PowerFleet, Inc. Enters Material Definitive Agreement

TL;DR

PowerFleet just signed a big deal, expect financial updates.

AI Summary

On March 18, 2024, PowerFleet, Inc. entered into a material definitive agreement related to a direct financial obligation. The company, headquartered in Woodcliff Lake, New Jersey, filed this 8-K report to disclose this significant event.

Why It Matters

This filing indicates a new financial commitment or obligation for PowerFleet, Inc., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new financial obligations or risks that may affect the company's performance.

Key Players & Entities

• PowerFleet, Inc. (company) — Registrant
• March 18, 2024 (date) — Date of earliest event reported
• Woodcliff Lake, New Jersey (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share PWFL The Nasdaq Global Ma
• $30 m — ael in an aggregate principal amount of $30 million, comprised of two facilities in t
• $20 million — s in the aggregate principal amounts of $20 million and $10 million, respectively ("Facilit
• $10 m — te principal amounts of $20 million and $10 million, respectively ("Facility A" and "
• $20 m — ter in an aggregate principal amount of $20 million, comprised of two revolvers in th
• $10 million — s in the aggregate principal amounts of $10 million and $10 million, respectively ("Facilit
• $75,000 — g a one-time complex transaction fee of $75,000. The A&R Credit Agreement contains ce

Filing Documents

• form8-k.htm (8-K) — 49KB
• ex10-1.htm (EX-10.1) — 825KB
• 0001493152-24-010980.txt ( ) — 1142KB
• pwfl-20240318.xsd (EX-101.SCH) — 3KB
• pwfl-20240318_lab.xml (EX-101.LAB) — 33KB
• pwfl-20240318_pre.xml (EX-101.PRE) — 22KB
• form8-k_htm.xml (XML) — 3KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 18, 2024 POWERFLEET, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39080 83-4366463 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 123 Tice Boulevard , Woodcliff Lake , New Jersey 07677 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code ( 201 ) 996-9000 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 per share PWFL The Nasdaq Global Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 1.01. Entry into a Material Definitive Agreement. On March 18, 2024, Powerfleet Israel Ltd. ("Powerfleet Israel") and Pointer Telocation Ltd. ("Pointer" and, together with Powerfleet Israel, the "Borrowers"), each a wholly owned subsidiary of PowerFleet, Inc. (the "Company"), entered into an amended and restated credit agreement (the "A&R Credit Agreement") with Bank Hapoalim B.M. ("Hapoalim"), which refinances the facilities under, and amends and restates, the existing credit agreement, dated August 19, 2019 (as amended, 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 million, comprised of two facilities in the aggregate principal amounts of $20 million and $10 million, respectively ("Facility A" and "Facility B," respectively, and, collectively, the "Term Facilities"), and (ii) two revolving credit facilities to Pointer in an aggregate principal amount of $20 million, comprised of two revolvers in the aggregate principal amounts of $10 million and $10 million, respectively ("Facility C" and "Facility D," respectively, and, collectively, the "Revolving Facilities" and, together with the Term Facilities, the "Credit Facilities"). The Term Facilities will mature on March 18, 2029. The Revolving Facilities are available for successive one-month periods until and including March 18, 2025, unless the Borrowers deliver prior notice to Hapoalim of their request not to renew the Revolving Facilities. The proceeds of the Term Facilities have been used by Powerfleet Israel for the prepayment of the term loans extended to Powerfleet Israel under the Prior Credit Agreement, and any remaining proceeds may be used for distributions. The proceeds of the Revolving Facilities may be used by Pointer for general corporate purposes, including working capital and capital expenditures. The 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 S.A. and Pointer SA (PTY) Ltd. are excluded from such floating charges. No other assets of the Company will serve as collateral under the Credit Facilities. Borrowings under the Term Facilities continue to be voluntarily prepayable at any time, in whole or in part, and are no longer subject to any prepayment premium. Voluntary prepayments of the 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 Term Facilities to the extent it receives distributions fro

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