Mergers and Acquisitions - ConnectM completed a merger with Monterey Capital Acquisition Corporation, resulting in the issuance of 14,500,000 shares of common stock and becoming a publicly listed company[199]. - ConnectM's acquisition of Cambridge Energy Resources Pvt. Ltd. for approximately $1,135,000 is expected to increase India-based operations from 5% to 15% of global revenue, approximately $10,000,000 annualized, over the next twelve months[210]. - The acquisition of Amperics Holdings LLC's assets on November 3, 2025, involved 2,700,000 shares of common stock, with no cash consideration paid[229][230]. - The company acquired approximately 76 acres of land in India through the acquisition of Geo Impex LLC, which is expected to support the development of a multimodal logistics park and an AI-enabled data center campus[239]. Financial Performance - Revenues increased by $2,709,000 or 45% to approximately $8,707,000 for the three months ended September 30, 2025, driven by the new Logistics segment and geographic market expansion[258]. - For the nine months ended September 30, 2025, revenues increased by $9,826,000 or 60% to approximately $26,207,000, primarily due to the Logistics segment and service network expansion[259]. - Cost of revenues for the three months ended September 30, 2025, increased by $1,632,000 or 39% to approximately $5,832,000, largely due to the new Logistics segment[260]. - For the nine months ended September 30, 2025, cost of revenues rose by $6,336,000 or 58% to approximately $17,346,000, driven by the Logistics segment[261]. - Total other income for the three months ended September 30, 2025, was $1,823,683, a significant increase of $9,154,489 compared to the previous year[264]. Cash Flow and Financing - Net cash used in operating activities for the nine months ended September 30, 2025, was approximately $6,697,000, primarily due to a net loss of approximately $11,376,000[271]. - Net cash provided by financing activities for the nine months ended September 30, 2025, was approximately $6,481,000, primarily from proceeds of convertible debt[276]. - The Company entered into twelve convertible note agreements in Q1 2025, raising $2,530,000 with interest rates of 20.0% per annum[207]. - A total of 15,290,930 shares were issued in exchange for $4,435,000 in secured promissory notes and convertible notes during April and May 2025[214]. - ConnectM issued 3,658,333 shares for gross proceeds of approximately $805,000 during May and June 2025[218]. Expenses and Liabilities - Selling, general and administrative expenses decreased by $1,361,000 or 31% to approximately $5,691,000 for the three months ended September 30, 2025[262]. - For the nine months ended September 30, 2025, selling, general and administrative expenses increased by $7,908,000 or 76% to approximately $18,271,000, influenced by public company costs and marketing expenses[263]. - The company extinguished certain liabilities, recognizing a gain of approximately $2,391,000 for the three months ended September 30, 2025[265]. - The Company reported a settlement agreement with Last Horizon, issuing 13,744,131 shares to resolve $8,908,000 in overdue liabilities[203]. Strategic Initiatives - The company formed Keen Labs Operations LLC on October 27, 2025, to consolidate and expand its AI and technology operations, focusing on product development and growth in energy transition, logistics, and mobility sectors[227]. - The company entered into a distribution agreement with Greentech Renewables on November 10, 2025, to expand the distribution of its high-efficiency heat pumps, expected to contribute to future sales growth starting in 2026[242][244]. - The company is evaluating the integration of acquired technology into Keen Labs and assessing potential segment reporting changes following the acquisitions[234][240]. - The company plans to finalize purchase accounting for the acquisitions within the measurement period, including the identification of identifiable intangible assets and goodwill[234][241]. Compliance and Regulations - The company anticipates increased selling, general, and administrative expenses due to scaling headcount and compliance with public company regulations[254][255]. - As of September 30, 2025, the company was required to maintain a minimum cash balance of approximately $2,499,000 under the SEPA Convertible Note[245]. - The accounting principles used in preparing the condensed consolidated financial statements conform to U.S. GAAP[283]. - The fair value of the 3(a)(10) Settlement Agreement is re-measured each reporting period, with significant assumptions impacting the concluded fair value[285]. Future Outlook - The company expects to derive future revenue from high-margin recurring products, expanded service offerings, and international expansion efforts[248]. - Future contractual obligations and commitments are based on the terms of relevant agreements and may differ from actual payments due to future events[279]. - The company incurs contractual obligations in the normal course of operations, including future cash payments under existing contracts such as debt and lease agreements[280].
Monterey Capital Acquisition (MCAC) - 2025 Q3 - Quarterly Report