Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 07, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-39080 | |
Entity Registrant Name | POWERFLEET, INC. | |
Entity Central Index Key | 0001774170 | |
Entity Tax Identification Number | 83-4366463 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 123 Tice Boulevard | |
Entity Address, City or Town | Woodcliff Lake | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07677 | |
City Area Code | (201) | |
Local Phone Number | 996-9000 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | PWFL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 37,212,304 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | [1] |
Current assets: | |||
Cash and cash equivalents | $ 19,297 | $ 17,680 | |
Restricted cash | 310 | 309 | |
Accounts receivable, net of allowance for credit losses of $2,567 and $2,677 in 2022 and 2023, respectively | 33,606 | 32,493 | |
Inventory, net | 21,055 | 22,272 | |
Deferred costs - current | 191 | 762 | |
Prepaid expenses and other current assets | 8,721 | 7,709 | |
Total current assets | 83,180 | 81,225 | |
Fixed assets, net | 10,222 | 9,249 | |
Goodwill | 83,487 | 83,487 | |
Intangible assets, net | 21,157 | 22,908 | |
Right of use asset | 6,490 | 7,820 | |
Severance payable fund | 3,427 | 3,760 | |
Deferred tax asset | 1,915 | 3,225 | |
Other assets | 6,228 | 5,761 | |
Total assets | 216,106 | 217,435 | |
Current liabilities: | |||
Short-term bank debt and current maturities of long-term debt | 12,137 | 10,312 | |
Accounts payable and accrued expenses | 28,109 | 26,598 | |
Deferred revenue - current | 6,101 | 6,363 | |
Lease liability - current | 2,286 | 2,441 | |
Total current liabilities | 48,633 | 45,714 | |
Long-term debt, less current maturities | 9,617 | 11,403 | |
Deferred revenue - less current portion | 4,804 | 4,390 | |
Lease liability - less current portion | 4,415 | 5,628 | |
Accrued severance payable | 4,142 | 4,365 | |
Deferred tax liability | 4,283 | 4,919 | |
Other long-term liabilities | 649 | 636 | |
Total liabilities | 76,543 | 77,055 | |
Commitments and Contingencies (note 22) | |||
MEZZANINE EQUITY | |||
Convertible redeemable preferred stock: Series A – 100 shares authorized, $0.01 par value; 59 and 60 shares issued and outstanding at December 31, 2022 and September 30, 2023 | 59,176 | 57,565 | |
Preferred stock; authorized 50,000 shares, $0.01 par value; | |||
Common stock; authorized 75,000 shares, $0.01 par value; 37,605 and 38,699 shares issued at December 31, 2022 and September 30, 2023, respectively; shares outstanding, 36,170 and 37,214 at December 31, 2022 and September 30, 2023, respectively | 387 | 376 | |
Additional paid-in capital | 233,811 | 233,521 | |
Accumulated deficit | (143,322) | (141,440) | |
Accumulated other comprehensive loss | (1,904) | (1,210) | |
Treasury stock; 1,435 and 1,485 common shares at cost at December 31, 2022 and September 30, 2023, respectively | (8,648) | (8,510) | |
Total PowerFleet, Inc. stockholders’ equity | 80,324 | 82,737 | |
Non-controlling interest | 63 | 78 | |
Total equity | 80,387 | 82,815 | |
Total liabilities and stockholders’ equity | $ 216,106 | $ 217,435 | |
[1]Derived from audited balance sheet as of December 31, 2022. |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for credit losses | $ 2,677 | $ 2,567 |
Temporary equity, shares authorized | 100 | 100 |
Temporary equity, par value | $ 0.01 | $ 0.01 |
Temporary equity, shares issued | 60 | 59 |
Temporary equity, shares outstanding | 60 | 59 |
Preferred stock, shares authorized | 50,000 | 50,000 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 75,000 | 75,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares issued | 38,699 | 37,605 |
Common stock, shares outstanding | 37,214 | 36,170 |
Treasury stock, shares | 1,485 | 1,435 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenues: | ||||
Total revenues | $ 34,195 | $ 34,288 | $ 99,084 | $ 102,043 |
Cost of revenues: | ||||
Total cost of revenues | 17,080 | 17,107 | 49,317 | 54,233 |
Gross profit | 17,115 | 17,181 | 49,767 | 47,810 |
Operating expenses: | ||||
Selling, general and administrative expenses | 17,988 | 16,664 | 51,763 | 47,393 |
Research and development expenses | 2,384 | 1,735 | 6,285 | 6,965 |
Total operating expenses | 20,372 | 18,399 | 58,048 | 54,358 |
Loss from operations | (3,257) | (1,218) | (8,281) | (6,548) |
Interest income | 23 | 20 | 69 | 48 |
Interest expense, net | (154) | (331) | (464) | 1,262 |
Bargain purchase - Movingdots | 7,517 | |||
Other (expense) income, net | (24) | (22) | 1 | |
Net loss before income taxes | (3,412) | (1,529) | (1,181) | (5,237) |
Income tax expense | (262) | (770) | (698) | (107) |
Net loss before non-controlling interest | (3,674) | (2,299) | (1,879) | (5,344) |
Non-controlling interest | (1) | (3) | (3) | |
Net loss | (3,674) | (2,300) | (1,882) | (5,347) |
Accretion of preferred stock | (167) | (168) | (503) | (504) |
Preferred stock dividend | (1,128) | (1,067) | (3,364) | (3,143) |
Net loss attributable to common stockholders | $ (4,969) | $ (3,535) | $ (5,749) | $ (8,994) |
Net loss per share attributable to common stockholders - basic | $ (0.14) | $ (0.10) | $ (0.16) | $ (0.25) |
Net loss per share attributable to common stockholders - diluted | $ (0.14) | $ (0.10) | $ (0.16) | $ (0.25) |
Weighted average common shares outstanding - basic | 35,653 | 35,406 | 35,602 | 35,375 |
Weighted average common shares outstanding - diluted | 35,653 | 35,406 | 35,602 | 35,375 |
Product [Member] | ||||
Revenues: | ||||
Total revenues | $ 13,147 | $ 14,021 | $ 36,563 | $ 43,231 |
Cost of revenues: | ||||
Total cost of revenues | 8,843 | 9,839 | 26,394 | 33,152 |
Service [Member] | ||||
Revenues: | ||||
Total revenues | 21,048 | 20,267 | 62,521 | 58,812 |
Cost of revenues: | ||||
Total cost of revenues | $ 8,237 | $ 7,268 | $ 22,923 | $ 21,081 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Net loss attributable to common stockholders | $ (4,969) | $ (3,535) | $ (5,749) | $ (8,994) |
Other comprehensive income (loss), net: | ||||
Foreign currency translation adjustment | (906) | 12 | (694) | (1,441) |
Total other comprehensive income (loss) | (906) | 12 | (694) | (1,441) |
Comprehensive loss | $ (5,875) | $ (3,523) | $ (6,443) | $ (10,435) |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Treasury Stock, Common [Member] | Noncontrolling Interest [Member] | Total | |
Beginning balance, value at Dec. 31, 2021 | $ 373 | $ 234,083 | $ (134,437) | $ 391 | $ (8,299) | $ 86 | $ 92,197 | |
Balance, shares at Dec. 31, 2021 | 37,263 | |||||||
Net income (loss) attributable to common stockholders | (1,195) | (2,929) | (4,124) | |||||
Net income (loss) attributable to non-controlling interest | 1 | 1 | ||||||
Foreign currency translation adjustment | 253 | 15 | 268 | |||||
Issuance of restricted shares | $ 4 | (4) | ||||||
Issuance of restricted shares, shares | 398 | |||||||
Forfeiture of restricted shares | $ (1) | 1 | ||||||
Forfeiture of restricted shares, shares | (121) | |||||||
Shares withheld pursuant to vesting of restricted stock | (181) | (181) | ||||||
Stock based compensation | 457 | 457 | ||||||
Vesting of restricted stock units | ||||||||
Vesting of restricted stock units, shares | 30 | |||||||
Ending balance, value at Mar. 31, 2022 | $ 376 | 233,342 | (137,366) | 644 | (8,480) | 102 | 88,618 | |
Balance, shares at Mar. 31, 2022 | 37,570 | |||||||
Beginning balance, value at Dec. 31, 2021 | $ 373 | 234,083 | (134,437) | 391 | (8,299) | 86 | 92,197 | |
Balance, shares at Dec. 31, 2021 | 37,263 | |||||||
Net income (loss) attributable to common stockholders | (8,994) | |||||||
Net income (loss) attributable to non-controlling interest | 3 | |||||||
Ending balance, value at Sep. 30, 2022 | $ 376 | 233,590 | (139,784) | (1,050) | (8,492) | 68 | 84,708 | |
Balance, shares at Sep. 30, 2022 | 37,584 | |||||||
Beginning balance, value at Mar. 31, 2022 | $ 376 | 233,342 | (137,366) | 644 | (8,480) | 102 | 88,618 | |
Balance, shares at Mar. 31, 2022 | 37,570 | |||||||
Net income (loss) attributable to common stockholders | (1,216) | (118) | (1,334) | |||||
Net income (loss) attributable to non-controlling interest | 1 | 1 | ||||||
Foreign currency translation adjustment | (1,706) | (18) | (1,724) | |||||
Forfeiture of restricted shares | $ (1) | 1 | ||||||
Forfeiture of restricted shares, shares | (24) | |||||||
Shares withheld pursuant to vesting of restricted stock | (5) | (5) | ||||||
Stock based compensation | 1,629 | 1,629 | ||||||
Ending balance, value at Jun. 30, 2022 | $ 375 | 233,756 | (137,484) | (1,062) | (8,485) | 85 | 87,185 | |
Balance, shares at Jun. 30, 2022 | 37,546 | |||||||
Net income (loss) attributable to common stockholders | (1,235) | (2,300) | (3,535) | |||||
Net income (loss) attributable to non-controlling interest | 1 | 1 | ||||||
Foreign currency translation adjustment | 12 | (18) | (6) | |||||
Issuance of restricted shares | $ 1 | (1) | ||||||
Issuance of restricted shares, shares | 78 | |||||||
Forfeiture of restricted shares | ||||||||
Forfeiture of restricted shares, shares | (40) | |||||||
Shares withheld pursuant to vesting of restricted stock | (7) | (7) | ||||||
Stock based compensation | 1,070 | 1,070 | ||||||
Ending balance, value at Sep. 30, 2022 | $ 376 | 233,590 | (139,784) | (1,050) | (8,492) | 68 | 84,708 | |
Balance, shares at Sep. 30, 2022 | 37,584 | |||||||
Beginning balance, value at Dec. 31, 2022 | $ 376 | 233,521 | (141,440) | (1,210) | (8,510) | 78 | 82,815 | [1] |
Balance, shares at Dec. 31, 2022 | 37,605 | |||||||
Net income (loss) attributable to common stockholders | (1,275) | 4,769 | 3,494 | |||||
Net income (loss) attributable to non-controlling interest | (3) | (3) | ||||||
Foreign currency translation adjustment | 112 | (9) | 103 | |||||
Issuance of restricted shares | ||||||||
Issuance of restricted shares, shares | 75 | |||||||
Forfeiture of restricted shares | ||||||||
Forfeiture of restricted shares, shares | (59) | |||||||
Shares withheld pursuant to vesting of restricted stock | (44) | (44) | ||||||
Stock based compensation | 832 | 832 | ||||||
Warrant issuance in connection with acquisition | 1,347 | 1,347 | ||||||
Ending balance, value at Mar. 31, 2023 | $ 376 | 234,425 | (136,671) | (1,098) | (8,554) | 66 | 88,544 | |
Balance, shares at Mar. 31, 2023 | 37,621 | |||||||
Beginning balance, value at Dec. 31, 2022 | $ 376 | 233,521 | (141,440) | (1,210) | (8,510) | 78 | 82,815 | [1] |
Balance, shares at Dec. 31, 2022 | 37,605 | |||||||
Net income (loss) attributable to common stockholders | (5,749) | |||||||
Net income (loss) attributable to non-controlling interest | 3 | |||||||
Ending balance, value at Sep. 30, 2023 | $ 387 | 233,811 | (143,322) | (1,904) | (8,648) | 63 | 80,387 | |
Balance, shares at Sep. 30, 2023 | 38,699 | |||||||
Beginning balance, value at Mar. 31, 2023 | $ 376 | 234,425 | (136,671) | (1,098) | (8,554) | 66 | 88,544 | |
Balance, shares at Mar. 31, 2023 | 37,621 | |||||||
Net income (loss) attributable to common stockholders | (1,297) | (2,977) | (4,274) | |||||
Net income (loss) attributable to non-controlling interest | 6 | 6 | ||||||
Foreign currency translation adjustment | 100 | (9) | 91 | |||||
Issuance of restricted shares | $ 1 | (1) | ||||||
Issuance of restricted shares, shares | 162 | |||||||
Forfeiture of restricted shares | ||||||||
Forfeiture of restricted shares, shares | (82) | |||||||
Shares withheld pursuant to vesting of restricted stock | (4) | (4) | ||||||
Stock based compensation | 852 | 852 | ||||||
Exercise of stock options | 36 | 36 | ||||||
Exercise of stock options, shares | 16 | |||||||
Ending balance, value at Jun. 30, 2023 | $ 377 | 234,015 | (139,648) | (998) | (8,558) | 63 | 85,251 | |
Balance, shares at Jun. 30, 2023 | 37,717 | |||||||
Net income (loss) attributable to common stockholders | (1,295) | (3,674) | (4,969) | |||||
Net income (loss) attributable to non-controlling interest | ||||||||
Foreign currency translation adjustment | (906) | (906) | ||||||
Issuance of restricted shares | $ 10 | (10) | ||||||
Issuance of restricted shares, shares | 982 | |||||||
Shares withheld pursuant to vesting of restricted stock | (90) | (90) | ||||||
Stock based compensation | 1,101 | 1,101 | ||||||
Ending balance, value at Sep. 30, 2023 | $ 387 | $ 233,811 | $ (143,322) | $ (1,904) | $ (8,648) | $ 63 | $ 80,387 | |
Balance, shares at Sep. 30, 2023 | 38,699 | |||||||
[1]Derived from audited balance sheet as of December 31, 2022. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | ||
Cash flows from operating activities | |||
Net loss | $ (1,882) | $ (5,347) | |
Adjustments to reconcile net income (loss) to cash (used in) provided by operating activities: | |||
Non-controlling interest | 3 | 3 | |
Gain on bargain purchase | (7,517) | ||
Inventory reserve | 619 | 177 | |
Stock based compensation expense | 2,785 | 3,156 | |
Depreciation and amortization | 6,926 | 6,152 | |
Right-of-use assets, non-cash lease expense | 1,900 | 2,071 | |
Bad debt expense | 1,161 | 102 | |
Deferred income taxes | 674 | 107 | |
Other non-cash items | 172 | 660 | |
Changes in: | |||
Accounts receivable | (3,006) | (3,025) | |
Inventory | (2,260) | (5,544) | |
Prepaid expenses and other assets | 235 | (761) | |
Deferred costs | 571 | 986 | |
Deferred revenue | 113 | (197) | |
Accounts payable and accrued expenses | 1,124 | 1,717 | |
Lease liabilities | (1,941) | (2,034) | |
Accrued severance payable, net | 91 | 63 | |
Net cash used in operating activities | (232) | (1,714) | |
Cash flows from investing activities: | |||
Acquisitions, net of cash assumed | 8,722 | ||
Purchase of investments | (100) | ||
Capitalized software development costs | (2,727) | ||
Capital expenditures | (2,626) | (4,001) | |
Net cash (used in) provided by investing activities | 3,269 | (4,001) | |
Cash flows from financing activities: | |||
Repayment of long-term debt | (3,985) | (4,279) | |
Short-term bank debt, net | 4,995 | 3,949 | |
Purchase of treasury stock upon vesting of restricted stock | (138) | (193) | |
Payment of preferred stock dividend | (2,257) | ||
Proceeds from exercise of stock options | 36 | ||
Net cash used in financing activities | (1,349) | (523) | |
Effect of foreign exchange rate changes on cash and cash equivalents | (70) | (3,510) | |
Net (decrease) increase in cash, cash equivalents and restricted cash | 1,618 | (9,748) | |
Cash, cash equivalents, and restricted cash, beginning of period | 17,989 | 26,760 | |
Cash, cash equivalents, and restricted cash, end of period | 19,607 | 17,012 | |
Reconciliation of cash, cash equivalents, and restricted cash, beginning of period | |||
Cash and cash equivalents | 17,680 | [1] | 26,452 |
Restricted cash | 309 | [1] | 308 |
Reconciliation of cash, cash equivalents, and restricted cash, end of period | |||
Cash and cash equivalents | 19,297 | 16,703 | |
Restricted cash | 310 | 309 | |
Cash paid for: | |||
Taxes | 120 | 52 | |
Interest | 921 | 945 | |
Noncash investing and financing activities: | |||
Value of warrant issued in connection with Movingdots acquisition | $ 1,347 | ||
[1]Derived from audited balance sheet as of December 31, 2022. |
DESCRIPTION OF THE COMPANY AND
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION | NOTE 1 - DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION Description of the Company PowerFleet, Inc. (the “Company” or “Powerfleet”) is a global leader of Internet-of-Things (“IoT”) solutions providing valuable business intelligence for managing high-value enterprise assets that improve operational efficiencies. I.D. Systems, Inc. (“I.D. Systems”) was incorporated in the State of Delaware in 1993. Powerfleet was incorporated in the State of Delaware in February 2019 for the purpose of effectuating the transactions (the “Transactions”) pursuant to which the Company acquired Pointer Telocation Ltd. (“Pointer”) and commenced operations on October 3, 2019. Upon the closing of the Transactions, Powerfleet became the parent entity of I.D. Systems and Pointer. Basis of Presentation The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly owned and majority-owned subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the consolidated financial position of the Company as of September 30, 2023, the consolidated results of its operations for the three- and nine-month periods ended September 30, 2022 and 2023, the consolidated change in stockholders’ equity for the three-month periods ended March 31, June 30 and September 30, 2022 and 2023, and the consolidated cash flows for the nine-month periods ended September 30, 2022 and 2023. The results of operations for the three- and nine-month periods ended September 30, 2023 are not necessarily indicative of the operating results for the full year. These financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K for the year then ended. Liquidity As of September 30, 2023, the Company had cash (including restricted cash) and cash equivalents of $ 19,600 34,500 In addition, the Company’s subsidiaries, PowerFleet Israel Ltd. (“Powerfleet Israel”) and Pointer Telocation Ltd. (“Pointer” and, together with Powerfleet Israel, the “Borrowers”) are party to a Credit Agreement (the “Credit Agreement”) with Bank Hapoalim B.M. (“Hapoalim”), pursuant to which Hapoalim provided Powerfleet Israel with two senior secured term loan facilities denominated in New Israeli Shekels (NIS) in an initial aggregate principal amount of $ 30,000 20,000 10,000 five-year revolving credit facility to Pointer in an initial aggregate principal amount of $ 10,000 8,420 2,200 On October 31, 2022, the Borrowers entered into a third amendment to the Credit Agreement (the “Third Amendment”) with Hapoalim. The Third Amendment provides for, among other things, a new revolving credit facility to Pointer denominated in NIS in an initial aggregate principal amount of $ 10,000 32,500 8,500 The New Revolver initially bears interest at the Secured Overnight Financing Rate (“SOFR”) plus 2.59%. Such interest is subject to monthly changes by Hapoalim, provided that Hapoalim gives Pointer advance notice regarding such change prior to the end of the applicable calendar month. The New Revolver is secured by a first ranking fixed pledge and assignment by Pointer over its new bank account, which was opened in connection with the New Revolver, and all of the rights relating thereunder as well as a cross guarantee by Powerfleet Israel. Pointer is required to pay a credit allocation fee equal to 0.5 On October 10, 2023, the Company entered into an Implementation Agreement (the “Implementation Agreement”), by and among the Company, Main Street 2000 Proprietary Limited, a private company incorporated in the Republic of South Africa and a wholly owned subsidiary of the Company (“Powerfleet Sub”), and MiX Telematics Limited, a public company incorporated under the laws of the Republic of South Africa (“MiX Telematics”), pursuant to which MiX Telematics will become an indirect, wholly owned subsidiary of the Company. The Implementation Agreement requires, as a condition to closing of the transactions contemplated therein, that the Company obtain a debt and/or equity financing (the “Financing”) in an amount sufficient to provide for the redemption in full of all outstanding shares of the Company’s Series A Convertible Preferred Stock (“Series A Preferred Stock”). The Company has incurred recurring losses and negative cash flows from operations since inception and had an accumulated deficit of $ 143.3 The Company has received credit committee approval from its existing lender, Hapoalim, to enter into a new 5-year term debt facility with an approximate value of $ 30 Management believes the Company’s cash and cash equivalents of $ 19.6 |
USE OF ESTIMATES
USE OF ESTIMATES | 9 Months Ended |
Sep. 30, 2023 | |
Use Of Estimates | |
USE OF ESTIMATES | NOTE 2 – USE OF ESTIMATES The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company continually evaluates estimates used in the preparation of the financial statements for reasonableness. The most significant estimates relate to realization of deferred tax assets, accounting for uncertain tax positions, the impairment of intangible assets, including goodwill, capitalized software development costs, stock-based compensation costs related to market based awards, warrant assumptions, and standalone selling price related to multiple element revenue arrangements. Actual results could differ from those estimates. |
ACQUISITION
ACQUISITION | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITION | NOTE 3 – ACQUISITION On March 6, 2023, the Company entered into a share purchase and transfer agreement (the “Agreement”) with Swiss Re Reinsurance Holding Company Ltd (the “Seller”), pursuant to which the Company would acquire all of the outstanding shares of Movingdots GmbH (“Movingdots”), a wholly owned subsidiary of the Seller, for consideration consisting of € 1 800,000 7.00 1,300 As a result of the Acquisition, Movingdots, a German company providing insurance telematics and sustainable mobility solutions, became a direct, wholly owned subsidiary of Powerfleet. Movingdots end-to-end telematics app solution will enhance Powerfleet’s software-as-a-service (“SaaS”)-based fleet intelligence platform, Unity, with additional customization capabilities and insurance risk insights. Movingdots’ expertise in safety and sustainability aligns with Unity’s focus on data-powered applications. The Acquisition also strengthens Powerfleet’s global reach, particularly in Europe. As part of the Agreement the Seller was also obligated to (i) transfer certain intellectual property rights from the Seller to Movingdots, (ii) enter into a distribution agreement pursuant to which the Seller is allowed to promote the Movingdots solutions, and (iii) grant a license agreement between the Seller’s affiliates and Movingdots. The warrant was valued using the Black-Scholes Model using the following assumptions at the date of issuance: SCHEDULE OF WARRANTS VALUATION ASSUMPTIONS Expected volatility 50 % Expected term (in years) 10 Risk free interest rate 3.50 % Dividend yield 0 % Fair value per share $ 1.68 Warrants measurement input $ 1.68 Purchase Price Allocation The Acquisition met the criteria for a business combination to be accounted for using the acquisition method under ASC 805, Business Combinations 0 500 The following table details the provisional allocation of the purchase price to the assets acquired and liabilities assumed in connection with the acquisition of Movingdots: SCHEDULE OF PURCHASE PRICE ALLOCATION IN ASSETS ACQUIRED AND LIABILITIES Consideration: Cash $ - Fair value of Powerfleet warrants on March 31, 2023 1,347 Total consideration $ 1,347 Assets acquired: Cash $ 8,722 Accounts receivable 247 Prepaid expenses 103 Other assets 270 Inventory 96 Fixed assets 372 Total assets acquired 9,810 Liabilities assumed: Accounts payable and accrued expenses 946 Total liabilities assumed 946 Total identifiable net assets acquired 8,864 Gain on bargain purchase (7,517 ) Purchase price consideration $ 1,347 The provisional fair value estimates of the assets acquired and liabilities assumed, including intangibles, income taxes, and the non-cash consideration, are subject to subsequent adjustments as additional information is obtained during the applicable measurement period. Determining the fair values of the assets and liabilities of Movingdots required certain assumptions and judgment. During the second quarter of 2023, the valuation of certain assets acquired and liabilities assumed were revised resulting in an increase in the gain on bargain purchase of $ 283 Consistent with the requirements of ASC 805, the Company assessed whether all assets acquired and liabilities assumed have been appropriately identified, measured and recognized, and performed re-measurements to verify that the consideration paid, assets acquired and liabilities assumed have been properly valued. After applying the requirements of ASC 805-30-25-4, the Company recognized a gain on bargain purchase as the estimated fair value of the identifiable net assets acquired exceeded the purchase consideration transferred by approximately $ 7,517 The gain on bargain purchase primarily resulted from the Seller’s motivation to divest its investment in Movingdots and its telematics business, which was deemed a non-core business of the Seller on a go-forward basis. The sale of Movingdots was not subject to a competitive bidding process. Under the Agreement, the Seller also agreed to make a cash injection into Movingdots prior to the Movingdots Closing in a form of additional paid in capital to ensure Movingdots had available cash in the amount of € 8,000 If the Company makes an on-sale transfer of any shares of Movingdots that were acquired in connection with the Acquisition at any time between the signing date of the Agreement and through 12 months after the Movingdots Closing, to any third-party purchaser (an “on-sale transfer”), for an amount that is in excess of the purchase price consideration transferred, then the Company shall pay the Seller an amount in cash (“on sale compensation”) equal to (i) €8,000, plus (ii) the difference between such on-sale transfer price less the purchase price net of the net present value of the Common Stock Warrants. The Company does not currently intend to enter into an on-sale transfer. Management views that the insurance telematics and sustainability are important spaces for the Company to have propositions to enable future strategic value, supporting the more evolved, IOT data-rich mass subscription space. The acquisition of Movingdots and its business will, among other things: ● open strategic relationships with some key customers such as Mercedes, BMW and Vodafone; ● provide greater go-to-market opportunity to the Company with the European beachhead for future regional expansion, customer acquisition tool to upsell the Company’s portfolio into German and European markets, and maintain a distribution channel and partnership with the Seller; and ● provide the Company with access to a team with technical skillsets across application development and management, cloud platform development, user experience/user interface design development and technical product management; The following table represents the combined pro forma revenue and earnings for the three- and nine-month periods ended September 30, 2022: SCHEDULE OF PRO FORMA REVENUE AND EARNINGS Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Historical Pro forma combined Historical Pro forma combined Revenues $ 34,288 $ 36,336 $ 102,043 $ 107,580 Operating loss $ (1,218 ) $ (994 ) $ (6,548 ) $ (6,027 ) Net loss per share - basic and diluted $ (0.10 ) $ (0.09 ) $ (0.25 ) $ (0.24 ) Net loss per share - basic $ (0.10 ) $ (0.09 ) $ (0.25 ) $ (0.24 ) The following table represents the combined pro forma revenue and earnings for the three- and nine-month periods ended September 30, 2023: Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 Historical Pro forma combined Historical Pro forma combined Revenues $ 34,195 $ 34,195 $ 99,084 $ 101,604 Operating loss $ (3,257 ) $ (3,257 ) $ (8,281 ) $ (7,765 ) Net loss per share – basic and diluted $ (0.14 ) $ (0.14 ) $ (0.16 ) $ (0.14 ) Net loss per share – basic $ (0.14 ) $ (0.14 ) $ (0.16 ) $ (0.14 ) The unaudited combined pro forma revenue and earnings for the three and nine-month periods ended September 30, 2022 and 2023 were prepared as though the Acquisition had occurred as of January 1, 2022. This summary is not necessarily indicative of what the results of operations would have been had the Acquisition occurred as of such date, nor does it purport to represent results of operations for any future periods. |
CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS | 9 Months Ended |
Sep. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
CASH AND CASH EQUIVALENTS | NOTE 4 – CASH AND CASH EQUIVALENTS The Company considers all highly liquid debt instruments with an original maturity of three months or less when purchased to be cash equivalents unless they are legally or contractually restricted. The Company’s cash and cash equivalent balances exceed Federal Deposit Insurance Corporation (“FDIC”) and other local jurisdictional limits (in Israel and Germany). Restricted cash at December 31, 2022 and September 30, 2023 consists of cash held in escrow for purchases from a vendor. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | NOTE 5 - REVENUE RECOGNITION The Company and its subsidiaries generate revenue from sales of systems and products and from customer SaaS and hosting infrastructure fees. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. Sales, value add, and other taxes the Company collects concurrently with revenue-producing activities are excluded from revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. The expected costs associated with the Company’s base warranties continue to be recognized as expense when the products are sold (see Note 14). Revenue is recognized when performance obligations under the terms of a contract with our customer are satisfied. Product sales are recognized at a point in time when title transfers, when the products are shipped, or when control of the system is transferred to the customer, which usually is upon delivery of the system and when contractual performance obligations have been satisfied. For products which do not have standalone value to the customer separate from the SaaS services provided, the Company considers both hardware and SaaS services a bundled performance obligation. Under the applicable accounting guidance, all of the Company’s billings for equipment and the related cost for these systems are deferred, recorded, and classified as a current and long-term liability and a current and long-term asset, respectively. The deferred revenue and cost are recognized over the service contract life, ranging from one to five years, beginning at the time that a customer acknowledges acceptance of the equipment and service. The Company recognizes revenue for remotely hosted SaaS agreements and post-contract maintenance and support agreements beyond our standard warranties over the life of the contract. Revenue is recognized ratably over the service periods and the cost of providing these services is expensed as incurred. Amounts invoiced to customers which are not recognized as revenue are classified as deferred revenue and classified as short-term or long-term based upon the terms of future services to be delivered. Deferred revenue also includes prepayment of extended maintenance, hosting and support contracts. The Company earns other service revenues from installation services, training and technical support services which are short-term in nature and revenue for these services are recognized at the time of performance when the service is provided. The Company also derives revenue from leasing arrangements. Such arrangements provide for monthly payments covering product or system sale, maintenance, support and interest. These arrangements meet the criteria to be accounted for as operating or sales-type leases. Accordingly, for sales-type leases an asset is established for the “sales-type lease receivable” at the present value of the expected lease payments and revenue is deferred and recognized over the service contract, as described above. Maintenance revenues and interest income are recognized monthly over the lease term. The Company’s contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative standalone selling price. The Company generally determines standalone selling prices based on observable prices charged to customers or adjusted market assessment or using expected cost-plus margin when one is available. Adjusted market assessment price is determined based on overall pricing objectives taking into consideration market conditions and entity specific factors. The Company recognizes an asset for the incremental costs of obtaining the contract arising from the sales commissions to employees because the Company expects to recover those costs through future fees from the customers. The Company amortizes the asset over one to five years because the asset relates to the services transferred to the customer during the contract term of one to five years. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which the Company recognizes revenue at the amount to which the Company has the right to invoice for services performed. The following table presents the Company’s revenues disaggregated by revenue source for the three -and nine-months ended September 30, 2022 and 2023: SCHEDULE OF REVENUE DISAGGREGATED BY REVENUE SOURCE Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Products $ 14,021 $ 13,147 $ 43,231 $ 36,563 Services 20,267 21,048 58,812 62,521 $ 34,288 $ 34,195 $ 102,043 $ 99,084 The balances of contract assets and contract liabilities from contracts with customers are as follows as of December 31, 2022 and September 30, 2023: SCHEDULE OF CONTRACT ASSETS AND CONTRACT LIABILITIES FROM CONTRACTS WITH CUSTOMERS December 31, 2022 September 30, 2023 (Unaudited) Assets: Deferred contract cost $ 2,740 $ 2,591 Deferred cost $ 762 $ 191 Liabilities Deferred revenue – services ( 1 $ 9,815 $ 10,664 Deferred revenue – products ( 1 938 241 Deferred revenue 10,753 10,905 Less: Deferred revenue and contract liabilities – current portion (6,363 ) (6,101 ) Deferred revenue and contract liabilities – less current portion $ 4,390 $ 4,804 (1) The Company records deferred revenues when cash payments are received or due in advance of the Company’s performance. For the three-month periods ended September 30, 2022 and 2023, the Company recognized revenue of $ 1,457 1,407 5,349 5,413 |
ALLOWANCE FOR CREDIT LOSSES
ALLOWANCE FOR CREDIT LOSSES | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
ALLOWANCE FOR CREDIT LOSSES | NOTE 6 – ALLOWANCE FOR CREDIT LOSSES The Company’s receivables were evaluated to determine an appropriate allowance for credit losses. For trade receivables, the Company’s historical collections were analyzed by the number of days past due to determine the uncollectible rate in each range of days past due and considerations of any changes expected in the future. The estimate of the allowance for credit losses is charged to the allowance for credit losses based on the age of receivables multiplied by the historical uncollectible rate for the range of days past due or earlier if the account is deemed uncollectible for other reasons. Recoveries of amounts previously charged as uncollectible are credited to the allowance for credit losses. An analysis of the allowance for credit losses for the period ended September 30, 2023 is as follows: SCHEDULE OF ALLOWANCE FOR CREDIT LOSSES Allowance for credit losses, December 31, 2022 $ 2,567 Allowance for credit losses, beginning balance $ 2,567 Current period provision for expected credit losses 1,161 Write-offs charged against the allowance (1,131 ) Foreign currency translation 80 Allowance for credit losses, September 30, 2023 $ 2,677 Allowance for credit losses, ending balance $ 2,677 During the nine-months ended September 30, 2023, the change in the allowance for credit losses was due to the change in the age of trade receivables. |
PREPAID EXPENSES AND OTHER ASSE
PREPAID EXPENSES AND OTHER ASSETS | 9 Months Ended |
Sep. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
PREPAID EXPENSES AND OTHER ASSETS | NOTE 7 – PREPAID EXPENSES AND OTHER ASSETS Prepaid expenses and other current assets consist of the following: SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS December 31, 2022 September 30, 2023 (Unaudited) Sales-type lease receivables, current $ 1,161 $ 1,237 Prepaid expenses 4,047 4,233 Contract assets 1,131 1,109 Other current assets 1,370 2,142 Prepaid expenses and other current assets $ 7,709 $ 8,721 |
INVENTORY
INVENTORY | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORY | NOTE 8 - INVENTORY Inventory, which primarily consists of finished goods and components used in the Company’s products, is stated at the lower of cost or net realizable value using the “moving average” cost method or the first-in first-out (FIFO) method. Inventory is shown net of a valuation reserve of $ 453 701 Inventories consist of the following: SCHEDULE OF INVENTORIES December 31, 2022 September 30, 2023 (Unaudited) Components $ 12,443 $ 11,054 Work in process 462 77 Finished goods, net 9,367 9,924 Inventory, Net $ 22,272 $ 21,055 |
FIXED ASSETS
FIXED ASSETS | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
FIXED ASSETS | NOTE 9 - FIXED ASSETS Fixed assets are stated at cost, less accumulated depreciation and amortization, and are summarized as follows: SCHEDULE OF FIXED ASSETS December 31, 2022 September 30, 2023 (Unaudited) Installed products $ 8,586 $ 10,433 Computer software 7,195 8,366 Computer and electronic equipment 5,658 5,941 Furniture and fixtures 2,041 2,145 Leasehold improvements 1,415 1,314 24,895 28,199 Accumulated depreciation and amortization (15,646 ) (17,977 ) $ 9,249 $ 10,222 Depreciation and amortization expense of fixed assets for the three- and nine-month periods ended September 30, 2022 was $ 752 and $ 2,336 , respectively, and for the three- and nine-month periods ended September 30, 2023 was $ 657 and $ 2,641 , respectively. This includes amortization of costs associated with computer software for the three- and nine-month periods ended September 30, 2022 of $ 11 and $ 145 , respectively, and for the three- and nine-month periods ended September 30, 2023 of $ 24 and $ 82 , respectively. |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND GOODWILL | NOTE 10 - INTANGIBLE ASSETS AND GOODWILL Costs incurred internally in researching and developing software products are charged to expense until technological feasibility has been established for the product. Once technological feasibility is established, software costs are capitalized until the product is available for general release to customers. Judgment is required in determining when technological feasibility of a product is established. The amortization of these costs will be included in cost of revenue over the estimated life of the products. The following table summarizes identifiable intangible assets of the Company as of December 31, 2022 and September 30, 2023: SCHEDULE OF INTANGIBLE ASSETS September 30, 2023 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 9 12 $ 19,264 $ (7,200 ) $ 12,064 Trademark and tradename 3 15 7,553 (3,486 ) 4,067 Patents 7 11 628 (418 ) 210 Technology 7 10,911 (10,149 ) 762 Favorable contract interest 4 388 (388 ) - Covenant not to compete 5 208 (208 ) - Software to be sold or leased 3 6 4,086 (197 ) 3,889 43,038 (22,046 ) 20,992 Unamortized Customer list 104 - 104 Trademark and tradename 61 - 61 165 - 165 Total $ 43,203 $ (22,046 ) $ 21,157 December 31, 2022 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 9 12 $ 20,031 $ (6,830 ) $ 13,201 Trademark and tradename 3 15 7,589 (2,990 ) 4,599 Patents 7 11 628 (351 ) 277 Technology 7 10,667 (7,866 ) 2,801 Favorable contract interest 4 388 (388 ) - Covenant not to compete 5 208 (208 ) - Software to be sold or leased 3 6 1,865 - 1,865 41,376 (18,633 ) 22,743 Unamortized Customer list 104 - 104 Trademark and tradename 61 - 61 165 - 165 Total $ 41,541 $ (18,633 ) $ 22,908 Global uncertainties continue to adversely impact the broader global economy and have caused significant volatility in financial markets. If there is a lack of recovery or further global softening in certain markets, or a sustained decline in the value of the Company’s common stock, the Company may conclude that indicators of impairment exist and would then be required to calculate whether or not an impairment exists for its goodwill, other intangibles, and long-lived assets, the results of which could result in material impairment charges. The Company tests goodwill and other indefinite lives intangible assets on an annual basis in the fourth quarter and more frequently if the Company believes indicators of impairment exists. As of December 31, 2022 and September 30, 2023, the Company determined that no impairment existed to the goodwill, customer list and trademark and trade name of its acquired intangibles. At September 30, 2023, the weighted-average amortization period for the intangible assets was 8.5 11.9 9.6 7.0 4.3 3.0 Amortization expense for the three- and nine-month periods ended September 30, 2022 was $ 1,267 3,816 1,766 4,285 SCHEDULE OF FINITE-LIVED INTANGIBLE ASSETS AMORTIZATION EXPENSE 2023 (remaining) $ 1,673 2024 3,984 2025 3,857 2026 2,754 2027 2,233 Thereafter 6,491 Finite-Lived intangible assets $ 20,992 There have been no changes in the carrying amount of goodwill from January 1, 2023 to September 30, 2023. For the nine-month period ended September 30, 2023, the Company did not identify any indicators of impairment. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 11 - STOCK-BASED COMPENSATION During the first fiscal quarter of 2023, the Company granted 75 During the first fiscal quarter of 2023, the Company granted options to purchase 405 130 275 3.00 12.00 3.7 50 5.1 1.38 During the second fiscal quarter of 2023, the Company issued 162 shares of restricted stock to certain employees, which vests over four equal installments over a four-year period, provided that the employee is employed by the Company on each scheduled vesting date. During the second fiscal quarter of 2023, the Company issued options to purchase 930 340 590 3.13 12.00 3.7 50 5.1 1.56 900 [A] Stock Options: The following table summarizes the activity relating to the Company’s market-based stock options that were granted to certain executives and employees for the nine-month period ended September 30, 2023: SCHEDULE OF STOCK OPTIONS ACTIVITY Options Weighted- Weighted- Aggregate Outstanding at beginning of year 5,065 $ 14.14 $ - Granted 865 3.09 $ - Exercised - - $ - Forfeited or expired (450 ) 2.85 $ 54 Outstanding at end of period 5,480 $ 13.32 8.5 $ - Exercisable at end of period - $ - $ - The following table summarizes the activity relating to the Company’s stock options, excluding the market-based stock options that were granted to certain executives and employees, for the nine-month period ended September 30, 2023: Options Weighted- Weighted- Aggregate Outstanding at beginning of year 2,727 $ 5.29 $ 1 Granted 470 3.09 $ - Exercised (16 ) 2.33 $ 9 Forfeited or expired (964 ) 5.43 $ 19 Outstanding at end of period 2,217 $ 4.78 7.3 $ - Exercisable at end of period 1,046 $ 5.56 5.9 $ - The fair value of each option grant on the date of grant is estimated using the Black-Scholes option-pricing model reflecting the following weighted-average assumptions: SCHEDULE OF FAIR VALUE STOCK OPTION ASSUMPTIONS 2022 2023 September 30, 2022 2023 Expected volatility 49.4 % 55.6 % Expected life of options (in years) 7 6 Risk free interest rate 1.73 % 3.87 % Dividend yield 0 % 0 % Weighted-average fair value of options granted during the year $ 2.04 $ 1.66 Expected volatility is based on historical volatility of the Company’s common stock and the expected life of options is based on historical data with respect to employee exercise periods. The Company recorded stock-based compensation expense of $ 809 2,110 781 1,984 The fair value of options vested during the nine-month periods ended September 30, 2022 and 2023 was $ 409 582 As of September 30, 2023, there was $ 1,561 2.57 As of September 30, 2023, there was $ 5,245 4.11 The Company estimates forfeitures at the time of valuation and reduces expense ratably over the vesting period. This estimate is adjusted periodically based on the extent to which actual forfeitures differ, or are expected to differ, from the previous estimate. [B] Restricted Stock Awards: The Company grants restricted stock to employees, whereby the employees are contractually restricted from transferring the shares until they are vested. The stock is unvested at the time of grant and, upon vesting, there are no legal restrictions on the stock. The fair value of each share is based on the Company’s closing stock price on the date of the grant. A summary of all non-vested restricted stock for the nine-month period ended September 30, 2023 is as follows: SCHEDULE OF NON-VESTED RESTRICTED STOCK ACTIVITY Number of Non- Weighted- Restricted stock, non-vested, beginning of year 706 $ 4.75 Granted 1,219 2.42 Vested (237 ) 4.18 Forfeited (141 ) 5.50 Restricted stock, non-vested, end of period 1,547 $ 2.94 The Company recorded stock-based compensation expenses of $ 254 997 320 801 3,704 3.16 |
NET LOSS PER SHARE
NET LOSS PER SHARE | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE | NOTE 12 - NET LOSS PER SHARE Net loss per share for the three- and nine-month periods ended September 30, 2022 and 2023 are as follows: SCHEDULE OF NET LOSS PER SHARE BASIC AND DILUTED 2022 2023 2022 2023 Three Months Ended Nine Months Ended September 30, September 30, 2022 2023 2022 2023 Basic and diluted loss per share Net loss attributable to common stockholders $ (3,535 ) $ (4,969 ) $ (8,994 ) $ (5,749 ) Weighted-average common share outstanding – basic and diluted 35,406 35,653 35,375 35,602 Net loss attributable to common stockholders – basic and diluted $ (0.10 ) $ (0.14 ) $ (0.25 ) $ (0.16 ) Basic loss per share is calculated by dividing net loss attributable to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted loss per share reflects the potential dilution assuming common shares were issued upon the exercise of outstanding options and the proceeds thereof were used to purchase outstanding common shares. Dilutive potential common shares include outstanding stock options, warrants and restricted stock and performance share awards. We include participating securities (unvested share-based payment awards and equivalents that contain non-forfeitable rights to dividends or dividend equivalents) in the computation of earnings per share pursuant to the two-class method. Our participating securities consist solely of preferred stock, which have contractual participation rights equivalent to those of stockholders of unrestricted common stock. The two-class method of computing earnings per share is an allocation method that calculates earnings per share for common stock and participating securities. During periods of net loss, no effect is given to the participating securities because they do not share in the losses of the Company. For the nine-month periods ended September 30, 2022 and 2023, the basic and diluted weighted-average shares outstanding are the same, since the effect from the potential exercise of outstanding stock options, conversion of preferred stock, and vesting of restricted stock and restricted stock units totaling 16,517 18,265 |
SHORT-TERM BANK DEBT AND LONG-T
SHORT-TERM BANK DEBT AND LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
SHORT-TERM BANK DEBT AND LONG-TERM DEBT | NOTE 13 - SHORT-TERM BANK DEBT AND LONG-TERM DEBT SCHEDULE OF LONG TERM DEBT December 31, September 30, 2022 2023 (unaudited) Short-term bank debt $ 5,709 $ 10,704 Current maturities of long-term debt $ 4,603 $ 1,433 Long-term debt - less current maturities $ 11,403 $ 9,617 Long-Term Debt In connection with the Transactions, Powerfleet Israel incurred NIS denominated debt in term loan borrowings on October 3, 2019 which was the closing date of the Transactions (the “Closing Date”), under the Credit Agreement, pursuant to which Hapoalim agreed to provide Powerfleet Israel with two senior secured term loan facilities in an initial aggregate principal amount of $ 30,000 20,000 10,000 10,000 8,420 2,200 The Credit Facilities will mature on the date that is five years from the Closing Date, or October 3, 2024. The indicative interest rate provided for the Term Facilities in the original Credit Agreement was approximately 4.73 5.89 The interest rate for the Revolving Facility is, with respect to NIS-denominated loans, Hapoalim’s prime rate + 2.5%, and with respect to US dollar-denominated loans, LIBOR + 4.6% (amended to SOFR + 2.15%). In addition, the Company agreed to pay a 1% commitment fee on the unutilized and uncancelled availability under the Revolving Facility On August 23, 2021, the Borrowers entered into an amendment (the “Amendment”), effective as of August 1, 2021, to the Credit Agreement with Hapoalim. The Amendment memorializes the agreements between the Borrowers and Hapoalim regarding a reduction in the interest rates of the two Term Facilities. Pursuant to the Amendment, commencing as of November 12, 2020, the interest rate with respect to the Term A Facility was reduced to a fixed rate of 3.65 4.5 1 0.5 3,000 In connection with the Credit Facilities, the Company incurred debt issuance costs of $ 742 49 29 168 108 196 132 642 445 On October 31, 2022, the Borrowers entered into the Third Amendment with Hapoalim. The Third Amendment provides for, among other things, the New Revolver. The New Revolver will be available for a period of one month, commencing on October 31, 2022, and will continue to be available for successive one-month periods until and including October 30, 2023, unless the Borrowers deliver a notice to Hapoalim of their request not to renew the New Revolver. As of September 30, 2023, the Company borrowed NIS 32,500 8,500 The New Revolver will initially bear interest at the SOFR + 2.59%. Such interest is subject to monthly changes by Hapoalim, provided that Hapoalim gives Pointer advance notice regarding such change prior to the end of the applicable calendar month The New Revolver is secured by a first ranking fixed pledge and assignment by Pointer over its new bank account, which was opened in connection with the New Revolver, and all of the rights relating thereunder as well as a cross guarantee by Powerfleet Israel. Pointer is required to pay a credit allocation fee equal to 0.5 Scheduled maturities of the long-term debt as of September 30, 2023 are as follows: SCHEDULE OF MATURITIES OF LONG TERM DEBT October 2023 - September 2024 $ 1,433 October 2024 9,617 Long Term debt 11,050 Less: Current portion 1,433 Total $ 9,617 The Term B Facility is not subject to amortization over the life of the loan and instead the original principal amount is due in one installment on the fifth anniversary of the Closing Date. |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | NOTE 14 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of the following: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES December 31, September 30, 2022 2023 (unaudited) Accounts payable $ 14,751 $ 16,547 Accrued warranty 1,897 2,446 Accrued compensation 7,153 6,532 Government authorities 1,992 2,054 Other current liabilities 805 530 Accounts payable and accrued expenses $ 26,598 $ 28,109 The Company’s products are warranted against defects in materials and workmanship for a period of one to eight years from the date of acceptance of the product by the customer The customers may purchase an extended warranty providing coverage up to a maximum of 60 months The following table summarizes warranty activity for the nine-month periods ended September 30, 2022 and 2023: SCHEDULE OF PRODUCT WARRANTY LIABILITY Nine Months Ended September 30, 2022 2023 (unaudited) Accrued warranty reserve, beginning of year $ 1,333 $ 2,054 Accrual for product warranties issued 998 1,098 Product replacements and other warranty expenditures (373 ) (370 ) Expiration of warranties (83 ) (168 ) Accrued warranty reserve, end of period ( 1 $ 1,875 $ 2,614 (1) Includes non-current accrued warranty included in other long-term liabilities at September 30, 2022 and September 30, 2023 of $ 167 168 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 15 - STOCKHOLDERS’ EQUITY [A] Redeemable Preferred Stock The Company is authorized to issue 150 0.01 100 50 Series A Preferred Stock In connection with the completion of the Transactions, on October 3, 2019, the Company issued 50 3 1 Liquidation The Series A Preferred Stock has a liquidation preference equal to the greater of (i) the original issuance price of $ 1,000.00 Dividends Holders of Series A Preferred Stock are entitled to receive cumulative dividends at a minimum rate of 7.5 17.5 1,067 3,143 0 1,107 1,128 2,257 0 Voting; Consent Rights The holders of Series A Preferred Stock will be given notice by the Company of any meeting of stockholders or action to be taken by written consent in lieu of a meeting of stockholders as to which the holders of common stock are given notice at the same time as provided in, and in accordance with, the Company’s Amended and Restated Bylaws. Except as required by applicable law or as otherwise specifically set forth in the Charter, the holders of Series A Preferred Stock are not entitled to vote on any matter presented to the Company’s stockholders unless and until any holder of Series A Preferred Stock provides written notification to the Company that such holder is electing, on behalf of all holders of Series A Preferred Stock, to activate their voting rights and in doing so rendering the Series A Preferred Stock voting capital stock of the Company (such notice, a “Series A Voting Activation Notice”). From and after the delivery of a Series A Voting Activation Notice, all holders of the Series A Preferred Stock will be entitled to vote with the holders of common stock as a single class on an as-converted basis (provided, however, that any holder of Series A Preferred Stock shall not be entitled to cast votes for the number of shares of common stock issuable upon conversion of such shares of Series A Preferred Stock held by such holder that exceeds the quotient of (1) the aggregate Series A Issue Price for such shares of Series A Preferred Stock divided by (2) $5.57 (subject to adjustment for stock splits, stock dividends, combinations, reclassifications and similar events, as applicable)). So long as shares of Series A Preferred Stock are outstanding and convertible into shares of common stock that represent at least 10% of the voting power of the common stock, or the Investors or their affiliates continue to hold at least 33% of the aggregate amount of Series A Preferred Stock issued to the Investors on the Original Issuance Date, the consent of the holders of at least a majority of the outstanding shares of Series A Preferred Stock will be necessary for the Company to, among other things, (i) liquidate the Company or any operating subsidiary or effect any deemed liquidation event (as such term is defined in the Charter), except for a deemed liquidation event in which the holders of Series A Preferred Stock receive an amount in cash not less than the Redemption Price (as defined below), (ii) amend the Company’s organizational documents in a manner that adversely affects the Series A Preferred Stock, (iii) issue any securities that are senior to, or equal in priority with, the Series A Preferred Stock or issue additional shares of Series A Preferred Stock to any person other than the Investors or their affiliates, (iv) incur indebtedness above the agreed-upon threshold, (v) change the size of the Company’s board of directors to a number other than seven, or (vi) enter into certain affiliated arrangements or transactions Redemption At any time, each holder of Series A Preferred Stock may elect to convert each share of such holder’s then-outstanding Series A Preferred Stock into the number of shares of the Company’s common stock equal to the quotient of (x) the Series A Issue Price, plus any accrued and unpaid dividends, divided by (y) the Series A Conversion Price in effect at the time of conversion. The Series A Conversion Price is initially equal to $ 7.319 At any time after the third anniversary of the Original Issuance Date, subject to certain conditions, the Company may redeem the Series A Preferred Stock for an amount per share, equal to the greater of (i) the product of (x) 1.5 multiplied by (y) the sum of the Series A Issue Price, plus all accrued and unpaid dividends and (ii) the product of (x) the number of shares of common stock issuable upon conversion of such Series A Preferred Stock multiplied by (y) the volume weighted average price of the common stock during the 30 consecutive trading day period ending on the trading date immediately prior to the date of such redemption notice or, if calculated in connection with a deemed liquidation event, the value ascribed to a share of common stock in such deemed liquidation event (the “Redemption Price”) Further, at any time (i) after the 66-month anniversary of the Original Issuance Date, (ii) following delivery of a mandatory conversion notice by us, or (iii) upon a deemed liquidation event, subject to Delaware law governing distributions to stockholders, the holders of the Series A Preferred Stock may elect to require us to redeem all or any portion of the outstanding shares of Series A Preferred Stock for an amount per share equal to the Redemption Price. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | NOTE 16 - ACCUMULATED OTHER COMPREHENSIVE LOSS Comprehensive loss includes net loss and foreign currency translation gains and losses. The accumulated balances for each classification of other comprehensive loss for the nine-month period ended September 30, 2023 are as follows: SCHEDULE OF ACCUMULATED OTHER COMPREHENSIVE LOSS Foreign currency translation adjustment Accumulated other comprehensive loss Balance at January 1, 2023 $ (1,210 ) $ (1,210 ) Net current period change (694 ) (694 ) Balance at September 30, 2023 $ (1,904 ) $ (1,904 ) The accumulated balances for each classification of other comprehensive loss for the nine-month period ended September 30, 2022 are as follows: Foreign currency translation adjustment Accumulated other comprehensive income/(loss) Balance at January 1, 2022 $ 391 $ 391 Net current period change (1,441 ) (1,441 ) Balance at September 30, 2022 $ (1,050 ) $ (1,050 ) The Company’s reporting currency is the U.S. dollar (“USD”). For businesses where the majority of the revenues are generated in USD or linked to the USD and a substantial portion of the costs are incurred in USD, the Company’s management believes that the USD is the primary currency of the economic environment and thus their functional currency. Due to the fact that Argentina has been determined to be highly inflationary, the financial statements of our subsidiary in Argentina have been remeasured as if its functional currency was the USD. The Company also has foreign operations where the functional currency is the local currency. For these operations, assets and liabilities are translated using the end-of-period exchange rates and revenues, expenses and cash flows are translated using average rates of exchange for the period. Equity is translated at the rate of exchange at the date of the equity transaction. Translation adjustments are recognized in stockholders’ equity as a component of accumulated other comprehensive income (loss). Net translation losses from the translation of foreign currency financial statements of $( 1,441 (694) Foreign currency transaction gains and losses related to operational expenses denominated in a currency other than the functional currency are included in determining net income or loss. Foreign currency transaction losses for the three- and nine-month periods ended September 30, 2022 of $( 922 1,844 (358) (126) 191 2,803 429 1,139 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | NOTE 17 – SEGMENT INFORMATION The Company operates in one reportable segment, wireless IoT asset management. The following table summarizes revenues by geographic region. SCHEDULE OF REVENUES AND LONG LIVED ASSETS BY GEOGRAPHICAL REGION 2022 2023 2022 2023 Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 United States $ 14,548 $ 16,014 $ 42,670 $ 43,374 Israel 10,925 10,248 34,007 31,823 Other 8,815 7,933 25,366 23,887 Total revenues $ 34,288 $ 34,195 $ 102,043 $ 99,084 December 31, September 30, 2022 2023 (Unaudited) Long lived assets by geographic region: United States $ 941 $ 840 Israel 3,545 3,846 Other 4,763 5,536 Long lived assets $ 9,249 $ 10,222 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 18 - INCOME TAXES The Company records its interim tax provision based upon a projection of the Company’s annual effective tax rate (“AETR”). This AETR is applied to the year-to-date consolidated pre-tax income to determine the interim provision for income taxes before discrete items. The Company updates the AETR on a quarterly basis as the pre-tax income projections are revised and tax laws are enacted. The effective tax rate (“ETR”) each period is impacted by a number of factors, including the relative mix of domestic and foreign earnings and adjustments to recorded valuation allowances. The currently forecasted ETR may vary from the actual year-end due to the changes in these factors. SCHEDULE OF INCOME BEFORE INCOME TAX DOMESTIC AND FOREIGN 2022 2023 2022 2023 Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Domestic pre-tax book loss $ (3,739 ) $ (4,150 ) $ (12,083 ) $ (11,141 ) Foreign pre-tax book income 2,210 738 6,846 9,960 Total loss before income taxes (1,529 ) (3,412 ) (5,237 ) (1,181 ) Income tax expense (770 ) (262 ) (107 ) (698 ) Total loss after taxes (2,299 ) (3,674 ) $ (5,344 ) $ (1,879 ) Effective tax rate (50.35 )% (7.68 )% (2.04 )% (59.10 ) For the three- and nine-month periods ended September 30, 2022 and 2023, the effective tax rate differed from the statutory tax rates primarily due to the mix of domestic and foreign earnings amongst taxable jurisdictions, recorded valuation allowances to fully reserve against deferred tax assets in non-Israel jurisdictions, and certain discrete items. On August 16, 2022, the President of the United States signed into law H.R. 5376, commonly referred to as the Inflation Reduction Act of 2022 (the “IRA”). The IRA is federal legislation designed to raise revenue from, among other things, the imposition of certain corporate tax measures, while authorizing spending on energy and climate change initiatives and subsidizing the Affordable Care Act. The IRA also introduced a 1 On August 9, 2022, the President of the United States signed into law H.R. 4346, “The CHIPS and Science Act of 2022.” CHIPS is a federal statue providing funding for research and domestic production of semiconductors. Additional funding can be provided through CHIPS to various federal agencies as well as towards climate science research. Tax measures include a 25% advanced investment tax credit for certain investments in semiconductor manufacturing. The passage of the CHIPS and Science Act did not have a material impact to the Company nor its calculated AETR as of September 30, 2023. |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2023 | |
Leases | |
LEASES | NOTE 19 - LEASES The Company has operating leases for office space and office equipment. The Company’s leases have remaining lease terms of one year three years options to extend the lease term for up to five years. The Company has lease arrangements which are classified as short-term in nature. These leases meet the criteria for operating lease classification. Lease costs associated with the short-term leases are included in selling, general and administrative expenses on the Company’s condensed consolidated statements of operations during the three- and nine-months ended September 30, 2022 and 2023. Components of lease expense are as follows: SCHEDULE OF COMPONENTS OF LEASE EXPENSE Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Short term lease cost: $ 102 $ 119 $ 346 $ 326 Supplemental cash flow information and non-cash activity related to our operating leases are as follows: SCHEDULE OF CASH FLOW INFORMATION AND NON CASH ACTIVITY OF OPERATING LEASES Nine Months Ended September 30, 2022 2023 Non-cash activity: $ 1,042 $ 1,117 Weighted-average remaining lease term and discount rate for our operating leases are as follows: SCHEDULE OF WEIGHTED AVERAGE REMAINING LEASE TERM AND DISCOUNT RATE September 30, 2023 Weighted-average remaining lease term (in years) 2.58 Weighted-average discount rate 6.11 % Scheduled maturities of operating lease liabilities outstanding as of September 30, 2023 are as follows: SCHEDULED MATURITIES OF OPERATING LEASE LIABILITIES October-December 2023 $ 1,338 2024 2,080 2025 1,816 2026 773 2027 103 Thereafter 1,234 Total lease payments 7,344 Less: Imputed interest (643 ) Present value of lease liabilities $ 6,701 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 20 - FAIR VALUE OF FINANCIAL INSTRUMENTS The Company’s cash and cash equivalents are carried at fair value. The carrying value of financing receivables approximates fair value due to the interest rate implicit in the instruments approximating current market rates. The carrying value of accounts receivables, accounts payable and accrued liabilities and short term bank debt approximates their fair values due to the short period to maturity of these instruments. The fair value of the Company’s long-term debt is based on observable relevant market information and future cash flows discounted at current rates, which are Level 2 measurements. SCHEDULE OF FAIR VALUE OF FINANCIAL INSTRUMENTS September 30, 2023 Carrying Amount Fair Value Long-term debt $ 21,754 $ 20,321 |
CONCENTRATION OF CUSTOMERS
CONCENTRATION OF CUSTOMERS | 9 Months Ended |
Sep. 30, 2023 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATION OF CUSTOMERS | NOTE 21 - CONCENTRATION OF CUSTOMERS For the three- and nine-month periods ended September 30, 2022 and 2023, there were no customers who generated revenues greater than 10 10 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 22 - COMMITMENTS AND CONTINGENCIES Except for normal operating leases, the Company is not currently subject to any material commitments. From time to time, the Company is involved in various litigation matters involving claims incidental to its business and acquisitions, including employment matters, acquisition related claims, patent infringement and contractual matters, among other issues. While the outcome of any such litigation matters cannot be predicted with certainty, management currently believes that the outcome of these proceedings, including the matters described below, either individually or in the aggregate, will not have a material adverse effect on its business, results of operations or financial condition. The Company records reserves related to legal matters when losses related to such litigation or contingencies are both probable and reasonably estimable. In August 2014, Pointer do Brasil Comercial Ltda. (“Pointer Brazil”) received a notification of lack of payment of VAT tax (Brazilian ICMS tax) in the amount of $ 211 1,119 1,330 In July 2015, Pointer Brazil received a tax deficiency notice alleging that the services provided by Pointer Brazil should be classified as “telecommunication services” and therefore Pointer Brazil should be subject to the state value-added tax. The aggregate amount claimed to be owed under the notice was approximately $ 12,861 218 On February 24, 2022, Pointer Mexico received a notification for 2016 and 2017 tax assessment in the amounts of $ 268 476 |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | NOTE 23 - RECENT ACCOUNTING PRONOUNCEMENTS In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments,” which amends the guidance on measuring credit losses on financial assets held at amortized cost. The amendment is intended to address the issue that the previous “incurred loss” methodology was restrictive for an entity’s ability to record credit losses based on not yet meeting the “probable” threshold. The new language will require these assets to be valued at amortized cost presented at the net amount expected to be collected with a valuation provision. The Company adopted ASU No. 2016-13 on January 1, 2023. The adoption of the standard did not result in a material impact on the consolidated financial statements. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 24 – SUBSEQUENT EVENTS On October 10, 2023, the Company entered into the Implementation Agreement with Powerfleet Sub and MiX Telematics, pursuant to which, subject to the terms and conditions thereof, Powerfleet Sub will acquire all of the issued ordinary shares of MiX Telematics, including those represented by MiX Telematics’ American Depositary Shares, through the implementation of a scheme of arrangement (the “Scheme”) in accordance with Sections 114 and 115 of the South African Companies Act, No. 71 of 2008, as amended (the “Companies Act”), in exchange for shares of the Company’s common stock. As a result of the transactions, including the Scheme, contemplated by the Implementation Agreement (the “Scheme Transactions”), MiX Telematics will become an indirect, wholly owned subsidiary of the Company. The Scheme Transactions have been approved by the boards of directors of both companies, are subject to customary closing conditions, including approval by the Company’s stockholders and MiX Telematics’ shareholders. The Scheme Transactions are expected to close in the first quarter of 2024. At the closing of the Scheme Transactions, the combined company will remain Powerfleet and the Company’s common stock will continue to be listed on The Nasdaq Global Market and the Tel Aviv Stock Exchange under the symbol “PWFL.” Additionally, the Company’s common stock will be listed on the Johannesburg Stock Exchange by way of a secondary inward listing. MiX Telematics is a leading global provider of fleet and mobile asset management solutions delivered as SaaS to over one million global subscribers spanning more than 120 countries. MiX Telematics’ products and services provide enterprise fleets, small fleets, and consumers with efficiency, safety, compliance, and security solutions. The pending Scheme Transactions are expected to provide the Company with operational synergies and access to a broader base of customers. The pending Scheme Transactions will be accounted for as a business combination and the Company has been identified as the accounting acquirer. |
ACQUISITION (Tables)
ACQUISITION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
SCHEDULE OF WARRANTS VALUATION ASSUMPTIONS | The warrant was valued using the Black-Scholes Model using the following assumptions at the date of issuance: SCHEDULE OF WARRANTS VALUATION ASSUMPTIONS Expected volatility 50 % Expected term (in years) 10 Risk free interest rate 3.50 % Dividend yield 0 % Fair value per share $ 1.68 Warrants measurement input $ 1.68 |
SCHEDULE OF PURCHASE PRICE ALLOCATION IN ASSETS ACQUIRED AND LIABILITIES | The following table details the provisional allocation of the purchase price to the assets acquired and liabilities assumed in connection with the acquisition of Movingdots: SCHEDULE OF PURCHASE PRICE ALLOCATION IN ASSETS ACQUIRED AND LIABILITIES Consideration: Cash $ - Fair value of Powerfleet warrants on March 31, 2023 1,347 Total consideration $ 1,347 Assets acquired: Cash $ 8,722 Accounts receivable 247 Prepaid expenses 103 Other assets 270 Inventory 96 Fixed assets 372 Total assets acquired 9,810 Liabilities assumed: Accounts payable and accrued expenses 946 Total liabilities assumed 946 Total identifiable net assets acquired 8,864 Gain on bargain purchase (7,517 ) Purchase price consideration $ 1,347 |
SCHEDULE OF PRO FORMA REVENUE AND EARNINGS | The following table represents the combined pro forma revenue and earnings for the three- and nine-month periods ended September 30, 2022: SCHEDULE OF PRO FORMA REVENUE AND EARNINGS Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Historical Pro forma combined Historical Pro forma combined Revenues $ 34,288 $ 36,336 $ 102,043 $ 107,580 Operating loss $ (1,218 ) $ (994 ) $ (6,548 ) $ (6,027 ) Net loss per share - basic and diluted $ (0.10 ) $ (0.09 ) $ (0.25 ) $ (0.24 ) Net loss per share - basic $ (0.10 ) $ (0.09 ) $ (0.25 ) $ (0.24 ) The following table represents the combined pro forma revenue and earnings for the three- and nine-month periods ended September 30, 2023: Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 Historical Pro forma combined Historical Pro forma combined Revenues $ 34,195 $ 34,195 $ 99,084 $ 101,604 Operating loss $ (3,257 ) $ (3,257 ) $ (8,281 ) $ (7,765 ) Net loss per share – basic and diluted $ (0.14 ) $ (0.14 ) $ (0.16 ) $ (0.14 ) Net loss per share – basic $ (0.14 ) $ (0.14 ) $ (0.16 ) $ (0.14 ) |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
SCHEDULE OF REVENUE DISAGGREGATED BY REVENUE SOURCE | The following table presents the Company’s revenues disaggregated by revenue source for the three -and nine-months ended September 30, 2022 and 2023: SCHEDULE OF REVENUE DISAGGREGATED BY REVENUE SOURCE Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Products $ 14,021 $ 13,147 $ 43,231 $ 36,563 Services 20,267 21,048 58,812 62,521 $ 34,288 $ 34,195 $ 102,043 $ 99,084 |
SCHEDULE OF CONTRACT ASSETS AND CONTRACT LIABILITIES FROM CONTRACTS WITH CUSTOMERS | The balances of contract assets and contract liabilities from contracts with customers are as follows as of December 31, 2022 and September 30, 2023: SCHEDULE OF CONTRACT ASSETS AND CONTRACT LIABILITIES FROM CONTRACTS WITH CUSTOMERS December 31, 2022 September 30, 2023 (Unaudited) Assets: Deferred contract cost $ 2,740 $ 2,591 Deferred cost $ 762 $ 191 Liabilities Deferred revenue – services ( 1 $ 9,815 $ 10,664 Deferred revenue – products ( 1 938 241 Deferred revenue 10,753 10,905 Less: Deferred revenue and contract liabilities – current portion (6,363 ) (6,101 ) Deferred revenue and contract liabilities – less current portion $ 4,390 $ 4,804 (1) The Company records deferred revenues when cash payments are received or due in advance of the Company’s performance. For the three-month periods ended September 30, 2022 and 2023, the Company recognized revenue of $ 1,457 1,407 5,349 5,413 |
ALLOWANCE FOR CREDIT LOSSES (Ta
ALLOWANCE FOR CREDIT LOSSES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Receivables [Abstract] | |
SCHEDULE OF ALLOWANCE FOR CREDIT LOSSES | An analysis of the allowance for credit losses for the period ended September 30, 2023 is as follows: SCHEDULE OF ALLOWANCE FOR CREDIT LOSSES Allowance for credit losses, December 31, 2022 $ 2,567 Allowance for credit losses, beginning balance $ 2,567 Current period provision for expected credit losses 1,161 Write-offs charged against the allowance (1,131 ) Foreign currency translation 80 Allowance for credit losses, September 30, 2023 $ 2,677 Allowance for credit losses, ending balance $ 2,677 |
PREPAID EXPENSES AND OTHER AS_2
PREPAID EXPENSES AND OTHER ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS | Prepaid expenses and other current assets consist of the following: SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS December 31, 2022 September 30, 2023 (Unaudited) Sales-type lease receivables, current $ 1,161 $ 1,237 Prepaid expenses 4,047 4,233 Contract assets 1,131 1,109 Other current assets 1,370 2,142 Prepaid expenses and other current assets $ 7,709 $ 8,721 |
INVENTORY (Tables)
INVENTORY (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Inventory Disclosure [Abstract] | |
SCHEDULE OF INVENTORIES | Inventories consist of the following: SCHEDULE OF INVENTORIES December 31, 2022 September 30, 2023 (Unaudited) Components $ 12,443 $ 11,054 Work in process 462 77 Finished goods, net 9,367 9,924 Inventory, Net $ 22,272 $ 21,055 |
FIXED ASSETS (Tables)
FIXED ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF FIXED ASSETS | Fixed assets are stated at cost, less accumulated depreciation and amortization, and are summarized as follows: SCHEDULE OF FIXED ASSETS December 31, 2022 September 30, 2023 (Unaudited) Installed products $ 8,586 $ 10,433 Computer software 7,195 8,366 Computer and electronic equipment 5,658 5,941 Furniture and fixtures 2,041 2,145 Leasehold improvements 1,415 1,314 24,895 28,199 Accumulated depreciation and amortization (15,646 ) (17,977 ) $ 9,249 $ 10,222 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF INTANGIBLE ASSETS | The following table summarizes identifiable intangible assets of the Company as of December 31, 2022 and September 30, 2023: SCHEDULE OF INTANGIBLE ASSETS September 30, 2023 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 9 12 $ 19,264 $ (7,200 ) $ 12,064 Trademark and tradename 3 15 7,553 (3,486 ) 4,067 Patents 7 11 628 (418 ) 210 Technology 7 10,911 (10,149 ) 762 Favorable contract interest 4 388 (388 ) - Covenant not to compete 5 208 (208 ) - Software to be sold or leased 3 6 4,086 (197 ) 3,889 43,038 (22,046 ) 20,992 Unamortized Customer list 104 - 104 Trademark and tradename 61 - 61 165 - 165 Total $ 43,203 $ (22,046 ) $ 21,157 December 31, 2022 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 9 12 $ 20,031 $ (6,830 ) $ 13,201 Trademark and tradename 3 15 7,589 (2,990 ) 4,599 Patents 7 11 628 (351 ) 277 Technology 7 10,667 (7,866 ) 2,801 Favorable contract interest 4 388 (388 ) - Covenant not to compete 5 208 (208 ) - Software to be sold or leased 3 6 1,865 - 1,865 41,376 (18,633 ) 22,743 Unamortized Customer list 104 - 104 Trademark and tradename 61 - 61 165 - 165 Total $ 41,541 $ (18,633 ) $ 22,908 |
SCHEDULE OF FINITE-LIVED INTANGIBLE ASSETS AMORTIZATION EXPENSE | SCHEDULE OF FINITE-LIVED INTANGIBLE ASSETS AMORTIZATION EXPENSE 2023 (remaining) $ 1,673 2024 3,984 2025 3,857 2026 2,754 2027 2,233 Thereafter 6,491 Finite-Lived intangible assets $ 20,992 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF STOCK OPTIONS ACTIVITY | The following table summarizes the activity relating to the Company’s market-based stock options that were granted to certain executives and employees for the nine-month period ended September 30, 2023: SCHEDULE OF STOCK OPTIONS ACTIVITY Options Weighted- Weighted- Aggregate Outstanding at beginning of year 5,065 $ 14.14 $ - Granted 865 3.09 $ - Exercised - - $ - Forfeited or expired (450 ) 2.85 $ 54 Outstanding at end of period 5,480 $ 13.32 8.5 $ - Exercisable at end of period - $ - $ - The following table summarizes the activity relating to the Company’s stock options, excluding the market-based stock options that were granted to certain executives and employees, for the nine-month period ended September 30, 2023: Options Weighted- Weighted- Aggregate Outstanding at beginning of year 2,727 $ 5.29 $ 1 Granted 470 3.09 $ - Exercised (16 ) 2.33 $ 9 Forfeited or expired (964 ) 5.43 $ 19 Outstanding at end of period 2,217 $ 4.78 7.3 $ - Exercisable at end of period 1,046 $ 5.56 5.9 $ - |
SCHEDULE OF FAIR VALUE STOCK OPTION ASSUMPTIONS | The fair value of each option grant on the date of grant is estimated using the Black-Scholes option-pricing model reflecting the following weighted-average assumptions: SCHEDULE OF FAIR VALUE STOCK OPTION ASSUMPTIONS 2022 2023 September 30, 2022 2023 Expected volatility 49.4 % 55.6 % Expected life of options (in years) 7 6 Risk free interest rate 1.73 % 3.87 % Dividend yield 0 % 0 % Weighted-average fair value of options granted during the year $ 2.04 $ 1.66 |
Restricted Stock [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
SCHEDULE OF NON-VESTED RESTRICTED STOCK ACTIVITY | SCHEDULE OF NON-VESTED RESTRICTED STOCK ACTIVITY Number of Non- Weighted- Restricted stock, non-vested, beginning of year 706 $ 4.75 Granted 1,219 2.42 Vested (237 ) 4.18 Forfeited (141 ) 5.50 Restricted stock, non-vested, end of period 1,547 $ 2.94 |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
SCHEDULE OF NET LOSS PER SHARE BASIC AND DILUTED | Net loss per share for the three- and nine-month periods ended September 30, 2022 and 2023 are as follows: SCHEDULE OF NET LOSS PER SHARE BASIC AND DILUTED 2022 2023 2022 2023 Three Months Ended Nine Months Ended September 30, September 30, 2022 2023 2022 2023 Basic and diluted loss per share Net loss attributable to common stockholders $ (3,535 ) $ (4,969 ) $ (8,994 ) $ (5,749 ) Weighted-average common share outstanding – basic and diluted 35,406 35,653 35,375 35,602 Net loss attributable to common stockholders – basic and diluted $ (0.10 ) $ (0.14 ) $ (0.25 ) $ (0.16 ) |
SHORT-TERM BANK DEBT AND LONG_2
SHORT-TERM BANK DEBT AND LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF LONG TERM DEBT | SCHEDULE OF LONG TERM DEBT December 31, September 30, 2022 2023 (unaudited) Short-term bank debt $ 5,709 $ 10,704 Current maturities of long-term debt $ 4,603 $ 1,433 Long-term debt - less current maturities $ 11,403 $ 9,617 |
SCHEDULE OF MATURITIES OF LONG TERM DEBT | Scheduled maturities of the long-term debt as of September 30, 2023 are as follows: SCHEDULE OF MATURITIES OF LONG TERM DEBT October 2023 - September 2024 $ 1,433 October 2024 9,617 Long Term debt 11,050 Less: Current portion 1,433 Total $ 9,617 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | Accounts payable and accrued expenses consist of the following: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES December 31, September 30, 2022 2023 (unaudited) Accounts payable $ 14,751 $ 16,547 Accrued warranty 1,897 2,446 Accrued compensation 7,153 6,532 Government authorities 1,992 2,054 Other current liabilities 805 530 Accounts payable and accrued expenses $ 26,598 $ 28,109 |
SCHEDULE OF PRODUCT WARRANTY LIABILITY | The following table summarizes warranty activity for the nine-month periods ended September 30, 2022 and 2023: SCHEDULE OF PRODUCT WARRANTY LIABILITY Nine Months Ended September 30, 2022 2023 (unaudited) Accrued warranty reserve, beginning of year $ 1,333 $ 2,054 Accrual for product warranties issued 998 1,098 Product replacements and other warranty expenditures (373 ) (370 ) Expiration of warranties (83 ) (168 ) Accrued warranty reserve, end of period ( 1 $ 1,875 $ 2,614 (1) Includes non-current accrued warranty included in other long-term liabilities at September 30, 2022 and September 30, 2023 of $ 167 168 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
SCHEDULE OF ACCUMULATED OTHER COMPREHENSIVE LOSS | The accumulated balances for each classification of other comprehensive loss for the nine-month period ended September 30, 2023 are as follows: SCHEDULE OF ACCUMULATED OTHER COMPREHENSIVE LOSS Foreign currency translation adjustment Accumulated other comprehensive loss Balance at January 1, 2023 $ (1,210 ) $ (1,210 ) Net current period change (694 ) (694 ) Balance at September 30, 2023 $ (1,904 ) $ (1,904 ) The accumulated balances for each classification of other comprehensive loss for the nine-month period ended September 30, 2022 are as follows: Foreign currency translation adjustment Accumulated other comprehensive income/(loss) Balance at January 1, 2022 $ 391 $ 391 Net current period change (1,441 ) (1,441 ) Balance at September 30, 2022 $ (1,050 ) $ (1,050 ) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
SCHEDULE OF REVENUES AND LONG LIVED ASSETS BY GEOGRAPHICAL REGION | The Company operates in one reportable segment, wireless IoT asset management. The following table summarizes revenues by geographic region. SCHEDULE OF REVENUES AND LONG LIVED ASSETS BY GEOGRAPHICAL REGION 2022 2023 2022 2023 Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 United States $ 14,548 $ 16,014 $ 42,670 $ 43,374 Israel 10,925 10,248 34,007 31,823 Other 8,815 7,933 25,366 23,887 Total revenues $ 34,288 $ 34,195 $ 102,043 $ 99,084 December 31, September 30, 2022 2023 (Unaudited) Long lived assets by geographic region: United States $ 941 $ 840 Israel 3,545 3,846 Other 4,763 5,536 Long lived assets $ 9,249 $ 10,222 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF INCOME BEFORE INCOME TAX DOMESTIC AND FOREIGN | SCHEDULE OF INCOME BEFORE INCOME TAX DOMESTIC AND FOREIGN 2022 2023 2022 2023 Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Domestic pre-tax book loss $ (3,739 ) $ (4,150 ) $ (12,083 ) $ (11,141 ) Foreign pre-tax book income 2,210 738 6,846 9,960 Total loss before income taxes (1,529 ) (3,412 ) (5,237 ) (1,181 ) Income tax expense (770 ) (262 ) (107 ) (698 ) Total loss after taxes (2,299 ) (3,674 ) $ (5,344 ) $ (1,879 ) Effective tax rate (50.35 )% (7.68 )% (2.04 )% (59.10 ) |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases | |
SCHEDULE OF COMPONENTS OF LEASE EXPENSE | Components of lease expense are as follows: SCHEDULE OF COMPONENTS OF LEASE EXPENSE Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Short term lease cost: $ 102 $ 119 $ 346 $ 326 |
SCHEDULE OF CASH FLOW INFORMATION AND NON CASH ACTIVITY OF OPERATING LEASES | Supplemental cash flow information and non-cash activity related to our operating leases are as follows: SCHEDULE OF CASH FLOW INFORMATION AND NON CASH ACTIVITY OF OPERATING LEASES Nine Months Ended September 30, 2022 2023 Non-cash activity: $ 1,042 $ 1,117 |
SCHEDULE OF WEIGHTED AVERAGE REMAINING LEASE TERM AND DISCOUNT RATE | Weighted-average remaining lease term and discount rate for our operating leases are as follows: SCHEDULE OF WEIGHTED AVERAGE REMAINING LEASE TERM AND DISCOUNT RATE September 30, 2023 Weighted-average remaining lease term (in years) 2.58 Weighted-average discount rate 6.11 % |
SCHEDULED MATURITIES OF OPERATING LEASE LIABILITIES | Scheduled maturities of operating lease liabilities outstanding as of September 30, 2023 are as follows: SCHEDULED MATURITIES OF OPERATING LEASE LIABILITIES October-December 2023 $ 1,338 2024 2,080 2025 1,816 2026 773 2027 103 Thereafter 1,234 Total lease payments 7,344 Less: Imputed interest (643 ) Present value of lease liabilities $ 6,701 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
SCHEDULE OF FAIR VALUE OF FINANCIAL INSTRUMENTS | SCHEDULE OF FAIR VALUE OF FINANCIAL INSTRUMENTS September 30, 2023 Carrying Amount Fair Value Long-term debt $ 21,754 $ 20,321 |
DESCRIPTION OF THE COMPANY AN_2
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION (Details Narrative) ₪ in Thousands | 9 Months Ended | |||||
Oct. 31, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2023 ILS (₪) | Sep. 30, 2023 ILS (₪) | Dec. 31, 2022 USD ($) | [1] | |
Short-Term Debt [Line Items] | ||||||
Cash including restricted cash and cash equivalents | $ 19,600 | |||||
Working capital | 34,500 | |||||
Proceeds from lines of credit | 8,500,000 | ₪ 32,500 | ||||
Debt instrument stated percentage | 0.50% | |||||
Accumulated deficit | 143,322,000 | $ 141,440,000 | ||||
Debt current | 30,000,000 | |||||
Cash and cash equivalents | $ 19,600,000 | |||||
Revolving Credit Facility [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Line of Credit Facility, Description | five-year revolving credit facility to Pointer in an initial aggregate principal amount of $10,000. | five-year revolving credit facility to Pointer in an initial aggregate principal amount of $10,000. | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,000,000 | |||||
Revolving Credit Facility [Member] | Credit Agreement [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 10,000,000 | |||||
Two Senior Secured Term Loan [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt instrument face amount | 30,000,000 | |||||
Two Senior Secured Term Loan [Member] | Credit Agreement [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt instrument face amount | 30,000,000 | |||||
Facilities One [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt instrument face amount | 20,000,000 | |||||
Facilities Two [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt instrument face amount | 10,000,000 | |||||
Line of Credit Facility, Remaining Borrowing Capacity | 2,200,000 | ₪ 8,420 | ||||
New Revolver [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt instrument interest rate terms | The New Revolver will initially bear interest at the SOFR + 2.59%. Such interest is subject to monthly changes by Hapoalim, provided that Hapoalim gives Pointer advance notice regarding such change prior to the end of the applicable calendar month | |||||
New Revolver [Member] | Credit Agreement [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt instrument face amount | $ 10,000,000 | |||||
Proceeds from lines of credit | $ 8,500,000 | ₪ 32,500 | ||||
Debt instrument interest rate terms | The New Revolver initially bears interest at the Secured Overnight Financing Rate (“SOFR”) plus 2.59%. Such interest is subject to monthly changes by Hapoalim, provided that Hapoalim gives Pointer advance notice regarding such change prior to the end of the applicable calendar month. | |||||
[1]Derived from audited balance sheet as of December 31, 2022. |
SCHEDULE OF WARRANTS VALUATION
SCHEDULE OF WARRANTS VALUATION ASSUMPTIONS (Details) | Sep. 30, 2023 $ / shares |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Expected term (in years) | 10 years |
Measurement Input Expected Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants measurement input | 50 |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants measurement input | 3.50 |
Measurement Input Dividend Yield [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants measurement input | 0 |
Measurement Input Fair Value Per Share [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants measurement input | 1.68 |
SCHEDULE OF PURCHASE PRICE ALLO
SCHEDULE OF PURCHASE PRICE ALLOCATION IN ASSETS ACQUIRED AND LIABILITIES (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Liabilities assumed: | ||
Gain on bargain purchase | $ 7,517 | |
Movingdots GmbH [Member] | ||
Business Acquisition [Line Items] | ||
Cash | ||
Fair value of Powerfleet warrants on March 31, 2023 | 1,347 | |
Purchase price consideration | 1,347 | |
Assets acquired: | ||
Cash | 8,722 | |
Accounts receivable | 247 | |
Prepaid expenses | 103 | |
Other assets | 270 | |
Inventory | 96 | |
Fixed assets | 372 | |
Total assets acquired | 9,810 | |
Liabilities assumed: | ||
Accounts payable and accrued expenses | 946 | |
Total liabilities assumed | 946 | |
Total identifiable net assets acquired | 8,864 | |
Gain on bargain purchase | $ (7,517) |
SCHEDULE OF PRO FORMA REVENUE A
SCHEDULE OF PRO FORMA REVENUE AND EARNINGS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Historical [Member] | ||||
Revenues | $ 34,195 | $ 34,288 | $ 99,084 | $ 102,043 |
Operating loss | $ (3,257) | $ (1,218) | $ (8,281) | $ (6,548) |
Net loss per share – basic | $ (0.14) | $ (0.10) | $ (0.16) | $ (0.25) |
Net loss per share - diluted | $ (0.14) | $ (0.10) | $ (0.16) | $ (0.25) |
Pro Forma [Member] | ||||
Revenues | $ 34,195 | $ 36,336 | $ 101,604 | $ 107,580 |
Operating loss | $ (3,257) | $ (994) | $ (7,765) | $ (6,027) |
Net loss per share – basic | $ (0.14) | $ (0.09) | $ (0.14) | $ (0.24) |
Net loss per share - diluted | $ (0.14) | $ (0.09) | $ (0.14) | $ (0.24) |
ACQUISITION (Details Narrative)
ACQUISITION (Details Narrative) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||||
Mar. 06, 2023 $ / shares | Mar. 06, 2023 EUR (€) | Sep. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Mar. 06, 2023 EUR (€) shares | Dec. 31, 2022 USD ($) | [1] | Dec. 31, 2021 USD ($) | |
Business Acquisition [Line Items] | |||||||||||
Gain on bargain purchase amount | $ 283 | ||||||||||
Gain on bargain purchase | $ (7,517) | ||||||||||
Cash and cash equivalents | $ 19,297 | 19,297 | $ 16,703 | $ 17,680 | $ 26,452 | ||||||
Movingdots GmbH [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition fair value | 1,347 | ||||||||||
Acquisition related costs | $ 0 | 500,000 | |||||||||
Gain on bargain purchase | $ 7,517 | ||||||||||
Cash and cash equivalents | € | € 8,000,000 | ||||||||||
Business acquisition, description | (i) €8,000, plus (ii) the difference between such on-sale transfer price less the purchase price net of the net present value of the Common Stock Warrants. The Company does not currently intend to enter into an on-sale transfer. | ||||||||||
Share Purchase and Transfer Agreement [Member] | Movingdots GmbH [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Consideration issuance value of warrant | € | € 1 | ||||||||||
Class of warrant or right | shares | 800,000 | ||||||||||
Warrant exercise price | $ / shares | $ 7 | ||||||||||
Acquisition fair value | $ 1,300 | ||||||||||
[1]Derived from audited balance sheet as of December 31, 2022. |
SCHEDULE OF REVENUE DISAGGREGAT
SCHEDULE OF REVENUE DISAGGREGATED BY REVENUE SOURCE (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 34,195 | $ 34,288 | $ 99,084 | $ 102,043 |
Product [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 13,147 | 14,021 | 36,563 | 43,231 |
Service [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 21,048 | $ 20,267 | $ 62,521 | $ 58,812 |
SCHEDULE OF CONTRACT ASSETS AND
SCHEDULE OF CONTRACT ASSETS AND CONTRACT LIABILITIES FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | ||
Assets: | ||||
Deferred cost | $ 191 | $ 762 | ||
Liabilities | ||||
Deferred revenue | 10,905 | 10,753 | ||
Less: Deferred revenue and contract liabilities – current portion | (6,101) | (6,363) | [1] | |
Deferred revenue and contract liabilities – less current portion | 4,804 | 4,390 | [1] | |
Service [Member] | ||||
Liabilities | ||||
Deferred revenue | [2] | 10,664 | 9,815 | |
Product [Member] | ||||
Liabilities | ||||
Deferred revenue | [2] | 241 | 938 | |
Deferred Contract Costs [Member] | ||||
Assets: | ||||
Deferred cost | $ 2,591 | $ 2,740 | ||
[1]Derived from audited balance sheet as of December 31, 2022.[2]The Company records deferred revenues when cash payments are received or due in advance of the Company’s performance. For the three-month periods ended September 30, 2022 and 2023, the Company recognized revenue of $ 1,457 1,407 5,349 5,413 |
SCHEDULE OF DEFERRED REVENUE (D
SCHEDULE OF DEFERRED REVENUE (Details) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | ||||
Contract with customer liability, revenue recognized | $ 1,407 | $ 1,457 | $ 5,413 | $ 5,349 |
SCHEDULE OF ALLOWANCE FOR CREDI
SCHEDULE OF ALLOWANCE FOR CREDIT LOSSES (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Receivables [Abstract] | |
Allowance for credit losses, beginning balance | $ 2,567 |
Current period provision for expected credit losses | 1,161 |
Write-offs charged against the allowance | (1,131) |
Foreign currency translation | 80 |
Allowance for credit losses, ending balance | $ 2,677 |
SCHEDULE OF PREPAID EXPENSES AN
SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Sales-type lease receivables, current | $ 1,237 | $ 1,161 | |
Prepaid expenses | 4,233 | 4,047 | |
Contract assets | 1,109 | 1,131 | |
Other current assets | 2,142 | 1,370 | |
Prepaid expenses and other current assets | $ 8,721 | $ 7,709 | [1] |
[1]Derived from audited balance sheet as of December 31, 2022. |
SCHEDULE OF INVENTORIES (Detail
SCHEDULE OF INVENTORIES (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |||
Components | $ 11,054 | $ 12,443 | |
Work in process | 77 | 462 | |
Finished goods, net | 9,924 | 9,367 | |
Inventory, Net | $ 21,055 | $ 22,272 | [1] |
[1]Derived from audited balance sheet as of December 31, 2022. |
INVENTORY (Details Narrative)
INVENTORY (Details Narrative) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Inventory valuation reserve | $ 701 | $ 453 |
SCHEDULE OF FIXED ASSETS (Detai
SCHEDULE OF FIXED ASSETS (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||
Fixed assets, gross | $ 28,199 | $ 24,895 | |
Accumulated depreciation and amortization | (17,977) | (15,646) | |
Fixed assets, net | 10,222 | 9,249 | [1] |
Installed Products [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, gross | 10,433 | 8,586 | |
Computer Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, gross | 8,366 | 7,195 | |
Computer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, gross | 5,941 | 5,658 | |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, gross | 2,145 | 2,041 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, gross | $ 1,314 | $ 1,415 | |
[1]Derived from audited balance sheet as of December 31, 2022. |
FIXED ASSETS (Details Narrative
FIXED ASSETS (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation, Depletion and Amortization, Nonproduction | $ 657 | $ 752 | $ 2,641 | $ 2,336 |
Computer Software [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Capitalized Computer Software, Amortization | $ 24 | $ 11 | $ 82 | $ 145 |
SCHEDULE OF INTANGIBLE ASSETS (
SCHEDULE OF INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, gross | $ 43,038 | $ 41,376 | |
Finite-lived intangible asset, accumulated amortization | (22,046) | (18,633) | |
Finite-lived intangible asset, net | 20,992 | 22,743 | |
Finite-lived intangible asset (excluding goodwill), gross | 165 | 165 | |
Finite-lived intangible asset (excluding goodwill), net | 165 | 165 | |
Finite-lived intangible asset, gross | 43,203 | 41,541 | |
Finite-lived intangible asset, accumulated amortization | (22,046) | (18,633) | |
Finite-lived intangible asset, net | 21,157 | 22,908 | [1] |
Trademarks and Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, gross | 7,553 | 7,589 | |
Finite-lived intangible asset, accumulated amortization | (3,486) | (2,990) | |
Finite-lived intangible asset, net | 4,067 | 4,599 | |
Finite-lived intangible asset (excluding goodwill), gross | 61 | 61 | |
Finite-lived intangible asset (excluding goodwill), net | 61 | 61 | |
Customer Lists [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset (excluding goodwill), gross | 104 | 104 | |
Finite-lived intangible asset (excluding goodwill), net | $ 104 | $ 104 | |
Minimum [Member] | Trademarks and Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 3 years | 3 years | |
Maximum [Member] | Trademarks and Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 15 years | 15 years | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, gross | $ 19,264 | $ 20,031 | |
Finite-lived intangible asset, accumulated amortization | (7,200) | (6,830) | |
Finite-lived intangible asset, net | $ 12,064 | $ 13,201 | |
Customer Relationships [Member] | Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 9 years | 9 years | |
Customer Relationships [Member] | Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 12 years | 12 years | |
Patents [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, gross | $ 628 | $ 628 | |
Finite-lived intangible asset, accumulated amortization | (418) | (351) | |
Finite-lived intangible asset, net | $ 210 | $ 277 | |
Patents [Member] | Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 7 years | 7 years | |
Patents [Member] | Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 11 years | 11 years | |
Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 7 years | 7 years | |
Finite-lived intangible asset, gross | $ 10,911 | $ 10,667 | |
Finite-lived intangible asset, accumulated amortization | (10,149) | (7,866) | |
Finite-lived intangible asset, net | $ 762 | $ 2,801 | |
Favorable Contract Interest [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 4 years | 4 years | |
Finite-lived intangible asset, gross | $ 388 | $ 388 | |
Finite-lived intangible asset, accumulated amortization | (388) | (388) | |
Finite-lived intangible asset, net | |||
Noncompete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 5 years | 5 years | |
Finite-lived intangible asset, gross | $ 208 | $ 208 | |
Finite-lived intangible asset, accumulated amortization | (208) | (208) | |
Finite-lived intangible asset, net | |||
Software [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, gross | 4,086 | 1,865 | |
Finite-lived intangible asset, accumulated amortization | (197) | ||
Finite-lived intangible asset, net | $ 3,889 | $ 1,865 | |
Software [Member] | Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 3 years | 3 years | |
Software [Member] | Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, useful life | 6 years | 6 years | |
[1]Derived from audited balance sheet as of December 31, 2022. |
SCHEDULE OF FINITE-LIVED INTANG
SCHEDULE OF FINITE-LIVED INTANGIBLE ASSETS AMORTIZATION EXPENSE (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2023 (remaining) | $ 1,673 | |
2024 | 3,984 | |
2025 | 3,857 | |
2026 | 2,754 | |
2027 | 2,233 | |
Thereafter | 6,491 | |
Finite-Lived intangible assets | $ 20,992 | $ 22,743 |
INTANGIBLE ASSETS AND GOODWIL_2
INTANGIBLE ASSETS AND GOODWILL (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted-average amortization period for the intangible assets | 8 years 6 months | 8 years 6 months | ||
Amortization expense | $ 1,766 | $ 1,267 | $ 4,285 | $ 3,816 |
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted-average amortization period for the intangible assets | 11 years 10 months 24 days | 11 years 10 months 24 days | ||
Trademarks and Trade Names [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted-average amortization period for the intangible assets | 9 years 7 months 6 days | 9 years 7 months 6 days | ||
Patents [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted-average amortization period for the intangible assets | 7 years | 7 years | ||
Technology [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted-average amortization period for the intangible assets | 4 years 3 months 18 days | 4 years 3 months 18 days | ||
Software [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted-average amortization period for the intangible assets | 3 years | 3 years |
SCHEDULE OF STOCK OPTIONS ACTIV
SCHEDULE OF STOCK OPTIONS ACTIVITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended |
Mar. 31, 2023 | Jun. 30, 2023 | Sep. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Options, granted | 405,000 | 930 | |
Performance Stock Option [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Options, outstanding at beginning of year | 5,065,000 | 5,065,000 | 5,065,000 |
Weighted-average exercise Price, outstanding at beginning of year | $ 14.14 | $ 14.14 | $ 14.14 |
Aggregate intrinsic value, beginning | |||
Options, granted | 865,000 | ||
Weighted-average exercise price, granted | $ 3.09 | ||
Options, exercised | |||
Weighted-average exercise price, exercised | |||
Options, forfeited or expired | (450,000) | ||
Weighted-average exercise price, forfeited or expired | $ 2.85 | ||
Aggregate intrinsic value, ending | $ 54 | ||
Options, outstanding at end of period | 5,480,000 | ||
Weighted-average exercise price, outstanding at end of period | $ 13.32 | ||
Weighted-average remaining contractual terms, outstanding | 8 years 6 months | ||
Aggregate intrinsic value, ending | |||
Options, exercisable at end of period | |||
Weighted-average exercise price, exercisable at end of period | |||
Aggregate intrinsic value, exercisable | |||
Options, exercised | |||
Share-Based Payment Arrangement, Option [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Options, outstanding at beginning of year | 2,727,000 | 2,727,000 | 2,727,000 |
Weighted-average exercise Price, outstanding at beginning of year | $ 5.29 | $ 5.29 | $ 5.29 |
Aggregate intrinsic value, beginning | $ 1 | $ 1 | $ 1 |
Options, granted | 470,000 | ||
Weighted-average exercise price, granted | $ 3.09 | ||
Options, exercised | 16,000 | ||
Weighted-average exercise price, exercised | $ 2.33 | ||
Options, forfeited or expired | (964,000) | ||
Weighted-average exercise price, forfeited or expired | $ 5.43 | ||
Aggregate intrinsic value, ending | $ 19 | ||
Options, outstanding at end of period | 2,217,000 | ||
Weighted-average exercise price, outstanding at end of period | $ 4.78 | ||
Weighted-average remaining contractual terms, outstanding | 5 years 10 months 24 days | ||
Aggregate intrinsic value, ending | |||
Options, exercisable at end of period | 1,046,000 | ||
Weighted-average exercise price, exercisable at end of period | $ 5.56 | ||
Aggregate intrinsic value, exercisable | |||
Options, exercised | (16,000) | ||
Aggregate intrinsic value, ending | $ 9 | ||
Weighted-average remaining contractual terms, exercisable | 7 years 3 months 18 days |
SCHEDULE OF FAIR VALUE STOCK OP
SCHEDULE OF FAIR VALUE STOCK OPTION ASSUMPTIONS (Details) - $ / shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Expected volatility | 55.60% | 49.40% |
Expected life of options, terms | 6 years | 7 years |
Risk free interest rate | 3.87% | 1.73% |
Dividend yield | 0% | 0% |
Weighted-average fair value of options granted during the year | $ 1.66 | $ 2.04 |
SCHEDULE OF NON-VESTED RESTRICT
SCHEDULE OF NON-VESTED RESTRICTED STOCK ACTIVITY (Details) - Restricted Stock [Member] shares in Thousands | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Non-vested Shares, beginning | shares | 706 |
Weighted- Average Grant Date Fair Value, beginning | $ / shares | $ 4.75 |
Number of Non-vested Shares, Granted | shares | 1,219 |
Weighted- Average Grant Date Fair Value, Granted | $ / shares | $ 2.42 |
Number of Non-vested Shares, Vested | shares | (237) |
Weighted- Average Grant Date Fair Value, Vested | $ / shares | $ 4.18 |
Number of Non-vested Shares, Forfeited or expired | shares | (141) |
Weighted- Average Grant Date Fair Value, Forfeited or expired | $ / shares | $ 5.50 |
Number of Non-vested Shares, ending | shares | 1,547 |
Weighted- Average Grant Date Fair Value, ending | $ / shares | $ 2.94 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Number of shares available for grant | 275,000 | 590,000 | ||||
Options available for granted | 405,000 | 930 | ||||
Number of shares options vested | 130,000 | 340,000 | ||||
Risk free interest rate | 3.87% | 1.73% | ||||
Expected volatility | 55.60% | 49.40% | ||||
Expected life (Years) | 6 years | 7 years | ||||
Restricted Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Number of shares available for grant | 75,000 | 162,000 | ||||
Stock based compensation expenses | $ 320 | $ 254 | $ 801 | $ 997 | ||
Unrecognized compensation costs | 3,704 | $ 3,704 | ||||
Weighted average period for recognition | 3 years 1 month 28 days | |||||
Restricted Stock [Member] | Chief Executive Officer [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Options available for granted | 900 | |||||
2018 Incentive Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Options exercise price | $ 3 | $ 3.13 | ||||
Weighted average granted fair value option | $ 12 | $ 12 | ||||
Share-Based Payment Arrangement, Option [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Options available for granted | 470,000 | |||||
Stock based compensation expenses | 781 | $ 809 | $ 1,984 | 2,110 | ||
Fair value of options vested | 582 | $ 409 | ||||
Unrecognized compensation costs | 1,561 | $ 1,561 | ||||
Weighted average period for recognition | 2 years 6 months 25 days | |||||
Share-Based Payment Arrangement, Option [Member] | Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Risk free interest rate | 3.70% | 3.70% | ||||
Expected volatility | 50% | 50% | ||||
Expected life (Years) | 5 years 1 month 6 days | 5 years 1 month 6 days | ||||
Weighted average granted fair value option | $ 1.38 | $ 1.56 | ||||
Employee Stock Option [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Unrecognized compensation costs | $ 5,245 | $ 5,245 | ||||
Weighted average period for recognition | 4 years 1 month 9 days |
SCHEDULE OF NET LOSS PER SHARE
SCHEDULE OF NET LOSS PER SHARE BASIC AND DILUTED (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share [Abstract] | ||||||||
Net loss attributable to common stockholders | $ (4,969) | $ (4,274) | $ 3,494 | $ (3,535) | $ (1,334) | $ (4,124) | $ (5,749) | $ (8,994) |
Weighted-average common share outstanding - basic | 35,653 | 35,406 | 35,602 | 35,375 | ||||
Weighted-average common share outstanding - diluted | 35,653 | 35,406 | 35,602 | 35,375 | ||||
Net income (loss) attributable to common stockholders - basic | $ (0.14) | $ (0.10) | $ (0.16) | $ (0.25) | ||||
Net income (loss) attributable to common stockholders - diluted | $ (0.14) | $ (0.10) | $ (0.16) | $ (0.25) |
NET LOSS PER SHARE (Details Nar
NET LOSS PER SHARE (Details Narrative) - shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share [Abstract] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 18,265 | 16,517 |
SCHEDULE OF LONG TERM DEBT (Det
SCHEDULE OF LONG TERM DEBT (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |||
Short-term bank debt | $ 10,704 | $ 5,709 | |
Current maturities of long-term debt | 1,433 | 4,603 | |
Long-term debt - less current maturities | $ 9,617 | $ 11,403 | [1] |
[1]Derived from audited balance sheet as of December 31, 2022. |
SCHEDULE OF MATURITIES OF LONG
SCHEDULE OF MATURITIES OF LONG TERM DEBT (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |||
October 2023 - September 2024 | $ 1,433 | ||
October 2024 | 9,617 | ||
Long Term debt | 11,050 | ||
Less: Current portion | 1,433 | $ 4,603 | |
Total | $ 9,617 | $ 11,403 | [1] |
[1]Derived from audited balance sheet as of December 31, 2022. |
SHORT-TERM BANK DEBT AND LONG_3
SHORT-TERM BANK DEBT AND LONG-TERM DEBT (Details Narrative) ₪ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Oct. 31, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2023 ILS (₪) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 ILS (₪) | Nov. 12, 2020 | |
Short-Term Debt [Line Items] | ||||||||
Debt instrument stated percentage | 0.50% | |||||||
Proceeds from lines of credit | $ 8,500,000 | ₪ 32,500 | ||||||
Revolving Credit Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,000,000 | 10,000,000 | ||||||
Two Senior Secured Term Loan [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt Instrument, Face Amount | 30,000,000 | 30,000,000 | ||||||
New Revolver [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt instrument interest rate terms | The New Revolver will initially bear interest at the SOFR + 2.59%. Such interest is subject to monthly changes by Hapoalim, provided that Hapoalim gives Pointer advance notice regarding such change prior to the end of the applicable calendar month | |||||||
Credit Agreement [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Deposits | 3,000 | 3,000 | ||||||
Debt issuance costs | 742,000 | 742,000 | ||||||
Amortization of debt issuance costs | 29,000 | $ 49,000 | 108,000 | $ 168,000 | ||||
Interest expense | 132,000 | $ 196,000 | 445,000 | $ 642,000 | ||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 10,000,000 | 10,000,000 | ||||||
Long-Term Line of Credit | 2,200,000 | 2,200,000 | ₪ 8,420 | |||||
Credit Agreement [Member] | Two Senior Secured Term Loan [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt Instrument, Face Amount | 30,000,000 | 30,000,000 | ||||||
Credit Agreement [Member] | Term A Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt Instrument, Face Amount | $ 20,000,000 | $ 20,000,000 | ||||||
Debt instrument stated percentage | 4.73% | 4.73% | 4.73% | |||||
Credit Agreement [Member] | Term B Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt Instrument, Face Amount | $ 10,000,000 | $ 10,000,000 | ||||||
Debt instrument stated percentage | 5.89% | 5.89% | 5.89% | |||||
Credit Agreement [Member] | Revolving Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt instrument interest rate terms | The interest rate for the Revolving Facility is, with respect to NIS-denominated loans, Hapoalim’s prime rate + 2.5%, and with respect to US dollar-denominated loans, LIBOR + 4.6% (amended to SOFR + 2.15%). In addition, the Company agreed to pay a 1% commitment fee on the unutilized and uncancelled availability under the Revolving Facility | The interest rate for the Revolving Facility is, with respect to NIS-denominated loans, Hapoalim’s prime rate + 2.5%, and with respect to US dollar-denominated loans, LIBOR + 4.6% (amended to SOFR + 2.15%). In addition, the Company agreed to pay a 1% commitment fee on the unutilized and uncancelled availability under the Revolving Facility | ||||||
Credit Agreement [Member] | New Revolver [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt Instrument, Face Amount | $ 10,000,000 | |||||||
Debt instrument interest rate terms | The New Revolver initially bears interest at the Secured Overnight Financing Rate (“SOFR”) plus 2.59%. Such interest is subject to monthly changes by Hapoalim, provided that Hapoalim gives Pointer advance notice regarding such change prior to the end of the applicable calendar month. | |||||||
Proceeds from lines of credit | $ 8,500,000 | ₪ 32,500 | ||||||
Amended Credit Agreement [Member] | Maximum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt instrument stated percentage | 1% | |||||||
Amended Credit Agreement [Member] | Minimum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt instrument stated percentage | 0.50% | |||||||
Amended Credit Agreement [Member] | Term A Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt instrument stated percentage | 3.65% | |||||||
Amended Credit Agreement [Member] | Term B Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt instrument stated percentage | 4.50% |
SCHEDULE OF ACCOUNTS PAYABLE AN
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |||
Accounts payable | $ 16,547 | $ 14,751 | |
Accrued warranty | 2,446 | 1,897 | |
Accrued compensation | 6,532 | 7,153 | |
Government authorities | 2,054 | 1,992 | |
Other current liabilities | 530 | 805 | |
Accounts payable and accrued expenses | $ 28,109 | $ 26,598 | [1] |
[1]Derived from audited balance sheet as of December 31, 2022. |
SCHEDULE OF PRODUCT WARRANTY LI
SCHEDULE OF PRODUCT WARRANTY LIABILITY (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | ||
Payables and Accruals [Abstract] | |||
Accrued warranty reserve, beginning of year | $ 2,054 | $ 1,333 | |
Accrual for product warranties issued | 1,098 | 998 | |
Product replacements and other warranty expenditures | (370) | (373) | |
Expiration of warranties | (168) | (83) | |
Accrued warranty reserve, end of period | [1] | $ 2,614 | $ 1,875 |
[1]Includes non-current accrued warranty included in other long-term liabilities at September 30, 2022 and September 30, 2023 of $ 167 168 |
SCHEDULE OF PRODUCT WARRANTY _2
SCHEDULE OF PRODUCT WARRANTY LIABILITY (Details) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Sep. 30, 2022 |
Payables and Accruals [Abstract] | ||
Non-current accrued warranty | $ 168 | $ 167 |
ACCOUNTS PAYABLE AND ACCRUED _3
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details Narrative) | 9 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Warranty term description | The Company’s products are warranted against defects in materials and workmanship for a period of one to eight years from the date of acceptance of the product by the customer |
Extended warranty coverage description | The customers may purchase an extended warranty providing coverage up to a maximum of 60 months |
SCHEDULE OF ACCUMULATED OTHER C
SCHEDULE OF ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | ||
Equity [Abstract] | |||||
Foreign currency translation adjustment, balance at beginning | $ (1,210) | $ 391 | |||
Accumulated other comprehensive income, balance at beginning | (1,210) | [1] | 391 | ||
Foreign currency translation adjustment, net current period change | (694) | (1,441) | |||
Accumulated other comprehensive income, net current period change | $ (906) | $ 12 | (694) | (1,441) | |
Foreign currency translation adjustment, balance at end | (1,904) | (1,050) | (1,904) | (1,050) | |
Accumulated other comprehensive income, balance at end | $ (1,904) | $ (1,050) | $ (1,904) | $ (1,050) | |
[1]Derived from audited balance sheet as of December 31, 2022. |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) $ / shares in Units, shares in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Oct. 03, 2019 | |
Class of Stock [Line Items] | ||||||
Preferred stock, shares authorized to issue | 150 | 150 | ||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||
Preferred stock, shares authorized | 50,000 | 50,000 | 50,000 | |||
Dividend in arrears | $ 0 | $ 0 | ||||
Preferred Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Preferred stock, shares authorized | 50 | 50 | ||||
Series A Preferred Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Preferred stock, shares authorized | 100 | 100 | ||||
Preferred Stock, Shares Issued | 50 | |||||
Number of shares issued | 1 | 3 | ||||
Preferred stock, liquidation preference description | The Series A Preferred Stock has a liquidation preference equal to the greater of (i) the original issuance price of $1,000.00 per share, subject to certain adjustments (the “Series A Issue Price”), plus all accrued and unpaid dividends thereon (except in the case of a deemed liquidation event, then 150% of such amount), and (ii) the amount such holder would have received if the Series A Preferred Stock had converted into common stock immediately prior to such liquidation | |||||
Preferred stock, liquidation price per share | $ 1,000 | $ 1,000 | ||||
Dividend paid in shares value | $ 0 | $ 1,067 | $ 1,107 | $ 3,143 | ||
Dividend paid in cash | $ 1,128 | $ 2,257 | ||||
Preferred stock voting rights | From and after the delivery of a Series A Voting Activation Notice, all holders of the Series A Preferred Stock will be entitled to vote with the holders of common stock as a single class on an as-converted basis (provided, however, that any holder of Series A Preferred Stock shall not be entitled to cast votes for the number of shares of common stock issuable upon conversion of such shares of Series A Preferred Stock held by such holder that exceeds the quotient of (1) the aggregate Series A Issue Price for such shares of Series A Preferred Stock divided by (2) $5.57 (subject to adjustment for stock splits, stock dividends, combinations, reclassifications and similar events, as applicable)). So long as shares of Series A Preferred Stock are outstanding and convertible into shares of common stock that represent at least 10% of the voting power of the common stock, or the Investors or their affiliates continue to hold at least 33% of the aggregate amount of Series A Preferred Stock issued to the Investors on the Original Issuance Date, the consent of the holders of at least a majority of the outstanding shares of Series A Preferred Stock will be necessary for the Company to, among other things, (i) liquidate the Company or any operating subsidiary or effect any deemed liquidation event (as such term is defined in the Charter), except for a deemed liquidation event in which the holders of Series A Preferred Stock receive an amount in cash not less than the Redemption Price (as defined below), (ii) amend the Company’s organizational documents in a manner that adversely affects the Series A Preferred Stock, (iii) issue any securities that are senior to, or equal in priority with, the Series A Preferred Stock or issue additional shares of Series A Preferred Stock to any person other than the Investors or their affiliates, (iv) incur indebtedness above the agreed-upon threshold, (v) change the size of the Company’s board of directors to a number other than seven, or (vi) enter into certain affiliated arrangements or transactions | |||||
Conversion price per share | $ 7.319 | $ 7.319 | ||||
Preferred stock, redemption, description | At any time after the third anniversary of the Original Issuance Date, subject to certain conditions, the Company may redeem the Series A Preferred Stock for an amount per share, equal to the greater of (i) the product of (x) 1.5 multiplied by (y) the sum of the Series A Issue Price, plus all accrued and unpaid dividends and (ii) the product of (x) the number of shares of common stock issuable upon conversion of such Series A Preferred Stock multiplied by (y) the volume weighted average price of the common stock during the 30 consecutive trading day period ending on the trading date immediately prior to the date of such redemption notice or, if calculated in connection with a deemed liquidation event, the value ascribed to a share of common stock in such deemed liquidation event (the “Redemption Price”) | |||||
Series A Preferred Stock [Member] | Minimum [Member] | ||||||
Class of Stock [Line Items] | ||||||
Preferred Stock, Dividend Rate, Percentage | 7.50% | |||||
Series A Preferred Stock [Member] | Maximum [Member] | ||||||
Class of Stock [Line Items] | ||||||
Preferred Stock, Dividend Rate, Percentage | 17.50% |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Gain (loss) on foreign currency transaction | $ (694) | $ 1,441 | ||
Long-Term Debt [Member] | ||||
Gain (loss) on foreign currency transaction | $ 429 | $ 191 | 1,139 | 2,803 |
Selling, General and Administrative Expenses [Member] | ||||
Gain (loss) on foreign currency transaction | $ (358) | $ 922 | $ (126) | $ 1,844 |
SCHEDULE OF REVENUES AND LONG L
SCHEDULE OF REVENUES AND LONG LIVED ASSETS BY GEOGRAPHICAL REGION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Total revenues | $ 34,195 | $ 34,288 | $ 99,084 | $ 102,043 | ||
Long lived assets | 10,222 | 10,222 | $ 9,249 | [1] | ||
UNITED STATES | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Total revenues | 16,014 | 14,548 | 43,374 | 42,670 | ||
Long lived assets | 840 | 840 | 941 | |||
ISRAEL | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Total revenues | 10,248 | 10,925 | 31,823 | 34,007 | ||
Long lived assets | 3,846 | 3,846 | 3,545 | |||
Other [Member] | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Total revenues | 7,933 | $ 8,815 | 23,887 | $ 25,366 | ||
Long lived assets | $ 5,536 | $ 5,536 | $ 4,763 | |||
[1]Derived from audited balance sheet as of December 31, 2022. |
SCHEDULE OF INCOME BEFORE INCOM
SCHEDULE OF INCOME BEFORE INCOME TAX DOMESTIC AND FOREIGN (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Domestic pre-tax book loss | $ (4,150) | $ (3,739) | $ (11,141) | $ (12,083) |
Foreign pre-tax book income | 738 | 2,210 | 9,960 | 6,846 |
Total loss before income taxes | (3,412) | (1,529) | (1,181) | (5,237) |
Income tax expense | (262) | (770) | (698) | (107) |
Total loss after taxes | $ (3,674) | $ (2,299) | $ (1,879) | $ (5,344) |
Effective tax rate | (7.68%) | (50.35%) | (59.10%) | (2.04%) |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | Aug. 16, 2022 |
Income Tax Disclosure [Abstract] | |
Excise tax | 1% |
SCHEDULE OF COMPONENTS OF LEASE
SCHEDULE OF COMPONENTS OF LEASE EXPENSE (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Leases | ||||
Short term lease cost | $ 119 | $ 102 | $ 326 | $ 346 |
SCHEDULE OF CASH FLOW INFORMATI
SCHEDULE OF CASH FLOW INFORMATION AND NON CASH ACTIVITY OF OPERATING LEASES (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Leases | ||
Non-cash activity | $ 1,117 | $ 1,042 |
SCHEDULE OF WEIGHTED AVERAGE RE
SCHEDULE OF WEIGHTED AVERAGE REMAINING LEASE TERM AND DISCOUNT RATE (Details) | Sep. 30, 2023 |
Leases | |
Weighted-average remaining lease term (in years) | 2 years 6 months 29 days |
Weighted-average discount rate | 6.11% |
SCHEDULED MATURITIES OF OPERATI
SCHEDULED MATURITIES OF OPERATING LEASE LIABILITIES (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Leases | |
October-December 2023 | $ 1,338 |
2024 | 2,080 |
2025 | 1,816 |
2026 | 773 |
2027 | 103 |
Thereafter | 1,234 |
Total lease payments | 7,344 |
Less: Imputed interest | (643) |
Present value of lease liabilities | $ 6,701 |
LEASES (Details Narrative)
LEASES (Details Narrative) | 9 Months Ended |
Sep. 30, 2023 | |
Lease term option to extend | options to extend the lease term for up to five years. |
Minimum [Member] | |
Lease term | 1 year |
Maximum [Member] | |
Lease term | 3 years |
SCHEDULE OF FAIR VALUE OF FINAN
SCHEDULE OF FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - Fair Value, Inputs, Level 2 [Member] $ in Thousands | Sep. 30, 2023 USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Long term debt, carrying amount | $ 21,754 |
Long term debt, fair value | $ 20,321 |
CONCENTRATION OF CUSTOMERS (Det
CONCENTRATION OF CUSTOMERS (Details Narrative) - Customer Concentration Risk [Member] - No Customer [Member] | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue from Contract with Customer Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10% | 10% | 10% | 10% |
Accounts Receivable [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10% | 10% | 10% | 10% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | ||
Aug. 14, 2018 | Aug. 31, 2014 | Sep. 30, 2023 | Feb. 24, 2022 | |
Loss Contingencies [Line Items] | ||||
Damages sought value | $ 218 | |||
2016 Tax Assessment [Member] | ||||
Loss Contingencies [Line Items] | ||||
Government fees | $ 268 | |||
2017 Tax Assessment [Member] | ||||
Loss Contingencies [Line Items] | ||||
Government fees | $ 476 | |||
Pointer do Brasil Comercial Ltda. [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency damages sought value | $ 12,861 | |||
Brazilian ICMS tax [Member] | ||||
Loss Contingencies [Line Items] | ||||
Income tax examination, interest expense | $ 211 | |||
Income tax examination, penalties expense | $ 1,119 | |||
Income tax examination, penalties and interest expense | $ 1,330 |