Form SCHEDULE 13D/A - General Statement of Acquisition of Beneficial Ownership: [Amend]
Exhibit 99.1
AJP HOLDING COMPANY, LLC
P.O. Box 2729
Sunnyvale, CA 94087
March 20, 2025
Sonim Technologies, Inc.
4445 Eastgate Mall, Suite 200
San Diego, CA 92121
Attention: Clay Crolius, Secretary
Re: | Sonim Technologies, Inc. – Notice of Nomination of Directors |
Ladies and Gentlemen:
Reference is hereby made to Article III, Section 5 of the Amended and Restated Bylaws (“Bylaws”) of Sonim Technologies, Inc. (the “Company”). In accordance with Section 5(b) of the Bylaws, the undersigned, AJP Holding Company, LLC (“AJP”), on behalf of itself as a record holder of shares of the Company, and on behalf of Orbic North America, LLC, as beneficial owner of shares of the Company, hereby notify the Company of its intent to nominate the following individuals to serve as directors of the Company at the upcoming 2025 Annual Meeting of Stockholders (the “Meeting”):
Douglas B. Benedict
Joseph M. Glynn
Gregory Mark Johnson
Surendra Singh
Michael Wallace
The information required for each of the director nominees pursuant to Section 5(b)(1) of the Bylaws, as well as the information required for Orbic and AJP pursuant to Section 5(b)(4) of the Bylaws, as the proponents of the director nominees, is set forth below. Each director nominee has provided such person’s written consent to being named as a nominee and to serving as a director of the Company if elected, copies of which are attached hereto as Annex A.
Information Regarding Nominees
Douglas B. Benedict
Age: 60
Business and Residence Address: 1001 Isla Verde Square, Vero Beach, FL 32963
Principal Occupation or Employment:
(i) | Managing Principal, Regent Advisors (2005 to present): Regent Advisors is corporate development, strategic and financing advisor to privately-held company owners, boards of directors, entrepreneurs, c-suite executives and investors with respect to corporate strategy, M&A, capital structure, growth initiatives and operational efficiencies. |
(ii) | Executive Vice President – Corporate Development, Orbic North America, LLC (2022 to present): Mr. Benedict’s role at Orbic relates to advising on developing and executing Orbic’s organic and inorganic growth through strategy formulation and execution, including M&A, capital financings, strategic alliances, and corporate investing. |
(iii) | Managing Director, Outcome Capital (2018 to 2022): Outcome Capital was a dual focused technology and specialized life sciences healthcare investment banking firm, providing advisory services to management teams and boards of directors with respect to M&A, corporate finance, corporate strategy and strategic alliances. |
(iv) | Director, CHR Solutions (2013-Present): Board Director of private network service provider that specializes in software business solutions (B/OSS), broadband engineering services, and managed IT, and NOC services for enterprise customers. |
(v) | Advisory Board Member & Investor, FinPro Solutions (2022-2024): Advisory Board Member and Investor in financial software-as-a-service (SaaS) provider of real-time financial analysis to SMEs across industry verticals that drives profitability and operational improvements. |
Class and number of shares of each class of capital stock of the Company which are owned of record and beneficially: None.
Date on which Such Shares were Acquired and the Investment Intent of such Acquisition: Not Applicable.
Joseph M. Glynn
Age: 62
Business and Residence Address: 325 South Sierra Ave, Suite 12, Solana Beach, CA 92075
Principal Occupation or Employment:
(i) | Vice President, Business Development, Qualcomm Technologies, Inc. (1997 to 2024): Mr. Glynn’s role at Qualcomm related to building and managing strategic relationships with CDMA, UMTS and LTE carriers, and OEM/ODM’s around the world, with the primary goal of creating demand for Qualcomm products and services. |
(ii) | Director, IT&E, (2024 to present): Telecommunications company serving communities of the Northern Mariana Islands and Guam. IT&E is a leader in wireless voice and data services and business solutions in the region, serving 90,000 wireless and 21,000 wireline customers in the region. |
(iii) | Director, Consumer Technology Association (2019 to present): Advisory Board helping tech companies connect, collaborate and contribute to accelerate innovation. |
(iv) | Director, 450 MHz Alliance (2014 to present): An international association focused on growing and promoting the use of specific RF bands. The members of the alliance include wireless carriers, equipment manufacturers, and companies in various vertical markets for machine-to-machine communication. The alliance is committed to promoting the potential of the 450 MHz spectrum and helping its members achieve their objectives more effectively. |
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Class and number of shares of each class of capital stock of the Company which are owned of record and beneficially: None.
Date on which Such Shares were Acquired and the Investment Intent of such Acquisition: Not applicable.
Gregory Mark Johnson
Age: 55
Business Address: P.O. Box 129, Port Washington, NY 11050
Residence Address: 18 Lighthouse Rd., Port Washington, NY 11050
Principal Occupation or Employment:
(i) | Executive Vice President – Orbic Financial Services, Orbic North America, LLC (2024 to present): Mr. Johnson’s role at Orbic relates to advising on developing and executing Orbic’s suite of digital financial products to provide consumers point of sale financing solutions and other point of sale transaction processing business solutions. |
(ii) | Chief Executive Officer and Founder, Vintelligence dba Re-CreatedLLC.com (2020 to present): Vintelligence is a strategic advisory firm founded by Mr. Johnson which is focused on scaling business revenues through brand and product reimagination and go-to-market execution. |
(iii) | SVP, Partnerships & Customer Development, OnDeck Capital (acquired by Enova International) (2018- 2020): Mr. Johnson’s role at OnDeck focused on driving revenue growth and transforming partnerships and Business development teams representing approximately 2/3rds of OnDeck’s revenue. |
(iv) | Advisor, TracerLabs (2024-Present): Advisor regarding go-to-market partnerships. |
(v) | Advisor, FISKL (2023-Present): Advisor regarding financial services relationships. |
(vi) | International Advisory Board Member, Emerge Advisor (2020-2023). |
(vii) | Growth Advisor, MAXAFI (2020-2023). |
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Class and number of shares of each class of capital stock of the Company which are owned of record and beneficially: None.
Date on which Such Shares were Acquired and the Investment Intent of such Acquisition: Not Applicable.
Surendra Singh
Age: 65
Business and Residence Address: 2210 246th Place NE, Sammamish, WA 98074
Principal Occupation or Employment:
(i) | Chief Sales & Partnership Officer, CoreStack (2023 to present): Mr. Singh’s role at CoreStack is focused on leading global sales and partnerships, accountable for driving business value, revenue, and growth. CoreStack is an AI-powered, best-in-class NextGen Cloud Governance and Management platform – allowing enterprises to embrace, enhance, and extend native cloud capabilities in a unified dashboard across the most complex multi-cloud and hybrid environments. |
(ii) | Vice President, Global Partnerships and Alliances, CoreStack (2020- 2023): Mr. Singh’s role focused on leading global partnerships and alliances to maximize CoreStack’s business and revenue potential. |
(iii) | Various, Microsoft Corporation (1995-2020): For the period between 1995 and 2020, Mr. Singh served in various roles at Microsoft Corporation, including as Senior Director, Hyperscalers & MSPs, One Commercial Partner (2017-2020) and Sr. Director, Partner Hosting & Cloud Services (2011-2017). |
Class and number of shares of each class of capital stock of the Company which are owned of record and beneficially: None.
Date on which Such Shares were Acquired and the Investment Intent of such Acquisition: Not Applicable.
Michael W. Wallace
Age: 58
Business and Residence Address: 2218 Via Tiempo, Cardiff, CA 92007
Principal Occupation or Employment:
(i) | Senior Vice President and General Manager, Emerging Business, Qualcomm Technologies, Inc. (2003 to 2021): Mr. Wallace’s role at Qualcomm related to the management of ten unique business units that included; Mobile App Store-BREW, VOIP over IP platform for PTT-QChat, IoT Smart Cities, GPS reselling business, and wireless charging for electric vehicles. |
(ii) | Director, LinkNYC (2019 to 2021): LinkNYC is a first-of-its-kind communications network that has replaced pay phones across the five boroughs. Each LinkNYC structure provides super-fast, free public Wi-Fi, phone calls, device charging, and a tablet for access to city services, maps, and directions. |
(iii) | Vice President of Sales and Marking, Qualcomm Technologies, Inc. (1998 to 2003): Mr. Wallace’s role was responsible for sales, marketing and logistics for Qualcomm’s Handset division. |
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Class and number of shares of each class of capital stock of the Company which are owned of record and beneficially: None.
Date on which Such Shares were Acquired and the Investment Intent of such Acquisition: Not Applicable.
Information Regarding Proponents
AJP Holding Company, LLC
Address: P.O. Box 2729, Sunnyvale, California 94087
Class, series and number of shares of the Company that are owned beneficially and of record: Record and beneficial holder of 1,946,345 shares of common stock, par value $0.001 per share (“common stock”).
Description of Arrangements/Understandings: As disclosed in Amendment No. 3 to Schedule 13D (the “Schedule 13D Amendment”) filed by AJP and Orbic, among others, on March 18, 2025 with the Securities and Exchange Commission (the “SEC”) (a copy of which is attached hereto as Annex B), on January 10, 2025, AJP entered into a non-binding Preliminary Summary of Terms and Conditions (the “LOI”) with Orbic for the purchase by Orbic of 973,173 shares of common stock at a purchase price of $4.21 per share, which was equal to the current market price of the shares of common stock plus a 30% premium (the “Purchase Price”), for aggregate consideration of $ 4.1 million. In addition, the LOI provides for AJP to grant Orbic an option to purchase an additional 486,586 shares of common stock and a right of first purchase relative to the remaining 486,586 shares of common stock retained by AJP. The LOI provides that the Purchase Price will be paid as follows: (i) $200,000 on the date of signing of a definitive purchase agreement as a non-refundable deposit of the Purchase Price; and (ii) the balance to be paid within six months of the closing of the transaction. The LOI also provides for Orbic to pledge the shares of common stock being sold to AJP as security for the payment. Orbic and AJP have negotiated, finalized and placed in escrow signed definitive documents to carry out the terms of the LOI. The escrow remains in place and has not been released.
Additionally, on March 11, 2025, AJP and Orbic entered into an Irrevocable Proxy Agreement (the “Proxy Agreement”) with AJP to provide Orbic with sole voting power over all 1,946,345 shares of common stock held by AJP to use in connection with a contemplated proxy solicitation for the election of a slate of nominees for election to the Company’s board of directors at the meeting. The Proxy Agreement also provides that AJP may not dispose of any shares of common stock without the consent of Orbic during the term of the Proxy Agreement.
Finally, certain members of AJP and Orbic are in discussions concerning the possible sale or other transfer to Orbic of up to 60% of the membership interests in AJP. These discussions have not been concluded. In connection with such discussions, the transactions contemplated by the LOI may be amended or terminated.
Copies of the LOI and the Proxy Agreement have been filed with the SEC as exhibits to the Schedule 13D and are incorporated herein by reference. A copy of the Schedule 13D accompanies this Notice.
In connection with its efforts regarding the nomination of directors at the Meeting, AJP may seek to acquire additional shares of Company common stock or otherwise exercise all rights available under applicable law.
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Representations of AJP: AJP hereby represents to the Company the following:
(i) | AJP has record and beneficial ownership of 1,946,345 shares of the Company entitled to vote at the meeting by Orbic pursuant to the Proxy Agreement and intends to appear in person or by proxy at the meeting to nominate the persons specified in this notice; and |
(ii) | AJP and Orbic intend to deliver a proxy statement and form of proxy to holders of a sufficient number of holders of the Company’s voting shares to elect nominees, including holders of shares representing at least 67% of the voting power of shares entitled to vote on the election of directors. |
Supporting Stockholders: As of the date hereof, Orbic and AJP are not aware of any other stockholders supporting its proposed director nominees.
Derivative Transactions: The information set forth above under the caption “Information Regarding Proponents—AJP Holding Company, LLC—Description of Arrangements/Understandings” is incorporated by reference herein.
Orbic North America, LLC
Address: 555 Wireless Blvd., Hauppauge, NY 11788
Class, series and number of shares of the Company that are owned beneficially and of record: Beneficial holder of 1,947,345 shares of common stock of the Company.
Description of Arrangements/Understandings: As disclosed in the Schedule 13D Amendment filed by AJP and Orbic, among others, on March 18, 2025 with the SEC (a copy of which is attached hereto as Annex B), on January 10, 2025, AJP entered into a non-binding LOI with Orbic for the purchase by Orbic of 973,173 shares of common stock at a purchase price of $4.21 per share, which was equal to the current market price of the shares of common stock plus a 30% premium, for aggregate consideration of $ 4.1 million. In addition, the LOI provides for AJP to grant Orbic an option to purchase an additional 486,586 shares of common stock and a right of first purchase relative to the remaining 486,586 shares of common stock retained by AJP. The LOI provides that the Purchase Price will be paid as follows: (i) $200,000 on the date of signing of a definitive purchase agreement as a non-refundable deposit of the Purchase Price; and (ii) the balance to be paid within six months of the closing of the transaction. The LOI also provides for Orbic to pledge the shares of common stock being sold to AJP as security for the payment. Orbic and AJP have negotiated, finalized and placed in escrow signed definitive documents to carry out the terms of the LOI. The escrow remains in place and has not been released.
Additionally, on March 11, 2025, AJP and Orbic entered into the Proxy Agreement with AJP to provide Orbic with sole voting power over all 1,946,345 shares of common stock held by AJP to use in connection with a contemplated proxy solicitation for the election of a slate of nominees for election to the Company’s board of directors at the meeting. The Proxy Agreement also provides that AJP may not dispose of any shares of common stock without the consent of Orbic during the term of the Proxy Agreement.
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Finally, certain members of AJP and Orbic are in discussions concerning the possible sale or other transfer to Orbic of up to 60% of the membership interests in AJP. These discussions have not been concluded. In connection with such discussions, the transactions contemplated by the LOI may be amended or terminated.
On March 18, 2025, Orbic purchased 1,000 shares of common stock in the open market at a purchase price of $2.19 per share.
Orbic and certain members of AJP are in discussions concerning the possible sale or other transfer to Orbic of up to 60% of the membership interests in AJP. These discussions have not been concluded. In connection with such discussions, the transactions contemplated by the LOI may be amended or terminated.
Copies of the LOI and the Proxy Agreement have been filed with the SEC as exhibits to the Schedule 13D and are incorporated herein by reference. A copy of the Schedule 13D accompanies this Notice.
In connection with its efforts regarding the nomination of directors at the Meeting, Orbic may seek to acquire additional shares of Company common stock or otherwise exercise all rights available under applicable law.
Finally, an affiliate of Orbic, Reliance Communications, LLC and the Company are involved in an ongoing litigation matter captioned Reliance Communications, LLC v. Chuang Wang, Teleepoch Limited LLC, Uni America LLC, Sonim Technologies, Inc., 24-CV-4433, filed in the United States District Court for the Eastern District of New York. The complaint alleges that Wang, owner of Teleepoch Limited LLC (“Teleepoch”), Teleepoch, and Uni America, which is also controlled by Wang, misappropriated Reliance Communications, LLC’s (Reliance) technology and design for a mobile hotspot featuring a single millimeter wave antenna by providing it to the Company, Reliance’s competitor. As a procedural matter, the action has been voluntarily dismissed against Wang, Teleepoch, and Uni. It is still pending against the Company. The Company has filed a motion to dismiss, which is scheduled for oral argument on March 27, 2025.
Representations of Orbic: Orbic hereby represents to the Company the following:
(i) | Orbic is the beneficial ownership of 1,947,345 shares of the Company, all of which is entitled to vote at the meeting, and intends to appear in person or by proxy at the meeting to nominate the persons specified in this notice; and |
(ii) | Orbic and AJP intend to deliver a proxy statement and form of proxy to holders of a sufficient number of holders of the Company’s voting shares to elect nominees, including holders of shares representing at least 67% of the voting power of shares entitled to vote on the election of directors. |
Supporting Stockholders: As of the date hereof, Orbic and AJP are not aware of any other stockholders supporting its proposed director nominees.
Derivative Transactions: The information set forth above under the caption “Information Regarding Proponents—Orbic North America, LLC—Description of Arrangements/Understandings” is incorporated by reference herein.
This Notice is being delivered pursuant to the Secretary of the Company at its principal executive offices at the date first set forth above which is within the timeframe required by Section 5(b)(3) of the Bylaws. Based on information received from each director nominee, the proponents believe that the proposed slate of director nominees satisfies the director independence requirements of Nasdaq Listing Rule 5605, as well as the audit committee and compensation committee composition requirements under Nasdaq Listing Rules and the requirements under applicable securities laws. Neither of the proponents is aware of any additional information concerning any director nominee that would be required to be disclosed in proxy statement soliciting proxies for the election of such nominee or that is otherwise required to be disclosed purchase to Section 14 of the Securities Exchange Act of 1934, as amended, or the rules and regulations promulgated thereunder.
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Very truly yours, | ||
AJP Holding Company, LLC, | ||
a Delaware limited liability company | ||
By: | /s/ Jeffrey Wang | |
Name: | Jeffrey Wang | |
Title: | Manager |
ACKNOWLEDGED AND CONFIRMED AS OF THE ABOVE DATE;
Orbic North America, LLC., | ||
a New York limited liability company | ||
By: | /s/ Parveen Narula | |
Name: | Parveen Narula | |
Title: | Chief Executive Officer |
cc: | William N. Haddad, Esq. |
Kirill Y. Nikonov, Esq. | |
Venable LLP | |
151 W. 42nd Street, 49th Floor | |
New York, NY 10036 | |
Arthur Marcus, Esq. | |
Sichenzia Ross Ference Carmel | |
1185 Avenue of the Americas, 31st Floor | |
New York, NY 10036 | |
Richard F. Langan, Jr., Esq. | |
Conrad R Adkins, Esq. | |
Nixon Peabody LLP | |
Tower 46, 55 West 46th Street, | |
New York, NY 10036-4120 | |
Michael D. Allen, Esq. | |
Richards, Layton & Finger, P.A. | |
920 N. King Street | |
Wilmington, DE 19801 |
Enclosure: | Annex A – Director Consents |
Annex B – Schedule 13D filed on March 18, 2025 |
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Annex A
Consent of Director Nominee to Serve as a Director
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Annex B
Amendment No. 3 to Schedule 13D filed by Orbic and AJP, on March 18, 2025
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Exhibit 99.2
AJP HOLDING COMPANY, LLC
P.O. Box 2729
Sunnyvale, CA 94087
March 21, 2025
Nominating and Corporate Governance Committee
of the Board of Directors
Sonim Technologies, Inc.
4445 Eastgate Mall, Suite 200
San Diego, California 92121
Attention: Mr. Jack Steenstra, Chairman
Re: | Sonim Technologies, Inc.—Notice of Nomination of Directors |
Gentlemen:
We are the record owner of 1,946,345 shares of common stock of Sonim Technologies, Inc. (“Sonim”), which constitutes 33.1% of Sonim’s outstanding common stock, and enclose a Notice of Nomination of Directors (the “Notice”) that was sent for hand delivery yesterday by our client, AJP Holding Company, Inc. (“AJP”), to the Secretary of Sonim Technologies, Inc. (“Sonim”) at its principal office address of 4445 Eastgate Mall, Suite 200, San Diego, California 92121 (the “Office”).
Despite a prolonged attempt to effect a personal delivery of the Notice at the Office yesterday, delivery of the Notice was refused by the receptionist at the Office building who stated that building tenants, including Sonim, do not accept personal delivery of mail and other communications.
AJP has since also sent or caused to be sent the Notice by email at 8:11 p.m. Pacific Time yesterday to Sonim’s Secretary, Clay Crolius, at his email address and by Federal Express to the Secretary at the Office, which was delivered to the Office at 9:30 a.m. Pacific Time today. In addition, the Notice has by sent by email to Sonim’s counsel, according to Sonim’s website, at Venable LLP.
We are writing to the Nominating and Corporate Governance Committee (the “Committee”) to draw these circumstances to your attention since the Committee has been delegated prescribed responsibilities relating to the election of directors pursuant to the Committee Charter. We trust that, in the performance of your duties as members of the Committee, you will ensure that nominations of Sonim directors and stockholder recommendations for the election of directors are recognized and permitted to the full extent permitted by Delaware law and Sonim’s constituting documents.
This letter is supported by Orbic North America, LLC to which, as we have described in the Notice, we have granted an irrevocable proxy to vote our shares of Sonim common stock.
We would be pleased to discuss with the Committee our five highly qualified nominees for election to Sonim’s Board of Directors and our ideas for maximizing stockholder value through an arm’s length strategic process to identify, monetize and deliver operating and financial synergies to both companies’ stockholders and customers across manufacturing, operations, R&D, supply chains, and geographic market expansion opportunities globally, including the U.S., Europe, India, and other countries in Asia.
Very truly yours, | ||
AJP HOLDING COMPANY, LLC | ||
By: | /s/ Jeffrey Wang | |
Jeffrey Wang | ||
Manager |
Enclosure
cc: | Mr. Parveen Narula, Chief Executive Officer |
Orbic North America, LLC |
Exhibit 99.3
P R E S S R E L E A S E
AJP Holding Company, LLC Announces Director Candidates for the Board of
Sonim Technologies, Inc.
AJP Holding Company, LLC Intends to Nominate, on behalf of itself and on behalf of Orbic North America, LLC, 5 Highly Qualified Candidates with Best-in-Class Experience in 4G/5G Connected Devices, Technology, Manufacturing, Hardware, Software, Sales, Strategy, Operations and Finance
HAUPPAUGE, NEW YORK, March 21, 2025 / PR Newswire — AJP Holding Company, LLC (“AJP”) and Orbic North America, LLC (“Orbic”), an international leader in mobile technology innovation, today announced that AJP intends to nominate a slate of five highly qualified candidates (the “Candidates”) for the Board of Directors of Sonim Technologies, Inc. (NASDAQ:SONM) (“Sonim” or the “Company”), a leading U.S. provider of ultra-rugged mobility solutions, for election at the Company’s upcoming 2025 Annual Meeting of Stockholders (the “Annual Meeting”).
As previously announced on January 15, 2025, Orbic agreed to purchase from AJP a substantial position in the shares of Sonim that AJP acquired in 2022 when Sonim explored the sale of the entire Company. At the time of its January 2025 announcement, Orbic stated that it intended to initiate discussions with Sonim whereby the parties would be able to begin an arm’s length strategic process to identify, monetize and deliver operating and financial synergies to both companies’ stockholders and customers across manufacturing, operations, R&D, supply chains, and geographic market expansion opportunities globally, including the U.S., Europe, India, and other countries in Asia. To date, Sonim has resisted such discussions and has pursued alternative courses of action to ensure the existing Board of Directors and management team remain entrenched at the Company – actions which AJP and Orbic believe have been destructive to stockholders. These actions have resulted in an almost 50% decline in the Company’s stock price (which closed at $3.78 on the January 15, 2025 Orbic announcement date) while also diluting existing stockholders by the Company issuing new common shares under its At-The-Market facility and increasing the Company’s debt level through a recent $3 million 18 month expensive short-term debt issuance. The Company’s stock price has declined approximately 75% since it completed its sale of a majority stake to AJP in 2022.
AJP and Orbic strongly believe that AJP’s proposed five Candidates will be in the stockholders’, the Company’s, its employees’ and its customers’ best interests. AJP and Orbic believe that the slate of five highly qualified individuals will assist the Company in realizing its potential and maximizing value for all stockholders. These Candidates were chosen through a comprehensive evaluation process to identify professionals with complementary backgrounds and experiences related to improving operations, R&D, manufacturing, supply chain strategy, finance, sales, vendor and customer management and strategy and corporate development in the context of the opportunities that are available and offered by an association and cross shareholding with Orbic.
The director nominees are as follows:
● | Douglas B. Benedict – 35 year career in board advisory, principal investing, investment banking, corporate and strategic development including Citigroup, Bank of America and Cendant; currently EVP of Corporate Development at Orbic; |
● | Joseph M. Glynn – 27 year career at QUALCOMM in business development; 6 years as CTA Board Member and 11 years as 450 MHz Alliance Board Member; |
● | Gregory M. Johnson – Founder and CEO of Vintelligence, providing advice to scale business revenue via brand/product re-imagination; 17 year career at American Express; 3 years at Capital One, Head of Small Business Card channels; |
● | Surendra Singh– currently Chief Sales & Partnerships Officer at CoreStack; 25+ year career at Microsoft; 8 years at software development and services provider Intergraph – now part of Hexagon AB. |
● | Michael Wallace – 23 year career at QUALCOMM including 12+ years as SVP &GM Emerging Businesses Unit. |
About Orbic
Orbic, a U.S.-headquartered technology company based in New York, reimagines the connected experience by thinking outside of the mainstream. Using best-in-class technology, Orbic provides meaningful features to customers seeking something unique and accessible to all, without exclusion. As a leader in developing and manufacturing innovative mobile solutions for smart, value-tech consumers, Orbic offers a full portfolio of connected solutions from smartphones and tablets to mobile hotspots and connected laptops. Orbic’s extensive global ecosystem of partners, suppliers, and carriers ensures that their products deliver exceptional value and performance, making high-quality technology accessible to a wider audience. For more information, visit www.orbic.us.
About Sonim Technologies
Sonim Technologies is a leading U.S. provider of ultra-rugged and rugged mobile solutions, including phones, wireless internet data devices, accessories and software designed to provide extra protection for users that demand more durability in their work and everyday lives. Trusted by first responders, government, and Fortune 500 customers since 1999, Sonim currently sells a line of ruggedized mobility solutions through tier one wireless carriers and distributors in North America, EMEA, and Australia/New Zealand. For more information, visit www.sonimtech.com.
Where You Can Find Further Information:
Information concerning the security holdings of Orbic and AJP in Sonim common stock and related matters can be found in the Schedule 13D filed by Orbic, AJP and other beneficial owners of Sonim common stock with the U.S. Securities and Exchange Commission (the “SEC”) on March 18, 2025. The Schedule 13D can be found on the SEC’s EDGAR database at https://www.sec.gov/edgar/search/.
This communication is being made in respect of the proposed nomination of the Candidates at Sonim’s 2025 annual meeting of stockholders. Orbic and AJP intend to file the relevant materials with the SEC, including a proxy statement on Schedule 14A, which will contain important information concerning Orbic, AJP and the Candidates as well as certain of their interests. Promptly after filing the definitive proxy statement with the SEC, AJP will mail the definitive proxy statement and a proxy card to each stockholder of the Company entitled to vote at the Company’s 2025 annual meeting of stockholders. This communication is not a substitute for the proxy statement or any other document that AJP or Orbic may file with the SEC or send to the Company’s stockholders in connection with the Company’s 2025 annual meeting of stockholders because the proxy statement will contain important information. The materials to be filed by AJP or Orbic will be available at no charge on the SEC’s website at https://www.sec.gov/edgar/search/. In addition, the materials to be filed by AJP or Orbic will be made available free of charge on Orbic’s website at www.orbic.us. Investors and stockholders are urged to read the definitive proxy statement and the other relevant materials when they become available before making any voting decision with respect to the election of directors at the Company’s 2025 Annual Meeting of Stockholders.
Investor Contact:
Brian Valerio/Adam Riches/Timothy Marshall
Alliance Advisors
Exhibit 99.4
Joint Filing Agreement
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the persons and entities named below agrees to the joint filing of this Schedule 13D Amendment with respect to the shares of common stock, par value $0.001, of SONIM Technologies Inc., a corporation incorporated under the laws of Delaware, and further agrees that this Joint Filing Agreement be filed with the Securities and Exchange Commission as an exhibit to such filing; provided no such person or entity shall be responsible for the completeness of any other person or entity making the filing unless such person or entity knows or has reason to believe such information is inaccurate (as provided in Rule 13d-1(k)(1)(ii)). This Joint Filing Agreement may be executed in one or more counterparts, all of which together shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the persons and entities named below have executed, in counterparts, this Joint Filing Agreement as of the date set forth below.
Dated as of March 18, 2025
AJP Holding Company, LLC | ||
By: | /s/ Jeffrey Wang | |
Name: | Jeffrey Wang | |
Title: | Manager |
Jeffrey Wang | ||
By: | /s/ Jeffrey Wang | |
Name: | Jeffrey Wang |
Orbic North America, LLC. | ||
By: | /s/ Parveen Narula | |
Name: | Parveen Narula | |
Title: | Chief Executive Officer |
Ashima Narula | ||
By: | /s/ Ashima Narula | |
Name: | Ashima Narula |
Parveen Narula | ||
By: | /s/Parveen Narula | |
Name: | Parveen Narula |
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