quarter of 2008 reached a record NIS 32 million (US $8.5million), or NIS 1.27 (US $0.33) per share, compared with NIS 6.5 million, or NIS 0.28 per share in the fourth quarter of 2007, and NIS 12.5 million, or NIS 0.49 per share, in the third quarter of 2008. Results for the Full Year 2008 Revenues for 2008 reached a record NIS 1,107 million (US $291 million), a 0.4% increase compared with NIS 1,103 million for 2007 despite a 32% decrease in revenues from hubbing services (wholesale traffic) during the year and a 12.7% decline in the 2008 shekel/dollar average exchange rate as compared to 2007, a factor which significantly reduced dollar-denominated revenues. Revenues from broadband services during the period increased by 15%, while revenues from traditional telephony services declined by 11%. Excluding revenues from hubbing services, and the effect of the decrease in the average shekel/dollar exchange rate for 2008 compared to 2007, revenues from core activities increased by approximately 9% during the year. Gross margin for 2008 increased to 31.9% from 30.9% in 2007, reflecting the change in the Company's mix of revenues, and the improved cost structure. Operating income (EBIT) for 2008 increased by 15% to a record NIS 133 million (US $34.9 million) compared with NIS 115 million in 2007. Adjusted EBITDA for the year increased by 7% to a record NIS 253 million (US $66.5 million) compared with NIS 236 million in 2007, representing an Adjusted EBITDA margin of 22.8%, compared to 21.4% in 2007. For more information regarding the use of non-GAAP financial measurements, please see the notes contained in this press release. Net income for 2008 increased by 40% to a record NIS 56.0 million (US $14.7 million), or NIS 2.21 (US $0.58) per share, compared to NIS 39.9 million, or NIS 2.05 per share (using a weighted average number of shares) for 2007. Balance Sheet The Company's cash, cash equivalents, short term and long term investments as of December 31, 2008 totaled NIS 289 million (US $76.1 million), compared with NIS 230 million as of December 31, 2007. In parallel, the Company's net financial debt decreased by 9% to NIS 300 million (US $78.8 million) as of the end of the 2008 from NIS 329 million as of December 31, 2007. As of December 31, 2008, the Company's primary balance sheet and operational ratios showed significant improvement as compared to prior years: As of December 31, 2008 2007 2006 Ratio of Shareholders' Equity to Total Assets 43.5% 42.1% 10.6% Ratio of Net Debt to EBITDA 1.2 1.4 7 Adjusted EBITDA margin 22.8% 21.4% 18.5% Current Ratio 0.8 1.2 0.2 (Current Assets divided by Current Liabilities) Segment Overview - Broadband: Q4 revenues from core broadband activities totaled NIS 148 million (US $39 million) representing approximately 50% of the Company's revenues. This is a 13% increase compared with Q4 2007 and a 6% sequential increase compared with Q3 2008. In 2008, broadband service revenues increased by 15% to NIS 550 million (US $145 million), representing approximately 50% of total 2008 revenues compared with 43% in 2007. The increase reflects: - Continued expansion of the Company's local telephony subscriber base. As of the end of the year, 012 Smile.Communications had enrolled over 90,000 local telephony lines. This is ahead of the Company's plan for reaching a 5% market share by the end of 2009. - Continued expansion of Internet subscriber base in a stable pricing environment. - Traditional telephony: Q4 revenues from traditional telephony services were NIS 150 million (US $39.4 million), representing approximately 50% of the Company's revenues. This is a 7% increase compared with Q4 2007, and a 6% increase compared with Q3 2008. For 2008, traditional telephony services accounted for approximately 50% of the Company's total revenues, compared with 57% in 2007. In February 2008 the Company merged its brands under the 012 Smile umbrella, and throughout the year has succeeded in strengthening the recognition of the 012 Smile brand. This reflects the benefit of the merger, which enabled the consolidation of the Company's sales and marketing efforts, as well as the Company's strategic decision to continue its investments in sales and marketing. Comments of Management Commenting on the results, Ms. Stella Handler, CEO of 012 Smile.Communications, said, "The fourth quarter was a strong end to a challenging year. Financially, we delivered record revenues and profits and continued to generate strong cash flow - all while completing a complex merger process, beginning a successful penetration of the local telephony market and preparing to enter the mobile market. Despite uncertain macro markets, as strong believers in the resilience and long-term potential of the Israeli communications market, we continued to expand our marketing investments, thereby strengthening our brand recognition significantly. In parallel, with the belief that our shares and bonds are undervalued, at the end of the year we initiated two buyback programs, a move that will further strengthen our financial platform." Ms. Handler continued, "The combination of these activities has improved our positioning significantly as we enter 2009. Our goals for the year ahead include the further increase in our penetration of the local telephony market, the growth of our customer base, the continual improvement of our customer support services and the entry into the mobile market as soon as the MVNO regulatory environment allows. Given today's uncertain macro-markets, we expect that the revenues of some of our services will be impacted over the next few quarters. Nonetheless, with a strong financial platform, efficient operations and proven sales and marketing capabilities, we believe we are positioned to continue building our business in all market conditions and to take full advantage of the Israeli market's substantial long-term growth potential." Buyback Programs - Share Buyback Program: On December 30, 2008, the Company's Board of Directors announced a share buyback program under which Management is authorized to repurchase up to US $10 million of 012 Smile.Communications' ordinary shares. - Bond Buyback Program: On November 25, 2008, the Company's Board of Directors announced that it had authorized the repurchase of up to NIS 100 million of the Company's Series A bonds. As of December 31, 2008, the Company had utilized approximately NIS 16 million (US $4.2 million) in the repurchase of these bonds. These transactions generated a profit of approximately NIS 2.9 million, which was recorded in financial income (net). As of today, NIS 408,848,857 par value of the bonds remain outstanding. Conference Call Information Management will host an interactive teleconference to discuss the results today, February 26, 2009, at 09:00 a.m. EST. To participate, please call one of the following access numbers several minutes before the call begins: +1-866-345-5855 from within the U.S. or +1-866-958-6867 from within Canada, +1-800-404-1418 from within the U.K., or +972-3-918-0609 from other international locations. The call will also be broadcast live through the company's Website, http://www.012.net/, and will be available there for replay during the next 30 days. Notes: Non-GAAP Measurements Reconciliation between the Company's results on a GAAP and non-GAAP basis is provided in a table immediately following the Consolidated Statement of Operations (Non-GAAP Basis). Non-GAAP financial measures consist of GAAP financial measures adjusted to exclude amortization of acquired intangible assets, as well as certain business combination accounting entries. The purpose of such adjustments is to give an indication of our performance exclusive of non-cash charges and other items that are considered by management to be outside of our core operating results. Our non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. Our management regularly uses our supplemental non-GAAP financial measures internally to understand, manage and evaluate our business and make operating decisions. These non-GAAP measures are among the primary factors management uses in planning for and forecasting future periods. We believe these non-GAAP financial measures provide consistent and comparable measures to help investors understand our current and future operating cash flow performance. These non-GAAP financial measures may differ materially from the non-GAAP financial measures used by other companies. Reconciliation between results on a GAAP and non-GAAP basis is provided in a table immediately following the Consolidated Statement of Operations. EBITDA EBITDA is a non-GAAP financial measure generally defined as earnings before interest, taxes, depreciation and amortization. We define adjusted EBITDA as net income before financial income (expenses), net, impairment and other charges, expenses recorded for stock compensation in accordance with SFAS 123(R), income tax expenses and depreciation and amortization. We present adjusted EBITDA as a supplemental performance measure because we believe that it facilitates operating performance comparisons from period to period and company to company by backing out potential differences caused by variations in capital structure (most particularly affecting our interest expense given our recently incurred significant debt), tax positions (such as the impact of changes in effective tax rates or net operating losses) and the age of, and depreciation expenses associated with, fixed assets (affecting relative depreciation expense). Adjusted EBITDA should not be considered in isolation or as a substitute for net income or other statement of operations or cash flow data prepared in accordance with GAAP as a measure of our profitability or liquidity. Adjusted EBITDA does not take into account our debt service requirements and other commitments, including capital expenditures, and, accordingly, is not necessarily indicative of amounts that may be available for discretionary uses. In addition, adjusted EBITDA, as presented in this press release, may not be comparable to similarly titled measures reported by other companies due to differences in the way that these measures are calculated. Convenience Translation to Dollars For the convenience of the reader, the reported NIS figures of December 31, 2008 have been presented in thousands of U.S. dollars, translated at the representative rate of exchange as of December 31, 2008 (NIS 3.802 = U.S. Dollar 1.00). The U.S. Dollar ($) amounts presented should not be construed as representing amounts receivable or payable in U.S. Dollars or convertible into U.S. Dollars, unless otherwise indicated. Consolidated Balance Sheets Convenience translation into U.S. dollars $1 = NIS 3.802 December 31 December 31 2008 2007 2008 (Unaudited) (Audited) (Unaudited) NIS thousands $ thousands Current assets Cash and cash equivalents 60,652 229,895 15,953 Marketable securities 76,742 - 20,185 Trade receivables, net 203,009 194,964 53,395 Parent company receivable - 6,553 - Related parties receivables - 2,161 - Prepaid expenses and other 23,038 19,804 6,059 current assets Deferred taxes 10,851 9,396 2,854 Total current assets 374,292 462,773 98,446 Investments Long-term trade receivables 6,350 3,460 1,670 Assets held for employee severance benefits 16,499 18,453 4,340 Marketable securities 152,020 - 39,984 Total investments 174,869 21,913 45,994 Property and equipment, net 169,406 160,211 44,557 Other assets, net 293,276 295,592 77,137 Other intangible assets, net 174,640 202,376 45,934 Goodwill 411,171 411,171 108,146 Total assets 1,597,654 1,554,036 420,214 Current liabilities Short-term bank credit - 2,407 - Current maturities of long-term obligations and debentures 99,295 3,558 26,116 Accounts payable 141,055 164,535 37,100 Loan from the parent company 111,344 105,733 29,286 Parent company payables 1,410 - 371 Related parties payables 2,228 - 586 Other payables and accrued expenses 107,732 101,661 28,336 Total current liabilities 463,064 377,894 121,795 Long-term liabilities Debentures 381,141 437,460 100,247 Long term obligations and other payables 143 23,294 38 Deferred taxes 25,116 29,027 6,606 Liability for employee severance benefits 32,430 32,318 8,530 Total long-term liabilities 438,830 522,099 115,421 Total liabilities 901,894 899,993 237,216 Shareholders' equity and parent company investment 695,760 654,043 182,998 Total liabilities, shareholders' equity and parent company investment 1,597,654 1,554,036 420,214 Consolidated Statements of Operations Convenience translation into U.S. dollars $1 = NIS 3.802 Year ended Year ended December 31 December 31 2008 2007 2006 2008 (Unaudited) (Audited) (Audited) (Unaudited) NIS thousands $ thousands Revenues 1,106,993 1,102,888 343,086 291,161 Costs and expenses Cost of revenues 753,416 762,205 224,565 198,163 Selling and marketing expenses 158,435 157,304 59,864 41,672 General and administrative expenses 55,913 57,984 22,921 14,706 Impairment and other charges 6,705 10,433 10,187 1,764 Total costs and expenses 974,469 987,926 317,537 256,305 Income from operations 132,524 114,962 25,549 34,856 Financial expenses, net 53,172 52,043 17,266 13,985 Income before tax expenses 79,352 62,919 8,283 20,871 Tax expenses 23,384 23,027 10,315 6,150 Net income (loss) 55,968 39,892 (2,032) 14,721 Income (loss) per share Basic and diluted income (loss) per share (in NIS) 2.21 2.05 (0.11) 0.58 Weighted average number of ordinary shares used in Calculation of basic and diluted earnings per share 25,360,000 19,493,329 18,370,000 25,360,000 Reconciliation Table of Non-GAAP Measures Year ended December 31 2008 2007 (Unaudited) NIS thousands GAAP operating income 132,524 114,962 Adjustments Amortization of acquired intangible assets 27,280 31,938 Impairment and other charges 6,705 10,433 Expenses recorded for stock based compensation in accordance with SFAS 123(R) 3,429 - Non-GAAP adjusted operating income 169,938 157,333 GAAP tax expenses (benefit), net 23,384 23,027 Adjustments Amortization of acquired intangible assets included in tax expenses, net 7,365 9,262 Non-GAAP tax expenses, net 30,749 32,289 Net income as reported 55,968 39,892 Taxes on income 23,384 23,027 Non-recurring expenses 6,705 10,433 Expenses recorded for stock based compensation in accordance with SFAS 123(R) 3,429 - Financial expenses, net 53,172 52,043 Depreciation and amortization 110,054 110,243 Adjusted EBITDA 252,712 235,638 Combined and Consolidated Statements of Cash Flows (in thousands) Convenience translation into US dollars Year ended Year ended December 31 December 31 2008 2007 2006 2008 NIS NIS NIS US$ Cash flows from operating activities: Net income (loss) 55,968 39,892 (2,032) 14,721 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 110,054 110,981 21,433 28,946 Stock-based compensation expenses 3,429 - - 902 Deferred tax benefit (485) (11,129) (94) (128) Accrued interest on debentures 21,061 20,458 - 5,539 Increase in allowance for doubtful accounts, net 436 5,931 1,102 115 Increase in employee severance benefits, net 2,066 (34) (135) 543 Impairment and other charges - - 8,202 - Linkage and interest differences on long-term obligations, exchange rate difference and other 42,922 24,592 (1,361) 11,289 Income from redemption of debentures (2,886) - - (759) Realized and unrealized income (expenses) on marketable securities, net 9,518 883 (79) 2,503 Changes in assets and liabilities, net of effects of acquisition: Trade receivables including non current portion (11,371) (7,552) (8,489) (2,991) Prepaid expenses and other current assets (1,931) 2,116 (364) (508) Other assets, net 483 (52) 1,234 127 Accounts payable (35,766) 7,102 18,947 (9,407) Receivables (payables) from parent company, net 3,825 (5,274) (918) 1,006 Other payables and accrued expenses 11,563 34,236 659 3,041 Net cash provided by operating activities 208,886 222,150 38,105 54,941 Cash flows from investing activities: Purchase of property and equipment and other assets (56,135) (50,808) (11,175) (14,765) Purchase of a subsidiary company, net of cash acquired - (585,636) (5,118) Investment in marketable securities (358,224) - - (94,220) Proceeds from sale of marketable securities 100,417 - - 26,412 Net cash used in investing (313,942) (636,444) (16,293) (82,573) Activities Cash flows from financing activities: Changes in short-term bank credit, net (2,407) (329,232) 41,552 (633) Loan from parent company - 100,640 - - Payments in respect of long-term finance arrangement (25,835) (50,247) (35,421) (6,795) Issuance of debentures, net of issuance expense - 423,779 - Redemption of debentures (15,913) - - (4,186) Contribution from Parent Company - 170,238 10,044 - Proceeds from issuance of shares, net - 299,364 - - Net cash (used in) provided by financing activities (44,155) 614,542 16,175 (11,614) Changes in cash and cash equivalents (149,211) 200,248 37,987 (39,245) Effect of exchange rate changes (20,032) (8,340) - (5,269) Cash and cash equivalents at beginning of the year 229,895 37,987 - 60,467 Cash and cash equivalents at end of year 60,652 229,895 37,987 15,953 Supplemental information: Interest paid 3,564 11,463 382 937 Income taxes paid 12,480 8,000 - 3,282 Non-cash investing activities: Acquisition of property and equipment and other assets on credit 12,286 13,063 7,545 3,231 012 acquisition - - 584,621 - For further information, please contact: Mor Dagan - Investor Relations / Tel:+972-3-516-7620 DATASOURCE: 012 Smile.communications Ltd. CONTACT: For further information, please contact: Mor Dagan - Investor Relations, / Tel:+972-3-516-7620

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