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Crednology Holding Corporation    (COHO)


Settlement Reached with the SEC


Changes in Control of Registrant

On May 31, 2020 (the “Closing Date”), Top Knot, Inc. USA (“TKIU”) obtained control of the Company from its previous CEO and Director, Oriel Rechtman (“Rechtman”), pursuant to a Conditional Stock Purchase Agreement, dated as of May 31, 2020 (the “SPA”), by and among TKIU and Rechtman.
On the Closing Date, Rechtman caused TKIU to obtain control of the Company through the election of two new Directors to the Board of the Company (the “Transaction”).
Following the Transaction, on July 7, 2020, TKIU assigned the SPA to Stonecrest Acquisitions, LLC, a Delaware limited liability company (“Stonecrest”).


On July 8, 2020, the Company filed Form 8-K disclosing a Change of Control and
Departure of Directors of Certain Officers, Election of Directors, Appointment of Certain Officers.

Subsequently, commencing on July 8, 2020, the Securities and Exchange Commission (SEC) suspended trading of the Company’s securities until July 21, 2020 (“Trade Suspension”). The specific reason the Trade Suspension occurred was due to prior management of the Company having incorrectly filed Form 15 and failing to properly revoke the Reg A offering.

As a result of the Trade Suspension , Stonecrest has deemed it necessary to cancel the SPA with Rechtman. As such, the Stonecrest designees shall resign from the Board of Directors and their positions as Officers of the Company. On July 21, 2020, Stonecrest and Rechtman executed a Termination & Release Agreement cancelling the SPA.

As a consequence of the cancellation of the SPA and the reappointment of Rechtman to the Board of Directors of the Company, a change of control of the Company occurred. As a result, Rechtman now controls the Company through the Board of Directors.




Settlement Reached with the SEC

Northridge, CA, Sept. 08, 2020 (GLOBE NEWSWIRE) -- Crednology Holding Corp. (OTC Pink: “COHO”; "Crednology" or the “Company”) is pleased to announce that it reached a settlement agreement with the SEC.

As you might have learned by now, the SEC served COHO with a Notice of noncompliance for not being current on its filings. They informed us that in 2010, the management of COHO at that time, wrongfully filed form 15-12G. The Company had over 500 shareholders at the time and as a result the Company did not qualify for this filing according to certain SEC rules and regulations.

The only remedy offered under the SEC guidelines was for us to become current by filing audited financial statements for the past 10 years, which is impossible to accomplish, as there are no records for most of those years because of prior management.

We were informed by the SEC that we had just two options: i). to enter into a settlement agreement with the SEC or ii). fight an administrative battle with the SEC which the company determined it could not win.

At the advice of our legal team and as part of the going forward plan (described below), we elected to enter into a settlement agreement with the SEC. As a result, the COHO shares will be deregistered effective upon notice by the SEC which is expected any day. This action means that our shareholders can still trade shares, however not through trading through broker dealer handled transactions.

Orie Rechtman, CEO commented: “We have a plan, that was described to the SEC. The SEC did not give approval, or provide any comment, on the plan and no approval for the plan by the SEC should be construed as having been given by it. The plan is more fully described below.”

The case with the SEC will be settled (which is about to take place once the SEC processes the paperwork). The next step will be to perform an audit for the last 2 years on one of the Company’s subsidiaries. Once the audit is completed, the subsidiary will file a Form 10 to register the subsidiary with the SEC. By registering, it will come under the jurisdiction of the SEC and will be required to file SEC reports as a reporting company. Current COHO shareholders will receive a dividend of the stock of the subsidiary based on their ownership in COHO shares, and will have the option to become shareholders of the newly listed company once it’s approved. The plan expects that the Form 10 filing will become effective under SEC rules, the subsidiary will be able to register with FINRA and obtain a ticker symbol for its shares, and a broker dealer will be found to make a market in the subsidiary’s stock, such stock would then be able to be traded through broker dealer transactions for shareholders of the subsidiary and new shareholders.

As part of the plan, we agreed with TKIU- the entity that had planned to reverse merge with COHO per the 8-K filing on July 8th, 2020, that TKIU will reverse merge into the subsidiary once the subsidiary’s Form 10 becomes effective.

The two year audit of the subsidiary’s financials, should be completed within a few weeks. It is hoped that the completion of the entire plan would be within 90 days or less, barring any new, unexpected delays.

Orie Rechtman Continued: ”I believe, under the circumstances and the options we were presented with, that this is the best option for the Company and its shareholders. We cannot make any representations as to the value of the subsidiary’s shares if they do become eligible to trade through broker dealers. This would be determined by the marketplace at the time the plan is implemented and or when TKIU takes over. I will continue to update our shareholders with any new developments as they happen.”

About Crednology Holding Corp.

Crednology Holding Corp, a Delaware corporation, is a public holding company that has been dedicated to enhancing shareholder value through a strategic combination of organic growth, mergers and profitable acquisitions.

The Company is engaged in the cloud computing segment of the technology sector as well as the Electronic Waste and Recycling business. The main products and services include cloud computing and virtual environment, disaster recovery and business continuity and managed services to corporate accounts as well as the recycling and disposal of E-Waste and other materials.

Essentially cloud computing is a way to save and/or access data from remote servers. The company’s Private Cloud solution provides fully working environment through our data centers located around the USA as well as real time redundancy and replication of the client’s data which will eliminate loss of data and minimize down time close to zero. Cloud computing is growing at a staggering pace. The industry is experiencing rapid growth with the cloud segment of business achieving a growth of over 20% per annum. E-Waste is going through changes as a result of the tariff struggles between China and the US. We are planning to grow our recycling business by future investments in paper and cardboard recycling

Safe Harbor and Informational Statement 

This press release may contain forward-looking information within the meaning of Section 21E of the Security Exchange Act of 1934, as amended (the Exchange Act), including all statements that are not statement of historical fact regarding the intent, belief or current expectations of the company, its directors or its officers with respect to, among other things: (i) the company's financing plans; (ii) trends affecting the company's financial conditions or results of operations; (iii): the company's growth strategy and operating strategy; and (iv) the declaration and payment of dividends.

The words "may", "would", "will", "expect", "estimate", "anticipate", "believe", "intend", and similar expressions and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statement are not a guarantee of future of future performance and involve risks and uncertainties, many of which are beyond the company's ability to control, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors including the risk disclosed in the company's statements and reports filed with the OTC Markets. The Company claims the safe harbor provided by Section 21E(c) of the Exchange Act for all forward-looking statements.

For more information contact

Oriel Rechtman



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More articles issued by Crednology Holding Corp


#113934  Sticky Note NEWS NEWS NEWS Northridge, CA, Sept. 08, 2020 getmoreshares 09/08/20 11:39:00 AM
#113832  Sticky Note COHO REVOKED. lucky,mydog 09/04/20 09:02:53 AM
#113440  Sticky Note https://www.sec.gov/cgi-bin/browse-edgar?CIK=0001101588&action=getcompany getmoreshares 07/23/20 08:23:17 AM
#111269  Sticky Note Clarifying the situation back then, But the RS ccret 06/13/20 10:04:31 AM
#113989   I told you all to get out long Orphan 09/30/20 09:31:26 AM
#113988   Orie, "Moving along. hope to complete within 90 morg38off 09/21/20 01:31:18 PM
#113987   Either it all happens in a timely manner mdm92 09/18/20 05:50:33 PM
#113986   Oriel screwed us all and now he's having glennbama 09/18/20 03:17:54 PM
#113985   I think it will work in 5 - glennbama 09/18/20 03:16:30 PM
#113982   I actually think there is a decent shot mdm92 09/15/20 12:07:45 PM
#113981   Now that's funny....LMAO!!! cbuontempo 09/15/20 10:28:12 AM
#113980   READ I-Hub stock message boards of stocks that sam1933 09/15/20 12:11:30 AM
#113979   You have a better chance of seeing Darryl calluch 09/14/20 07:25:39 PM
#113978   I would assume it will be the sub mdm92 09/14/20 12:09:48 PM
#113977   This action means that our shareholders can still Don 09/14/20 11:07:47 AM
#113975   So you don't think this will work? morg38off 09/14/20 10:48:20 AM
#113974   You got a better chance of catching the cbuontempo 09/14/20 09:11:46 AM
#113973   2 weeks ago. thesmallguy 09/13/20 09:12:22 PM
#113972   Could reinstate for reverse merger when was the revocation? BayTrader280 09/13/20 07:19:16 PM
#113971   Good luck to everyone - will see you rinoo 09/13/20 05:53:42 PM
#113970   everyone has the option of clicking the "hide lucky,mydog 09/09/20 11:43:22 AM
#113969   Remember: On IHUB the amount of material placed LonesomeGeorge 09/09/20 11:35:50 AM
#113968   probably so.....thats what I am thinking....I have 10 calluch 09/08/20 07:12:03 PM
#113967   So with 20 million shares? What i make ccret 09/08/20 05:03:13 PM
#113966   Agree 100% NYD 09/08/20 04:38:59 PM
#113965   yes calluch 09/08/20 04:16:44 PM
#113964   44 years.......imo it will be a 1 for calluch 09/08/20 04:15:44 PM
#113963   so, our shares will probably be worth about calluch 09/08/20 04:11:58 PM
#113962   I don't know why, and it makes lucky,mydog 09/08/20 03:31:16 PM
#113961   You own shares in a private company. According mdm92 09/08/20 03:26:07 PM
#113960   Thanks morg38:) Doubledown75 09/08/20 03:18:48 PM
#113959   yes, it's possible. likely? that's the question. lucky,mydog 09/08/20 02:53:25 PM
#113958   if orie was being open and honest about lucky,mydog 09/08/20 02:52:11 PM
#113957   What I'm gathering is that the SEC will thesmallguy 09/08/20 02:51:04 PM
#113956   Email Orie, I'm sure he will answer you. morg38off 09/08/20 02:49:32 PM
#113955   Is this TKIU? https://topknotinc.com/pages/about-us-test acing58108 09/08/20 02:45:44 PM
#113954   Orie reply to clarification:"We are well into the morg38off 09/08/20 02:45:30 PM
#113953   Another guy posted a similar scenario with another glennbama 09/08/20 02:45:17 PM
#113952   no. as of right now, you own shares lucky,mydog 09/08/20 02:41:58 PM
#113951   So have we lost all of our shares? INVESTOR 1384 09/08/20 02:39:23 PM
#113950   there is no dividend. lucky,mydog 09/08/20 02:36:50 PM
#113949   So what percentage of shares do we get ccret 09/08/20 02:34:27 PM
#113948   It can’t be traded so I don’t think acing58108 09/08/20 02:27:14 PM
#113947   Just another attempt to fool traders.... What a cbuontempo 09/08/20 02:26:25 PM
#113945   I told you all long ago to get Orphan 09/08/20 02:16:03 PM
#113944   laho said the same thing a year ago. lucky,mydog 09/08/20 01:42:14 PM
#113943   Agreed! morg38off 09/08/20 01:29:06 PM
#113942   Well in the next line he says that morg38off 09/08/20 01:27:54 PM
#113941   a form 10 is different than an s-1 lucky,mydog 09/08/20 01:22:50 PM
#113940   I’m happy. He doesn’t have to do any acing58108 09/08/20 01:18:18 PM
#113939   SEC doesn’t have to say yes or no Doubledown75 09/08/20 01:06:23 PM
#113938   well, the process is not bullshit. he was lucky,mydog 09/08/20 01:02:36 PM
#113937   The SEC did not give approval, or provide sam1933 09/08/20 12:56:59 PM
#113936   Great News and Plan! Crednology Holding Corp. Issues Statement ~ Blue ~ 09/08/20 12:53:54 PM
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