Powerfleet (Nasdaq: AIOT) lifts Q1 2027 revenue, boosts margins and cash flow
Rhea-AI Filing Summary
Powerfleet, Inc. reported first quarter fiscal 2027 results showing moderate top-line growth and stronger profitability metrics while remaining loss-making on a GAAP basis. Revenue was $110.8 million, up 6.4% from $104.1 million a year earlier, driven by 9.1% growth in higher-margin services, which represented about 85% of total revenue. Gross profit rose to $61.2 million and gross margin expanded to 55.2% from 54.2% as mix shifted toward services.
Income from operations improved to a $0.3 million profit from a $2.0 million loss, while GAAP net loss attributable to common stockholders narrowed to $8.4 million (–$0.06 per share) from $10.2 million (–$0.08). Adjusted EBITDA increased 7% to $21.5 million with a 19.4% margin. Operating cash flow nearly doubled to $8.4 million, though free cash flow was still negative at –$0.5 million. Total liquidity stood at $62.7 million against total debt of $278.4 million, with adjusted net debt to trailing 12‑month adjusted EBITDA at 2.5x.
South African revenue was $1.6 million lower due to a strategic reprioritization around the South African National Treasury contract, and a production issue delayed $3.2 million of product revenue that is expected to shift mainly into later quarters. Management now anticipates annualized Q4 2027 revenue of about $495 million and adjusted EBITDA margin of roughly 27%. The company also announced leadership changes, appointing Paul Lalljie as President & CFO and Vishal Vallabha as Chief AI Officer.
Positive
- Revenue growth with mix improvement: Quarterly revenue rose to $110.8 million, up 6.4% year over year, with services revenue growing 9.1% and reaching 85% of total revenue, supporting a higher-margin recurring profile.
- Profitability metrics strengthened: Gross margin expanded to 55.2% from 54.2%, adjusted EBITDA increased to $21.5 million with a 19.4% margin, and operations swung to a $0.3 million profit from a prior-year loss.
- Cash generation improved: Net cash provided by operating activities nearly doubled to $8.4 million, and free cash flow improved by $6.6 million year over year, though still slightly negative.
- Leverage steady with solid liquidity: Adjusted net debt was $241.7 million with a trailing 12‑month adjusted EBITDA of $98.4 million, keeping the adjusted net debt to adjusted EBITDA ratio at 2.5x and total liquidity at $62.7 million.
- Strong medium-term guidance: Management targets annualized Q4 2027 revenue of about $495 million and approximately 27% adjusted EBITDA margins, implying continued scale and margin expansion if achieved.
- Strategic leadership additions: Appointment of Paul Lalljie as President & CFO and Vishal Vallabha as Chief AI Officer adds experienced finance and AI leadership to support the next phase of growth.
Negative
- Continued GAAP losses: Despite operational improvements, GAAP net loss attributable to common stockholders remained sizeable at $8.4 million for the quarter, following a $10.2 million loss in the prior-year period.
- Free cash flow still negative: Free cash flow, though improving, was –$0.5 million for the quarter, indicating that after capitalized development and capex, the business is not yet self-funding.
- Production constraint and revenue timing: A production issue delayed $3.2 million of product revenue, with some expected to slip into Q3, adding execution and timing risk to near-term results.
- South Africa reprioritization reduces near-term revenue: South African revenue was about $1.6 million lower due to shifting focus to the National Treasury contract and forgoing non-strategic revenue, creating a guidance timing mismatch for fiscal 2027.
Filing Explained
The filing separates a contracted-deployment run-rate from fiscal 2027 guidance and attributes the $3.2 million delay to timing, not demand.
The August 10 filing reports first-quarter fiscal 2027 results and says the
The company cites approximately
8-K Event Classification
Key Figures
Key Terms
adjusted EBITDA financial
free cash flow financial
non-GAAP financial measures financial
annualized revenue run-rate financial
redeemable non-controlling interests financial
Offering Details
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 2.02. Results of Operations and Financial Condition.
On August 10, 2026, Powerfleet, Inc. (the “Company”) issued a press release regarding financial results for the fiscal quarter ended June 30, 2026. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 7.01. Regulation FD Disclosure.
As previously announced, the Company will hold a conference call on August 10, 2026 at 8:30 a.m. Eastern time (5:30 a.m. Pacific time) to discuss the financial results for the fiscal quarter ended June 30, 2026 and provide a business update. The slide presentation that will accompany the conference call is being furnished as Exhibit 99.2 to this Current Report on Form 8-K.
The information in this report is being furnished pursuant to Items 2.02 and 7.01 of Form 8-K. In accordance with General Instruction B.2. of Form 8-K, the information in this report, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference in such a filing.
Cautionary Note Regarding Forward-Looking Statements
This report, including Exhibits 99.1 and 99.2, contains forward-looking statements within the meaning of federal securities laws. The Company’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements may be identified by words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions. These forward-looking statements include, without limitation, the Company’s expectations with respect to its beliefs, plans, goals, objectives, expectations, anticipations, assumptions, estimates, intentions and future performance, as well as the Company’s financial outlook and guidance for fiscal 2027 and the anticipated financial impacts of recent business combinations and acquisitions. Forward-looking statements involve significant known and unknown risks, uncertainties and other factors, which may cause their actual results, performance or achievements to be materially different from the future results, performance or achievements expressed or implied by such forward-looking statements. All statements other than statements of historical fact are statements that could be forward-looking statements. Most of these factors are outside the Company’s control and are difficult to predict. The risks and uncertainties referred to above include, but are not limited to, risks related to: (i) the possibility that the Company may not fully realize the anticipated benefits of its acquisitions and ongoing business transformation initiatives; (ii) significant losses, accumulated deficits and an inability to achieve or sustain profitability; (iii) future global economic, political and business conditions, including inflation, interest rate increases, foreign exchange instability, geopolitical conflicts, sanctions, export controls and the potential imposition of tariffs; (iv) the commercial, financial, reputational and regulatory risks to the Company’s business associated with operating across multiple geographies, including exposure to foreign exchange fluctuations and economic instability in certain emerging markets; (v) disruptions in the Company’s global supply chain, performance issues or failures by subcontractors, and reliance on a limited number of suppliers for critical components and services; (vi) the loss of any of the Company’s key customers, reductions in customer demand or purchasing levels, and reliance on third-party channel partner relationships, including telecommunication companies and regional distributors; (vii) changes in technology, products and customer expectations, which may be more rapid, costly or difficult to address, or less effective, than anticipated; (viii) risks associated with the deployment and use of artificial intelligence and machine learning technologies, including operational, legal, regulatory and reputational risks arising from their development, use or outputs; (ix) potential breaches, disruptions or failures of the Company’s information technology systems, including risks that could impair operations, customer access to services, or vendor and customer relationships; (x) our inability to adequately protect the Company’s intellectual property rights or defend against third-party intellectual property claims; (xi) the Company’s ability to obtain additional capital to fund its operations; and (xii) such other factors as are set forth in the periodic reports filed by the Company with the Securities and Exchange Commission (“SEC”), including but not limited to those described under the heading “Risk Factors” in its annual reports on Form 10-K, quarterly reports on Form 10-Q and any other filings made with the SEC from time to time, which are available via the SEC’s website at http://www.sec.gov. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove to be incorrect, actual results may vary materially from those indicated or anticipated by these forward-looking statements. Therefore, you should not rely on any of these forward-looking statements.
The forward-looking statements included in this report are made only as of the date of this report, and except as otherwise required by applicable securities law, the Company assumes no obligation, nor does the Company intend to publicly update or revise any forward-looking statements to reflect subsequent events or circumstances.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press release, dated August 10, 2026. | |
| 99.2 | Slide presentation, dated August 10, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| POWERFLEET, INC. | ||
| By: | /s/ David Wilson | |
| Name: | David Wilson | |
| Title: | Chief Financial Officer | |
Date: August 10, 2026
Exhibit 99.1
Powerfleet Reports Results for First Quarter Fiscal 2027
| ● | Services revenue increased 9.1% to $94.3 million, representing 85% of total revenue of $110.8 million. |
| ● | Cash flow from operating activities increased 79% to $8.4 million. |
| ● | More than $27 million ARR for near term activation with the South African National Treasury contract. |
| ● | New President & Chief Financial Officer and Chief AI Officer, enhancing leadership team capability and experience for next phase of the business. |
WOODCLIFF LAKE, N.J., August 10, 2026 /PRNewswire/ - Powerfleet, Inc. (“Powerfleet” or the “Company”) (Nasdaq: AIOT), a global leader in the artificial intelligence of things (AIoT) software-as-a-service (SaaS) mobile asset industry, today reported its financial results for the first quarter ended June 30, 2026.
“Our results demonstrate continued momentum across growth, profitability, and cash generation. High-value services revenue increased 9.1%, representing 85% of total revenue. Gross margin increased to 55.2%, operating cash flow nearly doubled to $8.4 million, and free cash flow improved by $6.6 million year-over-year,” said Powerfleet CEO Steve Towe.
“Near-term
demand under our South African National Treasury contract has accelerated significantly faster than anticipated, with vehicles ready
for near-term installation now approximately seven times our original expectation. To support this rollout, we are reallocating resources
and
Business Highlights
| ● | In excess of $27 million of ARR is expected for near term activation under the South African National Treasury contract, against original expectations of $20–30 million in ARR ramping over 18 to 24 months. Vehicles mandated for immediate deployment increased to over 70,000 — a 7x increase over the original expectation of approximately 10,000 at this stage of the program — and are expected to reach 80,000 to 90,000 over the next two quarters, against a total addressable fleet of 150,000 vehicles. |
| ● | Selected as vendor of choice by a European-headquartered global construction leader to expand its existing on-road deployment into premium AI video solutions, both on-the-road and in-the-yard, across 26 countries. |
| ● | Signed three $1 million+ revenue multi-product contracts with manufacturing, logistics, and automotive leaders, reinforcing the quality of Unity’s platform and portfolio. |
| ● | Increased AI video bookings 20% sequentially, driven by strong customer demand for Unity’s differentiated safety intelligence SaaS solutions. |
| ● | Strong cross-sell expansion quarter-over-quarter; 12 Fortune 500 customers expanded their on-site footprint and 10 broadened their AI video adoption in the quarter. |
Results for First Quarter Fiscal 2027 Compared to First Quarter Fiscal 2026
| ● | Revenue increased 6.4% to $110.8 million. |
| ● | Services revenue increased 9.1% to $94.3 million. |
| ● | Gross margin increased to 55.2% from 54.2%. |
| ● | Net loss attributable to common stockholders improved 17.5% to $8.4 million; loss per share improved to $(0.06) from $(0.08). |
| ● | Adjusted EBITDA increased 6.9% to $21.5 million. |
| ● | Operating cash flow increased to $8.4 million from $4.7 million in the prior-year quarter, while continuing to invest in growth through capitalized software development costs of $4.1 million and capital expenditures of $4.9 million. |
| ● | Free cash flow improved $6.6 million year-over-year, to a net use of cash of $0.5 million from a net use of cash of $7.1 million in the prior-year quarter. |
Leadership Additions
| ● | President and Chief Financial Officer. Paul Lalljie joins Powerfleet this week as President & Chief Financial Officer following a role as a strategic finance advisor to the Company in recent months. Mr. Lalljie brings 25 years of finance and technology leadership, including as both CFO and CEO of 2U and as CFO of Neustar. David Wilson will remain with the Company in a consulting capacity for several months to support a smooth transition. The Company thanks Mr. Wilson for his significant contribution and partnership through a period of extensive transformation. As President and CFO, Mr. Lalljie will combine financial leadership with a broader mandate around operating execution, capital allocation and the Company’s next phase of profitable growth. | |
| ● | Chief AI Officer. Vishal Vallabha joins Powerfleet this week as Chief AI Officer following a role as a strategic AI advisor to the Company in recent months. Mr. Vallabha brings more than 20 years of experience as a senior technology and AI executive, including CTO and Chief Data/AI Officer roles at Freeman Company and Lumen Technologies, and most recently as Founding Partner and CTO at NexGen.ai, where he led AI-enabled transformation engagements for clients including Microsoft and Bain Capital. |
Discussion of First Quarter Results
Revenue for the quarter totaled $110.8 million, a 6.4% increase from $104.1 million in the first quarter of fiscal 2026, driven by 9.1% growth in services revenue, which represented approximately 85% of total revenue.
South African revenue was approximately $1.6 million lower in the quarter, reflecting the early impact of the reprioritization in the South African business. In addition, $3.2 million of product revenue was delayed by a production constraint late in the quarter, affecting a single product line related to a compatibility issue with a new component. The Company identified the problem and the solution, and production is being restored. Importantly, underlying customer demand and orders remain intact, and the issue does not impact deployment of the South African National Treasury contract.
This is a discrete production and revenue-recognition timing issue, not a reflection of customer demand or a broader production constraint. Given the timing of the recovery, the Company anticipates that some associated Q2 revenue may shift into Q3, with the balance expected to be recaptured within the fiscal year.
Gross profit was $61.2 million, and gross margin expanded to 55.2% from 54.2% in the prior-year quarter, reflecting the continued shift in mix toward higher-margin services revenue.
Income from operations increased to $0.3 million, compared with an operating loss of $2.0 million in the prior-year quarter. GAAP net loss attributable to common stockholders improved to $8.4 million, or $(0.06) per basic and diluted share, from a net loss of $10.2 million, or $(0.08) per basic and diluted share, in the prior-year quarter.
Adjusted EBITDA, a non-GAAP measure, was $21.5 million in the first quarter, a 7% increase from $20.1 million in the prior-year quarter. A reconciliation of adjusted EBITDA to GAAP net loss, the most directly comparable GAAP measure, is provided in the tables below.
Balance Sheet and Capital Resources
As of June 30, 2026, the Company’s total available liquidity was $62.7 million, comprising cash and cash equivalents of $32.8 million, and available borrowing capacity of $29.9 million under the Company’s existing revolving credit facilities. Total outstanding debt was $278.4 million, and net debt (net of cash, cash equivalents, and restricted cash) was $241.7 million. Adjusted net debt-to-trailing 12-month adjusted EBITDA ratio remained stable at 2.5x compared with fiscal 2026 year-end.
Financial Outlook
The Company is updating its full year fiscal 2027 guidance, reflecting the South African reprioritization:
| ● | Revenue is expected to range from $468 million to $473 million, representing approximately 6% year-over-year growth at the midpoint. |
| ● | Net loss is expected to range from $6 million to $8 million, with weighted-average fully diluted shares outstanding of approximately 134 million. |
| ● | Adjusted EBITDA is expected to range from $111 million to $114 million, representing approximately 16% year-over-year growth and a margin of approximately 24% at the midpoint. |
| ● | Free cash flow is expected to range from $20 million to $23 million, consistent with the revised adjusted EBITDA guidance. |
Powerfleet provides guidance for adjusted EBITDA, adjusted EBITDA margin, and free cash flow, which are non-GAAP financial measures. Powerfleet does not provide guidance for the most directly comparable GAAP financial measures or a reconciliation of each of these forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measure because it is unable to predict, without unreasonable effort, the timing or amount of certain items that are included in the applicable GAAP financial measure but excluded from adjusted EBITDA, adjusted EBITDA margin, and/or free cash flow. These items may include, among others, stock-based compensation, acquisition-related expenses, fair-value adjustments, restructuring charges and other non-recurring items. The variability of these items could have a significant impact on Powerfleet’s future GAAP financial results, and therefore, Powerfleet is unable to provide a reconciliation at this time.
INVESTOR CONFERENCE CALL AND BUSINESS UPDATE
Powerfleet management will hold a conference call on Monday, August 10, 2026, at 8:30 a.m. Eastern time (5:30 a.m. Pacific time) to discuss results for the first quarter ended June 30, 2026, and provide a business update.
Date:
Monday, August 10, 2026
Time: 8:30 a.m. Eastern time (5:30 a.m. Pacific time)
Toll Free: 888-506-0062
International: 973-528-0011
Participant Access Code: 417796
The conference call will be broadcast simultaneously and available for replay here. Additionally, both the webcast and accompanying slide presentation will be available via the investor section of Powerfleet’s website at ir.powerfleet.com.
USE
OF NON-GAAP FINANCIAL MEASURES
Management evaluates the financial performance of our business on a variety of key indicators, including non-GAAP measures of adjusted EBITDA, adjusted EBITDA margin, adjusted EBITDA gross margin, adjusted net income per share, adjusted EBITDA leverage ratio, free cash flow, net debt and adjusted net debt. Reference to these non-GAAP measures should be considered in addition to results prepared under current accounting standards, but are not a substitute for, or superior to, GAAP results. These non-GAAP measures are provided to enhance investors’ overall understanding of Powerfleet’s current financial performance. Specifically, Powerfleet believes the non-GAAP measures provide useful information to both management and investors by excluding certain expenses, gains and losses and fluctuations in currency rates that may not be indicative of its core operating results and business outlook. These non-GAAP measures are not measures of financial performance or liquidity under GAAP and, accordingly, should not be considered as an alternative to total revenues, net income, net income margin, gross margin, net income per share, net cash provided by operating activities or total debt as an indicator of operating performance or liquidity. Because Powerfleet’s method for calculating the non-GAAP measures may differ from other companies’ methods, the non-GAAP measures may not be comparable to similarly titled measures reported by other companies. A reconciliation of all non-GAAP financial measures included in this press release to the most directly comparable GAAP financial measures is provided in Annex A titled “Non-GAAP Financial Measures,” including a description of these non-GAAP financial measures and the reasons why management uses these measures.
Powerfleet also presents an illustrative annualized revenue run-rate metric based on the ARR currently under contract and assuming full deployment of the South African National Treasury contract. This illustrative metric is not prepared in accordance with GAAP, is not intended to represent fiscal 2027 revenue guidance or a forecast of future revenue and should not be considered a substitute for GAAP revenue.
ABOUT POWERFLEET
Powerfleet (Nasdaq: AIOT; JSE: PWR) is a global leader in the artificial intelligence of things (AIoT) software-as-a-service (SaaS) mobile asset industry. With extensive experience, Powerfleet unifies business operations through the ingestion, harmonization, and integration of data, irrespective of source, and delivers actionable insights to help companies save lives, time, and money. Powerfleet’s ethos transcends our data ecosystem and commitment to innovation; our people-centric approach empowers our customers to realize impactful and sustained business improvement. The Company is headquartered in New Jersey, United States, with offices around the globe. Explore more at www.powerfleet.com. Powerfleet has a primary listing on The Nasdaq Global Market and a secondary listing on the Main Board of the Johannesburg Stock Exchange (JSE).
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of federal securities laws. Powerfleet’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements may be identified by words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions.
These forward-looking statements include, without limitation, our expectations with respect to our beliefs, plans, goals, objectives, expectations, anticipations, assumptions, estimates, intentions and future performance, as well as including our revised financial outlook and guidance for fiscal 2027 and the anticipated financial impacts of recent business combinations and acquisitions. Forward-looking statements involve significant known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements to be materially different from the future results, performance or achievements expressed or implied by such forward-looking statements. All statements other than statements of historical fact are statements that could be forward-looking statements. Most of these factors are outside our control and are difficult to predict. The risks and uncertainties referred to above include, but are not limited to, risks related to: (i) the possibility that we may not fully realize the anticipated benefits of our acquisitions and ongoing business transformation initiatives; (ii) significant losses, accumulated deficits and an inability to achieve or sustain profitability; (iii) future global economic, political and business conditions, including inflation, interest rate increases, foreign exchange instability, geopolitical conflicts, sanctions, export controls and the potential imposition of tariffs; (iv) the commercial, financial, reputational and regulatory risks to our business associated with operating across multiple geographies, including exposure to foreign exchange fluctuations and economic instability in certain emerging markets; (v) disruptions in our global supply chain, performance issues or failures by subcontractors, and reliance on a limited number of suppliers for critical components and services; (vi) the loss of any of our key customers, reductions in customer demand or purchasing levels, and reliance on third-party channel partner relationships, including telecommunication companies and regional distributors; (vii) changes in technology, products and customer expectations, which may be more rapid, costly or difficult to address, or less effective, than anticipated; (viii) risks associated with the deployment and use of artificial intelligence and machine learning technologies, including operational, legal, regulatory and reputational risks arising from their development, use or outputs; (ix) potential breaches, disruptions or failures of our information technology systems, including risks that could impair operations, customer access to services, or vendor and customer relationships; (x) our inability to adequately protect our intellectual property rights or defend against third-party intellectual property claims; (xi) our ability to obtain additional capital to fund our operations; and (xii) such other factors as are set forth in the periodic reports filed by us with the Securities and Exchange Commission (SEC), including but not limited to those described under the heading “Risk Factors” in our annual reports on Form 10-K, quarterly reports on Form 10-Q and any other filings made with the SEC from time to time, which are available via the SEC’s website at http://www.sec.gov. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove to be incorrect, actual results may vary materially from those indicated or anticipated by these forward-looking statements. Therefore, you should not rely on any of these forward-looking statements.
The forward-looking statements included in this press release are made only as of the date of this press release, and except as otherwise required by applicable securities law, we assume no obligation, nor do we intend to publicly update or revise any forward-looking statements to reflect subsequent events or circumstances.
Powerfleet
Investor Contacts
AIOTIRTeam@allianceadvisors.com
Powerfleet
Media Contact
jonathan.bates@powerfleet.com
POWERFLEET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
| Three Months Ended June 30, | ||||||||
| 2025 | 2026 | |||||||
| Revenues: | ||||||||
| Products | $ | 17,657 | $ | 16,480 | ||||
| Services | 86,464 | 94,313 | ||||||
| Total revenues | 104,121 | 110,793 | ||||||
| Cost of revenues: | ||||||||
| Cost of products | 13,228 | 12,970 | ||||||
| Cost of services | 34,412 | 36,662 | ||||||
| Total cost of revenues | 47,640 | 49,632 | ||||||
| Gross profit | 56,481 | 61,161 | ||||||
| Operating expenses: | ||||||||
| Selling, general and administrative expenses | 53,663 | 56,531 | ||||||
| Research and development expenses | 4,857 | 4,360 | ||||||
| Total operating expenses | 58,520 | 60,891 | ||||||
| (Loss) profit from operations | (2,039 | ) | 270 | |||||
| Interest income | 196 | 234 | ||||||
| Interest expense | (6,786 | ) | (6,983 | ) | ||||
| Other expense | (1,243 | ) | (405 | ) | ||||
| Net loss before income taxes | (9,872 | ) | (6,884 | ) | ||||
| Income tax expense | (362 | ) | (1,373 | ) | ||||
| Net loss | (10,234 | ) | (8,257 | ) | ||||
| Non-controlling interest | — | (183 | ) | |||||
| Net loss attributable to common stockholders | $ | (10,234 | ) | $ | (8,440 | ) | ||
| Net loss per share attributable to common stockholders - basic and diluted | $ | (0.08 | ) | $ | (0.06 | ) | ||
| Weighted average common shares outstanding - basic and diluted | 133,313 | 134,169 | ||||||
POWERFLEET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
| March 31, 2026 | June 30, 2026 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 36,496 | $ | 32,824 | ||||
| Restricted cash | 4,322 | 3,895 | ||||||
| Accounts receivables, net | 93,820 | 91,399 | ||||||
| Inventory, net | 22,448 | 21,645 | ||||||
| Prepaid expenses and other current assets | 22,094 | 23,743 | ||||||
| Total current assets | 179,180 | 173,506 | ||||||
| Fixed assets, net | 62,398 | 63,800 | ||||||
| Goodwill | 411,995 | 421,062 | ||||||
| Intangible assets, net | 255,518 | 253,933 | ||||||
| Right-of-use asset | 15,893 | 16,189 | ||||||
| Severance payable fund | 4,445 | 4,863 | ||||||
| Deferred tax asset | 4,537 | 5,066 | ||||||
| Other assets | 21,599 | 24,143 | ||||||
| Total assets | $ | 955,565 | $ | 962,562 | ||||
| LIABILITIES | ||||||||
| Current liabilities: | ||||||||
| Short-term bank debt and current maturities of long-term debt | $ | 50,355 | $ | 49,092 | ||||
| Accounts payable | 46,353 | 44,455 | ||||||
| Accrued expenses and other current liabilities | 37,699 | 39,970 | ||||||
| Deferred revenue - current | 20,159 | 20,857 | ||||||
| Lease liability - current | 3,386 | 3,646 | ||||||
| Total current liabilities | 157,952 | 158,020 | ||||||
| Long-term debt - less current maturities | 229,669 | 229,300 | ||||||
| Deferred revenue - less current portion | 4,005 | 3,503 | ||||||
| Lease liability - less current portion | 13,505 | 13,576 | ||||||
| Accrued severance payable | 5,666 | 6,100 | ||||||
| Deferred tax liability | 60,063 | 60,840 | ||||||
| Other long-term liabilities | 3,090 | 2,331 | ||||||
| Total liabilities | 473,950 | 473,670 | ||||||
| REDEEMABLE NON-CONTROLLING INTERESTS | ||||||||
| Redeemable non-controlling interests | 6,009 | 6,192 | ||||||
| STOCKHOLDERS’ EQUITY | ||||||||
| Preferred stock | — | — | ||||||
| Common stock | 1,343 | 1,343 | ||||||
| Additional paid-in capital | 682,344 | 685,451 | ||||||
| Accumulated deficit | (226,335 | ) | (234,775 | ) | ||||
| Accumulated other comprehensive income | 29,660 | 42,087 | ||||||
| Treasury stock | (11,518 | ) | (11,518 | ) | ||||
| Total stockholders’ equity | 475,494 | 482,588 | ||||||
| Non-controlling interest | 112 | 112 | ||||||
| Total equity | 475,606 | 482,700 | ||||||
| Total liabilities, redeemable non-controlling interests and stockholders’ equity | $ | 955,565 | $ | 962,562 | ||||
POWERFLEET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
| Three Months Ended June 30, | ||||||||
| 2025 | 2026 | |||||||
| Cash flows from operating activities | ||||||||
| Net loss | $ | (10,234 | ) | $ | (8,440 | ) | ||
| Adjustments to reconcile net loss to cash provided by operating activities: | ||||||||
| Non-controlling interest | — | 183 | ||||||
| Inventory reserve | 193 | 558 | ||||||
| Stock-based compensation expense | 1,853 | 3,107 | ||||||
| Depreciation and amortization | 16,031 | 16,207 | ||||||
| Right-of-use assets, non-cash lease expense | 974 | 1,205 | ||||||
| Derivative mark-to-market adjustment | 104 | (919 | ) | |||||
| Bad debts expense | 1,856 | 2,958 | ||||||
| Deferred income taxes | (3,157 | ) | (1,538 | ) | ||||
| Lease termination and modification losses | 59 | — | ||||||
| Other non-cash items | (513 | ) | (1,168 | ) | ||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | (2,391 | ) | 893 | |||||
| Inventories | (4,733 | ) | 725 | |||||
| Prepaid expenses and other current assets | (1,284 | ) | (2,144 | ) | ||||
| Deferred costs | (2,730 | ) | (2,960 | ) | ||||
| Deferred revenue | (420 | ) | 71 | |||||
| Accounts payable, accrued expenses and other current liabilities | 9,637 | 722 | ||||||
| Lease liabilities | (881 | ) | (1,033 | ) | ||||
| Accrued severance payable | 357 | 16 | ||||||
| Net cash provided by operating activities | 4,721 | 8,443 | ||||||
| Cash flows from investing activities | ||||||||
| Proceeds from sale of fixed assets | 16 | 1 | ||||||
| Capitalized software development costs | (3,724 | ) | (4,100 | ) | ||||
| Capital expenditures | (8,114 | ) | (4,873 | ) | ||||
| Net cash used in investing activities | (11,822 | ) | (8,972 | ) | ||||
| Cash flows from financing activities | ||||||||
| Repayment of long-term debt | (1,341 | ) | (1,679 | ) | ||||
| Short-term bank debt, net | (5,428 | ) | (2,457 | ) | ||||
| Net cash used in financing activities | (6,769 | ) | (4,136 | ) | ||||
| Effect of foreign exchange rate changes on cash and cash equivalents | 725 | 566 | ||||||
| Net decrease in cash and cash equivalents, and restricted cash | (13,145 | ) | (4,099 | ) | ||||
| Cash and cash equivalents, and restricted cash at beginning of the period | 48,788 | 40,818 | ||||||
| Cash and cash equivalents, and restricted cash at end of the period | $ | 35,643 | $ | 36,719 | ||||
| Reconciliation of cash and cash equivalents, and restricted cash, at beginning of the period | ||||||||
| Cash and cash equivalents | 44,392 | 36,496 | ||||||
| Restricted cash | 4,396 | 4,322 | ||||||
| Cash, cash equivalents, and restricted cash, at beginning of the period | $ | 48,788 | $ | 40,818 | ||||
| Reconciliation of cash and cash equivalents, and restricted cash, at end of the period | ||||||||
| Cash and cash equivalents | 31,196 | 32,824 | ||||||
| Restricted cash | 4,447 | 3,895 | ||||||
| Cash and cash equivalents, and restricted cash, at end of the period | $ | 35,643 | $ | 36,719 | ||||
| Supplemental disclosure of cash flow information: | ||||||||
| Cash paid for: | ||||||||
| Taxes | $ | 873 | $ | 1,721 | ||||
| Interest | $ | 5,994 | $ | 6,444 | ||||
Annex A: Non-GAAP Financial Measures
In order to assist readers of our consolidated financial statements in understanding the operating results that management uses to evaluate the business and for financial planning purposes, we present non-GAAP measures of organic revenue growth, adjusted EBITDA, adjusted EBITDA margin, adjusted net income/loss per share, adjusted EBITDA gross profit margin, adjusted EBITDA products gross profit margin, adjusted EBITDA services gross profit margin, non-GAAP selling, general and administrative expense ratios, adjusted operating expenses, free cash flow, net debt and adjusted net debt, and adjusted net debt to adjusted EBITDA ratio as supplemental measures of our operating performance. We believe they provide useful information to our investors as they eliminate the impact of certain items that we do not consider indicative of our cash operations and ongoing operating performance. In addition, we use them as an integral part of our internal reporting to measure the performance and operating strength of our business.
We believe organic revenue growth, adjusted EBITDA, adjusted EBITDA margin, adjusted net income/loss per share, adjusted EBITDA gross profit margin, adjusted EBITDA products gross profit margin, adjusted EBITDA services gross profit margin, non-GAAP selling, general and administrative expense ratios, adjusted operating expenses, free cash flow, net debt and adjusted net debt, and adjusted net debt to adjusted EBITDA ratio, are relevant and provide useful information frequently used by securities analysts, investors and other interested parties in their evaluation of the operating performance of companies similar to ours and are indicators of the operational strength of our business.
Organic revenue growth represents the year-over-year percentage change in revenue, excluding the impact of acquisitions. We believe organic revenue growth provides insight into the underlying performance of the Company’s existing operations by removing the effects of changes in the scope of consolidation. Adjusted EBITDA is equal to net loss attributable to common stockholders, excluding non-controlling interest, preferred stock dividend, interest expense (net), other income (net), income tax expense, depreciation and amortization, stock-based compensation, foreign currency losses, restructuring-related expenses, derivative mark-to-market adjustment, acquisition-related expenses and integration-related expenses. Following a detailed review of relevant SEC guidance on disclosure of non-GAAP financial measures, we refined our definition of adjusted EBITDA by removing recognition of pre-October 1, 2024 contract assets (Fleet Complete). Comparative information has been adjusted to conform with the updated presentation. We believe adjusted EBITDA eliminates the uneven effect of considerable amounts of non-cash depreciation and amortization, stock-based compensation and other items that might otherwise make comparisons of our ongoing business with prior periods more difficult and obscure trends in ongoing operations. We define adjusted EBITDA margin as adjusted EBITDA as a percentage of revenue. Adjusted net income/loss is equal to net loss excluding incremental intangible assets amortization expense as a result of business combinations, stock-based compensation (non-recurring/accelerated cost), foreign currency losses, restructuring-related expenses, derivative mark-to-market adjustment, acquisition-related expenses, integration-related expenses and inventory rationalization and other, net of tax. We define adjusted net income/loss per share as adjusted net income/loss divided by the weighted-average number of shares outstanding during the period. We believe adjusted net income/loss provides additional means of evaluating period-over-period operating performance by eliminating certain non-cash expenses and other items that might otherwise make comparisons of our ongoing business with prior periods more difficult and obscure trends in ongoing operations. We define adjusted EBITDA gross profit as gross profit excluding inventory rationalization and other and depreciation and amortization, and adjusted EBITDA gross profit margin as adjusted EBITDA gross profit as a percentage of revenues. Our adjusted EBITDA gross profit is a measure used by management in evaluating the business’s current operating performance by excluding the impact of prior historical costs of assets that are expensed systematically and allocated over the estimated useful lives of the assets, which may not be indicative of the current operating activity. We define non-GAAP selling, general and administrative expense ratios as selling, general and administrative expenses adjusted for restructuring-related expenses, acquisition-related expenses, integration-related expenses, depreciation and amortization, and stock-based compensation, and expressed as a percentage of total revenues. We define adjusted operating expenses as total operating expenses adjusted for acquisition-related expenses, integration-related expenses, stock-based compensation (non-recurring/accelerated cost) and restructuring-related expenses. We present non-GAAP selling, general and administrative expense ratios and adjusted operating expenses to provide a clearer view of our operating cost structure by excluding items that are not directly tied to ongoing business operations. Free cash flow is equal to net cash provided by operating activities, excluding proceeds from the sale of fixed assets, capitalized software development costs and capital expenditures. We present free cash flow because we believe it provides useful information to investors and others in understanding and evaluating the Company’s cash flows by providing detail of the amount of cash the Company generates or utilizes after accounting for all capital expenditures as well as costs that do not relate to our core business operations. We define adjusted net debt as total debt less cash, cash equivalents, and restricted cash, resulting in net debt less unsettled transaction costs. Adjusted net debt to adjusted EBITDA ratio is calculated as adjusted net debt divided by adjusted EBITDA for the trailing 12-month period. We present adjusted net debt and adjusted net debt to adjusted EBITDA ratio to help investors and others better understand our true leverage position and financial flexibility. Unsettled transaction costs – often related to acquisitions, integrations, or financing activities – can temporarily inflate net debt figures and obscure comparability across periods.
Adjusted EBITDA, adjusted EBITDA margin, adjusted net income/loss per share, adjusted EBITDA gross profit margin, adjusted EBITDA products gross profit margin, adjusted EBITDA services gross profit margin, non-GAAP selling, general and administrative expense ratios, adjusted operating expenses, free cash flow, net debt and adjusted net debt, and adjusted net debt to adjusted EBITDA ratio are not intended to be performance measures that should be regarded as an alternative to, or more meaningful than, financial measures presented in accordance with U.S. GAAP. The way we measure adjusted EBITDA, adjusted EBITDA margin, adjusted net income/loss per share, adjusted EBITDA gross profit margin, adjusted EBITDA products gross profit margin, adjusted EBITDA services gross profit margin, non-GAAP selling, general and administrative expense ratios, adjusted operating expenses, free cash flow, net debt and adjusted net debt, and adjusted net debt to adjusted EBITDA ratio, may not be comparable to similarly titled measures presented by other companies.
A reconciliation of net loss attributable to common stockholders (the most directly comparable financial measure presented in accordance with GAAP) to adjusted EBITDA for the periods shown is presented below (in thousands and unaudited):
| Three Months Ended June 30, | ||||||||
| 2025 (1) | 2026 | |||||||
| Net loss attributable to common stockholders | $ | (10,234 | ) | $ | (8,440 | ) | ||
| Non-controlling interest | — | 183 | ||||||
| Interest expense, net | 6,590 | 6,749 | ||||||
| Other expense, net | 23 | 26 | ||||||
| Income tax expense | 362 | 1,373 | ||||||
| Depreciation and amortization | 16,031 | 16,207 | ||||||
| Stock-based compensation | 1,853 | 3,107 | ||||||
| Foreign currency losses | 1,161 | 1,336 | ||||||
| Restructuring-related expenses | 2,442 | 1,038 | ||||||
| Derivative mark-to-market adjustment | 104 | (919 | ) | |||||
| Acquisition-related expenses | 1,130 | 228 | ||||||
| Integration-related expenses | 675 | 640 | ||||||
| Adjusted EBITDA | $ | 20,137 | $ | 21,528 | ||||
| Net loss margin | (9.8 | )% | (7.6 | )% | ||||
| Adjusted EBITDA margin | 19.3 | % | 19.4 | % | ||||
| Other cash items: | ||||||||
| Recognition of pre-October 1, 2024 contract assets (Fleet Complete) | $ | 1,503 | $ | 851 | ||||
(1) Following the closing of our acquisition of Fleet Complete, we included an EBITDA adjustment related to the recognition of pre-October 1, 2024, contract assets. This adjustment represented recoveries, through customer billings, of the contract asset recognized at acquisition for hardware delivered by Fleet Complete prior to October 1, 2024. This adjustment was intended to give investors a clearer view of underlying operating performance and cash generation. The goal was to better align adjusted EBITDA with operating cash flows.
Following a detailed review of relevant SEC guidance on disclosure of non-GAAP financial measures, we have stopped including this adjustment in our presentation of adjusted EBITDA.
For the three months ended June 30, 2025 and 2026, we reported adjusted EBITDA of $20.1 million and $21.5 million, respectively. During the same periods, we also invoiced recoveries of $1.5 million and $0.9 million, respectively, which are included in cash flows from operating activities in the condensed consolidated statement of cash flows.
The following table (in thousands, except per share data, and unaudited) reconciles net loss to adjusted net income (loss) for the periods shown:
| Three Months Ended June 30, | ||||||||
| 2025 | 2026 | |||||||
| Net loss attributable to common stockholders | $ | (10,234 | ) | $ | (8,440 | ) | ||
| Incremental intangible assets amortization expense as a result of business combinations | 5,830 | 6,131 | ||||||
| Foreign currency losses | 1,161 | 1,336 | ||||||
| Restructuring-related expenses | 2,442 | 1,038 | ||||||
| Derivative mark-to-market adjustment | 104 | (919 | ) | |||||
| Acquisition-related expenses | 1,130 | 228 | ||||||
| Integration-related expenses | 675 | 640 | ||||||
| Inventory rationalization and other | 415 | — | ||||||
| Income tax effect of adjustments | (562 | ) | (1,704 | ) | ||||
| Adjusted net income (loss) | $ | 961 | $ | (1,690 | ) | |||
| Weighted average shares outstanding | 133,313 | 134,169 | ||||||
| Net loss per share - basic | $ | (0.08 | ) | $ | (0.06 | ) | ||
| Adjusted net income (loss) per share - basic | $ | 0.01 | $ | (0.01 | ) | |||
The following table (in thousands and unaudited) reconciles gross profit margins to adjusted EBITDA gross profit margins for the periods shown:
| Three Months Ended June 30, | ||||||||
| 2025 | 2026 | |||||||
| Products: | ||||||||
| Product revenues | $ | 17,657 | $ | 16,480 | ||||
| Cost of products | 13,228 | 12,970 | ||||||
| Products gross profit | $ | 4,429 | $ | 3,510 | ||||
| Adjusted EBITDA products gross profit | $ | 4,429 | $ | 3,510 | ||||
| Products gross profit margin | 25.1 | % | 21.3 | % | ||||
| Adjusted EBITDA products gross profit margin | 25.1 | % | 21.3 | % | ||||
| Services: | ||||||||
| Services revenues | $ | 86,464 | $ | 94,313 | ||||
| Cost of services | 34,412 | 36,662 | ||||||
| Services gross profit | $ | 52,052 | $ | 57,651 | ||||
| Depreciation and amortization | $ | 13,241 | $ | 13,925 | ||||
| Adjusted EBITDA services gross profit | $ | 65,293 | $ | 71,576 | ||||
| Services gross profit margin | 60.2 | % | 61.1 | % | ||||
| Adjusted EBITDA services gross profit margin | 75.5 | % | 75.9 | % | ||||
| Total: | ||||||||
| Total revenues | $ | 104,121 | $ | 110,793 | ||||
| Total cost of revenues | 47,640 | 49,632 | ||||||
| Total gross profit | $ | 56,481 | $ | 61,161 | ||||
| Depreciation and amortization | $ | 13,241 | $ | 13,925 | ||||
| Adjusted EBITDA gross profit | $ | 69,722 | $ | 75,086 | ||||
| Gross profit margin | 54.2 | % | 55.2 | % | ||||
| Adjusted EBITDA gross profit margin | 67.0 | % | 67.8 | % | ||||
The following table (in thousands and unaudited) reconciles selling, general and administrative (“SG&A”) expenses to non-GAAP SG&A expenses for the periods shown:
| Three Months Ended June 30, | ||||||||
| 2025 | 2026 | |||||||
| Total revenues | $ | 104,121 | $ | 110,793 | ||||
| Selling, general and administrative expenses | ||||||||
| Selling, general and administrative expenses | 53,663 | 56,531 | ||||||
| Restructuring-related expenses | (2,442 | ) | (1,038 | ) | ||||
| Acquisition-related expenses | (1,130 | ) | (228 | ) | ||||
| Integration-related expenses | (675 | ) | (640 | ) | ||||
| Depreciation and amortization | (2,790 | ) | (2,282 | ) | ||||
| Stock-based compensation | (1,853 | ) | (3,107 | ) | ||||
| Non-GAAP selling, general and administrative expenses | 44,773 | 49,236 | ||||||
| Non-GAAP sales and marketing expenses | 17,958 | 22,043 | ||||||
| Non-GAAP general and administrative expenses | 26,815 | 27,193 | ||||||
| Non-GAAP selling, general and administrative expenses | $ | 44,773 | $ | 49,236 | ||||
| Non-GAAP sales and marketing expenses as a percentage of total revenue | 17.2 | % | 19.9 | % | ||||
| Non-GAAP general and administrative expenses as a percentage of total revenue | 25.8 | % | 24.5 | % | ||||
| Research and development expenses | ||||||||
| Research and development incurred | $ | 8,559 | $ | 9,283 | ||||
| Research and development capitalized | (3,702 | ) | (4,923 | ) | ||||
| Research and development expenses | $ | 4,857 | $ | 4,360 | ||||
| Research and development incurred as a percentage of total revenues | 8.2 | % | 8.4 | % | ||||
| Research and development expenses as a percentage of total revenues | 4.7 | % | 3.9 | % | ||||
The following table (in thousands and unaudited) reconciles total operating expenses to adjusted operating expenses for the periods shown:
| Three Months Ended June 30, | ||||||||
| 2025 | 2026 | |||||||
| Total operating expenses | $ | 58,520 | $ | 60,891 | ||||
| Adjusted for: | ||||||||
| Acquisition-related expenses | 1,130 | 228 | ||||||
| Integration-related expenses | 675 | 640 | ||||||
| Restructuring-related expenses | 2,442 | 1,038 | ||||||
| 4,247 | 1,906 | |||||||
| Adjusted operating expenses | $ | 54,273 | $ | 58,985 | ||||
The following table (in thousands and unaudited) reconciles net cash provided by operating activities to free cash flow for the periods shown:
| Three Months Ended June 30, | ||||||||
| 2025 | 2026 | |||||||
| Net cash provided by operating activities | $ | 4,721 | $ | 8,443 | ||||
| Plus: Proceeds from sale of fixed assets | 16 | 1 | ||||||
| Less: Capitalized software development costs | (3,724 | ) | (4,100 | ) | ||||
| Less: Capital expenditures | (8,114 | ) | (4,873 | ) | ||||
| Free cash flow | $ | (7,101 | ) | $ | (529 | ) | ||
The following table (in thousands and unaudited) reconciles total debt to adjusted net debt for the periods shown:
March 31, 2026 | June 30, 2026 | |||||||
| Total debt | $ | 280,024 | $ | 278,392 | ||||
| Less: Cash, cash equivalents, and restricted cash | (40,818 | ) | (36,719 | ) | ||||
| Net debt | 239,206 | 241,673 | ||||||
| Unsettled transaction costs | — | — | ||||||
| Adjusted net debt | $ | 239,206 | $ | 241,673 | ||||
| 12-month trailing adjusted EBITDA | $ | 97,032 | $ | 98,423 | ||||
| Adjusted net debt to adjusted EBITDA ratio | 2.5 | 2.5 | ||||||
Exhibit 99.2
Filing Exhibits & Attachments
26 documentsPress Releases
- EX-99.1 EX-99.1 226.6 KB
- EX-99.2 EX-99.2 19.3 KB
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