TTNP News & Events

Titan Pharmaceuticals announced the filing by Black Titan Corporation with the U.S. Securities and Exchange Commission of a registration statement on Form F-4 in connection with the proposed combination of Titan and TalenTec, which includes Titan's preliminary proxy statement. As previously announced on August 19, 2024, Titan and TalenTec have entered into a Merger and Contribution and Share Exchange Agreement regarding a business combination, pursuant to which Titan will be combined with TalenTec in a "reverse merger" transaction. The Form F-4 was filed by Black Titan Corporation, the holding company under which the businesses will combine, and is available through the SEC's website at www.sec.gov under the name "Black Titan Corporation." The registration statement has not been declared effective by the SEC and the information in the preliminary proxy statement/prospectus is not complete and may be changed. The Business Combination is subject to approval by Titan stockholders and the satisfaction of other customary closing conditions and is expected to close in the third quarter of 2025 although there can be no assurance thereof.

Titan Pharmaceuticals reported that it received a notice on November 22 from the Listing Qualifications Department of The Nasdaq Stock Market advising the company that it was not in compliance with Nasdaq's continued listing requirements under the Nasdaq Listing Rule 5250(c)(1) as a result of its failure to file its Quarterly Report on Form 10-Q for the quarter ended September 30 in a timely manner. In response to the Notice, the company is working to file the Q3 Form 10-Q as soon as possible in order to regain compliance with the Listing Rule. However, if the company does not submit the Q3 Form 10-Q by January 21, 2025, the company will submit a plan by such date to Nasdaq that outlines, as definitively as possible, the steps the company will take to promptly file the Q3 Form 10-Q.