Black Titan Corp Acquires Titan Pharmaceuticals & TalenTec
Ticker: BTTC · Form: 6-K · Filed: Oct 9, 2025 · CIK: 2034400
Sentiment: neutral
Topics: acquisition, business-combination, corporate-action
TL;DR
Black Titan Corp officially bought Titan Pharma & TalenTec, closing the deal.
AI Summary
Black Titan Corporation, formerly BSKE Ltd., filed a Form 6-K on October 9, 2025, reporting on events for the month of October 2025. The filing details the consummation of the acquisition of Titan Pharmaceuticals, Inc. and TalenTec Sdn. Bhd. by Black Titan Corporation, a Cayman Islands exempted company.
Why It Matters
This filing confirms the completion of a significant business combination, integrating Titan Pharmaceuticals and TalenTec into Black Titan Corporation, which could impact the company's future growth and market position.
Risk Assessment
Risk Level: medium — The acquisition of two companies introduces integration risks and potential challenges in realizing synergies, which could affect Black Titan's financial performance.
Key Players & Entities
- Black Titan Corporation (company) — Registrant
- BSKE Ltd. (company) — Former company name
- Titan Pharmaceuticals, Inc. (company) — Acquired company
- TalenTec Sdn. Bhd. (company) — Acquired company
- 20240819 (date) — Date of name change
- October 2025 (date) — Reporting period
FAQ
What was Black Titan Corporation's former name?
Black Titan Corporation's former name was BSKE Ltd.
When did Black Titan Corporation change its name?
The company changed its name on August 19, 2024.
What entities did Black Titan Corporation acquire?
Black Titan Corporation consummated the acquisition of Titan Pharmaceuticals, Inc. and TalenTec Sdn. Bhd.
What type of company is Black Titan Corporation?
Black Titan Corporation is a Cayman Islands exempted company limited by shares.
What is the filing date of this 6-K report?
This 6-K report was filed as of October 9, 2025.
Filing Stats: 4,438 words · 18 min read · ~15 pages · Grade level 16.4 · Accepted 2025-10-08 18:29:09
Key Financial Figures
- $0.001 — lenTec for Black Titan ordinary shares, $0.001 par value (“ Ordinary Shares &rdq
- $4,000,000 — ion agreement for the purchase of up to $4,000,000 of Series A convertible preferred share
- $1,000 — value per share with a stated value of $1,000 per share (the “ Series A Preferr
- $6,000,000 — res to be purchased thereunder to up to $6,000,000. On October 1, 2025, Black Titan subm
- $5,500,000 — k Titan submitted a Drawdown Notice for $5,500,000, resulting in the issuance of 5,500 Ser
Filing Documents
- form6-k.htm (6-K) — 155KB
- ex10-1.htm (EX-10.1) — 17KB
- ex99-1.htm (EX-99.1) — 413KB
- ex10-1_001.jpg (GRAPHIC) — 453KB
- ex10-1_002.jpg (GRAPHIC) — 552KB
- ex10-1_003.jpg (GRAPHIC) — 620KB
- ex10-1_004.jpg (GRAPHIC) — 670KB
- ex10-1_005.jpg (GRAPHIC) — 620KB
- ex10-1_006.jpg (GRAPHIC) — 605KB
- ex10-1_007.jpg (GRAPHIC) — 680KB
- ex10-1_008.jpg (GRAPHIC) — 496KB
- ex10-1_009.jpg (GRAPHIC) — 587KB
- ex10-1_010.jpg (GRAPHIC) — 496KB
- ex10-1_011.jpg (GRAPHIC) — 88KB
- 0001493152-25-017489.txt ( ) — 8667KB
Business
Business Combination As previously announced, Black Titan Corporation, a Cayman Islands exempted company limited by shares (“ Black Titan ” or “ PubCo ”) consummated the acquisition of all the issued and outstanding shares of Titan Pharmaceuticals, Inc., a Delaware corporation (“ Titan ”) and TalenTec Sdn. Bhd., a Malaysia private limited company (“ TalenTec ”), in accordance with the terms of that certain Merger and Contribution and Share Exchange Agreement, dated August 19, 2024 (as amended and supplemented, the “ Merger Agreement ”), by and among Black Titan, TTNP Merger Sub, Inc., a Delaware corporation, and a direct wholly owned subsidiary of Black Titan (“ Merger Sub ”), and TalenTec. On October 1, 2025 (the “ Closing Date ”), as contemplated in the Merger Agreement and described in the section titled “ Proposal No. 1 – The Business Combination Proposal ” beginning on page 88 of the proxy statement/prospectus, as amended and supplemented (the “ Proxy Statement/Prospectus ”), dated July 22, 2025, Merger Sub merged with and into Titan, and Titan became a direct wholly owned subsidiary of Black Titan. Each issued and outstanding share of common stock of Titan was exchanged for one Black Titan Ordinary Share. In accordance with the terms of that certain share exchange agreement, dated July 25, 2025, by and among Black Titan, Titan, TalenTec, and each of the TalenTec shareholders (the “ Share Exchange Agreement ”), immediately following the effectiveness of the Merger, each TalenTec shareholder contributed and exchanged all of its shares in TalenTec for Black Titan ordinary shares, $0.001 par value (“ Ordinary Shares ”). As a result of the share exchange, TalenTec became a direct wholly owned subsidiary of Black Titan. Pursuant to the terms of the Share Exchange Agreement, each TalenTec Shareholder contributed all of such i
forward-looking statements. These risks and uncertainties include, but are not limited to
forward-looking statements. These risks and uncertainties include, but are not limited to: You should not place undue reliance on these forward-looking statements. As a result of a number of known and unknown risks and uncertainties, TalenTec’s actual results or performance may be materially different from those expressed or implied by its forward-looking statements. Some factors that could cause TalenTec’s actual results to differ include: TalenTec’s ability to grow market share in its existing markets or any new markets it may enter; TalenTec’s ability to execute its growth strategy, manage growth and maintain its corporate culture as it grows; the regulatory environment and changes in laws, regulations or policies in the jurisdictions in which TalenTec operates; political instability in the jurisdictions in which TalenTec operates; anticipated technological trends and developments and TalenTec’s ability to address those trends and developments with its products and offerings; the ability to protect information technology systems and platforms against security breaches or otherwise protect confidential information or platform users’ personal identifiable information; the risk that the Business Combination disrupts current plans and operations of TalenTec as a result of the announcement and consummation of the Business Combination; man-made or natural disasters, including war, acts of international or domestic terrorism, civil disturbances, occurrences of catastrophic events and acts of God such as floods, earthquakes, wildfires, typhoons and other adverse weather and natural conditions that affect TalenTec’s business or assets; the loss of key personnel and the inability to replace such personnel on a timely basis or on acceptable terms; Black Titan’s ability to raise financing in the future; exchange rate fluctuations; legal, regulatory and other proceedings; changes in interest rates or
Business
Business The business of TalenTec is described in the Proxy Statement/Prospectus in the section entitled “ Information Related to TalenTec ” beginning on page 124, which is incorporated herein by reference. Risk Factors The risk factors related to the business and operations of TalenTec and the Business Combination are set forth in the Proxy Statement/Prospectus in the section entitled “ Risk Factors ” beginning on page 41, which is incorporated herein by reference. Management’s Discussion and Analysis of Financial Condition and Operations Reference is made to the disclosure contained in the Proxy Statement/Prospectus beginning on page 142 in the section entitled “ Pubco’s Management’s Discussion and Analysis of Financial Condition and Results of Operations ,” and on page 143 in the section entitled “ TalenTec’s Management’s Discussion and Analysis of Financial Condition and Results of Operations ,” which are incorporated by reference herein. Beneficial The following table sets forth information regarding the beneficial ownership of Black Titan’s Ordinary Shares immediately following the consummation of the Business Combination on October 1, 2025, by: each person or “group” (as such term is used in Section 13(d)(3) of the Exchange Act) known by Black Titan to be the beneficial owner of more than 5% of shares of our Ordinary Shares; each of the executive officers and directors of Black Titan; and all executive officers and directors of Black Titan’s as a group. Beneficial if he, she or it possesses sole or shared voting or investment power over that security, including options and warrants that are currently exercisable or exercisable within 60 days. The beneficial owners
Financial Statements of Businesses Acquired
Financial Statements of Businesses Acquired. The audited consolidated financial statements of Black Titan as of July 31, 2024 and for the period July 11, 2024 (inception) through July 31, 2024 and the unaudited financial statements of Black Titan as of January 31, 2025 and for the six months ended January 31, 2025, together with the notes thereto, are set forth in the Proxy Statement/Prospectus beginning on page F-34 and are incorporated herein by reference. The audited financial statements of Talentec as of July 31, 2024 and 2023, and for the years ended July 31, 2024 and 2023, and the unaudited condensed consolidated financial statements of Talentec as of January 31, 2025 and for the six months ended January 31, 2024 and 2025, together with the notes thereto, are set