NMP Acquisition Corp. Announces Merger with GTS Holdings, Inc.

NMP Acquisition Corp. (NMP) entered into a definitive Business Combination Agreement on September 4, 2026, to merge with GTS Holdings, Inc. (GTS) and its operating subsidiary, Gibson Technical Services, Inc. (OpCo). The transaction, announced via press release on September 8, 2026, is structured as an all-stock deal that will result in GTS becoming a publicly traded company through a newly formed holding company, Pubco (GTS Holdings, Inc.).

The combined entity is expected to operate under the name GTS Holdings, Inc. and list its Class A common stock on the Nasdaq Capital Market under a new ticker symbol. The Business Combination values GTS at an implied enterprise value of $400 million. The transaction is not subject to a minimum cash or third-party financing condition.

Under the terms of the agreement, the Seller, Streeterville Capital, LLC, will roll 100% of its equity interests into the combined company. The aggregate consideration to be delivered to the Seller will equal the Enterprise Value, minus the value of certain debt owed to the Seller that will remain outstanding following the closing, which is capped at $82 million. This consideration will consist of 75,000 shares of Pubco Preferred Stock with an aggregate stated value of $75 million and newly issued shares of Pubco Class A and Class B common stock.

Pubco Class A Common Stock will have one vote per share, while Pubco Class B Common Stock, issued to the Seller, will have 20 votes per share. NMP's existing shareholders will receive Pubco Class A Common Stock in exchange for their NMP Class A ordinary shares, NMP Class B ordinary shares, and existing rights to acquire NMP Class A ordinary shares.

GTS reported approximately $140 million of revenue in 2025, representing approximately 36% year-over-year growth, with an EBITDA margin of approximately 12.5%. The company has a 38-year operating history serving the telecommunications infrastructure sector. The Business Combination is expected to provide GTS with access to the cash remaining in NMP's trust account, which held approximately $119.8 million as of September 4, 2026.

The transaction remains subject to the effectiveness of a registration statement on Form S-4 to be filed with the SEC, approval by NMP's shareholders at an extraordinary general meeting, and other customary closing conditions.