8-K

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

FORM8-K

CURRENTREPORT

PURSUANTTO SECTION 13 OR 15(d) OF THE

SECURITIESEXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 25, 2021

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POWERFLEET,INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-39080	83-4366463
(State<br> or Other Jurisdiction	(Commission	(IRS<br> Employer
of<br> Incorporation)	File<br> Number)	Identification<br> No.)
123<br> Tice Boulevard, Woodcliff Lake, New Jersey	07677
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(Address<br> of Principal Executive Offices)	(Zip<br> Code)

Registrant’s telephone number, including area code (201) 996-9000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[  ]	Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]	Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title<br> of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Common<br> Stock, par value $0.01 per share	PWFL	The<br> Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company [  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

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Item2.02. Results of Operations and Financial Condition.

On February 25, 2021, PowerFleet, Inc. (the “Registrant”) issued a press release regarding financial results for the fiscal quarter and fiscal year ended December 31, 2020. A copy of the press release is being furnished as Exhibit 99.1 to this report.

The information in this report is being furnished pursuant to Item 2.02 of Form 8-K. In accordance with General Instruction B.2. of Form 8-K, the information in this report, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference in such a filing.

Forward-Looking Statements

This report, including Exhibit 99.1 furnished herewith, contains forward looking statements within the meaning of federal securities laws. Forward-looking statements include statements with respect to the Registrant’s beliefs, plans, goals, objectives, expectations, anticipations, assumptions, estimates, intentions, and future performance, and involve known and unknown risks, uncertainties and other factors, which may be beyond the Registrant’s control, and which may cause its actual results, performance or achievements to be materially different from 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. For example, forward-looking statements include statements regarding: prospects for additional customers; potential contract values; market forecasts; projections of earnings, revenues, synergies, accretion or other financial information; emerging new products; and plans, strategies and objectives of management for future operations, including growing revenue, controlling operating costs, increasing production volumes, and expanding business with core customers. The risks and uncertainties referred to above include, but are not limited to, future economic and business conditions, the ability to recognize the anticipated benefits of the acquisition of Pointer Telocation Ltd. (“Pointer”), which may be affected by, among other things, the loss of key customers or reduction in the purchase of products by any such customers, the failure of the market for the Registrant’s products to continue to develop, the possibility that the Registrant may not be able to integrate successfully the business, operations and employees of I.D. Systems, Inc. (“I.D. Systems”) and Pointer, the inability to protect the Registrant’s intellectual property, the inability to manage growth, the effects of competition from a variety of local, regional, national and other providers of wireless solutions, and other risks detailed from time to time in the Registrant’s filings with the Securities and Exchange Commission, including the Registrant’s annual report on Form 10-K for the year ended December 31, 2019. These risks could cause actual results to differ materially from those expressed in any forward-looking statements made by, or on behalf of, the Registrant. Unless otherwise required by applicable law, the Registrant assumes no obligation to update any forward-looking statements, and expressly disclaims any obligation to do so, whether as a result of new information, future events or otherwise.

Item9.01. Financial Statements and Exhibits.

(d)	Exhibits

As described above, the following exhibit is furnished as part of this report:

Exhibit 99.1 – Press release, dated February 25, 2021.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

POWERFLEET, INC.
By:	/s/ Ned Mavrommatis
Name:	Ned Mavrommatis
Title:	Chief Financial Officer

Date: February 25, 2021

EXHIBIT INDEX

Exhibit<br> Number	Description
99.1	Press release, dated February 25, 2021

Exhibit 99.1

PowerFleet Reports Fourth Quarter and Full Year 2020 Financial Results

●	Record Annual Revenue of $113.6 Million and Operating Cash Flow of $8.8 Million
●	Quarterly Revenue Up 7% Sequentially to $29.4 Million, Driving 4% Sequential Increase in High Margin, Recurring and Services Revenue to $17.3 Million

Woodcliff Lake, NJ — February 25, 2021 — PowerFleet, Inc. (Nasdaq: PWFL), a global leader and provider of subscription-based wireless IoT and M2M solutions for securing, controlling, tracking, and managing high-value enterprise assets, reported results for the fourth quarter and full year ended December 31, 2020.

FourthQuarter and Full Year 2020 Financial Highlights

●	Total<br> revenue increased 7% sequentially to $29.4 million.
●	Solid<br> gross profit margin of 51.6%, an improvement from 47.4% in Q4 2019.
●	High<br> margin, recurring and services revenue increased 4% sequentially to $17.3 million.
●	Generated<br> $8.8 million of operating cash for the full year of 2020.
●	At<br> quarter end, cash and cash equivalents totaled $18.1 million and $28.9 million of working capital. Pro forma cash and cash<br> equivalent position, including the net proceeds from the underwritten public offering closed on February 1, 2021, was $45.0<br> million.

FourthQuarter 2020 and Recent Operational Highlights

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●	Selected<br> by Panhandle Transportation Group (PTG) to monitor and remotely manage refrigerated trailers and cargo through PowerFleet’s<br> reefer solution, the LV-400.
●	Chosen<br> by Nucor Tubular Products to improve safety, compliance, and utilization by using PowerFleet’s telematics solutions.
●	Deployed<br> hundreds of IoT-enabled defibrillators in Israel, which were installed across the country in telephone booths, lottery<br> stalls and supermarkets as part of a $2 million deployment program.
●	Leveraged<br> Pointer’s best-in-class IoT solutions to secure multiple new contracts with companies.
●	Signed<br> a deal with McGuire Transportation, a regional dry van trucking company, to upgrade its trailer management solution for<br> its U.S.-based operations.

ManagementCommentary

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“The fourth quarter was a solid finish to a very unpredictable 2020,” said PowerFleet CEO Chris Wolfe. “Our continued execution against strategic initiatives, including focus on driving profitable growth, and our leaner cost structure enabled us to deliver 7% sequential topline growth, 4% sequential increase in high margin recurring and services revenue, and improved GAAP and non-GAAP profitability measures for the quarter. These improving financial metrics demonstrate the leverage in our business model and the ongoing benefits from our cost optimization measures, which together helped to produce strong gross margins and $8.8 million in operating cash for 2020.

“From a sales perspective, we finished the year strong with several new customer wins, a solid backlog of installations, and a robust prospect pipeline entering 2021. We remain encouraged by our growing product portfolio, expanded partnership with Jungheinrich as well as notable new wins, including Kautex, Panhandle Transportation Group, Nucor Tubular, and McGuire Transportation.

“Looking ahead in 2021, end market demand for our dry van, container, and cold chain mobility platforms is steadily improving in North America and we are gaining numerous cold chain and IoT pharma customers in Israel. As the global economy recovers and countries reopen, PowerFleet is well positioned to leverage our enhanced scale, strong balance sheet, and expansive international footprint to effectively compete and win global tenders. We believe these factors will enable PowerFleet to capture an increasing share of the growing, multi-billion-dollar global industrial IoT market.”

FourthQuarter 2020 Financial Results

Total revenue was $29.4 million, compared to $35.1 million in the same year-ago period. The decrease in revenue was related to the reduction in product revenue from Avis and the impact from COVID-19. Services revenue was $17.3 million (58.8% of total revenue), compared to $18.7 million (53.2% of total revenue) in the same year-ago period. Product revenue was $12.1 million (41.2% of total revenue), compared to $16.5 million (46.8% of total revenue) in the same year-ago period.

Gross profit was $15.2 million (51.6% of total revenue), compared to $16.6 million (47.4% of total revenue) in the same year-ago period. Service gross profit was $11.2 million (65.0% of total service revenue), compared to $11.6 million (62.3% of total service revenue) in the same year-ago period. Product gross profit was $3.9 million (32.5% of total product revenue), compared to $5.0 million (30.4% of total product revenue) in the same year-ago period.

Selling, general and administrative expenses were $13.0 million, compared to $14.7 million in the same year-ago period. Research and development expenses were $2.3 million, compared to $3.0 million in the same year-ago period. The year-over-year decrease in operating expenses reflects the cost savings initiatives implemented in 2020.

Net loss attributable to common stockholders totaled $3.5 million or $(0.12) per basic and diluted share (based on 30.2 million weighted average shares outstanding), compared to net loss attributable to common stockholders of $5.2 million or $(0.18) per basic and diluted share in the same year-ago period (based on 28.6 million weighted average shares outstanding). The net loss attributable to common shareholders in the fourth quarter of 2020 included $2.0 million in non-cash expense related to foreign currency translation of debt outstanding in local currency at the company’s Israeli subsidiary. Due to this non-cash expense as well as additional gains and losses that may not be indicative of PowerFleet’s core operating results, the company is supplementing its GAAP results with certain non-GAAP measures, including non-GAAP net income (loss), non-GAAP net income (loss) per basic and diluted share and adjusted EBITDA.

Non-GAAP net income attributable to common stockholders totaled $2.0 million or $0.07 per basic and $0.05 per diluted share (based on 30.2 million weighted average basic shares outstanding and 38.1 million weighted average diluted shares outstanding), an improvement compared to non-GAAP net loss attributable to common stockholders of $606,000 or $(0.02) per basic and diluted share (based on 28.6 million weighted average basic and diluted shares outstanding) in the same year-ago period (See the section below titled “Non-GAAP Financial Measures” for more information about non-GAAP net income and its reconciliation to GAAP net income/loss).

Adjusted EBITDA, a non-GAAP metric, totaled $3.2 million, compared to adjusted EBITDA of $2.1 million in the same year-ago period (See the section below titled “Non-GAAP Financial Measures” for more information about adjusted EBITDA and its reconciliation to GAAP net income/loss).

At quarter-end, the company had $18.1 million in cash and cash equivalents. The Company’s working capital position at quarter-end was $28.9 million.

Full Year 2020 Financial Results

Financial results for the full year ended December 31, 2020 include financial results from Pointer Telocation Ltd., which was acquired on October 3, 2019. Financial results for the year ended December 31, 2019 include financial results from I.D. Systems, Inc., and financial results for Pointer Telocation Ltd. for the fourth quarter of 2019.

Total revenue increased to $113.6 million from $81.9 million in 2019. Services revenue was $67.9 million (59.8% of total revenue), compared to $36.5 million (44.6% of total revenue) in 2019. Product revenue was $45.7 million (40.2% of total revenue), compared to $45.4 million (55.4% of total revenue) in 2019.

Gross profit increased to $59.0 million (52.0% of total revenue) from $38.4 million (46.8% of total revenue) in 2019. Services gross profit was $43.6 million (64.2% of services revenue), compared to $22.9 million (62.8% of services revenue) in 2019. Product gross profit was $15.4 million (33.8% of product revenue), compared to $15.4 million (34.0% of product revenue) in 2019.

Selling, general and administrative expenses were $51.9 million, compared to $33.1 million in 2019. Research and development expenses were $10.6 million, compared to $8.5 million in 2019.

Net loss attributable to common stockholders totaled $13.6 million or $(0.46) per basic and diluted share (based on 29.7 million weighted average shares outstanding), compared to net loss of $12.0 million or $(0.59) per basic and diluted share in 2019 (based on 20.5 million weighted average shares outstanding). The net loss attributable to common shareholders in the 2020 included $2.1 million in non-cash expense related to foreign currency translation of debt outstanding in local currency at the company’s Israeli subsidiary. Due to this non-cash expense as well as additional gains and losses that may not be indicative of PowerFleet’s core operating results, the company is supplementing its GAAP results with certain non-GAAP measures including non-GAAP net income (loss), non-GAAP net income (loss) per basic and diluted share and adjusted EBITDA.

Non-GAAP net income attributable to common stockholders totaled $3.7 million or $0.12 per basic and $0.10 per diluted share (based on 29.7 million weighted average basic shares outstanding and 37.1 million weighted average diluted shares outstanding), an improvement compared to non-GAAP net loss attributable to common stockholders of $4.7 million or $(0.23) per basic and diluted share (based on 20.5 million weighted average basic and diluted shares outstanding) in 2019 (See the section below titled “Non-GAAP Financial Measures” for more information about non-GAAP net income and its reconciliation to GAAP net income/loss).

Adjusted EBITDA, a non-GAAP metric, totaled $9.1 million compared to adjusted EBITDA of $3.2 million in 2019 (See the section below titled “Non-GAAP Financial Measures” for more information about adjusted EBITDA and its reconciliation to GAAP net income/loss).

Investor Conference Call

PowerFleet management will discuss these results and business outlook on a conference call today Thursday, February 25 at 8:00 a.m. Eastern time (5:00 a.m. Pacific time).

PowerFleet CEO Chris Wolfe and CFO Ned Mavrommatis will host the call, followed by a question-and-answer session where sell-side analysts and major institutional shareholders can ask questions.

U.S. dial-in: 877-407-0778

International dial-in: 201-689-8565

Passcode: 40007

The conference call will be broadcast simultaneously and available for replay in the investor section of the company’s website at ir.powerfleet.com.

If you have any difficulty connecting with the conference call, please contact PowerFleet’s investor relations team at (949) 574-3860.

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 non-GAAP net income (loss), non-GAAP net income (loss) per basic and diluted share and adjusted EBITDA. 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 that may not be indicative of its core operating results and business outlook. Adjusted EBITDA is not a measure of financial performance or liquidity under GAAP and, accordingly, should not be considered as an alternate to net income or cash flow from operating activities 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 nearest GAAP measures can be found in the financial tables included in this press release.

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PowerFleet,Inc. and Subsidiaries

Reconciliationof GAAP to Adjusted EBITDA Financial Measures

(Unaudited)

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	Three Months Ended						Year Ended
	December 31,						December 31,
	2019			2020			2019			2020
Net loss attributable to common stockholders	$	(5,169,000	)	$	(3,542,000	)	$	(12,047,000	)	$	(13,606,000	)
Dividends on preferred stock		1,084,000			1,177,000			1,084,000			4,599,000
Other (income) expense, net		4,000			109,000			50,000			102,000
Intangible assets amortization expense		1,240,000			1,333,000			1,967,000			5,329,000
Stock-based compensation		801,000			1,064,000			2,533,000			4,142,000
Foreign currency translation		179,000			2,014,000			467,000			1,989,000
Non-cash portion of income tax expense		(680,000	)		(149,000	)		(680,000	)		991,000
Severance expenses related to the acquisition		1,724,000			-			1,724,000			-
Impact of the fair value mark-up of acquired inventory		211,000			-			211,000			124,000
Non-GAAP net income (loss) attributable to common stockholders	$	(606,000	)	$	2,006,000		$	(4,691,000	)	$	3,670,000
Non-GAAP net income (loss) attributable to common stockholders - basic	$	(0.02	)	$	0.07		$	(0.23	)	$	0.12
Non-GAAP net income (loss) attributable to common stockholders - diluted	$	(0.02	)	$	0.05		$	(0.23	)	$	0.10
Weighted average common shares outstanding - basic		28,582,000			30,227,000			20,476,000			29,703,000
Weighted average common shares outstanding - diluted		28,582,000			38,130,000			20,476,000			37,057,000

PowerFleet,Inc. and Subsidiaries

Reconciliationof GAAP to Non-GAAP Net Income (Loss) Financial Measures

(Unaudited)

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	Three Months Ended						Year Ended
	December 31,						December 31,
	2019			2020			2019			2020
Net loss attributable to common stockholders	$	(5,169,000	)	$	(3,542,000	)	$	(12,047,000	)	$	(13,606,000	)
Non-controlling interest		(18,000	)		7,000			(18,000	)		(3,000	)
Dividends on preferred stock		1,084,000			1,177,000			1,084,000			4,599,000
Interest (income) expense, net		877,000			291,000			823,000			2,276,000
Other (income) expense, net		4,000			109,000			50,000			102,000
Income tax (benefit) expense		(75,000	)		(144,000	)		(75,000	)		1,038,000
Depreciation and amortization		2,042,000			2,266,000			3,341,000			8,425,000
Stock-based compensation		801,000			1,064,000			2,533,000			4,142,000
Foreign currency translation		179,000			2,014,000			467,000			1,989,000
Acquisition-related fees		462,000			-			5,135,000			-
Severance expenses related to the acquisition		1,724,000			-			1,724,000			-
Impact of the fair value mark-up of acquired inventory		211,000			-			211,000			124,000
Adjusted EBITDA	$	2,122,000		$	3,242,000		$	3,228,000		$	9,086,000

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About PowerFleet

PowerFleet® Inc. (NASDAQ: PWFL; TASE: PWFL) is a global leader and provider of subscription-based wireless IoT and M2M solutions for securing, controlling, tracking, and managing high-value enterprise assets such as industrial trucks, tractor trailers, containers, cargo, and vehicles and truck fleets. The company is headquartered in Woodcliff Lake, New Jersey, with offices located around the globe. PowerFleet’s patented technologies address the needs of organizations to monitor and analyze their assets to increase efficiency and productivity, reduce costs, and improve profitability. Our offerings are sold under the global brands PowerFleet, Pointer, and Cellocator. For more information, please visit www.powerfleet.com, the content of which does not form a part of this press release.

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CautionaryNote Regarding Forward-Looking Statements

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This press release contains forward-looking statements within the meaning of federal securities laws. Forward-looking statements include statements with respect to PowerFleet’s beliefs, plans, goals, objectives, expectations, anticipations, assumptions, estimates, intentions, and future performance, and involve known and unknown risks, uncertainties and other factors, which may be beyond PowerFleet’s control, and which may cause its actual results, performance or achievements to be materially different from 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. For example, forward-looking statements include statements regarding prospects for additional customers; potential contract values; market forecasts; projections of earnings, revenues, synergies, accretion, or other financial information; emerging new products; and plans, strategies, and objectives of management for future operations, including growing revenue, controlling operating costs, increasing production volumes, and expanding business with core customers. The risks and uncertainties referred to above include, but are not limited to, future economic and business conditions, the ability to recognize the anticipated benefits of the acquisition of Pointer, which may be affected by, among other things, the loss of key customers or reduction in the purchase of products by any such customers, the failure of the market for PowerFleet’s products to continue to develop, the possibility that PowerFleet may not be able to integrate successfully the business, operations and employees of I.D. Systems and Pointer, the inability to protect PowerFleet’s intellectual property, the inability to manage growth, the effects of competition from a variety of local, regional, national and other providers of wireless solutions, and other risks detailed from time to time in PowerFleet’s filings with the Securities and Exchange Commission, including PowerFleet’s annual report on Form 10-K for the year ended December 31, 2019. These risks could cause actual results to differ materially from those expressed in any forward-looking statements made by, or on behalf of, PowerFleet. Unless otherwise required by applicable law, PowerFleet assumes no obligation to update the information contained in this press release, and expressly disclaims any obligation to do so, whether a result of new information, future events, or otherwise.

PowerFleetCompany Contact

Ned Mavrommatis, CFO

NMavrommatis@powerfleet.com

(201) 996-9000

PowerFleetInvestor Contact

Matt Glover

Gateway Investor Relations

PWFL@gatewayIR.com

(949) 574-3860

PowerFleet,Inc. and Subsidiaries

CondensedConsolidated Statements of Operations Data

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	Three Months Ended						Year Ended
	December 31,						December 31,
	2019			2020			2019			2020
				(Unaudited)						(Unaudited)
Revenue:
Products	$	16,462,000		$	12,135,000		$	45,416,000		$	45,651,000
Services		18,684,000			17,292,000			36,499,000			67,942,000
		35,146,000			29,427,000			81,915,000			113,593,000
Cost of revenue:
Cost of products		11,454,000			8,194,000			29,982,000			30,219,000
Cost of services		7,047,000			6,048,000			13,569,000			24,357,000
		18,501,000			14,242,000			43,551,000			54,576,000
Gross Profit		16,645,000			15,185,000			38,364,000			59,017,000
Operating expenses:
Selling, general and administrative expenses		14,724,000			12,973,000			33,148,000			51,878,000
Research and development expenses		3,032,000			2,308,000			8,540,000			10,597,000
Severance expenses related to the acquisition		1,724,000			-			1,724,000			-
Acquisition related expenses		462,000			-			5,135,000			-
		19,942,000			15,281,000			48,547,000			62,475,000
Loss from operations		(3,297,000	)		(96,000	)		(10,183,000	)		(3,458,000	)
Interest income		15,000			14,000			125,000			55,000
Interest expense		(892,000	)		(304,000	)		(948,000	)		(2,330,000	)
Foreign currency translation of debt		-			(2,007,000	)		-			(2,137,000	)
Other (expense) income, net		(4,000	)		(109,000	)		(50,000	)		(102,000	)
Net loss before income taxes		(4,178,000	)		(2,502,000	)		(11,056,000	)		(7,972,000	)
Income tax benefit (expense)		75,000			144,000			75,000			(1,038,000	)
Net loss before non-controlling interest		(4,103,000	)		(2,358,000	)		(10,981,000	)		(9,010,000	)
Non-controlling interest		18,000			(7,000	)		18,000			3,000
Preferred stock dividends		(1,084,000	)		(1,177,000	)		(1,084,000	)		(4,599,000	)
Net loss attributable to common stockholders	$	(5,169,000	)	$	(3,542,000	)	$	(12,047,000	)	$	(13,606,000	)
Net loss per share - basic and diluted	$	(0.18	)	$	(0.12	)	$	(0.59	)	$	(0.46	)
Weighted average common shares outstanding - basic and diluted		28,582,000			30,227,000			20,476,000			29,703,000

PowerFleet,Inc. and Subsidiaries

CondensedConsolidated Balance Sheet Data

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	As of December 31,
	2019*			2020
				(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	16,395,000		$	18,127,000
Restricted cash		308,000			308,000
Accounts receivable, net		27,016,000			24,147,000
Inventory, net		16,381,000			12,873,000
Deferred costs - current		3,720,000			3,128,000
Prepaid expenses and other current assets		7,370,000			6,184,000
Total current assets		71,190,000			64,767,000
Deferred costs - less current portion		4,810,000			2,233,000
Fixed assets, net		8,240,000			8,804,000
Goodwill		89,068,000			83,344,000
Intangible assets, net		36,639,000			31,276,000
Right of use asset		7,024,000			9,700,000
Severance payable fund		3,530,000			4,056,000
Deferred tax asset		-			1,116,000
Other assets		2,532,000			3,115,000
Total assets	$	223,033,000		$	208,411,000
LIABILITIES
Current liabilities:
Short-term bank debt and current maturities of long-term debt	$	3,373,000		$	5,579,000
Convertible note payable		5,000,000			-
Accounts payable and accrued expenses		24,880,000			20,854,000
Deferred revenue - current		7,687,000			6,710,000
Lease liability - current		2,460,000			2,755,000
Total current liabilities		43,400,000			35,898,000
Long-term debt, less current maturities		26,515,000			23,179,000
Deferred revenue - less current portion		8,544,000			5,826,000
Lease liability - less current portion		4,779,000			7,050,000
Accrued severance payable		4,062,000			4,714,000
Deferred tax liability		3,791,000			-
Other long-term liabilities		369,000			854,000
Total liabilities		91,460,000			77,521,000
MEZZANINE EQUITY
Convertible redeemable Preferred stock: Series A		47,393,000			51,992,000
STOCKHOLDERS' EQUITY		-			-
Total Powerfleet, Inc. stockholders’ equity		84,190,000			78,823,000
Non-controlling interest		(10,000	)		75,000
Total equity		84,180,000			78,898,000
Total liabilities and stockholders’ equity	$	223,033,000		$	208,411,000

*Derived from audited balance sheet as of December 31, 2019

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PowerFleet,Inc. and Subsidiaries

CondensedConsolidated Statements of Cash Flow Data

	Year Ended December 31,
	2019			2020
				(Unaudited)
Cash flows from operating activities (net of net assets acquired):
Net loss	$	(12,047,000	)	$	(13,606,000	)
Adjustments to reconcile net loss to cash (used in) provided by operating activities:
Non-controlling interest		(18,000	)		(3,000	)
Preferred Dividends		1,084,000			4,599,000
Inventory reserve		207,000			260,000
Stock based compensation expense		3,794,000			4,258,000
Depreciation and amortization		3,347,000			8,425,000
Right-of-use assets, non-cash lease expense		965,000			2,832,000
Change in contingent consideration		54,000			-
Other non-cash items		(40,000	)		24,000
Deferred taxes		-			359,000
Changes in:
Operating assets and liabilities		(4,615,000	)		1,700,000
Net cash (used in) provided by operating activities		(7,269,000	)		8,848,000
Cash flows from investing activities:
Acquisitions, net of cash assumed		(69,005,000	)		-
Proceeds from sale of property and equipment		24,000			75,000
Capital expenditures		(1,042,000	)		(3,373,000	)
Purchases of investments		(99,000	)		-
Proceeds from the sale and maturities of investments		4,638,000			-
Net cash used in investing activities		(65,484,000	)		(3,298,000	)
Cash flows from financing activities:
Net proceeds from stock offering		46,309,000			4,041,000
Proceeds from convertible note		5,000,000			-
Repayment of convertible note		-			(5,000,000	)
Proceeds from long-term-debt		30,000,000			-
Repayment of long-term debt		(2,010,000	)		(2,858,000	)
Debt issuance costs		(742,000	)		-
Short-term bank debt, net		75,000			(262,000	)
Proceeds from exercise of stock options		330,000			556,000
Purchase of treasury stock upon vesting of restricted stock		(317,000	)		(423,000	)
Net cash (used in) provided by financing activities		78,645,000			(3,946,000	)
Effect of foreign exchange rate changes on cash and cash equivalents		345,000			128,000
Net increase in cash, cash equivalents and restricted cash		6,237,000			1,732,000
Cash, cash equivalents and restricted cash - beginning of period		10,466,000			16,703,000
Cash, cash equivalents and restricted cash - end of period	$	16,703,000		$	18,435,000