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Item 1. Business

2021-03-31 compared with 2020-03-03 · 267 added, 466 removed, 43 unchanged (94% of the section changed)

Inpixon is an indoor

intelligence company.

Our business and government customers use our solutions to secure, digitize and optimize their indoor spaces

with our positioning, mapping and analytics products.

Inpixon’s indoor intelligence platform uses sensor technology to detect

accessible cellular, Wi-Fi, Bluetooth, ultra-wide band (“UWB”) and radio frequency identification (“RFID”)

signals emitted from devices within a venue providing positional information similar to what global positioning system (“GPS”)

satellite systems provide for the outdoors.

Combining this positional data with our dynamic and interactive mapping solution and

a high-performance analytics engine, yields near real time insights to our customers providing them with visibility, security and

business intelligence within their indoor spaces.

Our highly configurable platform can also ingest data from our customers’

and other third-party sensors, Wi-Fi access points, Bluetooth beacons, video cameras, and big data sources, among others to maximize

indoor intelligence.

Our indoor intelligence

offerings consist of a variety of software and hardware products for positioning, mapping and analytics offerings, including:

Sensors with proprietary technology that can detect accessible cellular, Wi-Fi, Bluetooth, UWB and RFID signals emitted from devices within a venue, as well as GPS technologies, to allow for the seamless positioning of people and assets homogeneously as they travel between the indoor and outdoor.

Utilizing various radio signal technologies permits device positioning from several meters down to centimeter level accuracy depending on the product deployed.

In retail applications, this provides a highly detailed understanding of customer journey and dwell time, and in security applications, detection and identification of authorized and unauthorized devices, prevention of rogue devices through alert notification based on rules when unknown devices are detected in restricted areas and asset tracking with centimeter level precision.

An indoor mapping platform that provides enterprise organizations with the tools to add intelligence to complex indoor spaces by integrating business data with indoor maps.

Inpixon is the Indoor Intelligence™ company.

Our business and government customers use our solutions to secure, digitize and optimize their indoor spaces with our positioning, mapping, and analytics products.

Inpixon’s Indoor Intelligence platform uses sensor technology to detect active cellular, Wi-Fi, Bluetooth, ultra-wide band (“UWB”) and Chirp Spread Spectrum (“chirp”) signals emitted from devices within a venue providing positional information similar to what global positioning system (“GPS”) satellite systems provide for the outdoors.

Combining this positional data with our dynamic and interactive mapping solution and a high-performance analytics engine, we are able to offer our customers near real-time insights for increased visibility, security and business intelligence throughout their indoor spaces.

Our highly configurable platform can also ingest data from our customers’ and other third-party sensors, Wi-Fi access points, Bluetooth beacons, video cameras, and big data sources, among others, to maximize indoor intelligence.

Our Indoor Intelligence offerings consist of a variety of software and hardware products for positioning, mapping, and analytics offerings.

• Our solutions provide positioning and wireless device detection that cultivates situational awareness by leveraging sensors with proprietary technology that can detect and position active cellular, Wi-Fi, Bluetooth, UWB and chirp signals throughout a venue, as well as GPS technologies.

These products allows for the positioning of people and assets homogeneously as they travel between the indoor and outdoor.

Utilizing various radio signal technologies permits device positioning with accuracy ranging from several meters down to approximately thirty centimeters, depending on the product deployed and conditions in the indoor space.

The technology allows for detailed understanding of space and resource utilization, and in security applications, detection and identification of authorized and unauthorized devices, prevention of rogue devices through alert notification based on rules when unknown devices are detected in restricted areas and asset tracking with centimeter level precision.

• We also provide on-device positioning using internal sensors in smart phones and other IoT wearable devices.

The location data is ingested by the positioning system generating accurate coordinates which are displayed on an indoor map.

Our on-device indoor positioning solution enables a smartphone’s precise location to be displayed to a user in a mobile app.

Data is combined from various sensors, including accelerometers, gyroscopes, compass, GPS and BLE radio scanning, to position the blue dot and to correct for drift.

Enabling powerful location-based use cases, our patented on-device technology runs on a smartphone, smartwatch or other IoT wearable device and can operate without the internet.

• Our RTLS (real time location systems) or asset tracking is based on our UWB or chirp anchors and tags.

Chirp technology is effective for longer range communication while UWB is an important RF standard for pinpoint asset tracking.

Organizations across many different industries can leverage the accuracy, quickness, and reliability of UWB technology to track the real-time location and status of key assets and equipment, with greater precision.

Users can display and track the location and movement of static and moving assets and asset attribute information within a space on high-fidelity, layer-based indoor maps and navigate to assets that are both fixed and in motion.

• Our indoor mapping platform provides enterprise organizations with the tools to add intelligence to complex indoor spaces by integrating business data with indoor maps.

Our mapping platform gives developers the flexibility and control to create tailored map-enabled solutions that address multiple use cases with a single platform.

Comprised of software development tools and a web-based content management system (CMS), our mapping platform is highly configurable and able to address the varying security, extensibility and versatility needs of our customers.

Data science analytics, on-premise or in the cloud, along with specially optimized algorithms that are intended to both minimize data movement and maximize system performance.

This enables the system to deliver data reports to the user through our mapping platform as well as dashboards, reports and tabular format.

We also provide data output that can be integrated with common third-party visualization, charting, graphing and dashboard systems.

Our analytics capabilities also allow for the integration of a customer’s existing video surveillance feed with location data collected via radio frequency, allowing customers to ascertain radio frequency coverage and access evidentiary information that can be used for security and customer relations programs.

Moreover, our platform can utilize GPS technologies to allow for seamless transitioning of people and assets as they travel between the indoor and outdoor.

We can assist a variety

of organizations, including retailers, shopping malls and shopping centers, hotels and resorts, gaming operators, airports, healthcare

facilities, office buildings and government agencies, to enhance security measures, offer better business intelligence, increase

consumer confidence and reduce rogue device risk.

• Data science analytics, on-premises or in the cloud, along with specially optimized algorithms that are intended to increase the accuracy of location data and maximize system performance.

This enables the system to deliver data reporting and visualizations to the user based on our mapping platform.

We also provide data output that can be

integrated with common third-party visualization, charting, graphing and dashboard systems.

Our analytics capabilities allow for the integration of a customer’s existing video surveillance feed with location data collected via radio frequency, enabling customers to ascertain radio frequency coverage and access evidentiary information that can be used for security and customer relations programs.

We can assist a variety of private and public organizations, including corporate enterprises, government agencies, hotels and resorts, gaming operators, airports, healthcare facilities, manufacturing, construction, mining, agriculture and livestock companies, to create smarter, safer and more secure environments.

Corporate Strategy

Management continues

to pursue a corporate strategy that is focused on building and developing our business as a provider of end-to-end solutions ranging

from the collection of data to delivering insights from that data to our customers with a focus on securing, digitizing and optimizing

premises with our indoor positioning, mapping and analytics solutions for businesses and governments.

In connection with such strategy

and to facilitate our long-term growth, we continue to evaluate various strategic transactions and acquisitions of companies with

technologies and intellectual property (“IP”) that complement those goals by adding technology, differentiation, customers

and/or revenue.

We are primarily looking for accretive acquisitions that have business value and operational synergies, but will

be opportunistic for other strategic and/or attractive transactions.

We believe these complementary technologies will add value

to the Company and allow us to provide a comprehensive indoor intelligence platform, offering a one-stop shop to our customers.

Candidates with proven technologies that complement our overall strategy may come from anywhere in the world, as long as there

are strategic and financial reasons to make the acquisition.

If we make any acquisitions in the future, we expect that we may pay

for such acquisitions using our equity securities, with an assignment of our note receivable from Sysorex Inc.

(“Sysorex”) and/or cash and debt financings in combinations appropriate for each acquisition.

furtherance of this strategy, on May 21, 2019, we acquired Locality Systems, Inc.

(“Locality”), a technology company

based near Vancouver, Canada, specializing in wireless device positioning and radio frequency (“RF”) augmentation of

video surveillance systems.

In addition, on June 27, 2019, we acquired certain GPS products, software, technologies, and intellectual

property from GTX Corp (“GTX”), a U.S.

Management continues to pursue a corporate strategy that is focused on building and developing our business as a provider of end-to-end solutions ranging from the collection of data to delivering insights from that data to our customers with a focus on securing, digitizing and optimizing premises with our indoor positioning, mapping and analytics solutions for businesses and governments.

In connection with such strategy and to facilitate our long-term growth, we continue to evaluate various strategic transactions, including acquisitions of companies with technologies and intellectual property (“IP”) that complement those goals by adding technology, differentiation, customers and/or revenue.

We are primarily looking for accretive acquisitions that have business value and operational synergies, but will be opportunistic for other strategic and/or attractive transactions.

We believe these complementary technologies will add value to the Company and allow us to provide a comprehensive indoor intelligence platform, offering a one-stop shop to our customers.

In addition, we may seek to expand our capabilities around security, artificial intelligence, augmented reality and virtual reality or other high growth sectors.

Candidates with proven technologies that complement our overall strategy may come from anywhere in the world, as long as there are strategic and financial reasons to make the acquisition.

We are also exploring opportunities that will supplement our revenue growth.

We are primarily looking for accretive acquisitions that have business value and operational synergies, yet also opportunistic for other strategic and/or attractive transactions that we believe may increase overall shareholder value, which may include, but not be limited to, other alternative investment opportunities, such as minority investments, joint ventures or special purpose acquisition companies.

If we make any acquisitions in the future, we expect that we may pay for such acquisitions using our equity securities and/or cash and debt financings in combinations appropriate for each acquisition.

In furtherance of this strategy, on May 21, 2019, we acquired Locality Systems, Inc.

(“Locality”), a technology company based near Vancouver, Canada, specializing in wireless device positioning and radio frequency (“RF”) augmentation of video surveillance systems.

In addition, on June 27, 2019, we acquired certain GPS products, software, technologies, and intellectual property from GTX Corp (“GTX”), a U.S.

based company specializing in GPS technologies.

These transactions expand our

patent portfolio and include certain granted or licensed patents and GPS and RF technologies.

Furthermore, on August 15, 2019,

we acquired Jibestream Inc.

(“Jibestream”), a provider of a highly configurable intelligent indoor mapping platform

to expand our suite of products.

These transactions expand our patent portfolio and include certain granted or licensed patents and GPS and RF technologies.

Furthermore, on August 15, 2019, we acquired Jibestream Inc.

(“Jibestream”), a provider of a highly configurable intelligent indoor mapping platform to expand our suite of products.

During the year ended December 31, 2020, the Company entered into several other additional transactions.

On June 19, 2020, we entered into an exclusive license with Cranes Software International Ltd.

and Systat Software, Inc.

(together the “Systat Parties”) to use, market, distribute, and develop the SYSTAT and SigmaPlot software suite of products.

On August 19, 2020, we acquired a suite of on-device “blue dot” indoor location and motion technologies, including patents, trademarks, software and related intellectual property (IP), from Ten Degrees, Inc., Ten Degrees International and certain other affiliated parties.

On October 6, 2020 we acquired Nanotron Technologies GmbH, a leading provider of wireless electronic location awareness solutions.

In addition, on March 25, 2021, we also entered into an agreement to acquire a controlling interest in Game Your Game, Inc., an app-based sports performance analytics firm using IoT sensors, maps and location technologies.

Industry Overview

We believe that organizations

are increasingly realizing the value of indoor intelligence and how it can be leveraged to understand what is happening indoors

for a variety of use cases depending on the industry, including but not limited to, security;

building management

We believe that organizations are increasingly realizing the value of indoor intelligence and how it can be leveraged to understand what is happening indoors for a variety of use cases depending on the industry, including but not limited to, security;

building management efficiency;

customer experience;

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loss prevention and many other applications.

Indoor intelligence solutions cross

over several market segments, each of which industry researchers have forecasted for significant growth.

The following information

illustrates the ways in which demand for indoor intelligence and/or indoor positioning systems is expected to grow.

The Global Indoor Positioning and Navigation market accounted for $6.92 billion in 2017 and is expected to reach $54.60 billion by 2026 growing at a compound annual growth rate (“CAGR”) of 25.8% during the forecast period (source:https://www.businesswire.com/news/home/20190430005438/en/Global-Indoor-Positioning-Navigation-Market-Outlook-Report).

The indoor location market is forecasted to grow from $7.11 billion in 2017 to $40.99 billion by 2022, at a CAGR of 42% (source:

http://www.marketsandmarkets.com/PressReleases/indoor-location.asp).

The location-based services (“LBS”) and real-time location systems (“RTLS”) market has grown considerably over the past few years and is expected to grow further with increasing use of smartphone and social media based advertisements and greater adoption of these technologies in various industry applications.

The LBS and RTLS market is forecasted to grow from $16.0 billion in 2019 to $40.0 billion by 2024, at a CAGR of 20.1% from 2019 to 2024 (source:

https://www.marketsandmarkets.com/Market-Reports/location-based-service-market-%2096994431.html).

The Wi-Fi analytics market size is expected to grow from $5.3 billion in 2019 to $16.8 billion by 2024, at a CAGR of 26.0% during the forecast period (source:

https://www.marketsandmarkets.com/PressReleases/wi-fi-analytics.asp).

We believe the desire

for indoor intelligence and the adoption of indoor positioning technologies will continue to evolve and increase across a multitude

of use cases.

Indoor intelligence solutions cross over several market segments, each of which industry researchers have forecasted for significant growth.

The following information illustrates the ways in which demand for indoor intelligence and/or indoor positioning systems is expected to grow.

• The global market for Indoor Positioning and Indoor Navigation (IPIN) estimated at US$2.8 Billion in the year 2020, is projected to reach a revised size of US$56.6 Billion by 2027, growing at a CAGR of 53.3% over the analysis period 2020-2027.

ResearchandMarkets;

“Indoor Positioning and Indoor Navigation (IPIN) - Global Market Trajectory & Analytics;” report ID:

5030011, July 2020, https://www.researchandmarkets.com/reports/5030011/indoor-positioning-and-indoor-navigation-ipin).

• The global indoor location market size to grow from USD 6.1 billion in 2020 to USD 17.0 billion by 2025, at a Compound Annual Growth Rate (CAGR) of 22.5% during the forecast period.

MarketsandMarkets, “Indoor Location Market by Component (Hardware, Solutions, and Services), Deployment Mode, Organization Size, Technology, Application, Vertical (Retail, Transportation and Logistics, Entertainment), and Region - Global Forecast to 2025;” report code:

TC 2878, published 5/6/2020, http://www.marketsandmarkets.com/PressReleases/indoor-location.asp).

• The global location based services (LBS) and real-time location systems (RTLS) market will grow from USD $17.8 billion in 2020 to USD $39.2 billion by 2025, at a CAGR of 17.1%.

MarketsandMarkets, “Location-Based Services (LBS) and Real-Time Location Systems (RTLS) Market by Component (Platform, Services and Hardware), Location Type (Indoor and Outdoor), Application, Vertical, Region - Global Forecast to 2025;” report code:

TC 2371, published:

June 2020, https://www.marketsandmarkets.com/Market-Reports/location-based-service-market-%2096994431.html).

• The real-time location system market (RTLS) market is expected to grow from USD 3.4 billion in 2020 to USD 10.3 billion by 2025;

it is expected to grow at a CAGR of 24.8% during the forecast period.

MarketsandMarkets, “Real-Time Location Systems Market (RTLS) with COVID-19 Impact Analysis by Offering (Hardware, Software, Services), Technology, Vertical (Healthcare, Manufacturing, Retail, Education, Govt., Sports), Application/Use case, Geography- Global Forecast to 2025;” report code:

SE 3323, published Sept.

2020, https://www.marketsandmarkets.com/Market-Reports/real-time-location-systems-market-1322.html).

• The Wi-Fi analytics market size is expected to grow from $5.3 billion in 2019 to $16.8 billion by 2024, at a CAGR of 26.0% during the forecast period.

MarketsandMarkets, “Wi-Fi Analytics Market by Component, Application (Wi-Fi Presence Analytics and Wi-Fi Marketing Analytics), End Use (Smart Infrastructure, Retail, Sports and Entertainment, and Hospitality), Deployment Model, and Region - Global Forecast to 2024;” report code:

TC 5788, published:

June 2019, https://www.marketsandmarkets.com/PressReleases/wi-fi-analytics.asp).

• In 2021, the smart buildings software market will be worth $6.4 billion.

The software market encompasses property management, IWMS, CAFM, CMMS as well as energy management, real estate investment and space utilization solutions.

The overall smart buildings market has a growth trajectory of 7% CAGR to reach $8.5 billion in 2025.

Verdantix, "Smart Buildings Software:

Market Size And Forecast 2020-2025 (Global);" published Jan.

2021, https://research.verdantix.com/report/smart-buildings-software-market-size-and-forecast-2020-2025-global).

We believe the desire for indoor intelligence and the adoption of indoor positioning technologies will continue to evolve and increase across a multitude of use cases.

Indoor intelligence solutions can already be utilized in a wide variety of use cases, including:

• Wayfinding/navigation

● Visitor analytics (retail,

public venues)

● Customer experience enhancement

● Student safety (track students

w/ two-way messaging using Bluetooth wristbands)

● First responder (to understand

the situation and locate those needing help)

● Security (find rogue devices,

enforce no-phone zones, match with video management systems)

● Retail loss prevention

● Evacuation and muster

● Asset tracking

• RTLS/Asset tracking

• Workforce productivity

● Marketing ROI measurement

• Visitor analytics

• Manufacturing optimization

• Security (find rogue devices, enforce no-phone zones, match with video management systems)

• Customer experience enhancement

• Space utilization

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• Building energy efficiency

• Collision avoidance

• Worker safety

• Student safety (track students w/ two-way messaging using Bluetooth wristbands)

• First responder (to understand the situation and locate those needing help)

• Retail loss prevention

• Evacuation and muster

• Marketing ROI measurement

• Proximity messaging

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• Indoor-outdoor transition

Based on our experience

with customers and others that have expressed an interest in our technology and the businesses of our primary competitors, we

believe the industries with the highest adoption rates thus far include federal/state/local government;

commercial real estate,

enterprises, retailers, shopping centers, hospitality, healthcare, transportation, financial institutions and manufacturing, and

that eventually there will be opportunities for nearly every industry segment to benefit from indoor intelligence solutions.

Based on our experience with customers and others that have expressed an interest in our technology and the businesses of our primary competitors, we believe the industries with the highest adoption rates thus far include the federal government, commercial real estate, corporate enterprises, mining, livestock, hospitality, healthcare, transportation, financial institutions and manufacturing, and that eventually there will be opportunities for nearly every industry segment to benefit from indoor intelligence solutions.

Corporate Structure

We have two operating

subsidiaries:

We have four operating subsidiaries:

(i) Inpixon Canada, Inc.

(100% ownership) based in Coquitlam, British Columbia (“Inpixon Canada”);

(ii) Inpixon India Limited (82.5% ownership) based in Hyderabad, India.

Although the subsidiaries

are separate legal entities, the Company is currently structured by function and organized to operate in an integrated fashion

as one business.

(100% ownership) based in Coquitlam, British Columbia (“Inpixon Canada”);

(ii) Inpixon Limited (100% ownership) based in Slough, United Kingdom;

(iii) Inpixon GmbH (100% ownership) based in Ratingen, Germany;

and (iv) Inpixon India Limited (82.5% ownership) based in Hyderabad, India.

In addition, Nanotron Technologies GmbH, based in Berlin, Germany is an indirect subsidiary of the Company and the wholly owned subsidiary of Inpixon GmbH.

Our Products and Services

Our indoor intelligence

platform uses sensor technology to detect accessible cellular, Wi-Fi, Bluetooth, ultra-wide band (UWB) and radio frequency identification

(RFID) signals emitted from devices within a venue providing valuable positional.

When combined with our interactive mapping solution

and a high-performance analytics engine, we are able to offer our customers near real time insights for increased visibility,

security and business intelligence about their indoor spaces.

We provide the following products and services that may be used

by any number of businesses and government agencies.

Positioning and Sensors

We design, manufacture,

sell and/or resell the following sensor and tag or transponder technologies and related positioning products:

● The Inpixon Sensor 4000

is a passive RF sensor able to detect signals ranging from simple pings to a cell

tower to active wireless transmissions.

The sensor combines cellular, Wi-Fi, and Bluetooth

(Classic or BLE) device location detection in a single package.

The ability to string

multiple Sensor 4000s together adds simplicity to installation providing new superiority

over competitors.

Using a passive PoE (Power over Ethernet) switch, up to four Sensor

4000s can be connected to provide both power and data.

This eliminates

the need to have individual power connections for each sensor.

These latest sensors allow

up to four different chains operating from the same switch.

Since up to four sensors

can be on a single chain, up to 16 sensors can operate from a single switch.

The Inpixon IPA Pod lowers the entry-level barriers to radio detection based Indoor Positioning for our customers for visitor analytics in retail by delivering Wi-Fi and/or Bluetooth, including BLE only based device locationing and tracking capabilities.

The IPA Pod is a relatively inexpensive, lower cost first step for most retail customers, which delivers a significant amount of value at a fraction of the cost when compared to the full Sensor 4000 and other competitive solutions.

It is a device that forms a self-calibrating array of IPA Pods that calibrates itself periodically to deal with ever changing RF environments and continuously deliver high positional accuracy which is designed to plug into existing electrical outlets and/or be deployed using PoE drops and can backhaul data over wire or wirelessly.

The IPA Pod can be deployed in various densities in a given 3D space to match a wide array of customer use cases needing various levels of positional accuracy from the zone-level to room-level to aisle-level.

The Inpixon Smart School Safety Network s olution consists of a combination of wristbands, ID badges, gateways and proprietary backend software, which rely on the Bluetooth Low-Energy protocol and a low-power enterprise wireless 2.4Ghz platform, to help school administrators identify the geographic location of students or other people or things (e.g., equipment, vehicles, tools.) in order to, among other things, ensure the safety and security of students while at school;

UWB Sensor Module :

The UWB module offers more reliable and precise location detection with more frequent location updates than current Bluetooth beacons or Wi-Fi.

This USB-enabled device operates independently, with other sensors or third-party access points, or can be plugged into existing Inpixon hardware to identify and locate cellular, Wi-Fi and BLE in addition to UWB tags and devices.

We provide the following products and services to deliver actionable insights for people places and things.

Our on-device indoor positioning solution, Inpixon On-Device Positioning, enables a smartphone’s precise location to be displayed to a user in a mobile app.

Data is combined from various sensors, including accelerometers, gyroscopes, compass, GPS and BLE radio scanning, to position the blue dot and to correct for drift.

The addition of the blue dot allows users to have context of their current location in relation to other locations or points of interests enhancing the navigation experience for the user.

Our on-device technology runs entirely on a smartphone, smartwatch or other IoT wearable device and can operate without the internet.

Our RTLS location engine, nanoLES, delivers precise positioning and monitoring to create reliable and efficient chirp and UWB location solutions.

With time difference of arrival (TDoA) locations and real-time sensor data, we enable sensor fusion between our IoT Platform and custom applications.

From data ingestion to tag functionality, we provide an end-to-end

RTLS solution with two-way tag communication.

Our RTLS hardware modules can also perform tag-to-tag ranging to determine the distance between two tags -- independent of anchors and the nanoLES location engine -- for applications such as proximity detection and collision avoidance.

We design, manufacture, sell and/or resell the following sensor, tag, anchor, chip/transmitter and transponder technologies and related positioning products, including :

• Inpixon Aware , our indoor security solution combines wide-spectrum RF detection, indoor positioning and analytics to create situational awareness, mobile security, and detection that locates devices operating within a monitored area.

For use with the Inpixon Sensor 4000, our solution enables users to identify and visualize the location and movement of devices, and can be used to determine their compliance with network security policies for a designated zone.

• Inpixon MDM Connector software that enables two-way communication between our Inpixon Aware security software and a third-party mobile device management system (MDM), such as IBM MaaS360, VMware AirWatch, and MobileIron.

This makes it possible for the MDM to execute device restrictions based on device location (e.g., to disable a phone’s camera, audio recorder and transmission functions while in a high security, no-cell-phones zone).

If a managed or identified device is not compliant, policy modification of device apps and/or features can be triggered with many of the leading Enterprise Mobile Management (EMM or MDM).

• Inpixon Sensor 4000, a powerful, multi-band, multi-channel, award-winning radio frequency (RF) sensor that delivers comprehensive wireless device detection and positioning.

Inpixon Sensor 4000 passively detects and locates signals from active Wi-Fi, Bluetooth, and cellular devices, delivering a thorough view of transmitting devices in the monitored areas and enabling effective situational awareness, policy enforcement, and security alerts.

• Inpixon Pod, a lower cost sensor option for RF detection based indoor positioning that uses Wi-Fi for device locationing and tracking capabilities.

Leveraging multi-sensor trilateration, advanced algorithms and self-calibration tools to deal with changing RF environments, the Inpixon Pod delivers high positional accuracy.

Designed to plug into existing electrical outlets and/or be deployed using PoE drops, the Inpixon Pod can backhaul data over wire or wirelessly and can be deployed in various densities in a given 3D space to match a wide array of customer use cases needing various levels of positional accuracy from the zone-level to room-level to aisle-level.

• The Inpixon Sensor Ultra offers more reliable and precise location detection with more frequent location updates than current Bluetooth beacons or Wi-Fi by leveraging UWB technology.

This USB-enabled device operates independently, or with other sensors or third-party access points to identify and locate UWB tags and devices.

UWB tags can be customized to desired form factor.

In addition, the Inpixon UWB module supports other off-the-shelf UWB tags.

The Inpixon GPS 900 is a personnel, vehicle and asset tracking solution designed to provide ground situational awareness and real-time surveillance of personnel and equipment traveling within a designated area, ranging from 20 –

200+ square-miles.

Inpixon GPS 900 establishes a private (not Internet-connected), hybrid GPS + RF (900MHz), 256-bit AES-encrypted wide area network (WAN).

• GPS Technologies

◦ The Inpixon GPS 900 is a personnel, vehicle and asset tracking solution designed to provide ground situational awareness and real-time surveillance of personnel and equipment traveling within a designated area, ranging from 20 – 200+ square-miles.

Inpixon GPS 900 establishes a private (not Internet-connected), hybrid GPS + RF

(900MHz), 256-bit AES-encrypted wide area network (WAN).

This product can be used by military commanders to identify the location of persons and assets in connection with base operations and during live-fire exercises.

● IPA Security (formerly

AirPatrol ZoneDefense/Zone Aware) –

Combining positioning, wide-spectrum

RF detection and video integration, this software solution, which can be integrated with

either the Inpixon Sensor 4000, Inpixon IPA Pod, and/or UWB sensor module, creates situational

awareness, mobile security, and detection that locates devices operating within a monitored

In addition to identifying and visualizing the location and movement of devices,

it determines their compliance with network security policies for a designated zone.

If the device is not compliant, policy modification of device apps and/or features can

be triggered either directly or via third party mobile device, application and network

management tools.

Inpixon MDM Connector - The Inpixon MDM Connector software enables two-way communication between our IPA Security platform and a 3rd-party mobile device management system (MDM), such as IBM MaaS360, VMware AirWatch, and MobileIron.

Inpixon On-Premises Analytics –

launched in 2019, this software and services product provides our security customers running systems that are not connected to the internet an on-premises application to generate graphical reports on Inpixon Security historical data (e.g., to reveal the number of unknown wireless devices per month over time or other alerts generated by the system).

● Inpixon GPS Viewer -

The Inpixon GPS Viewer is a browser-based portal used to monitor location and movements

of GPS-enabled tracking devices.

Our mapping solution,

Jibestream, provides enterprise organizations with the tools to add intelligence to complex indoor spaces by integrating business

data with indoor maps.

This indoor mapping platform offers the flexibility and control to create tailored map-enabled solutions

that address multiple use cases with a single platform.

Deployed through native SDKs (Web, iOS, Android), maps are broken

down into layers and objects that can be associated with third party data sources.

Our high-performance,

data analytics platform, can deliver business intelligence for commercial or government premises worldwide through the use of our

products as well as by ingesting data from other sources, such as third party sensors, Wi-Fi access points, Bluetooth beacons,

video cameras, and big data sources to provide even more insights and analytics for our customers.

Our analytics offerings include:

Wi-Fi (formerly Visitor Intelligence Analytics) - IPA Wi-Fi is a high-performance

cloud-based data analytics engine that provides visitor metrics and insights by ingesting

diverse data from IoT, third-party and proprietary sensors.

these advanced visitor analytics, organizations are able to understand visitor behavior,

visitor journey, and path analytics.

Users can view their data in a customizable dashboard.

IPA Video –

utilizing sensor fusion to deliver a new, advanced form of video analytics to help security personnel combat crime and secure indoor locations.

This unique, patent-pending process correlates Wi-Fi device presence (e.g., what phones are present) and analytics to each security video frame generated by customers’

existing video management systems (VMS) in order to better understand how a device detected in one frame has moved throughout the venue and to provide security based alerts.

Captive Portal -

Customers may utilize Inpixon Captive Portal with their existing Wi-Fi infrastructure

to offer a splash page for their customers to accept terms and conditions before using

Captive Portal can also present forms or survey tools to capture information that

can used for marketing or other purposes.

Products (eTearsheets;

eInvoice, adDelivery) - The Shoom products are cloud-based

applications and analytics for the media and publishing industry.

These products also

generate critical data analytics for the customers.

◦ The Inpixon GPS Viewer is a browser-based portal used to monitor location and movements of GPS-enabled tracking devices.

Our global positioning system (GPS) tracking products provide ground positioning, asset tracking, and situational awareness monitoring for those whose intelligence needs expand outdoors.

• Chips/Transmitters/Anchors

Our high performance chirp transceiver chip, nanoLOC, offers robust wireless communication, ranging and RTLS capabilities using the chirp technology.

Inpixon offers both chirp andUWB real-time location system (RTLS) anchors.

Inpixon’s anchors run at the edge of the network and when leveraged with our location engine, provides the IoT interface to send location and context data to analytics engines.

• Hardware Modules We also offer a variety of hardware modules suitable for a multiple IoT implementations:

◦ The swarm bee LE is a chirp tag ready ranging, RTLS, communication radio and sensor module and is ideal for personnel, equipment and asset tracking products where indoor and outdoor location sensing is critical.

◦ The swarm bee ER is a UWB tag- ready ranging, RTLS, communication radio and sensor module is ideal for applications requiring very precise and reliable distance or location information.

◦ CO2 Sensor Module SG112A is a low-profile NDIR carbon dioxide (CO2) sensor module for monitoring indoor air quality to ensure adequate clean air.

◦ The CO2 Sensor Module SG112B is a self-calibrating NDIR carbon dioxide (CO2) sensor module that measures CO2 at relatively high concentrations ranging from 10% to 30% (up to 300,000 ppm).

Our indoor mapping solution, Inpixon Mapping, provides users with the tools to add intelligence to complex indoor spaces by integrating business data with geospatially accurate indoor maps to create relevant views of indoor environments.

The digital twin of a physical space facilitates use cases for facility management, security safety, customer or worker experiences, asst tracking and more.

Inpixon Mapping offers developers the flexibility and control to create tailored map-enabled solutions that address multiple use cases with a single set of maps.

Deployed through native SDKs (Web, iOS, Android), maps are broken down into layers and objects that can be associated with third party data sources and used to provide a high-fidelity and fluid user experience.

• The Inpixon Aware Core Insights software product provides our security customers running systems that are not connected to the internet an on-premises application to generate graphical reports on historical data (e.g., to reveal the number of unknown wireless devices per month over time or other alerts generated by the system) captured by Inpixon Aware.

• Inpixon Analytics is a high-performance, data analytics solution, that can deliver business intelligence for commercial or government premises worldwide through the use of our products as well as by ingesting data from other sources, such as third-party sensors, Wi-Fi access points, Bluetooth beacons, video cameras, and big data sources to provide actionable intelligence and insights for our customers.

This high-performance cloud-based data analytics engine can provide analytics on detected RF devices or active tags to power more advanced visitor or worker analytics.

Organizations are able to understand worker visitor behavior, journey, and path analytics.

Users can view their data in a configurable dashboard.

• Our Inpixon RF Video Connector is an add-on for Inpixon Analytics that utilizes sensor fusion to deliver a new, advanced form of video analytics to help security personnel combat crime and secure indoor locations.

This unique, patent-pending process correlates Wi-Fi device presence (e.g., what phones are present) and analytics to each security video frame generated by customers’ existing video management systems (VMS) in order to better understand how a device detected in one frame has moved throughout the venue and to provide security-based alerts.

Other Solutions

In addition to our positioning, mapping and analytics products, we also offer:

• Shoom digital solutions (eTearsheets;

eInvoice, adDelivery) are cloud-based applications and analytics for the media and publishing industry.

These products also generate critical data analytics for the customers.

• SAVES by Inpixon is a comprehensive set of data analytics and statistical visualization solutions for engineers and scientists.

Product Enhancements

Our ability to

adapt to the technological advancements within our industry is critical to our long-term success and growth.

As a result, our

senior management must continuously work to ensure that they remain informed and prepared to quickly adapt and leverage new

technologies within our product and service offering as such technologies become available.

In connection with that goal, our

product roadmap development plans include expanding the use of ultra-wideband technology for asset tracking, furthering our

efforts towards a voice-assisted analytics interface, understanding worldwide 5G deployments and enhancing our positioning

capabilities to offer a “blue dot”

In 2020, we intend

to continue to expand our use of artificial intelligence (“AI”) and machine learning algorithms to anonymously capture

device identity, build a repository of device profiles and fingerprints, and offer intelligent solutions, which will continue to

be refined over time, for enterprise security and marketing customers.

Following these enhancements, our IPA AI engine will be

able to assist in providing predictive, more accurate, bidirectional information to secure the indoors.

These enhanced algorithms

will enable better positioning of devices, predictive analytics, faster analysis of data and improved user experience.

Voice-Assisted Analytics Interface

We also intend to

deploy additional enterprise voice-user interface (“VUI”) technology to support our network of retail and marketing customers in

making better decisions with deeper intelligence.

The VUI technology in our IPA platform will perform as a digital assistant for

marketers, allowing them to make quick, hands-free decisions based on vetted, predictive information provided with simple voice/speech

commands while also providing a complete audit trail.

While the use of platforms such as Siri, Alexa, and Google Assistant have

made VUIs modern household names, our IPA VUI will be uniquely built for the enterprise marketing space digital assistant with

no monitor, no keyboard, no mouse and only an audio input/output device that functions just like a search engine, listening for

While the technology itself is not revolutionary, we believe it will modernize meetings and brainstorm sessions by speeding

up intelligence gathering, with nearly instantaneous access to company information and big data, it will be able to predict outcomes

based on past information, and make suggestions to keep business moving efficiently and effectively.

At the same time, our IPA

VUI will maintain a written log of all queries, reporting all statistics back to meeting attendees through an automated email.

Asset Tracking

In 2020, we will continue

to build the Inpixon IPA suite of solutions and enhance our existing tag tracking solutions.

Using combinations of RFID, Dash7

and UWB frequencies, we plan to leverage our hardware sensors as listeners for tracking assets including employees, visitors and

physical assets.

With capability for accuracy less than 0.5 meters, this solution continues to drive our capabilities in precise

indoor location.

Advancements in battery technology and wearables allow us to integrate and/or design new tag solutions for high

value assets.

R&D efforts in 2019, we intend to continue to study the worldwide 5G deployments to build a robust hardware and

software solution to detect and position new handsets based on this technology and explore software defined radio solutions,

as well as enhancements in antenna technology to provide our customers with additional capabilities in the security

Blue Dot Positioning

Our comprehensive indoor

mapping platform integrates and utilizes multiple options for providing indoor location services for our customers and their mobile

We anticipate building on our solution offerings in this space and leveraging our existing patented portfolio of algorithms

and technology to provide a “blue-dot navigation”

experience allowing users to track their movements indoors from an

initial point of location to their final destination.

We expect that our customers that utilize our security and mapping products

will be able to further leverage the benefits of the ability to more precisely and accurately position devices within their indoor

spaces with a “blue-dot”

Our ability to adapt to the technological advancements within our industry is critical to our long-term success and growth.

As a result, our senior management must continuously work to ensure that they remain informed and prepared to quickly adapt and leverage new technologies within our product and service offering as such technologies become available.

In connection with that goal, our product roadmap development plans include expanding the use of ultra-wideband technology for asset tracking, furthering our efforts towards 3D mapping, including adding augmented reality features, artificial intelligence and machine learning improvements within our positioning algorithms, in addition to understanding worldwide 5G deployments to enhance our positioning capabilities.

Artificial Intelligence

In 2021, we intend to continue to expand our use of artificial intelligence (“AI”) and machine learning to improve positioning accuracy, enhance anonymous device capture algorithms and offer intelligent solutions, which will continue to be refined over time, for enterprise security and marketing customers.

Following these enhancements, our products will be able to assist in providing predictive, more accurate, bidirectional information to secure and optimize management of indoor spaces.

These enhanced algorithms will enable better positioning of devices, predictive analytics, faster analysis of data and improved user experience.

Building on R&D efforts in 2020, we intend to continue to study the worldwide 5G deployments to build a robust hardware and software solution to detect and position new handsets based on this technology and explore software defined radio solutions, as well as enhancements in antenna technology to provide our customers with additional capabilities in the security field.

Augmented Reality

Our advanced mapping platform is built with a set of developer tools to power an infinite number of experiences across multiple platforms.

In 2021, we will continue to expand our tools by leveraging AR technologies to capture spatial data and overlay with the rich, profile-based maps in our CMS.

This will allow new navigation use cases, applications for deployment of assets and possibilities for optimization in manufacturing and office environments.

With the addition of our on-device positioning technology in 2020 and the expanding usage of apps in the workplace, particularly campus and large building environments, we are investing R&D resources in improving our app capabilities, enhancing our SDKs and adding new functionality to support integration with workplace systems and tool.

By providing the best mapping and app experience our enterprise customers can improve efficiency and experience in offices and guide users in following new health and safety recommendations.

Research and Development Expenses

Our future plans include

significant investments in research and development and related product enhancement opportunities.

Our management believes that

we must continue to dedicate a significant amount of resources to research and development efforts to maintain a competitive position.

Research and development expenses for the years ended December 31, 2019 and 2018 totaled approximately $3.9 million and $1.2 million,

respectively.

Our future plans include significant investments in research and development and related product enhancement opportunities.

Our management believes that we must continue to dedicate a significant amount of resources to research and development efforts to maintain a competitive position.

Research and development expenses for the years ended December 31, 2020 and 2019 totaled approximately $6.5 million and $3.9 million, respectively.

Sales and Marketing

utilize direct sales and marketing through approximately 10 sales representatives, who are compensated with a base salary and,

in certain instances, may participate in incentive plans such as commissions or bonuses.

We also utilize webinars, conferences,

tradeshows and other direct and indirect marketing activities to generate demand for our products and services.

We also have relationships

with channel partners to directly engage with customers, to perform the installation as well as manufacturers (OEM) and systems

integrators to assist with the implementation of certain

of our products and services.

We train our partners and we have our own channel/partner managers to support and augment partners

We utilize direct sales and marketing through approximately 26 sales representatives, who are compensated with a base salary and, in certain instances, may participate in incentive plans such as commissions or bonuses.

We also utilize webinars, conferences, tradeshows and other direct and indirect marketing activities to generate demand for our products and services.

We also have relationships with channel partners to directly engage with customers, to perform the installation as well as manufacturers (OEM) and systems integrators to assist with the implementation of certain of our products and services.

train our partners and we have our own channel/partner managers to support and augment partners as needed.

We are in the process of expanding our channel partners in both commercial and government markets.

Our Inpixon products

are primarily sold on a license (up-front one-time fee) or software-as-a-service (SaaS) model.

In our licensing model, we also

typically charge an annual maintenance fee.

Our Inpixon products are primarily sold on a license (up-front one-time fee) or software-as-a-service (SaaS) model.

In our licensing model, we also typically charge an annual maintenance fee.

The SaaS model is typically for a 2-3 year contract and includes maintenance upgrades.

1 unchanged sentence

Our Shoom product is on a monthly subscription model based on 2-3 year contracts.

The Company’s

customers include shopping malls, corporate offices, healthcare facilities, government agencies, local publications, among others.

Our top three customers accounted for approximately 66% and 49% of our gross revenue during the years ended December 31, 2019 and

2018, respectively.

SAVES products are sold as annual or perpetual licenses along with maintenance subscriptions.

The Company’s customers include shopping malls, corporate offices, healthcare facilities, government agencies, local publications, among others.

Our top three customers accounted for approximately 43% and 66% of our gross revenue during the years ended December 31, 2020 and 2019, respectively.

One customer accounted for 26% of our gross revenue in 2020 and 42% in 2019.

From time to time, one or two

customers can represent a significant portion of our revenue as a result of one-time projects.

Our products compete

with positioning companies such as Aruba, Cisco, Mist Networks/Juniper Networks, Aislelabs and Bluevision/HID.

For our mapping

product, we compete with companies such as MappedIn and Mapwize.

For asset tracking, we compete with Zebra Technologies, Stanley

Healthcare and other mostly vertical focused RTLS companies.

The positioning companies primarily offer only Wi-Fi and/or Bluetooth

detection and, therefore, we believe they cannot achieve the same accuracy and comprehensive detection that we do.

We have partnered

with or replaced some of these companies because we offer Wi-Fi, cellular, RFID, UWB and Bluetooth and have several meters to

centimeter level location accuracy depending on the product.

Most of the companies above are focused on one product and/or vertical

and, at this time, we believe none of them have the complete offering of positioning, mapping, RTLS and analytics.

Mobile device management

companies like AirWatch, MobileIron and Good Technology have also integrated with us instead of developing competing products.

MerlinOne and PressTeligence compete with the functionality of our Shoom products, but typically provide information only for

the specific customer and not for the customer’s competitors or for the industry.

We believe we offer

a unique and differentiated approach to the market with our indoor intelligence offering which is:

From time to time, one or two customers can represent a significant portion of our revenue as a result of one-time projects.

Our products compete with positioning companies such as Aruba, Cisco, Mist Networks/Juniper Networks, Aislelabs and Bluevision/HID.

For our mapping product, we compete with companies such as MappedIn and Mapwize.

For asset tracking, we compete with Zebra Technologies, Stanley Healthcare and other mostly vertical focused RTLS companies.

The positioning companies primarily offer only Wi-Fi and/or Bluetooth detection and, therefore, we believe they cannot achieve the same accuracy and comprehensive detection that we do.

We have partnered with or replaced some of these companies because we offer Wi-Fi, cellular, RFID, UWB and Bluetooth and have several meters to centimeter level location accuracy depending on the product.

Most of the companies above are focused on one product and/or vertical and, at this time, we believe none of them have the complete offering of positioning, mapping, RTLS and analytics.

Mobile device management companies like AirWatch and MobileIron have also integrated with us instead of developing competing products.

MerlinOne and PressTeligence compete with the functionality of our Shoom products, but typically provide information only for the specific customer and not for the customer’s competitors or for the industry.

We believe we offer a unique and differentiated approach to the market with our indoor intelligence offering which is:

• Comprehensive.

a myriad of indoor data inputs and outputs.

The technology supports a multitude of use

cases including asset tracking, navigation, facility management, analytics, and security

across numerous industries in both the private and public sector.

We are built to

support customers’

expanding needs and use cases.

Unlike other competitive point-solutions,

we can offer expansion paths and support for a wide variety of location based use cases.

Our multi-layered depiction of indoor data allows users to see the information layer(s)

most relevant to their role, in the optimal format for them (e.g., charts, tables, maps,

We integrate a myriad of indoor data inputs and outputs.

The technology supports a multitude of use cases including asset tracking, navigation, facility management, analytics, and security across numerous industries in both the private and public sector.

We are built to support customers’ expanding needs and use cases.

Unlike other competitive point-solutions, we can offer expansion paths and support for a wide variety of location based use cases.

Our multi-layered depiction of indoor data allows users to see the information layer(s) most relevant to their role, in the optimal format for them (e.g., charts, tables, maps, etc.).

• Technology-agnostic.

an ecosystem of hardware, software, integration and distribution partners welcoming integration

and synchronization with third party data and systems in combination with our platform.

Our open architecture is designed to enable the integration of disparate technologies,

preserve investment and avoid obsolesce.

APIs make it possible to move data in and out

of our platform.

Our SDKs enable developers to build new apps or to integrate location

data into their existing mobile apps, websites or kiosks.

We embrace an ecosystem of hardware, software, integration and distribution partners welcoming integration and synchronization with third party data and systems in combination with our platform.

Our open architecture is designed to enable the integration of disparate technologies, preserve investment and avoid obsolesce.

APIs make it possible to move data in and out of our platform.

Our SDKs enable developers to build new apps or to integrate location data into their existing mobile apps, websites or kiosks.

Intellectual Property

registrations for the following seven marks:

Inpixon, IPA, Indoor Positioning Analytics, Security Dome, Shoom, ZoneDefense, and

Find and Follow.

Each of these registrations is in the first 10-year registration term and we intend to renew each registration

for additional 10-year renewal terms, as available.

We also have a pending application for the following mark:

We have nine registered patents and eleven pending applications in the United States relating to the Inpixon products, along with

similar patents and applications in other jurisdictions including Mexico, Australia, and the European Patent Organization.

registered patents in the United States were issued in 2014, 2016, 2017, 2018, and 2019 and will expire in the years 2025, 2029,

2031, 2032, 2033, 2034 and 2035.

trademark registrations for the following nine marks:

Inpixon, IPA, Indoor Positioning Analytics, Security Dome, Shoom, ZoneDefense, and Find and Follow, Ten Degrees, as well as certain Inpixon design logos.

Each of these registrations is in the first 10-year registration term and we intend to renew each registration for additional 10-year renewal terms, as available.

We also have a pending applications for the following marks:

ZoneAware, Indoor Intelligence, Inpixon Aware, Inpixon Aware Core Insights, and Workplace Readiness.

We have similar trademarks and applications in other jurisdictions including Canada (including registration of two Nanotron marks), China, the European Union (including registration of Nanotron mark), Germany (registration of two Nanotron marks), India, Japan (including registration of a GO2O mark), and the United Kingdom (including registration of Nanotron and Clops marks).

We have twenty-four registered patents

and eleven pending applications in the United States relating to the Inpixon products, along with similar patents and applications in other jurisdictions including Australia, Canada, the European Patent Organization, France, Germany, Ireland, Mexico, and the United Kingdom.

The registered patents in the United States were issued in 2008, 2010, and in each year 2014 through 2020, 2016, 2017, 2018, and 2019 and will expire in the years 2021, 2025, 2029, and in each year 2031, 2032, 2033, 2034 and 2035 through 2037.

Government Regulation

In general, we are

subject to numerous federal, state and foreign legal requirements on matters as diverse as data privacy and protection, employment

and labor relations, immigration, taxation, anticorruption, import/export controls, trade restrictions, internal and disclosure

control obligations, securities regulation and anti-competition.

Violations of one

or more of these diverse legal requirements in the conduct of our business could result in significant fines and other damages,

criminal sanctions against us or our officers, prohibitions on doing business and damage to our reputation.

Violations of these

regulations or contractual obligations related to regulatory compliance in connection with the performance of customer contracts

could also result in liability for significant monetary damages, fines and/or criminal prosecution, unfavorable publicity and

other reputational damage, restrictions on our ability to compete for certain work and allegations by our customers that we have

not performed our contractual obligations.

In general, we are subject to numerous federal, state and foreign legal requirements on matters as diverse as data privacy and protection, employment and labor relations, immigration, taxation, anticorruption, import/export controls, trade restrictions, internal and disclosure control obligations, securities regulation and anti-competition.

Violations of one or more of these diverse legal requirements in the conduct of our business could result in significant fines and other damages, criminal sanctions against us or our officers, prohibitions on doing business and damage to our reputation.

Violations of these regulations or contractual obligations related to regulatory compliance in connection with the performance of customer contracts could also result in liability for significant monetary damages, fines and/or criminal prosecution, unfavorable publicity and other reputational damage, restrictions on our ability to compete for certain work and allegations by our customers that we have not performed our contractual obligations.

To date, compliance with these regulations has not been financially burdensome.

As of February 5, 2020,

we have 109 employees, including 3 part-time employees.

This includes 3 officers, 10 sales personnel, 5 marketing personnel, 80

technical and engineering personnel and 11 finance, legal and administration personnel.

As of March 23, 2021, we have 190 employees, including 6 part-time employees, which includes all employees of our subsidiaries.

This includes 4 officers, 26 sales personnel, 13 marketing personnel, 125 technical and engineering personnel and 22 finance, legal and administration personnel.

Corporate History

We were originally

formed in the State of Nevada in April 1999.

We were originally formed in the State of Nevada in April 1999.

Prior to the spin-off in August 2018 of our wholly owned subsidiary, Sysorex, Inc.

(formerly Lilien Systems or “Lilien”

and later renamed Inpixon USA), our business was primarily focused on providing

information technology and telecommunications solutions and services to commercial and government customers primarily in the United

States in order to enable their customers to manage, protect, and monetize their enterprise assets whether on-premises, in the

cloud, or via mobile.

The product and service offerings included enterprise infrastructure solutions for business operations,

continuity, data protection, software development, collaboration, IT security, and physical security needs, that help organizations

tackle challenges and accelerate business goals, including, third party hardware, software and related maintenance and warranty

products and services resold from well-known brands and a full range of information technology development and implementation

professional services, from enterprise architecture design to custom application development.

In 2013, we acquired

our Shoom business with the acquisition of 100% of the outstanding capital stock of

(“Shoom”),

allowing us to expand our product offerings to include cloud-based data analytics and enterprise solutions to the media, publishing

and entertainment industries.

In 2014, we acquired

our IPA Security (previously Zone Defense and ZoneAware) product lines with the acquisition of 100% of the outstanding capital

stock of AirPatrol Corporation (“AirPatrol”), with its Canadian based subsidiary AirPatrol Research, initiating our

entry into the indoor location positioning market, where are business is focused today.

In 2015, we enhanced

our analytics capabilities with the acquisition of substantially all of the assets of LightMiner Systems, Inc.

(“LightMiner”),

including its in-memory, real-time, data analysis system designed to support traditional SQL-based business intelligence and analytics

applications as well as a host of integrated statistical, machine learning and artificial intelligence algorithms.

Effective January

1, 2016, we completed a reorganization pursuant to which (1) AirPatrol and Shoom were merged into Lilien (which changed its name

to “Sysorex USA”, and later Inpixon USA) and (2) the Company changed its name to “Sysorex Global”

completion of a statutory merger.

Immediately prior to the consummation of these mergers, the Company carried out (i) an assignment

from AirPatrol to the Company of all shares of capital stock of AirPatrol Research, pursuant to which AirPatrol Research became

a direct subsidiary of the Company;

(ii) the amendment of AirPatrol Research’s Notice of Articles to change its name to

“Sysorex Canada Corp.”;

(iii) the dissolution and winding up of Sysorex Federal, in which Sysorex Federal assigned

and transferred all of its assets, including all outstanding shares of capital stock of Sysorex Government, to the Company, and

the Company assumed Sysorex Federal’s debts and liabilities;

(iv) an assignment from the Company to Lilien of all outstanding

shares of capital stock of Sysorex Government, pursuant to which Sysorex Government became a direct subsidiary of Lilien.

In 2016, we completed

the acquisition of the business and certain assets of Integrio Technologies, LLC (“Integrio”

or “Integrio Technologies”)

and Emtec Federal, LLC (“Emtec Federal”).

Integrio, together with Emtec Federal, was an IT integration and engineering

company that provided solutions for network performance, secure wireless infrastructure, software application lifecycle support,

and physical cyber security for federal, state and local government agencies.

The Integrio business was spun-off in connection

with the spin-off of Sysorex in August of 2018

In 2017, we completed

a short form statutory merger with our newly formed wholly-owned subsidiary Inpixon formed solely for the purpose of changing

our corporate name from Sysorex Global to Inpixon.

As part of the name change, each of our then-existing subsidiaries also amended

their corporate charters to change their names from Sysorex USA, Sysorex Government Services, Inc.

(“Sysorex”, our business was primarily focused on providing information technology and telecommunications solutions and services to commercial and government customers primarily in the United States in order to enable their customers to manage, protect, and monetize their enterprise assets whether on-premises, in the cloud, or via mobile.

The product and service offerings included enterprise infrastructure solutions for business operations, continuity, data protection, software development, collaboration, IT security, and physical security needs, that help organizations tackle challenges and accelerate business goals, including, third party hardware, software and related maintenance and warranty products and services resold from well-known brands and a full range of information technology development and implementation professional services, from enterprise architecture design to custom application development.

In 2013, we acquired our Shoom business with the acquisition of 100% of the outstanding capital stock of Shoom, Inc.

(“Shoom”), allowing us to expand our product offerings to include cloud-based data analytics and enterprise solutions to the media, publishing and entertainment industries.

In 2014, we acquired our IPA Security (previously Zone Defense and ZoneAware) product lines with the acquisition of 100% of the outstanding capital stock of AirPatrol Corporation (“AirPatrol”), with its Canadian based subsidiary AirPatrol Research, initiating our entry into the indoor location positioning market, where are business is focused today.

In 2015, we enhanced our analytics capabilities with the acquisition of substantially all of the assets of LightMiner Systems, Inc.

(“LightMiner”), including its in-memory, real-time, data analysis system designed to support traditional SQL-based business intelligence and analytics applications as well as a host of integrated statistical, machine learning and artificial intelligence algorithms.

Effective January 1, 2016, we completed a reorganization pursuant to which (1) AirPatrol and Shoom were merged into Lilien (which changed its name to “Sysorex USA”, and later Inpixon USA) and (2) the Company changed its name to “Sysorex Global” with completion of a statutory merger.

Immediately prior to the consummation of these mergers, the Company carried out (i) an assignment from AirPatrol to the Company of all shares of capital stock of AirPatrol Research, pursuant to which AirPatrol Research became a direct subsidiary of the Company;

(ii) the amendment of AirPatrol Research’s Notice of Articles to change its name to “Sysorex Canada Corp.”;

(iii) the dissolution and winding up of Sysorex Federal, in which Sysorex Federal assigned and transferred all of its assets, including all outstanding shares of capital stock of Sysorex Government, to the Company, and the Company assumed Sysorex Federal’s debts and liabilities;

(iv) an assignment from the

Company to Lilien of all outstanding shares of capital stock of Sysorex Government, pursuant to which Sysorex Government became a direct subsidiary of Lilien.

In 2016, we completed the acquisition of the business and certain assets of Integrio Technologies, LLC (“Integrio” or “Integrio Technologies”) and Emtec Federal, LLC (“Emtec Federal”).

Integrio, together with Emtec Federal, was an IT integration and engineering company that provided solutions for network performance, secure wireless infrastructure, software application lifecycle support, and physical cyber security for federal, state and local government agencies.

The Integrio business was spun-off in connection with the spin-off of Sysorex in August of 2018

In 2017, we completed a short form statutory merger with our newly formed wholly-owned subsidiary Inpixon formed solely for the purpose of changing our corporate name from Sysorex Global to Inpixon.

As part of the name change, each of our then-existing subsidiaries also amended their corporate charters to change their names from Sysorex USA, Sysorex Government Services, Inc.

and Sysorex Canada Corp.

Inpixon USA, Inpixon Federal, Inc.

to Inpixon USA, Inpixon Federal, Inc.

and Inpixon Canada, Inc., respectively, effective as of March 1, 2017.

In addition, effective

March 1, 2017, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the

State of Nevada to effect a 1-for-15 reverse stock split of the Company’s common stock for the purpose of complying with

Nasdaq Listing Rule 5550(a)(2).

Effective as of December 31, 2017, we acquired approximately

82.5% of the outstanding equity securities of Inpixon India Limited (“Inpixon India”) from Sysorex Consulting, Inc.

(“SCI”) pursuant to that certain Stock Purchase Agreement dated as of December 31, 2017 by and among us, SCI and Inpixon

India, for aggregate consideration for the assignment by us of $666,000 of outstanding receivables.

On January 18, 2018,

we sold our 50.2% interest in Sysorex Arabia to SCI in consideration for SCI’s assumption of 50.2% of the assets and liabilities

of Sysorex Arabia, totaling approximately $11,400 and $1,031,000, respectively.

On February 2, 2018,

we filed a Certificate of Amendment to our Articles of Incorporation with the Secretary of State of the State of Nevada to increase

the total number of authorized shares of common stock from 50,000,000 to 250,000,000, as approved by our stockholders at a special

meeting held on February 2, 2018 and effective upon filing (the “Authorized Share Amendment”).

On February 2, 2018,

we filed a Certificate of Amendment to our Articles of Incorporation with the Secretary of State of the State of Nevada to effect

a 1-for-30 reverse stock split of our issued and outstanding shares of common stock, effective as of February 6, 2018 for the

purpose of complying with Nasdaq Listing Rule 5550(a)(2).

On August 31, 2018,

we completed the spin-off of Sysorex to separate our legacy enterprise infrastructure solution business from our indoor positioning

analytics business.

On November 2, 2018,

we effected, a reverse split of our outstanding common stock, at a ratio of 1-for-40, for the purpose of complying with Nasdaq

Listing Rule 5550(a)(2).

On May 21, 2019, we

completed the acquisition of 100% of the outstanding capital stock of Locality, including its wireless device positioning and

RF augmentation of video surveillance systems through our subsidiary, Inpixon Canada.

The video management system (“VMS”)

integration, which is currently available for a number of VMS vendors, can assist security personnel in identifying potential

suspects and tracking their movements cross-camera and from one facility to another.

The solution is designed to enhance traditional

security video feeds by correlating RF signals with video images.

Based on third-party market research, the video surveillance

market is forecasted to grow from $36.9 billion in 2018 to $68.3 billion by 2023, at a compound annual growth rate, or CAGR, of

In addition, this technology can be used within the casino management market, which is estimated to grow to $12 billion

by 2025, at a CAGR of 14.8% and can help retail customers mitigate the harm caused by organized retail crime, which is estimated

to cost the retail industry nearly $30 billion per year.

On June 27, 2019,

we acquired certain assets from GTX consisting of a portfolio of GPS technologies and IP, including, but not limited to (a) an

IP portfolio that includes a registered patent, along with more than 20 pending patent applications or licenses to registered

patents or pending applications relating to GPS technologies;

(b) a smart school safety network solution that consists of a combination

of wristbands, gateways and proprietary backend software, which rely on the Bluetooth Low-Energy protocol and a low-power enterprise

wireless 2.4Ghz platform, to help school administrators identify the geographic location of students or other people or things

(e.g., equipment, vehicles, tools, etc.) in order to, among other things, ensure the safety and security of students while at

and software components, for a GPS and RF based personnel, vehicle and asset-tracking solution designed to provide ground situational

awareness and near real-time surveillance of personnel and equipment traveling within a designated area for, among other things,

government and military applications and (d) a right to 30% of royalty payments that may be received by GTX in connection with

its ownership interest in Inventergy LBS, LLC, which is the owner of certain patents related to methods and systems for communicating

with a tracking device.

On August 15, 2019,

we also completed the acquisition of Jibestream, which was amalgamated into Inpixon Canada on January 1, 2020, and its highly configurable

indoor mapping and location technology through our subsidiary, Inpixon Canada.

The technology provides customers with a full-featured

geospatial platform that integrates business data with high-fidelity indoor maps to create smart indoor spaces.

This allows customers

to create multi-dimensional and multi-layered indoor maps, which can be added to existing web or mobile applications.

The technology

also integrates with a variety of third-party indoor positioning systems to allow for clear, contextualized indoor wayfinding and

We are now able to utilize Jibestream’s mapping technology with our existing indoor positioning offerings to

offer our customers a more comprehensive suite of products going forward.

Jibestream’s products have applications in

indoor spaces where location and wayfinding is a concern.

Jibestream’s existing product solutions have been deployed in hundreds

of venues worldwide and within numerous customer segments including government, airports, malls, office buildings, and hospitals.

On October 31, 2019,

we received stockholder approval for, and subsequently effected, a reverse split of our outstanding common stock at a ratio of

1-for-45, effective as of January 7, 2020 for the purpose of complying with Nasdaq Listing Rule 5550(a)(2).

In addition, effective March 1, 2017, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada to effect a 1-for-15 reverse stock split of the Company’s common stock for the purpose of complying with Nasdaq Listing Rule 5550(a)(2).

Effective as of December 31, 2017, we acquired approximately 82.5% of the outstanding equity securities of Inpixon India Limited (“Inpixon India”) from Sysorex Consulting, Inc.

(“SCI”) pursuant to that certain Stock Purchase Agreement dated as of December 31, 2017 by and among us, SCI and Inpixon India, for aggregate consideration for the assignment by us of $666,000 of outstanding receivables.

On January 18, 2018, we sold our 50.2% interest in Sysorex Arabia to SCI in consideration for SCI’s assumption of 50.2% of the assets and liabilities of Sysorex Arabia, totaling approximately $11,400 and $1,031,000, respectively.

On February 2, 2018, we filed a Certificate of Amendment to our Articles of Incorporation with the Secretary of State of the State of Nevada to increase the total number of authorized shares of common stock from 50,000,000 to 250,000,000, as approved by our stockholders at a special meeting held on February 2, 2018 and effective upon filing (the “Authorized Share Amendment”).

On February 2, 2018, we filed a Certificate of Amendment to our Articles of Incorporation with the Secretary of State of the State of Nevada to effect a 1-for-30 reverse stock split of our issued and outstanding shares of common stock, effective as of February 6, 2018 for the purpose of complying with Nasdaq Listing Rule 5550(a)(2).

On August 31, 2018, we completed the spin-off of Sysorex to separate our legacy enterprise infrastructure solution business from our indoor positioning analytics business.

On November 2, 2018, we effected, a reverse split of our outstanding common stock, at a ratio of 1-for-40, for the purpose of complying with Nasdaq Listing Rule 5550(a)(2).

On May 21, 2019, we completed the acquisition of 100% of the outstanding capital stock of Locality Systems, Inc.

(“Locality”), including its wireless device positioning and RF augmentation of video surveillance systems through our subsidiary, Inpixon Canada.

The video management system (“VMS”) integration, which is currently available for a number of VMS vendors, can assist security personnel in identifying potential suspects and tracking their movements cross-camera and from one facility to another.

The solution is designed to enhance traditional security video feeds by correlating RF signals with video images.

On June 27, 2019, we acquired a portfolio of GPS technologies and IP, including, but not limited to (a) an IP portfolio that includes a registered patent, along with more than 20 pending patent applications or licenses to registered patents or pending applications relating to GPS technologies;

(b) a smart school safety network solution that consists of a combination of wristbands, gateways and proprietary backend software, which rely on the Bluetooth Low-Energy protocol and a low-power enterprise wireless 2.4Ghz platform, to help school administrators identify the geographic location of students or other people or things (e.g., equipment, vehicles, tools, etc.) in order to, among other things, ensure the safety and security of students while at school;

(c) a personnel equipment tracking system and ground personnel safety system, which includes a combination of hardware and software components, for a GPS and RF based personnel, vehicle and asset-tracking solution designed to provide ground situational awareness and near real-time surveillance of personnel and equipment traveling within a designated area for, among other things, government and military applications and (d) a right to 30% of royalty payments that may be received by GTX in connection with its ownership interest in Inventergy LBS, LLC, which is the owner of certain patents related to methods and systems for communicating with a tracking device.

On August 15, 2019, we acquired our Inpixon Mapping product in connection with the acquisition of Jibestream, Inc.

("Jibestream") which was amalgamated into Inpixon Canada on January 1, 2020.

On October 31, 2019, we received stockholder approval for, and subsequently effected, a reverse split of our outstanding common stock at a ratio of 1-for-45, effective as of January 7, 2020 for the purpose of complying with Nasdaq Listing Rule 5550(a)(2).

On June 19, 2020, we acquired an exclusive license to use, market, distribute, and develop the SYSTAT and SigmaPlot software suite of products (referred to as “SAVES”) pursuant to an Exclusive Software License and Distribution Agreement, by and among the Company, Cranes Software International Ltd.

(“Cranes") and Systat Software, Inc.

(“Systat” and, together with Cranes, the “Systat Parties”), as amended on June 30, 2020 and February 22, 2021 (as amended, the “License Agreement”).

In connection with the License Agreement, we received an exclusive, worldwide license to use, modify, develop, market, sublicense and distribute the SAVES software, software source, user documentation and related Systat Intellectual Property (as defined in License Agreement) (the “License”);

and an option to acquire the assets underlying the License (the “Purchase Option”).

On February 22, 2021, we exercised the Purchase Option for a portion of the assets including certain of the SAVES software, trademarks, solutions, domain names and websites.

On August 19, 2020, we entered into an agreement with Ten Degrees Inc.

(“TDI”), Ten Degrees International Limited (“TDIL”), mCube International Limited (“MCI”), and the holder of a majority of the outstanding capital of TDIL and mCube, Inc., and the sole shareholder of 100% of the outstanding capital stock of MCI (“mCube,” together with TDI, TDIL, and MCI collectively, the “Transferors”) to acquire a suite of on-device “blue-dot” indoor location and motion technologies, including patents, trademarks, software and related intellectual property from the Transferors.

On October 6, 2020, we acquired all of the outstanding shares of Nanotron (“Nanotron Shares”) through our wholly-owned subsidiary Inpixon GmbH, pursuant to a Share Sale and Purchase Agreement with Nanotron Technologies GmbH, a limited liability company incorporated under the laws of Germany (“Nanotron”), and Sensera Limited (“Sensera”), the sole shareholder of Nanotron.

As a result of the acquisition, our asset tracking and RTLS business expanded to include offering wireless location awareness technology for consumers, for solutions such as locating and tracking a pet, livestock, child, or property, while transmitting the data into a useable format.

On March 25, 2021, we entered into a Stock Purchase Agreement (the “GYG Purchase Agreement”) with Game Your Game, Inc., a Delaware corporation (“GYG”), and certain selling shareholders (the “Selling Shareholders”), pursuant to which we will acquire an aggregate of 522,000 shares of common stock of GYG (the “GYG Shares”), representing 52.2% of the outstanding shares of common stock of GYG on a fully diluted basis, in exchange for $1,666,932 in cash (the “Cash Consideration”), and a number of shares of our common stock equal to $1,403,103 divided by the lesser of (A) the closing price per share of our common stock, as reported by the Nasdaq Stock Market, immediately prior to the closing of the transaction and (B) the average closing price of our common stock, as reported by the Nasdaq Stock Market, for the 5 trading days immediately preceding the closing date.

The Cash Consideration will be used for working capital purposes and to satisfy certain outstanding payroll obligations of GYG.

The closing of the transaction is subject to the terms and satisfaction of the conditions set forth in the GYG Purchase Agreement.

GYG’s business consists of developing and providing solutions using sports data and analytics.

Corporate Information

Our principal executive

offices are located at 2479 E.

Our principal executive offices are located at 2479 E.

Bayshore Road, Suite 195, Palo Alto, CA 94303, and our telephone number is (408) 702-2167.

subsidiaries maintain offices in Coquitlam, British Columbia, New Westminster, British Columbia, Toronto, Ontario and Hyderabad,

Our subsidiaries maintain offices in Coquitlam, British Columbia, New Westminster, British Columbia, Toronto, Ontario, Hyderabad, India, Berlin Germany, Ratingen, Germany, and Slough, UK.

Our Internet website is www.inpixon.com.

The information on, or that can be accessed through, our website is not part of

this report, and you should not rely on any such information in making any investment decision relating to our common stock.

The information on, or that can be accessed through, our website is not part of this report, and you should not rely on any such information in making any investment decision relating to our common stock.

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