Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
06 11월 2021 - 5:06AM
Edgar (US Regulatory)
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 U.S. SECURITIES EXCHANGE ACT OF 1934
For the month of November 2021
Commission File Number: 001-39693
Triterras, Inc.
(Name of registrant)
9 Raffles Place, #23-04 Republic Plaza
Singapore 048619
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form
20-F
☒ 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): ☐
Press Releases.
On November 1, 2021, Triterras,
Inc. (“Triterras”) issued a press release providing an update on the independent audit of the Company’s financial statements
for the fiscal year ended February 28, 2021 (the “Audit”). A copy of this press release is attached to this Form 6-K as Exhibit
99.1.
On November 4, 2021, Triterras
issued another press release announcing that the Nasdaq Stock Market granted Triterras a further extension to file its Annual Report on
Form 20-F for the fiscal year ended February 28, 2021 (“2021 Annual Report”) with the U.S. Securities and Exchange Commission
(the “SEC”) in order to regain compliance with the Nasdaq Listing Rules through December 1, 2021. A copy of this press release
is attached to this Form 6-K as Exhibit 99.2.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
This Form 6-K includes “forward-looking
statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.
Triterras’ actual results may differ from their expectations, estimates and projections and consequently, you should not rely on
these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,”
“budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,”
“could,” “should,” “believe,” “hope,” “predict,” “potential,”
“continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements
include Triterras’ expectations with respect to future performance as well as timing of completion of the Audit and filing of its
2021 Annual Report with the SEC. These forward-looking statements involve significant risks and uncertainties that could cause the actual
results to differ materially from the expected results. Most of these factors are outside Triterras’ control and are difficult to
predict. Factors that may cause such differences include but are not limited to the completion of the Audit, as well as the risks and
uncertainties related to the risks set forth under “Risk Factors” in Triterras’ Form 20-F (SEC File No. 001-39693) filed
with the SEC on November 16, 2020 and in Triterras’ other filings with the SEC. Triterras cautions that the foregoing list of factors
is not exclusive. There can be no assurance that the Audit will be completed sufficiently in advance of December 1, 2021 to enable Triterras
to complete and file the 2021 Annual Report by this deadline, or that Triterras will be able to regain compliance with the Nasdaq Listing
Rules within the extension period granted by Nasdaq. Triterras cautions readers not to place undue reliance upon any forward-looking statements,
which speak only as of the date made. Triterras does not undertake or accept any obligation or undertaking to release publicly any updates
or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances
on which any such statement is based.
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 hereunto duly authorized.
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TRITERRAS, INC.
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Date: November 5, 2021
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By:
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/s/ Srinivas Koneru
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Name:
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Srinivas Koneru
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Title:
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Executive Chairman and Chief Executive Officer
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