UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule
13a-16 or 15d-16
Under the Securities Exchange Act of 1934
For the month of December, 2012
Commission File No.: 000-25289
TITAN TRADING ANALYTICS INC.
(Translation of the registrant’s name into English)
675 West Hastings Street, Suite 200, Vancouver, B.C. V6B 1N2
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Indicate by check mark whether the registrant by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [X]
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ______________________
TABLE OF CONTENTS
The following documents are filed as part of this Form 6-K
| Exhibit 99.1 | Titan Trading Analytics Inc. Announces Private Placement Closing And Executive Changes |
| Exhibit 99.2 | Titan Trading Analytics Inc. Announces Private Placement Closing |
TITAN TRADING ANALYTICS INC.
SIGNATURES
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, thereunto duly authorized.
| TITAN TRADING ANALYTICS INC. | |
| Date: February 25, 2013 | /s/ Kenneth Powell |
| Kenneth Powell, Interim CEO, CFO |
Exhibit Index
| Exhibit 99.1 | Titan Trading Analytics Inc. Announces Private Placement Closing And Executive Changes |
| Exhibit 99.2 | Titan Trading Analytics Inc. Announces Private Placement Closing |
Exhibit 99.1
TITAN TRADING ANALYTICS INC.
Unit 120, 4445
Calgary Trail, Edmonton, Alberta, T6H 5R7
Fax: (866) 665-5702
FOR IMMEDIATE RELEASE
TSX Venture Trading Symbol: TTA
NASD OTCBB Trading
Symbol: TITAF
TITAN TRADING ANALYTICS INC. ANNOUNCES PRIVATE PLACEMENT CLOSING AND EXECUTIVE CHANGES
November 19, 2012– Titan Trading Analytics Inc. (the “Corporation”) is pleased to announce the closing of a non-brokered private placement of units (“Units”) which raised CDN $500,000. The Corporation will issue 50,000,000 Units at CDN $0.010 per Unit. Each Unit consists of one common share (“Common Share”) and one full common share purchase warrant (a “Warrant”). Each whole Warrant is exercisable into one Common Share for a price of $0.05 per Common Share during year one and $0.10 during year two following the date of closing.
The Common Shares and Warrants comprising the Units and the Common Shares issuable upon exercise of the Warrants are subject to a four (4) month restricted period which expires on March 19, 2013. Closing of the private placement is subject to TSX Venture Exchange approval.
The net proceeds from the placement will be used to for working capital.
Titan reports that its board of directors has accepted the resignation of Titan's CEO and President, John Coulter. Mr. Coulter has stepped down as CEO, President to pursue other career opportunities, effective immediately. He will remain on Titan's board and will actively participate in the process of selecting a new CEO to ensure a smooth transition. The board has also accepted the resignation of Michael Gossland who is stepping down from his posts as CTO, Director and Corporate Secretary. Both resignations were prompted by Titan's decision to focus solely on licensing Titan's core trading strategies to third party fund groups that contract to run the technology in full automation on servers operated in Titan's Private Server Cloud. The company is currently in negotiations with multiple firms on hosted licensing agreements. The Titan automated trading system is currently available to firms who execute trades through Interactive Brokers and REDIPlus.
About Titan
Titan Trading Analytics Inc. is a premier provider of behavioral trading research. Trade signals are distributed via a powerful financial analysis and electronic trading software platform which captures and analyzes real-time market tick data and identifies trade opportunities based on numerous historical patterns, identified by Titan’s Trade Recommendation Engine™ (TRE). Titan’s flagship product, TickAnalyst™, delivers trading signals to proprietary trading firms and hedge funds via a cutting edge browser-based interface. Titan’s internally developed products and services are at the forefront of the high growth global investment management and automated trading industry.
Forward-Looking Statements
Except for historical information contained herein, the matters set forth above may be forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ from those in the forward-looking statements. Words such as "anticipate," "believe," "estimate," "expect," "intend" and similar expressions, as they relate to the Company or its management, identify forward-looking statements. Such forward-looking statements are based on the current beliefs of management, as well as assumptions made by and information currently available to management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors such as the financial crisis in the US, consumer spending, the amount of sales of the Company's products, the competitive environment within the industry, the ability of the Company to continue to expand its operations, the level of costs incurred in connection with the Company's expansion efforts, economic conditions in the industry and the financial strength of the Company's clients. The Company does not undertake any obligation to update such forward-looking statements. Investors are also directed to consider all other risks and uncertainties. Accordingly, readers should not place undue reliance on forward-looking statements.
FOR FURTHER INFORMATION PLEASE CONTACT:
Titan Trading Analytics Inc.
Irene Midgley
780-973-6996
imidgley@titantrading.com
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Exhibit 99.2
TITAN TRADING ANALYTICS INC.
Unit 120, 4445
Calgary Trail, Edmonton, Alberta, T6H 5R7
Fax: (866) 665-5702
FOR IMMEDIATE RELEASE
TSX Venture Trading Symbol: TTA
NASD OTCBB Trading
Symbol: TITAF
TITAN TRADING ANALYTICS INC. ANNOUNCES PRIVATE PLACEMENT CLOSING
November 19, 2012– Titan Trading Analytics Inc. (the “Corporation”) announced the closing of a non-brokered private placement of units (“Units”) which raised CDN $500,000. The Corporation will issue 50,000,000 Units at CDN $0.010 per Unit. Each Unit consists of one common share (“Common Share”) and one full common share purchase warrant (a “Warrant”). Each whole Warrant is exercisable into one Common Share for a price of $0.05 per Common Share during year one and $0.10 during year two following the date of closing.
The Common Shares and Warrants comprising the Units and the Common Shares issuable upon exercise of the Warrants are subject to a four (4) month restricted period which expires on March 19, 2013. Closing of the private placement is subject to TSX Venture Exchange approval on a Temporary Relief Program.
The net proceeds from the placement will be used to for working capital. Approximately $240,000 was used to fund past due operating expenses including administration expenses of $134,000, Operating expenses of $203,000, Interest and bank charges $23,000, Public Company Costs of $50,000, Payroll (excluding officers and directors) of $90,000. The private placement was approved by the Board of Directors.
About Titan
Titan Trading Analytics Inc. is a premier provider of behavioral trading research. Trade signals are distributed via a powerful financial analysis and electronic trading software platform which captures and analyzes real-time market tick data and identifies trade opportunities based on numerous historical patterns, identified by Titan’s Trade Recommendation Engine™ (TRE). Titan’s flagship product, TickAnalyst™, delivers trading signals to proprietary trading firms and hedge funds via a cutting edge browser-based interface. Titan’s internally developed products and services are at the forefront of the high growth global investment management and automated trading industry.
Forward-Looking Statements
Except for historical information contained herein, the matters set forth above may be forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ from those in the forward-looking statements. Words such as "anticipate," "believe," "estimate," "expect," "intend" and similar expressions, as they relate to the Company or its management, identify forward-looking statements. Such forward-looking statements are based on the current beliefs of management, as well as assumptions made by and information currently available to management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors such as the financial crisis in the US, consumer spending, the amount of sales of the Company's products, the competitive environment within the industry, the ability of the Company to continue to expand its operations, the level of costs incurred in connection with the Company's expansion efforts, economic conditions in the industry and the financial strength of the Company's clients. The Company does not undertake any obligation to update such forward-looking statements. Investors are also directed to consider all other risks and uncertainties. Accordingly, readers should not place undue reliance on forward-looking statements.
FOR FURTHER INFORMATION PLEASE CONTACT:
Titan Trading Analytics Inc.
Irene Midgley
780-973-6996
imidgley@titantrading.com
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.