6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of August 2013

Commission File Number: 001-13138

Pointer Telocation Ltd.

(Translation of registrant's name into English)

14 Hamelacha Street, Rosh Ha'ayin, Israel 48091

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________

Pointer Telocation Ltd.

On August 14th, 2013, Pointer Telocation Ltd. issued a press release announcing its Q2 2013 financial results.

A copy of this press release is annexed hereto as Exhibit 1 and is incorporated herein by reference.

This Form 6-K is being incorporated by reference into all effective registration statements filed by the Registrant under the Securities Act of 1933.

Exhibit

Exhibit 1 Press release dated August 14th, 2013, announcing Pointer Telocation’s Q2 2013 financial results.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

    Date: August 14th, 2013 POINTER TELOCATION LTD.   By: /s/ Yossi Ben Shalom —————————————— Yossi Ben Shalom Chairman of the Board of Directors

EX-99

Exhibit 1

For Immediate Release

Pointer Telocation Reports Q2 2013 Financial Results

· Record revenues of $ 23 million

· Adjusted EBITDA - $ 2.7 million in Q2 2013

· Non-GAAP net income of $ 1.7 million in Q2 2013

Rosh HaAyin, Israel August 14th, 2013 Pointer Telocation Ltd. (Nasdaq CM: PNTR) - a leading developer, manufacturer and operator of Mobile Resource Management (MRM) and roadside assistance services for the automotive industry, announced today its financial results for the second quarter of 2013.

Financial Highlights

Revenues: Pointer's revenues for the second quarter of 2013 increased approximately 10% to $23.2 million compared to $21.2 million in the second quarter of 2012.

International activities for the second quarter of both 2013 and 2012 were 27% of total revenues.

Revenues from products in the second quarter of 2013 increased approximately 9% to $8.4 million (36% of revenues) compared to $7.7 million (36% of revenues) in the same period in 2012.

Pointer's revenues from services in the second quarter of 2013 increased approximately 10% to $14.8 million (64% of revenues) compared to $13.5 million (64% of revenues), in the comparable period of 2012.

Gross Profit: In the second quarter of 2013, gross profit was $7.6 million (33% of revenues) compared to $6.8 million (32% of revenues) in the second quarter of 2012.

Operating Income: Operating income increased approximately 44% to $1.767 million in the second quarter of 2013 compared to $1.223 million in the second quarter of 2012.

Net Income: Net income attributable to Pointer's shareholders was $1 million or $0.17 per share in the second quarter of 2013 compared to $0.2 million, or $0.04 per share, in the second quarter of 2012.

Non GAAP net income: Pointer recorded non-GAAP net income of $ 1.74 million in the second quarter of 2013, an increase of approximately 34% compared to non-GAAP net income of $1.3 million in the second quarter of 2012.

Adjusted EBITDA: Pointer's adjusted EBITDA for the second quarter of 2013 was $2.7 million compared to $2.6 in the second quarter of 2012.

David Mahlab, Pointer's Chief Executive Officer, commented on the results: "We are pleased by our continued improved performance – both on the top and bottom lines – despite the challenging economic conditions in markets around the world, leading to prices and margins erosion in our Company. We are continuing to devote a great deal of effort in developing and launching new products that will enable us to sustain our leading market position and continue to improve our overall performance. In addition, we continue to explore growth opportunities in additional markets along with our ongoing marketing efforts in Latin America."

Conference Call Information:

Pointer Telocation's management will host today, Wednesday, August 14th, 2013 a conference call with the investment community to review and discuss the financial results, and will also be available to answer questions.

The conference call will commence at 9:30 AM EST, 16:30 PM Israel time.

To participate in the call, please dial in to one of the teleconferencing numbers below. Please begin placing your call at least 5 minutes before the time set for the commencement of the conference call.

From USA: + 1-800-896-9108, From Israel: 03-918-0688

A replay will be available from August 15th, 2013 at the company website: www.pointer.com

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Reconciliation between results on a GAAP and Non-GAAP basis.

Reconciliation between results on a GAAP and Non-GAAP basis is provided in a table immediately following the Condensed Interim Consolidated Statements of Cash Flows.

Pointer uses adjusted EBITDA and non-GAAP net income as a non-GAAP financial performance measurement.

We calculate adjusted EBITDA by adding back to net income, net loss from discontinued operations, financial expenses, taxes, depreciation, the effects of non-cash stock-based compensation expense, amortization and non-cash impairment of goodwill and intangible assets.

We calculate non-GAAP net income by adding back to net income, net loss from discontinued operations, the effects of non-cash stock based compensation expenses, amortization of intangibles related to acquisitions and non-cash tax expenses resulting from timing differences relating to the amortization of acquisition-related intangible assets and goodwill.

The purpose of such adjustments is to give an indication of our performance exclusive of non-GAAP charges that are considered by management to be outside of our core operating results.

Adjusted EBITDA and non-GAAP net income are provided to investors to complement results provided in accordance with GAAP, as management believes the measure helps illustrate underlying operating trends in the Company's business and uses the measure to establish internal budgets and goals, manage the business and evaluate performance. We believe that these non-GAAP measures help investors to understand our current and future operating cash flow and performance, especially as our acquisitions have resulted in amortization and non-cash items that have had a material impact on our GAAP profits. Adjusted EBITDA and non GAAP net income should not be considered in isolation or as a substitute for comparable measures calculated and should be read in conjunction with our consolidated financial statements prepared in accordance with GAAP. These non-GAAP financial measures may differ materially from the non-GAAP financial measures used by other companies.

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About Pointer Telocation:

Pointer Telocation is a leading provider of technology and services to the automotive and insurance industries, offering a set of services including Road Side Assistance, Stolen Vehicle Recovery and Fleet Management. Pointer has a growing list of customers and products installed in more than 45 countries. Cellocator, a Pointer Products Division, is a leading AVL (Automatic Vehicle Location) solutions provider for stolen vehicle retrieval, fleet management, car & driver safety, public safety, vehicle security and more. The Company's top management and the development center are located in the Afek Industrial Area of RoshHa'ayin, Israel.

For more information: http://www.pointer.com

Forward Looking Statements

This press release contains historical information and forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995 with respect to the business, financial condition and results of operations of the Company. The words "believe," "expect," "anticipate," "intend," "seems," "plan," "aim," "should" and similar expressions are intended to identify forward-looking statements. Such statements reflect the current views, assumptions and expectations of the Company with respect to future events and are subject to risks and uncertainties. Many factors could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, among others, changes in the markets in which the Company operates and in general economic and business conditions, loss or gain of key customers and unpredictable sales cycles, competitive pressures, market acceptance of new products, inability to meet efficiency and cost reduction objectives, changes in business strategy and various other factors, both referenced and not referenced in this press release. Various risks and uncertainties may affect the Company and its results of operations, as described in reports filed by the Company with the Securities and Exchange Commission from time to time. The Company does not assume any obligation to update these forward-looking statements.

Contact:
Zvi Fried, V.P. and Chief Financial Officer	Chen Livne, Gelbart-Kahana Investor Relations
Tel.; 972-3-572 3111	Tel: 972-3-607 4717, +972-54-302 2983
E-mail: zvif@pointer.com	E-mail: chen@gk-biz.com

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POINTER TELOCATION

INTERIM CONSOLIDATED BALANCE SHEETS

U.S. dollars in thousands

	June 30,		December 31,
	2013		2012
	Unaudited
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	2,405	$	3,685
Restricted cash		98		108
Trade receivables		18,039		16,215
Other accounts receivable and prepaid expenses		2,312		2,069
Inventories		4,215		3,982
Total current assets		27,069		26,059
LONG-TERM ASSETS:
Long-term accounts receivable		527		582
Severance pay fund		9,812		9,034
Property and equipment, net		11,002		10,364
Investment and long term loans to affiliate		860		814
Other intangible assets, net		1,770		2,242
Goodwill		48,610		47,190
Total long-term assets		72,581		70,226
Total assets	$	99,650	$	96,285

The accompanying notes are an integral part of the interim consolidated financial statements.

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POINTER TELOCATION

INTERIM CONSOLIDATED BALANCE SHEETS

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

	June 30,			December 31,
	2013			2012
	Unaudited
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term bank credit and current maturities of long-term loans	$	9,154		$	11,129
Trade payables		10,965			11,248
Deferred revenues and customer advances		8,789			6,954
Other accounts payable and accrued expenses		6,955			7,251
Total current liabilities		35,863			36,582
LONG-TERM LIABILITIES:
Long-term loans from banks		8,907			9,339
Long-term loans from shareholders and others		1,083			925
Other long-term liabilities		4,315			3,765
Accrued severance pay		11,075			10,328
		25,380			24,357
COMMITMENTS AND CONTINGENT LIABILITIES
EQUITY:
Pointer Telocation Ltd's shareholders' equity:
Share capital -
Ordinary shares of NIS 3 par value -
Authorized: 8,000,000 shares at June 30, 2013 and December 31, 2012; Issued and outstanding: 5,555,558 shares at June 30, 2013 and December 31, 2012		3,871			3,871
Additional paid-in capital		120,680			120,290
Accumulated other comprehensive income		1,429			1,127
Accumulated deficit		(93,762	)		(95,540	)
Total Pointer Telocation Ltd's shareholders' equity		32,218			29,748
Non-controlling interest		6,189			5,598
Total equity		38,407			35,346
Total liabilities and shareholders' equity	$	99,650		$	96,285

The accompanying notes are an integral part of the interim consolidated financial statements.

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POINTER TELOCATION

INTERIM CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

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

	Six months ended June 30,					Three months ended June 30,					Year ended December 31,
	2013		2012			2013		2012			2012
	Unaudited
Revenues:
Products	$	15,816	$	15,516		$	8,394	$	7,691		$	30,402
Services		29,564		27,258			14,841		13,475			54,430
Total revenues		45,380		42,774			23,235		21,166			84,832
Cost of revenues:
Products		9,198		9,280			4,817		4,655			17,988
Services		21,343		19,074			10,783		9,647			38,573
Amortization of intangible assets		-		121			-		61			181
Total cost of revenues		30,541		28,475			15,600		14,363			56,742
Gross profit		14,839		14,299			7,635		6,803			28,090
Operating expenses:
Research and development		1,470		1,389			800		673			2,716
Selling and marketing		4,894		4,445			2,569		2,186			9,067
General and administrative		4,653		4,808			2,370		2,220			9,232
Amortization of intangible assets		510		1,005			129		501			1,987
Total operating expenses		11,527		11,647			5,868		5,580			23,002
Operating income		3,312		2,652			1,767		1,223			5,088
Financial expenses, net		598		927			260		462			1,628
Other income (expenses), net		9		(9	)		1		(2	)		(5	)
Income before taxes on income		2,721		1,716			1,508		759			3,455
Taxes on income		467		546			303		257			861
Income after taxes on income		2,254		1,170			1,205		502			2,594
Equity in gains (losses)  gains of affiliate		182		(81	)		70		(33	)		38
Income from continuing operations		2,436		1,089			1,275		469			2,632
Loss from discontinued operations, net		-		700			-		518			995
Net income (loss)	$	2,436	$	389		$	1,275	$	(49	)	$	1,637

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POINTER TELOCATION

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

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

	Six months ended June 30,						Three months ended June 30,						Year ended December 31,
	2013			2012			2013			2012			2012
	Unaudited
Other comprehensive income (loss):
Currency translation adjustments of foreign operations	$	593		$	(921	)	$	(102	)	$	(1,575	)	$	299
Realized gains (losses) on derivativesdesignated as cash flow hedges		(24	)		(161	)		-			(82	)		224
Unrealized gains on derivativesdesignated as cash flow hedges		-			295			-			32			14
Total comprehensive income (loss)	$	3,005		$	(398	)	$	1,173		$	(1,674	)	$	2,174
Profit from continuing operations attributable to:
Equity holders of the parent		1,778			722			971			421			1,833
Non-controlling interests		658			367			304			48			799
		2,436			1,089			1,275			469			2,632
Loss from discontinued operations attributable to:
Equity holders of the parent		-			357			-			219			630
Non-controlling interests		-			343			-			299			365
	$	-		$	700		$	-		$	518		$	995
Total comprehensive income (loss) attributable to:
Equity holders of the parent		2,081			(343	)		887			(1,088	)		1,493
Non-controlling interests		924			(55	)		286			(586	)		681
	$	3,005		$	(398	)	$	1,173		$	(1,674	)	$	2,174
Earnings per share attributable to Pointer Telocation Ltd's shareholders:
Basic net earnings per share	$	0.32		$	0.07		$	0.17		$	0.04		$	0.23
Diluted net earnings per share	$	0.32		$	0.07		$	0.17		$	0.04		$	0.23

The accompanying notes are an integral part of the interim consolidated financial statements.

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POINTER TELOCATION

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

U.S. dollars in thousands

	Six months ended June 30,						Three months ended June 30,						Year ended December 31,
	2013			2012			2013			2012			2012
	Unaudited
Cash flows from operating activities:
Net income	$	2,436		$	389		$	1,275		$	(49	)	$	1,637
Adjustments required to reconcile consolidated net income to net cash provided by operating activities:
Depreciation, amortization and impairment		1,913			3,059			830			1,709			5,546
Accrued interest and exchange rate		(19	)		4			5			(10	)		118
changes of long-term loans to affiliate		-			28			-			28			-
Accrued severance pay, net		(67	)		(45	)		(27	)		(8	)		91
Gain from sale of property and equipment, net		(166	)		(124	)		(98	)		(86	)		(271	)
Equity in losses (gains) of affiliate		(182	)		81			(70	)		33			(38	)
Stock-based compensation		58			168			25			67			265
Decrease in restricted cash		10			6			5			4			15
Decrease (increase) in trade receivables, net		(1,478	)		(2,317	)		535			721			(1,572	)
Decrease (increase) in other accounts receivable and prepaid expenses		(257	)		(641	)		136			(382	)		46
Decrease (increase) in inventories		(94	)		883			(59	)		81			732
Deferred income taxes, net		432			464			271			100			847
Decrease in long-term accounts receivable		32			233			9			77			234
Increase (decrease) in trade payables		(428	)		973			(250	)		808			965
Increase (decrease) in other accounts payable and accrued expenses		1,259			941			(157	)		(527	)		(274	)
Net cash provided by operating activities		3,449			4,102			2,430			2,566			8,341
Cash flows from investing activities:
Purchase of property and equipment		(2,436	)		(2,398	)		(1,409	)		(1,091	)		(4,033	)
Proceeds from sale of property and equipment		798			746			128			314			1,733
Investment and loans/Repayments in affiliate, net		66			(717	)		34			12			(669	)
Acquisition of subsidiary (a)		-			(251	)		-			-			(251	)
Purchase of business activity (b)		-			(3,125	)		-			-			(3,125	)
Net cash used in investing activities		(1,572	)		(5,745	)		(1,247	)		(765	)		(6,345	)
Cash flows from financing activities:
Receipt of long-term loans from banks		3,681			7,637			2,333			4,456			11,670
Repayment of long-term loans from banks		(5,598	)		(5,658	)		(2,420	)		(3,051	)		(12,253	)
Dividend paid to non-controlling interest		-			-			-			-			(1,215	)
Proceeds from issuance of shares		-			143			-			138			1,947
Short-term bank credit, net		(1,046	)		263			(670	)		(1,867	)		(347	)
Net cash provided by (used in) financing activities		(2,963	)		2,385			(757	)		(324	)		(198	)
Effect of exchange rate changes on cash and cash equivalents		(194	)		125			(351	)		94			419
Increase (decrease) in cash and cash equivalents		(1,280	)		867			75			1,571			2,217
Cash and cash equivalents at the beginning of the period		3,685			1,468			2,330			764			1,468
Cash and cash equivalents at the end of the period	$	2,405		$	2,335		$	2,405		$	2,335		$	3,685

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POINTER TELOCATION

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

U.S. dollars in thousands

		Six months ended June 30,					Three months ended June 30,					Year ended December 31,
		2013		2012			2013		2013			2012
		Unaudited
(a)	Acquisition of subsidiary:
	Property and equipment	$	-	$	22		$	-	$	22		$	22
	Technology		-		58			-		58			58
	Goodwill		-		304			-		304			304
	Non controlling Interest		-		(133	)		-		(133	)		(133	)
		$	-	$	251		$	-	$	251		$	251
(b)	Purchase of business activity:
	Working capital	$	-	$	27		$	-	$	27		$	27
	Property and equipment		-		112			-		112			112
	Customer list		-		1,364			-		1,364			1,364
	Goodwill		-		1,669			-		1,669			1,669
	Accrued severance pay, net		-		(23	)		-		(23	)		(23	)
	Employees accruals		-		(24	)		-		(24	)		(24	)
		$	-	$	3,125		$	-	$	3,125		$	3,125

The accompanying notes are an integral part of the interim consolidated financial statements.

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POINTER TELOCATION

ADDITIONAL INFORMATION

U.S. dollars in thousands

The following table reconciles the GAAP to non-GAAP operating results:

Non GAAP Net income

	Six months ended June 30				Three months ended June 30					Year ended December 31
	2013		2012		2013		2012			2012
	Unaudited
GAAP Net income (loss) as reported	$	2,436	$	389	$	1,275	$	(49	)	$	1,637
amortization and impairment of  intangible assets		510		1,126		129		562			2,168
Loss from discontinued operations, net		-		700		-		518			995
Stock based compensation  expenses		58		168		25		67			265
non-cash tax expenses resulting from timing differences relating to the amortization of acquisition-related intangible assets and goodwill		563		419		315		201			819
Non-GAAP Net income	$	3,567	$	2,802	$	1,744	$	1,299		$	5,884

Adjusted EBITDA

	Six months ended June 30				Three months ended June 30					Year ended December 31
	2013		2012		2013		2012			2012
	Unaudited
GAAP Net income (loss) as reported:	$	2,436	$	389	$	1,275	$	(49	)	$	1,637
Loss from discontinued operations, net		-		700		-		518			995
Financial expenses, net		598		927		260		462			1,628
Tax on income		467		546		303		257			861
Stock based compensation  expenses		58		168		25		67			265
Depreciation, amortization and impairment of goodwill and intangible assets		1,913		2,711		830		1,361			5,198
Non-GAAP Adjusted EBITDA	$	5,472	$	5,441	$	2,693	$	2,616		$	10,584

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