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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of earliest event reported: September 20, 2023

 

KonaTel, Inc.

(Exact name of registrant as specified in its charter)

 

N/A

(Former name or address, if changed since last report)

 

Delaware   001-10171   80-0973608

(State or Other Jurisdiction

Of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

500 N. Central Expressway, Suite 202

Plano, Texas 75074

(Address of Principal Executive Offices, Including Zip Code)

 

(214) 323-8410

(Registrant’s Telephone Number, Including Area Code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

¨   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 

 

¨   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 

 

¨   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None.

 

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter or Rule 12b-2 of the Securities and Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

1 

 

Item 7.01 Regulation FD Disclosure.

 

See Item 9.01, Exhibits 99.1, which will be presented today at the Micro Cap Club Chicago.

 

The information contained in this Item 7.01 and in Exhibit 99.1 is being furnished, and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under such Section 18. Furthermore, the information contained in this Item 7.01 and in Exhibit 99.1 shall not be deemed to be incorporated by reference into our filings under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit No. Description of Exhibit

 

99.1 Micro Cap Club Chicago Presentation

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  KonaTel, Inc. 
   
Date: September 20, 2023 By: /s/ D. Sean McEwen
    D. Sean McEwen
    Chairman, Chief Executive Officer and Director

 

2 

 

 

OTCQB: KTEL September 2023 Rev.09/19/2023

 

 

Safe Harbor Statement This presentation contains forward - looking statements within the meaning of Section 27A of the Securities Act of 1933, as amende d, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward - looking statements are not a guarantee of future perform ance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be a chi eved. Forward - looking statements are based on information available at the time the statements are made and involve known and unknown risks , uncertainties and other factors that may cause our results, levels of activity, performance or achievements to be materially dif ferent from the information expressed or implied by the forward - looking statements in this presentation. This presentation should be considered in light of the disclosures contained in the filings of KonaTel and its “forward - looking statements” in such filings that are contained in the E DGAR Archives of the SEC at www.sec.gov . 2

 

 

KonaTel provides various communications services including mobile voice/data (4G/5G), cloud communications, messaging, and government subsidized mobile services through its subsidiaries Apeiron Systems and Infiniti Mobile. Apeiron Systems (CCsP and Mobile) ▪ A CCsP (Cloud Communications Service Provider with a national CPaaS (Communications Platform as a Service) network ▪ Core software infrastructure and national network developed and owned by Apeiron ▪ Owning our software source code allows for rapid scaling, fine tuning, and new development of unique services ▪ Diverse service portfolio including IP voice, termination & origination, SMS/MMS, LTE mobile data, and other services Infiniti Mobile (licensed FCC Lifeline and ACP carrier) ▪ One of only a handful of active national FCC approved Lifeline wireless reseller license holders ▪ Lifeline - Currently authorized in 11 states, expanding into additional states ▪ ACP (Affordable Connectivity Program) - FCC authorized in 50 states plus DC & PR ▪ Defensive sector, resistant to economic downturn ▪ Infiniti Mobile leverages Apeiron’s cloud network 3 Highlights

 

 

4 Service Matrix (Current and Planned*) Lifeline+® is a registered trademark of IM Telecom d/b/a Infiniti Mobile • Multiple National Networks • Wholesale & White Label • Web & API Management • Custom & Bundled Plans • B2B and Consumer • MVNO / MVNE Mobile Voice Hosted Services PaaS, CPaaS CCaaS, UCaaS Mobile Data (IOT) Lifeline ACP • VoIP/SIP Service • SD - WAN & WebRTC • Information APIs • Voice/SMS/MMS APIs • Web & API Management • Private LTE (CBRS) Support • Unified Communications • Contact Center as a Service* • Lifeline • National ACP Program • Enhanced Lifeline+ ® • Add - On Services • State & Federal License • Multi - channel distribution • Healthcare Vertical • Web & API Management • Multiple National Networks • Custom & Bundled Plans • Cross Carrier Pooling

 

 

• Lifeline provides subsidized phone service to qualified low - income households • ACP ( Affordable Connectivity Program) provides subsidized high - speed mobile data service for qualified low - income households • Established in 1985, Lifeline funded by USF fees collected from U.S. phone bills • ACP funded $14B under 2021 Infrastructure Investment & Jobs Act. Additional funding under bipartisan leadership being explored • No new FCC wireless Lifeline Compliance Plan (license) approvals since 2012. Added 2 states (NY, PA) in first half of 2023, positioned to expand into additional states. Recently expanded state service offerings to 100% coverage, adding AT&T network services • Infiniti Mobile is one of less than 20 active national wireless Lifeline resellers holding an FCC approved national compliance plan (license), creating a durable barrier to entry • Predictable free cash flow & non - linear growth curve for the foreseeable future • Revenue resistant to economic downturn (validated during COVID - 19 pandemic) 5 Mobile Services - Government Programs Lifeline & ACP

 

 

Lifeline + ACP “stacked” subsidy (delivered as cell phone service) limited to ETCs (Eligible Telecommunication Carrier) with a Lifeline and ACP license • FCC subsidy for traditional states - $39.25 • FCC plus certain state Lifeline subsidies – CA: $27.15, MD: $54.25, KY: $45.25 • FCC subsidy for recipients residing on tribal land (except CA) - $109.25 • Other - CA provides a one - time $39 phone reimbursement (two per recipient per year) ACP only subsidy (wireless tablet service) • FCC subsidy for all states (except tribal lands) - $30 • FCC subsidy for recipients residing on tribal lands - $75 • Other - FCC provides a one - time, up to $100, tablet reimbursement (one per recipient for life) 6 Mobile Services - Monthly Government Subsidies

 

 

• Lifeline state licenses in CA, GA, KY, MD, NV, OK, SC, VT, NY, PA and WI, expanding states because of our national FCC license • Upsell additional products/services to existing customer base - reduce churn and increase ARPU (average revenue per user) • Synergistic Leverage of Apeiron Services to lower network costs • Pursuing non - dilutive capital expansion efforts • Capital Light Distribution Efforts - vertical focus on healthcare industry • Lifeline+® user copay service with enhanced data & smart phone capability and additive household services 7 Mobile Services – Expansion Plans/Options Lifeline+® is a registered trademark of Infiniti Mobile

 

 

• Apeiron built, carrier - grade E/W geo - redundant network processing millions of transactions/month • FCC licensed ITSP with multiple Autonomous System Numbers (ASNs) enabling direct allocation of U.S. phone numbers, international phone numbers, and IP address resources • Delivering private voice and IP service with guaranteed (contract) levels of service (SLAs) and Over the Top (OTT) support including mobile 4G and 5G endpoints • MVNO/MVNE aggregated wireless service across all 3 major US wireless networks and multi - network SIM capability • Apeiron’s middleware and APIs provide single - point customer connection to a variety of national and international paths (landline, mobile voice/data, messaging, and data dip services) • In - house developed software, network, and management systems (AOSS) integrated into the Apeiron core; critical for real - time monitoring of profitable voice/data/messaging services 8 Hosted Services - Dynamic & Defensible Model

 

 

Customer Engagement • Voice Termination/Origination and Phone Numbering Services - VoIP, cellular & legacy voice services providing dial tone and U.S. phone numbers, including phone numbers from over 70 countries • SMS/MMS (texting) Services - Messaging APIs with robust marketing and broadcast feature sets for long & short codes Network • Public and Private IP network services - Multi - access IP network solutions via fiber, broadband, LTE, and CBRS delivering dedicated internet access and MPLS network services from the Apeiron core, including guaranteed levels of service (SLAs) • MVNO/MVNE wireless transport services – Providing wireless connectivity to US MNOs (Verizon, ATT and T - Mobile) • Software - Defined WAN (SD - WAN) - SD - WAN applications delivered with Apeiron IP services or as a standalone solution • Internet of Things (IoT) - IoT optimized connectivity & enablement solutions across all three U.S. national wireless carriers Platform (Apeiron’s Secure Private Cloud) • Cloud IVR & Queues - Inbound applications for IVR, Queueing, Voicemail & Fax hosted solutions • Voice Platforms as a Service (VPaaS) - Platform support for PBXs, Dialers, Session Border Controllers and Route Servers with full API support • Information Dip Services - LNP, CNAM, DNC (Do Not Call) Verification, Routing & Reputation/SPAM 9 Hosted Services - Summary

 

 

Q4 2014 - KonaTel Started Q4 2017 - Went public to establish a platform for accretive telecom acquisitions Q4 2018 - Acquired Apeiron Systems Q1 2019 - FCC approval to acquire Infiniti Mobile (3 - year process including FCC approval) Q4 2019 - Cash Flow Positive Q3 2020 - Cleared over $1M of outstanding debts from cash flow Q4 2020 - Fully integrated first two acquisitions (2 - year process) Q4 2020 - Uplisted from OTC - Pink to OTC - QB Q2 2021 - Launched Apeiron agent program Q2 2021 - Infiniti Mobile approved for FCC’s Emergency Broadband Benefit (EBB) program Q2 2021 - Infiniti Mobile approved by California Public Utilities Commission for California Lifeline distribution Q4 2021 - Year ended 2021 with 38% increase in revenue over prior year and a doubling of net income Q1 2022 - Infiniti Mobile approved for FCC’s Affordable Connectivity Program (ACP). Q2 2022 - Start of nationwide Lifeline and ACP Mobile Service expansion Q1 2023 - Infiniti Mobile approved for Lifeline expansion into New York and Pennsylvania Q2 2023 - Uplifted Infiniti Mobile wireless services area coverage areas adding the AT&T network footprint 10 Milestones

 

 

Growth • Communications industry (CCsP & CPaaS) platform built for scalable growth • Lifeline and ACP Expansion across United Sates • Unsaturated Lifeline/ACP market of about 30 million unserved households Margins • Apeiron and Infinity Mobile healthy gross margins Sustainability / Barriers to Entry • Apeiron’s proven Cloud Communications Service Platform a differentiating factor • No new national FCC Lifeline licenses granted since 2012 Acquisitions • Fragmented market (CPaaS, UCaaS, VoIP) a candidate for strategic M&A • Clean capital structure for potential expansion through acquisitions with common stock 11 Summary (Apeiron Systems and Infiniti Mobile)

 

 

Thank you KonaTel 500 N. Central Expressway Suite 202 Plano, TX 75074

 

 

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Sep. 20, 2023
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Entity Tax Identification Number 80-0973608
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Entity Address, Address Line One 500 N. Central Expressway
Entity Address, Address Line Two Suite 202
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