XML 52 R39.htm IDEA: XBRL DOCUMENT v3.10.0.1
SUBSEQUENT EVENTS (Notes)
12 Months Ended
Dec. 31, 2018
Subsequent Events [Abstract]  
Subsequent Events [Text Block] SUBSEQUENT EVENTS

On February 11, 2019, the Company entered into a definitive agreement (the "Agreement") with an affiliate of RDIF relating to the put option that was exercised by RDIF in November of 2018. The Agreement provides, among other things, that in full satisfaction of the put option, within ten business days following the date of the Agreement, Titan will pay to RDIF $25 million in cash and, subject to the completion of regulatory approval, will issue to RDIF in a private placement $25 million in shares of restricted Titan common stock, with RDIF being required to hold such shares for three years from the date of the definitive agreement. Immediately following the closing, RDIF will continue to own the same interest in Voltyre-Prom, subject to the terms of the Agreement and the Shareholders’ Agreement. Titan has retained the right to buy back the Titan shares from RDIF for $25 million during such three-year period and, if the stock buyback is consummated within one year, at the time of such buyback RDIF would be required to convey to Titan, based on current ownership, a 10.71% interest in Voltyre-Prom, resulting in RDIF reducing its interest in Voltyre-Prom from 35.71% to 25%. The transaction closed on February 22, 2019. Under the terms of the definitive agreement, in full satisfaction of the previously announced settlement put option that was exercised by RDIF, Titan paid to RDIF $25 million in cash at the closing of the transaction, and agreed, subject to the completion of regulatory approval, to issue to RDIF in a private placement 4,032,259 shares of restricted Titan common stock.

On February 26, 2019, the Company announced that it is evaluating strategic alternatives with respect to Italtractor ITM S.p.A. (“ITM”), one of the Company’s subsidiaries that designs and produces steel track and undercarriages for the construction, mining and agricultural markets. Titan’s Board of Directors has engaged advisors to assist in carrying out this evaluation.
There can be no assurance that the Company’s Board of Directors will determine to pursue a transaction involving ITM, or that this evaluation will result in any strategic alternatives being announced or consummated.