0001493152-23-010808.txt : 20230404
0001493152-23-010808.hdr.sgml : 20230404
20230404160537
ACCESSION NUMBER: 0001493152-23-010808
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230331
FILED AS OF DATE: 20230404
DATE AS OF CHANGE: 20230404
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ABRY Senior Equity Holdings V, LLC
CENTRAL INDEX KEY: 0001790054
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39080
FILM NUMBER: 23797294
BUSINESS ADDRESS:
STREET 1: C/O ABRY PARTNERS II, LLC
STREET 2: 888 BOYLSTON STREET, SUITE 1600
CITY: BOSTON
STATE: MA
ZIP: 02199
BUSINESS PHONE: 617-859-2959
MAIL ADDRESS:
STREET 1: C/O ABRY PARTNERS II, LLC
STREET 2: 888 BOYLSTON STREET, SUITE 1600
CITY: BOSTON
STATE: MA
ZIP: 02199
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PowerFleet, Inc.
CENTRAL INDEX KEY: 0001774170
STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669]
IRS NUMBER: 834366463
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 123 TICE BLVD.
CITY: WOODCLIFF LAKE
STATE: NJ
ZIP: 07677
BUSINESS PHONE: 201-996-9000
MAIL ADDRESS:
STREET 1: 123 TICE BLVD.
CITY: WOODCLIFF LAKE
STATE: NJ
ZIP: 07677
4
1
ownership.xml
X0407
4
2023-03-31
0
0001774170
PowerFleet, Inc.
PWFL
0001790054
ABRY Senior Equity Holdings V, LLC
C/O ABRY PARTNERS II, LLC
888 BOYLSTON STREET, SUITE 1600
BOSTON,
MA
02199
0
0
1
0
0
Series A Preferred Stock
2023-03-31
4
J
0
927.531
1000
A
Common Stock, par value $0.01 per share
126729
50395.872
I
See footnotes
Series A Preferred Stock
2023-03-31
4
J
0
177.725
1000
A
Common Stock, par value $0.01 per share
24282
9656.401
I
See footnotes
Each share of Series A Preferred Stock is convertible at any time, at the option of the holder, into a number of shares of common stock, par value $0.01 per share, of the Issuer determined by dividing the issue price of the Series A Preferred Stock ($1,000 per share) (the "Issue Price"), plus any accrued and unpaid dividends, by the Series A Conversion Price at the time of conversion. The initial Series A Conversion Price is equal to $7.319, and is subject to adjustment. The Series A Preferred Stock has no expiration date.
ABRY Senior Equity V, L.P. ("ASE") received 927.531 shares of Series A Preferred Stock (or 126,729 shares of Common Stock on an as-converted basis) as a payment-in-kind dividend on 49,468.341 shares of Series A Preferred Stock (or 6,758,894 shares of Common Stock on an as-converted basis) owned on the dividend record date.
These securities are held directly by ASE. ABRY Senior Equity Investors V, L.P. ("ASEI") is the general partner of ASE. ABRY Senior Equity Holdings V, LLC ("ASEH") is the general partner of ASEI. By virtue of such relationships, ASEH may be deemed to have voting and investment power with respect to the securities held by ASE noted above and as a result may be deemed to have beneficial ownership over such securities.
ASEH disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) of the Securities Exchange of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. Currently Medhini Srinivasan ("Srinivasan"), a Principal of ABRY Partners II, LLC ("ABRY Partners"), an affiliate of ASEH, and Anders Bjork ("Bjork"), a Partner of ABRY Partners, serve on the Issuer's board of directors. Each of Srinivasan and Bjork has no control or voting power over the securities held by ASE and ABRY Senior Equity Co-Investment Fund V, L.P. ("ASECF"). This report shall not be deemed an admission that any of ASEH, Srinivasan or Bjork is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose, except to the extent of their pecuniary interest therein, if any.
ASECF received 177.725 shares of Series A Preferred Stock (or 24,282 shares of Common Stock on an as-converted basis) as a payment-in-kind dividend on 9,478.676 shares of Series A Preferred Stock (or 1,295,079 shares of Common Stock on an as-converted basis) owned on the dividend record date.
These securities are held directly by ASECF. ASECI is the general partner of ASECF. ASEH is the sole member of ASECI. By virtue of such relationships, ASEH may be deemed to have voting and investment power with respect to the securities held by ASECF noted above and as a result may be deemed to have beneficial ownership over such securities.
/s/ Jay M. Grossman, Manager of ABRY Senior Equity Holdings V, LLC
2023-04-04