Item 1. Financial Statements
Item 1. Financial Statements.
INSEEGO CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except par value, share and per share data)
June 30,
2025 December 31,
2024
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 13,221 $ 39,596
Accounts receivable, net of allowance for expected credit losses of $ 232 and $ 123 , respectively
24,070 13,803
Inventories 15,045 13,575
Prepaid expenses and other 3,847 5,926
Total current assets 56,183 72,900
Property, plant and equipment, net of accumulated depreciation of $ 29,286 and $ 28,897 , respectively
909 1,102
Intangible assets, net of accumulated amortization of $ 35,045 and $ 33,558 , respectively
19,243 18,747
Goodwill 3,949 3,949
Operating lease right-of-use assets 2,328 2,855
Other assets 460 446
Total assets $ 83,072 $ 99,999
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable $ 22,404 $ 18,433
Accrued expenses and other current liabilities 23,838 30,133
2025 Convertible Notes, net — 14,905
Total current liabilities 46,242 63,471
Long-term liabilities:
Operating lease liabilities 1,886 2,627
Deferred tax liabilities, net 180 174
2029 Senior Secured Notes, net 41,721 41,830
Other long-term liabilities 3,539 4,755
Total liabilities 93,568 112,857
Commitments and contingencies (Note 10.)
Stockholders’ deficit:
Preferred stock, par value $ 0.001 ; 2,000,000 shares authorized:
Preferred stock, par value $ 0.001 ; 39,500 shares designated, 25,000 shares issued and outstanding as of both June 30, 2025 and December 31, 2024 (aggregate liquidation preference of $ 40,140 as of June 30, 2025)
— —
Common stock, par value $ 0.001 ; 150,000,000 shares authorized, 15,042,827 and 14,990,712 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively
15 15
Additional paid-in capital 897,591 892,534
Accumulated other comprehensive loss 333 218
Accumulated deficit ( 908,435 ) ( 905,625 )
Total stockholders’ deficit ( 10,496 ) ( 12,858 )
Total liabilities and stockholders’ deficit $ 83,072 $ 99,999
See accompanying notes to condensed consolidated financial statements (unaudited).
INSEEGO CORP.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(In thousands, except share and per share data)
(Unaudited)
Three Months Ended
June 30, Six Months Ended
June 30,
2025 2024 2025 2024
Revenues:
Mobile solutions $ 13,672 $ 25,879 $ 31,462 $ 41,149
Fixed wireless access solutions 14,511 13,317 16,414 27,499
Product 28,183 39,196 47,876 68,648
Services and other 12,040 12,424 24,020 20,477
Total revenues 40,223 51,620 71,896 89,125
Cost of revenues:
Product 22,365 30,507 37,761 53,220
Services and other 1,343 2,304 2,637 3,852
Total cost of revenues 23,708 32,811 40,398 57,072
Gross profit 16,515 18,809 31,498 32,053
Operating costs and expenses:
Research and development 4,820 5,173 9,355 9,856
Sales and marketing 3,951 4,212 7,885 8,051
General and administrative 4,703 3,918 9,193 7,873
Depreciation and amortization 1,761 3,652 3,825 6,944
Impairment of capitalized software — — 384 420
Total operating costs and expenses 15,235 16,955 30,642 33,144
Operating income (loss) 1,280 1,854 856 ( 1,091 )
Other (expense) income:
Interest expense ( 933 ) ( 1,776 ) ( 1,959 ) ( 3,955 )
Loss on extinguishment of revolving credit facility — ( 788 ) — ( 788 )
Gain on debt restructurings, net — 1,324 — 1,324
Other income (expense), net 182 ( 417 ) 485 ( 792 )
Income (Loss) before income taxes 529 197 ( 618 ) ( 5,302 )
Income tax provision 22 118 45 135
Income (Loss) from continuing operations 507 79 ( 663 ) ( 5,437 )
Income (Loss) from discontinued operations (net of income tax provision (benefit) of $ — , $ 188 , $ 400 and $ 408 , respectively)
— 545 ( 400 ) 1,606
Net income (loss) 507 624 ( 1,063 ) ( 3,831 )
Preferred stock dividends ( 883 ) ( 808 ) ( 1,747 ) ( 1,598 )
Net income (loss) attributable to common stockholders $ ( 376 ) $ ( 184 ) $ ( 2,810 ) $ ( 5,429 )
Per share data:
Net earnings (loss) per share
Basic and diluted
Continuing operations $ ( 0.03 ) $ ( 0.06 ) $ ( 0.16 ) $ ( 0.59 )
Discontinued operations — 0.05 ( 0.03 ) 0.14
Basic and diluted earnings (loss) per share* $ ( 0.03 ) $ ( 0.02 ) $ ( 0.19 ) $ ( 0.46 )
Weighted-average shares used in computation of net earnings (loss) per share
Basic and diluted 15,023,832 11,894,746 15,012,918 11,887,233
Other comprehensive income (loss):
Foreign currency translation adjustment 109 ( 355 ) 115 ( 93 )
Comprehensive income (loss) $ 616 $ 269 $ ( 948 ) $ ( 3,924 )
*rounding may impact summation of amounts
See accompanying notes to condensed consolidated financial statements (unaudited).
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INSEEGO CORP.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
(In thousands)
(Unaudited)
Preferred Stock Common Stock Additional
Paid-in Capital (*) Accumulated Deficit Accumulated
Other
Comprehensive (Loss) Income Total
Stockholders’ Deficit
Shares Amount Shares (*) Amount (*)
Balance, March 31, 2024 25 $ — 11,883 $ 12 $ 811,637 ( 912,173 ) $ ( 5,065 ) $ ( 105,589 )
Net loss — — — — — 624 — 624
Foreign currency translation adjustment — — — — — — ( 355 ) ( 355 )
Exercises of stock options, vesting of restricted stock units and stock issued under employee stock purchase plan, net of taxes withheld — — 27 — 2 — — 2
Issuance of common stock in connection with debt restructurings — — — — 2,686 — — 2,686
Share-based compensation — — — — 869 — — 869
Preferred stock dividends — — — — 808 ( 808 ) — —
Balance, June 30, 2024 25 $ — 11,910 $ 12 $ 816,002 $ ( 912,357 ) $ ( 5,420 ) $ ( 101,763 )
Balance, March 31, 2025 25 $ — 15,007 $ 15 $ 894,825 $ ( 908,059 ) $ 224 $ ( 12,995 )
Net income — — — — — 507 — 507
Foreign currency translation adjustment — — — — — — 109 109
Exercises of stock options, vesting of restricted stock units and stock issued under employee stock purchase plan, net of taxes withheld — — 36 — 229 — — 229
Share-based compensation
— — — — 1,654 — — 1,654
Preferred stock dividends — — — — 883 ( 883 ) — —
Balance, June 30, 2025 25 $ — 15,043 $ 15 $ 897,591 $ ( 908,435 ) $ 333 $ ( 10,496 )
(*) Adjusted retroactively for reverse stock split that occurred on January 24, 2024, see Note 1
See accompanying notes to condensed consolidated financial statements (unaudited).
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INSEEGO CORP.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
(In thousands)
(Unaudited)
Preferred Stock Common Stock Additional
Paid-in Capital (*) Accumulated Deficit Accumulated
Other
Comprehensive (Loss) Income Total
Stockholders’ Deficit
Shares Amount Shares (*) Amount (*)
Balance, December 31, 2023 25 $ — 11,879 $ 12 $ 810,138 $ ( 906,928 ) $ ( 5,327 ) $ ( 102,105 )
Net income (loss) — — — — — ( 3,831 ) — ( 3,831 )
Foreign currency translation adjustment — — — — — — ( 93 ) ( 93 )
Exercises of stock options, vesting of restricted stock units and stock issued under employee stock purchase plan, net of taxes withheld — — 31 — ( 6 ) — — ( 6 )
Issuance of common stock warrants in connection with debt restructurings — — — — 2,686 — — 2,686
Share-based compensation — — — — 1,586 — — 1,586
Preferred stock dividends — — — — 1,598 ( 1,598 ) — —
Balance, June 30, 2024 25 $ — 11,910 $ 12 $ 816,002 $ ( 912,357 ) $ ( 5,420 ) $ ( 101,763 )
Balance, December 31, 2024 25 $ — 14,991 $ 15 $ 892,534 $ ( 905,625 ) $ 218 $ ( 12,858 )
Net income (loss) — — — — — ( 1,063 ) — ( 1,063 )
Foreign currency translation adjustment — — — — — — 115 115
Exercises of stock options, vesting of restricted stock units and stock issued under employee stock purchase plan, net of taxes withheld — — 52 — 55 — — 55
Share-based compensation — — — — 3,255 — — 3,255
Preferred stock dividends — — — — 1,747 ( 1,747 ) — —
Balance, June 30, 2025 25 $ — 15,043 $ 15 $ 897,591 $ ( 908,435 ) $ 333 $ ( 10,496 )
(*) Adjusted retroactively for reverse stock split that occurred on January 24, 2024, see Note 1
See accompanying notes to condensed consolidated financial statements (unaudited).
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INSEEGO CORP.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Six Months Ended
June 30,
2025 2024
Cash flows from operating activities:
Net income (loss) $ ( 1,063 ) $ ( 3,831 )
Adjustments to reconcile net loss to net cash used in (provided by) operating activities:
(Income) Loss from discontinued operations, net of tax 400 ( 1,606 )
Depreciation and amortization 3,890 7,022
Loss on extinguishment of revolving credit facility — 788
Gain on debt restructurings, net — ( 1,324 )
Provision for expected credit losses 103 ( 371 )
Impairment of capitalized software 384 420
Provision for excess and obsolete inventory 1,194 53
Share-based compensation expense 3,255 1,521
Amortization of debt discount (premium) and debt issuance costs, net ( 65 ) 858
Deferred income taxes 6 12
Non-cash operating lease expense 527 629
Changes in assets and liabilities:
Accounts receivable ( 10,370 ) 3,155
Inventories ( 2,664 ) 4,486
Prepaid expenses and other assets 1,355 579
Accounts payable 4,051 5,841
Accrued expenses and other liabilities ( 7,404 ) 14,524
Operating lease liabilities ( 654 ) ( 734 )
Operating cash flows from continuing operations ( 7,055 ) 32,022
Operating cash flows from discontinued operations ( 881 ) 867
Net cash used in (provided by) operating activities ( 7,936 ) 32,889
Cash flows from investing activities:
Purchases of property, plant and equipment ( 220 ) ( 25 )
Additions to capitalized software development costs and purchases of intangible assets ( 4,371 ) ( 2,348 )
Investing cash flows from continuing operations ( 4,591 ) ( 2,373 )
Investing cash flows from discontinued operations 710 ( 3 )
Net cash used in investing activities ( 3,881 ) ( 2,376 )
Cash flows from financing activities:
Payments related to repayments of 2025 Convertible Notes ( 14,949 ) ( 1,650 )
Proceeds from issuance of short-term loan and warrants, net of issuance costs — 16,500
Net repayments on revolving credit facility — ( 4,882 )
Proceeds from stock option exercises and employee stock purchase plan, net of taxes 272 2
Financing cash flows from continuing operations ( 14,677 ) 9,970
Financing cash flows from discontinued operations — —
Net cash used in (provided by) financing activities ( 14,677 ) 9,970
Effect of exchange rates on cash 119 ( 209 )
Net decrease (increase) in cash and cash equivalents ( 26,375 ) 40,274
Cash and cash equivalents, beginning of period 39,596 2,409
Cash and cash equivalents, end of period $ 13,221 $ 42,683
Supplemental disclosures of cash flow information:
Cash paid during the year for:
Interest $ 2,092 $ 2,966
Income taxes $ 1,414 $ 202
Supplemental disclosures of non-cash investing and financing activities:
Capital expenditures financed through accounts payable or accrued liabilities $ 225 $ 162
Debt and warrant issuance costs financed through accrued liabilities $ — $ 150
Right-of-use assets obtained in exchange for operating leases liabilities $ — $ 146
See accompanying notes to condensed consolidated financial statements (unaudited).
7
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note 1. Nature of Business and Significant Accounting Policies
Basis of Presentation and Consolidation
The accompanying unaudited condensed consolidated financial statements (“Financial Statements”) have been prepared by Inseego Corp. (the “Company”, “we”, “us” or “our”) in accordance with accounting principles generally accepted in the U.S. (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The Financial Statements include the accounts of the Company and its consolidated subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. These Financial Statements should be read in conjunction with the audited consolidated financial statements and notes as of and for the year ended December 31, 2024, included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 (the “Form 10-K”).
The condensed consolidated balance sheet as of December 31, 2024 was derived from the audited consolidated financial statements as of that date, but does not include all disclosures required by GAAP. In management’s opinion, the accompanying Financial Statements reflect all normal recurring adjustments necessary for their fair presentation. Other than described below, there have been no changes to the Company’s significant accounting policies described in the Form 10-K that have had a material impact on the Company’s Financial Statements. The results of operations for the interim periods presented are not necessarily indicative of results to be expected for any other interim period or for the year as a whole.
Divestiture of the Telematics Business
On November 27, 2024, the Company completed the previously announced sale of its telematics solutions business, which has operations in the United Kingdom, Europe, Australia and New Zealand (the “Telematics Business”). The sale of the Telematics Business was completed pursuant to the Share Purchase Agreement, which was entered into on September 16, 2024 with Light Sabre SPV Limited (the “Purchase Agreement”). Pursuant to the terms of the Purchase Agreement, Ctrack Holdings (the “Purchaser”), as assignee of Light Sabre SPV Limited, acquired the entire issued share capital of the Company’s Inseego International Holdings Limited subsidiary for $ 52.0 million in an all-cash transaction (the “Sale Transaction”). The Purchase Agreement provided for a working capital adjustment, which was determined in December 2024 and funded in January 2025, resulting in an increase to the initial purchase consideration of $ 0.7 million as a result of changes in closing working capital and net debt.
In accordance with the authoritative guidance for discontinued operations (Accounting Standards Codification (“ASC”) 205-20), the Company determined that the Telematics Business met the held-for sale and discontinued operations accounting criteria at the end of the third quarter of 2024. Accordingly, within these consolidated financial statements, the assets and liabilities associated with the Telematics Business disposal group prior to its sale have been classified as held for sale within the Condensed Consolidated Balance Sheets and its operations and cash flows have been classified as discontinued operations within the Condensed Consolidated Statements of Operations and Comprehensive Income and Condensed Consolidated Statements of Cash Flows.
Refer to Note 2 – Discontinued Operations and Held for Sale for additional information regarding the Telematics Business, including the assets and liabilities divested and income from discontinued operations. Unless otherwise noted, disclosures within these remaining Notes to Condensed Consolidated Financial Statements relate solely to the Company's continuing operations.
Held for Sale and Discontinued Operations
The Company classifies assets and liabilities to be sold (disposal group) as held for sale in the period when all of the applicable criteria are met, including: (i) management commits to a plan to sell, (ii) the disposal group is available to sell in its present condition, (iii) there is an active program to locate a buyer, (iv) the disposal group is being actively marketed at a reasonable price in relation to its fair value, (v) significant changes to the plan to sell are unlikely, and (vi) the sale of the disposal group is generally probable of being completed within one year. Management performs an assessment at least quarterly or when events or changes in business circumstances indicate that a change in classification may be necessary.
Assets and liabilities held for sale are presented separately within the Condensed Consolidated Balance Sheets with any adjustments necessary to measure the disposal group at the lower of its carrying value or fair value less costs to sell. Depreciation of property, plant and equipment and amortization of intangible and right-of-use assets are not recorded while these assets are classified as held for sale. For each period the disposal group remains classified as held for sale, its
8
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
recoverability is reassessed and any necessary adjustments are made to its carrying value. No impairment upon classification as held for sale was recorded during the year ended December 31, 2024.
The Company reports the results of operations of a business as discontinued operations if a disposal represents a strategic shift that will have a major effect on its operations and financial results. The results of discontinued operations are reported as Income from discontinued operations, net of tax in the Condensed Consolidated Statements of Operations and Comprehensive Income for the current and prior periods commencing in the period in which the held for sale criteria are met. Income from discontinued operations, net of tax includes direct costs attributable to the divested business and excludes any cost allocations associated with any shared or corporate functions unless otherwise dedicated to the divested business. Income from discontinued operations, net of tax will include any gain or loss recognized upon disposition or from adjustment of the carrying amount to fair value less costs to sell while classified as held for sale.
Transactions between the businesses held for sale and businesses held for use that are expected to continue after the disposal are not eliminated in order to appropriately reflect the continuing operations as well as the activity to be disposed of. Interest costs are included as a component of Income from discontinued operations, net of tax for debt specifically attributable to the discontinued operation or debt that is obligated to be repaid in connection with the completion of the divestiture. Activity within comprehensive income directly associated with a divested business is not realized as a component of Income from discontinued operations, net of tax until completion of the sale or disposition.
Reverse Stock Split
On January 24, 2024, the Company completed a 1-for-10 reverse stock split of its issued and outstanding common stock (the “Reverse Stock Split”). As a result of the Reverse Stock Split, each share of common stock issued and outstanding immediately prior to January 24th was automatically converted into one-tenth (1/10) of a share of common stock. The Reverse Stock Split affected all common stockholders uniformly and did not alter any stockholder's percentage interest in the Company's equity, except to the extent that the Reverse Stock Split would result in a stockholder owning a fractional share. No fractional shares were issued in connection with the Reverse Stock Split. Stockholders who otherwise would be entitled to receive a fractional share instead were entitled to receive cash in lieu of such fractional share.
The Reverse Stock Split did not change the par value of the common stock or the authorized number of shares of common stock. All outstanding convertible notes entitling their holders to purchase or obtain or convert into shares of our common stock were adjusted, as required by the terms of these securities.
All common share and per-share amounts in this Form 10-Q have been retroactively restated to reflect the effect of the Reverse Stock Split.
Segment Information
The Company has one reportable segment. The Company’s Executive Chairman, who was the Company’s Chief Operating Decision Maker (“CODM”) as of December 31, 2024, left the Company in February 2025, at which point, the Company’s CODM became its Chief Executive Officer (“CEO”). Neither of these CODMs manage any part of the Company separately, and the allocation of resources and assessment of performance is based solely on the Company’s consolidated operations and financial results . See Note 9 – Segment, Geographic, and Concentrations of Risk Information for more information.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingent liabilities. Actual results could differ materially from these estimates. Estimates are assessed each period and updated to reflect current information. Significant estimates include revenue recognition, capitalized software costs, allowance for credit losses, provision for excess and obsolete inventory, accrued liabilities related to our contract manufacturers, valuation of tangible and intangible long-lived assets, valuation of goodwill, valuation of derivatives, accruals relating to litigation, income taxes and share-based compensation expense.
Reclassifications
Certain amounts recorded in the prior period consolidated financial statements have been reclassified to conform to the current period financial statement presentation. These reclassifications had no effect on previously reported operating results.
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INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note 2. Discontinued Operations and Held for Sale
As noted in Note 1 – Nature of Business and Significant Accounting Policies , on September 16, 2024 , the Company entered into the Purchase Agreement to sell its Telematics Business. On November 27, 2024, the Company completed the sale of its Telematics Business.
The operating results of the discontinued operations only reflect revenues and expenses that are directly attributable to the Telematics Business. The following table summarizes Income from discontinued operations, net of tax included in the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and six months end ed June 30, 2025 and 2024 (in thousands):
Three Months Ended
June 30, Six Months Ended
June 30,
2025 2024 2025 2024
Services and other revenues $ — $ 7,529 $ — $ 15,033
Services and other cost of revenues — 3,298 — 6,654
Gross profit from discontinued operations — 4,231 — 8,379
Operating costs and expenses:
Research and development — 313 — 674
Sales and marketing — 1,179 — 2,336
General and administrative — 1,887 — 2,915
Depreciation and amortization — 357 — 700
Total operating costs and expenses — 3,736 — 6,625
Operating income from discontinued operations — 495 — 1,754
Other (expense) income:
Interest income, net — 2 — 9
Other income (expense), net — 236 — 251
Income from discontinued operations before income taxes — 733 — 2,014
Income tax provision — 188 400 408
Income (loss) from discontinued operations, net of tax $ — $ 545 $ ( 400 ) $ 1,606
Income taxes related to discontinued operations in the six months ended June 30, 2025 relate to the deregistration process for the Company’s remaining subsidiaries in South Africa, which do not have operations. As the sale of the Telematics Business was completed on November 27, 2024, there were no assets or liabilities held for sale as of either June 30, 2025 or December 31, 2024.
10
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note 3. Financial Statement Details
Inventories
Inventories consist of the following (in thousands):
June 30,
2025 December 31,
2024
Finished goods $ 15,045 $ 13,531
Raw materials and components — 44
Total inventories $ 15,045 $ 13,575
Prepaid expenses and other
Prepaid expenses and other consists of the following (in thousands):
June 30,
2025 December 31,
2024
Rebate receivables
$ 1,470 $ 3,495
Software licenses
1,227 1,034
Other
1,150 1,397
Total prepaid expenses and other $ 3,847 $ 5,926
Accrued expenses and other current liabilities
Accrued expenses and other current liabilities consist of the following (in thousands):
June 30,
2025 December 31,
2024
Deferred revenue $ 8,890 $ 9,245
Payroll and related expenses 4,631 7,997
Accrued contract manufacturing liabilities 4,527 4,772
Operating lease liabilities 1,433 1,346
Royalties 627 954
Accrued interest 899 926
Other 2,831 4,893
Total accrued expenses and other current liabilities $ 23,838 $ 30,133
Other long-term liabilities
Other long-term liabilities consist of the following (in thousands):
June 30,
2025 December 31,
2024
Long-term deferred revenue $ 3,392 $ 4,608
Other 147 147
Total other long-term liabilities $ 3,539 $ 4,755
As of June 30, 2025, of the $ 3.4 million long-term deferred revenue balance, $ 3.2 million relates to performance obligations expected to be satisfied between one and two years, and $ 0.2 million relates to performance obligations expected to be satisfied between two and three years from June 30, 2025.
11
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note 4. Fair Value Measurements
The following table sets forth the fair value of the financial assets and liabilities measured on a recurring basis and indicates the fair value hierarchy utilized to determine such fair value (in thousands):
June 30, 2025
Total Level 1 Level 2 Level 3
Assets:
Cash equivalents:
Money market funds 12,479 12,479 — —
Total cash equivalents 12,479 12,479 — —
No transfers between levels occurred during the three or six months ended June 30, 2025 or June 30, 2024.
The Company also had an interest make-whole payment derivative liability on its 2025 Convertible Notes (as defined in Note 5 – Debt ) that was measured at fair value on a recurring basis prior to the maturity and full repayment of the 2025 Convertible Notes on May 1, 2025. The fair value of that liability was zero as of December 31, 2024. The interest make-whole payment derivative liability was a Level 3 instrument and was valued using a Monte Carlo model.
During the six months ended June 30, 2025 and 2024, there were no conversions of the 2025 Convertible Notes into shares of the Company’s common stock. There were also no changes in the fair value of the interest make-whole liability during the six months ended June 30, 2025 or June 30, 2024.
Other Financial Instruments
The carrying values of the Company’s other financial assets and liabilities approximate their fair values because of their short-term nature, with the exception of the 2029 Senior Secured Notes (as defined in Note 5 – Debt ) and 2025 Convertible Notes. The 2029 Senior Secured Notes and 2025 Convertible Notes are carried at amortized cost, with the 2025 Convertible notes being adjusted for changes in fair value of the embedded interest make-whole payment derivative.
Note 5. Debt
2029 Senior Secured Notes
On November 6, 2024, the Company issued to multiple noteholders approximately $ 40.9 million in principal amount of new senior secured notes due in 2029 (the “2029 Senior Secured Notes”). The 2029 Senior Secured Notes bear interest at 9.0 % per annum, to be paid in cash, in arrears, on a semi-annual basis, and have a maturity date of May 1, 2029. The Company may, subject to certain provisions, issue additional principal amounts of the 2029 Senior Secured Notes with the same terms as the notes issued on November 6, 2024, with the exception of the first date on which interest expense begins to accrue.
The 2029 Senior Secured Notes are secured by a first priority lien on substantially all of the Company’s assets. The Company may redeem all or part of the 2029 Senior Secured Notes at any time prior to May 1, 2029 at a redemption price equal to 100 % of the principal amount of the 2029 Senior Secured Notes to be redeemed, plus the present value of the sum of all required interest payments from such redemption date through May 1, 2029 at such redemption date, plus accrued and unpaid interest on such 2029 Senior Secured Notes to, but excluding, the redemption date.
As of June 30, 2025, $ 40.9 million of principal of the 2029 Senior Secured Notes was outstanding, $ 31.8 million of which was held by related parties.
The 2029 Senior Secured Notes, net consists of the following (in thousands):
June 30,
2025 December 31,
2024
Principal gross amount $ 40,879 $ 40,879
Add: unamortized debt premium 1,435 1,621
Less: unamortized issuance costs ( 593 ) ( 670 )
Net carrying amount $ 41,721 $ 41,830
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INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
2025 Convertible Notes
In 2020, the Company completed both a registered public offering and a privately negotiated exchange agreement that resulted in the issuance of 3.25 % convertible senior notes due in 2025 (the “2025 Convertible Notes”).
The 2025 Convertible Notes matured on May 1, 2025. The 2025 Convertible Notes were senior unsecured obligations of the Company and bore interest at an annual rate of 3.25 %, which was payable semi-annually in arrears on May 1 and November 1 of each year.
Repurchases and Exchanges of 2025 Convertible Notes
Throughout the year ended December 31, 2024, the Company entered into a series of repurchase and exchange agreements with various holders of the Company’s 2025 Convertible Notes, some of whom were considered related parties of the Company. In summary, as a result of these repurchase and exchange agreements, the Company exchanged $ 146.9 million of outstanding principal of the 2025 Convertible Notes in exchange for $ 33.8 million of cash, $ 40.9 million of principal of the 2029 Senior Secured Notes, 2.9 million shares of the Company’s common stock, and warrants to purchase an aggregate of approximately 2.5 million shares of the Company’s common stock.
As of December 31, 2024, $ 14.9 million of principal amount of the 2025 Convertible Notes was outstanding, none of which was held by related parties. The remaining 2025 Convertible Notes matured on May 1, 2025, at which time all outstanding principal of $ 14.9 million and related accrued interest was repaid.
The 2025 Convertible Notes as of December 31, 2024 consisted of the following (in thousands):
December 31,
2024
Principal $ 14,949
Add: fair value of embedded derivative $ —
Less: unamortized debt discount $ ( 25 )
Less: unamortized issuance costs $ ( 19 )
Net carrying amount $ 14,905
Asset-backed Revolving Credit Facility
In August 2022, the Company entered into a Loan and Security Agreement (as subsequently amended, the “Credit Agreement”), by and among Siena Lending Group LLC, as lender (“Lender”), Inseego Wireless, Inc., a Delaware corporation (“Inseego Wireless”), a subsidiary of the Company, and Inseego North America LLC, an Oregon limited liability company and indirect subsidiary of the Company, as borrowers (together with Inseego Wireless, the “Borrowers”), and the Company, as guarantor (together with the Borrowers, the “Credit Facility Parties”).
The Credit Agreement established a secured asset-backed revolving credit facility which was comprised of a maximum $ 50 million revolving credit facility (“Credit Facility”), with a minimum borrowing amount for interest calculations of $ 4.5 million upon execution of the Credit Agreement. Availability under the Credit Facility was determined monthly by a borrowing base comprised of a percentage of eligible accounts receivable and eligible inventory of the Borrowers. Outstanding amounts exceeding the borrowing base were to be repaid immediately. The Borrowers’ obligations under the Credit Agreement were guaranteed by the Company. The Credit Facility Parties’ obligations under the Credit Agreement were secured by a continuing security interest in all property of each Credit Facility Party, subject to certain Excluded Collateral (as defined in the Credit Agreement).
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INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
On May 2, 2023, (1) two related parties, South Ocean Funding, LLC and North Sound Ventures, LP (collectively, the “Credit Facility Participants”) collectively purchased a $ 4.0 million last-out subordinated participation interest in the Credit Agreement (the “Credit Facility Participation Interest”) from the Lender, and (2) the Borrowers entered into an amendment to the Credit Agreement which increased the borrowing base under the Credit Facility by $ 4.0 million, increased the minimum borrowing amount for interest calculations to $ 8.5 million, and modified certain covenants. In connection with the purchase of the Credit Facility Participation Interest, we agreed to pay the Credit Facility Participants an aggregate exit fee (the “Exit Fee”) ranging from 7.5 % to 12.5 % of the amount of the Credit Facility Participation Interest, payable upon the earlier to occur of (a) the maturity date of the Credit Facility, (b) termination of the Lender’s commitment to make revolving loans prior to the scheduled maturity date of the Credit Facility, and (c) the early redemption of the Credit Facility Participation Interest, as applicable. Further, the purchase of the Credit Facility Participation Interest granted an option for the Credit Facility Participants to purchase the subject revolving loan or to redeem its Credit Facility Participation Interest under certain circumstances. The Credit Facility Participants are each affiliates of beneficial holders of greater than five percent of our outstanding common stock.
Effective April 18, 2024, the Company exercised its right to voluntarily pay-off and terminate the Credit Facility.
Interest Expense, Summary
The following table sets forth total interest expense, annualized effective interest rate, and interest expense related to related parties, if applicable, for each of the debt instruments detailed above (in thousands, except for percentages):
Three Months Ended
June 30, Six Months Ended
June 30,
2025 2024 2025 2024
2029 Senior Secured Notes
Contractual interest expense $ 920 $ — $ 1,840 $ —
Amortization of debt issuance costs 39 — 77 —
Amortization of debt discount/(premium) ( 94 ) — ( 187 ) —
Total interest expense $ 865 $ — $ 1,730 $ —
Related party interest expense $ 673 $ — $ 1,345 $ —
2025 Convertible Notes
Contractual interest expense $ 42 $ 1,305 $ 163 $ 2,620
Amortization of debt issuance costs 5 163 20 328
Amortization of debt discount/(premium) 7 205 25 412
Total interest expense $ 54 $ 1,673 $ 208 $ 3,360
Related party interest expense $ — $ 837 $ — $ 1,675
Credit Facility
Contractual interest expense $ — $ 90 $ — $ 312
Accretion of exit fee — — — 75
Amortization of debt issuance costs — — — 117
Total interest expense $ — $ 90 $ — $ 504
Other interest expense $ 14 $ 13 $ 21 $ 91
Consolidated interest expense $ 933 $ 1,776 $ 1,959 $ 3,955
The annualized effective interest rates, including the impact of non-cash interest expense, for the 2029 Senior Secured Notes and 2025 Convertible Notes for the six months ended June 30, 2025 was 8.5 % and 4.1 %, respectively. The annualized effective interest rates, including the impact of non-cash interest expense, for the 2025 Convertible Notes and Credit Facility for the six months ended June 30, 2024 was 4.2 % and 36.1 %, respectively.
14
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note 6. Share-based Compensation
During the six months ended June 30, 2025 and 2024 , the Company granted awards under the 2018 Omnibus Incentive Compensation Plan, previously named the Amended and Restated 2009 Omnibus Incentive Compensation Plan (the “2018 Plan”), and the 2015 Incentive Compensation Plan (the “2015 Plan”). The Compensation Committee of the Board of Directors administers the plans. Under the 2018 Plan, shares of common stock may be issued upon the exercise of stock options, in the form of restricted stock, or in settlement of restricted stock units (“RSUs”) or other awards, including awards with alternative vesting schedules such as performance-based criteria. The 2018 Plan authorizes 5,775,308 shares, of which 2,516,552 remain available for future grants as of June 30, 2025 .
The following table presents total share-based compensation expense within each functional line item on the condensed consolidated statements of operations for the three and six months end ed June 30, 2025 and 2024 (in thousands):
Three Months Ended
June 30, Six Months Ended
June 30,
2025 2024 2025 2024
Cost of revenues $ 55 $ 27 $ 107 $ 52
Research and development 266 81 534 241
Sales and marketing 143 46 289 211
General and administrative 1,190 680 2,325 1,017
Income from discontinued operations, net of tax — 35 — 65
Total $ 1,654 $ 869 $ 3,255 $ 1,586
Stock Options
The Compensation Committee of the Board of Directors determines eligibility, vesting schedules and exercise prices for stock options granted. The Company generally uses the Black-Scholes option pricing model to estimate the fair value of its stock options, which generally only include time-based vesting requirements. Stock options generally have a term of ten years and vest over a three to four-year period.
The following table summarizes the Company’s stock option activity for the six months ended June 30, 2025:
Outstanding — December 31, 2024 269,851
Granted 1,066,300
Exercised ( 4,636 )
Canceled ( 48,683 )
Outstanding — June 30, 2025 1,282,832
Exercisable — June 30, 2025 140,174
During the six months ended June 30, 2025, the Company granted stock options to the CEO in connection with his hiring on January 6, 2025. These stock options contain a requirement that in order to be exercisable, the Company’s closing stock price must exceed the exercise price of the awards for 20 of the 30 trading-days immediately prior to the requested exercise date. The Company granted a total of 850,000 of these options to the CEO at a weighted average exercise price of $ 18.46 . The total grant-date fair value of the options was $ 6.7 million and will be expensed over the four-year vesting term of the awards.
These options granted to the Company’s CEO were valued using a Monte Carlo simulation model. The following table details the key assumptions utilized in the Monte Carlo simulation model used to calculate the grant-date fair value of the awards:
15
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
January 6, 2025
Valuation date stock price $ 11.23
Simulation term (years) 10
Risk-free interest rate 4.57 %
Volatility 84.00 %
Expected dividend yield — %
At June 30, 2025, total unrecognized compensation expense related to stock options was $ 5.8 million, which is expected to be recognized over a weighted-average period of 3.50 years.
Restricted Stock Units
Pursuant to the 2018 Plan and the 2015 Plan, the Company may issue RSUs that, upon satisfaction of vesting conditions, allow recipients to receive common stock. Issuances of such awards reduce common stock available under the 2018 Plan and 2015 Plan for stock incentive awards. The Company measures compensation cost associated with grants of RSUs at fair value, which is generally the closing price of the Company’s stock on the date of grant. RSUs generally vest over a three - to four-year period.
The following table summarizes the Company’s RSU activity for the six months ended June 30, 2025:
Non-vested — December 31, 2024 1,111,841
Granted 359,739
Vested ( 51,939 )
Forfeited ( 98,402 )
Non-vested — June 30, 2025 1,321,239
During the six months ended June 30, 2025, the Company granted RSUs to the CEO in connection with his hiring on January 6, 2025. The Company granted the CEO 124,347 RSUs that contain a time-based vesting requirement (“Time-based CEO RSUs”) with a total grant-date fair value of $ 1.4 million that vest over four years . The Company also granted the CEO RSUs that contain a market-based vesting condition in addition to a time-based vesting requirement (“Market-based CEO RSUs”). The Company granted 167,910 of these Market-based CEO RSUs with a total grant-date fair value of $ 3.2 million that will be expensed over the three-year vesting term of the awards. The actual number of shares to be issued upon completion of the time-based vesting requirement of the Market-based CEO RSUs is dependent upon the Company’s share price performance relative to the total shareholder return of Russell Microcap Index (“rTSR”) over the vesting period, ranging from 0 % to 200 % of the number of market-based RSUs granted. The following table details the key assumptions utilized in the Monte Carlo simulation model used to calculate the grant-date fair value of the Market-based CEO RSUs:
January 6, 2025
Valuation date stock price $ 11.23
Simulation term (years) 3
Risk-free interest rate 4.25 %
Volatility 105.63 %
Expected dividend yield — %
Correlation coefficient 0.3741
At June 30, 2025, total unrecognized compensation expense related to RSUs, including the RS Us with a market based condition discussed above, was $ 8.5 million, which is expected to be recognized over a weighted-average period of 2.98 years.
Note 7. Earnings (Loss) per Share
Basic earnings (loss) per share (“EPS”) excludes dilution and is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock
16
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
using the treasury stock method. Potentially dilutive securities (consisting primarily of the 2025 Convertible Notes calculated using the if-converted method and warrants, stock options and RSUs calculated using the treasury stock method) are excluded from the diluted EPS computation in loss periods and when their effect would be anti-dilutive.
The calculation of basic and diluted EPS was as follows (in thousands, except per share data):
Income/(Loss)
(Numerator) Shares*
(Denominator) Per-Share Amount**
For the three months ended June 30, 2025
Basic and Diluted EPS
Income (loss) from continuing operations $ 507
Less: preferred stock dividends ( 883 )
Income (loss) from continuing operations attributable to common stockholders ( 376 ) 15,024 $ ( 0.03 )
Income from discontinued operations, net of tax — 15,024 $ —
Income (loss) attributable to common stockholders $ ( 376 ) 15,024 $ ( 0.03 )
For the three months ended June 30, 2024
Basic and Diluted EPS
Income (loss) from continuing operations $ 79
Less: preferred stock dividends ( 808 )
Income (loss) from continuing operations attributable to common stockholders ( 729 ) 11,895 $ ( 0.06 )
Income from discontinued operations, net of tax 545 11,895 $ 0.05
Income (loss) attributable to common stockholders $ ( 184 ) 11,895 $ ( 0.02 )
For the six months ended June 30, 2025
Basic and Diluted EPS
Income (Loss) from continuing operations $ ( 663 )
Less: preferred stock dividends ( 1,747 )
Income (loss) from continuing operations attributable to common stockholders ( 2,410 ) 15,013 $ ( 0.16 )
Income from discontinued operations, net of tax ( 400 ) 15,013 $ ( 0.03 )
Income (loss) attributable to common stockholders $ ( 2,810 ) 15,013 $ ( 0.19 )
For the six months ended June 30, 2024
Basic and Diluted EPS
Income (Loss) from continuing operations $ ( 5,437 )
Less: preferred stock dividends ( 1,598 )
Income (loss) from continuing operations attributable to common stockholders ( 7,035 ) 11,887 $ ( 0.59 )
Income from discontinued operations, net of tax 1,606 11,887 $ 0.14
Income (loss) attributable to common stockholders $ ( 5,429 ) 11,887 $ ( 0.46 )
(*) Adjusted retroactively for reverse stock split that occurred on January 24, 2024, see Note 1.
(**) Rounding may affect summation.
The following is a summary of outstanding anti-dilutive potential shares of common stock that have been excluded from diluted net loss per share attributable to common stockholders because their inclusion would have been anti-dilutive as of June 30, 2025 and 2024 (in thousands):
17
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
As of June 30,
2025 2024
2025 Convertible Notes — 1,338
Common stock warrants 3,018 —
Non-qualified stock options 1,283 448
Restricted stock units 1,321 186
Employee stock purchase plan 35 26
Total 5,657 1,998
Note 8. Stockholders' Equity (Deficit)
Warrants
In connection with various debt restructuring agreements entered into during the year ended December 31, 2024, the Company issued warrants to purchase an aggregate of 3.0 million shares of the Company’s common stock, including the warrants noted in Note 5 – Debt . The warrants expire four years from their date of issuance and are exercisable on a cash basis at any time before their expiration dates. The warrants are subject to adjustment for stock splits, reverse stock splits, stock dividends and similar transactions and contain customary registration rights with respect to the shares of common stock issuable upon exercise of the warrants. The warrants issued during the year ended December 31, 2024 are the only outstanding warrants as of both June 30, 2025 and December 31, 2024. As of June 30, 2025, none of the warrants have been exercised.
The number and exercise price of the warrants issued and outstanding as of June 30, 2025 are as follows:
Issuance Date Number of Shares to Purchase with Warrants Exercise price
June 28, 2024 550,000 $ 12.12
July 18, 2024 236,074 $ 13.37
August 2, 2024 88,534 $ 11.03
October 24, 2024 20,646 $ 12.34
November 6, 2024 180,000 $ 11.27
November 6, 2024 1,543,363 $ 12.12
November 6, 2024 29,687 $ 12.34
November 6, 2024 370,000 $ 15.77
Total 3,018,304
Preferred Stock
The Company has a total of 2,000,000 shares of preferred stock authorized for issuance at a par value of $ 0.001 per share, 150,000 of which have been designated Series D Preferred Stock and 39,500 of which have been designated Series E Preferred Stock. As of June 30, 2025 and December 31, 2024, the Company had 25,000 shares of Series E preferred stock issued and outstanding. Dividends declared, but not paid, related to the Series E Preferred Stock resulted in $ 15.1 million and $ 13.4 million of dividends accrued, approximating $ 605.59 and $ 535.71 per preferred share, as of June 30, 2025 and December 31, 2024, respectively. The aggregate liquidation preference of the issued and outstanding shares of Series E Preferred Stock as of June 30, 2025 was $ 40.1 million.
Note 9. Segment, Geographic, and Concentrations of Risk Information
Segment Information
As previously detailed in Note 1 – Nature of Business and Significant Accounting Policies , the Company operates as one reportable segment. As of June 30, 2025, the Company’s CODM was its CEO. The Company’s CODM does not manage any part of the Company separately, and the allocation of resources and assessment of performance is based solely on the Company’s consolidated operations and financial results. The accounting policies of our single reportable segment are the same as those described in Note 1 – Nature of Business and Significant Accounting Policies .
18
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
The CODM uses net income (loss) in evaluating the performance of our single reportable segment and determining how to allocate resources of the Company as a whole, including investing in our products, services and customers. As the Company only has one reportable segment, the measure of segment assets is reported on the balance sheet as total consolidated assets.
The following table details the revenues, significant expenses and other segment items regularly provided to the CODM:
Three Months Ended
June 30, Six Months Ended
June 30,
2025 2024 2025 2024
Revenues $ 40,223 $ 51,620 $ 71,896 $ 89,125
Less:
Adjusted cost of revenues (1)
23,653 32,784 40,291 57,020
Adjusted research and development (2)
4,554 5,092 8,821 9,615
Adjusted sales and marketing (2)
3,808 4,166 7,596 7,840
Adjusted general and administrative (3)
3,513 2,786 6,868 6,404
Adjusted depreciation and amortization (4)
1,761 3,322 3,509 6,284
Capitalizable software development expenditures 1,985 980 4,361 1,563
Capitalized software development expenditures ( 1,985 ) ( 980 ) ( 4,361 ) ( 1,563 )
Share-based compensation 1,654 834 3,255 1,521
Amortization of purchased intangible assets related to business combinations — 330 316 660
Impairment of capitalized software — — 384 420
Debt restructuring costs — 452 — 452
Gain on debt restructurings, net — ( 1,324 ) — ( 1,324 )
Loss on extinguishment of revolving credit facility — 788 — 788
Interest expense 933 1,776 1,959 3,955
Other (income) expense, net ( 182 ) 417 ( 485 ) 792
Income tax provision 22 118 45 135
Segment net income (loss) $ 507 $ 79 $ ( 663 ) $ ( 5,437 )
Reconciliation of profit or loss
Income from discontinued operations, net of tax — 545 ( 400 ) 1,606
Consolidated net income (loss) $ 507 $ 624 $ ( 1,063 ) $ ( 3,831 )
(1) Excludes any share-based compensation expense.
(2) Excludes any depreciation and amortization or share-based compensation expense.
(3) Excludes any depreciation and amortization, share-based compensation expense, right-of-use asset impairments, or debt restructuring costs.
(4) Excludes amortization of purchased intangible assets.
Geographic Information
The following table details the Company’s revenues by geographic region based on shipping destination (in thousands):
Three Months Ended
June 30, Six Months Ended
June 30,
2025 2024 2025 2024
United States and Canada $ 40,130 $ 50,808 $ 71,750 $ 86,284
Europe (including United Kingdom) $ 19 $ 676 19 1,377
Australia $ 74 $ 124 127 1,451
Other $ — $ 12 — 13
Total $ 40,223 $ 51,620 $ 71,896 $ 89,125
Substantially all of the Company’s long-term assets are located within the United States.
19
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
Concentrations of Credit Risk
Customer Concentrations
For the three months ended June 30, 2025, two customers accounted for 62.2 % and 24.2 % of revenues, respectively. For the three months ended June 30, 2024, two customers accounted for 45.3 % and 34.3 % of revenues, respectively.
For the six months ended June 30, 2025, two customers accounted for 58.9 % and 29.0 % of revenues, respectively. For the six months ended June 30, 2024, two customers accounted for 46.1 % and 29.1 % of revenues, respectively.
As of June 30, 2025, three customers accounted for 58.1 %, 18.0 %, and 13.2 % of accounts receivable, net, respectively. As of December 31, 2024, three customers accounted for 33.6 %, 22.8 %, and 18.8 % of accounts receivable, net, respectively.
Concentrations in the Available Sources of Supply of Materials and Product
Our services use hardware and software from various third parties, some of which are procured from sole-source suppliers. For example, our MiFi mobile hotspots and fixed wireless access devices rely substantially on chipsets from Qualcomm. From time to time, certain components used in our products or solutions have been in short supply or their anticipated commercial introduction has been delayed or their availability has been interrupted for reasons outside our control. In addition, many of our suppliers are located outside of the United States and therefore can be impacted by additional government regulations, such as import tariffs.
Note 10. Commitments and Contingencies
Noncancellable Purchase Obligations
The Company typically enters into commitments with its contract manufacturers that require future purchases of goods or services in the three to four quarters following the balance sheet date. Such commitments are noncancellable (“noncancellable purchase obligations”). As of June 30, 2025, future payments under these noncancellable purchase obligations were approximately $ 62.3 million.
Legal
The Company is, from time to time, party to various legal proceedings arising in the ordinary course of business. The Company is regularly required to directly or indirectly participate in other U.S. patent infringement actions pursuant to its contractual indemnification obligations to certain customers. Based on an evaluation of these matters the Company currently believes that liabilities arising from, or sums paid in settlement of these existing matters, if any, would not have a material adverse effect on its consolidated results of operations or financial condition.
Indemnification
In the normal course of business, the Company periodically enters into agreements that require the Company to indemnify and defend its customers for, among other things, claims alleging that the Company’s products infringe upon third-party patents or other intellectual property rights. The Company’s maximum exposure under these indemnification provisions cannot be estimated but the Company does not believe that there are any matters individually or collectively that would have a material adverse effect on its consolidated results of operations or financial condition.
Note 11. Income Taxes
Income taxes for both periods consisted primarily of foreign income taxes at certain of the Company’s international entities and state taxes for its U.S.-based entities. The Company’s income tax expense differs from the expected expense based on statutory rates primarily due to full valuation allowances at all of its U.S.-based entities.
Note 12. Subsequent Events
On August 5, 2025, the Company entered into a $ 15.0 million secured asset-backed revolving credit facility (the “Working Capital Facility”) with BMO Bank N.A. (“BMO”).
Obligations under the Working Capital Facility are secured by a continuing security interest in substantially all property of Inseego Corp. and certain of its subsidiaries, subject to customary exclusions. Availability under the Working Capital Facility will be determined monthly by a borrowing base comprised of a percentage of eligible accounts receivable and eligible inventory. Loans made under the Working Capital Facility bear interest at Term Secured Overnight Financing Rate (“SOFR”),
20
INSEEGO CORP.
Notes to Condensed Consolidated Financial Statements (Unaudited)
as defined in the Working Capital Facility Agreement (defined below), plus an applicable margin ranging from 1.00 - 2.50 %, subject to certain exceptions. The facility matures on August 5, 2028 and contains certain financial and non-financial covenants.
The Working Capital Facility is governed by a Credit and Security Agreement (the “Working Capital Facility Agreement”). Further details of the Working Capital Facility, including a copy of the Working Capital Facility Agreement, are available within the Form 8-K filed by the Company on August 7, 2025.
21
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