Phase Space AI

Financial Model Notes

Powerfleet [AIOT]

Powerfleet, Inc. [AIOT] — Financial Model Notes

Date: 2026-07-29 · All figures $000 unless stated · Every figure below is traced to a filing or to a named computation on filed data. Nothing is estimated without being labelled.


1. Source hierarchy

Rank Source Used for
1 FY2026 10-K (filed 2026-06-15, period ended 2026-03-31), accession 0001628280-26-043187 All FY2026 and restated FY2025 figures
2 FY2025 10-K (filed 2025-06-26), accession 0001628280-25-033105 FY2025 as-originally-published, acquisition notes, MD&A contribution splits
3 Quarterly 10-Qs FY2025–FY2026 Quarterly revenue series
4 8-K Ex-99.1 earnings releases ×8 (2024-08-22 → 2026-06-15) Guidance, operating metrics, pro-forma combined comparatives, mention-frequency corpus
5 SEC companyfacts XBRL API Cross-checks only — never the primary source
6 Alpaca Markets (SIP daily bars; options contracts + snapshots) Prices, volume, volatility, options chain

Recency asserted: the latest 10-K covers a period ended 2026-03-31 and was filed 2026-06-15 — 44 days old at the memo date. No stale-filing artifact of the GOOGL/Alcon type applies here.


2. Revenue series — the whole model turns on getting the perimeter right

Period Form Perimeter Revenue
CY2023 (Jan–Dec 2023) 10-K Legacy Powerfleet only 133,736
Jan–Mar 2024 (transition) 10-KT Legacy Powerfleet only, 3 months 33,740
FY2025 (Apr'24–Mar'25) 10-K + MiX (12mo) + Fleet Complete (6mo) 362,515
FY2026 (Apr'25–Mar'26) 10-K + Fleet Complete (12mo) + RTS (2mo) 443,777

Fiscal-year change: December 31 → March 31, effective with the MiX combination (2024-04-02), producing the 10-KT transition period. This is the trap. Any series that reads CY2023 → FY2026 as a like-for-like compound is comparing a legacy $134m company to a post-merger $444m company.

Quarterly series (both years fully reconciled)

Quarter FY2025 FY2026 YoY
Q1 (Apr–Jun) 75,430 104,121 +38.0%
Q2 (Jul–Sep) 77,018 111,679 +45.0%
Q3 (Oct–Dec) 106,429 113,487 +6.6%
Q4 (Jan–Mar) 103,638 114,490 +10.5%
Full year 362,515 443,777 +22.4%

Derivations, stated: Q4 FY2026 = 443,777 − 329,287 (9M from the Q3 10-Q) = 114,490. Q4 FY2025 = 362,515 − 258,877 = 103,638. Neither is separately tagged in XBRL; both are exact arithmetic on filed figures.

Note the shape. Q1 and Q2 show +38% and +45% because Fleet Complete is in the FY2026 numerator and not in the FY2025 denominator. Q3 and Q4 — the same-perimeter quarters — show +6.6% and +10.5%. The full-year +22.4% is a weighted average of a perimeter change and an organic rate.


3. The organic bridge (drives AIOT_Valuation.md §2.3)

FY2025 — from the company's only published pro-forma combined statement

Q4 FY2024 PF Q4 FY2025 FY2024 PF FY2025
Total revenues 72,822 103,638 286,904 362,515
Company headline growth +42% +26%
Fleet Complete contribution (MD&A) (29,300) (59,000)
Ex-Fleet Complete 72,822 74,338 286,904 303,515
True organic +2.1% +5.8%

Source: 8-K Ex-99.1, 2025-06-16, condensed consolidated statements of operations, columns headed "Pro Forma Combined" (FY2024/Q4 FY2024) and "Consolidated" (FY2025/Q4 FY2025). Fleet Complete contributions from the FY2025 10-K MD&A: products $9.5m + services $49.5m = $59.0m for the year; products $4.6m + services $24.7m = $29.3m for Q4.

FY2026 — residual method

FY2026 revenue                                        443,777
FY2025 revenue                                        362,515
Growth                                                +81,262   (+22.4%)
  less Fleet Complete incremental services  (10-K)    (55,800)
  less RTS Solutions Africa contribution    (10-K)    (   708)
Residual                                              +24,754   = +6.83%

Bounding, and why the residual is an upper bound. The FY2026 MD&A discloses FC's incremental service revenue and not its incremental product revenue. FC produced $9.5m of product revenue in its six FY2025 months; a comparable H2 carry-over of ~$7.5m would put organic at ≈ +4.8%. The disclosed range is therefore +4.8% to +6.8%, and the memo does not pretend to a point estimate.

Same-perimeter method (preferred — no bounding required)

H2 FY2026 (Q3+Q4)   113,487 + 114,490 = 227,977
H2 FY2025 (Q3+Q4)   106,429 + 103,638 = 210,067
Growth                                   +8.53%
  ex-RTS (708)                           +8.19%    <- memo base, rounded to 8.0%

Corroboration (operating metrics, earnings releases): subscribers 2.8m → "nearly 3 million" (~+7%); customers 48,000 → 50,000 (+4.2%).

Not computed and disclosed as such: constant-currency. No filing or release reviewed publishes a constant-currency revenue figure. Powerfleet earns materially in ZAR, ILS and EUR. Every organic rate above includes an FX effect of unknown sign and magnitude.


4. Profitability bridge

FY2025 FY2026
Revenue 362,515 443,777
Gross profit 194,537 246,422
Gross margin 53.7% 55.5%
Operating income (loss) (25,885) 19,576
GAAP operating margin (7.1%) 4.4%
Net loss attributable to common (51,012) (20,552)
Basic EPS (0.43) (0.15)
Weighted-average basic shares 119,877 133,761

Removing the transaction costs — the screen's +11.6pp collapses to ~+3pp

Add-back to operating income FY2025 FY2026
Acquisition-related expenses 21,300 1,689
Restructuring charges 10,077 4,923
Integration-related costs 4,851 3,893
Accelerated stock-based compensation 4,700
Total 40,928 10,505
Adjusted operating income 15,043 30,081
Adjusted operating margin 4.1% 6.8%+2.7pp
FY2025 FY2026 Change
Adjusted EBITDA 67,322 97,032 +44.1%
Adjusted EBITDA margin 18.6% 21.9% +3.3pp

The screen's +11.6pp of "operating margin expansion" is ~8.3–8.9pp merger-cost non-recurrence and ~2.7–3.3pp genuine operating leverage.

Adjusted EBITDA reconciliation (FY2026 10-K, as filed)

FY2025 FY2026
Net loss attributable to common stockholders (51,012) (20,552)
Non-controlling interest 18 608
Preferred stock dividend 25
Interest expense, net 19,404 26,746
Other (income) expense, net 129
Income tax expense 4,517 8,688
Depreciation and amortisation 47,494 60,280
Stock-based compensation 9,362 7,541
Foreign currency losses 1,790 3,862
Restructuring-related expenses 10,077 4,923
Derivative mark-to-market (504) (775)
Acquisition-related expenses 21,300 1,689
Integration-related expenses 4,851 3,893
Adjusted EBITDA 67,322 97,032

⚠ The FY2025 figure was restated between the two 10-Ks

FY2025 adjusted EBITDA Amount Filing
As first published 71,131 FY2025 10-K, 2025-06-26 — included a line "Recognition of pre-October 1, 2024 contract assets (Fleet Complete)" of +3,809
As restated 67,322 FY2026 10-K, 2026-06-15 — that line removed

71,131 − 3,809 = 67,322 exactly. The FY2026 10-K discloses the equivalent FY2026 recovery as $5.0m and does not add it back. Direction of travel is conservative; the effect on any reader who does not open both filings is that FY2026 adjusted-EBITDA growth reads +44% on the restated base and +36.4% on the originally-published base.

Recurring "non-recurring" items. Restructuring has been added back in every one of the last four reporting periods (CY2023 $711k; Q1 2024 $324k; FY2025 $10,077k; FY2026 $4,923k), as has integration since FY2025. Treated in this memo as recurring in substance.


5. Cash flow — the most aggressive line in the guidance

FY2025 FY2026
Net cash from operating activities (3,345) 30,461
Purchases of property, plant and equipment (20,008) (21,618)
Capitalised software development (13,782) (18,532)
Free cash flow (37,135) (9,689)
FY2027 guidance +30,000 to +35,000

FY2026 free cash flow was NEGATIVE $9.7m. FY2027 is guided to +$30–35m — a $40–45m one-year swing. Adjusted EBITDA is guided up ~$26m of that; the remainder must come from working capital and lower cash restructuring/integration outflow. Invalidation trigger 2.

Note also: D&A of $60,280 against cash investment (capex + capitalised software) of $40,150. Adjusted EBITDA adds back all $60,280 while the business consumes $40,150 in cash to sustain itself. Adjusted EBITDA less cash investment = $56,882, against cash interest of roughly $26,746 — leaving ~$30m, which is where the FY2027 FCF guide comes from and why it is not implausible, merely unproven.


6. Balance sheet

As of 2025-03-31 2026-03-31
Cash and cash equivalents 44,392 36,496
Restricted cash 4,396 4,322
Accounts receivable, net 78,623 93,820
Inventory, net 18,350 22,448
Goodwill 383,146 411,995
Intangible assets, net 258,582 255,518
Total assets 910,071 955,565
Short-term bank loans and notes payable 36,788 44,072
Current maturities of long-term debt 4,844 6,283
Long-term debt, non-current 232,160 229,669
Total debt 273,792 280,024
Net debt 225,004 239,206
Total stockholders' equity 446,592 475,494
Tangible book value (195,136) (192,019)

Derived ratios

FY2026
Goodwill + intangibles ÷ total assets 69.9%
Goodwill + intangibles ÷ book equity 140.4%
Net debt ÷ adjusted EBITDA 2.47x (company-stated; 239,206 ÷ 97,032 = 2.466x)
Prior year 3.39x
DSO (AR ÷ revenue × 365) 77.2 days (FY2025: 79.2)
Accruals (NI − CFO) ÷ average assets −5.5% — conservative
ROIC (NOPAT at 30% tax ÷ equity + net debt) 1.9% FY2026A; 4.1% FY2027E
Market cap ÷ book equity 1.10x at $3.91; 0.87x at the 2026-03-31 close of $3.08

7. FY2027 guidance, as issued 2026-06-15

Metric Guidance Implied
Revenue $485–490m +9.8% at midpoint ($487.5m)
Services revenue >$400m >82% of total
Net income $4–8m first GAAP-profitable year; EPS ~$0.03–0.06
Weighted-average fully diluted shares 136m vs 133,761k basic in FY2026
Adjusted EBITDA $122–125m +27% at midpoint; ~25% margin
Free cash flow $30–35m vs −$9.7m actual FY2026

Powerfleet provides no GAAP reconciliation for its adjusted-EBITDA or FCF guidance, stating it cannot predict the excluded items without unreasonable effort. Standard practice; recorded because a company that restated one non-GAAP measure this year is guiding on unreconciled non-GAAP measures next year.


8. Valuation inputs as carried into AIOT_Valuation.md

Input Value Note
Spot $3.91 2026-07-28 close
Shares outstanding 134,180,878 10-K cover 2026-06-12 — verified, matches the screen exactly
Diluted (FY2027E) 136,000,000 company guidance
Market capitalisation $524.6m
Net debt $239.2m corrects the screen's $192.8m by $46.4m
Enterprise value $763.9m corrects $717.4m
TTM revenue $443.777m = FY2026; no TTM stitching required and none performed
EV/Sales 1.72x screen: 1.62x
EV/adjusted EBITDA FY2026A 7.87x
EV/adjusted EBITDA FY2027E 6.18x at $123.5m midpoint
EV/EBIT (GAAP) FY2026A 39.0x screen: 36.6x
Demonstrated organic growth 8.0% (band 4.8–9.8%) corrects the screen's 48.4%
Terminal EBIT margin 9.3% retained from screen; forward-corroborated at ~8.4%
Exit multiple 19.1x EV/EBIT re-matched to the 8% growth cohort, n=516
WACC 10.0% framework default

9. Reproducibility

Every number in this memo can be regenerated from:

  1. https://data.sec.gov/api/xbrl/companyfacts/CIK0001774170.json — quarterly and annual XBRL series
  2. https://www.sec.gov/Archives/edgar/data/1774170/000162828026043187/aiot-20260331.htm — FY2026 10-K
  3. https://www.sec.gov/Archives/edgar/data/1774170/000162828025033105/aiot-20250331.htm — FY2025 10-K
  4. 8-K Ex-99.1 earnings releases, eight filings 2024-08-22 → 2026-06-15
  5. Alpaca /v2/stocks/AIOT/bars (SIP, adjusted, from 2019-10-01) and /v2/options/contracts + /v1beta1/options/snapshots
  6. ~/.claude/skills/investment-memo/assets/reverse_dcf.py
  7. The exit-multiple re-anchor: the 9,885-record reports/scan_final/*_analysis.json universe, filtered on growth ∈ [g×0.5, g×1.5] and 0 < ev_ebit < 200, median of ev_ebit — the screen's own method with the growth input corrected

No figure in this memo comes from memory, an estimate, or a third-party summary.