8-K
filed July 21, 2023, 7:59 PM ET
CIK 0001514056
other material
confidence high
sentiment neutral
materiality 0.70
Titan Environmental Solutions Inc.: auditor change — TraQiQ exchanges shares for Rights to receive ~139M common shares; replaces auditor with Freed Maxick
Titan Environmental Solutions Inc.
- Exchanged 14,118,233 common shares and 1,250,000 Series B preferred shares for Series A Rights (108.7M shares) and Series B Rights (30.4M shares).
- Series A Rights exercisable immediately; Series B Rights exercisable upon listing on major exchange or Dec 31, 2023. Rights expire July 20, 2028.
- Entered settlement agreements transferring Rights to accredited investors to release claims against the Company and Renovare Environmental.
- Dismissed T R Chadha & Co LLP as independent auditor; engaged Freed Maxick CPAs, P.C. effective July 20, 2023.
- Prior audit reports included going concern paragraph but no adverse opinion or disagreements with TRC.
Key facts
Extracted from this filing and checked against the source text.
Auditor Changes
SEC 8-K Item 4.01/4.02
confidence 0.9
Titan Environmental Solutions Inc. dismissed T R Chadha & Co LLP as its auditor.
- Action
- dismissal
- Auditor
- T R Chadha & Co LLP
- Successor
- Freed Maxick CPAs, P.C.
Exact text from the filing
On July 20, 2023, the Company dismissed T R Chadha & Co LLP (“TRC”) as the Company’s independent auditors for the fiscal year ending December 31, 2023.
View on SEC.gov
Auditor Changes
SEC 8-K Item 4.01/4.02
confidence 0.9
Titan Environmental Solutions Inc. engaged Freed Maxick CPAs, P.C. as its auditor.
- Action
- engagement
- Auditor
- Freed Maxick CPAs, P.C.
Exact text from the filing
The Company has engaged Freed Maxick CPAs, P.C. (“Freed”) as its successor independent auditor.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Titan Environmental Solutions Inc. entered into Exchange Agreement with Renovare Environmental, Inc. (REI) (effective 2023-07-20).
- Action
- entry
- Counterparty
- Renovare Environmental, Inc. (REI)
- Effective
- 2023-07-20
Exact text from the filing
On July 20, 2023, the Company entered into an Exchange Agreement (the “Exchange Agreement”), with REI pursuant to which REI exchanged 14,118,233 shares of Common Stock and 1,250,000 shares of Series B Preferred Stock for Series A Rights to Receive Common Stock dated July 20, 2023 (the “Series A Rights”) and Series B Rights to Receive Common Stock dated July 20, 2023 (the “Series B Rights” and, together with the Series A Rights, the “Rights”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Titan Environmental Solutions Inc. entered into Settlement Agreements with REI and certain stockholder of REI signatory thereto (effective 2023-07-20).
- Action
- entry
- Agreement
- settlement
- Counterparty
- REI and certain stockholder of REI signatory thereto
- Effective
- 2023-07-20
Exact text from the filing
Following the closing of the transactions contemplated by the Exchange Agreement, the Company entered into certain Settlement Agreements (the “Settlement Agreements”) on July 20, 2023, with REI and certain stockholder of REI signatory thereto pursuant to which REI will transfer (i) Series A Rights to acquire an aggregate of 96,989,534 shares of Common Stock and (ii) Series B Rights to acquire 9,883,357 shares of Common Stock, to such stockholders, each of which was an “accredited investor,” as defined in the Securities Act of 1933, as amended (the “Securities Act”), in consideration of a release by such stockholders of any and all claims such stockholders may have had against REI or the Company.
View on SEC.gov
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