Group 1 - PowerFleet (PWFL) is a notable stock in the Transportation sector, currently outperforming its peers with a year-to-date return of 60.2% compared to the sector average of 0.3% [4] - The Zacks Rank for PowerFleet is 2 (Buy), indicating a positive outlook based on earnings estimates and revisions, with a 300% increase in the consensus estimate for full-year earnings over the past quarter [3] - PowerFleet belongs to the Transportation - Services industry, which has an average loss of 5.8% this year, further highlighting its strong performance relative to its industry [5] Group 2 - Tsakos Energy (TNP) is another Transportation stock that has shown strong performance, with a year-to-date return of 30.1% and a Zacks Rank of 1 (Strong Buy) [4][5] - The Transportation group is ranked 12 within the Zacks Sector Rank, which includes 16 different groups [2] - The Transportation - Shipping industry, where Tsakos Energy operates, has seen a 17.5% increase since the beginning of the year, indicating a positive trend within that segment [6]

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K For the fiscal year ended December 31, 2023. ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______. Commission file number: 001-39080 POWERFLEET, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of (IRS Em ...

PowerFleet, Inc. (NASDAQ:PWFL) Q4 2023 Earnings Conference Call March 12, 2024 8:30 AM ET Company Participants Steve Towe - CEO David Wilson - CFO Conference Call Participants Scott Searle - ROTH MKM Mike Walkley - Canaccord Genuity Jaeson Schmidt - Lake Street Capital Markets Gary Prestopino - Barrington Research Matt Pfau - William Blair Operator Good morning. Welcome to PowerFleet's Fourth Quarter and Full-Year 2023 Conference Call. Joining us for today's presentation are the company's CEO, Steve Towe, a ...

Exhibit 10.1 EXECUTION FACILITIES AGREEMENT DATED 7 MARCH, 2024 USD85,000,000 TERM LOAN FACILITIES for POWERFLEET, INC arranged by FIRSTRAND BANK LIMITED (ACTING THROUGH ITS RAND MERCHANT BANK DIVISION) (as mandated lead arranger) CONTENTS | Clause | | Page | | --- | --- | --- | | 1. | Definitions and Interpretation | 1 | | 2. | The Facilities | 25 | | 3. | Purpose | 26 | | 4. | Conditions of Utilisation | 26 | | 5. | Utilisation | 28 | | 6. | Repayment | 29 | | 7. | Extension of Final Maturity Date | 29 | ...

[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) PowerFleet's unaudited condensed consolidated financial statements for Q3 2023 detail financial position, performance, and cash flows [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) PowerFleet's balance sheet as of September 30, 2023, shows slight decreases in total assets and equity, with cash increasing Condensed Balance Sheet Summary (in thousands) | Account | Dec 31, 2022 | Sep 30, 2023 (Unaudited) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $17,680 | $19,297 | | Total current assets | $81,225 | $83,180 | | Goodwill | $83,487 | $83,487 | | Total assets | $217,435 | $216,106 | | **Liabilities & Equity** | | | | Total current liabilities | $45,714 | $48,633 | | Total liabilities | $77,055 | $76,543 | | Total stockholders' equity | $82,815 | $80,387 | | Total liabilities and stockholders' equity | $217,435 | $216,106 | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q3 2023 operations show flat revenues and a wider net loss, with a nine-month bargain purchase gain reducing the overall net loss Q3 Statement of Operations Highlights (in thousands, except per share data) | Metric | Q3 2022 | Q3 2023 | | :--- | :--- | :--- | | Total revenues | $34,288 | $34,195 | | Gross profit | $17,181 | $17,115 | | Loss from operations | $(1,218) | $(3,257) | | Net loss | $(2,300) | $(3,674) | | Net loss attributable to common stockholders | $(3,535) | $(4,969) | | Net loss per share - basic & diluted | $(0.10) | $(0.14) | Nine Months Ended Sep 30 Statement of Operations Highlights (in thousands) | Metric | 2022 | 2023 | | :--- | :--- | :--- | | Total revenues | $102,043 | $99,084 | | Gross profit | $47,810 | $49,767 | | Loss from operations | $(6,548) | $(8,281) | | Gain on bargain purchase - Movingdots | - | $7,517 | | Net loss | $(5,347) | $(1,882) | | Net loss attributable to common stockholders | $(8,994) | $(5,749) | [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Nine-month cash flows show improved operating cash usage, positive investing cash from Movingdots acquisition, and increased financing cash usage Cash Flow Summary for Nine Months Ended Sep 30 (in thousands) | Cash Flow Activity | 2022 | 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | $(1,714) | $(232) | | Net cash (used in) provided by investing activities | $(4,001) | $3,269 | | Net cash used in financing activities | $(523) | $(1,349) | | **Net (decrease) increase in cash** | **$(9,748)** | **$1,618** | - The primary driver for positive cash flow from investing activities was the **$8.7 million** in cash assumed from the Movingdots acquisition[24](index=24&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Notes detail the Movingdots acquisition gain, revenue recognition, debt, and the subsequent agreement to acquire MiX Telematics - On March 31, 2023, the Company acquired Movingdots GmbH. The fair value of identifiable net assets acquired (**$8.86 million**) exceeded the purchase consideration (**$1.35 million**), resulting in a gain on bargain purchase of approximately **$7.5 million**[41](index=41&type=chunk)[47](index=47&type=chunk)[48](index=48&type=chunk) - On October 10, 2023, the Company entered into an agreement to acquire MiX Telematics Limited, which will become an indirect, wholly-owned subsidiary, with the transaction expected to close in the first quarter of 2024[138](index=138&type=chunk)[149](index=149&type=chunk) - The company has incurred recurring losses and had an accumulated deficit of **$143.3 million** as of September 30, 2023, though management believes current cash and future cash generation are sufficient to fund operations for at least the next 12 months[37](index=37&type=chunk)[39](index=39&type=chunk) Revenue by Source (in thousands) | Revenue Source | Q3 2022 | Q3 2023 | Nine Months 2022 | Nine Months 2023 | | :--- | :--- | :--- | :--- | :--- | | Products | $14,021 | $13,147 | $43,231 | $36,563 | | Services | $20,267 | $21,048 | $58,812 | $62,521 | | **Total** | **$34,288** | **$34,195** | **$102,043** | **$99,084** | [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=40&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) MD&A discusses flat Q3 revenues, increased net loss from SG&A, sufficient liquidity, and the Movingdots acquisition with the pending MiX Telematics deal [Results of Operations](index=49&type=section&id=Results%20of%20Operations) Q3 2023 operations show a slight revenue decrease, with product sales down and service revenue up, leading to a wider net loss from increased SG&A - Q3 2023 product revenue decreased by **$0.9 million (6.2%)** primarily due to reduced sales in Germany and Israel, reflecting strategic business decisions and geopolitical factors[195](index=195&type=chunk) - Q3 2023 service revenue increased by **$0.8 million (3.8%)** due to growth in the installed base generating recurring revenue[196](index=196&type=chunk) - Q3 2023 SG&A expenses rose by **$1.3 million (7.9%)**, driven by **$1.2 million** in transaction costs for the MiX Telematics deal and **$0.7 million** in expenses from the newly acquired Movingdots[200](index=200&type=chunk) - For the nine months ended Sep 30, 2023, net loss attributable to common stockholders decreased to **$5.7 million** from **$9.0 million** in the prior year, primarily due to the gain on bargain purchase for Movingdots and lower interest expense[212](index=212&type=chunk) [Liquidity and Capital Resources](index=51&type=section&id=Liquidity%20and%20Capital%20Resources) As of September 30, 2023, the company had **$19.6 million** in cash and **$34.5 million** in working capital, with sufficient liquidity for 12 months and a new **$30 million** debt facility approved - As of September 30, 2023, the company had cash and cash equivalents of **$19.6 million** and working capital of **$34.5 million**[213](index=213&type=chunk)[224](index=224&type=chunk) - The company has received credit committee approval from its existing lender, Hapoalim, for a new 5-year term debt facility of approximately **$30 million**[188](index=188&type=chunk)[228](index=228&type=chunk) - The pending acquisition of MiX Telematics requires the company to obtain financing to redeem all outstanding Series A Convertible Preferred Stock[186](index=186&type=chunk)[226](index=226&type=chunk) - Management believes current cash and projected cash from operations are sufficient to fund the company for at least the next 12 months from the report's issuance date[189](index=189&type=chunk)[229](index=229&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=57&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This item is not applicable for the period, indicating no material changes to market risk exposures since the last annual report - The company has indicated that there are no applicable quantitative and qualitative disclosures about market risk for this period[245](index=245&type=chunk) [Controls and Procedures](index=57&type=section&id=Item%204.%20Controls%20and%20Procedures) Internal control over financial reporting was ineffective as of December 31, 2022, due to material weaknesses in revenue allocation, software capitalization, and financial close processes - Management concluded that internal control over financial reporting was not effective as of December 31, 2022, and these weaknesses have not been remediated as of September 30, 2023[247](index=247&type=chunk) - Material weaknesses were identified in three areas: determining standalone selling prices (SSP) for revenue allocation, capitalizing costs for internal-use software, and controls over the financial statement close process[248](index=248&type=chunk)[249](index=249&type=chunk) - Remediation steps include implementing a new ERP system, utilizing external resources, enhancing documentation for management review, and training personnel[250](index=250&type=chunk)[254](index=254&type=chunk) [PART II - OTHER INFORMATION](index=59&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Legal Proceedings](index=59&type=section&id=Item%201.%20Legal%20Proceedings) The company faces various litigation, including two Brazilian tax disputes with potential exposures of **$1.3 million** and **$12.9 million**, where a loss is not probable - The company is defending a tax assessment in Brazil from August 2014 regarding VAT tax, with a total potential exposure of **$1.33 million** as of September 30, 2023, where legal counsel believes a loss is not probable[133](index=133&type=chunk) - A second tax dispute in Brazil from July 2015 alleges services should be classified as "telecommunication services," with an initial claim of approximately **$12.9 million**, which a favorable lower court ruling reduced to **$218,000**, now under appeal by the state, and counsel believes a loss is not probable[134](index=134&type=chunk) [Risk Factors](index=59&type=section&id=Item%201A.%20Risk%20Factors) Updated risk factors highlight potential adverse effects from the political, military, and economic conditions in Israel, including reservist call-ups and operational disruptions - A new risk factor has been added concerning the company's operations in Israel due to the political, military, and economic conditions, specifically citing the conflict that began on October 7, 2023[257](index=257&type=chunk)[258](index=258&type=chunk) - The conflict has resulted in the call-up of Israeli employees to active military duty, which could impact operations, alongside risks of damage to facilities or disruption to supply chains and trade[258](index=258&type=chunk)[259](index=259&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=59&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) In Q3 2023, the company withheld **32,000** common shares to satisfy tax obligations for restricted stock vesting, not part of a repurchase plan Issuer Purchases of Equity Securities (Q3 2023) | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | July 2023 | 30,000 | $2.74 | | August 2023 | 1,000 | $2.30 | | September 2023 | 1,000 | $2.34 | | **Total** | **32,000** | **$2.71** | - The shares were withheld to satisfy minimum tax withholding obligations in connection with the vesting of restricted stock and were not part of a publicly announced repurchase program[262](index=262&type=chunk)[263](index=263&type=chunk) [Exhibits](index=61&type=section&id=Item%206.%20Exhibits) Exhibits include amendments to the 2018 Incentive Plan and a severance agreement, CEO/CFO certifications, and Inline XBRL financial statements - Filed exhibits include certifications from the Principal Executive Officer and Principal Financial Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act[265](index=265&type=chunk) - An amendment to the Severance Agreement with CEO Steve Towe and an amendment to the 2018 Incentive Plan are included as exhibits[265](index=265&type=chunk)

Financial Data and Key Metrics Changes - Total revenue for Q3 2023 was $34.2 million, in line with the previous year, with a sequential increase of 7% [47] - Product revenue increased by 19% quarter-over-quarter, while service revenue grew by 11% year-over-year on a constant currency basis [31][47] - Adjusted EBITDA increased threefold to $2 million, reflecting successful cost management and investment in engineering talent [31][50] Business Line Data and Key Metrics Changes - Product gross margin improved from 22% to over 30%, indicating a shift towards higher-margin products [48] - Service gross margin was 61%, with adjustments for out-of-period expenses bringing it in line with the previous year's 64% [49] Market Data and Key Metrics Changes - North America remains the primary focus, showing strong pipeline growth and customer acquisition [79] - The Israeli market is facing temporary demand fluctuations due to ongoing conflict, but over 80% of its revenue is recurring subscription-based [51][62] Company Strategy and Development Direction - The combination with MiX is expected to increase annual revenues from $135 million to $280 million and adjusted EBITDA from $7 million to $39 million [20] - The company aims to position itself among the top global players in the industry, focusing on scale, technology, and financial performance [19][66] Management's Comments on Operating Environment and Future Outlook - Management acknowledges macroeconomic challenges, particularly in Israel, but remains confident in the recurring nature of its revenue streams [51][62] - The Unity platform is expected to drive new business and enhance customer retention through improved data integration and insights [87][99] Other Important Information - The company is implementing a global ERP system to improve operational efficiency and reporting capabilities [44][46] - The recent acquisition of Movingdots is seen as a strategic move to enhance technological capabilities in the AI space [22] Q&A Session Summary Question: Clarification on transformation costs and ERP systems - Management confirmed $1.4 million in one-time costs related to the MiX transaction and ongoing rationalization efforts [68] Question: Trends in pricing and competition - Management noted competitive pressures but emphasized their focus on maintaining pricing power through differentiated offerings [75][78] Question: Insights on the pipeline and regional performance - North America is showing strong pipeline growth, while Israel's B2B space remains robust despite short-term headwinds [79][80] Question: Adoption of the Unity platform - The Unity platform is facilitating new business wins and enhancing customer experience through integrated data solutions [86][99] Question: Performance across market segments - Safety solutions are gaining traction, particularly in warehouse and transportation sectors, with strong pipelines for Q4 [88][100]

Operational Efficiency and Innovation - PowerFleet reported a significant focus on enhancing operational efficiencies through its IoT solutions, which provide valuable business intelligence for managing high-value enterprise assets [134]. - The company has developed a unified software platform branded as "Unity" to integrate IoT devices and third-party business systems, aiming to drive optimized operations and create safer environments [145]. - PowerFleet has established 46 patents and patent applications, showcasing its commitment to innovation and development in IoT technology [139]. - PowerFleet's applications are designed to increase asset utilization and reduce operational costs, contributing to improved profitability for customers [159]. - The company emphasizes the importance of analytics and machine learning in differentiating its product offerings and adding value to customer operations [141]. Financial Performance - Revenues decreased by approximately $2.5 million, or 7%, to $32.1 million in Q2 2023 from $34.6 million in Q2 2022 [179]. - Product revenues decreased approximately $3.8 million, or 25.7%, to $11.0 million in Q2 2023 from $14.8 million in Q2 2022, primarily due to decreased sales in Germany and geopolitical headwinds [180]. - Service revenues increased approximately $1.3 million, or 6.4%, to $21.0 million in Q2 2023 from $19.8 million in Q2 2022, driven by an increase in the installed base [181]. - Gross profit increased to 50.0% in Q2 2023 from 46.9% in Q2 2022, attributed to higher margin service revenue rising to 67% of total revenue [182]. - Net loss attributable to common stockholders was $4.3 million, or $(0.12) per share, for Q2 2023, compared to a net loss of $1.3 million, or $(0.04) per share, for Q2 2022 [187]. - Revenues for the six months ended June 30, 2023, decreased by approximately $2.9 million, or 4.2%, to $64.9 million from $67.8 million in the same period in 2022 [189]. - Product revenues for the six months ended June 30, 2023, decreased by approximately $5.8 million, or 19.8%, to $23.4 million from $29.2 million in the same period in 2022 [190]. - Service revenues increased by approximately $0.9 million, or 6.3%, to $41.5 million for the six months ended June 30, 2023, compared to $38.5 million in the same period in 2022 [191]. - Cost of revenues decreased by approximately $4.9 million, or 13.1%, to $32.2 million for the six months ended June 30, 2023, resulting in a gross profit of $32.6 million, up from $30.6 million in 2022, with gross profit as a percentage of revenues increasing to 50.3% from 45.2% [192]. - Net loss attributable to common stockholders was $5.5 million, or $(0.15) per share, for the six months ended June 30, 2023, compared to a net loss of $0.8 million, or $(0.02) per share, in the same period in 2022 [198]. Strategic Growth and Market Expansion - The company plans to expand its market presence by focusing on vertical markets, improving marketing strategies, and shortening sales cycles to enhance customer engagement [146]. - PowerFleet is pursuing strategic acquisitions to enhance its capabilities and market reach, indicating a proactive approach to growth [146]. - The acquisition of Movingdots is expected to provide significant additional liquidity, with net cash proceeds of $8.7 million anticipated to exceed associated costs [209]. Cash Flow and Financial Position - As of June 30, 2023, the company had cash and cash equivalents of $22.0 million and working capital of $38.3 million [199]. - The company expects sufficient funds to cover capital requirements through August 10, 2024, based on available working capital and anticipated future revenues [175]. - Net cash provided by operating activities was $1.3 million for the six months ended June 30, 2023, compared to net cash used of $2.7 million in the same period in 2022 [214]. - Net cash provided by investing activities was $4.8 million for the six months ended June 30, 2023, primarily due to $8.7 million in net proceeds from the acquisition of Movingdots [215]. Expenses and Cost Management - Selling, general and administrative expenses increased by approximately $1.1 million, or 7.4%, to approximately $16.9 million in Q2 2023, primarily due to the acquisition of Movingdots [185]. - Research and development expenses increased by approximately $0.2 million, or 8.9%, to approximately $2.2 million in Q2 2023, driven by higher levels of capitalized software [186]. - SG&A expenses increased by approximately $3.0 million, or 9.9%, to $33.8 million, with SG&A as a percentage of revenues rising to 52.0% from 45.4% due to the acquisition of Movingdots and increased operational costs [195]. - R&D expenses decreased by approximately $1.3 million, or 25.3%, to $3.9 million, with R&D as a percentage of revenues decreasing to 6.0% from 7.7% [196].

Financial Data and Key Metrics Changes - Total revenue for Q2 2023 was $32.1 million, down from $34.6 million in the previous year, with service revenue growing by 6% year-over-year [64] - High-value services revenue totaled $21 million, reflecting a 12% increase on a constant currency basis [64] - Gross profit margin expanded to 50.3% from 45.2% in the prior year, driven by an improved mix of high-margin services revenue [55][54] - Cash flow from operations for the first half was positive at $1.3 million, a $4 million improvement from the same period last year [56] Business Line Data and Key Metrics Changes - Service revenue accounted for 66% of total revenue, up from 57% in the prior year, indicating a strategic shift towards SaaS [54] - The recurring services gross margin in core markets was 71% in Q2 [41] - The company has successfully executed a $4 million annualized cost reduction initiative, enhancing operational efficiency [5][44] Market Data and Key Metrics Changes - Service revenue in North America grew by 16% in the first half of 2023, while the Israeli business grew by 10% on a constant currency basis [41][26] - The logistics market segment is experiencing a slowdown as customers recalibrate their post-pandemic asset needs, impacting demand [42] Company Strategy and Development Direction - The company is focused on building a high-quality, sticky, recurring SaaS revenue model, with a strong emphasis on transforming its business towards high-margin software sales [40][43] - The integration of Movingdots is ahead of schedule, with a commitment to achieving EBITDA neutrality by Q4 2023 [60][99] - The company plans to expand into Europe in 2024, leveraging its existing capabilities and partnerships [49][73] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in growth prospects despite macroeconomic headwinds, particularly with the Unity data platform and safety-led industrial solutions [42][40] - The company anticipates sequential top-line growth in the second half of 2023, supported by a strong sales pipeline and new customer wins [86][50] - Management highlighted the importance of maintaining market share in challenging environments, particularly in Israel [114] Other Important Information - The company has made significant progress in its ERP project, with rollouts planned for Mexico and the US [53] - The company is actively addressing the impact of the ABRY preferred instrument on its trading performance [68] Q&A Session Summary Question: Will Movingdots still be a drag on EBITDA in Q3? - Yes, Movingdots will impact EBITDA in Q3, but the company expects to be EBITDA neutral by Q4 [99] Question: What is the growth rate for North America and Israel in Q2? - North America saw a 16% growth rate, while Israel experienced a 10% growth rate on a constant currency basis [26][120] Question: Can you provide details on subscriber counts? - The subscriber count increased by 9% year-over-year, with further breakdowns requested for existing versus new customers [97] Question: What are the expectations for ARPU growth? - The company is seeing a 15% to 20% uplift in ARPU from Unity deals, with expectations for continued growth in 2024 [108] Question: What is the status of the ERP integration and cost savings? - The ERP integration is on track, with expected benefits beginning in 2024, and the company is targeting an additional $10 million in cost savings [106][119]

PowerFleet, Inc. (NASDAQ:PWFL) Q1 2023 Earnings Conference Call May 9, 2023 8:30 AM ET Company Participants Steve Towe - CEO David Wilson - CFO Conference Call Participants Daniel Park - Canaccord Genuity Max Michaelis - Lake Street Capital Markets Scott Searle - ROTH MKM Gary Prestopino - Barrington Research Operator Good morning, and welcome to PowerFleet's First Quarter 2023 Conference Call. Joining us for today's presentation is the company's CEO, Steve Towe; and CFO, David Wilson. Following their remar ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 001-39080 POWERFLEET, INC. (Exact name of registrant as specified in its charter) | Delaware | 83-4366463 | ...