Technology Solutions (OTCQX: CNTM) adds Blue Ribbon Ice field-service platform

(High)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Technology Solutions, Inc. entered into and closed an Acquisition Agreement on July 1, 2026 to acquire 60% of Blue Ribbon Ice Inc. (BRI), a commercial HVAC and refrigeration field-service platform. Scott “Avery” Wilson transferred 6,000 BRI common shares, representing 60% of BRI’s issued and outstanding stock.

As consideration, Technology Solutions issued 58,824 shares of its common stock to Wilson and paid $250,000 in cash. The transferred shares were delivered free of liens, and the stock consideration relied on an exemption from registration under the Securities Act. The agreement includes customary representations, warranties, covenants and indemnification provisions.

Blue Ribbon Ice becomes part of Technology Solutions’ AI-Powered Logistics platform, alongside DeliveryCircle. BRI operates an asset-light, software-driven marketplace that dispatches a nationwide network of more than 200 independent contractors across 42 states, generating operating data that the Company expects to feed into its shared AI and data engine as part of a strategy of selective, EBITDA-accretive tuck-in acquisitions and a planned national exchange uplisting.

8-K Event Classification

3 items: 1.01, 7.01, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

BRI Shares Acquired: 6,000 shares of BRI Common Stock Ownership Stake: 60% Stock Consideration: 58,824 shares of Common Stock +4 more

7 metrics

BRI Shares Acquired 6,000 shares of BRI Common Stock Transferred by Scott “Avery” Wilson at closing

Ownership Stake 60% Portion of issued and outstanding BRI common stock acquired

Stock Consideration 58,824 shares of Common Stock Technology Solutions shares issued to Wilson as Exchange Shares

Cash Consideration $250,000 Cash paid to Wilson in addition to stock consideration

Contractor Network More than 200 independent contractors Blue Ribbon Ice network serving commercial customers

Geographic Reach 42 states States covered by Blue Ribbon Ice contractor network

Operating Data Volume More than 30GB of daily operating data Data the Company already collects and expects to augment

Key Terms

Acquisition Agreement, AI-Powered Logistics, EBITDA-accretive, tuck-in acquisitions, +1 more

5 terms

Acquisition Agreement regulatory

"the Company entered into and consummated an Acquisition Agreement"

A legally binding contract that lays out the terms under which one company will buy another, including the purchase price, what assets or shares are transferred, conditions that must be met, and how liabilities and payments are handled. Investors care because it is the roadmap for ownership change—like a home sale agreement—affecting future earnings, share value, potential dilution, and the likelihood the deal will close or be blocked by regulators.

AI-Powered Logistics technical

"Blue Ribbon Ice becomes part of ’s AI-Powered Logistics platform"

AI-powered logistics uses artificial intelligence to plan, move and track goods more efficiently by analyzing data, predicting demand, and automating routing and inventory decisions; think of it as a smart traffic controller that reroutes shipments and schedules resources in real time. Investors care because these systems can cut transport and storage costs, speed delivery, reduce stockouts and scale operations without proportional increases in labor, which can boost profit margins and lower operational risk.

EBITDA-accretive financial

"selective, EBITDA-accretive tuck-in acquisitions as it advances"

A transaction described as EBITDA-accretive is expected to raise the company’s EBITDA (earnings before interest, taxes, depreciation and amortization) after the deal closes, often on a per-share basis. Investors care because it suggests the deal will immediately boost underlying operating profit—like adding a faster-running engine to a car’s existing motor—implying higher cash flow potential and better coverage for debt or dividends.

tuck-in acquisitions financial

"growth strategy of pairing organic platform growth with selective, EBITDA-accretive tuck-in acquisitions"

A tuck-in acquisition is a small company purchase that is quickly folded into the buyer’s existing operations, like adding a single app to a phone rather than replacing the whole device. Investors care because these deals can boost revenue or add useful capabilities with lower cost and disruption than a big takeover, potentially improving profit per share, but they still carry integration and financing risks that can affect returns.

forward-looking statements regulatory

"This press release contains forward-looking statements within the meaning of Section 27A"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →

Available on EDGAR 07/28/2026 - 06:05 AM Accepted by SEC EDGAR 07/28/2026 - 06:00 AM

FAQ

What acquisition did Technology Solutions (CNTM) report in July 2026?

Technology Solutions acquired 60% of Blue Ribbon Ice Inc., a commercial HVAC and refrigeration field-service software platform. The deal adds an asset-light, contractor-network marketplace into the company’s AI-Powered Logistics business, complementing its existing DeliveryCircle last-mile delivery operations.

What consideration did Technology Solutions (CNTM) pay for 60% of Blue Ribbon Ice?

Technology Solutions received 6,000 Blue Ribbon Ice common shares, representing 60% ownership, from founder Scott “Avery” Wilson. In return, it issued 58,824 common shares to Wilson and paid $250,000 in cash, with customary acquisition representations and indemnities.

How does Blue Ribbon Ice fit into Technology Solutions (CNTM)’s AI-Powered Logistics platform?

Blue Ribbon Ice becomes part of Technology Solutions’ AI-Powered Logistics platform, alongside DeliveryCircle. Its software matches commercial HVAC and facility-service demand with a vetted nationwide contractor network, generating service data the company expects to route into its shared AI and data engine.

What markets and customers does Blue Ribbon Ice, now owned by CNTM, serve?

Blue Ribbon Ice serves multi-site commercial customers needing HVAC, refrigeration, and facility services. Its network of more than 200 independent contractors across 42 states supports restaurants, retail chains, convenience stores, grocery operators, hospitality groups, and other multi-site facilities.

How does the Blue Ribbon Ice acquisition support Technology Solutions (CNTM)’s growth strategy?

Technology Solutions states the transaction reflects a strategy of pairing organic platform growth with selective, EBITDA-accretive tuck-in acquisitions. Management also links this approach to its planned national exchange uplisting, expanding logistics capabilities and data sources within one shared AI-driven platform.

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): July 1, 2026

ConnectM Technology Solutions, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-41389		87-2898342
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2 Mount Royal Avenue, Suite 550 Marlborough, Massachusetts		01752
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (617) 395-1333

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 (see General Instruction A.2. below):

¨	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
N/A		N/A		N/A

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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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 1.01 Entry into a Material Definitive Agreement.

Blue Ribbon Ice Inc. Acquisition Agreement

On July 1, 2026, the Company entered into and consummated an Acquisition Agreement (the Acquisition Agreement”) by and among the Company, Blue Ribbon Ice Inc. (“BRI”), an Arkansas for-profit corporation and Scott ‘Avery’ Wilson (“Wilson”), an individual, and resident of the state of Arkansas (BRI and Wilson are collectively referred to as the “Seller Parties”).

The Seller Parties are engaged in the business of Commercial HVAC and Refrigeration (the “Business”). Under the Asset Purchase Agreement, the Company agreed to acquire from Seller certain assets used in the Business (the “Assets”).

According to the terms set forth in the Agreement, at the Closing, Wilson sold, assigned, transferred and delivered to the Company, free and clear of all security interests, liens, pledges, encumbrances, charges, restrictions or known claims of any kind, nature, or description, 6,000 shares of the BRI Common Stock held by Wilson, constituting 60% of the issued and outstanding shares of BRI Common Stock (the “Transferred Shares”). In consideration of the acquisition of the Transferred Shares, the Company issued to Wilson 58,824 shares of Common Stock (the “Exchange Shares”); and paid to Wilson the sum of $250,000 (the “Cash Consideration”). The Exchange Shares were issued shall be free of any transfer restrictions, liens, or encumbrances and subject to a valid exemption from registration under the Securities Act.

The Acquisition Agreement contains customary representations, warranties, covenants and indemnification provisions for a transaction of this type.

The foregoing summary of the Acquisition Agreement does not purport to be complete and is qualified in its entirety by reference to the Asset Purchase Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K.

Item 7.01. Regulation FD Disclosure.

On July 28, 2026, the Company announced by press release that, it has acquired Blue Ribbon Ice, a software platform that matches commercial HVAC, refrigeration, and facility-service demand with a vetted, nationwide network of independent contractors in real time. Blue Ribbon Ice becomes part of ConnectM’s AI-Powered Logistics platform, joining the Company’s existing DeliveryCircle business.

The press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein. The information contained in the press release is 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 liability of that Section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Acquisition Agreement by and Between ConnectM Technology Solutions, Inc., Blue Ribbon Ice, Inc. and Scott ‘Averey’ Wilson, dated July 1, 2026.
99.1		Press Release issued by the Registrant on July 28, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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: July 28, 2026

ConnectM Technology Solutions, Inc.

By:	/s/ Bhaskar Panigrahi
Name:	Bhaskar Panigrahi
Title:	Chief Executive Officer

Exhibit 99.1

ConnectM Technology Solutions Acquires Blue Ribbon Ice, a Software Platform for Nationwide Commercial Field-Service Dispatch

Acquisition adds a software-driven supply-demand matching platform to ConnectM's AI-Powered Logistics business, extending the same real-time dispatch model that powers DeliveryCircle beyond last-mile delivery

MARLBOROUGH, Mass., July 28, 2026 (GLOBE NEWSWIRE) -- ConnectM Technology Solutions, Inc. (OTCQX: CNTM) (“ConnectM” or the “Company”), a technology company powering the physical layer of the AI economy, today announced that it has acquired Blue Ribbon Ice, a software platform that matches commercial HVAC, refrigeration, and facility-service demand with a vetted, nationwide network of independent contractors in real time. Blue Ribbon Ice becomes part of ConnectM’s AI-Powered Logistics platform, joining the Company’s existing DeliveryCircle business.

Extending a Proven Platform Model

Blue Ribbon Ice is built on the same core model as DeliveryCircle: software that matches customer demand to a distributed network of vetted, independent service providers in real time, with a single point of accountability held by ConnectM regardless of who performs the work on the ground. DeliveryCircle applies that supply-demand matching model to last-mile parcel and freight delivery; Blue Ribbon Ice applies it to commercial HVAC, refrigeration, and facility maintenance, using its platform to source, vet, and dispatch a nationwide network of more than 200 independent contractors across 42 states on behalf of restaurants, retail chains, convenience stores, grocery operators, hospitality groups, and other multi-site commercial customers. Like DeliveryCircle, Blue Ribbon Ice owns no trucks, equipment, or field labor of its own; its value sits in the software layer that matches, dispatches, and holds the network accountable.

Every service dispatched through the Blue Ribbon Ice platform is documented with photographs, equipment reporting, and asset tracking, generating an operating data stream structurally similar to the delivery and energy data ConnectM’s platforms already produce. The Company expects to route this data into the shared AI and data engine that underpins its AI-Powered Logistics and AI Infrastructure platforms, adding a new source of remote-asset and service-history intelligence to the more than 30GB of daily operating data the Company already collects.

The acquisition also broadens the customer base that ConnectM’s logistics platform can serve. Blue Ribbon Ice serves the same type of multi-site restaurant, retail, and hospitality operators that make up DeliveryCircle’s enterprise customer base, creating a potential cross-sell path between last-mile delivery and commercial field-services offerings under a single ConnectM relationship. The transaction reflects the Company’s broader growth strategy of pairing organic platform growth with selective, EBITDA-accretive tuck-in acquisitions as it advances its planned national exchange uplisting.

Management Commentary

“Blue Ribbon Ice runs the same playbook that has made our logistics platform work: software that matches demand to a vetted network in real time, with one company that owns the outcome for the customer,” said Bhaskar Panigrahi, Chairman and CEO of ConnectM. “Bringing that model into commercial field services is exactly the kind of disciplined, capital-efficient growth we look for. It adds a nationwide network, a new data stream for our shared AI engine, and a customer base that fits naturally alongside what DeliveryCircle already does.”

“I started Blue Ribbon Ice in 2022 with the idea that commercial operators deserve one accountable partner, not a list of contractors to manage themselves,” said Avery Wilson, Founder of Blue Ribbon Ice. “We built a software platform that connects customers to a vetted, qualified contractor network nationwide, backed by detailed documentation and consistent standards on every job. Joining ConnectM lets us combine that platform and network with a company that has the technology and vision to help us grow faster and serve more customers than we could on our own.”

About Blue Ribbon Ice

Founded in 2022, Blue Ribbon Ice is a software platform that matches commercial HVAC, refrigeration, and facility-service demand with a vetted, nationwide network of independent contractors. Operating an asset-light, technology-managed marketplace across 42 states, Blue Ribbon Ice provides emergency repair, preventative maintenance, and installation services to restaurants, retail chains, convenience stores, hospitality groups, grocery operators, and other multi-site commercial facilities, with a single point of accountability, real-time dispatch, and detailed documentation for every service visit.

About ConnectM Technology Solutions, Inc.

ConnectM is a technology company powering the physical layer of the AI economy. We bring AI to two large, physical markets, logistics and energy infrastructure, with a built-in channel that carries both into U.S. defense and government, all on one shared data engine.

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 our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q that we file with the Securities and Exchange Commission. Such filings identify and address 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.

Investor Relations
ConnectM Technology Solutions, Inc.
+1-617-395-1333
irpr@connectm.com

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Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Press Releases

EX-99.1 EXHIBIT 99.1 12.8 KB

Agreements & Contracts

EX-10.1 EXHIBIT 10.1 350.0 KB