CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This prospectus and the documents incorporated by reference into this prospectus may contain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), about the Company and its
subsidiaries. These forward-looking statements are intended to be covered by the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of historical
fact, and can be identified by the use of forward-looking terminology such as believes, expects, may, will, could, should, projects, plans,
goal, targets, potential, estimates, pro forma, seeks, intends or anticipates or the negative thereof or comparable terminology. Forward-looking
statements include discussions of strategy, financial projections, guidance and estimates (including their underlying assumptions), statements regarding plans, objectives, expectations or consequences of various transactions, and statements about
the future performance, operations, products and services of the Company and its subsidiaries.
You should read this prospectus and the
documents incorporated by reference completely and with the understanding that our actual future results may be materially different from what we currently expect. Our business and operations are and will be subject to a variety of risks,
uncertainties and other factors. Consequently, actual results and experience may materially differ from those contained in any forward-looking statements. Such risks, uncertainties and other factors that could cause actual results and experience to
differ from those projected include, but are not limited to, the risk factors set forth in Part IItem 1A, Risk Factors, in our Annual Report on Form
10-K
for the year ended December 31,
2018, as filed with the Securities and Exchange Commission (the Commission) on March 12, 2019, including the amendment thereto filed on Form
10-K/A
on April 30, 2019, and elsewhere in the
other documents incorporated by reference into this prospectus.
You should assume that the information appearing in this prospectus, any
accompanying prospectus supplement, any related free writing prospectus and any document incorporated herein by reference is accurate as of its date only. Because the risk factors referred to above could cause actual results or outcomes to differ
materially from those expressed in any forward-looking statements made by us or on our behalf, you should not place undue reliance on any forward-looking statements. Further, any forward-looking statement speaks only as of the date on which it is
made. New factors emerge from time to time, and it is not possible for us to predict which factors will arise. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may
cause actual results to differ materially from those contained in any forward-looking statements. All written or oral forward-looking statements attributable to us or any person acting on our behalf made after the date of this prospectus are
expressly qualified in their entirety by the risk factors and cautionary statements contained in and incorporated by reference into this prospectus. Unless legally required, we do not undertake any obligation to release publicly any revisions to
such forward-looking statements to reflect events or circumstances after the date of this prospectus or to reflect the occurrence of unanticipated events.
TRADE NAMES, TRADEMARKS AND SERVICE MARKS
Inseego, the Inseego logo, Novatel Wireless, the Novatel Wireless logo, MiFi, MiFi
iQ
, MiFi Intelligent Mobile Hotspot, MiFi Freedom. My Way., DigiCore, Ctrack, the Ctrack logo, Inseego North America, Skyus
and Crossroads are trademarks or registered trademarks of Inseego Corp. and its subsidiaries. Other trademarks, trade names or service marks used in this prospectus are the property of their respective owners.