COVER
COVER - shares | 3 Months Ended | |
Jun. 30, 2024 | Aug. 16, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-39080 | |
Entity Registrant Name | POWERFLEET, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-4366463 | |
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 $0.01 per share | |
Trading Symbol | AIOT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 107,758,010 | |
Amendment Flag | false | |
Entity Central Index Key | 0001774170 | |
Current Fiscal Year End Date | --03-31 | |
Document Fiscal Year Focus | 2025 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | [1] |
Current assets: | |||
Cash and cash equivalents | $ 30,242 | $ 24,354 | |
Restricted cash | 1,151 | 85,310 | |
Accounts receivables, net of allowance for credit losses of $3,197 and $3,727 as of March 31, 2024 and June 30, 2024, respectively | 60,132 | 30,333 | |
Inventory, net | 25,832 | 21,658 | |
Deferred costs - current | 24 | 42 | |
Prepaid expenses and other current assets | 16,498 | 8,091 | |
Total current assets | 133,879 | 169,788 | |
Fixed assets, net | 49,705 | 12,719 | |
Goodwill | 300,775 | 83,487 | |
Intangible assets, net | 170,093 | 19,652 | |
Right-of-use asset | 10,722 | 7,428 | |
Severance payable fund | 3,760 | 3,796 | |
Deferred tax asset | 3,544 | 2,781 | |
Other assets | 12,435 | 9,029 | |
Total assets | 684,913 | 308,680 | |
Current liabilities: | |||
Short-term bank debt and current maturities of long-term debt | 27,604 | 1,951 | |
Accounts payable and accrued expenses | 68,771 | 34,008 | |
Deferred revenue - current | 10,019 | 5,842 | |
Lease liability - current | 2,441 | 1,789 | |
Total current liabilities | 108,835 | 43,590 | |
Long-term debt - less current maturities | 111,957 | 113,810 | |
Deferred revenue - less current portion | 4,825 | 4,892 | |
Lease liability - less current portion | 8,555 | 5,921 | |
Accrued severance payable | 4,533 | 4,597 | |
Deferred tax liability | 52,645 | 4,465 | |
Other long-term liabilities | 3,015 | 2,496 | |
Total liabilities | 294,365 | 179,771 | |
Commitments and Contingencies (Note 22) | |||
Convertible redeemable preferred stock: Series A - 100 shares authorized, $0.01 par value; 60 and 0 shares issued and outstanding at March 31, 2024 and June 30, 2024, respectively, at redemption value of $90,273 at March 31, 2024 | 0 | 90,273 | |
STOCKHOLDERS’ EQUITY | |||
Preferred stock; authorized 50,000 shares, $0.01 par value | 0 | 0 | |
Common stock; authorized 175,000 shares, $0.01 par value; 38,709 and 109,641 shares issued at March 31, 2024 and June 30, 2024, respectively; shares outstanding, 37,212 and 107,578 at March 31, 2024 and June 30, 2024, respectively | 1,096 | 387 | |
Additional paid-in capital | 578,514 | 202,607 | |
Accumulated deficit | (177,108) | (154,796) | |
Accumulated other comprehensive loss | (567) | (985) | |
Treasury stock; 1,497 and 2,063 common shares at cost at March 31, 2024 and June 30, 2024, respectively | (11,518) | (8,682) | |
Total Powerfleet, Inc. stockholders’ equity | 390,417 | 38,531 | |
Non-controlling interest | 131 | 105 | |
Total equity | 390,548 | 38,636 | |
Total liabilities, convertible redeemable preferred stock, and stockholders’ equity | $ 684,913 | $ 308,680 | |
[1]Derived from audited balance sheet as of March 31, 2024. |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | |
Statement of Financial Position [Abstract] | |||
Allowances for doubtful accounts | $ 3,727 | $ 3,197 | |
Temporary equity, shares authorized (in shares) | 100,000 | 100,000 | |
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Temporary equity, shares issued (in shares) | 0 | 60,000 | |
Temporary equity, shares outstanding (in shares) | 0 | 60,000 | |
Preference shares, authorized (in shares) | 50,000,000 | 50,000,000 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Common stock, shares authorized (in shares) | 175,000,000 | 175,000,000 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Common stock, shares issued (in shares) | 109,641,000 | 38,709,000 | |
Common stock, shares outstanding (in shares) | 107,578,000 | 37,212,000 | |
Treasury stock (in shares) | 2,063,000 | 1,497,000 | |
Accounts payable and accrued expenses | $ 68,771 | $ 34,008 | [1] |
[1]Derived from audited balance sheet as of March 31, 2024. |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues: | ||
Total revenues | $ 75,430 | $ 32,092 |
Cost of revenues: | ||
Total cost of revenues | 35,782 | 16,074 |
Gross profit | 39,648 | 16,018 |
Operating expenses: | ||
Selling, general and administrative expenses | 54,782 | 17,198 |
Research and development expenses | 3,101 | 2,221 |
Total operating expenses | 57,883 | 19,419 |
Loss from operations | (18,235) | (3,401) |
Interest income | 304 | 22 |
Interest expense | (2,691) | (173) |
Bargain purchase - Movingdots | 0 | 283 |
Other income, net | (624) | 0 |
Net loss before income taxes | (21,246) | (3,269) |
Income tax benefit/(expense) | (1,053) | 6 |
Net loss before non-controlling interest | (22,299) | (3,263) |
Non-controlling interest | (13) | (6) |
Net loss | (22,312) | (3,269) |
Accretion of preferred stock | 0 | (1,772) |
Preferred stock dividend | (25) | (1,129) |
Net loss attributable to common stockholders | (22,337) | (6,170) |
Net loss attributable to common stockholders | $ (22,337) | $ (6,170) |
Net loss per share attributable to common stockholders - basic (in dollars per share) | $ (0.21) | $ (0.17) |
Net loss per share attributable to common stockholders - diluted (in dollars per share) | $ (0.21) | $ (0.17) |
Weighted average common shares outstanding - basic (in shares) | 107,136 | 35,605 |
Weighted average common shares outstanding - diluted (in shares) | 107,136 | 35,605 |
Products | ||
Revenues: | ||
Total revenues | $ 18,738 | $ 11,084 |
Cost of revenues: | ||
Total cost of revenues | 12,751 | 8,550 |
Services | ||
Revenues: | ||
Total revenues | 56,692 | 21,008 |
Cost of revenues: | ||
Total cost of revenues | $ 23,031 | $ 7,524 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss attributable to common stockholders - basic | $ (22,337) | $ (6,170) |
Net loss attributable to common stockholders - diluted | (22,337) | (6,170) |
Foreign currency translation adjustment | 418 | 100 |
Total other comprehensive income | 418 | 100 |
Comprehensive loss | $ (21,919) | $ (6,070) |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Changes in Stockholders’ Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income/(Loss) | Treasury Stock | Non-Controlling Interest | |
Beginning balance (in shares) at Mar. 31, 2023 | 37,621 | |||||||
Beginning balance at Mar. 31, 2023 | $ 73,302 | $ 376 | $ 218,473 | $ (135,961) | $ (1,098) | $ (8,554) | $ 66 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss attributable to common stockholders | (6,170) | (2,901) | (3,269) | |||||
Net income (loss) attributable to non-controlling interest | 6 | 6 | ||||||
Foreign currency translation adjustment | 91 | 100 | (9) | |||||
Issuance of restricted shares (in shares) | 162 | |||||||
Issuance of restricted shares | $ 1 | (1) | ||||||
Forfeiture of restricted shares (in shares) | (82) | |||||||
Exercise of stock options (in shares) | 16 | |||||||
Exercise of stock options | 36 | 36 | ||||||
Shares issued in connection with MiX Combination | 0 | |||||||
Shares withheld pursuant to vesting of restricted stock | (4) | (4) | ||||||
Stock-based compensation | 852 | 852 | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 37,717 | |||||||
Ending balance at Jun. 30, 2023 | $ 68,112 | $ 377 | 216,458 | (139,230) | (998) | (8,558) | 63 | |
Beginning balance (in shares) at Mar. 31, 2024 | 37,212 | 38,709 | ||||||
Beginning balance at Mar. 31, 2024 | $ 38,636 | [1] | $ 387 | 202,607 | (154,796) | (985) | (8,682) | 105 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss attributable to common stockholders | (22,337) | (25) | (22,312) | |||||
Net income (loss) attributable to non-controlling interest | 13 | 13 | ||||||
Foreign currency translation adjustment | 426 | 418 | 8 | |||||
Issuance of restricted shares (in shares) | 54 | |||||||
Issuance of restricted shares | $ 1 | (1) | ||||||
Shares issued for transaction bonus (in shares) | 174 | |||||||
Shares issued for transaction bonus | 889 | $ 1 | 888 | |||||
Shares issued in connection with MiX Combination (in shares) | 70,704 | |||||||
Shares issued in connection with MiX Combination | 362,005 | $ 707 | 361,298 | |||||
Acquired through MiX Combination | 7,823 | 7,818 | 5 | |||||
Shares withheld pursuant to vesting of restricted stock | (2,836) | (2,836) | ||||||
Stock-based compensation | $ 5,929 | 5,929 | ||||||
Ending balance (in shares) at Jun. 30, 2024 | 107,578 | 109,641 | ||||||
Ending balance at Jun. 30, 2024 | $ 390,548 | $ 1,096 | $ 578,514 | $ (177,108) | $ (567) | $ (11,518) | $ 131 | |
[1]Derived from audited balance sheet as of March 31, 2024. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | ||
Cash flows from operating activities | |||
Net loss | $ (22,312) | $ (3,269) | |
Adjustments to reconcile net loss to cash used in operating activities: | |||
Non-controlling interest | 13 | 6 | |
Gain on bargain purchase | 0 | (283) | |
Inventory reserve | 257 | 373 | |
Stock based compensation expense | 5,929 | 852 | |
Depreciation and amortization | 10,335 | 2,322 | |
Right-of-use assets, non-cash lease expense | 760 | 660 | |
Bad debts expense | 1,993 | 598 | |
Deferred income taxes | 1,021 | (24) | |
Shares issued for transaction bonuses | 889 | 0 | |
Other non-cash items | 482 | 27 | |
Changes in operating assets and liabilities: | |||
Accounts receivables | (6,973) | (668) | |
Inventories | (624) | 389 | |
Prepaid expenses and other current assets | (1,518) | 344 | |
Deferred costs | (1,789) | 185 | |
Deferred revenue | (142) | 58 | |
Accounts payable and accrued expenses | 4,993 | (1,466) | |
Lease liabilities | (927) | (650) | |
Accrued severance payable, net | (2) | 88 | |
Net cash used in operating activities | (7,615) | (458) | |
Cash flows from investing activities | |||
Acquisition, net of cash assumed | 27,531 | 0 | |
Capitalized software development costs | (2,308) | (997) | |
Capital expenditures | (5,586) | (966) | |
Net cash (used in)/provided by investing activities | 19,637 | (1,963) | |
Cash flows from financing activities | |||
Repayment of long-term debt | (493) | (1,329) | |
Short-term bank debt, net | 4,161 | 2,737 | |
Purchase of treasury stock upon vesting of restricted stock | (2,836) | (4) | |
Payment of preferred stock dividend and redemption of preferred stock | (90,298) | (1,129) | |
Proceeds from exercise of stock options, net | 0 | 36 | |
Cash paid on dividends to affiliates | (4) | 0 | |
Net cash from/(used in) financing activities | (89,470) | 311 | |
Effect of foreign exchange rate changes on cash and cash equivalents | (823) | (941) | |
Net decrease in cash and cash equivalents, and restricted cash | (78,271) | (3,051) | |
Cash and cash equivalents, and restricted cash at beginning of the period | 109,664 | 25,089 | |
Reconciliation of cash and cash equivalents, and restricted cash | |||
Cash and cash equivalents | 24,354 | [1] | 24,780 |
Restricted cash | 1,151 | 309 | |
Cash, cash equivalents, and restricted cash | 31,393 | 22,038 | |
Supplemental disclosure of cash flow information: | |||
Taxes | 41 | 101 | |
Interest | 3,057 | 238 | |
Noncash investing and financing activities: | |||
Common stock issued for transaction bonus | 9 | 0 | |
Shares issued in connection with MiX Combination | $ 362,005 | $ 0 | |
[1]Derived from audited balance sheet as of March 31, 2024. |
DESCRIPTION OF THE COMPANY AND
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION | 3 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION | 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 pursuant to which the Company acquired Pointer Telocation Ltd. (“Pointer”) and commenced operations on October 3, 2019. Upon the closing of such transactions, Powerfleet became the parent entity of I.D. Systems and Pointer. On April 2, 2024 (the “Implementation Date”), the Company consummated the transactions contemplated by the Implementation Agreement, dated as of October 10, 2023 (the “Implementation Agreement”), that the Company entered into with 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 became an indirect, wholly owned subsidiary of the Company (the “MiX Combination”). The consolidated financial statements as of and for the three months ended June 30, 2024 include the financial results of MiX Telematics and its subsidiaries from the Implementation Date. See Note 3 for additional information. Basis of Preparation 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 March 31, 2024 and June 30, 2024, the consolidated results of its operations for the three-month periods ended June 30, 2023 and 2024, the consolidated change in stockholders’ equity for the three-month periods ended June 30, 2023 and 2024, and the consolidated cash flows for the three-month periods ended June 30, 2023 and 2024. The results of operations for the three-month period ended June 30, 2024 are not necessarily indicative of the operating results for the full year. On May 8, 2024, our Board of Directors approved a change in our fiscal year end from December 31 to March 31 in order to better align our reporting calendar with the April 2, 2024 close of the MiX Combination and MiX Telematics’ historical March 31 fiscal year end. These financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures for the fiscal year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K for the year then ended, and the audited consolidated financial statements and related disclosures for the three-month transition period ended March 31, 2024 included in the Company’s Transition Report on Form 10-KT for the period then ended. Restatement of Previously Issued Consolidated Financial Statements In connection with the preparation of the Company’s audited consolidated financial statements for the year ended December 31, 2023, the Company determined that the accounting for the redemption premium associated with its Series A convertible preferred stock (“Series A Preferred Stock”) was understated resulting in an understatement of “net loss attributable to common stockholders” and “net loss per share attributable to common stockholders” for each period, an understatement of the value of the convertible redeemable preferred stock as of each balance sheet date, and an overstatement of the additional paid-in capital as of each balance sheet date. The required adjustments to correct the redemption value of the calculation of the Series A Preferred Stock and the related accretion of the value of the preferred stock in the consolidated statement of operations included the recording of a non-cash accretion which resulted in an increase in the net loss attributable to common stockholders, an increase in the “convertible redeemable preferred stock”, and a decrease of “additional paid-in capital” for the fiscal years ended December 31, 2021 and 2022 and each of the interim periods during the 2022 and 2023 fiscal years. The correction of the error resulted in reporting the value of the convertible preferred stock including the accretion to the redemption value from the date of original issuance through each balance sheet date applying the interest method. The restatement to non-cash accretion resulted in an increase in the net loss attributable to common stockholders and a decrease in “additional paid-in capital” of $1,604 for the 3 months ended June 30, 2023. The Company had determined that it was appropriate to restate the financial statements for the fiscal years ended December 31, 2021 and 2022 and each of the interim periods during the 2022 and 2023 fiscal years included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Annual Report”). In addition, the Company also corrected other unrelated immaterial errors that were previously either unrecorded or recorded as out-of-period adjustments. For additional information refer to Note 2 to the financial statements included in the 2023 Annual Report. Going Concern As of June 30, 2024, the Company had cash and cash equivalents of $30,242 and working capital of $25,044. The Company’s primary sources of cash are cash flows from sales of products and services, its holdings of cash, cash equivalents and proceeds from the sale of its capital stock and borrowings under its credit facilities. See Note 13 for additional information on the Company’s available credit facilities. Management believes the Company’s cash, cash equivalents, and restricted cash of $31,393 as of June 30, 2024 in conjunction with cash generated from the execution of its strategic plan over the next 12 months, and proceeds from the debt agreements are sufficient to fund the projected operations for at least the next 12 months from the issuance date of these financial statements ( August 28, 2024) a nd service the Company’s outstanding obligations. Such expectation is based, in part, on the achievement of a certain volume of assumed revenue and gross margin; however, there is no guarantee the Company will achieve this amount of revenue and gross margin during the assumed time period. Management assessed various additional operating cost reduction options that are available to the Company and would be implemented, if assumed levels of revenue and gross margin are not achieved and additional funding is not obtained. |
USE OF ESTIMATES
USE OF ESTIMATES | 3 Months Ended |
Jun. 30, 2024 | |
Disclosure Use Of Estimates [Abstract] | |
USE OF ESTIMATES | 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 assumptions used in business combinations, allowance for credit losses, income taxes, realization of deferred tax assets, accounting for uncertain tax positions, the impairment of intangible assets, including goodwill and long-lived assets, capitalized software development costs, inventory reserves, standalone selling prices (“SSP”), valuation of the derivative asset, and market-based stock-based compensation costs. Actual results could differ from those estimates. |
ACQUISITION
ACQUISITION | 3 Months Ended |
Jun. 30, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITION | ACQUISITION On April 2, 2024, the Company consummated the MiX Combination. On the Implementation Date, Powerfleet Sub acquired all the issued ordinary shares of MiX Telematics (including those represented by MiX Telematics’ American Depositary Shares) through the implementation of a scheme of arrangement in accordance with Sections 114 and 115 of the South African Companies Act, No. 71 of 2008, as amended, in exchange for shares of the Company’s common stock. As a result, MiX Telematics became the Company’s indirect, wholly owned subsidiary. The MiX Combination met the criteria for a business combination to be accounted for using the acquisition method under ASC 805, Business Combinations (“ASC 805”), with the Company identified as the legal and the accounting acquirer. The Company was determined to be the accounting acquirer under Accounting Standards Codification (“ASC”) 805, Business Combinations (“ASC 805”) based on the evaluation of the following facts and circumstances favoring Powerfleet as the accounting acquirer over those supporting MiX Telematics as the accounting acquirer: • The majority of the Board of Directors is comprised by Directors with prior affiliation to the Company. In addition the Company’s Board Chairperson continued in the role post the acquisition date; • Post acquisition the majority of the senior management team, including the Chief Executive Officer, comprised of the Company’s senior management team who were already operating in that capacity for the company prior to the acquisition date; • While the voting rights of 65.5% in favor of MiX Telematics is an indicator that MiX Telematics is the acquirer, the Company believes that the weight of the indicator is tempered given that the negotiated premium paid by Powerfleet to MiX Telematics contributed to the relative ownership split, and that, qualitatively, the significant reduction in the carryover MiX Telematics institutional investor base would have reduced the legacy MiX Telematics shareholders’ ability to control the combined entity, particularly in the light of the significant concentration of institutional investors on the Powerfleet side; and • While no individual or organized group owns a large minority interest in the combined entity, the Company notes that the largest institutional investor post-transaction is an investor of legacy Powerfleet. Additionally, the Company also notes that, immediately following the closing of the Business Combination, 30% out of the approximately 35% of total shares held by shareholders of legacy Powerfleet were concentrated in the Company’s top 20 institutional shareholders, compared to only 9% out of the approximately 65% of total shares held by shareholders of legacy MiX Telematics. The acquisition of MiX Telematics and its business will, among other things: • create a mobile asset IoT SaaS organization with significant scale, serving all mobile asset types. The increased scale is expected to enable the combined entity to more efficiently serve its customers and create advantages to compete in an industry characterized by the need for high pace of development and innovation; • enable the Company to maximize significant cross-sell and upsell opportunities within its large joint customer base due to the joint entity’s combined geographical footprint, deep vertical expertise and expanded software solution sets coupled with its extensive direct and indirect sales channel capabilities; and • enable the combined organization to accelerate the delivery of top-class solutions with improved competitive advantage by integrating Powerfleet’s and MiX Telematics’ world-class engineering and technology teams. The preliminary estimated fair value of the consideration transferred for MiX Telematics was $362.0 million as of the Implementation Date, which consisted of the following: (in thousands, except for share price and exchange ratio) April 2, Number of MiX Telematics ordinary shares outstanding 554,021 Exchange ratio 0.12762 Shares of Powerfleet common stock to be issued for MiX Telematics ordinary shares outstanding 70,704 Powerfleet stock price* 5.12 Fair value of Powerfleet common stock transferred to MiX Telematics shareholders 362,005 Replacement of acquiree’s equity awards by the acquirer** 7,818 Total fair value of preliminary consideration 369,823 * Powerfleet’s closing share price on April 2, 2024. ** The portion of the fair-value-based measure of the replacement award that is part of the consideration transferred in exchange for the acquiree equals the portion of the acquiree award that is attributable to pre-combination vesting. Preliminary Allocation of Purchase Price The purchase price was allocated to the assets and liabilities assumed based on the estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill. Goodwill is primarily attributed to the assembled workforce, expected synergies from future expected economic benefits, including enhanced revenue growth from expanded products and capabilities, as well as substantial cost savings from duplicative overheads, streamlined operations and enhanced efficiency. Goodwill is not deductible for tax purposes. Goodwill associated with the acquisition has not yet been assigned to the Company's geographical regions pending finalization of the purchase accounting. The preliminary allocation of purchase price was as follows (in thousands): April 2, Assets acquired: Cash and cash equivalents $ 26,737 Restricted cash 794 Accounts receivable, net 24,675 Inventory, net 4,142 Prepaid expenses and other current assets 8,886 Fixed assets, net 35,587 Intangible assets, net 153,000 Right-of-use asset 3,794 Deferred tax assets 1,093 Other assets 973 Total assets acquired $ 259,681 Liabilities assumed: Short-term bank debt and current maturities of long-term debt $ 20,158 Accounts payable and accrued expenses 26,400 Deferred revenue - current 6,394 Lease liability - current 859 Income taxes payable 355 Lease liability - less current portion 2,852 Deferred tax liability 48,725 Other long-term liabilities 484 Total liabilities assumed $ 106,227 Total identifiable net assets acquired $ 153,454 Non-controlling interest (5) Goodwill 216,374 Purchase price consideration $ 369,823 The above fair values of assets acquired and liabilities assumed are preliminary and are based on the information that was available as of the reporting date. The Company’s allocation of the preliminary purchase price to certain assets acquired and liabilities assumed is provisional and the Company will continue to adjust those estimates as additional information pertaining to events or circumstances present at April 2, 2024 becomes available and final valuation and analysis are completed. In addition, the Company is still in the process of determining the fair value of acquired assets and assumed liabilities, which may also result in adjustments of the provisional amounts recorded. The fair values of the assets acquired and liabilities assumed, including the identifiable assets acquired, have been preliminarily determined using the income and cost approach, and are partially based on inputs that are unobservable. The Company used discounted cash flow (“DCF”) analyses, which represent Level 3 fair value measurements, to assess certain components of its purchase price allocation as a result of the acquisition. The fair value of the customer relationships was determined using the multi-period excess earnings method. The fair value of the tradename and developed technology was determined using an income approach based on the relief from royalty method. For the fair value estimates, the Company used (i) forecasted future cash flows, (ii) historical and projected financial information, (iii) synergies including cost savings, (iv) revenue growth rates, (v) customer attrition rates, (vi) royalty rates, and (vii) discount rates, as relevant, that market participants would consider when estimating fair values. These estimates require judgment and are subject to change. Differences between the preliminary estimates and final accounting may occur, and those could be material. The Company believes that the information provides a reasonable basis for estimating the fair values of the acquired assets and assumed liabilities, but the potential for measurement period adjustments exists based on the Company’s continuing review of matters related to the acquisition. Adjustments to initial preliminary fair value of the assets acquired and assumed liabilities during the measurement period until April 2, 2025, will be recorded during the period in which the adjustments are determined, including the effect on earnings of any amounts we would have recorded in previous periods if the accounting had been completed (i.e. the historical reported financial statements will not be retrospectively adjusted). The provisional amounts for assets acquired and liabilities assumed include: • The fair value of accounts receivable and other receivables which may be subject to adjustment for reassessment of collectability as of the date of acquisition, collections and other adjustment subsequent to the acquisition; • Property, and equipment, for which the preliminary estimates are subject to revision for finalization of preliminary appraisals; • Right-of-use assets and lease liabilities, which will be subject to adjustment upon completion of the review of the inputs, including sublease assumptions, for the calculations; • Acquired inventory, which values are still being assessed on an individual basis; • Prepaid expenses, accounts payable and accrued expenses, which will be subject to adjustment based upon completion of working capital clean up and assessment of other factors; • The recognition and measurement of contract assets and contract liabilities acquired in accordance with ASC 606 will be subject to adjustment upon completion of assessment; • Acquired intangible assets will be subject to adjustment as additional assets are identified, estimates and forecasts are refined and disaggregated, useful lives are finalized, and other factors deemed relevant are considered; • Deferred income taxes will be subject to adjustment based upon the completion of the review of the book and tax bases of assets acquired and liabilities assumed, applicable tax rates and the impact of the revisions of estimates for the items described above; and • Goodwill will be subject to adjustment for the impact of the revisions of estimates for the items described above. The Company expects to complete the purchase price allocation as soon as practicable, but no later than one year from the acquisition date. Acquired Identifiable Intangible Assets The following table sets forth preliminary estimated fair values of the components of the identifiable intangible assets acquired and their estimated useful lives: (in thousands) Fair value Weighted average useful lives Trade name $ 10,000 14 years Developed technology 30,000 5 years Customer relationships 113,000 13 years $ 153,000 Acquisition-Related Expenses The Company expensed a total of $20,291 of acquisition-related costs in the consolidated statement of operations related to the MiX Combination, of which $14,491 was expensed in the three-month period ended June 30, 2024. Unaudited Pro Forma Financial Information The business acquired in the MiX Combination contributed revenue of $43,689 and a net loss of $6,932 , after amortization of identified intangibles, for the three months ended June 30, 2024. |
CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS | 3 Months Ended |
Jun. 30, 2024 | |
Cash and Cash Equivalents [Abstract] | |
CASH AND CASH EQUIVALENTS | 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. Restricted cash at March 31, 2024 consisted of escrow amounts of $85,000 for the Facilities Agreement deposited in escrow for the MiX Combination and cash of $310 held in escrow for purchases from a vendor. Restricted cash at June 30, 2024 consists of cash of $310 held in escrow for purchases from a vendor, cash of $787 held by MiX Telematics Enterprise BEE Trust (a VIE which is consolidated) to be used solely for the benefit of its beneficiaries and c ash securing guarantees of $54 issued in respect of property lease agreements entered into by MiX Telematics Australasia . |
REVENUE RECOGNITION
REVENUE RECOGNITION | 3 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | 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 an expense. The expected costs associated with the Company’s base warranties continue to be recognized as an expense when the products are sold (see Note 14). Revenue is recognized when performance obligations under the terms of a contract with the 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. The Company utilizes significant judgment to determine whether control of the hardware has transferred to the customer (i.e. distinct to the customer separate from SaaS services provided). For products which are not distinct 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 future services are deferred and classified as a current and long-term liability. The deferred revenue is 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. Payment terms are generally 30 days after invoice date. The Company recognizes revenue for remotely hosted SaaS agreements and post-contract maintenance and support agreements beyond its 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 current 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 is 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 SSP. Judgment is required to determine the SSP for each distinct performance obligation. The Company generally determines standalone selling prices based on observable prices charged to customers. Significant pricing practices taken into consideration include the Company’s discounting practices, the size and volume of its transactions, the customer demographic, price lists, its go-to-market strategy and historical and current sales and contract prices. As the Company’s go-to-market strategies evolve, it may modify its pricing practices in the future, which could result in changes to SSP. In certain cases, the Company is able to establish SSP based on observable prices of products or services sold separately in comparable circumstances to similar customers. The Company uses a single amount to estimate SSP when it has observable prices. If SSP is not directly observable, for example when pricing is highly variable, the Company uses a range of SSP. The Company determines the SSP range using information that may include pricing practices or other observable inputs. The Company typically has more than one SSP for individual products and services due to the stratification of those products and services by customer size. The Company recognizes an asset for the incremental costs of obtaining the contract arising from the sales commissions to distributors and 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-months ended June 30, 2023 and 2024 (in thousands): Three Months Ended June 30, 2023 2024 Products $ 11,084 $ 18,738 Services 21,008 56,692 $ 32,092 $ 75,430 The balances of contract assets and contract liabilities from contracts with customers are as follows as of March 31, 2024 and June 30, 2024 (in thousands): March 31, 2024 June 30, 2024 Contract Assets: Deferred contract cost (1) $ 2,632 $ 4,322 Deferred costs - current $ 42 $ 24 Contract Liabilities Deferred revenue – services (2) $ 10,674 $ 14,724 Deferred revenue – products (2) 60 120 10,734 14,844 Less: Deferred revenue – current (5,842) (10,019) Deferred revenue – less current portion $ 4,892 $ 4,825 (1) Deferred Contract costs are included in Other assets on the Condensed Consolidated Balance sheets. (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 June 30, 2023 and 2024, the Company recognized revenue of $1,766 an d $2,986, respectively, which was included in the deferred revenue balance at the beginning of each reporting period. The Company expects to recognize as revenue through year 2029, when it transfers those goods and services and, therefore, satisfies its performance obligation to the customers. |
ALLOWANCE FOR CREDIT LOSSES
ALLOWANCE FOR CREDIT LOSSES | 3 Months Ended |
Jun. 30, 2024 | |
Receivables [Abstract] | |
ALLOWANCE FOR CREDIT LOSSES | 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 periods ended June 30, 2023 and 2024 is as follows (in thousands): Three Months Ended June 30, 2023 2024 Allowance for credit losses, March 31 $ 2,328 $ 3,197 Current period provision for expected credit losses 598 1,993 Write-offs charged against the allowance (222) (1,509) Foreign currency translation 62 46 Allowance for credit losses, June 30 $ 2,766 $ 3,727 |
PREPAID EXPENSES AND OTHER ASSE
PREPAID EXPENSES AND OTHER ASSETS | 3 Months Ended |
Jun. 30, 2024 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
PREPAID EXPENSES AND OTHER ASSETS | PREPAID EXPENSES AND OTHER ASSETS Prepaid expenses and other current assets comprise the following (in thousands): March 31, June 30, Sales-type lease receivables, current $ 1,100 $ 1,125 Prepaid expenses* 2,817 5,772 Contract assets 1,162 1,141 Tax receivables 125 790 Vat receivable — 2,059 Sundry debtors — 2,602 Other current assets 2,887 3,009 $ 8,091 $ 16,498 *This represents the prepaid portion of total deferred contract assets |
INVENTORY
INVENTORY | 3 Months Ended |
Jun. 30, 2024 | |
Inventory Disclosure [Abstract] | |
INVENTORY | 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 $538 at March 31, 2024 and $97 at June 30, 2024. Inventories consist of the following (in thousands): March 31, June 30, Components $ 9,403 $ 9,195 Work in process 49 1,788 Finished goods, net 12,206 14,849 $ 21,658 $ 25,832 |
FIXED ASSETS
FIXED ASSETS | 3 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
FIXED ASSETS | FIXED ASSETS Fixed assets are stated at cost, less accumulated depreciation and amortization, and are summarized as follows (in thousands): March 31, June 30, Installed and uninstalled products $ 11,030 $ 46,129 Computer software 11,496 12,231 Computer and electronic equipment 6,179 7,126 Furniture and fixtures 2,361 3,733 Leasehold improvements 1,498 1,445 Plant and equipment — 293 Assets in progress — 19 32,564 70,976 Accumulated depreciation and amortization (19,845) (21,271) $ 12,719 $ 49,705 Depreciation and amortization expense for the three-month periods ended June 30, 2023 and 2024 was $967 and $ 4,749 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 3 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND GOODWILL | INTANGIBLE ASSETS AND GOODWILL The Company capitalizes costs for software to be sold, marketed, or leased to customers. 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 is included in cost of revenue over the estimated life of the products. The following table summarizes identifiable intangible assets of the Company as of March 31, 2024 and June 30, 2024 (in thousands): June 30, 2024 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 1 - 13 $ 132,264 $ (10,834) $ 121,430 Trademark and tradename 3 - 15 17,553 (4,253) 13,300 Patents 7 - 11 628 (486) 142 Technology 1 - 20 44,561 (14,236) 30,325 Software to be sold or leased 3 - 6 5,727 (996) 4,731 200,733 (30,805) 169,928 Unamortized Customer list 104 — 104 Trademark and tradename 61 — 61 165 — 165 Total $ 200,898 $ (30,805) $ 170,093 March 31, 2024 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 9 - 12 $ 19,264 $ (8,012) $ 11,252 Trademark and tradename 3 - 15 7,553 (3,877) 3,676 Patents 7 - 11 628 (464) 164 Technology 7 10,911 (10,911) — Software to be sold or leased 3 5,159 (764) 4,395 43,515 (24,028) 19,487 Unamortized Customer list 104 — 104 Trademark and tradename 61 — 61 165 — 165 Total $ 43,680 $ (24,028) $ 19,652 At June 30, 2024, the weighted-average amortization periods for customer relationships, trademarks and trade names, patents, technology, and capitalized software to be sold or leased were 12.7, 12.1, 7, 11.6, and 3.0 years, respectively. For the three months ended June 30, 2023 and 2024, amortization expense of $1,356 and $5,586 respectively was recognized in both periods. Estimated future amortization expense for each of the five succeeding fiscal years for these intangible assets is as follows: 2025 (remaining) $ 15,528 2026 22,138 2027 21,145 2028 18,067 2029 14,578 Thereafter 78,472 $ 169,928 Refer to Note 3 for the change in the carrying amount of goodwill from April 1, 2024 to June 30, 2024 as a result of the MiX Combination. For the three-month period ended June 30, 2024, the Company did not identify any indicators of impairment. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION During the three-month period ended June 30, 2024, the Company granted options to purchase 375 shares of common stock with time-based vesting conditions. [A] Stock Options: The following table summarizes the activity relating to the Company’s market-based stock options for the three-month period ended June 30, 2024: Options Weighted- Weighted Average Contractual Remaining Term (years) Aggregate Intrinsic Values (in thousands)* Outstanding as of April 1, 2024 5,445 13.39 — — Granted — — — — Exercised — — — — Forfeited — — — — Outstanding as of June 30, 2024 5,445 13.39 7.72 $ 1,488 Vested as of June 30, 2024 — — — $ — The following table summarizes the activity relating to the Company’s stock options, excluding the market-based stock options, for the three-month period ended June 30, 2024: Options Weighted- Weighted Average Contractual Remaining Term (years) Aggregate Intrinsic Values (in thousands)* Outstanding as of April 1, 2024 1,979 4.68 — — Granted 375 4.31 — — Exercised — — — — Forfeited (6) 6.10 — — Outstanding as of June 30, 2024 2,348 4.62 7.2 $ 779 Vested as of June 30, 2024 1,973 4.67 6.6 $ 779 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: June 30, 2023 June 30, 2024 Expected volatility 55.6 % 60.2 % Expected life of options 6.1 6.5 Risk free interest rate 3.87 % 4.23 % Dividend yield — — Weighted-average fair value of options granted during the year $1.66 $2.66 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 $585 and $1,817 for the three-month periods ended June 30, 2023 and June 30, 2024, respectively, in connection with awards made under the stock option plans. The increase in the recognized expense is due to the approved acceleration of vesting of unvested restricted stock and stock option awards with time-based vesting conditions that are outstanding under the Powerfleet equity plans (including any inducement awards with time-based vesting). The accelerated vesting of the Company’s equity awards is not part of what was acquired in the MiX Combination, nor what was paid for in the MiX Combination because it was for the benefit of the Company’s employees rather than for the benefit of MiX Telematics employees. Therefore, the acceleration of the equity awards was treated as a separate transaction from the MiX Combination and the acceleration of vesting was accounted for immediately upon closing of the MiX Combination on April 2, 2024. The fair value of options vested during the three-month periods ended June 30, 2023 and 2024 was $562 and $1,457, respectively. There were no option exercises that occurred during the three-month periods ended June 30, 2023 and 2024. As of June 30, 2024, there was $983 of total unrecognized compensation costs related to non-vested options granted under the Company’s stock option plans excluding the market-based stock options that were granted to certain senior managers, including the Company’s executive officers. That cost is expected to be recognized over a weighted-average period of 1.34 years. As of June 30, 2024, there was $3,597 of total unrecognized compensation costs related to non-vested options granted under the Company’s stock option plans for the market-based stock options that were granted to certain senior managers, including the Company’s executive officers. That cost is expected to be recognized over a weighted-average period of 7.72 years. The Company estimates forfeitures at the time of valuation and reduces expenses 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. Some participants have the option to have their shares withheld for their taxes upon vesting. Shares withheld for taxes are treated as a purchase of treasury 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 three-month period ended June 30, 2024 is as follows: Number of Weighted- Average Non-vested, March 31, 2024 1,370 2.68 Granted 54 5.45 Vested (1,369) 2.68 Forfeited or expired — — Non-vested, June 30, 2024 55 2.68 The Company recorded stock-based compensation expenses of $267 and $3,095 for the three-month periods ended June 30, 2023 and 2024, respectively, in connection with restricted stock grants. As of June 30, 2024, there was $258 of total unrecognized compensation cost related to non-vested shares. That cost is expected to be recognized over a weighted-average period of 0.88 years. The increase in the recognized expense is due to the approved acceleration of vesting of unvested restricted stock and stock option awards with time-based vesting conditions that are outstanding under the Powerfleet equity plans (including any inducement awards with time-based vesting). The accelerated vesting of the Company’s equity awards is not part of what was acquired in the MiX Combination, nor what was paid for in the MiX Combination because it was for the benefit of the Company’s employees rather than for the benefit of MiX Telematics employees. Therefore, the acceleration of the equity awards was treated as a separate transaction from the MiX Combination and the acceleration of vesting was accounted for immediately upon closing of the MiX Combination on April 2, 2024. [C] Stock Appreciation Rights: In connection with the closing of the MiX Combination, the Company assumed each of the MiX Telematics’ share plans. MiX Telematics issued equity-classified share incentives under the MiX Telematics Long-Term Incentive Plan (“LTIP”) to directors and certain key employees within the Company. The LTIP provides for three types of grants to be issued, namely performance shares, restricted share units and stock appreciation rights (“SARs”). On the Implementation Date,the only issued and outstanding equity awards under the LTIP were SARs, and the Company assumed the outstanding SARs in issue. No additional performance shares or restricted share units will be issued or assumed by the Company. The replacement of MiX Telematics’ share-based payment awards has been treated as a modification under ASC 718, Compensation—Stock Compensation as of the Implementation Date. The fair value of the replacement SARs issued was allocated between pre-combination and post-combination service based on the vesting period. The fair value related to pre-combination service is included as part of the fair value of the consideration in the MiX Combination (see Note 3), and the fair value related to post-combination service is to be recognized as an expense over the remaining vesting period. The total stock-based compensation expense recognized during the three months ended June 30, 2024 was $1.0 million. The following table summarizes the activities for the outstanding SARs: Number of SARs Weighted- Weighted Average Contractual Remaining Term (years) Aggregate Intrinsic Values (in thousands)* Outstanding as of April 1, 2024 — — Acquired through MiX Combination 5,740 2.61 Granted — — Exercised — — Forfeited — — Outstanding as of June 30, 2024 5,740 2.61 3.33 Vested as of June 30, 2024 1,813 2.98 1.80 $ 2,881 As of June 30, 2024, there w as $7.5 million of unrecognized compensation cost related to unvested SARs. This amount is expected to be recognized over a weighted-average period of 3.26 years. |
NET LOSS PER SHARE
NET LOSS PER SHARE | 3 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE | NET LOSS PER SHARE Net loss per share for the three-month periods ended June 30, 2023 and 2024 are as follows: Three Months Ended June 30, 2023 2024 Basic and diluted loss per share Net loss attributable to common stockholders $ (6,170) $ (22,337) Net loss per share attributable to common stockholders - basic and diluted $ (0.17) $ (0.21) Weighted-average common share outstanding - basic and diluted 35,605 107,136 |
SHORT-TERM BANK DEBT AND LONG-T
SHORT-TERM BANK DEBT AND LONG-TERM DEBT | 3 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
SHORT-TERM BANK DEBT AND LONG-TERM DEBT | SHORT-TERM BANK DEBT AND LONG-TERM DEBT March 31, June 30, Short-term bank debt $ — $ 25,007 Current maturities of long-term debt $ 1,951 $ 2,597 Long-term debt - less current maturities $ 113,810 $ 111,957 Short-Term Bank Debt As of June 30, 2024 short-term debt comprised $24,323 of borrowing facilities and $684 of book overdrafts . Investec Facility The Investec Bank Limited (“Investec”) credit facility was a 364-day renewable committed general credit facility of R350,000 (the equivalent of $19,232 as of June 30, 2024) (the “Committed Facility”). As of June 30, 2024, $19,232 of the Committed Facility was utilized. The Committed Facility was settled in August 2024 and closed. Under the Committed Facility, MiX Telematics paid a commitment fee charged at 30bps on any undrawn portion of the Committed Facility (plus VAT on such amount), calculated monthly and payable, free of deduction, monthly in arrears on the first business day of each month. The loans under the Committed Facility bore interest at South African prime interest rate less 1.5% per annum. As of June 30, 2024, the South African prime interest rate was 11.75%. Interest was payable monthly in arrears on the first business day of each month, or as otherwise specified in the credit agreement between Investec and MiX Telematics. MiX Telematics Africa (Pty) Ltd, MiX Telematics International (Pty) Ltd and MiX Telematics Enterprise SA (Pty) Ltd issued guarantees in favor of Investec in terms of which they guaranteed the performance by MiX Telematics of all its obligations to Investec. Standard Bank Facility The Standard Bank facility is in the form of a customer foreign currency account overdraft facility (the “CFC Overdraft Facility”). The CFC Overdraft Facility entitles MiX Telematics to utilize a maximum amount of R70,000 (the equivalent of $3,846 as of June 30, 2024). The CFC Overdraft Facility bears interest at the South African prime interest rate less 1.2% per annum. As of June 30, 2024, $554 of the CFC Overdraft Facility was utilized. There is a suretyship agreement entered into with Standard Bank providing that MiX Telematics and only one subsidiary being MiX Telematics International (Pty) Ltd , binds themselves as surety(ies) and co-principal debtor(s) for the payment, when due, of all the present and future debts of any kind of M iX Telematics and MiX Telematics International to Standard Bank . The Standard Bank facility has no fixed renewal date and is repayable on demand. RMB Facility On March 7, 2024, as part of the MiX Combination, MiX Telematics and Powerfleet entered into the Facilities Agreement with RMB. Following the signing of the Facilities Agreement, MiX Telematics entered into a Facility Notice and General Terms and Conditions (the “Credit Agreement”) with RMB on March 14, 2024 for a 364-day committed general banking facility of R350,000 (the equivalent of $19,200 as at June 30, 2024) (the “RMB General Facility”). The Credit Agreement and the rights and obligations of the parties are subject to the terms and conditions of the Facilities Agreement entered into on March 7, 2024, which is described in more detail below. The RMB General Facility is repayable on demand and has a term of 365 days from the Available Date (as defined therein). Repayment of the RMB General Facility, including capitalized interest, is due by the earlier of (a) the Available Date or (b) April 2, 2025, unless extended by agreement between MiX Telematics and RMB. Interest rate for the RMB General Facility is calculated at South African prime rate minus 0.75% per annum and will be calculated on the daily outstanding balance, compounded monthly in arrears and repaid quarterly. A s of June 30, 2024, MiX Telematics had not borrowed anything under the RMB General Facility . The RMB General Facility was utilized in August 2024 to settle the Committed Facility. Hapoalim Debt As of June 30, 2024, Pointer Israel had utilized approximately $4,388 under the Hapoalim Revolving Facilities, which are described below . Long-Term Debt Hapoalim Debt In connection with the Pointer acquisition, Powerfleet Israel incurred NIS denominated debt in term loan borrowings on October 3, 2019 under the Prior 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 (composed of two facilities in the aggregate principal amount of $20,000 and $10,000, respectively and a five-year revolving credit facility to Pointer denominated in NIS in an initial aggregate principal amount of $10,000 (collectively, the “Prior Credit Facilities”). The Prior Credit Facilities were scheduled to mature on October 3, 2024. On March 18, 2024, the Borrowers entered into the A&R Credit Agreement, which refinanced the facilities under, and amended and restated, the Prior Credit Agreement. The A&R Credit Agreement provides for (i) two senior secured term loan facilities denominated in NIS to Powerfleet Israel in an aggregate principal amount of $30,000 (composed of two facilities in the aggregate principal amounts of $20,000 and $10,000, respectively) (the “Hapoalim Term Facilities”) and (ii) two revolving credit facilities to Pointer in an aggregate principal amount of $20,000 (composed of two revolvers in the aggregate principal amounts of $10,000 and $10,000, respectively) (the “Hapoalim Revolving Facilities” and, together with the Hapoalim Term Facilities, the “Hapoalim Credit Facilities”)). Powerfleet Israel drew down $30,000 in cash under the Hapoalim Term Facilities on March 18, 2024 and used the proceeds to prepay approximately $11,200, representing the remaining outstanding balance, of the term facilities extended to Powerfleet Israel under the Prior Credit Agreement and remaining proceeds will be distributed to Powerfleet. The proceeds of the Hapoalim Revolving Facilities may be used by Pointer for general corporate purposes, including working capital and capital expenditures. As of June 30, 2024, Pointer had utilized $4,388 under the revolving facilities. The available undrawn facility balance at June 30, 2024 was $15,612. The interest rates for borrowings under Hapoalim Facility A and Hapoalim Facility B are Hapoalim’s prime rate + 2.2% per annum, and Hapoalim’s prime rate + 2.3% per annum, respectively. Hapoalim’s prime rate at June 30, 2024 was 6% . Interest is payable quarterly on March 25, June 25, September 25, and December 25 over five years. The first interest period ended on June 25, 2024. Hapoalim Facility A amortizes in quarterly installments over its five-year term and will be payable in the following aggregate annual amounts: (i) 10% of the principal amount of Hapoalim Facility A from March 18, 2024 until March 18, 2025, (ii) 25% of the principal amount of Hapoalim Facility A from March 18, 2025 until March 18, 2026, (iii) 27.5% of the principal amount of Hapoalim Facility A from March 18, 2026 until March 18, 2027, (iv) 27.5% of the principal amount of Hapoalim Facility A from March 18, 2027 until March 18, 2028, and (v) 10% of the principal amount of Hapoalim Facility A from March 18, 2028 until March 18, 2029. Hapoalim Facility B does not amortize and will be payable in full on March 18, 2029. The interest rate for borrowings under Hapoalim Facility C is, with respect to NIS-denominated loans, Hapoalim’s prime rate + 2.5%, and with respect to U.S. dollar-denominated loans, SOFR + 2.15%. Borrowings under Hapoalim Facility D will bear interest at the applicable interest rate set forth in the standard form documents entered into in connection with each utilization of Hapoalim Facility D. In addition, Pointer is required to pay a credit allocation fee in NIS, with respect to Hapoalim Facility C, and a non-utilization fee in U.S. dollars, with respect to Hapoalim Facility D, in each case, equal to 0.5% per annum on undrawn and uncancelled amounts of the revolving facilities during the period commencing on March 18, 2024 and ending on the last day of the applicable availability period of such revolving facilities. The Borrowers have also paid certain upfront fees and other fees and expenses to Hapoalim in connection with the A&R Credit Agreement. The Hapoalim Revolving Facilities mature on March 18, 2025. Borrowings under the Hapoalim Term Facilities are voluntarily prepayable at any time, in whole or in part, and are not subject to any prepayment premium. Voluntary prepayments of the Hapoalim Term Facilities must be made in minimum increments of NIS 1 million. In addition to certain customary mandatory prepayment requirements, the A&R Credit Agreement also requires Powerfleet Israel to make prepayments on the Hapoalim Term Facilities to the extent it receives distributions from Pointer, except for any such distributions made to cover certain expenses of Powerfleet Israel in its normal course of operations. The A&R Credit Agreement contains certain customary affirmative and negative covenants, including financial covenants with respect to Pointer’s net debt levels which must be less than 100% of Working Capital as defined in the A&R Credit Agreement, the ratio of each Borrower’s net debt to Pointer’s EBITDA must not exceed 4.75, Powerfleet Israel’s minimum equity which must not be less than $60,000, and the ratio of Powerfleet Israel’s equity to its total assets which must be greater than 35% and the ratio of Pointer’s net debt to EBITDA ratio must not exceed 2. The occurrence of any event of default under the A&R Credit Agreement may result in all outstanding indebtedness under the Hapoalim Credit Facilities becoming immediately due and payable. The financial covenants have been met for the quarter ending June 30, 2024. The Hapoalim Credit Facilities continue to be secured by first ranking and exclusive fixed and floating charges, including by Powerfleet Israel over the entire share capital of Pointer and by Pointer over all of its assets, as well as cross guarantees between Powerfleet Israel and Pointer, except that the Borrowers’ holdings in Pointer do Brasil Comercial Ltda., Pointer Argentina and Pointer South Africa are excluded from such floating charges. No other assets of the Company will serve as collateral under the Hapoalim Credit Facilities. The Hapoalim Term Facilities under the A&R Credit Agreement have been accounted for as modifications of the term facilities that were provided under the Prior Credit Agreement because the change in the present value of the cash flows under the A&R Credit Agreement is less than 10% of the present value of the cash flows under the Prior Credit Agreement. The proceeds of the Hapoalim Term Facilities ($30,000), less the prepayment of the term loans under the Prior Credit Facility (approximately $11,200), amounting to approximately $18,800, has been recognized as an increase in the carrying value of the prior term loans that was recognized previously. For the three months ended June 30, 2023, the Company recorded $35 of additional deferred costs to the original debt issuance costs and the refinancing fee paid to Hapoalim. For the three months ended June 30, 2024, the Company recorded $30 of amortization of the original debt issuance costs and the refinancing fee paid to Hapoalim. The Company recorded charges of $152 and $655 to interest expense on its consolidated statements of operations for the three months ended June 30, 2023 and 2024, respectively, related to interest expense associated with the Hapoalim debt. RMB Debt On March 7, 2024, the Company entered into the Facilities Agreement with RMB, pursuant to which RMB agreed to provide the Company with two term loan facilities in an aggregate principal amount of $85,000, composed of Facility A and Facility B, each with a principal amount of $42,500 (“RMB Facility A” and “RMB Facility B,” respectively, and collectively, the “RMB Facilities”). The Company drew down $85,000 in cash under the term loan facilities on March 13, 2024, and the proceeds to redeem all the outstanding shares of the Series A Preferred Stock and for general corporate purposes. The RMB Facilities are guaranteed by the Company, I.D. Systems and Movingdots, and there is a security agreement over the shares in Main Street 2000 Proprietary Limited, I.D. Systems, and Movingdots. The interest rates of borrowings under RMB Facility A and RMB Facility B are 8.699% per annum and 8.979% per annum, respectively. Interest is payable quarterly in arrears. RMB Facility A matures on March 31, 2027, and RMB Facility B matures on March 31, 2029. The Company may prepay the RMB Facilities at any time, subject to a minimum reduction of $5,000 and multiples of $1,000. If the Company prepays any amount during the first or second annual period of the funding, a refinancing fee equal to 2% or 1%, respectively, of the prepayment will be payable. Also, the RMB Facilities are mandatorily prepayable upon the occurrence of uncertain future events, such as a change of control or a transfer of the business. In the event that either prepayment occurs, the respective prepayment amount will be adjusted for RMB’s break gains or losses, which relate mainly to the unwinding of interest rate derivatives (the “Prepayment Derivative”) which RMB entered into with third parties to fix the interest rates on the RMB Facilities. Since RMB’s break gains/losses could result in the Company prepaying at a discount, or a premium, of 10% or more to the initial carrying amount of the RMB Facilities, the optional and contingent repayment features were to be embedded derivatives in the scope of ASC 815-15 Embedded Derivatives. The Prepayment Derivative within each RMB Facility has been bifurcated and accounted for at fair value separately from the respective debt-host contracts which are accounted for at amortized cost. The terms of the debt-host contracts have been bifurcated to adjust the carrying value of the debt upon separating the derivative. Upon initial recognition of the RMB Facilities, a Prepayment Derivative asset of $610 and $1,616 for RMB Facility A and RMB Facility B, respectively, was recognized with a corresponding increase in the initial carrying amount of each debt-host contract. The fair value of the embedded derivative is estimated using a “with-and-without” approach as the difference between the value of the RMB Facilities with and without the embedded derivative using both the binomial lattice model and discounted cash flow analysis. Key assumptions used were: Facility A Facility B Credit spread volatility 50 % 35 % Credit spread 4.48 % 4.99 % Credit rating B- B- Risk free rate SOFR Spot Rate SOFR Spot rate The Prepayment Derivative is classified as a level 3 in the fair value hierarchy due to the use of at least one significant unobservable input which is the credit spread volatility . At inception, the credit spread was an observable input based on the transaction price of the debt; however, in future periods, it will also be an unobservable input. For the Prepayment Derivative asset in RMB Facility A, a change of -10% in credit spread volatility would result in a decrease in the derivative asset of $190, while a change of +10% in credit spread volatility would result in an increase in the derivative asset of $158. For the Prepayment Derivative asset in RMB Facility B, a change of -10% in credit spread volatility would result in a decrease in the derivative asset of $465, while a change of +10% in credit spread volatility would result in an increase in the derivative asset of $416. The Prepayment Derivative assets are included in Other assets and their fair values were $610 and $1,616 for RMB Facility A and RMB Facility B, respectively, as of March 31, 2024 and June 30, 2024. The debt-host contracts are accounted for at amortized cost. Total debt issuance costs of approximately $1,000 were incurred. For the three months ended June 30, 2024, the Company recorded $77 of amortization of the original debt issuance costs and the refinancing fee to RMB. For the three-month periods ended March 31, 2024 and June 30, 2024, the Company recorded interest expense of $400 and $1,870, respectively. Scheduled contractual maturities of the long-term debt as of June 30, 2024 are as follows: 2025 (remaining) $ 1,458 2026 4,859 2027 47,845 2028 5,345 2029 54,162 113,669 Less: Current portion (2,597) Plus debt costs and prepayment 885 Total $ 111,957 |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 3 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of the following (in thousands): March 31, June 30, Accounts payable $ 20,025 46,104 Accrued warranty 1,138 1,550 Accrued compensation 8,956 13,425 Government authorities 3,062 5,135 Other current liabilities 827 2,557 $ 34,008 $ 68,771 The following table summarizes warranty activity for the three months ended June 30, 2023 and 2024 (in thousands): Three Months Ended June 30, 2023 2024 Accrued warranty reserve, beginning of year $ 2,255 2,926 Accrual for product warranties issued 430 247 Product replacements and other warranty expenditures (110) (86) Expiration of warranties (70) (9) Acquired through MiX Combination — 356 Foreign currency translation difference — — Accrued warranty reserve, end of period (1) $ 2,505 3,434 (1) Includes non-current accrued warranty included in other long-term liabilities at June 30, 2023 and 2024 of $1,739 and $1,884, respectively. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY Convertible Redeemable Preferred Stock: The Company is authorized to issue 150 shares of preferred stock, par value $0.01 per share of which 100 shares are designated Series A convertible preferred stock (“Series A Preferred Stock”) and 50 shares are undesignated. Series A Preferred Stock In connection with the completion of the Pointer acquisition, on October 3, 2019, the Company issued 50 shares of Series A Preferred Stock to ABRY Senior Equity V, L.P., ABRY Senior Equity Co-Investment Fund V, L.P and ABRY Investment Partnership, L.P. (the “Investors”). Concurrently with the closing of the MiX Combination on April 2, 2024, the Company used the net proceeds received from RMB and from incremental borrowing capacity as a result of the refinancing of credit facilities with Hapoalim to redeem in full for $90,300 for all of the outstanding shares of the Series A Preferred Stock. Dividends Holders of Series A Preferred Stock were entitled to receive cumulative dividends at a minimum rate of 7.5% per annum (calculated on the basis of the Series A Issue Price), quarterly in arrears. The dividends were payable at the Company’s election, in kind, through the issuance of additional shares of Series A Preferred Stock, or in cash, provided no dividend payment failure had occurred and was continuing and that there had not previously occurred two or more dividend payment failures. Commencing on the 66-month anniversary of the date on which any shares of Series A Preferred Stock were first issued (the “Original Issuance Date”), and on each monthly anniversary thereafter, the dividend rate would increase by 100 basis points, until the dividend rate reached 17.5% per annum, subject to the Company’s right to defer the increase for up to three consecutive months on terms set forth in the Company’s Amended and Restated Certificate of Incorporation (the “Charter”). During the three-month periods ended June 30, 2023 and June 30, 2024, the Company paid dividends in amounts equal to $1,129 and $25 respectively, to the holders of the Series A Preferred Stock. Dividends for the period ended March 31, 2024, plus accrued dividends through April 2, 2024, were paid in cash on the redemption date of the Series A Preferred Stock. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 3 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | 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 three-month period ended June 30, 2024 are as follows (in thousands): Foreign currency translation adjustment Accumulated other comprehensive loss Balance at April 1, 2024 $ (985) $ (985) Net current period change 418 418 Balance at June 30, 2024 $ (567) $ (567) The accumulated balances for each classification of other comprehensive loss for the three-month period ended June 30, 2023 are as follows (in thousands): Foreign currency translation adjustment Accumulated other comprehensive loss Balance at April 1, 2023 $ (1,098) $ (1,098) Net current period change 100 100 Balance at June 30, 2023 $ (998) $ (998) |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company operates in one reportable segment, wireless IoT asset management. The following table summarizes revenues by geographic region (in thousands): Three Months Ended June 30, 2023 2024 North America $ 16,765 $ 21,392 Israel 10,905 10,661 Africa 863 24,406 Europe and Middle East 599 7,837 Other 2,960 11,134 $ 32,092 $ 75,430 March 31, 2024 June 30, 2024 Long lived assets by geographic region: North America $ 4,083 $ 8,716 Israel 3,946 3,781 Africa 705 29,513 Europe and Middle East 2,850 4,482 Other 1,135 3,213 $ 12,719 $ 49,705 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 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. Three Months Ended June 30, 2023 2024 Domestic pre-tax book loss $ (10,470) $ (16,475) Foreign pre-tax book income (expense) 7,201 (4,771) Total loss before income taxes (3,269) (21,246) Income tax benefit (expense) 6 (1,053) Total loss after taxes $ (3,263) $ (22,299) Effective tax rate 0.18 % (4.96) % For the three-month periods ended June 30, 2023 and June 30, 2024, 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 jurisdictions, and certain discrete items. |
LEASES
LEASES | 3 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
LEASES | LEASES The Company determines whether an arrangement is a lease at inception. The Company has operating leases for office space, office equipment and vehicles. The Company’s leases have remaining lease terms of 1 year to 5 years, some of which include options to extend the lease term for up to 5 years. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and operating lease liabilities are recognized at the lease commencement date based on the present value of the future lease payments over the lease term. The operating lease ROU asset also includes any lease payments made in advance of lease commencement and excludes lease incentives. The lease terms used in the calculations of the operating ROU assets and operating lease liabilities include options to extend or terminate the lease when the Company is reasonably certain that it will exercise those options. Lease expense for lease payments is recognized on a straight-line basis over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company has lease agreements with lease and non-lease components, which are generally not accounted for separately. Where lease terms are 12-months or less, and meet the criteria for short-term lease classification, no ROU asset and no lease liability are recognized. 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. The components of lease cost are as follows (in thousands): Three Months Ended June 30, 2023 2024 Short-term lease cost $ 119 $ 207 Supplemental cash flow information and non-cash activity related to the Company’s operating leases are as follows (in thousands): Three Months Ended June 30, 2023 2024 Non-cash activity: Right-of-use assets obtained in exchange for lease obligations $ 424 $ 490 Weighted-average remaining lease term and discount rate for our operating leases are as follows: June 30, Weighted-average remaining lease term - operating leases (in years) (1) 3.48 Weighted-average discount rate 7.3 % (1) Including expected renewals where appropriate. Scheduled maturities of operating lease liabilities outstanding as of June 30, 2024 are as follows (in thousands): July 2024 - March 2025 $ 3,029 2026 3,498 2027 2,117 2028 1,372 2029 1,179 Thereafter 1,432 Total lease payments 12,627 Less: Imputed interest (1,631) Present value of lease payments $ 10,996 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 3 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The Company’s cash and cash equivalents, restricted cash and investments in securities 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 receivable, 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 loans to external parties included in other non-current assets is determined using unobservable market data (Level 3 inputs), that represent management ’ s estimate of current interest rates that a commercial lender would charge the borrower s. The fair value of the Company’s debt is based on observable relevant market information and future cash flows discounted at current rates, which are Level 2 measurements. The Prepayment Derivative within the RMB Facilities is classified as a level 3 in the fair value hierarchy due to the use of at least one significant unobservable input which is the credit spread volatility (see Note 13). March 31, 2024 June 30, 2024 Carrying Amount Fair Value Carrying Amount Fair Value Loans to external parties $ 475 $ 475 $ 492 $ 492 Debt $ 115,761 $ 116,278 $ 139,561 $ 136,818 Prepayment derivative $ 2,226 $ 2,226 $ 2,226 $ 2,226 |
CONCENTRATION OF CUSTOMERS
CONCENTRATION OF CUSTOMERS | 3 Months Ended |
Jun. 30, 2024 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATION OF CUSTOMERS | CONCENTRATION OF CUSTOMERS For the three-month periods ended June 30, 2023 and 2024, there were no customers that generated revenues greater than 10% of the Company’s consolidated total revenues or generated greater than 10% of the Company’s consolidated accounts receivable. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES 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 $189 plus $1,019 of interest and penalty, totaling $1,347 as of March 31, 2024 and $1,208 as of June 30, 2024. The Company is vigorously defending this tax assessment before the administrative court in Brazil, but in light of the administrative and judicial processes in Brazil, it could take up to 14 years before the dispute is finally resolved. In case the administrative court rules against the Company, the Company could claim before the judicial court, an appellate court in Brazil, a substantial reduction of interest charged, potentially reducing the Company’s total exposure. The Company’s legal counsel is of the opinion that the chance of loss is not probable and for this reason the Company has not made any provision. 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 $12,110 as of June 30, 2024. On August 14, 2018, the lower chamber of the State Tax Administrative Court in São Paulo rendered a decision that was favorable to Pointer Brazil in relation to the ICMS demands, but adverse in regards to the clerical obligation of keeping in good order a set of ICMS books and related tax receipts. The remaining claim after this administrative decision is $205. The state has appealed to the higher chamber of the State Tax Administrative Court. The Company’s legal counsel is of the opinion that the chance of loss is not probable and that no material costs will arise in respect to these claims. For this reason, the Company has not made any provision. Mobile Telephone Networks Proprietary Limited (“MTN”), a network service provider of MiX Telematics Africa, a subsidiary of the company, is entitled to claw back payments from MiX Telematics Africa in the event of early cancellation of the agreement or certain base connections not being maintained over the term of an amended network services agreement between the parties or certain base connections not being maintained over the term of such agreement. No connection incentive s will be received in terms of the amended network services agreement. The maximum potential liability under the arrangement as of March 31, 2024 and June 30, 2024 was $841 and $808, respectively. No loss is consider ed probable under this arrangement. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Jun. 30, 2024 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which requires additional operating segment disclosures in annual and interim consolidated financial statements. ASU 2023-07 is effective for annual periods beginning after December 15, 2023 and for interim periods beginning after December 15, 2024 on a retrospective basis, with early adoption permitted. The Company is evaluating the effect of adopting ASU 2023-07. In December 2023, the FASB issued Accounting Standards Update No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”), which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation and modifies other income tax-related disclosures. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a retrospective or prospective basis. The Company is evaluating the effect of adopting ASU 2023-09. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The directors are not aware of any matter material or otherwise arising since June 30, 2024 and up to the date of this report. |
DESCRIPTION OF THE COMPANY AN_2
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of preparation | 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 March 31, 2024 and June 30, 2024, the consolidated results of its operations for the three-month periods ended June 30, 2023 and 2024, the consolidated change in stockholders’ equity for the three-month periods ended June 30, 2023 and 2024, and the consolidated cash flows for the three-month periods ended June 30, 2023 and 2024. The results of operations for the three-month period ended June 30, 2024 are not necessarily indicative of the operating results for the full year. On May 8, 2024, our Board of Directors approved a change in our fiscal year end from December 31 to March 31 in order to better align our reporting calendar with the April 2, 2024 close of the MiX Combination and MiX Telematics’ historical March 31 fiscal year end. These financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures for the fiscal year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K for the year then ended, and the audited consolidated financial statements and related disclosures for the three-month transition period ended March 31, 2024 included in the Company’s Transition Report on Form 10-KT for the period then ended |
USE OF ESTIMATES | 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 assumptions used in business combinations, allowance for credit losses, income taxes, realization of deferred tax assets, accounting for uncertain tax positions, the impairment of intangible assets, including goodwill and long-lived assets, capitalized software development costs, inventory reserves, standalone selling prices (“SSP”), valuation of the derivative asset, and market-based stock-based compensation costs. Actual results could differ from those estimates. |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which requires additional operating segment disclosures in annual and interim consolidated financial statements. ASU 2023-07 is effective for annual periods beginning after December 15, 2023 and for interim periods beginning after December 15, 2024 on a retrospective basis, with early adoption permitted. The Company is evaluating the effect of adopting ASU 2023-07. In December 2023, the FASB issued Accounting Standards Update No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”), which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation and modifies other income tax-related disclosures. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a retrospective or prospective basis. The Company is evaluating the effect of adopting ASU 2023-09. |
ACQUISITION (Tables)
ACQUISITION (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Consideration Transferred, the Assets Acquired and Resulting Deferred Tax | The preliminary estimated fair value of the consideration transferred for MiX Telematics was $362.0 million as of the Implementation Date, which consisted of the following: (in thousands, except for share price and exchange ratio) April 2, Number of MiX Telematics ordinary shares outstanding 554,021 Exchange ratio 0.12762 Shares of Powerfleet common stock to be issued for MiX Telematics ordinary shares outstanding 70,704 Powerfleet stock price* 5.12 Fair value of Powerfleet common stock transferred to MiX Telematics shareholders 362,005 Replacement of acquiree’s equity awards by the acquirer** 7,818 Total fair value of preliminary consideration 369,823 * Powerfleet’s closing share price on April 2, 2024. ** The portion of the fair-value-based measure of the replacement award that is part of the consideration transferred in exchange for the acquiree equals the portion of the acquiree award that is attributable to pre-combination vesting. |
Schedule of Preliminary Allocation of Purchase Price | The preliminary allocation of purchase price was as follows (in thousands): April 2, Assets acquired: Cash and cash equivalents $ 26,737 Restricted cash 794 Accounts receivable, net 24,675 Inventory, net 4,142 Prepaid expenses and other current assets 8,886 Fixed assets, net 35,587 Intangible assets, net 153,000 Right-of-use asset 3,794 Deferred tax assets 1,093 Other assets 973 Total assets acquired $ 259,681 Liabilities assumed: Short-term bank debt and current maturities of long-term debt $ 20,158 Accounts payable and accrued expenses 26,400 Deferred revenue - current 6,394 Lease liability - current 859 Income taxes payable 355 Lease liability - less current portion 2,852 Deferred tax liability 48,725 Other long-term liabilities 484 Total liabilities assumed $ 106,227 Total identifiable net assets acquired $ 153,454 Non-controlling interest (5) Goodwill 216,374 Purchase price consideration $ 369,823 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The following table sets forth preliminary estimated fair values of the components of the identifiable intangible assets acquired and their estimated useful lives: (in thousands) Fair value Weighted average useful lives Trade name $ 10,000 14 years Developed technology 30,000 5 years Customer relationships 113,000 13 years $ 153,000 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents the Company’s revenues disaggregated by revenue source for the three-months ended June 30, 2023 and 2024 (in thousands): Three Months Ended June 30, 2023 2024 Products $ 11,084 $ 18,738 Services 21,008 56,692 $ 32,092 $ 75,430 |
Schedule of Contract with Customer, Contract Asset, Contract Liability | The balances of contract assets and contract liabilities from contracts with customers are as follows as of March 31, 2024 and June 30, 2024 (in thousands): March 31, 2024 June 30, 2024 Contract Assets: Deferred contract cost (1) $ 2,632 $ 4,322 Deferred costs - current $ 42 $ 24 Contract Liabilities Deferred revenue – services (2) $ 10,674 $ 14,724 Deferred revenue – products (2) 60 120 10,734 14,844 Less: Deferred revenue – current (5,842) (10,019) Deferred revenue – less current portion $ 4,892 $ 4,825 (1) Deferred Contract costs are included in Other assets on the Condensed Consolidated Balance sheets. (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 June 30, 2023 and 2024, the Company recognized revenue of $1,766 an d $2,986, respectively, which was included in the deferred revenue balance at the beginning of each reporting period. The Company expects to recognize as revenue through year 2029, when it transfers those goods and services and, therefore, satisfies its performance obligation to the customers. |
ALLOWANCE FOR CREDIT LOSSES (Ta
ALLOWANCE FOR CREDIT LOSSES (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Receivables [Abstract] | |
Schedule of Allowance for Credit Loss | An analysis of the allowance for credit losses for the periods ended June 30, 2023 and 2024 is as follows (in thousands): Three Months Ended June 30, 2023 2024 Allowance for credit losses, March 31 $ 2,328 $ 3,197 Current period provision for expected credit losses 598 1,993 Write-offs charged against the allowance (222) (1,509) Foreign currency translation 62 46 Allowance for credit losses, June 30 $ 2,766 $ 3,727 |
PREPAID EXPENSES AND OTHER AS_2
PREPAID EXPENSES AND OTHER ASSETS (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets comprise the following (in thousands): March 31, June 30, Sales-type lease receivables, current $ 1,100 $ 1,125 Prepaid expenses* 2,817 5,772 Contract assets 1,162 1,141 Tax receivables 125 790 Vat receivable — 2,059 Sundry debtors — 2,602 Other current assets 2,887 3,009 $ 8,091 $ 16,498 *This represents the prepaid portion of total deferred contract assets |
INVENTORY (Tables)
INVENTORY (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following (in thousands): March 31, June 30, Components $ 9,403 $ 9,195 Work in process 49 1,788 Finished goods, net 12,206 14,849 $ 21,658 $ 25,832 |
FIXED ASSETS (Tables)
FIXED ASSETS (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
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 (in thousands): March 31, June 30, Installed and uninstalled products $ 11,030 $ 46,129 Computer software 11,496 12,231 Computer and electronic equipment 6,179 7,126 Furniture and fixtures 2,361 3,733 Leasehold improvements 1,498 1,445 Plant and equipment — 293 Assets in progress — 19 32,564 70,976 Accumulated depreciation and amortization (19,845) (21,271) $ 12,719 $ 49,705 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The following table summarizes identifiable intangible assets of the Company as of March 31, 2024 and June 30, 2024 (in thousands): June 30, 2024 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 1 - 13 $ 132,264 $ (10,834) $ 121,430 Trademark and tradename 3 - 15 17,553 (4,253) 13,300 Patents 7 - 11 628 (486) 142 Technology 1 - 20 44,561 (14,236) 30,325 Software to be sold or leased 3 - 6 5,727 (996) 4,731 200,733 (30,805) 169,928 Unamortized Customer list 104 — 104 Trademark and tradename 61 — 61 165 — 165 Total $ 200,898 $ (30,805) $ 170,093 March 31, 2024 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 9 - 12 $ 19,264 $ (8,012) $ 11,252 Trademark and tradename 3 - 15 7,553 (3,877) 3,676 Patents 7 - 11 628 (464) 164 Technology 7 10,911 (10,911) — Software to be sold or leased 3 5,159 (764) 4,395 43,515 (24,028) 19,487 Unamortized Customer list 104 — 104 Trademark and tradename 61 — 61 165 — 165 Total $ 43,680 $ (24,028) $ 19,652 |
Schedule of Indefinite-Lived Intangible Assets | The following table summarizes identifiable intangible assets of the Company as of March 31, 2024 and June 30, 2024 (in thousands): June 30, 2024 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 1 - 13 $ 132,264 $ (10,834) $ 121,430 Trademark and tradename 3 - 15 17,553 (4,253) 13,300 Patents 7 - 11 628 (486) 142 Technology 1 - 20 44,561 (14,236) 30,325 Software to be sold or leased 3 - 6 5,727 (996) 4,731 200,733 (30,805) 169,928 Unamortized Customer list 104 — 104 Trademark and tradename 61 — 61 165 — 165 Total $ 200,898 $ (30,805) $ 170,093 March 31, 2024 Useful Lives (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortized: Customer relationships 9 - 12 $ 19,264 $ (8,012) $ 11,252 Trademark and tradename 3 - 15 7,553 (3,877) 3,676 Patents 7 - 11 628 (464) 164 Technology 7 10,911 (10,911) — Software to be sold or leased 3 5,159 (764) 4,395 43,515 (24,028) 19,487 Unamortized Customer list 104 — 104 Trademark and tradename 61 — 61 165 — 165 Total $ 43,680 $ (24,028) $ 19,652 |
Schedule of Estimated Future Amortization Expense | Estimated future amortization expense for each of the five succeeding fiscal years for these intangible assets is as follows: 2025 (remaining) $ 15,528 2026 22,138 2027 21,145 2028 18,067 2029 14,578 Thereafter 78,472 $ 169,928 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock Options | The following table summarizes the activity relating to the Company’s market-based stock options for the three-month period ended June 30, 2024: Options Weighted- Weighted Average Contractual Remaining Term (years) Aggregate Intrinsic Values (in thousands)* Outstanding as of April 1, 2024 5,445 13.39 — — Granted — — — — Exercised — — — — Forfeited — — — — Outstanding as of June 30, 2024 5,445 13.39 7.72 $ 1,488 Vested as of June 30, 2024 — — — $ — The following table summarizes the activity relating to the Company’s stock options, excluding the market-based stock options, for the three-month period ended June 30, 2024: Options Weighted- Weighted Average Contractual Remaining Term (years) Aggregate Intrinsic Values (in thousands)* Outstanding as of April 1, 2024 1,979 4.68 — — Granted 375 4.31 — — Exercised — — — — Forfeited (6) 6.10 — — Outstanding as of June 30, 2024 2,348 4.62 7.2 $ 779 Vested as of June 30, 2024 1,973 4.67 6.6 $ 779 |
Schedule of Fair Value Valuation 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: June 30, 2023 June 30, 2024 Expected volatility 55.6 % 60.2 % Expected life of options 6.1 6.5 Risk free interest rate 3.87 % 4.23 % Dividend yield — — Weighted-average fair value of options granted during the year $1.66 $2.66 |
Schedule of Restricted Stock Activity | A summary of all non-vested restricted stock for the three-month period ended June 30, 2024 is as follows: Number of Weighted- Average Non-vested, March 31, 2024 1,370 2.68 Granted 54 5.45 Vested (1,369) 2.68 Forfeited or expired — — Non-vested, June 30, 2024 55 2.68 |
Schedule of Unvested SARs Activities | The following table summarizes the activities for the outstanding SARs: Number of SARs Weighted- Weighted Average Contractual Remaining Term (years) Aggregate Intrinsic Values (in thousands)* Outstanding as of April 1, 2024 — — Acquired through MiX Combination 5,740 2.61 Granted — — Exercised — — Forfeited — — Outstanding as of June 30, 2024 5,740 2.61 3.33 Vested as of June 30, 2024 1,813 2.98 1.80 $ 2,881 |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Net Loss Per Share Basic and Diluted | Net loss per share for the three-month periods ended June 30, 2023 and 2024 are as follows: Three Months Ended June 30, 2023 2024 Basic and diluted loss per share Net loss attributable to common stockholders $ (6,170) $ (22,337) Net loss per share attributable to common stockholders - basic and diluted $ (0.17) $ (0.21) Weighted-average common share outstanding - basic and diluted 35,605 107,136 |
SHORT-TERM BANK DEBT AND LONG_2
SHORT-TERM BANK DEBT AND LONG-TERM DEBT (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Short-Term Debt | March 31, June 30, Short-term bank debt $ — $ 25,007 Current maturities of long-term debt $ 1,951 $ 2,597 Long-term debt - less current maturities $ 113,810 $ 111,957 |
Schedule of Key Assumptions | Key assumptions used were: Facility A Facility B Credit spread volatility 50 % 35 % Credit spread 4.48 % 4.99 % Credit rating B- B- Risk free rate SOFR Spot Rate SOFR Spot rate |
Schedule of Contractual Maturities of Long-Term Debt | Scheduled contractual maturities of the long-term debt as of June 30, 2024 are as follows: 2025 (remaining) $ 1,458 2026 4,859 2027 47,845 2028 5,345 2029 54,162 113,669 Less: Current portion (2,597) Plus debt costs and prepayment 885 Total $ 111,957 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued expenses consist of the following (in thousands): March 31, June 30, Accounts payable $ 20,025 46,104 Accrued warranty 1,138 1,550 Accrued compensation 8,956 13,425 Government authorities 3,062 5,135 Other current liabilities 827 2,557 $ 34,008 $ 68,771 |
Schedule of Product Warranty Liability | The following table summarizes warranty activity for the three months ended June 30, 2023 and 2024 (in thousands): Three Months Ended June 30, 2023 2024 Accrued warranty reserve, beginning of year $ 2,255 2,926 Accrual for product warranties issued 430 247 Product replacements and other warranty expenditures (110) (86) Expiration of warranties (70) (9) Acquired through MiX Combination — 356 Foreign currency translation difference — — Accrued warranty reserve, end of period (1) $ 2,505 3,434 (1) Includes non-current accrued warranty included in other long-term liabilities at June 30, 2023 and 2024 of $1,739 and $1,884, respectively. |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The accumulated balances for each classification of other comprehensive loss for the three-month period ended June 30, 2024 are as follows (in thousands): Foreign currency translation adjustment Accumulated other comprehensive loss Balance at April 1, 2024 $ (985) $ (985) Net current period change 418 418 Balance at June 30, 2024 $ (567) $ (567) The accumulated balances for each classification of other comprehensive loss for the three-month period ended June 30, 2023 are as follows (in thousands): Foreign currency translation adjustment Accumulated other comprehensive loss Balance at April 1, 2023 $ (1,098) $ (1,098) Net current period change 100 100 Balance at June 30, 2023 $ (998) $ (998) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
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 (in thousands): Three Months Ended June 30, 2023 2024 North America $ 16,765 $ 21,392 Israel 10,905 10,661 Africa 863 24,406 Europe and Middle East 599 7,837 Other 2,960 11,134 $ 32,092 $ 75,430 March 31, 2024 June 30, 2024 Long lived assets by geographic region: North America $ 4,083 $ 8,716 Israel 3,946 3,781 Africa 705 29,513 Europe and Middle East 2,850 4,482 Other 1,135 3,213 $ 12,719 $ 49,705 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Before Income Tax Domestic and Foreign | Three Months Ended June 30, 2023 2024 Domestic pre-tax book loss $ (10,470) $ (16,475) Foreign pre-tax book income (expense) 7,201 (4,771) Total loss before income taxes (3,269) (21,246) Income tax benefit (expense) 6 (1,053) Total loss after taxes $ (3,263) $ (22,299) Effective tax rate 0.18 % (4.96) % |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Schedule of Components of Lease Cost | The components of lease cost are as follows (in thousands): Three Months Ended June 30, 2023 2024 Short-term lease cost $ 119 $ 207 |
Schedule of Cash Flow Information and Non Cash Activity of Operating Leases | Supplemental cash flow information and non-cash activity related to the Company’s operating leases are as follows (in thousands): Three Months Ended June 30, 2023 2024 Non-cash activity: Right-of-use assets obtained in exchange for lease obligations $ 424 $ 490 |
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: June 30, Weighted-average remaining lease term - operating leases (in years) (1) 3.48 Weighted-average discount rate 7.3 % (1) Including expected renewals where appropriate. |
Schedule Maturities of Operating Lease Liabilities | Scheduled maturities of operating lease liabilities outstanding as of June 30, 2024 are as follows (in thousands): July 2024 - March 2025 $ 3,029 2026 3,498 2027 2,117 2028 1,372 2029 1,179 Thereafter 1,432 Total lease payments 12,627 Less: Imputed interest (1,631) Present value of lease payments $ 10,996 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | March 31, 2024 June 30, 2024 Carrying Amount Fair Value Carrying Amount Fair Value Loans to external parties $ 475 $ 475 $ 492 $ 492 Debt $ 115,761 $ 116,278 $ 139,561 $ 136,818 Prepayment derivative $ 2,226 $ 2,226 $ 2,226 $ 2,226 |
DESCRIPTION OF THE COMPANY AN_3
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Net loss attributable to common stockholders | $ (22,337) | $ (6,170) | |||
Additional paid-in capital | 578,514 | $ 202,607 | [1] | ||
Cash and cash equivalents | 30,242 | 21,729 | 24,354 | [1] | $ 24,780 |
Working capital | 25,044 | ||||
Cash including restricted cash and cash equivalents | $ 31,393 | 22,038 | $ 109,664 | $ 25,089 | |
Adjustments | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Net loss attributable to common stockholders | (1,604) | ||||
Additional paid-in capital | $ (1,604) | ||||
[1]Derived from audited balance sheet as of March 31, 2024. |
ACQUISITION - Narrative (Detail
ACQUISITION - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | Apr. 02, 2024 | |
Powerfleet Israel Ltd. | |||
Business Acquisition [Line Items] | |||
Percentage of top 20 institutional investor (percent) | 30% | ||
MiX Telematics | |||
Business Acquisition [Line Items] | |||
Percentage of top 20 institutional investor (percent) | 9% | ||
Total percentage of shares held by shareholders | 65% | ||
MiX Telematics | |||
Business Acquisition [Line Items] | |||
Voting rights | 35% | ||
Acquisition-related costs | $ 14,491 | $ 20,291 | |
Pro forma revenue | 43,689 | ||
Pro forma net loss | $ 6,932 | ||
MiX Telematics | MiX Telematics | |||
Business Acquisition [Line Items] | |||
Voting rights | 65.50% |
ACQUISITION - Estimated Fair Va
ACQUISITION - Estimated Fair Value of the Consideration Transferred (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Apr. 02, 2024 | Jun. 30, 2024 | Jun. 30, 2023 |
Business Acquisition [Line Items] | |||
Powerfleet stock price (in dollars per share) | $ 5.12 | $ 2.66 | $ 1.66 |
MiX Telematics | |||
Business Acquisition [Line Items] | |||
Number of MiX Telematics ordinary shares outstanding (in shares) | 554,021 | ||
Exchange ratio | 12.762% | ||
Shares of Powerfleet common stock to be issued for MiX Telematics ordinary shares outstanding (in shares) | 70,704 | ||
Total fair value of preliminary consideration | $ 369,823 | ||
MiX Telematics | Fair value of Powerfleet common stock transferred to MiX Telematics shareholders | |||
Business Acquisition [Line Items] | |||
Fair value of Powerfleet common stock transferred to MiX Telematics shareholders | 362,005 | ||
MiX Telematics | Replacement Equity Awards | |||
Business Acquisition [Line Items] | |||
Replacement of acquiree's equity awards by the acquirer | $ 7,818 |
ACQUISITION - Schedule of Consi
ACQUISITION - Schedule of Consideration Transferred, the Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Apr. 02, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | [1] |
Liabilities assumed: | ||||
Goodwill | $ 300,775 | $ 83,487 | ||
MiX Telematics | ||||
Assets acquired: | ||||
Cash and cash equivalents | $ 26,737 | |||
Restricted cash | 794 | |||
Accounts receivable, net | 24,675 | |||
Inventory, net | 4,142 | |||
Prepaid expenses and other current assets | 8,886 | |||
Fixed assets, net | 35,587 | |||
Intangible assets, net | 153,000 | |||
Right-of-use asset | 3,794 | |||
Deferred tax assets | 1,093 | |||
Other assets | 973 | |||
Total assets acquired | 259,681 | |||
Liabilities assumed: | ||||
Short-term bank debt and current maturities of long-term debt | 20,158 | |||
Accounts payable and accrued expenses | 26,400 | |||
Deferred revenue - current | 6,394 | |||
Lease liability - current | 859 | |||
Income taxes payable | 355 | |||
Lease liability - less current portion | 2,852 | |||
Deferred tax liability | 48,725 | |||
Other long-term liabilities | 484 | |||
Total liabilities assumed | 106,227 | |||
Total identifiable net assets acquired | 153,454 | |||
Non-controlling interest | (5) | |||
Goodwill | 216,374 | |||
Total fair value of preliminary consideration | $ 369,823 | |||
[1]Derived from audited balance sheet as of March 31, 2024. |
ACQUISITION - Schedule of Ident
ACQUISITION - Schedule of Identifiable Intangible Assets Acquired and Estimated Useful Lives (Details) - MiX Telematics $ in Thousands | Apr. 02, 2024 USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, net | $ 153,000 |
Trade name | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, net | $ 10,000 |
Weighted average useful lives | 14 years |
Developed technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, net | $ 30,000 |
Weighted average useful lives | 5 years |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, net | $ 113,000 |
Weighted average useful lives | 13 years |
CASH AND CASH EQUIVALENTS (Deta
CASH AND CASH EQUIVALENTS (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 |
MiX Telematics Enterprise BEE Trust | ||
Restricted Cash and Cash Equivalents | ||
Cash | $ 787 | |
Facilities Agreement | ||
Restricted Cash and Cash Equivalents | ||
Escrow deposit | $ 85,000 | |
Vendor Related Property | ||
Restricted Cash and Cash Equivalents | ||
Escrow deposit | 310 | $ 310 |
Lease Agreements | ||
Restricted Cash and Cash Equivalents | ||
Cash | $ 54 |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregated By Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Capitalized Contract Cost [Line Items] | ||
Total revenues | $ 75,430 | $ 32,092 |
Products | ||
Capitalized Contract Cost [Line Items] | ||
Total revenues | 18,738 | 11,084 |
Services | ||
Capitalized Contract Cost [Line Items] | ||
Total revenues | $ 56,692 | $ 21,008 |
REVENUE RECOGNITION - Contract
REVENUE RECOGNITION - Contract Assets and Contract Liabilities from Contracts With Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2024 | ||
Contract Assets: | ||||
Deferred contract cost | $ 4,322 | $ 2,632 | ||
Deferred costs - current | 24 | 42 | [1] | |
Contract Liabilities | ||||
Deferred revenue | 14,844 | 10,734 | ||
Less: Deferred revenue – current | (10,019) | (5,842) | [1] | |
Deferred revenue - less current portion | 4,825 | 4,892 | [1] | |
Revenue | 2,986 | $ 1,766 | ||
Service | ||||
Contract Liabilities | ||||
Deferred revenue | 14,724 | 10,674 | ||
Product | ||||
Contract Liabilities | ||||
Deferred revenue | $ 120 | $ 60 | ||
[1]Derived from audited balance sheet as of March 31, 2024. |
ALLOWANCE FOR CREDIT LOSSES - S
ALLOWANCE FOR CREDIT LOSSES - Schedule of Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Allowance for credit losses, beginning balance | $ 3,197 | $ 2,328 |
Current period provision for expected credit losses | 1,993 | 598 |
Write-offs charged against the allowance | (1,509) | (222) |
Foreign currency translation | 46 | 62 |
Allowance for credit losses, ending balance | $ 3,727 | $ 2,766 |
PREPAID EXPENSES AND OTHER AS_3
PREPAID EXPENSES AND OTHER ASSETS (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Sales-type lease receivables, current | $ 1,125 | $ 1,100 | |
Prepaid expenses | 5,772 | 2,817 | |
Contract assets | 1,141 | 1,162 | |
Tax receivables | 790 | 125 | |
Vat receivable | 2,059 | 0 | |
Sundry debtors | 2,602 | 0 | |
Other current assets | 3,009 | 2,887 | |
Prepaid expenses and other current assets | $ 16,498 | $ 8,091 | [1] |
[1]Derived from audited balance sheet as of March 31, 2024. |
INVENTORY - Narrative (Details)
INVENTORY - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 |
Inventory Disclosure [Abstract] | ||
Inventory valuation reserve | $ 97 | $ 538 |
INVENTORY - Schedule of Invento
INVENTORY - Schedule of Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |||
Components | $ 9,195 | $ 9,403 | |
Work in process | 1,788 | 49 | |
Finished goods, net | 14,849 | 12,206 | |
Inventory, net | $ 25,832 | $ 21,658 | [1] |
[1]Derived from audited balance sheet as of March 31, 2024. |
FIXED ASSETS - Schedule of Owne
FIXED ASSETS - Schedule of Owned Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 70,976 | $ 32,564 | |
Accumulated depreciation and amortization | (21,271) | (19,845) | |
Property, plant and equipment, net, total | 49,705 | 12,719 | [1] |
Installed and uninstalled products | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 46,129 | 11,030 | |
Computer software | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 12,231 | 11,496 | |
Computer and electronic equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 7,126 | 6,179 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 3,733 | 2,361 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 1,445 | 1,498 | |
Plant and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 293 | 0 | |
Assets in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 19 | $ 0 | |
[1]Derived from audited balance sheet as of March 31, 2024. |
FIXED ASSETS - Narrative (Detai
FIXED ASSETS - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation, depletion and amortization, nonproduction | $ 4,749 | $ 967 |
INTANGIBLE ASSETS AND GOODWIL_2
INTANGIBLE ASSETS AND GOODWILL - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 200,733 | $ 43,515 | |
Accumulated Amortization | (30,805) | (24,028) | |
Net Carrying Amount | 169,928 | 19,487 | |
Indefinite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets (excluding goodwill) | 165 | 165 | |
Gross Carrying Amount | 200,898 | 43,680 | |
Accumulated Amortization | (30,805) | (24,028) | |
Net Carrying Amount | 170,093 | 19,652 | [1] |
Customer list | |||
Indefinite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets (excluding goodwill) | 104 | 104 | |
Trademark and tradename | |||
Indefinite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets (excluding goodwill) | 61 | 61 | |
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 132,264 | 19,264 | |
Accumulated Amortization | (10,834) | (8,012) | |
Net Carrying Amount | 121,430 | 11,252 | |
Indefinite-Lived Intangible Assets [Line Items] | |||
Accumulated Amortization | $ (10,834) | $ (8,012) | |
Customer relationships | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 1 year | 9 years | |
Customer relationships | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 13 years | 12 years | |
Trademark and tradename | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 17,553 | $ 7,553 | |
Accumulated Amortization | (4,253) | (3,877) | |
Net Carrying Amount | 13,300 | 3,676 | |
Indefinite-Lived Intangible Assets [Line Items] | |||
Accumulated Amortization | $ (4,253) | $ (3,877) | |
Trademark and tradename | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 3 years | 3 years | |
Trademark and tradename | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 15 years | 15 years | |
Patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 628 | $ 628 | |
Accumulated Amortization | (486) | (464) | |
Net Carrying Amount | 142 | 164 | |
Indefinite-Lived Intangible Assets [Line Items] | |||
Accumulated Amortization | $ (486) | $ (464) | |
Patents | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 7 years | 7 years | |
Patents | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 11 years | 11 years | |
Technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 7 years | ||
Gross Carrying Amount | $ 44,561 | $ 10,911 | |
Accumulated Amortization | (14,236) | (10,911) | |
Net Carrying Amount | 30,325 | 0 | |
Indefinite-Lived Intangible Assets [Line Items] | |||
Accumulated Amortization | $ (14,236) | $ (10,911) | |
Technology | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 1 year | ||
Technology | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 20 years | ||
Software to be sold or leased | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 3 years | ||
Gross Carrying Amount | $ 5,727 | $ 5,159 | |
Accumulated Amortization | (996) | (764) | |
Net Carrying Amount | 4,731 | 4,395 | |
Indefinite-Lived Intangible Assets [Line Items] | |||
Accumulated Amortization | $ (996) | $ (764) | |
Software to be sold or leased | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 3 years | ||
Software to be sold or leased | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (In Years) | 6 years | ||
[1]Derived from audited balance sheet as of March 31, 2024. |
INTANGIBLE ASSETS AND GOODWIL_3
INTANGIBLE ASSETS AND GOODWILL - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 5,586 | $ 1,356 |
Customer relationships | Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average amortization period (in years) | 12 years 8 months 12 days | |
Trademark and tradename | Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average amortization period (in years) | 12 years 1 month 6 days | |
Patents | Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average amortization period (in years) | 7 years | |
Technology | Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average amortization period (in years) | 11 years 7 months 6 days | |
Software to be sold or leased | Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-average amortization period (in years) | 3 years |
INTANGIBLE ASSETS AND GOODWIL_4
INTANGIBLE ASSETS AND GOODWILL - Schedule of Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2025 (remaining) | $ 15,528 | |
2026 | 22,138 | |
2027 | 21,145 | |
2028 | 18,067 | |
2029 | 14,578 | |
Thereafter | 78,472 | |
Net Carrying Amount | $ 169,928 | $ 19,487 |
STOCK-BASED COMPENSATION - Narr
STOCK-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested (in shares) | 375 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 1,817 | $ 585 |
Total fair value of share options vested | 1,457 | 562 |
Unrecognized compensation costs | $ 983 | |
Expected period for recognition of unvested awards | 1 year 4 months 2 days | |
Stock Options One | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation costs | $ 3,597 | |
Expected period for recognition of unvested awards | 7 years 8 months 19 days | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 3,095 | $ 267 |
Expected period for recognition of unvested awards | 10 months 17 days | |
Unrecognized compensation to non-vested shares | $ 258 | |
SARs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 1,000 | |
Unrecognized compensation costs | $ 7,500 | |
Expected period for recognition of unvested awards | 3 years 3 months 3 days |
STOCK-BASED COMPENSATION - Sche
STOCK-BASED COMPENSATION - Schedule of Stock Options (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | |
Weighted- Average Exercise Price | |
Weighted average remaining contractual term, vest | 6 years 7 months 6 days |
Aggregate intrinsic value, vest | $ | $ 779 |
Stock Options Including Market Based Stock | |
Options | |
Outstanding, beginning balance (in shares) | shares | 5,445 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Outstanding, ending balance (in shares) | shares | 5,445 |
Vested (in shares) | shares | 0 |
Weighted- Average Exercise Price | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 13.39 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 0 |
Outstanding, ending balance (in dollars per share) | $ / shares | 13.39 |
Vested (in dollars per share) | $ / shares | $ 0 |
Weighted average remaining contractual term, outstanding | 7 years 8 months 19 days |
Aggregate intrinsic value, outstanding | $ | $ 1,488 |
Aggregate intrinsic value, vest | $ | $ 0 |
Stock Options Excluding Market Based Stock | |
Options | |
Outstanding, beginning balance (in shares) | shares | 1,979 |
Granted (in shares) | shares | 375 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | (6) |
Outstanding, ending balance (in shares) | shares | 2,348 |
Vested (in shares) | shares | 1,973 |
Weighted- Average Exercise Price | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 4.68 |
Granted (in dollars per share) | $ / shares | 4.31 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 6.10 |
Outstanding, ending balance (in dollars per share) | $ / shares | 4.62 |
Vested (in dollars per share) | $ / shares | $ 4.67 |
Weighted average remaining contractual term, outstanding | 7 years 2 months 12 days |
Aggregate intrinsic value, outstanding | $ | $ 779 |
STOCK-BASED COMPENSATION - Sc_2
STOCK-BASED COMPENSATION - Schedule of Fair Value Valuation Assumptions (Details) - $ / shares | 3 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Apr. 02, 2024 | |
Share-Based Payment Arrangement [Abstract] | |||
Expected volatility | 60.20% | 55.60% | |
Expected life of options | 6 years 6 months | 6 years 1 month 6 days | |
Risk free interest rate | 4.23% | 3.87% | |
Dividend yield | 0% | 0% | |
Weighted-average fair value of options granted during the year (in dollars per share) | $ 2.66 | $ 1.66 | $ 5.12 |
STOCK-BASED COMPENSATION - Sc_3
STOCK-BASED COMPENSATION - Schedule of All Non-Vested Restricted Stock (Details) - RSUs | 3 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Number of Non-Vested Shares | |
Non-vested as of beginning of period (in shares) | shares | 1,370 |
Granted (in shares) | shares | 54 |
Vested (in shares) | shares | (1,369) |
Forfeited or expired (in shares) | shares | 0 |
Non-vested as of end of period (in shares) | shares | 55 |
Weighted- Average Grant Date Fair Value | |
Non-vested as of beginning of period (in dollars per share) | $ / shares | $ 2.68 |
Granted (in dollars per share) | $ / shares | 5.45 |
Vested (in dollars per share) | $ / shares | 2.68 |
Forfeited or expired (in dollars per share) | $ / shares | 0 |
Non-vested as of end of period (in dollars per share) | $ / shares | $ 2.68 |
STOCK-BASED COMPENSATION - Sc_4
STOCK-BASED COMPENSATION - Schedule of Activities for the Outstanding SARs (Details) - Stock Appreciation Rights $ / shares in Units, $ in Thousands | 3 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | |
Number of SARs | |
Outstanding, beginning balance (in shares) | shares | 0 |
Acquired through MiX Combination (in shares) | shares | 5,740 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Outstanding, ending balance (in shares) | shares | 5,740 |
Vested (in shares) | shares | 1,813 |
Weighted- Average Exercise Price | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 0 |
Acquired through MiX Combination (in dollars per share) | $ / shares | 2.61 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 0 |
Outstanding, ending balance (in dollars per share) | $ / shares | 2.61 |
Vested (in dollars per share) | $ / shares | $ 2.98 |
Stock Options Additional Disclosures | |
Weighted average contractual remaining term, outstanding (in years) | 3 years 3 months 29 days |
Weighted average contractual remaining term, vested (in years) | 1 year 9 months 18 days |
Aggregate intrinsic values, vested | $ | $ 2,881 |
NET LOSS PER SHARE - Schedule o
NET LOSS PER SHARE - Schedule of Net Loss Per Share Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Basic and diluted loss per share | ||
Net loss attributable to common stockholders - basic | $ (22,337) | $ (6,170) |
Net loss attributable to common stockholders - diluted | $ (22,337) | $ (6,170) |
Net loss per share attributable to common stockholders - basic (in dollars per share) | $ (0.21) | $ (0.17) |
Net loss per share attributable to common stockholders - diluted (in dollars per share) | $ (0.21) | $ (0.17) |
Weighted-average common share outstanding - basic (in shares) | 107,136 | 35,605 |
Weighted-average common share outstanding - diluted (in shares) | 107,136 | 35,605 |
SHORT-TERM BANK DEBT AND LONG_3
SHORT-TERM BANK DEBT AND LONG-TERM DEBT - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |||
Short-term bank debt | $ 25,007 | $ 0 | |
Current maturities of long-term debt | 2,597 | 1,951 | |
Long-term debt - less current maturities | $ 111,957 | $ 113,810 | [1] |
[1]Derived from audited balance sheet as of March 31, 2024. |
SHORT-TERM BANK DEBT AND LONG_4
SHORT-TERM BANK DEBT AND LONG-TERM DEBT - Narrative (Details) ₪ in Millions | 3 Months Ended | |||||||||||
Mar. 18, 2024 USD ($) loan | Mar. 14, 2024 USD ($) | Mar. 13, 2024 USD ($) | Mar. 07, 2024 USD ($) loan | Jun. 30, 2024 USD ($) loan | Mar. 31, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 ZAR (R) loan | Jun. 30, 2024 ILS (₪) loan | Mar. 14, 2024 ZAR (R) | Nov. 15, 2022 ZAR (R) | ||
Line of Credit Facility [Line Items] | ||||||||||||
Borrowing facilities outstanding | $ 24,323,000 | |||||||||||
Book overdrafts | 684,000 | |||||||||||
Proceeds to prepay loan | $ 11,200,000 | |||||||||||
Minimum equity | $ 390,417,000 | $ 38,531,000 | [1] | |||||||||
Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Debt instrument, term | 5 years | |||||||||||
Debt instrument, basis spread on variable rate | 6% | |||||||||||
RMB Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Maximum borrowing capacity | $ 19,200,000 | |||||||||||
Hapoalim Term Facilities | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Proceeds from lines of credit | $ 30,000,000 | $ 30,000,000 | ||||||||||
Proceeds to prepay loan | $ 11,200,000 | |||||||||||
Equity to total assets, percentage | 35% | 35% | 35% | |||||||||
Net debt to EBITDA ratio | 2 | 2 | 2 | |||||||||
Present value of cash flow maximum availability, percentage | 10% | 10% | 10% | |||||||||
Increase in carrying amount | $ 18,800,000 | |||||||||||
Increase in deferred finance cost | $ 35,000 | |||||||||||
Amortization of debt issuance costs | 30,000 | |||||||||||
Recorded interest expense | $ 655,000 | $ 152,000 | ||||||||||
Hapoalim Term Facilities | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Minimum repayment amount | ₪ | ₪ 1 | |||||||||||
Term A Facility | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.20% | |||||||||||
Term A Facility | Line of Credit | Period One | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Principal amortization rate | 10% | 10% | 10% | |||||||||
Term A Facility | Line of Credit | Period Two | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Principal amortization rate | 25% | 25% | 25% | |||||||||
Term A Facility | Line of Credit | Period Three | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Principal amortization rate | 27.50% | 27.50% | 27.50% | |||||||||
Term A Facility | Line of Credit | Period Four | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Principal amortization rate | 27.50% | 27.50% | 27.50% | |||||||||
Term A Facility | Line of Credit | Period Five | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Principal amortization rate | 10% | 10% | 10% | |||||||||
Term B Facility | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.30% | |||||||||||
Term C Facility | NIS-denominated loans | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.50% | |||||||||||
Term C Facility | U.S. dollar-denominated loans | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.15% | |||||||||||
Term D Facility | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Interest rate | 0.50% | |||||||||||
RMB Debt | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Number of loans (loan) | loan | 2 | |||||||||||
Aggregate principal amount | $ 85,000,000 | |||||||||||
Proceeds from lines of credit | $ 85,000,000 | |||||||||||
Minimum repayment amount | 1,000,000 | |||||||||||
Amortization of debt issuance costs | $ 77,000 | |||||||||||
Recorded interest expense | $ 1,870,000 | 400,000 | ||||||||||
Subject to a minimum, reduction | 5,000,000 | |||||||||||
Prepayment at discount (premium) | 10% | 10% | 10% | |||||||||
Debt issuance costs | $ 1,000,000 | |||||||||||
RMB Debt | Period One | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
First annual required prepayment, refinancing fee rate | 2% | |||||||||||
RMB Debt | Period Two | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
First annual required prepayment, refinancing fee rate | 1% | |||||||||||
RMB Facility A | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Aggregate principal amount | $ 42,500,000 | |||||||||||
Interest rate | 8.699% | |||||||||||
Loan prepayment derivative | $ 610,000 | 610,000 | ||||||||||
RMB Facility A | 10 Percent Decrease In Spread | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Increase (decrease) in derivative assets | (190,000) | |||||||||||
RMB Facility A | 10 Percent Increase In Spread | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Increase (decrease) in derivative assets | 158,000 | |||||||||||
RMB Facility B | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Aggregate principal amount | $ 42,500,000 | |||||||||||
Interest rate | 8.979% | |||||||||||
Loan prepayment derivative | $ 1,616,000 | $ 1,616,000 | ||||||||||
RMB Facility B | 10 Percent Decrease In Spread | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Increase (decrease) in derivative assets | (465,000) | |||||||||||
RMB Facility B | 10 Percent Increase In Spread | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Increase (decrease) in derivative assets | $ 416,000 | |||||||||||
Pointer Telocation Ltd. | Hapoalim Term Facilities | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Net debt levels, percentage | 100% | 100% | 100% | |||||||||
EBITDA, maximum ratio | 4.75 | 4.75 | 4.75 | |||||||||
Powerfleet Israel Ltd. | Hapoalim Term Facilities | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Amount of facility utilized | $ 4,388,000 | |||||||||||
Number of loans (loan) | loan | 2 | 2 | 2 | 2 | ||||||||
Aggregate principal amount | $ 30,000,000 | $ 30,000,000 | ||||||||||
Minimum equity requirement | 60,000 | |||||||||||
Powerfleet Israel Ltd. | Term A Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Aggregate principal amount | 20,000,000 | 20,000,000 | ||||||||||
Powerfleet Israel Ltd. | Term B Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Aggregate principal amount | $ 10,000,000 | 10,000,000 | ||||||||||
Line of Credit | RMB Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Credit facility, period | 364 days | |||||||||||
Maximum borrowing capacity | R | R 350,000,000 | |||||||||||
Revolving Credit Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Undrawn borrowing remaining | 15,612,000 | |||||||||||
Revolving Credit Facility | Pointer Telocation Ltd. | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Amount of facility utilized | 4,388,000 | |||||||||||
Number of loans (loan) | loan | 2 | |||||||||||
Aggregate principal amount | $ 20,000,000 | $ 10,000,000 | ||||||||||
Debt instrument, term | 5 years | |||||||||||
Revolving Credit Facility | Pointer Telocation Ltd. | Term C Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Aggregate principal amount | 10,000,000 | |||||||||||
Revolving Credit Facility | Pointer Telocation Ltd. | Term D Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Aggregate principal amount | $ 10,000,000 | |||||||||||
Investec Limited | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Credit facility, period | 364 days | |||||||||||
Investec Limited | General Committed Banking Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Amount of facility utilized | $ 19,232,000 | |||||||||||
Maximum borrowing capacity | $ 19,232,000 | R 350,000,000 | ||||||||||
Commitment fee percentage | 0.30% | |||||||||||
Percentage deducted from interest rate | 1.50% | 1.50% | 1.50% | |||||||||
Standard Bank Limited | CFC Overdraft Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Amount of facility utilized | $ 554,000 | |||||||||||
Maximum borrowing capacity | $ 3,846,000 | R 70,000,000 | ||||||||||
Percentage deducted from interest rate | 1.20% | 1.20% | 1.20% | |||||||||
[1]Derived from audited balance sheet as of March 31, 2024. |
SHORT-TERM BANK DEBT AND LONG_5
SHORT-TERM BANK DEBT AND LONG-TERM DEBT - Schedule of Key Assumptions (Details) | Jun. 30, 2024 |
RMB Facility A | Credit spread volatility | |
Line of Credit Facility [Line Items] | |
Debt instrument, measurement input | 0.50 |
RMB Facility A | Credit spread | |
Line of Credit Facility [Line Items] | |
Debt instrument, measurement input | 0.0448 |
RMB Facility B | Credit spread volatility | |
Line of Credit Facility [Line Items] | |
Debt instrument, measurement input | 0.35 |
RMB Facility B | Credit spread | |
Line of Credit Facility [Line Items] | |
Debt instrument, measurement input | 0.0499 |
SHORT-TERM BANK DEBT AND LONG_6
SHORT-TERM BANK DEBT AND LONG-TERM DEBT - Schedule of Contractual Maturities of Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |||
2025 (remaining) | $ 1,458 | ||
2026 | 4,859 | ||
2027 | 47,845 | ||
2028 | 5,345 | ||
2029 | 54,162 | ||
Long-Term Debt | 113,669 | ||
Less: Current portion | (2,597) | $ (1,951) | |
Plus debt costs and prepayment | 885 | ||
Long-term debt - less current maturities | $ 111,957 | $ 113,810 | [1] |
[1]Derived from audited balance sheet as of March 31, 2024. |
ACCOUNTS PAYABLE AND ACCRUED _3
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |||
Accounts payable | $ 46,104 | $ 20,025 | |
Accrued warranty | 1,550 | 1,138 | |
Accrued compensation | 13,425 | 8,956 | |
Government authorities | 5,135 | 3,062 | |
Other current liabilities | 2,557 | 827 | |
Accounts payable and accrued expenses | $ 68,771 | $ 34,008 | [1] |
[1]Derived from audited balance sheet as of March 31, 2024. |
ACCOUNTS PAYABLE AND ACCRUED _4
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - Schedule of Product Warranty Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | ||
Accrued warranty reserve, beginning of year | $ 2,926 | $ 2,255 |
Accrual for product warranties issued | 247 | 430 |
Product replacements and other warranty expenditures | (86) | (110) |
Expiration of warranties | (9) | (70) |
Acquired through MiX Combination | 356 | 0 |
Foreign currency translation difference | 0 | 0 |
Accrued warranty reserve, end of period | 3,434 | 2,505 |
Accrued warranty | 3,434 | 2,505 |
Other Noncurrent Liabilities | ||
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | ||
Accrued warranty reserve, end of period | 1,884 | 1,739 |
Accrued warranty | $ 1,884 | $ 1,739 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Jun. 30, 2024 | Jun. 30, 2023 | Apr. 02, 2024 | Mar. 31, 2024 | Oct. 03, 2019 | |
Class of Stock [Line Items] | |||||
Preference shares, authorized (in shares) | 50,000,000 | 50,000,000 | |||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||
Redeemable Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Preference shares, authorized (in shares) | 150,000 | ||||
Preferred stock, par value (in dollars per share) | $ 0.01 | ||||
Series A Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Preference shares, authorized (in shares) | 100,000 | ||||
Preference shares, issued (in shares) | 50,000 | ||||
Preferred stock redemption amount | $ 90,300 | ||||
Dividend rate annual increase | 1% | ||||
Dividends | $ 25 | $ 1,129 | |||
Series A Preferred Stock | Minimum | |||||
Class of Stock [Line Items] | |||||
Preferred stock, dividend rate, percentage | 7.50% | ||||
Series A Preferred Stock | Maximum | |||||
Class of Stock [Line Items] | |||||
Preferred stock, dividend rate, percentage | 17.50% | ||||
Undesignated Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Preference shares, authorized (in shares) | 50,000 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | $ 38,636 | [1] | $ 73,302 |
Net current period change | 418 | 100 | |
Ending balance | 390,548 | 68,112 | |
Accumulated other comprehensive loss | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (985) | (1,098) | |
Ending balance | (567) | (998) | |
Foreign currency translation adjustment | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Beginning balance | (985) | (1,098) | |
Net current period change | 418 | 100 | |
Ending balance | $ (567) | $ (998) | |
[1]Derived from audited balance sheet as of March 31, 2024. |
SEGMENT INFORMATION - Schedule
SEGMENT INFORMATION - Schedule of Revenues and Long Lived Assets by Geographical Region (Details) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2024 USD ($) segment | Jun. 30, 2023 USD ($) | Mar. 31, 2024 USD ($) | |
Segment Reporting [Abstract] | |||
Number of reportable segments | segment | 1 | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | $ 75,430 | $ 32,092 | |
Long lived assets | 49,705 | $ 12,719 | |
North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 21,392 | 16,765 | |
Long lived assets | 8,716 | 4,083 | |
Israel | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 10,661 | 10,905 | |
Long lived assets | 3,781 | 3,946 | |
Africa | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 24,406 | 863 | |
Long lived assets | 29,513 | 705 | |
Europe and Middle East | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 7,837 | 599 | |
Long lived assets | 4,482 | 2,850 | |
Other | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 11,134 | $ 2,960 | |
Long lived assets | $ 3,213 | $ 1,135 |
INCOME TAXES - Schedule of Inco
INCOME TAXES - Schedule of Income Before Income Tax Domestic and Foreign (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||
Domestic pre-tax book loss | $ (16,475) | $ (10,470) |
Foreign pre-tax book income (expense) | (4,771) | 7,201 |
Net loss before income taxes | (21,246) | (3,269) |
Income tax benefit (expense) | (1,053) | 6 |
Net loss before non-controlling interest | $ (22,299) | $ (3,263) |
Effective tax rate (as a percent) | (4.96%) | 0.18% |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | Jun. 30, 2024 |
Lessee, Lease, Description [Line Items] | |
Lease renewal term (in years) | 5 years |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term (in years) | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term (in years) | 5 years |
LEASES - Schedule of Components
LEASES - Schedule of Components of Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Leases [Abstract] | ||
Short-term lease cost | $ 207 | $ 119 |
LEASES - Schedule of Cash Flow
LEASES - Schedule of Cash Flow Information and Non Cash Activity of Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Non-cash activity: | ||
Right-of-use assets obtained in exchange for lease obligations | $ 490 | $ 424 |
LEASES - Schedule of Weighted A
LEASES - Schedule of Weighted Average Remaining Lease Term and Discount Rate (Details) | Jun. 30, 2024 |
Leases [Abstract] | |
Weighted-average remaining lease term - operating leases (in years) | 3 years 5 months 23 days |
Weighted-average discount rate | 7.30% |
LEASES - Scheduled Maturities o
LEASES - Scheduled Maturities of Operating Lease Liabilities (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Leases [Abstract] | |
July 2024 - March 2025 | $ 3,029 |
2026 | 3,498 |
2027 | 2,117 |
2028 | 1,372 |
2029 | 1,179 |
Thereafter | 1,432 |
Total lease payments | 12,627 |
Less: Imputed interest | (1,631) |
Present value of lease payments | $ 10,996 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS - Schedule of Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 |
Level 3 | Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans to external parties | $ 492 | $ 475 |
Prepayment derivative | 2,226 | 2,226 |
Level 3 | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans to external parties | 492 | 475 |
Prepayment derivative | 2,226 | 2,226 |
Level 2 | Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt | 139,561 | 115,761 |
Level 2 | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt | $ 136,818 | $ 116,278 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Aug. 14, 2018 | Aug. 31, 2014 | Jun. 30, 2024 | Mar. 31, 2024 | |
Loss Contingencies [Line Items] | ||||
Damages sought value | $ 205 | |||
Maximum | Amended Network Service Agreement with MTN | ||||
Loss Contingencies [Line Items] | ||||
Estimate of possible loss | $ 808 | $ 841 | ||
Pointer do Brasil Comercial Ltda | ||||
Loss Contingencies [Line Items] | ||||
Interest | $ 189 | |||
Penalty | $ 1,019 | |||
Total interest and penalty | 1,208 | $ 1,347 | ||
Loss contingency damages sought value | $ 12,110 |