Latest news with #SpecialCommittee
Associated Press
6 days ago
- Business
- Associated Press
Sonim Technologies Signs Letter of Intent to Sell Substantially All Assets to Social Mobile
San Diego, California--(Newsfile Corp. - June 2, 2025) - Sonim Technologies, Inc. (NASDAQ: SONM), a leading provider of rugged mobile solutions, today announced the signing of a Letter of Intent (LOI) with Social Mobile®, a leading provider of enterprise mobility solutions. The Special Committee of Sonim's Board of Directors, in consultation with its financial adviser, concluded that the proposed Transaction, if consummated, represents a compelling strategic opportunity to maximize value to Sonim's stockholders while supporting the continued advancement of the Company's innovative technology offerings. Following an exhaustive review of strategic alternatives, the Special Committee determined that the proposed Transaction with Social Mobile best aligns with its goal of maximizing stockholder value. Key highlights of the LOI include: The Transaction is subject to customary closing conditions and approvals. The Special Committee remains focused on leveraging Sonim's public company status through a potential RTO to enhance stockholder value further. 'This agreement represents the culmination of a diligent and thoughtful evaluation process by our Special Committee, supported by expert financial and legal advisors,' said Mike Mulica, Chair of the Special Committee for Sonim. 'We believe this path not only delivers value to our stockholders but also ensures ongoing opportunities for our investors. The value of the proceeds from Social Mobile's acquisition is superior to all other offers we've received, solidifying this as the optimal path forward. A reverse take-over transaction, if consummated, would provide additional future value for our current stockholders.' The proposed Transaction is expected to strengthen the complementary capabilities of Sonim and Social Mobile, enhancing the combined organization's ability to serve its clients effectively. Social Mobile's CEO, Robert Morcos, added, 'We see tremendous synergies with this acquisition. Sonim is a perfect addition to our enterprise portfolio, offering rugged and innovative mobile solutions that complement our mission. Together, we share a culture of innovation and aligned goals, which will allow us to better serve our global clients. We look forward to the exciting opportunities ahead as this Transaction progresses.' About Sonim Technologies Sonim Technologies is a leading U.S. provider of 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, we currently sell our ruggedized mobility solutions through tier one wireless carriers and distributors in North America, EMEA, and Australia/New Zealand. Sonim devices and accessories connect users with voice, data, workflow and lifestyle applications that enhance the user experience while providing an extra level of protection. For more information, visit About Social Mobile Social Mobile® is the leading provider of enterprise mobility solutions. We are an IoT design firm that specializes in developing custom devices for the world's biggest companies in all industries, including healthcare, transportation, retail, and defense. As one of Google's validated Android Enterprise Gold partners, we handle every aspect of our clients' mobility needs—from design and deployment to managed services. With direct partnerships and key suppliers around the world, we've distributed more than 15 million devices globally — on-time and on-budget, every time. We provide full supply-chain visibility, guaranteeing product availability while streamlining operations and lowering the total cost of ownership. Founded in 2011 by current CEO Robert Morcos, Social Mobile maintains offices, warehouses, and facilities around the world, in addition to its head office in Hollywood, Florida. To learn more about Social Mobile, visit: or follow us on LinkedIn, X, and YouTube. Media Contacts Anette Gaven Sonim Technologies P: 1-619-993-3058 [email protected] Christian Paul Social Mobile [email protected] Additional Information and Where to Find It This communication relates to the proposed transaction involving Sonim. This communication does not constitute a solicitation of any vote or approval. In connection with the proposed Transaction, Sonim plans to file with the SEC a proxy statement (the 'Proxy Statement') relating to a special meeting of its stockholders and may file other documents with the SEC relating to the proposed Transaction. This communication is not a substitute for the Proxy Statement or any other document that Sonim may file with the SEC or send to its stockholders in connection with the proposed Transaction. Before making any voting decision, stockholders of Sonim are urged to read the Proxy Statement in its entirety when it becomes available and any other relevant documents filed or to be filed with the SEC and any amendments or supplements thereto and any documents incorporated by reference therein, because they will contain important information about the proposed Transaction and the parties to the proposed Transaction. Any vote in respect of resolutions to be proposed at a stockholder meeting of Sonim to approve the proposed Transaction or related matters, or other responses in relation to the proposed Transaction, should be made only on the basis of the information contained in the Proxy Statement. Investors and security holders will be able to obtain the Proxy Statement and other documents Sonim files with the SEC (when available) free of charge at the SEC's website ( ) or at Sonim's investor relations website ( ) or by e-mailing Sonim to [email protected]. Participants in the Solicitation Sonim and its respective directors, executive officers, and other members of their management and employees, including Peter Liu (Chief Executive Officer and a director), Clay Crolius (Chief Financial Officer), and Sonim's directors - James Cassano, Mike Mulica, Jack Steenstra, and Jeffrey Wang - under SEC rules, may be deemed to be participants in the solicitation of proxies of Sonim's stockholders in connection with the proposed Transaction. Stockholders may obtain more detailed information regarding Sonim's directors and executive officers, including a description of their direct or indirect interests, by security holdings or otherwise, under the captions " Directors, Executive Officers, and Corporate Governance,' " Security Ownership of Certain Beneficial Owners and Managementand Related Stockholder Matters, " and " Certain Relationships and Related Party Transactions, and Director Independence " of Sonim's Amendment No. 1 to its Annual Report on Form 10-K filed with the SEC on April 29, 2025 (the 'Annual Report'). Any subsequent updates following the date hereof to the information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Proxy Statement and other materials to be filed with the SEC in connection with the proposed Transaction, if and when they become available. These documents will be available free of charge as described above. Forward-Looking statements This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. These statements relate to, among other things, the anticipated effects of the proposed Transaction and the strategy of Sonim in connection with strategic alternatives, synergies of Sonim's and Social Mobile's businesses, and potential benefits of the proposed Transaction to Sonim's stockholders. These forward-looking statements are based on Sonim's current expectations, estimates and projections, and certain assumptions made by Sonim, all of which are subject to change. Forward-looking statements generally can be identified by the use of forward-looking terminology such as 'achieve,' 'aim,' 'ambitions,' 'anticipate,' 'believe,' 'committed,' 'continue,' 'could,' 'designed,' 'estimate,' 'expect,' 'forecast,' 'future,' 'goals,' 'grow,' 'guidance,' 'intend,' 'likely,' 'may,' 'milestone,' 'objective,' 'on track,' 'opportunity,' 'outlook,' 'pending,' 'plan,' 'poised,' 'position,' 'possible,' 'potential,' 'predict,' 'progress,' 'promises,' 'roadmap,' 'seek,' 'should,' 'strive,' 'targets,' 'to be,' 'upcoming,' 'will,' 'would,' and variations of such words and similar expressions or the negative of those terms or expressions. Such statements involve risks and uncertainties, which could cause actual results to vary materially from those expressed in or indicated by the forward-looking statements. Factors that may cause actual results to differ materially include, but are not limited to, the following: the ability of Sonim to meet expectations regarding the timing and completion of the proposed Transaction; the possibility that the LOI will not result in the definitive agreement; the possibility that the conditions to the closing of the proposed Transaction are not satisfied, including the risk that the required approvals are not obtained and that Sonim's stockholders do not approve the proposed Transaction; the occurrence of any event, change or other circumstances that could result in the definitive agreement (if ever executed) being terminated or the proposed Transaction not being completed on the terms reflected in the definitive agreement, or at all; the risk that the LOI may be terminated in circumstances that require Sonim to pay a termination fee; potential litigation relating to the proposed Transaction; the risk that the proposed Transaction and its announcement could have adverse effects on the market price of Sonim's common stock; risk that the current board of directors of Sonim loses proxy contest and the new directors' slate determines to terminate the proposed Transaction (whether at the state of LOI or definitive agreement); risks related to the possible failure of Sonim to achieve earn-out; the effect of the announcement of the proposed Transaction on the ability of Sonim to retain key personnel and maintain relationships with customers and business partners; the risk of unexpected costs or expenses resulting from the proposed Transaction and the LOI; and other risks and uncertainties, including those described under 'Risk Factors' included in Sonim's most recent Annual Report on Form 10-K and any subsequent quarterly filings on Form 10-Q filed with the Securities and Exchange Commission (available at ). Sonim cautions you not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Sonim assumes no obligation to update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release, except as required by law. To view the source version of this press release, please visit
Yahoo
6 days ago
- Business
- Yahoo
Sonim Technologies Signs Letter of Intent to Sell Substantially All Assets to Social Mobile
San Diego, California--(Newsfile Corp. - June 2, 2025) - Sonim Technologies, Inc. (NASDAQ: SONM), a leading provider of rugged mobile solutions, today announced the signing of a Letter of Intent (LOI) with Social Mobile®, a leading provider of enterprise mobility solutions. Pursuant to the LOI, Social Mobile and Sonim intend to enter into a definitive agreement for the potential acquisition by Social Mobile of substantially all of the assets of Sonim and its direct and indirect subsidiaries (the "Transaction"). The LOI contemplates a purchase price of up to $20 million, including up to $5 million in earn-out consideration contingent upon achieving the target revenue as set forth in the LOI. The LOI contemplates customary working capital and escrow terms. The LOI grants Social Mobile an exclusivity period to negotiate and consummate the Transaction and permits Sonim to continue evaluating potential reverse take-over transactions (RTO) opportunities. The Special Committee of Sonim's Board of Directors, in consultation with its financial adviser, concluded that the proposed Transaction, if consummated, represents a compelling strategic opportunity to maximize value to Sonim's stockholders while supporting the continued advancement of the Company's innovative technology offerings. Following an exhaustive review of strategic alternatives, the Special Committee determined that the proposed Transaction with Social Mobile best aligns with its goal of maximizing stockholder value. Key highlights of the LOI include: a clearly defined structure; secured financing without contingencies; and an opportunity for Sonim to engage in an RTO. The Transaction is subject to customary closing conditions and approvals. The Special Committee remains focused on leveraging Sonim's public company status through a potential RTO to enhance stockholder value further. "This agreement represents the culmination of a diligent and thoughtful evaluation process by our Special Committee, supported by expert financial and legal advisors," said Mike Mulica, Chair of the Special Committee for Sonim. "We believe this path not only delivers value to our stockholders but also ensures ongoing opportunities for our investors. The value of the proceeds from Social Mobile's acquisition is superior to all other offers we've received, solidifying this as the optimal path forward. A reverse take-over transaction, if consummated, would provide additional future value for our current stockholders." The proposed Transaction is expected to strengthen the complementary capabilities of Sonim and Social Mobile, enhancing the combined organization's ability to serve its clients effectively. Social Mobile's CEO, Robert Morcos, added, "We see tremendous synergies with this acquisition. Sonim is a perfect addition to our enterprise portfolio, offering rugged and innovative mobile solutions that complement our mission. Together, we share a culture of innovation and aligned goals, which will allow us to better serve our global clients. We look forward to the exciting opportunities ahead as this Transaction progresses." About Sonim TechnologiesSonim Technologies is a leading U.S. provider of 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, we currently sell our ruggedized mobility solutions through tier one wireless carriers and distributors in North America, EMEA, and Australia/New Zealand. Sonim devices and accessories connect users with voice, data, workflow and lifestyle applications that enhance the user experience while providing an extra level of protection. For more information, visit About Social Mobile Social Mobile® is the leading provider of enterprise mobility solutions. We are an IoT design firm that specializes in developing custom devices for the world's biggest companies in all industries, including healthcare, transportation, retail, and defense. As one of Google's validated Android Enterprise Gold partners, we handle every aspect of our clients' mobility needs—from design and deployment to managed services. With direct partnerships and key suppliers around the world, we've distributed more than 15 million devices globally — on-time and on-budget, every time. We provide full supply-chain visibility, guaranteeing product availability while streamlining operations and lowering the total cost of ownership. Founded in 2011 by current CEO Robert Morcos, Social Mobile maintains offices, warehouses, and facilities around the world, in addition to its head office in Hollywood, Florida. To learn more about Social Mobile, visit: or follow us on LinkedIn, X, and YouTube. Media Contacts Anette GavenSonim TechnologiesP: 1-619-993-3058pr@ PaulSocial Mobilemarketing@ Additional Information and Where to Find It This communication relates to the proposed transaction involving Sonim. This communication does not constitute a solicitation of any vote or approval. In connection with the proposed Transaction, Sonim plans to file with the SEC a proxy statement (the "Proxy Statement") relating to a special meeting of its stockholders and may file other documents with the SEC relating to the proposed Transaction. This communication is not a substitute for the Proxy Statement or any other document that Sonim may file with the SEC or send to its stockholders in connection with the proposed Transaction. Before making any voting decision, stockholders of Sonim are urged to read the Proxy Statement in its entirety when it becomes available and any other relevant documents filed or to be filed with the SEC and any amendments or supplements thereto and any documents incorporated by reference therein, because they will contain important information about the proposed Transaction and the parties to the proposed Transaction. Any vote in respect of resolutions to be proposed at a stockholder meeting of Sonim to approve the proposed Transaction or related matters, or other responses in relation to the proposed Transaction, should be made only on the basis of the information contained in the Proxy Statement. Investors and security holders will be able to obtain the Proxy Statement and other documents Sonim files with the SEC (when available) free of charge at the SEC's website ( or at Sonim's investor relations website ( or by e-mailing Sonim to ir@ Participants in the Solicitation Sonim and its respective directors, executive officers, and other members of their management and employees, including Peter Liu (Chief Executive Officer and a director), Clay Crolius (Chief Financial Officer), and Sonim's directors - James Cassano, Mike Mulica, Jack Steenstra, and Jeffrey Wang - under SEC rules, may be deemed to be participants in the solicitation of proxies of Sonim's stockholders in connection with the proposed Transaction. Stockholders may obtain more detailed information regarding Sonim's directors and executive officers, including a description of their direct or indirect interests, by security holdings or otherwise, under the captions "Directors, Executive Officers, and Corporate Governance," "Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters," and "Certain Relationships and Related Party Transactions, and Director Independence" of Sonim's Amendment No. 1 to its Annual Report on Form 10-K filed with the SEC on April 29, 2025 (the "Annual Report"). Any subsequent updates following the date hereof to the information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Proxy Statement and other materials to be filed with the SEC in connection with the proposed Transaction, if and when they become available. These documents will be available free of charge as described above. Forward-Looking statements This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. These statements relate to, among other things, the anticipated effects of the proposed Transaction and the strategy of Sonim in connection with strategic alternatives, synergies of Sonim's and Social Mobile's businesses, and potential benefits of the proposed Transaction to Sonim's stockholders. These forward-looking statements are based on Sonim's current expectations, estimates and projections, and certain assumptions made by Sonim, all of which are subject to change. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "achieve," "aim," "ambitions," "anticipate," "believe," "committed," "continue," "could," "designed," "estimate," "expect," "forecast," "future," "goals," "grow," "guidance," "intend," "likely," "may," "milestone," "objective," "on track," "opportunity," "outlook," "pending," "plan," "poised," "position," "possible," "potential," "predict," "progress," "promises," "roadmap," "seek," "should," "strive," "targets," "to be," "upcoming," "will," "would," and variations of such words and similar expressions or the negative of those terms or expressions. Such statements involve risks and uncertainties, which could cause actual results to vary materially from those expressed in or indicated by the forward-looking statements. Factors that may cause actual results to differ materially include, but are not limited to, the following: the ability of Sonim to meet expectations regarding the timing and completion of the proposed Transaction; the possibility that the LOI will not result in the definitive agreement; the possibility that the conditions to the closing of the proposed Transaction are not satisfied, including the risk that the required approvals are not obtained and that Sonim's stockholders do not approve the proposed Transaction; the occurrence of any event, change or other circumstances that could result in the definitive agreement (if ever executed) being terminated or the proposed Transaction not being completed on the terms reflected in the definitive agreement, or at all; the risk that the LOI may be terminated in circumstances that require Sonim to pay a termination fee; potential litigation relating to the proposed Transaction; the risk that the proposed Transaction and its announcement could have adverse effects on the market price of Sonim's common stock; risk that the current board of directors of Sonim loses proxy contest and the new directors' slate determines to terminate the proposed Transaction (whether at the state of LOI or definitive agreement); risks related to the possible failure of Sonim to achieve earn-out; the effect of the announcement of the proposed Transaction on the ability of Sonim to retain key personnel and maintain relationships with customers and business partners; the risk of unexpected costs or expenses resulting from the proposed Transaction and the LOI; and other risks and uncertainties, including those described under "Risk Factors" included in Sonim's most recent Annual Report on Form 10-K and any subsequent quarterly filings on Form 10-Q filed with the Securities and Exchange Commission (available at Sonim cautions you not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Sonim assumes no obligation to update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release, except as required by law. To view the source version of this press release, please visit Sign in to access your portfolio
Scoop
13-05-2025
- Politics
- Scoop
UN Special Committee On Israeli Practices In Occupied Territories Warns Of A Second Nakba
AMMAN (9 May 2025) – 'Israel continues to inflict unimaginable suffering on the people living under its occupation, whilst rapidly expanding confiscation of land as part of its wider colonial aspirations. What we are witnessing could very well be another Nakba', warned a UN Special Committee* as it concluded its annual field mission to Amman. Appointed by the General Assembly in 1968 to investigate Israeli practices in Palestinian and other Arab territories occupied by Israel since 1967, the Special Committee heard firsthand from numerous interlocutors how policies, actions and practices of the Government of Israel continue to lead to mass and indiscriminate murder of civilians, enforced disappearances, ethnic cleansing and the total subjugation of those under its occupation and apartheid system. 'According to testimonies, it is evident that the use of torture and other cruel, inhuman or degrading treatment or punishment, including sexual violence, is a systematic practice of the Israeli army and security forces, and is widespread in Israeli prisons and military detention camps,' the Special Committee said. 'The methods read as a playbook of how to try to humiliate, derogate, and strike fear into the hearts of individuals; first comes sexual harassment, inappropriate touching of private parts, then sexual abuse, then the threat of rape, and then rape itself, including gang rape, and often with foreign objects such a sticks and batons, against men, women, and even children.' The Committee's visit took place as the Government of Israel continued to implement a total blockade on aid for Gaza, weaponising the right to food. 'It is hard to imagine a world in which a government would implement such depraved policies to starve a population to death, whilst trucks of food are sitting only a few kilometres away. Yet, this is the sick reality for those in Gaza.' The Committee expressed regret that Israel did not respond to its request for consultations or provide access to Israel, the Occupied Palestinian Territory or the occupied Syrian Golan. 'Israel's persistent refusal to engage with us and other UN mandated bodies, or to abide by resolutions of the Security Council and the General Assembly and binding orders and advisory opinions of the International Court of Justice, reveals its total disregard for international law and its obligations as a Member State of the United Nations,' the Special Committee said. 'Israel clearly feels it has full impunity to commit horrendous crimes and will never be held accountable for its actions, policies and practices in the Occupied Palestinian Territory and the Syria Golan,' it said. 'The occupation must end. Only when this happens will grave human rights violations end,' the Special Committee said. 'Impunity cannot be accepted.' The Special Committee urged States with influence to use all political, economic pressure and all means at their disposal to force the Israeli Government to stop its unlawful policies and practices, and hold it accountable for the vast war crimes and crimes against humanity already committed. 'The humanitarian blockade must end now, and UNRWA must be able to perform its unique mandate and deliver essential services. Arms sales and military support must also stop, including via private companies and state-owned enterprises. The world cannot stay silent,' the Special Committee said. Read the full End of mission statement here: The Committee will present its next report to the General Assembly in October 2025. * The United Nations Special Committee to Investigate Israeli Practices Affecting the Human Rights of the Palestinian People and Other Arabs of the Occupied Territories was established by the UN General Assembly in December 1968 to examine the human rights situation in the occupied Syrian Golan, the West Bank, including East Jerusalem and the Gaza Strip. The Special Committee is composed of three Member States: Malaysia, Senegal and Sri Lanka. This year the Member States are represented by H.E. Mr. Ahmad Faisal Muhamad, Permanent Representative of Malaysia to the United Nations in New York, H.E. Mr. Coly Seck, Permanent Representative of Senegal to the United Nations in New York, and Mr. Chatura Perera, chargé d' affairs of the Permanent Mission of Sri Lanka to the United Nations in New York (Acting-Chair of the Special Committee.)
Yahoo
12-05-2025
- Business
- Yahoo
PacBio Board Independent Investigation Concludes Allegations Unsubstantiated
MENLO PARK, Calif., May 12, 2025 (GLOBE NEWSWIRE) -- PacBio (NASDAQ: PACB) today announced that the Special Committee of its Board of Directors (the 'Special Committee') has concluded its independent investigation into previously disclosed allegations from an attorney representing an employee impacted by our recent reduction in force regarding certain employment practices and cybersecurity matters of the Company. The allegations did not involve the current, or any previously reported, financial results, and the investigation found no improper employment practices and no material inaccuracies or omissions with respect to the cybersecurity disclosures in the Company's 2024 Form 10-K. Chairman of the Board John Milligan said, 'We are pleased to have this investigation behind us and look forward to continuing to fulfill our mission of enabling the promise of genomics to better human health.' About PacBio PacBio (NASDAQ: PACB) is a premier life science technology company that designs, develops, and manufactures advanced sequencing solutions to help scientists and clinical researchers resolve genetically complex problems. Our products and technologies, which include our HiFi long-read sequencing, address solutions across a broad set of research applications including human germline sequencing, plant and animal sciences, infectious disease and microbiology, oncology, and other emerging applications. For more information, please visit and follow @PacBio. PacBio products are provided for Research Use Only. Not for use in diagnostic procedures. Forward-Looking StatementsThis press release contains 'forward-looking statements' within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. You should not place undue reliance on forward-looking statements because they are subject to assumptions, risks, and uncertainties and could cause actual outcomes and results to differ materially from currently anticipated results. Additional factors that could materially affect actual results can be found in PacBio's most recent filings with the Securities and Exchange Commission, including PacBio's most recent reports on Forms 8-K, 10-K, and 10-Q, and include those listed under the caption 'Risk Factors.' These forward-looking statements are based on current expectations and speak only as of the date hereof; except as required by law, PacBio disclaims any obligation to revise or update these forward-looking statements to reflect events or circumstances in the future, even if new information becomes available. Contacts Investors:Todd Friedmanir@ Media:pr@ in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
LBCI
09-05-2025
- Politics
- LBCI
UN committee warns of 'another Nakba' in Palestinian territories
The world could very well be witnessing "another Nakba," a United Nations committee warned Friday, referring to the mass displacement of Palestinians in the war that accompanied Israel's creation in 1948. "Israel continues to inflict unimaginable suffering on the people living under its occupation, whilst rapidly expanding confiscation of land as part of its wider colonial aspirations," warned a U.N. Special Committee tasked with investigating Israeli practices affecting Palestinian human rights. "What we are witnessing could very well be another Nakba." AFP
