Powerfleet Secures Secondary Listing on the JSE in Strategic Expansion Move

Powerfleet, Inc., a leading provider in the Artificial Intelligence of Things (AIoT) Software-as-a-Service (SaaS) sector, today attained a secondary listing on the Johannesburg Stock Exchange (JSE). This strategic move aims to harness the robust capital markets in South Africa, propelling Powerfleet's growth and expanding its global footprint.

Powerfleet listed on the Nasdaq in 1999 and, as part of its expansion move, is in the final stages of completing its business combination with MiX Telematics Limited, a South African company specialising in fleet and mobile asset management solutions. Upon completion, the business combination, which will be implemented through a scheme of arrangement under South African law, will result in Powerfleet acquiring all outstanding shares of MiX Telematics.

“The transformative combination positions Powerfleet as a leading, global AIoT SaaS company, setting the stage for accelerated growth in recurring revenues, increased profitability, and expanded avenues for creating shareholder value,” said Steve Towe, Powerfleet's CEO. “We're swiftly executing a proven business integration strategy known for delivering concrete outcomes, underpinned by a robust EBITDA expansion program. This approach is designed to accelerate the integration process, allowing us to promptly focus on driving increased shareholder value and enhancing our customers’ experience. Committed to rapid and effective integration, we are highly confident we will emerge as a strongly unified, differentiated, and efficient company."

Consequently, MiX Telematics' ordinary shares and American Depositary Shares have been delisted from the JSE and the New York Stock Exchange, respectively, consolidating the two entities into a formidable force in the mobile asset AIoT SaaS landscape.

“We are thrilled to welcome Powerfleet on the JSE and excited to see a healthier pipeline of listings for the year. The company’s decision to list with us underscores the JSE’s position as a gateway for global firms seeking to access African capital markets. We look forward to supporting Powerfleet in their growth journey and witnessing the synergies this business combination brings to our dynamic market,” said Valdene Reddy, Director of Capital Markets at the JSE.

The business combination is expected to foster a robust stream of new business and technological innovations, bolstered by an enhanced capital structure and the synergies of combined expertise. The fusion of MiX Telematics’ and Powerfleet's complementary business models, markets, and operational strategies is expected to yield substantial value for shareholders, with a combined subscriber base of approximately 1.7 million.

Upon consummation of the business combination, MiX Telematics shareholders will exchange their MiX Telematics shares for Powerfleet common shares. The post-transaction ownership of the combined company will consist of approximately 65.5% of Powerfleet common shares held by former MiX Telematics shareholders and 34.5% of Powerfleet common shares held by existing Powerfleet shareholders.

Powerfleet’s listing brings the number of listings on the JSE to 284 with an overall market cap of R17.84 trillion.

ENDS

ABOUT THE JSE

The JSE has a well-established history of operating as a marketplace for trading financial products. It is a pioneering, globally connected exchange group that enables inclusive economic growth through trusted, world-class, socially responsible products, and services for the investor of the future. It offers secure and efficient primary and secondary capital markets across a diverse range of securities, spanning equities, derivatives, and debt markets. It prides itself on being the market of choice for local and international investors looking to gain exposure to leading capital markets on the African continent.

The JSE is currently ranked in the Top 20 largest stock exchanges in the world by market capitalisation, and is the largest stock exchange in Africa, having been in operation for over 136 years. As a leading global exchange, the JSE co-creates, unlocks value & makes real connections happen. www.jse.co.za 

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ABOUT POWERFLEET

Powerfleet (Nasdaq: PWFL; TASE: PWFL; JSE: PWR) is a global leader of AIoT SaaS solutions that optimize the performance of mobile assets and resources to unify business operations. Our data science insights and advanced modular software solutions help drive digital transformation through our customers’ and partners’ ecosystems to help save lives, time, and money. We help connect companies, enabling customers and their customers to realize more effective strategies and results. Our tenured and talented team is at the heart of our approach to partnership and tangible success. We are headquartered in Woodcliff Lake, New Jersey, with our Pointer Innovation Center (PIC) in Israel and field offices around the globe. For more information, please visit www.powerfleet.com.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of U.S. federal securities laws. Powerfleet’s, MiX Telematics’ and the combined business’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements may be identified by words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions.

These forward-looking statements include, without limitation, the parties’ expectations with respect to their beliefs, plans, goals, objectives, expectations, anticipations, assumptions, estimates, intentions and future performance, as well as anticipated financial impacts of the proposed business combination, the satisfaction of the closing conditions to the proposed business combination and the timing of the completion of the proposed business combination. Forward-looking statements involve significant known and unknown risks, uncertainties and other factors, which may cause their actual results, performance or achievements to be materially different from the future results, performance or achievements expressed or implied by such forward-looking statements. All statements other than statements of historical fact are statements that could be forward-looking statements. Most of these factors are outside the parties’ control and are difficult to predict. The risks and uncertainties referred to above include, but are not limited to, risks related to: (i) the completion of the proposed business combination in the anticipated timeframe or at all; (ii) the ability to realize the anticipated benefits of the proposed business combination; (iii) the ability to successfully integrate the businesses; (iv) disruption from the proposed business combination making it more difficult to maintain business and operational relationships; (v) the negative effects of the consummation of the proposed business combination on the market price of the combined company’s securities; (vi) significant transaction costs and unknown liabilities; (vii) litigation or regulatory actions related to the proposed business combination; and (viii) such other factors as are set forth in the periodic reports filed by Powerfleet with the Securities and Exchange Commission (SEC), including but not limited to those described under the heading “Risk Factors” in its annual report on Form 10-K, quarterly report on Form 10-Q and any other filings made with the SEC from time to time, which are available via the SEC’s website at http://www.sec.gov. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove to be incorrect, actual results may vary materially from those indicated or anticipated by these forward-looking statements. Therefore, you should not rely on any of these forward-looking statements.

The forward-looking statements included in this press release are made only as of the date of this press release, and except as otherwise required by applicable law, Powerfleet assumes no obligation to update the information contained in this press release, and expressly disclaims any obligation to do so, whether as a result of new information, future events, or otherwise.

NO OFFER OR SOLICITATION

This communication shall not constitute an offer to buy or sell any securities, or the solicitation of an offer to buy or sell any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Powerfleet Investor Contacts
Jody Burfening

LHA

JBurfening@lhai.com

Carolyn Capaccio

LHA

CCapaccio@lhai.com

Powerfleet Media Contact
Andrea Hayton
ahayton@powerfleet.com
+1 (610) 401-1999

Released March 26, 2024