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    Sonim Technologies Special Committee Determines Latest Orbic Proposal to be Inferior to Social Mobile Transaction Amidst Ongoing Strategic Review

    Orbic proposal remains conditional, uncertain, and unlikely to maximize value for Sonim stockholders

    San Diego, California--(Newsfile Corp. - July 2, 2025) - Sonim Technologies (NASDAQ: SONM) today announced that its Special Committee of the Board of Directors (the "Special Committee") has considered, with advice from its financial advisor and legal counsel, the unsolicited, non-binding proposal from Orbic North America, LLC ("Orbic") dated June 26, 2025, and has determined it to be inferior to the previously announced Letter of Intent (the "Social Mobile LOI") between Sonim and Social Mobile for the sale of substantially all of Sonim's operating assets. The Special Committee remains committed to maximizing stockholder value and believes the Social Mobile LOI represents a superior alternative.

    The Special Committee found Orbic's latest proposal to be inadequate for multiple reasons, including:

    • Greater Transaction Value and Certainty with Social Mobile: The Social Mobile LOI does not require third-party financing and provides a clear, executable path for the sale of legacy assets, coupled with a concurrent reverse takeover (RTO) transaction. Unlike Orbic's proposal, Social Mobile's ability to finance the transaction without outside funding enhances the Company's confidence in the transaction's successful completion. The value of the Social Mobile deal is superior due to the consideration to be received, including the liabilities contemplated to be assumed.
    • Orbic's Proposal Remains Highly Conditional: Orbic's financing commitment letter, raises multiple unanswered questions. The proposed financing is contingent upon satisfactory due diligence and other conditions. Critically, the financing source is not identified. Instead, the commitment party is merely an exclusive placement agent for the offering of debt securities, whose ability to secure capital depends on attracting currently undisclosed investors.
    • Social Mobile's Likelihood of Consummation: Sonim and Social Mobile are actively negotiating the definitive agreement and have built a cooperative working relationship. The process is progressing constructively and remains on track within the framework of the Social Mobile LOI.
    • Orbic's Proposal Entails High Execution and Timing Risk: Orbic's offer jeopardizes the progress made under the Social Mobile LOI, while offering no certainty beyond the need to restart due diligence and begin negotiations anew. Moreover, at the time of each of Orbic's previous two offers to purchase Sonim, the Special Committee and its financial advisor attempted to contact Orbic to validate that Orbic possessed the financial resources to consummate a transaction. In each instance, Orbic failed to respond, reinforcing the Committee's concerns that Orbic does not have the money to support their offers and that Orbic will not negotiate reasonably or in a timely manner.
    • Orbic's Track Record Raises Dire Concerns: Orbic and its affiliates have been named as defendants in more than ten legal actions over the past decade, involving disputes with customers, suppliers, employees, and business partners. Sonim's legal and financial advisors have conducted financial background checks on Orbic and its affiliates, uncovering a litany of judgments against them, including: an $18 million consent judgment issued against Orbic executives relating to an Orbic affiliate's default under a $21 million loan facility; a summary judgment award in excess of $4.5 million against an Orbic affiliate for breach of contract; and a $185,870 default judgment against an Orbic affiliate for breach of contract. In connection with its latest proposal, Orbic also demanded access to confidential Special Committee materials not shared with any other bidder, underscoring its adversarial posture.
    • Orbic's Proxy-Driven Strategy Lacks Credibility: Orbic initially engaged Sonim through litigation, then launched a proxy contest. Despite only recently acquiring 1,000 shares of Sonim stock, Orbic is now seeking to derail the Company's strategic process and force exclusive negotiations for its own benefit. These tactics, taken in parallel with its proxy campaign, raise significant concerns about Orbic's true motives.

    The Special Committee has determined that the sale to Social Mobile and contemplated RTO transaction represent a much higher certainty to close and deliver the best value and other terms reasonably available to Sonim's stockholders.

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    Sonim Technologies Special Committee Determines Latest Orbic Proposal to be Inferior to Social Mobile Transaction Amidst Ongoing Strategic Review Orbic proposal remains conditional, uncertain, and unlikely to maximize value for Sonim stockholdersSan Diego, California--(Newsfile Corp. - July 2, 2025) - Sonim Technologies (NASDAQ: SONM) today announced that its Special Committee of the Board of …

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