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Created: 12/14/2005 09:52:12 AM - Followers: 621 - Board type: Free - Posts Today: 0

 


Crednology Holding Corporation    (COHO)

COHO REVOKED

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
ir@credholdingcorp.com

 

 

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Ya right! Every time you post here you cbuontempo 08/30/2022 02:00:58 PM
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Thank You ovidiu 07/30/2022 09:48:44 PM
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