Rhino Bitcoin Inc 8-K, filed Nov 25, 2025
Rhino Bitcoin Inc. (RHNO)
About this 8-K
Rhino Bitcoin Inc filed this 8-K on November 25, 2025, reporting on events of November 19, 2025.
Items reported
- Item 4.01: Change of auditor
- Item 5.03: Charter or bylaw amendment, or fiscal year change
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 4.01 Changes in Registrant’s Certifying Accountant.
On November 19, 2025, JP Centurion & Partners PLT (“Centurion”) resigned as the independent registered public accounting firm of Rhino Bitcoin Inc. (the “Company”).
During the Company’s fiscal years ended July 31, 2025 and 2024 and the subsequent interim period through November 19, 2025, there were (i) no disagreements with Centurion on any matter of accounting principles or practices, financial statement disclosure, or auditing scope of procedures, which disagreements, if not resolved to the satisfaction of Centurion, would have caused Centurion to make reference to the subject matter of the disagreements in connection with its reports on the Company’s financial statements, and (ii) no “reportable events,” as defined in Item 304(a)(1)(v) of Regulation S-K.
The audit reports of Centurion on the Company’s financial statements as of and for the years ended July 31, 2025 and 2024, did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, except that, the audit reports included an explanatory paragraph with respect to the uncertainty as to the Company’s ability to continue as a going concern.
The Company provided Centurion with a copy of the disclosures in this Current Report on Form 8-K and requested that Centurion furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether Centurion agrees with the above statements. A copy of the letter from Centurion is filed as an exhibit to this report.
On November 21, 2025, the Company engaged Fruci & Associates II, PLLC (“Fruci”) as the Company’s independent registered public accounting firm. Fruci is the independent registered public accounting firm of Rhino Digital Inc. (“Rhino Digital”), the Company’s wholly owned subsidiary.
During the Company’s two most recent fiscal years and in the subsequent interim period through November 21, 2025, neither the Company nor anyone acting on its behalf consulted with Fruci with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that would have been rendered on the Company’s financial statements, or any other matters set forth in Item 304(a)(2)(i) or (ii) of Regulation S-K. The decision to engage Fruci was approved by the Company’s board of directors.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 20, 2025, the Company changed its fiscal year end from July 31 to December 31, which is the fiscal year end of Rhino Digital. The Company will not be filing a transition report in connection with the change in fiscal year.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 16.1 | Letter from JP Centurion & Partners PLT |
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.
| RHINO BITCOIN INC. | ||
| Date: November 25, 2025 | By: | /s/ Lyle Hauser |
| Name: Lyle Hauser | ||
| Title: Chief Executive Officer | ||
Exhibit 16.1
November 24, 2025
Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E.
Washington, D.C. 20549
RE : RHINO BITCOIN INC.
Dear Sirs/Madam,
The undersigned JP Centurion & Partners PLT, previously acted as independent accountants to audit the financial statements of Rhino Bitcoin Inc. We resigned as independent accountants to the Company.
This letter will confirm that we have read Item 4.01 included in the Form 8-K dated November 24, 2025 of Rhino Bitcoin Inc to be filed with the Securities and Exchange Commission and are in agreement with the statement related to our firm.
We hereby consent to the filing of this letter as an exhibit to the foregoing report on Form 8-K.
Very truly,
/S/JP Centurion & Partners Plt
JP CENTURION & PARTNERS PLT
KUALA LUMPUR, MALAYSIA