PowerFleet, MiX Telematics Announce All-stock Merger

PowerFleet, Inc. (PWFL), and MiX Telematics Limited (MIXT) announced on Tuesday that they have signed a deal to form a mobile asset Internet of Things or IoT Software-as-a-Service or SaaS provider.

The all share transaction, expected to be closed in the first-quarter of calendar year 2024, will have a combined total revenue of $279 million and $39 million of adjusted EBITDA.

Steve Towe, CEO of Powerfleet, said: “Combining with MiX, an extremely well-run and profitable organization, will establish the combined entity as a world-class SaaS company, giving us the speed and capability to achieve improved growth in high quality recurring revenues and expanded profitability much sooner…”

Post merger, the combined company will be branded as Powerfleet, with its primary listing on Nasdaq.

As part of the deal, MiX shareholders will exchange 100 percent of their shares each of which represents 25 MiX shares for consideration consisting of Powerfleet shares, payable at closing.

The number of Powerfleet shares to be issued as consideration will be based on a post-transaction ownership structure, whereby current MiX shareholders will own around 65 percent, and current Powerfleet shareholders will own approximately 35 percent.

In connection with the transaction, Powerfleet and MiX are positioned to secure $75 million in incremental debt which the companies anticipate will be fully executed at or before close.

The proceeds from the refinancing of the combined company will be used to redeem in full the outstanding convertible preferred stock held by affiliates of Abry Partners.

Post transaction, Steve Towe will remain CEO of Powerfleet, whereas David Wilson will continue to serve as CFO. Stefan Joselowitz, current CEO of MiX, will be retiring.

In addition, Michael Brodsky will be Chairman of a new proposed Board of Powerfleet.

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