Press Releases

Powerfleet Reports Annual FY2025 Results: A Breakout Year of Strategic Transformation and Scaled Growth

Total revenue growth for fiscal 2025 of 26% to $362.5 million, with ~75% SaaS recurring revenue.

Annual adjusted EBITDA climbed 65% year-over-year to $71 million, with adjusted EBITDA margin expanding 500 basis points to 20%.

Q4 total revenue increased 42% year-over-year to $103.6 million, with Service revenue increasing 49% to $81.8m, while adjusted EBITDA grew 84% to $20.4 million.

Q4 total adjusted gross margin exceeded 60%, compared to 53% in the prior year.

Extended Conference Call to be Held at 8:30am ET; Slide Presentation Accessible Here

WOODCLIFF LAKE, N.J., June 16, 2025 /PRNewswire/ -- Powerfleet, Inc. (Nasdaq: AIOT) reported its financial results for the fiscal year and the fourth quarter ended March 31, 2025.

MANAGEMENT COMMENTARY

"Fiscal 2025 was a true milestone year for Powerfleet – a period in which we executed a bold reinvention strategy integrating two major acquisitions in just 12 months, achieved our organic growth and profitability metrics, and established Powerfleet as a global AIoT SaaS leader – with the Unity platform at the center of our customer value creation strategy," said Steve Towe, Powerfleet CEO.

"As we enter fiscal 2026, we do so as a stronger, more focused company, by proactively eliminating low-quality and non-strategic revenue from the acquired businesses. Our go-forward, high-quality revenue streams delivered strong organic growth year-over-year in FY25, with AI video growing more than 20% and in-warehouse safety solutions growing 17%. While we remain mindful of macroeconomic headwinds, we are confident in expanding our growth in FY26, particularly in the second half, driven by a strong, expanding pipeline and supported by the resilience of our international operations which grew organically by 13% in FY25."

Towe added, "With our Unity data highway as the central engine, we're ready to scale faster, deliver greater value to customers, and continue unlocking the full potential of the company within the dynamic market we serve."

FISCAL YEAR 2025 OPERATIONAL AND FINANCIAL HIGHLIGHTS 

Powerfleet delivered an accelerated transformation of the business in FY25 - executing an aggressive M&A strategy and unlocking the foundation for scalable, high-margin growth.

Full Year Financial Performance Highlights: Pro Forma Basis Reflecting FY'24 MiX Combination Comparatives 

  • Total revenue increased 26% to $362.5 million, with ~75% derived from high-margin, recurring SaaS revenue - underscoring the successful pivot to a subscription-first business model. 

  • Adjusted EBITDA increased 65% year-over-year to $71 million, with adjusted EBITDA margins expanding by 5% to 20%, reflecting disciplined execution, cost synergy realization and operating leverage. 

  • The combined business achieved $16 million in annualized cost synergies during FY25, with $11 million flowing through to in-year adjusted EBITDA performance. 

Operational Scale and Reach 

  • The subscriber base expanded 4x to 2.8 million, positioning Powerfleet among the top three global AIoT SaaS providers. 

  • Customer base multiplied to 48,000, including over half the Fortune 500 - across 8 verticals primed for cross-sell and upsell opportunities. 

  • Sales coverage doubled across North America, Europe, and Australasia. Indirect channel network has tripled to over 320 strategic alliances, including leading global telcos, vehicle and asset OEMs, and insurance partners. 

Go To Market Momentum 

  • 600+ midmarket and enterprise customer logos were added in FY25, across key verticals such as logistics, food and beverage, automotive, and industrials. 

  • Accelerated double-digit organic growth in key strategic solution sets of AI video and in-warehouse safety, alongside 13% year on year growth in international operations.

  • Sales efforts continued to drive high-value wins, including a major Q4 Unity AI video safety partnership win with a large North American student transportation company managing 9,000 drivers across 34 states,
     
  • Exiting the year with 50%+ of all new sales - high value AI video and in-warehouse safety and compliance solutions, representing a significant global sales motion shift year on year.

Technology and Innovation 

  • Unity recognized as the #1 global solution and platform portfolio by ABI Research, reflecting leadership in platform depth, AI maturity, and usability. 

  • Quadrupled Unity Data Highway-dedicated engineering headcount to over 400 full time employees, fueling platform innovation
     
  • Gained momentum and sales traction with device-agnostic, single pane of glass solution

FOURTH QUARTER 2025 FINANCIAL RESULTS: PRO FORMA BASIS REFLECTING FY'24 MIX COMBINATION COMPARATIVES 

Total revenue grew 42% year-over-year to $103.6 million, driven by the Fleet Complete acquisition and AI video solutions. Service revenue rose 49% to $81.8 million while product revenue grew 23% to $21.9 million,

Gross profit increased 42% to $54.8 million. On an adjusted basis, excluding the amortization of acquisition-related intangibles and post-acquisition inventory rationalization, gross profit rose by $24.0 million, or 62%, to $62.6 million. Adjusted service gross margin expanded significantly, increasing by 7.6 percentage points to 68.8%, after excluding $5.2 million in non-cash amortization. 

Adjusted product gross margin also improved, rising to 28.7% from 27.3% in the prior year, after excluding $2.6 million in acquisition-related inventory write-offs. As a result, total adjusted gross margin exceeded 60%, compared to 53.0% in the prior year. 

Operating expenses totaled $61.7 million, including $7.5 million in one-time transaction, integration, and restructuring costs, consistent with the level of one-time expenses incurred in the prior year. Excluding one-time items, adjusted operating expenses were $54.2 million, up from $37.6 million, with the increase primarily driven by the addition of Fleet Complete. 

Adjusted EBITDA increased 84% to $20.4 million, up from $11.1 million in the prior year, reflecting contributions from the Fleet Complete acquisition, organic growth, gross margin expansion and cost synergies. Net loss attributable to common stockholders was $0.09 per share, compared to $0.19 per share in the prior year, reflecting improved financial performance and an increase in shares outstanding. After adjusting for one-time expenses and amortization of acquisition-related intangibles, adjusted net income was $0.02 per share, up from a loss of $0.01 per share in the prior year. 

Net debt at quarter end was $225.0 million, consisting of $48.8 million in cash and $273.8 million total debt. Net debt, adjusted for $3.6 million in unsettled transaction costs, was $228.6 million, outperforming our year-end guidance of approximately $235 million by $6.4 million. 

INVESTOR CONFERENCE CALL AND BUSINESS UPDATE

Powerfleet management will hold a conference call on Monday, June 16, 2025, at 8:30 a.m. Eastern time (5:30 a.m. Pacific time) to discuss results for the fourth quarter and fiscal year ended March 31, 2025, and provide a business update.

Date: Monday, June 16, 2025
Time: 8:30 a.m. Eastern time (5:30 a.m. Pacific time)
Toll Free: 888-506-0062
International: 973-528-0011
Participant Access Code: 539753
The conference call will be broadcast simultaneously and available for replay here. Additionally, both the webcast and accompanying slide presentation will be available via the investor section of Powerfleet's website at ir.powerfleet.com.

NON-GAAP FINANCIAL MEASURES 

To supplement its financial statements presented in accordance with Generally Accepted Accounting Principles (GAAP), Powerfleet provides certain non-GAAP measures of financial performance. These non-GAAP measures include adjusted EBITDA, adjusted gross margin, adjusted gross profit, adjusted service margin, adjusted product margin, adjusted operating expenses, adjusted net income per share and net debt. Reference to these non-GAAP measures should be considered in addition to results prepared under current accounting standards, but are not a substitute for, or superior to, GAAP results. These non-GAAP measures are provided to enhance investors' overall understanding of Powerfleet's current financial performance. Specifically, Powerfleet believes the non-GAAP measures provide useful information to both management and investors by excluding certain expenses, gains and losses and fluctuations in currency rates that may not be indicative of its core operating results and business outlook. These non-GAAP measures are not measures of financial performance or liquidity under GAAP and, accordingly, should not be considered as an alternative to net income, gross margin, gross profit, total debt, cash flow from operating activities or earnings per share as an indicator of operating performance or liquidity. Because Powerfleet's method for calculating the non-GAAP measures may differ from other companies' methods, the non-GAAP measures may not be comparable to similarly titled measures reported by other companies. Reconciliation of all non-GAAP measures included in this press release to the most directly comparable GAAP measures can be found in the financial tables included in this press release.

ABOUT POWERFLEET

Powerfleet (Nasdaq: AIOT; JSE: PWR) is a global leader in the artificial intelligence of things (AIoT) software-as-a-service (SaaS) mobile asset industry. With more than 30 years of experience, Powerfleet unifies business operations through the ingestion, harmonization, and integration of data, irrespective of source, and delivers actionable insights to help companies save lives, time, and money. Powerfleet's ethos transcends our data ecosystem and commitment to innovation; our people-centric approach empowers our customers to realize impactful and sustained business improvement. The company is headquartered in New Jersey, United States, with offices around the globe. Explore more at www.powerfleet.com. Powerfleet has a primary listing on The Nasdaq Global Market and a secondary listing on the Main Board of the Johannesburg Stock Exchange (JSE).

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of federal securities laws. Powerfleet's actual results may differ from its 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, our expectations with respect to our beliefs, plans, goals, objectives, expectations, anticipations, assumptions, estimates, intentions and future performance, as well as anticipated financial impacts of our transactions with MiX Telematics and Fleet Complete. Forward-looking statements involve significant known and unknown risks, uncertainties and other factors, which may cause our 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 our control and are difficult to predict. The risks and uncertainties referred to above include, but are not limited to, risks related to: (i) future global economic and business conditions, including the effect of conflicts in certain geographies and the potential imposition of tariffs; (ii) integration of our, MiX Telematics' and Fleet Complete's businesses and the ability to recognize the anticipated synergies and benefits of the transactions with MiX Telematics and Fleet Complete; (iii) the commercial, financial, reputational and regulatory risks to our business that may arise as a consequence of operating across multiple geographies; (iv) disruptions in our global supply chain or failures by subcontractors; (v) the loss of any of our key customers or reduction in the purchase of our products by any such customers; (vi) reliance on third-party channel partner relationships; (vii) our inability to adequately protect our intellectual property; (viii) changes in technology or products, which may be more difficult or costly, or less effective, than anticipated; (ix) potential breaches of our information technology systems; (x) our ability to obtain additional capital to fund our operations; and (xi) such other factors as are set forth in the periodic reports filed by us with the Securities and Exchange Commission (SEC), including but not limited to those described under the heading "Risk Factors" in our annual reports on Form 10-K, quarterly reports 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 securities law, we assume no obligation, nor do we intend to publicly update or revise any forward-looking statements to reflect subsequent events or circumstances.

Powerfleet Investor Contacts
Carolyn Capaccio and Jody Burfening
LHA Investor Relations
AIOTIRTeam@lhai.com

Powerfleet Media Contact
Jonathan Bates
jonathan.bates@powerfleet.com 
+44 121 717-5360

 

POWERFLEET, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)



Three Months Ended March 31,


Year Ended March 31,


2024


2025


2024


2025


Pro Forma
Combined


Consolidated


Pro Forma
Combined


Consolidated

Revenues:








Products

$             17,793


$             21,866


$             67,665


$             85,584

Services

55,029


81,772


219,239


276,931

Total revenues

72,822


103,638


286,904


362,515









Cost of revenues:








Cost of products

12,935


18,152


48,316


61,961

Cost of services

21,324


30,723


79,636


106,017

Total cost of revenues

34,259


48,875


127,952


167,978









Gross profit

38,563


54,763


158,952


194,537









Operating expenses:








Selling, general and administrative
expenses

41,366


56,839


151,839


204,361

Research and development expenses

3,733


4,904


14,793


16,061

Total operating expenses

45,099


61,743


166,632


220,422









Loss from operations

(6,536)


(6,980)


(7,680)


(25,885)









Interest income

627


95


1,480


926

Interest expense

(1,410)


(5,655)


(4,521)


(20,330)

Bargain purchase - Movingdots



1,800


Other expense, net


(202)


(266)


(1,163)









Net loss before income taxes

(7,319)


(12,742)


(9,187)


(46,452)









Income tax (expense) benefit

(1,917)


304


(7,014)


(4,517)









Net loss before non-controlling interest

(9,236)


(12,438)


(16,201)


(50,969)

Non-controlling interest

(12)


(1)


(50)


(18)









Net loss

(9,248)


(12,439)


(16,251)


(50,987)









Accretion of preferred stock

(9,996)



(15,480)


Preferred stock dividend

(1,129)



(4,514)


(25)









Net loss attributable to common
stockholders

$            (20,373)


$            (12,439)


$            (36,245)


$            (51,012)









Net loss per share attributable to
common stockholders - basic and
diluted

$                (0.19)


$                (0.09)


$                (0.34)


$                (0.43)









Weighted average common shares
 outstanding - basic and diluted

106,894


132,793


106,894


119,877

 

POWERFLEET, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)




March 31, 2024


March 31, 2025



Pro Forma

Combined


Consolidated

ASSETS





Current assets:





Cash and cash equivalents


$                    51,091


$                    44,392

Restricted cash


86,104


4,396

Accounts receivables, net


55,008


78,623

Inventory, net


25,800


18,350

Prepaid expenses and other current assets


17,826


23,319

Total current assets


235,829


169,080

Fixed assets, net


48,306


58,011

Goodwill


121,713


383,146

Intangible assets, net


40,444


258,582

Right-of-use asset


11,222


12,339

Severance payable fund


3,796


3,796

Deferred tax asset


3,874


3,934

Other assets


19,090


21,183

Total assets


$                  484,274


$                  910,071






LIABILITIES





Current liabilities:





Short-term bank debt and current maturities of long-term debt


$                    22,109


$                    41,632

Accounts payable


27,174


41,599

Accrued expenses and other current liabilities


33,589


45,327

Deferred revenue - current


12,236


17,375

Lease liability - current


2,648


5,076

Total current liabilities


97,756


151,009

Long-term debt - less current maturities


113,810


232,160

Deferred revenue - less current portion


4,892


5,197

Lease liability - less current portion


8,773


8,191

Accrued severance payable


4,597


6,039

Deferred tax liability


18,669


57,712

Other long-term liabilities


2,980


3,021

Total liabilities


251,477


463,329






Convertible redeemable preferred stock: Series A


90,273







STOCKHOLDERS' EQUITY





Preferred stock



Common stock


63,842


1,343

Additional paid-in capital


200,218


671,400

Accumulated deficit


(78,516)


(205,783)

Accumulated other comprehensive loss


(17,133)


(8,850)

Treasury stock


(25,997)


(11,518)






Total stockholders' equity


142,414


446,592

Non-controlling interest


110


150

Total equity


142,524


446,742











Total liabilities, convertible redeemable preferred stock,
and stockholders' equity


$                  484,274


$                  910,071

 

POWERFLEET, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)




Year Ended March 31,



2024


2025



Pro Forma
Combined


Consolidated

Cash flows from operating activities





Net loss


$                (16,251)


$                (50,987)

Adjustments to reconcile net loss to cash provided by (used in) operating
activities:





Non-controlling interest


50


18

Gain on bargain purchase


(1,800)


Inventory write-downs


2,172


4,480

Stock-based compensation expense


5,214


9,362

Depreciation and amortization


29,548


47,494

Impairment of long-lived assets


139


Right-of-use assets, non-cash lease expense


2,919


5,007

Derivative mark-to-market adjustment



(504)

Bad debts expense


7,534


9,418

Deferred income taxes


3,235


(4,872)

Shares issued for transaction bonuses



889

Lease termination and modification losses



295

Other non-cash items


6,338


1,061

Changes in operating assets and liabilities:





Accounts receivables


(9,298)


(14,048)

Inventory


(601)


5,729

Prepaid expenses and other current assets


(1,078)


5,474

Deferred costs


(8,514)


(8,437)

Deferred revenue


(180)


1,748

Accounts payable and accrued expenses


9,731


(12,162)

Lease liabilities


(2,851)


(4,558)

Accrued severance payable


15


1,248






Net cash provided by (used in) operating activities


26,322


(3,345)






Cash flows from investing activities:





Acquisition, net of cash assumed



(137,112)

Proceeds from sale of fixed assets



12

Capitalized software development costs


(9,512)


(13,782)

Capital expenditures


(20,709)


(20,008)

Deferred consideration paid



Repayment of loan advanced to external parties



294






Net cash used in investing activities


(30,221)


(170,596)






Cash flows from financing activities:





Repayment of long-term debt


(14,116)


(2,642)

Short-term bank debt, net


(158)


19,551

Deferred consideration paid


(1,955)


Purchase of treasury stock upon vesting of restricted stock


(674)


(2,836)

Repayment of financing lease


(129)


Payment of preferred stock dividend and redemption of preferred stock


(3,385)


(90,298)

Proceeds from private placement, net



66,459

Proceeds from long-term debt


115,000


125,000

Payment of long-term debt costs


(1,081)


(1,410)

Proceeds from exercise of stock options, net


36


1,898

Cash paid on dividends to affiliates


(5,320)







Net cash provided by financing activities


88,218


115,722






Effect of foreign exchange rate changes on cash and cash equivalents


(2,870)


(2,657)

Net increase (decrease) in cash and cash equivalents, and restricted cash


81,449


(60,876)

Cash and cash equivalents, and restricted cash at beginning of the period


55,746


109,664






Cash and cash equivalents, and restricted cash at end of the period


$                137,195


$                  48,788






Reconciliation of cash, cash equivalents, and restricted cash, beginning
of the period





Cash and cash equivalents


54,656


24,354

Restricted cash


1,090


85,310

Cash, cash equivalents, and restricted cash, beginning of the period


$                  55,746


$                109,664






Reconciliation of cash, cash equivalents, and restricted cash, end of the
period





Cash and cash equivalents


51,091


44,392

Restricted cash


86,104


4,396

Cash, cash equivalents, and restricted cash, end of the period


$                137,195


$                  48,788






Supplemental disclosure of cash flow information:





Cash paid for:





Taxes


$                    3,381


$                    4,283

Interest


$                    2,414


$                  15,335






Noncash investing and financing activities:





Common stock issued for transaction bonus


$                         —


$                           9

Shares issued in connection with MiX Combination


$                         —


$                362,005

Shares issued in connection with Fleet Complete acquisition


$                         —


$                  21,343

Value of licensed intellectual property acquired in connection with
Movingdots acquisition


$                    1,517


$                         —

Preferred stock dividends paid in shares


$                    1,108


$                         —

Issuance of derivative on long-term debt


$                    2,226


$                         —

 

POWERFLEET, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO ADJUSTED EBITDA FINANCIAL MEASURES

(In thousands)










Three Months Ended March 31,


Year Ended March 31,


2024


2025


2024


2025


Pro Forma
Combined


Consolidated


Pro Forma
Combined


Consolidated

Net loss attributable to common stockholders

$         (20,373)


$            (12,439)


$            (36,245)


$        (51,012)

Non-controlling interest

12


1


50


18

Preferred stock dividend and accretion

11,125



19,994


25

Interest expense, net

935


5,560


3,192


19,404

Other expense, net

55



87


Income tax expense (benefit)

1,917


(304)


7,014


4,517

Depreciation and amortization

8,369


14,452


29,548


47,494

Stock-based compensation

1,311


924


5,214


9,362

Foreign currency losses

438


502


1,493


1,790

Restructuring-related expenses

324


6,969


1,065


10,077

Gain on bargain purchase - Movingdots



(1,800)


Impairment of long-lived assets

139



139


Derivative mark-to-market adjustment


(29)



(504)

Recognition of pre-October 1, 2024
contract assets (Fleet Complete)


1,768



3,809

Net profit on fixed assets

(66)



(115)


Contingent consideration remeasurement

(250)



(1,299)


Acquisition-related expenses

7,177


428


14,313


21,300

Integration-related expenses


2,592



4,851

Non-recurring transitional service
agreement costs



482


Adjusted EBITDA

$           11,113


$              20,424


$             43,132


$          71,131

 

POWERFLEET, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP NET (LOSS) INCOME FINANCIAL MEASURES

(In thousands)










Three Months Ended March 31,


Year Ended March 31,


2024


2025


2024


2025


Pro Forma
Combined


Consolidated


Pro Forma
Combined


Consolidated

Net loss

$              (9,248)


$            (12,439)


$            (16,251)


$            (50,987)

Incremental intangible assets amortization
expense as a result of MiX Telematics and
Fleet Complete business combinations


5,201



14,752

Stock-based compensation (non-
recurring/accelerated cost)




4,693

Foreign currency losses

438


502


1,493


1,790

Income tax effect of net foreign exchange
(losses) gains

389


(377)


279


(602)

Restructuring-related expenses

324


6,969


1,065


10,077

Income tax effect of restructuring costs


(53)


(7)


(207)

Derivative mark-to-market adjustment


(29)



(504)

Acquisition-related expenses

7,177


428


14,313


21,300

Integration-related expenses


2,592



4,851

Non-recurring transitional service
agreement costs



482


Income tax effect of non-recurring
transitional service agreement costs

(130)



(130)


Contingent consideration remeasurement

(250)



(1,299)


Non-GAAP net (loss) income

$              (1,300)


$                2,794


$                   (55)


$               5,163









Weighted average shares outstanding

106,894


132,793


106,894


119,877









Non-GAAP net (loss) income per share -
basic

$                (0.01)


$                  0.02


$              (0.001)


$                 0.04

 

POWERFLEET, INC. AND SUBSIDIARIES

ADJUSTED GROSS PROFIT MARGINS

(In thousands)










Three Months Ended March 31,


Year Ended March 31,


2024


2025


2024


2025


Pro Forma
Combined


Consolidated


Pro Forma
Combined


Consolidated

Revenues:








Products

$          17,793


$         21,866


$          67,665


$         85,584

Services

55,029


81,772


219,239


276,931

Total revenues

72,822


103,638


286,904


362,515









Cost of revenues:








Cost of products

12,935


18,152


48,316


61,961

Cost of services

21,324


30,723


79,636


106,017

Total cost of revenues

34,259


48,875


127,952


167,978









Gross profit

$          38,563


54,763


$        158,952


$       194,537









Product margin

27.3 %


17.0 %


28.6 %


27.6 %

Service margin

61.2 %


62.4 %


63.7 %


61.7 %

Total gross profit margin

53.0 %


52.8 %


55.4 %


53.7 %









Incremental intangible assets
amortization expense as a result of
MiX Telematics and Fleet Complete
business combinations

$                 —


$           5,201


$                 —


$         14,752

Inventory rationalization

$                 —


$           2,570


$                 —


$           3,310









Product margin

27.3 %


28.7 %


28.6 %


31.5 %

Service margin

61.2 %


68.8 %


63.7 %


67.0 %

Adjusted total gross profit margin

53.0 %


60.3 %


55.4 %


58.6 %

 

POWERFLEET, INC. AND SUBSIDIARIES

ADJUSTED OPERATING EXPENSES

(In thousands)










Three Months Ended March 31,


Year Ended March 31,


2024


2025


2024


2025


Pro Forma
Combined


Consolidated


Pro Forma
Combined


Consolidated

Total operating expenses

$             45,099


$             61,743


$           166,632


$           220,422

Adjusted for once-off costs








Acquisition-related expenses

7,177


428


14,313


21,300

Integration-related costs


2,592



4,851

Stock-based compensation (non-
recurring/accelerated cost)




4,693

Restructuring-related expenses

324


4,499


1,065


6,767


7,501


7,519


15,378


37,611









Adjusted operating expenses

$             37,598


$             54,224


$           151,254


$           182,811

 

POWERFLEET, INC. AND MiX TELEMATICS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)


Three Months Ended March 31, 2024


Powerfleet Inc.


MiX Telematics


Adjustments to
align disclosure


Pro Forma
Combined

Revenues:








Products

$             12,081


$               6,705


$                 (993)


$             17,793

Services

21,659


32,377


993


55,029

Total revenues

33,740


39,082



72,822









Cost of revenues:








Cost of products

9,513


4,690


(1,268)


12,935

Cost of services

8,024


12,032


1,268


21,324

Total cost of revenues

17,537


16,722



34,259









Gross profit

16,203


22,360



38,563









Operating expenses:








Selling, general and administrative
expenses

21,832


19,534



41,366

Research and development expenses

2,018


1,715



3,733

Total operating expenses

23,850


21,249



45,099









(Loss) income from operations

(7,647)


1,111



(6,536)









Interest income

259


368



627

Interest expense

(708)


(702)



(1,410)

Other (expense) income, net

(55)


55











Net (loss) income before income taxes

(8,151)


832



(7,319)









Income tax expense

(352)


(1,565)



(1,917)









Net loss before non-controlling interest

(8,503)


(733)



(9,236)

Non-controlling interest

(12)




(12)









Net loss

(8,515)


(733)



(9,248)









Accretion of preferred stock

(9,996)




(9,996)

Preferred stock dividend

(1,129)




(1,129)









Net loss attributable to common
stockholders

$            (19,640)


$                 (733)


$                    —


$            (20,373)









Net loss per share attributable to
common stockholders - basic and diluted

$                (0.55)


$                (0.01)




$                (0.19)









Weighted average common shares
outstanding - basic

35,813


71,081




106,894

 

POWERFLEET, INC. AND MiX TELEMATICS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)



Year Ended March 31, 2024


Powerfleet Inc.


MiX Telematics


Adjustments to
align disclosure


Pro Forma
Combined

Revenues:








Products

$             49,313


$             21,600


$              (3,248)


$             67,665

Services

85,311


130,680


3,248


219,239

Total revenues

134,624


152,280



286,904









Cost of revenues:








Cost of products

36,916


14,628


(3,228)


48,316

Cost of services

31,003


45,405


3,228


79,636

Total cost of revenues

67,919


60,033



127,952









Gross profit

66,705


92,247



158,952









Operating expenses:








Selling, general and administrative
expenses

76,144


75,695



151,839

Research and development expenses

8,675


6,118



14,793

Total operating expenses

84,819


81,813



166,632









(Loss) income from operations

(18,114)


10,434



(7,680)









Interest income

338


1,142



1,480

Interest expense

(2,174)


(2,347)



(4,521)

Bargain purchase - Movingdots

1,800




1,800

Other expense, net

(87)


(179)



(266)









Net (loss) income before income taxes

(18,237)


9,050



(9,187)









Income tax expense

(549)


(6,465)



(7,014)









Net (loss) income before non-controlling
interest

(18,786)


2,585



(16,201)

Non-controlling interest

(50)




(50)









Net (loss) income

(18,836)


2,585



(16,251)









Accretion of preferred stock

(15,480)




(15,480)

Preferred stock dividend

(4,514)




(4,514)









Net (loss) income attributable to
common stockholders

$            (38,830)


$               2,585


$                    —


$            (36,245)









Net (loss) income per share attributable
to common stockholders - basic

$                (1.09)


$                 0.04




$                (0.34)









Weighted average common shares
outstanding - basic

35,694


71,200




106,894

 

POWERFLEET, INC. AND MiX TELEMATICS

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)



March 31, 2024


Powerfleet Inc.


MiX Telematics


Pro Forma
Combined

ASSETS






Current assets:






Cash and cash equivalents

$             24,354


$             26,737


$             51,091

Restricted cash

85,310


794


86,104

Accounts receivables, net

30,333


24,675


55,008

Inventory, net

21,658


4,142


25,800

Prepaid expenses and other current assets

8,133


9,693


17,826

Total current assets

169,788


66,041


235,829

Fixed assets, net

12,719


35,587


48,306

Goodwill

83,487


38,226


121,713

Intangible assets, net

19,652


20,792


40,444

Right-of-use asset

7,428


3,794


11,222

Severance payable fund

3,796



3,796

Deferred tax asset

2,781


1,093


3,874

Other assets

9,029


10,061


19,090

Total assets

$           308,680


$           175,594


$           484,274







LIABILITIES






Current liabilities:






Short-term bank debt and current maturities of long-term debt

$               1,951


$             20,158


$             22,109

Accounts payable

20,025


7,149


27,174

Accrued expenses and other current liabilities

13,983


19,606


33,589

Deferred revenue - current

5,842


6,394


12,236

Lease liability - current

1,789


859


2,648

Total current liabilities

43,590


54,166


97,756

Long-term debt - less current maturities

113,810



113,810

Deferred revenue - less current portion

4,892



4,892

Lease liability - less current portion

5,921


2,852


8,773

Accrued severance payable

4,597



4,597

Deferred tax liability

4,465


14,204


18,669

Other long-term liabilities

2,496


484


2,980

Total liabilities

179,771


71,706


251,477







Convertible redeemable preferred stock: Series A

90,273



90,273







STOCKHOLDERS' EQUITY






Preferred stock



Common stock

387


63,455


63,842

Additional paid-in capital

202,607


(2,389)


200,218

Accumulated deficit

(154,796)


76,280


(78,516)

Accumulated other comprehensive loss

(985)


(16,148)


(17,133)

Treasury stock

(8,682)


(17,315)


(25,997)







Total stockholders' equity

38,531


103,883


142,414

Non-controlling interest

105


5


110

Total equity

38,636


103,888


142,524













Total liabilities, convertible redeemable preferred
stock, and stockholders' equity

$           308,680


$           175,594


$           484,274

 

POWERFLEET, INC. AND MiX TELEMATICS

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)





Year Ended March 31, 2024



Powerfleet Inc.


MiX Telematics


Pro Forma
Combined


Cash flows from operating activities







Net (loss) income

$            (18,836)


$               2,585


$            (16,251)


Adjustments to reconcile net (loss) income to cash provided
by operating activities:







Non-controlling interest

50



50


Gain on bargain purchase

(1,800)



(1,800)


Inventory reserve

1,557


615


2,172


Stock based compensation expense

4,104


1,110


5,214


Depreciation and amortization

9,098


20,450


29,548


Impairment of long-lived assets


139


139


Right-of-use assets, non-cash lease expense

2,919



2,919


Bad debts expense

2,309


5,225


7,534


Deferred income taxes

(281)


3,516


3,235


Other non-cash items

(55)


6,393


6,338


Changes in operating assets and liabilities:







Accounts receivables

(1,538)


(7,760)


(9,298)


Inventories

(780)


179


(601)


Prepaid expenses and other current assets

(564)


(514)


(1,078)


Deferred costs

481


(8,995)


(8,514)


Deferred revenue

(180)



(180)


Accounts payable and accrued expenses

8,786


945


9,731


Lease liabilities

(2,851)



(2,851)


Accrued severance payable, net

15



15









Net cash provided by operating activities

2,434


23,888


26,322









Cash flows from investing activities:







Capitalized software development costs

(3,540)


(5,972)


(9,512)


Capital expenditures

(3,673)


(17,036)


(20,709)









Net cash used in investing activities

(7,213)


(23,008)


(30,221)









Cash flows from financing activities:







Repayment of long-term debt

(14,116)



(14,116)


Short-term bank debt, net

(5,708)


5,550


(158)


Deferred consideration paid


(1,955)


(1,955)


Purchase of treasury stock upon vesting of restricted stock

(128)


(546)


(674)


Repayment of financing lease

(129)



(129)


Payment of preferred stock dividend and redemption of
preferred stock

(3,385)



(3,385)


Proceeds from long-term debt

115,000



115,000


Payment of long-term debt costs

(1,081)



(1,081)


Proceeds from exercise of stock options, net

36



36


Cash paid on dividends to affiliates


(5,320)


(5,320)









Net cash from (used in) financing activities

90,489


(2,271)


88,218









Effect of foreign exchange rate changes on cash and cash
equivalents

(1,135)


(1,735)


(2,870)


Net increase (decrease) in cash and cash equivalents, and
restricted cash

84,575


(3,126)


81,449


Cash and cash equivalents, and restricted cash at beginning of
the period

25,089


30,657


55,746









Cash and cash equivalents, and restricted cash at end of
the period

$           109,664


$             27,531


$           137,195









Reconciliation of cash, cash equivalents, and restricted
cash, beginning of the period







Cash and cash equivalents

24,780


29,876


54,656


Restricted cash

309


781


1,090


Cash, cash equivalents, and restricted cash, beginning of the
period

$             25,089


$             30,657


$             55,746









Reconciliation of cash, cash equivalents, and restricted
cash, end of the period







Cash and cash equivalents

24,354


26,737


51,091


Restricted cash

85,310


794


86,104


Cash, cash equivalents, and restricted cash, end of the period

$           109,664


$             27,531


$           137,195









Supplemental disclosure of cash flow information:







Cash paid for:







Taxes

$                  432


$               2,949


$               3,381


Interest

$               1,720


$                  694


$               2,414









Noncash investing and financing activities:







Value of licensed intellectual property acquired in
connection with Movingdots acquisition

$               1,517


$                    —


$               1,517


Preferred stock dividends paid in shares

$               1,108


$                    —


$               1,108


Issuance of derivative on long-term debt

$               2,226


$                    —


$               2,226


 

POWERFLEET, INC. AND MiX TELEMATICS

RECONCILIATION OF GAAP TO ADJUSTED EBITDA FINANCIAL MEASURES

(In thousands)








Three Months Ended March 31, 2024


Powerfleet Inc.


MiX Telematics


Pro Forma
Combined

Net loss attributable to common stockholders

$            (19,640)


$                 (733)


$        (20,373)

Non-controlling interest

12



12

Preferred stock dividend and accretion

11,125



11,125

Interest expense, net

601


334


935

Other expense, net

55



55

Income tax expense

352


1,565


1,917

Depreciation and amortization

1,943


6,426


8,369

Stock-based compensation

1,028


283


1,311

Foreign currency losses

43


395


438

Restructuring-related expenses

324



324

Impairment of long-lived assets


139


139

Net profit on fixed assets


(66)


(66)

Contingent consideration remeasurement


(250)


(250)

Acquisition-related expenses

6,078


1,099


7,177

Adjusted EBITDA

$               1,921


$               9,192


$          11,113

 

POWERFLEET, INC. AND MiX TELEMATICS

RECONCILIATION OF GAAP TO ADJUSTED EBITDA FINANCIAL MEASURES

(In thousands)








Year Ended March 31, 2024


Powerfleet Inc.


MiX Telematics


Pro Forma
Combined

Net (loss) profit attributable to common stockholders

$            (38,830)


$               2,585


$            (36,245)

Non-controlling interest

50



50

Preferred stock dividend and accretion

19,994



19,994

Interest expense, net

1,987


1,205


3,192

Other expense, net

87



87

Income tax expense

549


6,465


7,014

Depreciation and amortization

9,098


20,450


29,548

Stock-based compensation

4,104


1,110


5,214

Foreign currency translation

(248)


1,741


1,493

Restructuring-related expenses

1,035


30


1,065

Gain on Bargain purchase - Movingdots

(1,800)



(1,800)

Impairment of long-lived assets


139


139

Net profit on fixed assets


(115)


(115)

Contingent consideration remeasurement


(1,299)


(1,299)

Acquisition-related expenses

11,218


3,095


14,313

Non-recurring transitional service agreement costs


482


482

Adjusted EBITDA

$               7,244


$             35,888


$             43,132

 

POWERFLEET, INC. AND MiX TELEMATICS

RECONCILIATION OF GAAP TO NON-GAAP NET (LOSS) INCOME FINANCIAL MEASURES

(In thousands)








Three Months Ended March 31, 2024


Powerfleet Inc.


MiX Telematics


Pro Forma
Combined

Net (loss) income

$              (8,515)


$                 (733)


$              (9,248)

Foreign currency losses

43


395


438

Income tax effect of net foreign exchange losses


389


389

Restructuring-related expenses

324



324

Acquisition-related expenses

6,078


1,099


7,177

Non-recurring transitional service agreement costs



Income tax effect of non-recurring transitional service agreement
costs


(130)


(130)

Contingent consideration remeasurement


(250)


(250)

Non-GAAP net (loss) income

$              (2,070)


$                  770


$              (1,300)







Weighted average shares outstanding

35,813


71,081


106,894







Non-GAAP net income per share - basic

$                (0.06)


$                 0.01


$                (0.01)

 

POWERFLEET, INC. AND MiX TELEMATICS

RECONCILIATION OF GAAP TO NON-GAAP NET (LOSS) INCOME FINANCIAL MEASURES

(In thousands)








Year Ended March 31, 2024


Powerfleet Inc.


MiX Telematics


Pro Forma
Combined

Net (loss) income

$            (18,836)


$               2,585


$            (16,251)

Foreign currency (gains) losses

(248)


1,741


1,493

Income tax effect of net foreign exchange losses


279


279

Restructuring-related expenses

1,035


30


1,065

Income tax effect of restructuring costs


(7)


(7)

Acquisition-related expenses

11,218


3,095


14,313

Non-recurring transitional service agreement costs


482


482

Income tax effect of non-recurring transitional service
agreement costs


(130)


(130)

Contingent consideration remeasurement


(1,299)


(1,299)

Non-GAAP net (loss) income

$              (6,831)


$               6,776


$                   (55)







Weighted average shares outstanding

35,694


71,200


106,894







Non-GAAP net (loss) income per share - basic

$                (0.19)


$                 0.10


$              (0.001)

 

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SOURCE Powerfleet