INSEEGO CORP.

Previous wording

•our ability to introduce and sell new products that comply with current and evolving industry standards and government regulations;

Current wording

•our ability to introduce and sell new products that comply with current and evolving industry standards and government regulations such as the evolving 5G New Radio (“5G NR”) price and performance standards;

Previous wording

Revenues. Revenues for the three months ended March 31, 2025 were $31.7 million, compared to $37.5 million for the same period in 2024.

Current wording

Revenues. Revenues for the three months ended June 30, 2025 were $40.2 million, compared to $51.6 million for the same period in 2024.

Previous wording

Cost of revenues. Cost of revenues for the three months ended March 31, 2025 was $16.7 million, or 52.7% of revenues, compared to $24.3 million, or 64.7% of revenues, for the same period in 2024.

Current wording

Cost of revenues. Cost of revenues for the three months ended June 30, 2025 was $23.7 million, or 58.9% of revenues, compared to $32.8 million, or 63.6% of revenues, for the same period in 2024.

Previous wording

Product. The $7.3 million decrease in product cost of revenues is primarily due to decreased product revenues.

Current wording

Product. The $8.1 million decrease in product cost of revenues is primarily due to decreased product revenues, partially offset by an increased proportion of higher cost FWA products in comparison to lower cost mobile products.

Previous wording

Services and other. The $0.3 million decrease in services and other cost of revenues is primarily due to decreased non-recurring engineering revenues and the related costs of performing those services, partially offset by increased Inseego Subscribe revenues and related costs.

Current wording

Services and other. The $1.0 million decrease in services and other cost of revenues is primarily due to decreased outside service costs related to Inseego Subscribe revenues, decreased annual incentive bonus accruals, and decreased non-recurring engineering revenues and the related costs of performing those services.

Previous wording

Gross profit. Gross profit for the three months ended March 31, 2025 was $15.0 million, or a gross margin of 47.3%, compared to $13.2 million, or a gross margin of 35.3%, for the same period in 2024. The increase in gross profit and gross profit margin is primarily due to a larger proportion of higher margin service revenues as a percentage of total revenues and increased margins on the Company’s premium 5G MiFi offerings in the first quarter of 2025 in comparison to the lower margin products offered in the first quarter of the prior year.

Current wording

Gross profit. Gross profit for the three months ended June 30, 2025 was $16.5 million, or a gross margin of 41.1%, compared to $18.8 million, or a gross margin of 36.4%, for the same period in 2024. The decrease in gross profit is primarily due to decreased mobile solutions revenues. The increase in gross margin is primarily due to a increased proportion of higher margin service and FWA revenues as a percentage of total revenues.

Previous wording

Sales and marketing expenses. Sales and marketing expenses for the three months ended March 31, 2025 were $3.9 million, or 12.4% of revenues, compared to $3.8 million, or 10.2% of revenues, for the same period in 2024. The increase in sales and marketing expenses was primarily due to higher trade show related costs, partially offset by decreased sales commissions and outbound freight costs as a result of lower sales.

Current wording

Sales and marketing expenses. Sales and marketing expenses for the three months ended June 30, 2025 were $4.0 million, or 9.8% of revenues, compared to $4.2 million, or 8.2% of revenues, for the same period in 2024. The decrease in sales and marketing expenses was primarily due to decreased sales commissions as a result of lower sales and decreased annual incentive bonus accruals.

Previous wording

Depreciation and amortization expenses. Depreciation and amortization expenses for the three months ended March 31, 2025 were $2.1 million, or 6.5% of revenues, compared to $3.3 million, or 8.8% of revenues, for the same period in 2024. The decrease in depreciation and amortization expenses was primarily due to the capitalized costs on the Company’s next generation of software intended for sale being capitalized but not amortizable until future quarters.

Current wording

Depreciation and amortization expenses. Depreciation and amortization expenses for the three months ended June 30, 2025 were $1.8 million, or 4.4% of revenues, compared to $3.7 million, or 7.1% of revenues, for the same period in 2024. The decrease in depreciation and amortization expenses was primarily due to the capitalized costs on the Company’s next generation of software intended for sale being capitalized but not amortizable until future quarters and the ending of useful life of certain amortizable purchased intangibles.

Previous wording

Interest expense. The $1.2 million decrease in interest expense for the three months ended March 31, 2025 over the same period in 2024 was primarily a result the Company’s various repurchases and exchanges of the 2025 Convertible Notes (as defined below) that occurred during 2024, resulting in lower coupon interest, partially offset by interest expense on the Company’s 2029 Senior Secured Notes (as defined below) that were issued in the fourth quarter of 2024.

Current wording

Interest expense. The $0.8 million decrease in interest expense for the three months ended June 30, 2025 over the same period in 2024 was primarily a result the Company’s various repurchases and exchanges of the 2025 Convertible Notes (as defined below) that occurred during 2024 and the full repayment of the remaining Notes on May 1, 2025, resulting in lower coupon interest, partially offset by interest expense on the Company’s 2029 Senior Secured Notes (as defined below) that were issued in the fourth quarter of 2024.

Previous wording

Other income (expense), net. Other income (expense), net for the three months ended March 31, 2025 and 2024 was $0.3 million and $(0.4) million, respectively. The increase in other income, net was primarily due to interest income earned on money market fund accounts that the Company began investing in during the first quarter of 2025.

Current wording

Other income (expense), net. Other income (expense), net for the three months ended June 30, 2025 and 2024 was $0.2 million and $(0.4) million, respectively. The increase in other income, net was primarily due to interest income earned on money market fund accounts that the Company began investing in during the first quarter of 2025.

Previous wording

Income (Loss) from discontinued operations, net of tax. Income (loss) from discontinued operations, net of tax for the three months ended March 31, 2025 and 2024 was $(0.4) million and $1.1 million, respectively.

Current wording

Income (Loss) from discontinued operations, net of tax. Income (loss) from discontinued operations, net of tax for the three months ended June 30, 2025 and 2024 was $0.0 million and $0.5 million, respectively.

Previous wording

Preferred stock dividends. During the three months ended March 31, 2025 and 2024, we recorded dividends of $0.9 million and $0.8 million, respectively, on our Preferred Stock.

Current wording

Preferred stock dividends. During the three months ended June 30, 2025 and 2024, we recorded dividends of $0.9 million and $0.8 million, respectively, on our Series E preferred stock.

Previous wording

Fixed wireless access solutions. The $12.3 million decrease in fixed wireless access solutions revenues is primarily due to decreased sales with one of our carrier partners as we transition to our next generation of fixed wireless access products and decreased sales in our channel program.

Current wording

Fixed wireless access solutions. The $11.1 million decrease in fixed wireless access solutions revenues is primarily due to decreased sales with one of our carrier partners during the first three months of 2025 as we transitioned to our next generation of fixed wireless access products that launched during the second quarter of 2025 combined with decreased sales in our channel program.

Previous wording

Services and other The $3.9 million increase in services and other revenues is primarily due to increased Inseego Subscribe revenues related to the terms of a two-year service contract renewal with a major customer that was executed in April 2024.

Current wording

Services and other The $3.5 million increase in services and other revenues is primarily due to increased Inseego Subscribe revenues related to the terms of a two-year service contract renewal with a major customer that was executed in April 2024.

Previous wording

Research and development expenses. Research and development expenses for the three months ended March 31, 2025 were $4.5 million, or 14.3% of revenues, compared to $4.7 million, or 12.5% of revenues, for the same period in 2024. The decrease in research and development expenses was primarily due to more research and development projects that were capitalizable during the three months ended March 31, 2025, which resulted in a lower percentage of research and development costs being recorded as operating expenses, partially offset by increased prototype builds, testing and certification costs, and outside services costs related to the Company’s increased development efforts for its next line of products.

Current wording

Research and development expenses. Research and development expenses for the six months ended June 30, 2025 were $9.4 million, or 13.0% of revenues, compared to $9.9 million, or 11.1% of revenues, for the same period in 2024. The decrease in research and development expenses was primarily due to more research and development projects that were capitalizable during the six months ended June 30, 2025, which resulted in a lower percentage of research and development costs being recorded as operating expenses, and decreased annual incentive bonus accruals, partially offset by increased prototype builds, testing and certification costs, and outside services costs related to the Company’s increased development efforts for its next line of products.

Previous wording

General and administrative expenses. General and administrative expenses for the three months ended March 31, 2025 were $4.5 million, or 14.2% of revenues, compared to $4.0 million, or 10.5% of revenues, for the same period in 2024. The increase in general and administrative expense was primarily due to an increase in share-based compensation expense related to awards issued to the Company’s CEO that was hired in January 2025.

Current wording

General and administrative expenses. General and administrative expenses for the six months ended June 30, 2025 were $9.2 million, or 12.8% of revenues, compared to $7.9 million, or 8.8% of revenues, for the same period in 2024. The increase in general and administrative expense was primarily due to an increase in share-based compensation expense related to awards issued to the Company’s CEO who was hired in January 2025, partially offset by decreased legal and consulting expenses related to the Company’s overall capital structure management efforts in the six months ended June 30, 2024.

Previous wording

Impairment of capitalized software. For each of thethree months ended March 31, 2025 and 2024, we recorded impairments of$0.4 million.

Current wording

Impairment of capitalized software. For each of the six months ended June 30, 2025 and 2024, we recorded impairments of $0.4 million,

Previous wording

As of March 31, 2025, the Company had available cash and cash equivalents totaling $35.1 million and maintained positive working capital of $7.1 million. The Company had negative cash outflows from operations of $3.5 million for the three months ended March 31, 2025, which was largely due to the payout of the Company’s annual bonuses that was fully accrued for at December 31, 2024.

Current wording

As of June 30, 2025, the Company had available cash and cash equivalents totaling $13.2 million and maintained positive working capital of $9.9 million. The Company had negative cash outflows from operations of $7.9 million for the six months ended June 30, 2025, which was largely due to the payout of the Company’s annual bonuses that were fully accrued for at December 31, 2024 and an increase in sales occurring late in the current period.

Previous wording

The Company’s 3.25% convertible notes due in 2025 (the “2025 Convertible Notes”) had a principal balance of $14.9 million as of March 31, 2025 and matured on May 1, 2025. The Company’s 9.0% senior secured notes due in 2029 (the “2029 Senior Secured Notes”) had a principal balance of $40.9 million as of March 31, 2025 and mature on May 1, 2029.

Current wording

The Company’s 3.25% convertible notes due in 2025 (the “2025 Convertible Notes”) had a principal balance of $14.9 million as of December 31, 2024 and matured on May 1, 2025, at which time all outstanding principal and related accrued interest was paid-off in full. The Company’s 9.0% senior secured notes due in 2029 (the “2029 Senior Secured Notes”) had a principal balance of $40.9 million as of June 30, 2025 and mature on May 1, 2029.

Previous wording

•To mitigate the risk of material shortages and price increases, we enter into non-cancellable purchase obligations with certain key contract manufacturers for the purchase of goods and services in the three to four quarters following the balance sheet date. Our purchase obligations consist of agreements to purchase goods and services entered into in the ordinary course of business. As of March 31, 2025, our future payments under these noncancellable purchase obligations were approximately $44.1 million.

Current wording

•To mitigate the risk of material shortages and price increases, we enter into non-cancellable purchase obligations with certain key contract manufacturers for the purchase of goods and services in the three to four quarters following the balance sheet date. Our purchase obligations consist of agreements to purchase goods and services entered into in the ordinary course of business. As of June 30, 2025, our future payments under these noncancellable purchase obligations were approximately $62.3 million.

Previous wording

There were no material changes in our other contractual obligations during the three or three months ended March 31, 2025.

Current wording

There were no material changes in our other contractual obligations, other than the full repayment upon maturity of the 2025 Convertible Notes, during the three or six months ended June 30, 2025.

Previous wording

Net cash used in operating activities for the three months ended March 31, 2025 is primarily comprised of a $1.2 million net loss from continuing operations during the period and net cash used for working capital of $7.0 million, which was largely due to the payout of the annual bonus that was accrued for at December 31, 2024, partially offset by non-cash charges, including depreciation and amortization of $2.1 million, share-based compensation expense of $1.6 million, and provision for excess and obsolete inventory of $0.7 million.

Current wording

Net cash used in operating activities for the six months ended June 30, 2025 is primarily comprised of a $0.7 million net loss from continuing operations during the period and net cash used for working capital of $15.0 million, which was largely due to the payout of the Company’s annual bonuses that were fully accrued for at December 31, 2024 and an increase in sales occurring late in the current period, partially offset by non-cash charges, including depreciation and amortization of $3.9 million, share-based compensation expense of $3.3 million, and provision for excess and obsolete inventory of $1.2 million.

Previous wording

Net cash provided by operating activities for three months ended March 31, 2024 is comprised of cash flows from continuing operations of $3.9 million and cash flows from discontinued operations of $1.3 million. The cash inflows from continuing operations were primarily related to net cash used for working capital of $4.5 million, partially offset by a net loss from continuing operations of $5.5 million that was offset by non-cash charges, including depreciating and amortization of $3.3 million, share-based compensation expense of $0.7 million, amortization of debt discount and debt issuance costs of $0.5 million, and capitalized software impairments of $0.4 million.

Current wording

Net cash provided by operating activities for six months ended June 30, 2024 is comprised of cash flows from continuing operations of $32.0 million and cash flows from discontinued operations of $0.9 million. The cash inflows from continuing operations were primarily related to net cash provided by working capital of $28.6 million, partially offset by a net loss from continuing operations of $5.4 million that was offset by non-cash charges, including depreciating and amortization of $7.0 million, share-based compensation expense of $1.5 million, amortization of debt discount and debt issuance costs of $0.9 million, and capitalized software impairments of $0.4 million.

Previous wording

Net cash used in investing activities during the three months ended March 31, 2025 is comprised of $1.7 million of cash outflows related to the development of software in support of our products and services, partially offset by $0.7 million received during the period related to a working capital adjustment payment from the purchaser of the Company’s Telematics Business that was sold in 2024.

Current wording

Net cash used in investing activities during the six months ended June 30, 2025 is comprised of $4.4 million of cash outflows related to the development of software in support of our products and services, partially offset by $0.7 million received during the period related to a working capital adjustment payment from the purchaser of the Company’s Telematics Business that was sold in 2024.

Previous wording

Net cash used in investing activities for the three months ended March 31, 2024 is comprised of $0.6 million of cash outflows related to the development of software in support of our products and services.

Current wording

Net cash used in investing activities for the six months ended June 30, 2024 is comprised of $2.3 million of cash outflows related to the development of software in support of our products and services.

Previous wording

Net cash provided by financing activities during the three months ended March 31, 2025 is comprised of less than $0.1 million of cash received from exercises of stock options.

Current wording

Net cash used in financing activities during the six months ended June 30, 2025 is primarily comprised of the repayment of the remaining $14.9 million 2025 Convertible Notes principal balance, partially offset by $0.3 million of cash received from exercises of stock options.