Monterey Capital Acquisition Corporation Receives NASDAQ Notification of Noncompliance with Listing Rule 5250(c)(1)

Rhea-AI Summary

Monterey Capital Acquisition Corporation (MCAC) has received a Nasdaq notification regarding noncompliance with Listing Rule 5250(c)(1) due to the late filing of its Annual Report on Form 10-K for fiscal year 2022. The company was given until June 20, 2023, to submit a compliance plan, and if accepted, could potentially extend compliance until October 16, 2023. MCAC filed the 10-K on April 20, 2023. The notification does not immediately affect MCAC's securities listing. Additionally, MCAC signed a merger agreement with ConnectM Technology Solutions, with plans for a registration statement to be filed with the SEC. The company raised net proceeds of $92.9 million during its IPO in May 2022. Stakeholders are advised to monitor the upcoming proxy statements and SEC filings related to the merger.

Positive

• Filed the 2022 10-K, demonstrating a commitment to compliance.
• Merged with ConnectM Technology Solutions, potentially expanding market reach.

Negative

• Received Nasdaq notification for late filing, indicating potential compliance risks.
• Time constraints placed by Nasdaq could pressure management.

NEW YORK, NY / ACCESSWIRE / April 21, 2023 / Monterey Capital Acquisition Corporation (NASDAQ:MCAC) (hereinafter referred to as "MCAC"), announced today that on April 19, 2023, it received a letter from the Listing Qualifications Department of the Nasdaq Stock Market ("Nasdaq") stating that it was not in compliance with Nasdaq Listing Rule 5250(c)(1) as a result of it not having timely filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the "2022 10-K") with the Securities and Exchange Commission ("SEC").

The Nasdaq notification letter provides MCAC with 60 calendar days, or until June 20, 2023, to submit to Nasdaq a plan to regain compliance in accordance with Nasdaq's listing requirements. If MCAC's plan is accepted, Nasdaq may grant MCAC up to 180 calendar days, or until October 16, 2023, for MCAC to regain compliance. If Nasdaq does not accept MCAC's plan, MCAC will have the opportunity to appeal that decision to a Nasdaq Hearings Panel under Nasdaq Listing Rule 5815(a). The Nasdaq notification letter has no immediate effect on the listing of MCAC's securities on the Nasdaq Global Market.

The Company filed the 2022 10-K on April 20, 2023.

As previously announced on January 3, 2023, MCAC signed a definitive business combination agreement with ConnectM Technology Solutions, Inc. ("ConnectM") (the "Merger") to be publicly listed if such transaction is consummated.

About Monterey Capital Acquisition Corporation
MCAC is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, having raised net proceeds of $92,920,000 in its initial public offering in May 2022. MCAC is led by Chief Executive Officer and Chairman of the Board, Bala Padmakumar, Executive Vice President and Director, Vivek Soni and Chief Financial Officer, Daniel Davis. For more information, please visit: https://montereycap.com/.

Important Information About the Proposed Business Combination and Where to Find It
In connection with the proposed business combination between MCAC and ConnectM (the "Business Combination"), MCAC intends to file with the SEC a registration statement on Form S-4 (the "Registration Statement"), which will include a preliminary proxy statement/prospectus and a definitive proxy statement/prospectus, and certain other related documents, which will be both the proxy statement to be distributed to holders of shares of MCAC's common stock in connection with MCAC's solicitation of proxies for the vote by MCAC's stockholders with respect to the Business Combination and other matters as may be described in the Registration Statement, as well as the prospectus relating to the offer and sale of the securities of MCAC to be issued in the Business Combination. MCAC's stockholders and other interested persons are advised to read the preliminary proxy statement/prospectus included in the Registration Statement and the amendments thereto and the definitive proxy statement/prospectus, when available, as well as other documents filed with the SEC in connection with the Business Combination, as these materials will contain important information about the parties to the Business Combination agreement and the Business Combination. After the Registration Statement is declared effective, the definitive proxy statement/prospectus and other relevant materials for the Business Combination will be mailed to stockholders of MCAC as of a record date to be established for voting on the Business Combination and other matters as may be described in the Registration Statement. Stockholders will also be able to obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, and other documents filed with the SEC that will be incorporated by reference therein, without charge, once available, at the SEC's web site at www.sec.gov, or by directing a request to: Monterey Capital Acquisition Corporation, 419 Webster Street, Monterey, California 93940, Attention: Bala Padmakumar.

Participants in the Solicitation
MCAC and ConnectM and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from MCAC's stockholders in connection with the transaction. Security holders may obtain more detailed information regarding the names, affiliations, and interests of certain of MCAC's executive officers and directors in the solicitation by reading MCAC's Form S-4, Proxy Statement/Prospectus and other relevant materials filed with the SEC in connection with the Merger when they become available. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the stockholders in connection with the proposed Merger will be set forth in the Form S-4 when it is filed with the SEC. You may obtain free copies of these documents as described in the preceding paragraph.

Forward-Looking Statements
This press release may include, and oral statements made from time to time by representatives of MCAC may include, "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements regarding possible business combinations and the financing thereof, and related matters, as well as all other statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" and similar expressions, as they relate to MCAC or MCAC's management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, MCAC's management. Actual results could differ materially from those contemplated by the forward-looking statements in this press release as a result of certain factors, including but not limited to: (i) conditions to the completion of the proposed business combination, including stockholder approval of the business combination, may not be satisfied or the regulatory approvals required for the proposed business combination may not be obtained on the terms expected or on the anticipated schedule; (ii) the occurrence of any event, change or other circumstance that could give rise to the termination of the business combination agreement between the parties; (iii) the effect of the announcement or pendency of the proposed business combination on ConnectM's business relationships, operating results, and business generally; (iv) risks that the proposed business combination disrupts ConnectM's current plans and operations; (v) risks related to diverting management's attention from ConnectM's ongoing business operations; (vi) potential litigation that may be instituted against MCAC and/or ConnectM or their respective directors or officers related to the proposed transaction or the business combination agreement or in relation to ConnectM's business; (vii) the amount of the costs, fees, expenses and other charges related to the proposed business combination; (viii) risks relating to the uncertainty of the projected financial information with respect to ConnectM or the combined company; (ix) the possibility that ConnectM may not achieve profitability, (x) the potential impact of an economic downturn on ConnectM's sales, (xi) increased competition from both traditional energy companies as well as other renewable energy companies, (xii) failure by ConnectM to successfully integrate its recent acquisitions, (xiii) failure to ConnectM to identify or integrate potential future acquisitions necessary to maintain its growth projections, (xiv) the impact of increasingly adverse weather conditions and climate change, (xv) continuing and/or future supply chain disruptions, (xvi) product shortages, delays or price increases from ConnectM's limited number of suppliers, (xvii) tax, compliance, market and other risks associated with ConnectM's international expansion, (xviii) ConnectM's failure to adequately protect its intellectual property from third party infringement claims, (xix) ConnectM's failure to remain in compliance with its credit and loan agreements, including its ability to service its debt, (xx) the impact of rising interest rates on ConnectM's debt service payments, (xxi) ConnectM's ability to secure new equity and/or debt financing to fund its liquidity needs, (xxii) the impact of potential product liability claims, (xxii) changes to laws and regulations governing direct-to-home sales, (xxiii) changes to evolving laws and regulations regarding privacy and data security, (xxiv) failure by ConnectM to keep up with the industry's rapid technological change, (xxv) the cost and management time of protecting ConnectM's technology and intellectual property from unauthorized use by third parties, (xxvi) ConnectM's ability to protect its technology and intellectual property from unauthorized use by third parties, (xxvii) the ability to meet stock exchange listing standards following the consummation of the proposed business combination;; (xxviii) the impact of the global COVID-19 pandemic on any of the foregoing risks; and (xxix) such other factors as are set forth in MCAC's periodic public filings with the SEC, including but not limited to those described under the headings "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in its quarterly reports on Form 10-Q, its annual report on Form 10-K and in its other filings made with the SEC from time to time, which are available via the SEC's website at www.sec.gov. These 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 MCAC and ConnectM do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither MCAC nor ConnectM gives any assurance that either MCAC or ConnectM, or the combined company, will achieve its expectations.

No Offer or Solicitation
This press release shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Business Combination. This press release shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.

Company Contact
Bala Padmakumar
Chief Executive Officer and Chairman of the Board

Monterey Capital Acquisition Corporation
Email: bala@padmakumar.com
Phone: (831) 649-7388

SOURCE: Monterey Capital Acquisition Corporation

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FAQ

What happened with Monterey Capital Acquisition Corporation on April 19, 2023?

MCAC received a Nasdaq notification due to noncompliance with its listing rules due to late filing of its 10-K report.

What is the deadline for MCAC to submit a compliance plan to Nasdaq?

MCAC has until June 20, 2023, to submit a plan for regaining compliance.

What is the significance of the merger with ConnectM Technology Solutions for MCAC?

The merger could expand MCAC's market presence and operational capabilities, leveraging ConnectM's technology.

What potential outcomes exist after MCAC submits its compliance plan?

If accepted, MCAC could have until October 16, 2023, to regain compliance; otherwise, it may appeal the decision.

How much did MCAC raise during its initial public offering?

MCAC raised net proceeds of $92.9 million in its IPO in May 2022.