Titan Acquisition Corp.

Current report

On June 1, 2026, Titan Acquisition Corp (“Titan”) entered into a Business Combination Agreement with OpenPayd Global Holdings Limited (“PubCo”), OpenPayd Holdings Limited (the “Company”), Titan’s sponsor, and the Company’s shareholders. Under the agreement, Titan will merge with and into PubCo, and PubCo will separately acquire the Company, such that the Company becomes a wholly owned subsidiary of PubCo (together, the “Transactions”).

Current report

At Closing, Titan shareholders will receive one PubCo ordinary share for each Titan share held (subject to redemption rights), and Titan warrants will convert into equivalent PubCo warrants. The Company’s shareholders will receive PubCo ordinary shares with an aggregate value of $800,000,000. Consummation of the Transactions is subject to customary closing conditions, including Titan shareholder approval, effectiveness of a Form F-4 registration statement, Nasdaq listing approval, and a minimum aggregate transaction proceeds condition of $130,000,000. The Business Combination Agreement may be terminated under certain circumstances, including if Closing has not occurred by December 31, 2026.

Current report

For the three months ended June 30, 2026 and 2025, the Company reported net income of $2,072,871 and $2,632,084, respectively. Net income for the periods was driven primarily by investment income earned on funds held in the Trust Account of $2,550,258 and $2,573,413, respectively, and other income of $4,228 and $5,249, respectively. These amounts were partially offset by general and administrative expenses of $481,615 in 2026, while 2025 included a net general and administrative benefit of $53,422.

Current report

For the six months ended June 30, 2026 and 2025, the Company reported net income of $3,913,589 and $2,553,790, respectively. Net income for the respective periods was primarily attributable to investment income earned on funds held in the Trust Account of $5,061,583 and $2,573,413, and other income of $10,335 and $5,247, respectively, partially offset by general and administrative expenses of $1,158,329 and general and administrative income of $24,870, respectively.

Current report

As of June 30, 2026 and December 31, 2025, the Company had cash balances of $247,336 and $720,301, respectively. The working capital was a deficit of $996,010 and surplus of $131,015 as of June 30, 2026 and December 31, 2025, respectively. The Company has incurred and expects to continue to incur significant costs primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, structure, negotiate and complete a business combination, and to pay income taxes to the extent the interest earned on the Trust Account is not sufficient to pay the Company’s income taxes. The Company’s mandatory liquidation date, absent a consummated business combination, is April 10, 2027 which is within one year from the issuance date of these condensed financial statements. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these condensed financial statements are issued. Management intends to complete a business combination within the next six months. In addition, the Company’s Sponsor, officers, and directors have agreed to waive certain future administrative fees to preserve cash resources and may, but are not obligated to, provide working capital loans in such amounts and at such times as they determine in their sole discretion.

Previous report

Upon the closing of the Initial Public Offering and the Private Placement, $277,380,000 ($10.05 per Unit) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a Trust Account.

Previous report

For the three months ended March 31, 2026 and 2025 we had a net income (loss) of 1,840,719 and (78,292) respectively, primarily comprised of unrealized return on investments held in trust account and general and administrative costs related to our Initial Public Offering.

Previous report — wording carried elsewhere

On April 10, 2025, the Company consummated its IPO”) of 27,600,000 Units, including 3,600,000 Units issued pursuant to the exercise of the underwriters’ over-allotment option at a price of $10.00 per Unit, generating gross proceeds to the Company of $276,000,000. Simultaneously with the closing of the IPO, pursuant to the amended and restated private placement warrant purchase agreement, dated April 10, 2025, between the Company and Titan Acquisition Sponsor Holdco LLC, and the private placement warrant purchase agreement, dated April 8, 2025, between the Company and Cantor Fitzgerald & Co. and Odeon Capital Group LLC, the Company completed the private sale of 8,110,056 warrants (the “Private Placement Warrants”) at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $8,110,056. Each Private Placement entitles the holder thereof to purchase one Class A ordinary share at $11.50 per share.