Distributed on behalf of Turnium Technology Group.
With the help
of technological advancements and increased digitization, the global
information and communication technology market will see significant growth
over the next five years. In fact, the market could be worth about $5.61
trillion by 2026 thanks to the rapid adoption of cloud computing, 5G networks,
artificial intelligence, cybersecurity, and the Internet of Things. All of
which will have a massive impact on companies, such as Turnium Technology Group (TSXV: TTGI), Cisco Systems (NASDAQ: CSCO), Vitalhub
(TSX: VHI) (OTCQX: VHIBF), Intermap
Technologies (TSX: IMP) (OTCQB: ITMSF), and Kneat.com Inc. (TSX: KSI) (OTCQC: KSIOF).
Some of the biggest growth drivers will be cloud computing, which is forecast to grow from $626 billion in 2023 to $1.27 trillion by 2028. In addition, with the increasing threat of cyber-attacks, investments in secure infrastructure and data protection are set to rise dramatically, expanding from approximately $225 billion in 2023 to around $450 billion by 2028.
Look at Turnium Technology Group (TSXV: TTGI), For Example
Turnium Technology Group, a global leader in Technology-as-a-Service (TaaS) and partner enablement services, including an AI-powered prospecting and lead generation platform, is pleased to announce that it has entered into a non-binding Letter of Intent dated November 9, 2025 with Insentra Management Services Pty Ltd on behalf of Insentra Holdings Pty Ltd. to acquire substantially all the assets of Insentra Holdings Pty Ltd. and certain affiliated entities in the United States and the United Kingdom.
Insentra is a private company incorporated under the laws of Australia, specialising in providing Advisory, Professional, Artificial Intelligence and managed IT services and solutions to businesses by exclusively partnering with IT providers. Insentra is headquartered in Sydney, Australia and serves clients globally.
Pursuant to the LOI, the Company will acquire all the assets, divisions, intellectual property, trade names, domains, applications (including those under development) and customer contracts of Insentra together with all employee entitlements including annual leave and long service leave for certain employees and free and clear of certain pre-existing debts and liabilities, in exchange for the following, payable to shareholders of Insentra:
a) a closing purchase price of approximately C$5,728,344, comprised of:
i. C$2,144,344 payable through the issuance of 10,721,720 common shares in the capital of the Company at a deemed price of C$0.20 per Common Share, and
ii. Total cash consideration in the aggregate amount of C$3,584,000, as follows: (A) C$2,000,000 payable at closing; and (B) an additional C$1,584,000 in the form of a vendor take-back loan from Insentra, which will be payable in 20 monthly instalments following closing with interest. The interest rates payable will be set at 2% above the Royal Bank of Canada’s prime lending rate, per annum, and will track such rate until the final payment is made. In the event of any uncured defaults on any payments, Turnium will pay an additional default interest on the outstanding balance (including accrued interest) at a rate of 1.25% per month on all overdue amounts.
b) Issuance of 1,188,000 common share purchase warrants of the Company. Each Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of C$0.20 per Common Share for a period of three (3) years following issuance and will vest in equal 1/12th increments over the one (1) calendar year following closing.
c) Potential earn-out payments of up to C$7,250,000, payable to the Sellers over two (2) fiscal years following closing, if certain revenue and adjusted EBITDA targets are achieved. The Performance Earn Out will be payable sixty (60) per cent in cash and forty (40) per cent through the issuance of Common Shares, being a maximum of 14,500,000 Common Shares. Common Shares issued pursuant to the Performance Earn Out will be issued at a price equal to the greater of C$0.20 or a 25% discount to the 10-day volume weighted average price of the Common Shares on the TSX Venture Exchange; and
d) Potential EBITDA Bonus is subject to EBITDA targets being exceeded, which will provide for payments up to C$2,000,000, payable to the Sellers over two (2) fiscal years following closing. The Bonus will be payable as sixty (60) per cent in cash and forty (40) per cent through the issuance of Common Shares, being a maximum of 4,000,000 Common Shares. Common Shares issued pursuant to the Bonus will be issued at a price equal to the greater of C$0.20 or a 25% discount to the 10-day volume weighted average price of the Common Shares on the TSXV. The Bonus for the second fiscal year following closing will be payable in a lump sum cash payment in an amount equal to the lesser of: (a) 2.5% of the available cash on hand for Turnium; or (b) the earned amount of the Bonus in question.
Doug Childress, Global CEO of Turnium, stated, “The Insentra acquisition is complementary to our growth strategy and our Technology as a Service offering, which management expects could potentially triple the size of our business, assuming market conditions remain favourable and all milestones and performance targets are achieved. Both Turnium and Insentra sell to end customers through a channel-led business model, which, combined, will deliver over 280 worldwide partners. With the closing of the Transaction, Insentra is expected to provide increased revenues, increased technical and operational resources and a strong leadership team to help facilitate Turnium achieving its long-term revenue objectives.”
Ronnie Altit, one of the founders and the CEO of Insentra, stated, “We are excited to be joining forces with Turnium. For 16 years, Insentra has been built on trust, enduring relationships and a passion for helping our partners succeed. This transaction enhances the opportunities available to our partners and their clients by providing access to a broader suite of innovative services, while enabling our team to continue doing what we do best: remaining 100% channel only and helping our partners grow. Turnium’s channel approach, combined with its Technology as a Service offering and our channel-only DNA, creates a powerful platform that will unlock meaningful opportunities across our global ecosystem.”
Pursuant to the LOI, Turnium and Insentra have agreed to an exclusive period to complete due diligence in connection with the Transaction and to negotiate the terms and conditions of a definitive agreement, which is expected to be entered into on or before December 31, 2025 or such other date as agreed to by the Parties. The Definitive Agreement will incorporate the principal terms of the Transaction as described in the LOI, as well as other terms and conditions of a more detailed nature that the Parties may agree upon and that would be usual and customary for transactions of this nature.
Pursuant to the LOI, Turnium may defer cash payments for any bonuses, commissions or other compensation to monthly instalments over a six (6) or twelve (12) month period, with interest, if such payments would affect the Company’s ability to service operational working capital requirements. The interest rates payable will be set at 2% above the Royal Bank of Canada’s prime lending rate, per annum, and will track such rate until the final payment is made.
The Consideration Shares will be subject to various contractual lock-up restrictions, as follows:
a) 25% of the Consideration Shares, being 2,680,430 Consideration Shares, will be released from lock-up on the date that is four (4) months after the closing of the Transaction; and
b) 75% of the Consideration Shares, being 8,041,290 Consideration Shares, will be released from lock-up in increments of 25%, being 2,680,430 Consideration Shares, every six (6) months thereafter.
The LOI is intended as an expression of mutual intention of the Parties to proceed towards negotiating the Definitive Agreement, provided that there is no assurance that a Definitive Agreement will be successfully negotiated or entered into. If either Party terminates the LOI, such Party will pay to the other Party a termination fee in the amount of C$250,000, in accordance with the terms and conditions of the LOI and the policies of the TSXV.
In addition, closing of the Transaction is subject to the satisfaction of a number of customary conditions, including, among other things:
a) the Parties using their best efforts to complete the novation and transfer of all key service, partnership, and material agreements of Insentra in respect of the operating business, including all the purchased Assets, to Turnium. All such agreements with an annual value of at least C$1,000,000 must be novated prior to closing of the Transaction; and
b) certain founders of Insentra entering into new employment agreements with a term ending no earlier than September 30, 2027.
Pursuant to the LOI, certain employees, sales staff and Founders will receive securities-based compensation to be issued under Turnium’s Omnibus Equity Incentive Plan (the “Plan”) once such persons become Eligible Persons (as defined in the Plan) under the Plan, as follows:
a) certain portions of the compensation for certain Employees will be performance-based and paid in performance share units to be issued under the Plan, the terms and conditions of which are to be negotiated amongst the Parties and set out in the Definitive Agreement;
b) the approved bonuses and commissions of certain Employees accrued prior to Closing will be paid in options to be issued under the Plan;
c) certain Sales Staff will be issued PSUs under the Plan with respect to, in aggregate, 1,004,500 Common Shares as a signing bonus;
d) at least 50% of the earned annual bonuses and/or commissions of the Founders will be paid in PSUs to be issued under the Plan, the terms and conditions of which are to be negotiated amongst the Parties and set out in the Definitive Agreement; and
e) certain Employees that remain continuously employed with the Company for a period of twelve (12) months following closing of the Transaction will receive Options to acquire 10,000 Common Shares and if continuously employed for a period of twenty-four (24) months following closing of the Transaction, will receive Options to acquire an additional 10,000 Common Shares.
The PSUs and Options will be issued in accordance with the terms and conditions of the Plan and the policies of the TSXV.
The Transaction constitutes an arm's length transaction within the meaning of the policies of the TSXV, and there are no finder’s fees payable in connection with the Transaction.
The completion of the Transaction remains subject to regulatory and other approvals, including the approval of the TSXV. All securities issued in connection with the Transaction will be subject to a hold period of four months and one day from the date of issuance, as well as the resale and seasoning period rules of the applicable securities legislation.
The Common Shares have been halted and may remain halted until the completion of the Transaction or until the TSXV receives the requisite documentation to resume trading. There can be no assurance that the Transaction will be completed on the terms proposed or at all.
Other related developments from around the markets include:
Cisco Systems announced the launch of Cisco IQ, a breakthrough AI-powered digital interface that brings real-time insights, on-demand assessments, troubleshooting and personalized learning, automation and agents from across professional services and support into one powerful experience. Purpose-built for the AI era, where technology complexity can hinder essential operational agility, Cisco IQ brings together automation, AI-powered intelligence, and decades of deep Cisco expertise in a single digital experience, helping customers to plan, deploy, manage, secure, and optimize technology investments faster and more easily. Its proactive, predictive, and highly personalized features put customers a step ahead, helping them to reduce complexity, boost resiliency, and deliver measurable business outcomes.
Vitalhub Corp. announced that it has been included in the TSX30 for 2025. The Company ranked 18 on the list of top 30 performing stocks on Toronto Stock Exchange, with a dividend-adjusted share price appreciation of 310% over the course of the last three years, which correlates to a 429% increase in market capitalization over the same time period. "We are pleased to be recognized again this year as one of the top performers on the TSX," said Dan Matlow, CEO of VitalHub. "This recognition is a testament to our team's hard work and the trust our customers and investors place in us. We remain committed to our ambitious growth objectives advancing the progress of healthcare digitization globally."
Intermap Technologies, a global leader in 3D geospatial intelligence solutions, today announced its financial results for the three months ended June 30, 2025. Second quarter revenue declined year over year from $3.6 million to $3.0 million due to timing effects from Indonesia and a commercial contract. The Company generated $2.1 million of operating cash flow during the quarter compared with a use of $500 thousand in the second quarter of 2024. Operating cash flow for the six months ended June 30, 2025 of $1.4 million increased 22% over the same period in 2024. In Acquisition Services, results include demobilization and other pursuit costs associated with Indonesia’s Integrated Land Administration and Spatial Planning (ILASP) initiative. During the quarter, Indonesia completed its funding agreement with the World Bank, released a Draft Request for Proposals (RFP) for public comments, including World Bank requirements, and announced the U.S.–Indonesia trade agreement, specifically strengthening the opportunity for greater digital trade, services and investment in the country. Intermap has been a reliable, long-term investor in Indonesia with a permanent operation there and track record of capacity building and technology investment. During the quarter, the Company added to its pipeline of global government business. Intermap’s pipeline includes several new multi-year opportunities with priorities across Southeast Asia, North America, South America and the Middle East. While recent U.S. Department of Defense (DOD) budget adjustments affected the timing of certain programs during the quarter, none of Intermap’s DOD contracts experienced a reduction in funding ceilings as a result of the Department of Government Efficiency (DOGE) review.
Kneat.com Inc., a leader in digitizing and automating validation and quality processes, is pleased to announce that a leading multinational manufacturer of advanced devices and components including industrial, consumer, and MedTech, has signed a Master Services Agreement with Kneat. Headquartered in the United States, the Company employs more than 30,000 people and has a presence in over 30 countries worldwide. As part of this agreement, the Company will implement the Kneat Gx platform initially for two critical use cases: Computer Systems Validation across its own enterprise applications; and Commissioning, Qualification and Validation at 18 manufacturing sites within its dedicated medical and healthcare affiliate. "This strategic win highlights Kneat’s unique ability to digitize the full spectrum of validation processes, from manufacturing equipment through to enterprise-wide IT systems,” said Eddie Ryan, CEO of Kneat. “It underscores the power of our platform to deliver compliance, efficiency and scalability not only within the pharmaceutical industry but across the broader life sciences sector. We look forward to working with this innovation leader to deliver on their efficiency and compliance goals.”
Legal Disclaimer / Except for the historical information presented herein, matters discussed in this article contains forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Winning Media is not registered with any financial or securities regulatory authority and does not provide nor claims to provide investment advice or recommendations to readers of this release. For making specific investment decisions, readers should seek their own advice. Winning Media is only compensated for its services in the form of cash-based compensation. Pursuant to an agreement Winning Media has been paid three thousand five hundred dollars for advertising and marketing services for Turnium Technology Group by Turnium Technology Group. We own ZERO shares of Turnium Technology Group. Please click here for full disclaimer.
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