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

      Powerfleet (PRNewsfoto/Powerfleet)

      News provided by

      Powerfleet

      Jun 16, 2025, 07:00 ET

      Share this article

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      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
      [email protected]

      Powerfleet Media Contact
      Jonathan Bates
      [email protected] 
      +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)

      SOURCE Powerfleet

      Modal title

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