What changed in this filing

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Item 1. Business

2024-05-09 compared with 2023-03-31 · 121 added, 126 removed, 309 unchanged (44% of the section changed)

(together with its subsidiaries, “Powerfleet,” the “Company,” “we,” “our” or “us”)

is a global leader of Internet-of-Things (IoT) solutions providing valuable business intelligence for managing high-value enterprise

Powerfleet is a global leader of Internet-of-Things (“IoT”) solutions providing valuable business intelligence for managing high-value enterprise

assets that improve operational efficiencies.

are headquartered in Woodcliff Lake, New Jersey, with offices located around the globe.

On April 2, 2024, we consummated the transactions contemplated by the Implementation Agreement, dated as of October

10, 2023 (the “Implementation Agreement”), that we entered into with Main Street 2000 Proprietary Limited, a private company

incorporated in the Republic of South Africa and our wholly owned subsidiary (“Powerfleet Sub”), and MiX Telematics, a public

company incorporated under the laws of the Republic of South Africa (the “MiX Combination”).

On such closing date, Powerfleet

Sub acquired all the issued ordinary shares of MiX Telematics (including those represented by MiX Telematics’ American Depositary

Shares) through the implementation of a scheme of arrangement (the “Scheme”) in accordance with Sections 114 and 115 of the

South African Companies Act, No.

71 of 2008, as amended (the “Companies Act”), in exchange for shares of our common stock.

As a result, MiX Telematics became our indirect, wholly owned subsidiary.

Powerfleet for Warehouse solutions are designed to provide on-premise or in-facility asset and operator management, monitoring, and

visibility for warehouse trucks such as forklifts, man-lifts, tuggers and ground support equipment at airports.

These solutions utilize

a variety of communications capabilities such as Bluetooth ® , WiFi, and proprietary radio frequency.

Powerfleet for Logistics solutions are designed to provide bumper-to-bumper asset management, monitoring, and visibility for over-the-road

based assets such as heavy trucks, dry-van trailers, refrigerated trailers and shipping containers and their associated cargo.

systems provide mobile-asset tracking and condition-monitoring solutions to meet the transportation market’s desire for greater

visibility, safety, security, and productivity throughout global supply chains.

Powerfleet for Vehicles solutions are designed both to enhance the vehicle fleet management process, whether it’s a rental car,

a private fleet, or automotive original equipment manufacturer (“OEM”) partners.

We achieve this by providing critical information that

can be used to increase revenues, reduce costs and improve customer service.

patented technologies are a proven solution for organizations that must monitor and analyze their assets to improve safety, increase

efficiency, reduce costs, and drive profitability.

Our offerings are sold under the global brands Powerfleet, Pointer, and

have an established history of IoT device development and innovation creating devices that can withstand harsh and rugged

environments.

With 46 patents and patent applications and over 25 years’ experience, we believe we are well positioned to

evolve our offerings for even greater value to customers through our cloud-based applications for unified operations.

Our offerings are sold under the global brands Powerfleet, Pointer, and Cellocator.

have an established history of IoT device development and innovation creating devices that can withstand harsh and rugged environments.

With 46 patents and patent applications and over 25 years’ experience, we believe we are well positioned to evolve our offerings

for even greater value to customers through our cloud-based applications for unified operations.

deliver advanced data solutions that connect mobile assets to increase visibility, operational efficiency and profitability.

spectrum of vertical markets, we differentiate ourselves by developing mobility platforms that collect data from unique sensors.

because we are original equipment manufacturer (OEM) agnostic, we help organizations view and manage their mixed assets homogeneously.

because we are OEM agnostic, we help organizations view and manage their mixed assets homogeneously.

All of our solutions are paired with software as a service (“SaaS”) and analytics platforms to provide an even deeper level of insights

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Applications of Our IoT Solutions

provide real-time intelligence for organizations with high-value assets allowing them to make informed decisions and ultimately

improve their operations, safety, and bottom line.

Our applications enable organizations to capture IoT data from various types of

assets with devices and sensors creating a holistic view for analysis and action.

provide real-time intelligence for organizations with high-value assets allowing them to make informed decisions and ultimately improve

their operations, safety, and bottom line.

Our applications enable organizations to capture IoT data from various types of assets with

devices and sensors creating a holistic view for analysis and action.

core applications that our IoT solutions address include:

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This is achieved through proving such things as two-way integrated workflows for drivers, control assignments

and work change, Electronic Driver Logging (ELD) and automated record keeping for regulatory compliance, monitoring of asset pools and

and work change, Electronic Driver Logging and automated record keeping for regulatory compliance, monitoring of asset pools and

geofence violations, and various reporting insights that flag under-utilized assets, the closest assets, and alerts on dwell time and

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our customers with a variety of make-model-years in their fleet, we have developed an unmatched library of certified vehicle code interfaces

through our second-generation On-Board Diagnostics (“OBD-II”), industry standard.

through our second-generation On-Board Diagnostics, industry standard.

Our patented fleet management system helps

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leasing additional equipment.

Our applications provide root cause analysis for any cargo claims and helps with exoneration of drivers

Our applications provide root cause analysis for any cargo claims and help with exoneration of drivers

in accidents via dash camera visibility.

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overviews, troubleshooting guides, and issue escalation procedures.

provide our consulting services both as a standalone service to study the potential benefits of implementing a IoT business intelligence

provide our consulting services both as a standalone service to study the potential benefits of implementing an IoT business intelligence

solution and as part of the system implementation itself.

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In those instances, the payment amount is recorded as deferred revenue and revenue is recognized over the service

objective is to become a leading global provider of IoT SaaS solutions for high-value enterprise assets to drive optimized

operations and create safer environments.

Commencing in 2023 we plan to consolidate and augment many of our existing capabilities on

a single customer software platform branded as “Unity.” We have designed our Unity platform to enable rapid and deep

integration with IoT devices and third-party business systems to a highly scalable data pipeline that powers artificial

intelligence-driven insights to help companies save lives, time, and money .

Unity will be an increasingly important initiative to meet our objective of becoming a leading global provider of IoT SaaS solutions

for high-value enterprise assets to drive optimized operations and create safer environments.

To achieve this goal, we intend to

prove value, retain and grow business with existing customers and pursue opportunities with new customers by:

focusing our business solutions

by vertical markets and go to market strategies to each market;

positioning ourselves as

an innovative thought leader;

maintaining a world class

sales and marketing team;

identifying, seizing, and

managing revenue opportunities;

expanding our customer

base, achieving wider market penetration and educating customers with mixed assets in their organization about our other applications;

implementing improved marketing,

sales and support strategies;

shortening our initial

sales cycles by helping our customers through:

identifying and quantifying

benefits expected from our solutions;

accelerating transitions

from implementation to roll-out;

building service revenue

through long-term SaaS contracts;

differentiating our product

offering through analytics, machine learning, unique sensors, and value-added services;

producing incremental revenue

at a high profit margin;

expanding our partnerships

and integrations.

objective is to become a leading global provider of IoT SaaS solutions for high-value enterprise assets to drive optimized operations

and create safer environments.

In 2023, we consolidated and augmented many of our existing capabilities on a single customer software

platform branded as “Unity.” We have designed our Unity platform to enable rapid and deep integration with IoT devices and

third-party business systems to a highly scalable data pipeline that powers artificial intelligence-driven insights to help companies

save lives, time, and money.

Unity is an increasingly important initiative to meet our objective of becoming a leading global provider

of IoT SaaS solutions for high-value enterprise assets to drive optimized operations and create safer environments.

To achieve this goal,

we intend to prove value, retain and grow business with existing customers and pursue opportunities with new customers by:

our business solutions by vertical markets and go to market strategies to each market;

ourselves as an innovative thought leader;

a world class sales and marketing team;

seizing, and managing revenue opportunities;

our customer base, achieving wider market penetration and educating customers with mixed assets in their organization about our other

applications;

improved marketing, sales and support strategies;

our initial sales cycles by helping our customers through:

and quantifying benefits expected from our solutions;

transitions from implementation to roll-out;

service revenue through long-term SaaS contracts;

differentiating

our product offering through analytics, machine learning, unique sensors, and value-added services;

incremental revenue at a high profit margin;

our partnerships and integrations.

also plan to expand into new applications and markets by:

pursuing opportunities

to integrate our system with computer hardware and software vendors, including:

transportation management

warehouse management systems;

labor and timecard systems;

enterprise resource planning;

yard management systems.

establishing relationships

with global distributors;

evaluating and pursuing

strategically sound acquisitions of companies.

opportunities to integrate our system with computer hardware and software vendors, including:

transportation

management systems;

and timecard systems;

resource planning;

management systems.

relationships with global distributors;

and pursuing strategically sound acquisitions of companies.

and Marketing

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market our systems directly to commercial and government organizations and through indirect sales channels, such as OEMs, vehicle importers,

distributors, and industrial equipment dealers.

distributors, and warehouse equipment dealers.

addition, we are actively pursuing strategic relationships with key companies in our target markets - including complementary hardware

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system deployment serves as a basis for potential expansion across the customer’s organization.

work closely with customers to prove out a return on investment, which is usually less than 12 months, and help maximize the utilization

work closely with customers to demonstrate a return on investment, which is usually less than 12 months, and help maximize the utilization

and benefits of our system and demonstrate the value of enterprise-wide deployments.

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machine to machine mobility needs include Avis, Walmart, Toyota, and XPO Logistics.

No individual customer generates revenue

equal to or greater than 10% of the Company’s consolidated total revenue.

No individual customer generates revenue equal to

or greater than 10% of the Company’s consolidated total revenue.

market for our solutions is rapidly evolving, highly competitive and fragmented.

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our research and development efforts are focused on expanding the capabilities of our products;

differentiating our offerings

through our Unity platform build, simplifying the implementation, support and utilization of our solutions, reducing the cost of our

solutions, increasing the reliability of our solutions, expanding the functionality of our solutions to meet customer and market

requirements, applying new advances in technology to enhance existing solutions, and building further competitive advantages through

our intellectual property portfolio.

differentiating our offerings through

our Unity platform build, simplifying the implementation, support and utilization of our solutions, reducing the cost of our solutions,

increasing the reliability of our solutions, expanding the functionality of our solutions to meet customer and market requirements, applying

new advances in technology to enhance existing solutions, and building further competitive advantages through our intellectual property

attempt to protect our technology and products through a variety of intellectual property protections, including the pursuit of patent

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Where strategically appropriate, we will attempt to pursue suspected violators of our patents and, whenever possible, monetize our intellectual

built a portfolio of patents and patent applications relating to various aspects of our technology and products,

including our wireless asset management systems, connected car products, and vehicle management systems.

As of March 9, 2023, our patent

built a portfolio of patents and patent applications relating to various aspects of our technology and products, including our

wireless asset management systems, connected car products, and vehicle management systems.

As of February 29, 2024, our patent

portfolio includes 39 U.S.

patents, 3 pending U.S.

patent applications, 3 pending foreign patent applications, and 2 foreign patents.

patent applications, 2 pending foreign patent applications, and 2 foreign

With the timely payment of all maintenance fees, the U.S.

patents have expiration dates falling between 2024 and 2040.

No single patent

or patent family is considered material to our business.

single patent or patent family is considered material to our business.

have, or have applied for, U.S.

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VEHICLE ASSET COMMUNICATOR ® , POWERFLEET ® , POWERFLEET VISION ® , POWERFLEET IQ ® ,

POWERFLEET YARD ® , VERIWISE IQ ® , ASSET INTELLIGENCE ® , didBOX ® , FREIGHTCAM,

KEYTROLLER ® , REEFERMATE ® , POWERFLEET and Design ® and CAMERA Design ® .

POWERFLEET YARD ® , VERIWISE IQ ® , didBOX ® , FREIGHTCAM, KEYTROLLER ® , REEFERMATE ® ,

POWERFLEET and DESIGN ® and CAMERA Design ® .

Following the MiX Combination, we have additional trademarks for Mix Telematics,

Mix Telematics – Logo, Matrix Vehicle Tracking Logo, Datatrak, Tracking.

Simply Sorted, Beame Character Device, Beame Logo 2012,

Beame Logo 2010, Mix-Drive, FM-WEB, Matrix – right by your side (2013 logo), Mix Vision, Mix Safedrive, FM Communicator, MIX ROVI,

Beame Logo, Our Customers Are People, Not Vehicles, Tripmaster, Life Takes You Places, Matrix Brings you Home, MiX Intuition, Recovery.

Simply Sorted, Geoloc Advanced Alert, MiX Now, Mix Recovery Protect, Mix Fleet Manager, Connected and Protected Fleet.

attempt to avoid infringing known proprietary rights of third parties in our product development and sales efforts.

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our products violate third-party proprietary rights, we may not be able to:

obtain licenses to continue offering such products

without substantial reengineering;

re-engineer our products successfully to avoid infringement;

obtain licenses on commercially reasonable terms, if

litigate an alleged infringement successfully;

settle without substantial expense and damage awards.

licenses to continue offering such products without substantial reengineering;

our products successfully to avoid infringement;

licenses on commercially reasonable terms, if at all;

an alleged infringement successfully;

without substantial expense and damage awards.

claims against us relating to the infringement of third-party proprietary rights, even if without merit, could result in the expenditure

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use of radio emissions is subject to regulation in the United States by various federal agencies, including the Federal Communications

Commission (the “FCC”) and the Occupational Safety and Health Administration (“OSHA”).

Commission (the “FCC”) and the Occupational Safety and Health Administration.

Various state agencies

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To market and sell our integrated wireless solutions in the European

Union, we also utilize unlicensed radio spectra and have obtained the required European Norm (“EN”) certifications.

Union, we also utilize unlicensed radio spectra and have obtained the required European Norm certifications.

addition, some of our operations use substances regulated under various federal, state and local laws governing the environment and worker

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are currently registered by the Federal Department of Security in Mexico to provide our services.

subsidiary Pointer SA (PTY) Ltd.

(“Pointer South Africa”) is currently registered as a security service provider under the

Private Security Industry Regulation Act, 2001 in South Africa.

Our products are also listed with the Independent Communications Authority

of South Africa.

of our South African subsidiaries, including Pointer SA (PTY) Ltd.

(“Pointer South Africa”), are currently registered as

security service providers under the Private Security Industry Regulation Act, 2001 in South Africa.

Our products are also listed with

the Independent Communications Authority of South Africa.

the use of our cellular monitoring units does not require regulatory approvals, in Israel, the use of our radio frequency products is

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In general, applications for regulatory approvals to date have not been problematic.

This being said, we cannot guarantee that approvals already obtained are or will remain sufficient in the view of regulatory authorities

However, we cannot guarantee that approvals already obtained are or will remain sufficient in the view of regulatory authorities

indefinitely.

of March 9, 2023, we had 795 total employees globally, 100% of whom are full-time employees.

We believe that our relationships

with our employees is good.

interest rates, higher inflation, fluctuations in currency values, supply chain disruptions and the conflict between Russia and Ukraine

have resulted in significant economic disruption and adversely impacted the broader global economy, including our customers and suppliers.

Given the dynamic and uncertain nature of the current macroeconomic environment, we cannot reasonably estimate the impact of such developments

on our financial condition, results of operations or cash flows into the foreseeable future.

As of April 15,

2024 , we had 780 total employees globally, 100% of whom are

full-time employees.

We believe that our relationships with our employees are good.

interest rates and lingering inflation, fluctuations in currency values, continued supply chain disruptions, and ongoing

geopolitical conflicts, such as the wars between Russia and Ukraine and between Israel and Hamas, have resulted in significant

economic disruption and adversely impacted the broader global economy, including our customers and suppliers.

Given the dynamic and

uncertain nature of the current macroeconomic environment, we cannot reasonably estimate the impact of such developments on our

financial condition, results of operations or cash flows into the foreseeable future.

The ultimate extent of the effects of these

developments remain highly uncertain, and such effects could exist for an extended period of time.

Inflation Reduction Act of 2022 (the “IRA”) was signed into law in August 2022.

The IRA is federal legislation designed to

raise revenue from, among other things, the imposition of certain corporate tax measures, while authorizing spending on energy and climate

change initiatives and subsidizing the Affordable Care Act.

The IRA also introduced a 1% excise tax on certain corporate stock buybacks,

which would impose a nondeductible 1% excise tax on the fair market value of certain stock that is “repurchased” during the

taxable year by a publicly traded U.S.

corporation or acquired by certain of its subsidiaries.

Management continues to monitor any potential

impact of the IRA on our results.

No immediate or direct effect from the legislation has had a material impact on our results at this

The CHIPS and Science

Act (“CHIPS”) was signed into law in August 2022.

CHIPS is a federal statue providing funding for research and domestic production

of semiconductors.

Additional funding can be provided through CHIPS to various federal agencies as well as towards climate science research.

No immediate or direct material effect from the legislation has had a material impact on our results at this time.

Systems, Inc.

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was incorporated in the

State of Delaware in February 2019 for the purpose of effectuating the transactions pursuant to which we acquired Pointer (the “Transactions”).

Upon the closing of the Transactions, Powerfleet became the parent entity of I.D.

State of Delaware in February 2019 for the purpose of effectuating the transactions pursuant to which we acquired Pointer (the “Pointer Merger”).

Upon the closing of the Pointer Merger, Powerfleet became the parent entity of I.D.

Systems and Pointer.

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reports on Form 10-Q, current reports on Form 8-K and amendments to those reports pursuant to Section 13(a) or 15(d) of the Exchange

Act as soon as reasonably practicable after we electronically file such material with, or furnish such information to, the Securities

and Exchange Commission (“SEC”).

Reports and other information we file with the SEC may also be viewed at the SEC’s

website at www.sec.gov.

We also make available on this website, free of charge, our Code of Ethics for Senior Financial Officers, which

applies to our principal executive officer, principal financial officer and principal accounting officer.

Act as soon as reasonably practicable after we electronically file such material with, or furnish such information to, the SEC.

Reports and other information we file with the SEC may also be viewed at

the SEC’s website at www.sec.gov.

We also make available on this website, free of charge, our Code of Ethics for Senior

Financial Officers, which applies to our principal executive officer, principal financial officer and principal accounting

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business