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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 report (Date of earliest event
reported): October 9, 2024
ConnectM
Technology Solutions, Inc.
(Exact Name of Registrant as Specified
in Charter)
Delaware
(State or other jurisdiction of
incorporation) |
|
001-41389
(Commission File
Number) |
|
87-2898342
(I.R.S. Employer Identification
Number) |
2 Mount Royal Avenue, Suite 550
Marlborough, Massachusetts (Address of principal executive offices) |
01752 (Zip code) |
617-395-1333
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Common stock, par value $0.0001 per share |
|
CNTM |
|
The Nasdaq Stock Market LLC |
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) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§ 240.12b-2).
Emerging growth company x
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.
Item 7.01 |
Regulation FD Disclosure. |
ConnectM Technology Solutions, Inc. (Nasdaq:
CNTM), a Delaware corporation, today announced it has signed a definitive agreement to acquire Green Energy Gains Inc., a Massachusetts
Home Performance Contractor of energy and weatherization assessments. Furnished as Exhibit 99.1 hereto is a press release issued
in connection with the agreement.
The information in this Item
7.01 and Exhibit 99.1 attached hereto are being furnished and shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities
of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as expressly set forth by specific reference in such filing.
(d) Exhibits
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: October 10, 2024
CONNECTM TECHNOLOGY SOLUTIONS, INC. |
|
|
|
By: |
/s/ Bhaskar Panigrahi |
|
Name: |
Bhaskar Panigrahi |
|
Title: |
Chief Executive Officer |
|
Exhibit 99.1
ConnectM Announces
Strategic Acquisition of
Green Energy
Gains Inc.
~ Advances M&A
Strategy and Completes Second Acquisition Since Public Listing in July 2024 ~
~ Acquisition
Immediately Increases the Customer Base of ConnectM’s Proprietary Electric Heat Pump, Serving as an Entry Point for Home Energy
Assessment (HEA) Flywheel ~
~ High Conversion
Rate of 65% from HEA Consultations to Heat Pump Adopters ~
~ Green Energy
Gains Unlocks Local, State and Federal Electrification Incentives for Homeowners ~
Marlborough,
MA, October 10, 2024 – ConnectM Technology Solutions, Inc. (Nasdaq:
CNTM) (“ConnectM” or the “Company”), a technology company focused on the electrification economy, today announced
it has signed a definitive agreement (the “Purchase Agreement”) to acquire Green Energy Gains Inc. (“Green Energy Gains”
or “GEG”), a Massachusetts Home Performance Contractor of energy and weatherization assessments, working in partnership with
the sponsors of the Mass Save® Program. The Company’s acquisition of Green Energy Gains is the second strategic acquisition
since the Company’s public listing, validating management’s commitment to its operating plan.
Transaction
Overview
ConnectM has entered
into a Purchase Agreement with the owners of Green Energy Gains, whereby the Company has acquired all of the issued and outstanding capital
stock of GEG in an all-stock transaction. The transaction was completed on October 9, 2024.
The Green Energy
Gains operating model includes home energy assessments (HEA) and modeling, and identification of weatherization opportunities for the
home in order to reduce the homeowner’s utility bills. ConnectM’s core business model relies on an inorganic growth strategy.
Green Energy Gains, as a strategic acquisition, strengthens ConnectM's portfolio and is expected to expand the customer base for its
proprietary electric heat pump, offering a suitable solution for homeowners after no cost home energy assessments. The acquisition serves
as an entry point for the HEA flywheel, providing whole home electrification solutions and unlocks the world of rebates and incentives
for electrification. Green Energy Gains also brings a local partner ecosystem consisting of HVAC contractors which will serve as a distribution
channel for ConnectM heat pumps and pave a path for potential future Master Service Agreements.
Bhaskar Panigrahi,
Chairman and Chief Executive Officer of ConnectM, commented, “ConnectM has a vast pipeline of MSAs providing us certainty of a
runway to execute on our growth strategy. Green Energy Gains has been a key MSA in coordination with our M&A model as it reached
target financial performance, and we are pleased to close this acquisition as we continue to pursue synergistic M&A opportunities.”
“Additionally,
as a second strategic component of this acquisition, Green Energy Gains will be instrumental in the distribution and installation of
the ConnectM electric heat pumps as we continue to grow our network of providers trained with the expertise to deliver whole home electrification
solutions,” concluded Mr. Panigrahi.
“ConnectM’s
acquisition of Green Energy Gains presents an exciting opportunity to advance from our grassroots organization and introduce scale to
GEG’s core home energy assessment and weatherization operations, while also expanding our product portfolio with ConnectM’s
heat pump,” said Greg Kendall, CEO of Green Energy Gains. As we embark on our growth journey, we appreciate the leadership of Bhaskar
and the ConnectM team in providing deep operator experience and a successful track-record of forming and scaling services platforms.
With ConnectM’s network resources, we expect to expand GEG’s operations, products and distribution to accelerate topline
growth while we retain our best-in-class client service.”
About ConnectM Technology Solutions, Inc.
ConnectM is at
the forefront of advancing the electrification economy, integrating electrified energy assets with its AI-driven technology solutions
platform. Serving residential and light commercial buildings, as well as all-electric original equipment manufacturers (OEMs), ConnectM’s
proprietary Energy Intelligence Network platform accelerates the transition to solar and all-electric heating, cooling, and transportation.
By leveraging technology, data, artificial intelligence, contemporary design, and behavioral economics, ConnectM aims to make electrification
more user-friendly, affordable, precise, and socially impactful. The company’s vertically integrated approach includes wholly-owned
service networks and a comprehensive technology stack, enabling customers to reduce their reliance on fossil fuels, lower energy costs,
and minimize their carbon footprint. ConnectM is headquartered in Marlborough, Massachusetts.
For more information, please visit:
https://www.connectm.com/
About Green
Energy Gains
Green Energy Gains
Inc. is a Home Performance Contractor working in partnership with the sponsors of the Mass Save® Program. Mass Save® is an efficiency
program that provides rebates, incentives, training, and resources to help Massachusetts residents and businesses make energy efficiency
upgrades. Green Energy Gains provides no cost home energy assessments for homeowners, including energy modeling and identify weatherization
opportunities in the home that will reduce the homeowner’s utility bills.
Cautionary Note
Regarding Forward-Looking Statements
This press release
contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). We have based these forward-looking statements on our current expectations
and projections about future events. All statements, other than statements of present or historical fact included in this press release,
regarding our future financial performance and our strategy, expansion plans, future operations, future operating results, estimated
revenues, losses, projected costs, prospects, plans and objectives of management are forward-looking statements. In some cases, you can
identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,”
“expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,”
“continue,” “project” or the negative of such terms or other similar expressions. These forward-looking statements
are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity,
performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed
or implied by such forward-looking statements. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking
statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date
of this press release. We caution you that the forward-looking statements contained herein are subject to numerous risks and uncertainties,
most of which are difficult to predict and many of which are beyond our control.
In addition, we
caution you that the forward-looking statements regarding the Company contained in this press release are subject to the risks and uncertainties
described in the “Cautionary Note Regarding Forward-Looking Statements” section of the Current Report on Form 8-K filed
with the Securities and Exchange Commission on July 18, 2024. Such filing identifies and addresses other important risks and uncertainties
that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking
statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and
ConnectM is under no obligation to update or revise these forward-looking statements, whether as a result of new information, future
events, or otherwise.
Contact:
MZ North America
(203) 741-8811
ConnectM@mzgroup.us
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