KPS Capital Partners to Acquire Titan International for $1.6B

TL;DR

Titan International is being bought by KPS Capital Partners for $1.6B cash ($17/share). Deal expected Q2 2024.

AI Summary

Titan International, Inc. announced on March 14, 2024, that it has entered into a definitive agreement to be acquired by a subsidiary of KPS Capital Partners, LP. The transaction is valued at approximately $1.6 billion, or $17.00 per share in cash. The acquisition is expected to close in the second quarter of 2024, subject to customary closing conditions.

Why It Matters

This acquisition by KPS Capital Partners, a private equity firm, signifies a major change in ownership for Titan International, potentially leading to strategic shifts and operational changes under new management.

Risk Assessment

Risk Level: medium — The deal is subject to customary closing conditions, and there's always a risk of regulatory hurdles or financing issues preventing completion.

Key Numbers

• $1.6B — Transaction Value (Total amount KPS Capital Partners is paying for Titan International.)
• $17.00 — Price Per Share (Cash amount each shareholder will receive for their shares.)

Key Players & Entities

• Titan International, Inc. (company) — Company being acquired
• KPS Capital Partners, LP (company) — Acquiring entity
• $1.6 billion (dollar_amount) — Total transaction value
• $17.00 (dollar_amount) — Price per share
• March 14, 2024 (date) — Date of definitive agreement
• second quarter of 2024 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common stock, $0.0001 par value TWI New York Stock Exchange

Filing Documents

• twi-20240314.htm (8-K) — 28KB
• gtletter31924.htm (EX-16.1) — 3KB
• 0000899751-24-000036.txt ( ) — 180KB
• twi-20240314.xsd (EX-101.SCH) — 2KB
• twi-20240314_def.xml (EX-101.DEF) — 14KB
• twi-20240314_lab.xml (EX-101.LAB) — 25KB
• twi-20240314_pre.xml (EX-101.PRE) — 15KB
• twi-20240314_htm.xml (XML) — 3KB

01 Changes in Registrant's Certifying Accountant

Item 4.01 Changes in Registrant's Certifying Accountant. (a) Dismissal of Previous Independent Registered Public Accounting Firm On March 14, 2024, Titan International, Inc. (the "Company") notified Grant Thornton LLP ("Grant Thornton") that it was dismissing Grant Thornton as the Company's independent registered public accounting firm. The decision to dismiss Grant Thornton was approved by the Company's Audit Committee and by the Company's Board of Directors. Grant Thornton's report on the Company's financial statements in each of the past two years contained no adverse opinion or disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles. During the years ended December 31, 2023 and 2022 and through the date hereof there have not been any: (i) disagreements (as defined in Item 304 of Regulation S-K) with Grant Thornton on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to the satisfaction of Grant Thornton, would have caused it to make reference to the subject matter of the disagreement in connection with its report on the Company's financial statements; or (ii) reportable events (as defined in Item 304 of Regulation S-K). The Company provided Grant Thornton with a copy of this Current Report on Form 8-K (the "Report") prior to its filing with the Securities and Exchange Commission ("SEC") and requested that Grant Thornton furnish the Company with a letter addressed to the SEC stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of Grant Thornton's letter dated March 19, 2024 is filed as Exhibit 16.1 hereto. (b) Appointment of New Independent Registered Public Accounting Firm On March 19, 2024, the Company engaged BDO USA, P.C. ("BDO") as its new independent registered accounting firm, as approved by the Company's Audit Committee and ratifi

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits 16.1 Letter dated March 19, 2024 from Grant Thorton LLP. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TITAN INTERNATIONAL, INC. (Registrant) Date: March 19, 2024 By : /s/ MICHAEL G. TROYANOVICH Michael G. Troyanovich Secretary and General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR