Amendment: ConnectM Technology Solutions Inc. filed SEC Form 8-K: Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets
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EXPLANATORY NOTE
This Current Report on Form 8-K/A is being filed by ConnectM Technology Solutions, Inc., a Delaware corporation (“ConnectM” or the “Company”), to amend the Current Report on Form 8-K we filed on August 6, 2024 (the “Original Report”) to provide the disclosures required by Item 9.01 of Form 8-K that were previously omitted from the Original Report as permitted by Item 9.01(a)(3) of Form 8-K. Except as provided herein, the disclosures made in the Original Report remain unchanged.
Item 2.01. Completion of Acquisition or Disposition of Assets.
As previously disclosed, On August 5, 2024, ConnectM Technology Solutions Inc., a Delaware corporation (“ConnectM”), entered into that certain Membership Interest Purchase Agreement (as it may be amended and/or restated from time to time, the “Purchase Agreement”) by and between ConnectM and Vijaya Rao, an individual resident of the State of Delaware (“Seller”), for the purposes of ConnectM acquiring from Seller certain of the issued and outstanding equity securities of DeliveryCircle, LLC, a Delaware limited liability company (“DeliveryCircle”). DeliveryCircle is engaged in the business of providing dispatch and delivery services and related software. Capitalized terms used herein but not defined herein have the meanings ascribed thereto in the Purchase Agreement.
We filed the Original Report describing the Acquisition and other, related matters on August 6, 2024, and we are now filing this amendment to include the historical financial statements required by Item 9.01 of Form 8-K.
Item 9.01 Financial statements Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired.
In accordance with Item 9.01(a), the audited financial statements of DeliveryCircle, which comprise the balance sheet as of December 31, 2023, and the related statements of income, changes in members’ equity, and cash flows for the year then ended, and the related notes to the financial statements are filed as Exhibit 99.1 to this Report and are incorporated herein by reference and the unaudited condensed interim financial statements of DeliveryCircle, which comprise the unaudited condensed interim balance sheet as of June 30, 2024, and the related unaudited condensed interim statements of income, changes in members’ equity, and cash flows for the six-months then ended, and the related notes to the unaudited condensed interim financial statements are filed as Exhibit 99.2 to this Report and are incorporated herein by reference.
(d) Exhibits
| Exhibit Number | Description | |
| 23.1 | Consent of Adeptus Partners, LLC | |
| 99.1 | Audited Financial Statements of DeliveryCircle, LLC | |
| 99.2 | Unaudited Financial Statements of DeliveryCircle, LLC | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Dated: November 21, 2024
| CONNECTM TECHNOLOGY SOLUTIONS, INC. | ||
| By: | /s/ Bhaskar Panigrahi | |
| Name: | Bhaskar Panigrahi | |
| Title: | Chief Executive Officer | |