The TSX Venture Exchange has accepted for filing documentation regarding an arm's-length asset purchase agreement dated Feb. 2, 2026, between Turnium Technology Group Inc. and arm's-length parties, whereby the company has acquired substantially all assets of Insentra, an Australian-based managed IT (information technology) services provider.

Consideration for the acquisition consisted of $1-million in cash paid at closing, the issuance of 10,721,720 common shares at a deemed price of 20 cents per share and a $2,584,000 unsecured vendor takeback loan. The loan is non-convertible and payable with interest at 2 per cent above the Royal Bank of Canada prime rate through two $500,000 payments due within 60 days of closing and the remaining $1,584,000 in 20 monthly instalments starting by April 4, 2026. The company also issued 1,188,000 common share purchase warrants, exercisable at 20 cents for three years, which vest in equal increments over one year.

Additional contingent consideration includes potential earnout payments of up to $7.25-million and an EBITDA (earnings before interest, taxes, depreciation and amortization) bonus of up to $2-million over two fiscal years, subject to meeting specific performance targets. These contingent amounts are payable 60 per cent in cash and 40 per cent in common shares, with a maximum of 18.5 million shares issuable at the greater of 20 cents or a discount of 25 per cent to the 10-day volume-weighted average price.

No finders' fees were paid in connection with this transaction.

For more information, please refer to the company's news releases dated Nov. 10, 2025, Feb. 3, 2026, and Feb. 27, 2026.