8-KAccepted Oct 19, 4:53 PM ET
ConnectM Technology Solutions: Final tranche closing and $1,388,888.89 convertible note
Accepted (ET)
4:53 PM
Oct 19, 2026
Filed
Oct 19, 2026
Documents
13
Size
499.0 KB
Summary
ConnectM Technology Solutions: Final tranche closing and $1,388,888.89 convertible note
What happened The company reported that on Oct 13, 2026 it consummated the final closing under the Securities Purchase Agreement with Ascent Partners Fund LLC and issued a Senior Secured Convertible Promissory Note (Two-B). Note Two-B was issued in an original principal amount of $1,388,888.89 with a purchase price of $1,250,000.00. The filing states the purchaser purchased all of the securities to be purchased under the Purchase Agreement and the company has issued notes in an aggregate original principal amount of approximately $5,000,000.
Key details
- Note Two-B original principal amount $1,388,888.89; purchase price $1,250,000.00; original issue discount $138,888.89; interest rate 10% per annum (one year’s interest guaranteed); maturity Oct 13, 2027; automatic acceleration to the 30th day following the Lock-Up Termination Date.
- Prior to the Listing Event, Note Two-B is convertible at the holder’s option at a conversion price equal to the lower of $4.5885 or, during a Default or Event of Default, 95% of the lowest VWAP during the five consecutive trading days immediately preceding conversion, subject to a 9.99% beneficial ownership limitation; following the Listing Event the holder is not permitted to convert.
- Monthly amortization payments of principal commence on the earlier of the Listing Event or the date the Blue Cloud Shares are freely tradeable (no later than Feb 28, 2027); the company may, subject to the Equity Payment Conditions, make amortization and interest payments in shares of Common Stock at the Amortization Price.
- The Final Closing did not involve any amendment to the Purchase Agreement or other Transaction Documents, and the Note Two-B was issued substantially in the form attached to the Purchase Agreement.
Why it may matter The filing reports Item 1.01 (entry into a material definitive agreement) covering the Final Closing and issuance of Note Two-B, Item 2.03 (creation of a direct financial obligation) covering the debt under Note Two-B, and Item 3.02 (unregistered sales of equity securities) covering the securities sold to Ascent Partners Fund LLC.
This filing does not show why the insider traded or why the company acted.