[Q2 2025 Financial & Business Highlights](index=1&type=section&id=Q2%202025%20Financial%20%26%20Business%20Highlights) Sonim Technologies reported Q2 2025 net revenue of **$11.2 million** and a GAAP net loss of **$7.5 million**, with a strategic asset sale and new product launches Financial Highlights (Q2 2025 vs Q1 2025) | Financial Metric | Q2 2025 | Q1 2025 | Note | | :--- | :--- | :--- | :--- | | Net Revenue | $11.2 million | $16.7 million | Q1 included a one-time $5.3M revenue addition | | GAAP Net Income (Loss) | ($7.5 million) | $0.5 million | Q2 includes impairment loss and proxy costs | | Adjusted EBITDA* | ($3.2 million) | ($3.2 million) | Unchanged QoQ | | Cash and Cash Equivalents | $2.0 million | - | As of June 30, 2025 | - In July, Sonim entered a definitive agreement for Social Mobile to acquire substantially all of its assets in an all-cash transaction for **$15.0 million**, with up to an additional **$5.0 million** in an earn-out payment The deal is expected to close in Q4 2025, pending stockholder approval[5](index=5&type=chunk) - Key product launches are underway in Q3, including the XP Pro series and a 5G flip phone with tier-one carriers The company also launched the Sonim MegaConnect HPUE mobile hotspot with FirstNet and AT&T[2](index=2&type=chunk) - The company raised **$5.4 million** in net capital through common stock sales to fund product expansion and new launches[3](index=3&type=chunk) [Detailed Financial Performance Analysis](index=3&type=section&id=Detailed%20Financial%20Performance%20Analysis) Q2 2025 revenue decreased to **$11.2 million**, with gross profit at **$0.8 million** and a net loss of **$7.5 million**, impacted by one-time items Key Financial Metrics (Q2 2025 vs Q1 2025) | Metric | Q2 2025 | Q1 2025 | Key Factors | | :--- | :--- | :--- | :--- | | Net Revenue | $11.2M | $16.7M | Q1 included a $5.3M one-time revenue item | | Gross Profit | $0.8M | $8.4M | Q2 included a $1.1M impairment loss | | Net Income (Loss) | ($7.5M) | $0.5M | Q1 benefited from the $5.3M one-time item | - Operating expenses were stable at **$7.6 million**, as a **$0.7 million** decrease in R&D costs was offset by higher G&A and Sales & Marketing expenses due to legal fees from the contested proxy[8](index=8&type=chunk) - The company ended Q2 with **$2.0 million** in cash, **$2.9 million** in accounts receivable, and **$9.9 million** in inventory Subsequent to the quarter's end, it received net proceeds of **$7.1 million** from stock sales and debt issuance[10](index=10&type=chunk) [Financial Statements](index=6&type=section&id=Financial%20Statements) This section presents unaudited condensed consolidated financial statements as of June 30, 2025, detailing total assets of **$36.1 million** and a Q2 net loss of **$7.5 million** [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2025, Sonim reported **$2.0 million** in cash, **$27.1 million** in current assets, **$35.7 million** in current liabilities, and a **$1.3 million** stockholders' deficit Condensed Consolidated Balance Sheets (in thousands) | Balance Sheet Items (in thousands) | June 30, 2025 (Unaudited) | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $2,006 | $5,343 | | Inventory | $9,889 | $10,621 | | Total current assets | $27,123 | $32,165 | | Total assets | $36,078 | $39,739 | | **Liabilities & Equity** | | | | Accounts payable | $20,583 | $22,848 | | Total current liabilities | $35,662 | $43,740 | | Total liabilities | $37,412 | $45,439 | | Total stockholders' equity (deficit) | ($1,334) | ($5,700) | [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For Q2 2025, Sonim's net revenues were **$11.2 million**, gross profit **$0.8 million**, and net loss **$7.5 million** or **($0.79)** per basic share Condensed Consolidated Statements of Operations (in thousands) | Statement of Operations (in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Total net revenues | $11,190 | $11,516 | | Gross profit | $845 | $2,969 | | Total operating expenses | $7,577 | $9,439 | | Income (loss) from operations | ($6,732) | ($6,470) | | Net income (loss) | ($7,475) | ($6,616) | | Net income (loss) per share, basic | ($0.79) | ($1.41) | [Non-GAAP Financial Measures](index=8&type=section&id=Non-GAAP%20Financial%20Measures) Sonim provides Adjusted EBITDA as a supplemental non-GAAP measure, reporting a Q2 2025 loss of **$3.2 million**, consistent with Q1, after various adjustments - Adjusted EBITDA is defined as net loss excluding stock-based compensation, depreciation & amortization, interest, taxes, customer allowance agreement expirations, asset impairments, financing costs, and non-recurring legal fees[25](index=25&type=chunk) Reconciliation to Adjusted EBITDA (in thousands) | Reconciliation to Adjusted EBITDA (in thousands) | Three Months Ended June 30, 2025 | Three Months Ended March 31, 2025 | | :--- | :--- | :--- | | Net income (loss) | $(7,475) | $458 | | Adjustments: | | | | Release of customer allowance liabilities | $(219) | $(5,271) | | Impairment of contract fulfillment assets | $1,084 | — | | Non-recurring legal and professional fees | $613 | — | | Other standard adjustments | $2,845 | $1,478 | | **Adjusted EBITDA** | **$(3,151)** | **$(3,245)** | [Corporate Information & Forward-Looking Statements](index=3&type=section&id=Corporate%20Information%20%26%20Forward-Looking%20Statements) This section outlines Sonim's business, forward-looking statements, and details regarding the proposed asset sale to Social Mobile, emphasizing associated risks and stockholder information - The company plans to file a proxy statement with the SEC concerning the proposed asset sale to Social Mobile and urges stockholders to read it before making any voting decisions[15](index=15&type=chunk) - Forward-looking statements involve significant risks, including the ability to obtain stockholder approval for the asset sale, the timing of the closing, the potential for competing offers, and the impact of the announcement on business relationships[14](index=14&type=chunk) - Sonim's directors and executive officers may be deemed participants in the solicitation of proxies for the proposed transaction[16](index=16&type=chunk)

Core Insights - Sonim Technologies is positioned for growth in the second half of 2025 with the launch of its XP Pro series and 5G flip feature phone through tier-one carriers [2] - The company reported a net revenue of $11.2 million for Q2 2025, a decrease of 33% from Q1 2025, primarily due to a one-time revenue adjustment in the previous quarter [7][8] - Sonim's net loss for Q2 2025 was $7.5 million, compared to a net income of $0.5 million in Q1 2025, reflecting challenges in the current financial environment [11] Financial Highlights - Q2 2025 net revenue was $11.2 million, down from $16.7 million in Q1 2025, with the first quarter benefiting from a one-time $5.3 million revenue addition [7][8] - Gross profit for Q2 2025 was $0.8 million, representing 8% of revenues, a significant decline from $8.4 million or 50% of revenues in Q1 2025 [9] - Adjusted EBITDA for Q2 2025 was negative $3.2 million, unchanged from Q1 2025 [11] Business Developments - The company launched the XP Pro smartphone with AT&T and began shipments of the Sonim H500 mobile hotspot to European distributors [7] - Sonim entered into a definitive agreement with Social Mobile for the acquisition of substantially all of its assets for $15 million, with an additional potential earn-out of $5 million [7] - The company ended Q2 2025 with cash and cash equivalents of $2.0 million, trade accounts receivable of $2.9 million, and inventory valued at $9.9 million [12] Corporate Updates - Sonim's Board of Directors approved the acquisition agreement with Social Mobile, which is expected to close in Q4 2025, pending customary closing conditions [7] - The company raised $5.4 million in capital through common stock sales to support product expansion and new launches [7] - Sonim's stockholders elected five director nominees to the Board, indicating a stable governance structure moving forward [7]

Core Viewpoint - Sonim Technologies has launched the Sonim XP Pro ultra-rugged smartphone across Canada, designed for mission-critical professionals, offering unmatched durability, performance, and reliability [2][3][7]. Product Features - The Sonim XP Pro is equipped with 8GB of RAM and 256GB of storage, expandable to 2TB, enabling it to handle demanding applications such as near real-time monitoring and high-resolution imaging [5]. - The device meets and exceeds IP68 and MIL-STD-810H durability standards, with water resistance certified for IPX9K, capable of withstanding submersion in water for one hour at a depth of 2 meters [6]. - It can endure drops from 2 meters onto concrete and operates in extreme temperatures ranging from -20°C to 55°C [-4 °F to 131 °F] [6]. - The XP Pro features programmable buttons for Push-to-Talk (PTT) and SOS functions, ensuring quick access to essential tools [6]. - Powered by the Snapdragon® Gen 7 processor, the XP Pro provides ultra-reliable connectivity and faster data speeds, even in remote environments [6]. - The device includes dual loudspeakers with over 100 dB output and advanced noise cancellation for clear communication in noisy settings [6]. - A robust 5000mAh battery supports long workdays with fast-charging options [6]. Market Availability - The Sonim XP Pro is now available through major Canadian carriers including Bell, Telus, Rogers, and SaskTel [8].

Core Insights - Sonim Technologies has launched the XP Pro, a rugged smartphone certified for T-Mobile's T-Priority solution, specifically designed for first responders and mission-critical users [1][3][6] - The XP Pro features advanced connectivity with 5G capabilities powered by the Qualcomm SM4450 chipset, ensuring faster data speeds and reliable performance in demanding environments [3][9] - The device is built to withstand extreme conditions, meeting IP68 and MIL-STD-810H durability standards, making it suitable for industrial, emergency response, and maritime settings [9] Product Features - The XP Pro comes with 8GB of RAM and 256GB of storage, expandable to 2TB, enabling it to handle demanding applications such as real-time monitoring and high-resolution imaging [5][9] - It is equipped with a robust 5000mAh battery that supports long workdays and features fast-charging capabilities [9] - The smartphone includes dual loudspeakers with over 100 dB output and noise cancellation technology, ensuring exceptional audio clarity in high-noise environments [9] Market Positioning - Sonim Technologies positions the XP Pro as a solution for various sectors including enterprise, construction, logistics, healthcare, and public safety, emphasizing its ruggedness and reliability [3][6] - The device is backed by a comprehensive 3-year warranty and support, enhancing its appeal to mission-critical professionals [9]

Group 1 - Sonim Technologies stockholders elected all five director nominees to the Board of Directors during the 2025 Annual Meeting [1] - The Board stated that the election outcome validates their initiatives to return value to stockholders and ensure long-term success, highlighted by the agreement with Social Mobile [2] - Sonim has entered into a definitive agreement for Social Mobile to acquire its assets and substantially all current liabilities for $20 million, which includes a potential $5 million earn-out [2] Group 2 - Sonim Technologies is a leading provider of rugged mobile solutions, including phones and accessories designed for durability in demanding environments [4] - The company has been trusted by first responders, government, and Fortune 500 customers since 1999, selling its products through tier one wireless carriers and distributors [4] - Sonim's devices enhance user experience while providing extra protection, connecting users with various applications [4]

Acquisition Overview - Sonim Technologies, Inc. has entered into a definitive agreement for Social Mobile to acquire its assets and substantially all current liabilities for $20 million, which includes a potential earn-out of $5 million in an all-cash transaction [1][4] - The transaction is expected to close in Q4 2025, pending customary closing conditions, including shareholder and regulatory approvals [3][4] Strategic Alignment - This acquisition aligns with Social Mobile's strategy to expand its presence in the purpose-built enterprise mobility market, leveraging Sonim's expertise in mission-critical mobile solutions [2][4] - The combination of Social Mobile's resources and Sonim's strong foundation is anticipated to enhance product portfolios, service capabilities, and drive innovation to meet evolving customer needs [4] Leadership Insights - Robert Morcos, CEO of Social Mobile, expressed enthusiasm about the synergies created by the acquisition and the potential for growth and value delivery to Sonim's customers [4] - Mike Mulica, Chair of the Board of Directors at Sonim, highlighted that the acquisition represents a pivotal step in returning value to shareholders while ensuring Sonim's long-term success [4] Company Profiles - Sonim Technologies is a leading provider of rugged mobile solutions, trusted by first responders and Fortune 500 companies, with a focus on durability and protection for users [6][7] - Social Mobile specializes in enterprise mobility solutions and custom device development for major industries, having distributed over 15 million devices globally [8][9]

Core Insights - The Sonim MegaConnect is the first ultra-portable 5G HPUE mobile hotspot designed specifically for public safety on FirstNet, enhancing connectivity for first responders [2][5][12] - The device offers 6x the transmission power and up to 2x faster speeds compared to standard hotspots, improving coverage in rural and urban environments [5][6][9] - The MegaConnect is compact, ruggedized, and priced affordably at $99 for a limited time, making it accessible for first responders [7][15] Product Features - The MegaConnect utilizes Band 14, a high-quality spectrum reserved for FirstNet, ensuring superior coverage and penetration through obstacles like glass and concrete [6][12] - It incorporates next-generation AirJet cooling technology, allowing for full HPUE performance in a portable form factor [10][12] - The device is designed for durability and ease of deployment, suitable for various emergency situations [10][11] Market Position - Sonim Technologies positions the MegaConnect as the most affordable HPUE on the market, targeting first responders and other mission-critical users [7][13] - The device is available exclusively through AT&T and FirstNet channels, with a promotional price aimed at increasing adoption among public safety agencies [15][16] - Beyond first responders, the MegaConnect can also serve utilities, financial institutions, and other enterprises needing reliable connectivity [13]

Core Viewpoint - Glass Lewis & Co. recommends Sonim Technologies stockholders support AJP/Orbic's campaign for immediate board changes by voting for their proposed director candidates [1][2]. Group 1: Board Change Campaign - AJP and Orbic are advocating for a reconstitution of Sonim's board, emphasizing the need for accountability due to the current board's history of value destruction and poor capital management [2][3]. - The three recommended nominees by AJP/Orbic possess significant industry expertise, with strengths in software, artificial intelligence, and cloud infrastructure [2]. Group 2: Voting Instructions - Stockholders are urged to vote using the BLUE proxy card for the AJP/Orbic nominees and against the incumbent board and the company's equity incentive plan [4][3]. - Voting closes on July 17, 2025, at 11:59 PM Eastern Time, and stockholders are encouraged to change their votes if they have already voted using the WHITE card [3][4]. Group 3: Company Background - Orbic is a technology company based in New York, focusing on innovative mobile solutions and providing accessible technology to a broader audience [7].

Core Viewpoint - Institutional Shareholder Services (ISS) recommends that Sonim Technologies stockholders vote "FOR" the company's nominees on the WHITE proxy card ahead of the Annual Meeting on July 18, 2025, highlighting concerns over Orbic's acquisition proposals [1][2][3] Group 1: ISS's Recommendation - ISS has determined that Orbic has not made a compelling case for change and that the Sonim Board's response to Orbic's demands is appropriate [2] - The board's response to Orbic's unsolicited acquisition proposals is characterized as cautious due to uncertainties and the dissident's approach [2][4] - ISS emphasizes that Orbic's offers have been unreasonable and incomplete, lacking clarity on key terms [4][5] Group 2: Sonim Board's Position - The Sonim Board expresses satisfaction with ISS's recommendation, indicating that it reflects the board's view on Orbic's tactics [3] - The board highlights that Orbic's demands have been unreasonable and that their financing commitment lacks substance [5] - The board notes that Orbic's approach has included multiple rejections and a lack of clarity in their offers, which raises concerns about their intentions [4][5] Group 3: Company Background - Sonim Technologies is a leading provider of rugged mobile solutions, serving various sectors including first responders and Fortune 500 companies since 1999 [6] - The company offers a range of products including phones, wireless internet data devices, and accessories designed for durability [6]

Core Viewpoint - Sonim Technologies' Special Committee has determined that the unsolicited proposal from Orbic North America is inferior to the existing Letter of Intent with Social Mobile for the sale of Sonim's operating assets, emphasizing the commitment to maximizing stockholder value through the Social Mobile transaction [1][2]. Group 1: Comparison of Proposals - The Social Mobile LOI offers greater transaction value and certainty as it does not require third-party financing, providing a clear path for the sale of legacy assets and a concurrent reverse takeover [2]. - Orbic's proposal is highly conditional, with financing contingent upon satisfactory due diligence and lacking clarity on the financing source, raising concerns about its feasibility [2][3]. - The likelihood of consummation is higher with Social Mobile, as negotiations for a definitive agreement are actively progressing and a cooperative relationship has been established [2][3]. Group 2: Concerns Regarding Orbic - Orbic's proposal entails high execution and timing risks, jeopardizing the progress made under the Social Mobile LOI and requiring a restart of due diligence and negotiations [2][3]. - Orbic has a concerning track record, having been involved in over ten legal actions in the past decade, including significant judgments against its affiliates [3]. - The strategy employed by Orbic, which includes litigation and a proxy contest, raises questions about its credibility and true motives [3]. Group 3: Call to Action - The Special Committee urges stockholders to support the strategic path forward with Social Mobile, which is believed to deliver the best value and terms available [4].