trafficmaster plc
martell house
university way
cranfield
bedfordshire
mk43 0tr
wwwtrafficmaster couk
annual report 
and accounts
year ended 31 december 2004
new challenges
new directions
trafficmaster annual report and accounts for the year ended 31 december 2004 page two
trafficmaster annual report and accounts for the year ended 31 december 2004
contents
trafficmaster the leading supplier of
digital traffic information and intelligent
navigation services announces strong
growth in both turnover and profits in the
12 months ended 31 december 2004
“trafficmaster has made solid progress in 2004 the significant rise in both profits and
turnover underline the increasing acceptance of our products in particular smartnav
has trebled the number of units sold reflecting the consumer appetite for this
innovative product with good momentum in our operating businesses we are well
positioned to continue to deliver strong growth in 2005”
colin walsh chairman of trafficmaster plc
3 highlights
5 chairman’s statement
7 chief executive’s statement
10 board of directors
12 registered office and advisers
13 directors’ report
16 directors’ remuneration report
20 corporate governance
22 statement of directors’ responsibilities
23 independent auditors’ report
24 consolidated profit and loss account
24 consolidated statement of total
recognised gains and losses
25 consolidated balance sheet
26 company balance sheet
27 consolidated cash flow statement
28 notes to the financial statements
45 notice of annual general meeting new challengesnew directions
page thirteen page three
new challengesnew directions page four
trafficmaster annual report and accounts for the year ended 31 december 2004 new challengesnew directions
page five
trafficmaster made very good progress in 2004 increasing revenues by 197 to
£366 million and significantly increased pretax profits from £05 million to £48
million this strong financial performance was spread across the group with over
125000 customers now subscribing to our broad range of telematics services
each of our four operating divisions made good progress during 2004 with the
group achieving significant new contracts during the year  specifically we have
important new deals with honda motor europe limited and transport for london
tfl in our traffic division standard fit deals with mitsubishi and peugeot for
smartnav and two large national account deals for our usa fleettracking
business teletrac
trafficmaster’s key markets have developed well in 2004 in particular the incar
navigation market has accelerated its growth with various new products stimulating
the development of the market we believe that the outlook looks encouraging as
both motorists and motor manufacturers seek to make satellite navigation systems
commonplace within the car  
2005 has brought new challenges and new prospects however i believe the
existing management team is well positioned to exploit the opportunities now
emerging in the various business divisions
colin walsh
chairman
22 april 2005
chairman’s statement page six
trafficmaster annual report and accounts for the year ended 31 december 2004
overall 2004 was a good year for trafficmaster with strong growth in
the sales of smartnav our satellite navigation product and of fleet
director our usa fleet management product we tripled the unit sales
of smartnav and grew fleet director unit sales by 50
our subscription business continued to increase and recurring
subscriptions now form an important part of our business with
numbers increasing to 125000 by the end of 2004 recurring
subscriptions now form 31 of our revenues  new challengesnew directions
page seven
chief executive’s statement
financial results
the strategy of concentrating on
our four core areas  satellite
navigation fleet management
traffic information and stolen
vehicle tracking has resulted in
substantially improved results for
the period
revenues grew to £366 million
during the year representing an
increase of 197 over the 2003
figure of £306 million this was
based on strong growth in
smartnav revenues up 159 and
teletrac revenues up 276 in usa
dollars and 142 on a sterling
basis revenues in the second half
of the year grew to £196 million
from £170 million in the first half
group operating profit from
continuing operations for the year
was £24 million as compared with
a like for like profit of £05 million in
2003 after adjusting for the net
exceptional credits of £21m better
than anticipated trading in q4
resulted in the operating profit
being ahead of the £22 million
referred to in our trading statement
of 17 december 2004 the supply
problem concerning touchscreens
referred to in that statement was
resolved in december and we have
been able to meet customer
demand for this product since then 
profit before tax which includes
£23 million relating to the discount
achieved on early settlement of the
teletrac bonds grew to £48 million
2003 £550000
during the year we prepurchased
£25 million of key components for
the new low cost invehicle unit to
secure economies of scale as well
as investing £35 million in capital
expenditure and repaid the legacy
teletrac bonds which carried a
coupon rate of 9 at a cost of £35
million net of the share placing as
a result cash balances and short
term deposits fell to £14 million
from £73 million at december
2003 this level of investment will
not be repeated in 2005 during
which we expect to be cash
generative 
at our forthcoming agm we will ask
shareholders to consider
resolutions to apply for permission
to create distributable reserves by
writing off accumulated deficit
against the share premium account operational results
smartnav – 
satellite navigation business
smartnav sales tripled in 2004 to 27600
and we ended the year with 22
manufacturers recommending the
product to their customers smartnav has
been fitted as standard on 11 models this
is an important factor driving further
growth in the coming year  the rover 75
standard fitment whilst originally a
landmark deal for trafficmaster will not
now produce the results originally
envisaged in 2005 due to the
administrators being called into mg
rover  as announced the debt to
trafficmaster was circa £540000 at the
commencement of the administration
the successful launch of the touchscreen
product which allows users to enter
routes via a small dashboard fitted
screen was a significant factor in our
sales growth
the increase in unit sales has led to an
increase in smartnav operations and in
january we delivered over 350000 routes
to our customers nearly three times the
volume delivered in january 2004
the satellite navigation market itself
developed substantially in the second half
of last year  whilst we saw increasing
competition from hand held and pda
based units the growth of car based
navigation systems continued we believe
smartnav took a market share of over
20 of new units from a standing start
just 18 months earlier  
we have continued to enhance the
product with numerous additional
features – smartnav can now assist
motorists in dealing with new challenges
such as toll roads congestion charges
and speed cameras as well as the more
established problems like avoiding the
effects of increasing road congestion and
vehicle security 
we continue to develop new services that
can be delivered using our platform over
the past six months we have been
working with norwich union on the
feasibility of a “pay as you drive”
insurance service based on the
trafficmaster platform this would not
only provide trafficmaster’s smartnav
trackstar and fleetstar customers with
an attractive insurance option but it will
also allow norwich union to take
advantage of the versatile trafficmaster
platform in their “pay as you drive”
programme 
during 2005 we will deliver a gprs
version of the smartnav product which
will enable users to get their routes more
quickly and economically as well as
improving services to customers
trafficmaster also expects to benefit from
the lower data transfer costs 
in 2005 we are aiming to add some of the
remaining car manufacturers to the list of
companies providing smartnav to its
customers we also expect to continue to
refine and enhance the product to provide
greater service and value to the customer  
in order to maximise our position in the
rapidly developing navigation market we
have started to market smartnav more
aggressively using the most costeffective
and targeted media in march and april
for example we will be advertising in
motorway service areas and car
magazines and will broadcast a
nationwide radio campaign on 
classic fm 
we are confident in smartnav’s continued
growth potential the product is well
positioned being highly differentiated from
competing navigation systems being an
offboard solution its single button ease
of use and superior routing performance
provide a compelling reason to buy in
many segments of the user community
whilst the additional services that we
provide on the platform are simply not
possible using onboard systems in
particular we find that customers value
trafficmaster’s speed camera warnings
partial address searches concierge
services and stolen vehicle tracking
capability 
teletrac inc – 
usa fleet management business
the revenue growth we saw in the first
half of 2004 continued throughout the
second half giving year on year growth 
of 276 in usa dollars and 142 
on a sterling basis teletrac is now a
sizable operation with around 45000
vehicles being monitored and over 10
million vehicle communications 
handled each day 
the growth in revenues and profits has
occurred in all three of our operational
regions in the usa during 2004 we
entered five new metros including atlanta
las vegas and boston and will enter
another eleven in 2005 as well as
geographical expansion we have
increased the effectiveness of our sales
operation with our existing sales team
page eight
trafficmaster annual report and accounts for the year ended 31 december 2004 new challengesnew directions
page nine
improving productivity by 30 over
2003 in addition we have also started
to see significant revenue from our
national accounts team with 350 units
at stuart stevenson and another for
190 units in builder first source
teletrac is positioned at the high
feature high service end of the market
this has enabled it to continue its sales
growth with unit sales up 50 on 2003
at the same time average revenue per
unit has remained steady particularly
for the key fleet director product
despite the entry of lower cost units
into the market
as well as the improvement in sales
effectiveness a 38 reduction in churn
and the introduction of the new
trafficmaster “black box” into the
teletrac market also contributed
significantly to the improvement in
margins
other product improvements
introduced this year include a new
customer control centre live invehicle
diagnostics and a number of integrated
solutions for larger customers 
uk traffic information business
our high quality uk traffic data
continues to be one of the cornerstones
of our business providing traffic
warnings for phone based speech
based and car based traffic services it
is also a unique and important part of
our smartnav service allowing us to
provide accurate traffic impacted
routing which is superior to other
products in the market 
last year we began to deliver our high
quality traffic information over
rdstmc this technology provides the
ability to deliver traffic information over
fm radio into conventional onboard
navigation systems we are pleased to
announce that we will shortly be
providing a service for a premium
brand manufacturer through a contract
with siemens vdo and we are in the
final stages of concluding a contractual
agreement with honda motor europe
limited we will begin delivering traffic
information to customers of these
companies in 2005 and more contracts
of this type are expected to follow 
this year  
we continue to invest in the
development and maintenance of our
uk traffic information network with a
view to improving the quality and scope
of the underlying data during 2004 we
extended coverage to include the new
m6 toll road
we have signed a deal with transport
for london tfl allowing us to extend
the network extensively into london
using the data from their congestion
zone cameras this will provide
trafficmaster with improved inner
london traffic data and will provide 
tfl with trafficmaster journey time
information for better management 
of the road network in london
rac trackstar limited – 
stolen vehicle tracking business 
rac trackstar continued to gain
market share during the period with
the trackstar plus product trackstar
plus is offered at a competitive price
and offers a “safe speed” speed
camera warning feature as an option
for users this has proved attractive to
the market with unit sales increased
by 35 over the same period last year
and gross profit up 34 on last year 
this year thatcham has specified a
new type of tracking device on behalf
of the motor insurance industry
designated category 5 trackstar will
deliver a new category 5 product that
will start shipping in the second half of
the year  so far category 5 devices have
not yet made an impact on the market
but as insurance companies adopt the
new standard this is likely to change in
the latter part of 2005 trackstar is well
positioned to take advantage of the
opportunity that this industry change
may bring to the market
outlook
the uk navigation market and the usa
fleet tracking market continue to grow
rapidly and our new unified telematics
“black box” is now shipping in volume
in all our businesses with the recent
contract wins across our operating
divisions and despite the
administration of mg rover the
company is well positioned to continue
to deliver growth in 2005 
stuart berman
chief executive
22 april 2005 page ten
trafficmaster annual report and accounts for the year ended 31 december 2004
colin walsh
nonexecutive chairman
colin was appointed as 
nonexecutive chairman in
june 2004 he has been a
member of the trafficmaster
board since 1992 previously a
nonexecutive director colin
was central to arranging
funding for the business
which led to the flotation of
the company in 1994 and
subsequently to its
’internationalisation’ colin
has worked in the venture
capital industry securing
funds for growth companies
since 1989 and he serves on
the board of a number of
companies with an mba in
international business and
industrial development from
the university of ulster he
currently manages a venture
capital fund investing in
growth companies in
northern ireland
stuart berman
chief executive
stuart was appointed chief
executive in september 2004
having previously spent two
years as trafficmaster’s chief
operating officer  with an
engineering background and
an mba stuart has worked in
various pioneering technology
companies and for the past
ten years has held senior
director positions in a number
of high growth technology
companies prior to joining
trafficmaster in september
2001 stuart was managing
director of films2 limited a
broadband videoondemand
venture that he developed
from startup previously
stuart was commercial
director at demon internet
limited where he was
responsible for all revenue
generating activities in both
the uk and europe
tony eales
chief executive officer
teletrac inc usa 
tony has a background in the
telecommunications industry
and has held senior
management positions within
finance marketing and
strategic planning he joined
trafficmaster in july 1998 and
was appointed to the board in
january 1999 his initial remit
included corporate
development at trafficmaster
giving him responsibility for
generating new business and
product development he also
managed rac trafficmaster
telematics and developed
strategic partnerships in
august 2001 tony joined
teletrac as chief executive
officer  he continues to serve
as an executive board
director of trafficmaster plc
nigel bond
finance director
nigel joined trafficmaster in
2001 with eighteen years
experience as a finance
director  he started his career
at shell chemicals in 1971
and has held positions at
blanchards plc a design and
construction company and
antocks larin group ltd in a
move to alison associates ltd
a group that specialises in
information systems for the
motor industry nigel
contributed to the expansion
of the company whereby the
business grew from a staff of
40 to an international group of
companies employing 400
people across europe and the
usa nigel is a fellow of the
institute of chartered
accountants in england and
wales and studied economics
at cambridge university new challengesnew directions
page eleven
ian coomber
non executive director
ian coomber has over thirty
five years experience of the
motor industry and was most
recently executive director
sales marketing and
customer care of vauxhall
motors limited ian served
with vauxhall motors limited
from 1963 until 2001 having
started as a sponsored degree
student in 1963 ian moved
through the ranks to become
executive director sales
marketing and customer care
in 2000 during this time he
held positions of district
service manager zone fleet
manager fleet sales
manager and general sales
manager  in addition to the
vauxhall board ian was
director gmac uk ltd ibc
vehicles and opel
performance centre gmbh
in addition he was cochair
of the retail forum limited
and chairman of the society
of motor manufacturers and
traders smmt car section
committee 
adrian joseph
sales and marketing director
adrian joseph has over eleven
years experience working
within the automotive market
he has held senior positions
within at kearney a leading
management consultancy
and with ford motor
company where his roles
covered both uk and
european sales management
and planning as well as brand
strategy adrian also has an
mba with distinction from
manchester business school
his responsibilities at
trafficmaster include
delivering aggressive growth
targets and managing
automotive manufacturer
relationships dealer network
sales teams direct sales
operations as well as the
marketing function 
ian williams
nonexecutive director
ian is the cofounder of
trafficmaster along with david
martell having been a long
standing business colleague
his career background is in
retail and production
management and he has
worked both in the usa and in
london ian has been involved
in the development of a wide
range of business interests
and he holds directorships in
a number of companies
bill mcintosh
nonexecutive director
bill has particular experience
of the telematics and
international subscription
business and has held a
number of senior financial
and company secretarial
positions within a number of
other industries he has also
been involved in startup and
early stage companies bill
was appointed finance
director at trafficmaster in
1994 however in september
2001 he resigned his executive
position on health grounds
and was subsequently
appointed as a nonexecutive
director  bill qualified as a
chartered accountant with
thompson mclintock now
part of kpmg audit plc he is
a graduate in law from
glasgow university and a
member of the institute of
chartered accountants of
scotland trafficmaster annual report and accounts for the year ended 31 december 2004
page twelve
registered office
martell house
university way cranfield
bedfordshire mk43 0tr
registered number 2292714
auditors
kpmg audit plc
1 waterloo way
leicester le1 6lp 
tel 0116 256 6000
stockbrokers
bridgewell limited
old change house
128 queen victoria street
london ec4v 4bj
tel 020 7003 3000
teather  greenwood limited 
beaufort house
15 st botolph street 
london ec3a 7qr
tel 020 7426 9000
solicitors
addleshaw goddard
25 cannon street
london ec4m 5tb
tel 020 7606 8855
lewis silkin
12 gough square
london ec4a 3dw
tel 020 7074 8000
public relations
financial dynamics
holborn gate
26 southampton buildings
london wc2a 1pb
tel 020 7831 3113
registrars
capita registrars
the registry
34 beckenham road
beckenham
kent br3 4tu
tel 0870 162 3100
bankers
barclays bank
11 bank court
hemel hempstead hp1 1bx
tel 01582 686271 new challengesnew directions
page thirteen
directors’ report
the directors have pleasure in presenting their report and the audited financial statements for the year ended 31 december 2004
principal activities and business review
trafficmaster is a leading journey management company providing high quality satellite navigation traffic data and vehicle tracking a
review of the business of the group during the year is given in the chief executive’s statement on pages 7 to 9
results
the results for the year are set out in the profit and loss account on page 24 these show a group profit after exceptional items and
before tax and minority interest of £4773000 2003 £549000 on group turnover of £36613000 2003 £30566000 and a group gross
profit of £20794000 2003 £17552000 the directors do not recommend that a dividend be paid 2003 £nil
research and development
the group pursues an active policy of research and development to introduce new products and to improve the quality and cost
effectiveness of its services
directors and their interests at 31 december 2004
the directors who held office at the end of the year together with their share interests in the company all beneficial unless otherwise
stated are
ordinary shares ordinary shares
31 december 2004 31 december 2003
ian williams† 2100728 3333728
bill mcintosh 104248 204248
colin walsh 100000 100000
tony eales 10000 10000
nigel bond 10000 10000
stuart berman 10000 10000
adrian joseph appointed 4 february 2004 — —
ian coomber appointed 18 march 2004 — —
david martell resigned 16 september 2004 — 6086488 
sir james mckinnon resigned 14 june 2004 — 25000
† included within the interest of ian williams are 1217092 ordinary shares 2003 2100092 held by lutea trustees limited as
trustees of the i r williams trust the ultimate beneficiary of which is ian williams and 561532 2003 911532 shares held by air
continental securities limited in which mr williams has a onethird interest 
during the year certain directors made the following sales of ordinary shares
bill mcintosh sold 50000 shares on 15 june 2004 and 50000 shares on 29 september 2005 at 85p and 83p per share respectively
lutea trustees limited and air continental securities limited in which ian williams has beneficial interests as described above sold
883000 and 350000 shares respectively on 24 september 2004 at 825p per share
after the financial year on 18 march 2005 lutea trustees limited sold a further 1217092 shares at 56p per share
the directors who held office at the end of the year together with their interests in share options of the company are included on 
page 19
the market price of shares at 31 december 2004 was 595p 31 december 2003 6875p the highest price during the year was 105p
and the lowest price during the year was 535p trafficmaster annual report and accounts for the year ended 31 december 2004
page fourteen
directors’ report continued
substantial shareholdings
as at 21 april 2005 the register maintained by the company under section 211 of the companies act 1985 contains a notification to the
company that the following shareholders hold 3 or more of the issued ordinary share capital of the company
number of percentage
ordinary of issued 
shareholder shares share capital
oppenheimer funds inc 10000000 742
legal  general group plc 6518064 483
standard life group plc 4857979 360
market value of land and buildings
in the opinion of the directors the market value of land and buildings in the group is not materially different to the net book value as
shown in the financial statements details of fixed assets are shown in note 12
payment of creditors
the group does not follow any code or standard on payment practice its policy in relation to all its suppliers is to settle the terms of
payment at the outset of a transaction and to abide by these terms provided that it is satisfied that the supplier has provided the goods
or services in accordance with the agreed terms and conditions the number of days’ billings from suppliers outstanding for the
company at 31 december 2004 was 45 2003 50
employees
the group places considerable value on the involvement of its employees and has continued its previous practice of keeping them
informed on matters affecting them as employees and on the various factors affecting the performance of the group this is achieved
through formal and informal meetings
disabled employees
the group recognises its social and statutory duties to employ disabled persons and pursues a policy of providing wherever possible
the same employment and training opportunities to disabled persons as to other employees
where existing employees become disabled it is the group’s policy wherever practicable to provide continuing employment under
normal terms and conditions and to provide training and career development and promotion to disabled employees wherever
appropriate
corporate social responsibility csr
trafficmaster recognises its responsibilities to the environment and believes that social ethical and environmental issues are integral
and important components of best practice in business management  the board has identified the following risks as the most
significant in the context of csr


Summary:
 new challengesnew directions
page five
trafficmaster made very good progress in 2004 increasing revenues by 197 to
£366 million and significantly increased pretax profits from £05 million to £48
million this strong financial performance was spread across the group with over
125000 customers now subscribing to our broad range of telematics services
each of our four operating divisions made good progress during 2004 with the
group achieving significant new contracts during the year  specifically we have
important new deals with honda motor europe limited and transport for london
tfl in our traffic division standard fit deals with mitsubishi and peugeot for
smartnav and two large national account deals for our usa fleettracking
business teletrac
trafficmaster’s key markets have developed well in 2004 in particular the incar
navigation market has accelerated its growth with various new products stimulating
the development of the market we believe that the outlook looks encouraging as
both motorists and motor manufacturers seek to make satellite navigation systems
commonplace within the car  
2005 has brought new challenges and new prospects however i believe the
existing management team is well positioned to exploit the opportunities now
emerging in the various business divisions
colin walsh
chairman
22 april 2005
chairman’s statement page six
trafficmaster annual report and accounts for the year ended 31 december 2004
overall 2004 was a good year for trafficmaster with strong growth in
the sales of smartnav our satellite navigation product and of fleet
director our usa fleet management product we tripled the unit sales
of smartnav and grew fleet director unit sales by 50
our subscription business continued to increase and recurring
subscriptions now form an important part of our business with
numbers increasing to 125000 by the end of 2004 recurring
subscriptions now form 31 of our revenues