Key Highlights

● NMP Acquisition Corp amended its Business Combination Agreement with GTS Holdings to extend the audit deadline.

● Both Company Audited Financials and Pubco Audited Financials must now be delivered by October 9, 2026.

● NMP retains sole discretion to further extend the deadline by written notice without target company consent.

● A registration statement must be filed within five business days after the audited financials are delivered.

NMP Acquisition Corp. (NASDAQ:NMP), a Cayman Islands blank-check company, disclosed in an 8-K filed September 25, 2026 that it has amended its Business Combination Agreement with GTS Holdings to push back the deadline for delivering audited financial statements to October 9, 2026. Amendment No. 1, signed September 22, 2026, gives the target company and its planned public parent more time to complete their audits before the deal can move forward.

The Underlying Deal

NMP entered into the original Business Combination Agreement on September 4, 2026 with GTS Holdings, LLC, a Utah Limited Liability company; GTS Holdings, Inc., a Nevada corporation that would become the publicly traded parent; and Gibson Technical Services, Inc., a Georgia-based operating subsidiary. That agreement required the target to deliver audited financial statements to NMP by a set date so the combined company could prepare and file a registration statement with the SEC. Amendment No. 1 does not change the underlying Economics or structure of the merger, only the audit-delivery timeline.

What The Amendment Changes

Under the amendment, both the "Company Audited Financials," audited consolidated financial statements of the target companies for the twelve months ended December 31, 2024 and December 31, 2025, and the "Pubco Audited Financials" now must be delivered to NMP by October 9, 2026. The Pubco financial statements carry a balance-sheet date to be determined at Pubco's discretion. The amendment also confirms that any earlier delay in delivering these audited financials, before the amendment was signed, does not count as a breach of the original agreement.

NMP Retains Extension Power

Notably, the amendment gives NMP, the SPAC itself, sole discretion to further extend the October 9 deadline through written notice, without needing consent from GTS Holdings or Gibson Technical Services. The filing also states that once the audited financials are delivered, the parties must file a registration statement with the SEC within five business days. All other terms of the original Business Combination Agreement remain unchanged and in full force.

Why SPAC Audit Delays Happen

Delays in delivering audited financial statements are a common feature of SPAC mergers, particularly when the target is a privately held operating company that has not previously been subject to public-company audit standards. Completing an audit that meets SEC and PCAOB requirements can take longer than parties anticipate when they first sign a letter of intent or definitive agreement, especially for companies with multiple related entities like the GTS Holdings and Gibson Technical Services structure described in this filing. The 8-K does not explain why the original deadline could not be met, only that the parties agreed to extend it.

What This Means For NMP Shareholders

For NMP's public shareholders, this amendment is a procedural extension rather than a sign the deal itself is being renegotiated on price or structure, the filing is explicit that all other terms of the Business Combination Agreement remain unchanged. But timeline slippage on audited financials is worth tracking closely, because SPACs also operate under their own outside deadlines to complete a business combination before they must return trust funds to public shareholders. The filing does not disclose NMP's own outside deadline for completing the merger, so it is not possible from this document alone to say how much additional room the SPAC has if further extensions become necessary.

Deadlines Now Governing The GTS Merger Path

October 9, 2026 is the new deadline for delivery of both the Company Audited Financials and the Pubco Audited Financials. NMP can further extend that deadline unilaterally through written notice, so October 9 is not necessarily final. A registration statement must be filed within five business days after the audited financials are delivered. No other terms of the Business Combination Agreement were altered by this amendment, per the filing.