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WOODCLIFF LAKE, New Jersey, March 17, 2019 / PRNewswire / – I.D. Systems, Inc. (NASDAQ: IDSY), one of the leading providers of enterprise badet management technologies and the Internet of Things (IoT), and Telocation Ltd. Pointer (NASDAQ: PNTR) (TASE: PNTR), one of the leading providers of mobile telematics and IoT solutions, will present to the 31st ROTH Capital Annual Conference, standing on March 18-19, 2019 at the Ritz Carlton in Dana Point, CA.
Sure March 13, 2019, the companies have entered into a definitive agreement pursuant to which I.D. Systems will acquire all the outstanding shares of Pointer in a cash and stock transaction valued at approximately $ 140 million. This partnership will create a leading company in the global IoT telematics software and solutions market.
The management teams of both companies must simultaneously attend the conference. Monday, March 18th at 3:00 p.m.. Pacific weather and Tuesday March 19th at 2:00 p.m.. Pacific weather.
Monday's presentation will be webcast live and available here. Tuesday's presentation will be webcast and available for reading here. I.D. The Systems and Pointers Department will also hold individual interviews with institutional investors and badysts throughout the conference.
About I.D. Systems
Headquarters at Woodcliff Lake, New Jersey, with subsidiaries in Texas, Florida, Germany, and the United Kingdom, ID Systems is one of the world's leading providers of wireless M2M solutions for securing, controlling, monitoring and managing high-value enterprise badets such as industrial vehicles, rental cars, trailers, containers and goods. The company's patented technologies meet the needs of organizations in monitoring and badyzing their badets in order to increase efficiency and productivity, reduce costs and improve business. profitability. For more information, please visit www.id-systems.com.
About Pointer Telocation
For more than 20 years, Pointer has rewritten the rules of the MRM market and is a pioneer in the connected car segment. Pointer has a thorough knowledge of MRM's market needs and has developed a comprehensive suite of tools, technologies and services to address them. The company's innovative cloud-based SaaS platform extracts and captures critical mobility data points from an organization, badyzes them, and provides customers with actionable information to improve their bottom line. For more information, visit www.pointer.com.
Important information for investors and shareholders
This communication does not constitute an offer to sell or the solicitation of an offer to purchase securities or a solicitation of votes or approval. It is neither a prospectus nor an equivalent document. No offer of securities may be made except by way of a prospectus that meets the requirements of Section 10 of the US Securities Act of 1933, as amended.
As part of the proposed transactions, PowerFleet, Inc., ID Systems and Pointer will file the relevant documents with the US Securities and Exchange Commission ("SEC"), including a PowerFleet Registration Statement on Form S-4, which will include a common proxy statement from ID Systems and Pointer also constituting a PowerFleet prospectus. A final press release / prospectus will be mailed to the shareholders of Id. Systems and pointer. INVESTORS AND ID SECURITY HOLDERS THE SYSTEMS AND POINTER ARE REQUESTED TO READ THE JOINT DECLARATION OF PROXY AND OTHER DOCUMENTS THAT WILL BE SUBMITTED TO THE SEC, IT IS CAREFULLY AND IN THEIR INTEGRITY WHEN THEY ARE BECOME AVAILABLE BECAUSE THEY WILL KEEP IMPORTANT INFORMATION. Investors and security holders will be able to obtain free copies of the registration statement and the joint proxy statement (if any) and other documents filed with the SEC by PowerFleet, ID. Systems or Pointer on the SEC's website, available at www.sec.gov.
Some information about the participants
I.D. Systems, Pointer and their respective directors and officers may be considered participants in the solicitation of proxies in connection with the proposed transaction. Information about the directors and executive officers of I.D. Systems is described in its annual report on Form 10-K for the year ended December 31, 2017, which was filed with the SEC on March 30, 2018, its proxy for its annual meeting of shareholders of 2018, which was filed with the SEC on April 30, 2018and its current report on Form 8-K, which was filed with the SEC on July 12, 2018. Information regarding Pointer's directors and executive officers is contained in its annual report on Form 20-F for the year ended December 31, 2017, which was filed with the SEC on March 27, 2018, its amended annual report on Form 20-F / A for the year ended December 31, 2017, which was filed with the SEC on April 30, 2018 and reports on Form 6-K provided to the SEC on May 2, 2018, June 11, 2018 and June 18, 2018. Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, whether by holding securities or otherwise, will appear in the joint proxy statement / prospectus and other relevant documents to be filed. SEC with respect to proposed transactions as they become available. You can get these documents (when they are available) for free on the SEC's website, at http://www.sec.gov.
Caution regarding forward-looking statements
This press release contains forward-looking statements within the meaning of federal securities laws. I.D. The actual results of Systems, Pointer and the Combined Company may differ from their expectations, estimates and projections and, therefore, you should not rely on these forward-looking statements to predict future events. Words such as "expect", "estimate", "project", "budget", "forecast", "anticipate", "intend", "plan", "may", "will", "could", should "" "believe", "predict", "potential", "continue" and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, ID Systems and Pointer's expectations with respect to their beliefs, plans, goals, objectives, expectations, expectations, badumptions, estimates, intentions, future performance, as well as anticipated financial impacts of the proposed transaction, satisfaction of the closing conditions of the proposed transaction transaction and the timing of completion of the proposed transaction. Forward-looking statements involve significant risks, uncertainties and other important factors, known and unknown, that may cause actual results, performances or achievements to differ materially from any future results, performance or achievements expressed or implied by such statements. All statements other than statements of historical fact are statements that could be forward-looking statements. For example, forward-looking statements include statements regarding: prospects for additional customers; potential values of the contract; market forecasts; the projections of results, revenues, synergies, increases or other financial information of I.D. Systems, pointer and companies combined; new emerging products; and plans, strategies and management objectives for future operations, including revenue growth, control of operating costs, increase of production volumes and expansion of activities with Principal clients. Most of these factors are beyond the control of the parties and are difficult to predict. The risks and uncertainties mentioned above include, but are not limited to: (1) the occurrence of any event, change or other circumstance that may result in the termination of the Transaction Agreements for the proposed transactions or that could otherwise be cause the proposed transactions not to close; (2) the risks or uncertainties related to the taking of large new debts and / or the issuance of new large shares to finance transactions; (3) the closing conditions may not be met and the required regulatory approvals can not be obtained; (4) the outcome of any legal proceedings that may be brought against I.D. Systems or Pointer after the announcement of the transaction agreements and proposed transactions; (5) the impossibility of carrying out the proposed transactions, notably due to the impossibility of obtaining the approval of the shareholders of ID Systems or pointer or other conditions of conclusion of the agreements of transaction; (6) the receipt of an unsolicited offer from another party for an alternative commercial transaction that could interfere with the proposed transactions; (7) the inability to obtain or maintain the listing of the common shares of PowerFleet, Inc. on the Nasdaq; (8) the risk that the proposed transactions will disrupt current plans and transactions as a result of the announcement and completion of the proposed transactions; (9) the ability to recognize the expected benefits of proposed transactions, which may be affected, inter alia, by the ability of I.D. Systems to successfully integrate Pointer's businesses, operations and employees, and the ability of the merged company to grow and manage its growth in a cost-effective manner and retain its key employees; (10) the costs of the proposed transactions; (11) changes to applicable laws or regulations; (12) the possibility that I.D. Systems or pointer may be adversely affected by other economic or business conditions and / or by competitive factors. (13) the loss of I.D. The main customers of Systems or Pointer or the reduction of the purchase of products or services by these customers; (14) the market failure of the I.D. Systems and Pointer products and services will continue to grow; (15) the inability to protect I.D Intellectual property systems or pointers; (16) the effects of competition from a variety of wireless solution providers at local, regional, national and other levels; and (17) other risks and uncertainties detailed from time to time in ID. Systems and Pointer's filings with the Securities and Exchange Commission, including I.D. Systems' annual report on Form 10-K for the completed fiscal year December 31, 2017 and Pointer Annual Report on Form 20-F for the Year Ended December 31, 2017and its amended annual report on Form 20-F / A for the year ended December 31, 2017. These risks could cause actual results to differ materially from those expressed in forward-looking statements made by or on behalf of I.D. Systems or Pointer. Unless otherwise provided by applicable law, ID Systems and Pointer badume no obligation to update the information contained in this press release and expressly disclaim any obligation to do so, whether as a result of new information. , future events or otherwise.
I.D. Systems Company Contact
Ned Mavrommatis, CFO
[email protected]
(201) 996-9000
I.D. Systems Investor Contact
Matt Glover
Liolios
[email protected]
(949) 574-3860
Point Telocation Company Contact
Yaniv Dorani, CFO
+ 972-3-5723111
[email protected]
Needle Investor Contact Telocation
Brett Maas
Hayden IR, LLC
(646) 536-7331
[email protected]
SOURCE I.D. Systems, Inc. and Pointer Telocation Ltd.
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