-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JCRyE5Ebod7Ap1ZpzxtH8DjxdFjaRHPdpkocRitNKrSpzTwItfvDbMy6rD7InTXx TtlJY1Ozip6sY0KrSp2/xg== 0000950136-06-001970.txt : 20060315 0000950136-06-001970.hdr.sgml : 20060315 20060315165549 ACCESSION NUMBER: 0000950136-06-001970 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060315 DATE AS OF CHANGE: 20060315 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SONA MOBILE HOLDINGS CORP CENTRAL INDEX KEY: 0000719662 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 953087593 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-35606 FILM NUMBER: 06688879 BUSINESS ADDRESS: STREET 1: 825 THIRD AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2124868887 MAIL ADDRESS: STREET 1: 825 THIRD AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: PERFECTDATA CORP DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Kreloff Shawn CENTRAL INDEX KEY: 0001325730 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 4168664100 MAIL ADDRESS: STREET 1: C/O PERFECTDATA CORPORATION STREET 2: 1445 EAST LOS ANGELES AVENUE CITY: SIMI VALLEY STATE: CA ZIP: 93065 SC 13D 1 file001.htm FORM SC 13D



                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13D

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                           SONA MOBILE HOLDINGS CORP.
                          f/k/a PerfectData Corporation

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                                (Name of Issuer)

                     Common Stock, par value $0.01 per share
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)



                                    83540T109
                                 --------------
                                 (CUSIP Number)


                            Joel J. Goldschmidt, Esq.
                       Morse, Zelnick, Rose & Lander, LLP
                           405 Park Avenue, Suite 1401
                            New York, New York 10022
                               Tel: (212) 838-5030
                               Fax: (212) 838-9190

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                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                October 13, 2005
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             (Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [ ]

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).



CUSIP No.   713727105
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               1. Names of Reporting Persons. I.R.S. Identification Nos. of
                  above persons (entities only).

                  Shawn Kreloff

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               2. Check the Appropriate Box if a Member of a Group (See
                  Instructions)

                  (a)  .........................................................

                  (b)  .......X.................................................

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               3. SEC Use Only .................................................

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               4. Source of Funds (See Instructions) (See item 3).....OO........

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               5. Check if Disclosure of Legal Proceedings Is Required Pursuant
                  to Items 2(d) or 2(e) ........................................

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               6. Citizenship or Place of Organization
                  .....United States............................................

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               7. Sole Voting Power......2,963,244..............................

Number of     ------------------------------------------------------------------
Shares
Beneficially   8. Shared Voting Power ..........................................
Owned by
Each          ------------------------------------------------------------------
Reporting
Person         9. Sole Dispositive Power...2,963,244............................
With
              ------------------------------------------------------------------

              10. Shared Dispositive Power .....................................

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              11. Aggregate Amount Beneficially Owned by Each Reporting
                  Person ..................2,963,244............................

- --------------------------------------------------------------------------------

             12. Check if the Aggregate Amount in Row (11) Excludes Certain
                 Shares (See Instructions) .....................................



- --------------------------------------------------------------------------------

             13. Percent of Class Represented by Amount in Row (11) ...7.34%....

- --------------------------------------------------------------------------------

             14. Type of Reporting Person (See Instructions)
                 .......IN......................................................
                 ...............................................................

- --------------------------------------------------------------------------------

ITEM 1.  SECURITY AND ISSUER.

       This Schedule 13D relates to the common stock, par value $0.01 per share
(the "Common Stock") of PerfectData Corporation, whose principal executive
offices are located at 825 Third Avenue, 32nd Floor, New York, NY 10022 (the
"Issuer").

ITEM 2. IDENTITY AND BACKGROUND.

(a) The name of the reporting person is Shawn Kreloff.

(b) The business address of the reporting person is c/o Sona Mobile, Inc., 825
Third Avenue, 32nd Floor, New York, New York 10022.

(c) The reporting person is the Chairman of the Board and a director of the
Issuer.

(d) The reporting person has not been convicted in any criminal proceedings
during the last five years.

(e) The reporting person has not been a party to any civil proceedings during
the last five years.

(f) The reporting person is a citizen of United States.

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

       The reporting person initially acquired the securities from the Issuer by
virtue of a merger transaction (the "Merger") in which Sona Mobile, Inc., a
State of Washington corporation ("Sona"), was merged with and into a
wholly-owned subsidiary of the Issuer. In the Merger, the shareholders of Sona
received shares of the Issuer's Series A Convertible Preferred Stock, par value
$.01 per share ("Series A Preferred Stock"), convertible into shares of Common
Stock. The shares of Series A Preferred Stock were automatically converted by
the Issuer into 2,879,911 shares of Common Stock on November 17, 2005. The
reporting person was a shareholder of Sona and provided no consideration for the
shares he received in the Merger, other than his capital stock in Sona.



       On October 13, 2005, the Issuer granted the reporting person an option to
purchase 250,000 shares of Common Stock at a per share exercise price of $1.60
(the "Option"), of which 83,333 shares are currently exercisable. The reporting
person provided no consideration to the Issuer for the grant of the Option,
other than certain consulting services for which he received cash compensation
from the Issuer.

ITEM 4.  PURPOSE OF TRANSACTION.

       The purpose of the Merger was to acquire a controlling equity interest in
the Issuer. The purpose of the Option grant was to incentivize the reporting
person to continue rendering services to the Issuer.

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER.

       (a) The reporting person is deemed to beneficially own 2,963,244 shares
of Common Stock ("Shares"), including 83,333 Shares which may be currently
acquired by the reporting person upon exercise of the Option, representing
approximately 7.34% of the Issuer's outstanding shares of Common Stock as of
January 31, 2006. This percentage is based on the Issuer having 40,255,043
shares of Common Stock outstanding at such date.

       (b) The reporting person has the sole power to vote or to direct the
vote, and dispose or direct the disposition, of 2,963,244 Shares.

       (c) The reporting person beneficially acquired 2,879,911 Shares on April
19, 2005 in connection with the Merger and 83,333 Shares on October 13, 2005,
which 83,333 Shares may be currently be acquired by the reporting person upon
exercise of the Option.

       The reporting person was a shareholder of Sona. In the Merger, the Sona
shares were cancelled and the Sona shareholders received shares of the Series A
Preferred Stock. No cash or other consideration was involved in the Merger. On
November 17, 2005, all of the issued and outstanding shares of the Series A
Preferred Stock automatically converted into shares of the common Stock. In
addition, on October 13, 2005, the Issuer granted the Option to the reporting
person.

       (d) No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
Shares owned by the reporting person.

       (e) Not applicable.

ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
         TO SECURITIES OF THE ISSUER.

       A copy of the Certificate of Designations, Preferences and Rights of
Series A Convertible Preferred Stock of the Issuer was filed as an exhibit to
the Issuer's Annual Report on Form 10-KSB for the fiscal year ended March 31,
2005 filed on May 27, 2005 and is incorporated herein by reference.

       The Option grants the reporting person the right to purchase up to an
aggregate of 250,000 shares of Common Stock until October 21, 2010 at a per
share exercise price of $1.60, and is currently exercisable as to 83,333 Shares.



ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.

       A copy of the Agreement and Plan of Merger has been filed as an exhibit
to the Current Report on Form 8-K filed by the Issuer on March 11, 2005 and is
incorporated herein by reference. A copy of the Option agreement will be filed
by an amendment to this Schedule 13D.




SIGNATURE

       After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

                                             March 8, 2005

                                             /s/ Shawn Kreloff
                                             ---------------------
                                                Shawn Kreloff

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