What changed in this filing

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Item 1A. Risk Factors

2024-08-28 compared with 2023-11-13 · 7 added, 58 removed, 0 unchanged (100% of the section changed)

addition to the other information set forth under the heading “Risks to Our Business” in Part I, Item 2 of this report,

you should carefully consider the factors discussed in Part I, Item 1A.

“Risk Factors,” in the Company’s 2022

Annual Report as such factors could materially affect the Company’s business, financial condition, and future results.

risks described in the 2022 Annual Report are not the only risks that the Company faces.

Additional risks and uncertainties not

currently known to the Company, or that the Company currently deems to be immaterial, also may have a material adverse impact on the

Company’s business, financial condition, or results of operations.

There have been no material changes to the risk factors

identified in the Company’s 2022 Annual Report, other than set forth below:

have operations located in Israel, and therefore our results may be adversely affected by political, military and economic conditions

subsidiaries Powerfleet Israel and Pointer operate in Israel, and therefore our business and operations may be directly influenced by

the political, economic and military conditions affecting Israel at any given time.

A change in the security and political situation

in Israel could have a material adverse effect on our business, operating results and financial condition.

Since the establishment of

the State of Israel in 1948, a number of armed conflicts have taken place between Israel and its Arab neighbors, including Hezbollah

in Lebanon and Hamas in the Gaza Strip.

In the last several years, these conflicts have involved missile strikes against civilian targets

in various parts of Israel, particularly in southern Israel where Pointer’s main offices and manufacturing facility are located

and have negatively affected business conditions in Israel.

Most recently, on October 7, 2023, Hamas terrorists invaded southern Israel

and launched missile strikes in a widespread terrorist attack on Israel.

On the same day, the Israeli government declared that the country

was at war and the Israeli military began to call up reservists for active duty, including a number of our Israeli employees, including

members of the management team in Israel.

In addition, political uprisings and conflicts in various countries in the Middle East, including

Syria and Iraq, are affecting the political stability of those countries.

It is not clear how this instability will develop and how it

will affect the political and security situation in the Middle East.

none of our facilities were damaged in the October 7, 2023 attack, in the event that our facilities are damaged as a result of continued

or additional hostile action or continued or additional hostilities otherwise disrupt the ongoing operation of our facilities or the

airports and seaports on which we depend to import and export our supplies and products, our ability to manufacture and deliver products

to customers could be materially adversely affected.

Additionally, the operations of our Israeli suppliers and contractors may be disrupted

as a result of hostile action or hostilities, in which event our ability to deliver products to customers may be materially adversely

several countries, principally in the Middle East, restrict doing business with Israel and Israeli companies, and additional countries

may impose restrictions on doing business with Israel and Israeli companies if hostilities or political instability in the region continues

or intensifies.

These restrictions may limit materially our ability to obtain raw materials from these countries or sell our products

to companies in these countries.

Any hostilities involving Israel or the interruption or curtailment of trade between Israel and its

present trading partners could have a material adverse effect on our business, operating results and financial condition.

downturn in the Israeli economy may also have a significant impact on our business.

Israel’s economy has been subject to numerous

destabilizing factors, including a period of rampant inflation in the early to mid-1980’s, low foreign exchange reserves, fluctuations

in world commodity prices, military conflicts and civil unrest.

The revenues of certain of our products and services may be adversely

affected if fewer vehicles are used as a result of an economic downturn in Israel, an increase in use of mass transportation, an increase

in vehicle related taxes, an increase in the imputed value of vehicles provided as a part of employee compensation or other macroeconomic

changes affecting the use of vehicles.

In addition, our SVR services significantly depend on Israeli insurance companies mandating subscription

to a service such as the Company’s.

If Israeli insurance companies cease to require such subscriptions, our business could be significantly

adversely affected.

We also rely on the renewal and retention of several operating licenses issued by certain Israeli regulatory authorities.

Should such authorities fail to renew any of these licenses, suspend existing licenses, or require additional licenses, we may be forced

to suspend or cease certain services we provide.

Our business is subject to numerous risks, a number of which are described under Part I, Item 1A.

“Risk Factors” in our Transition Report on Form 10-KT for the transition period ended March 31, 2024.

As of June 30, 2024, there have been no material changes in the risk factors previously disclosed.

These risks should be carefully considered together with the other information set forth in this report, which could materially affect our business, financial condition and future results.

The risks described under Part I, Item 1A.

“Risk Factors” in our Transition Report on Form 10-KT for the transition period ended March 31, 2024 are not the only risks we face.

Risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and operating results.

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-Q

Item 1A. Risk Factors