TTGI Announces Non-Brokered Private Placement
Vancouver, Canada--(Newsfile Corp. - March 31, 2026) - Turnium Technology Group Inc. (TSXV: TTGI) (FSE: E48) ("TTGI" or the "Company"), a global provider of Technology-as-a-Service (TaaS) solutions and channel-only IT services, announces that it intends to proceed with a non-brokered private placement (the "Offering") of up to 85,714,285 units (each a "Unit") at a subscription price of C$0.07 per Unit, for aggregate gross proceeds of up to C$6,000,000. Each Unit will consist of one common share (each a "Unit Share") and one-half of one common share purchase warrant (each a "Warrant").
Each whole Warrant will entitle the holder to purchase one common share in the capital of the Company at an exercise price of C$0.10 per common share, for a period of three years from the date of issuance.
Completion of the Offering is subject to the approval of the TSX Venture Exchange (the "TSXV"). The Units will be issued pursuant to exemptions from the prospectus requirements in accordance with National Instrument 45-106 - Prospectus Exemptions.
The securities issued pursuant to the Offering will be subject to a hold period of four months plus one day from the date of issuance. Insiders may participate in the Offering, and details of any insider participation will be announced at a later date, as applicable.
The Company intends to use the net proceeds from the Offering to retire certain debt facilities (~C$2,500,000), and for working capital purposes (~C$3,500,000) related to several growth initiatives, including strategic partnerships, sales and marketing, and the rollout of NexNet SD-WAN and Insentra services to our 280+ partner channel.
In connection with the Offering, the Company may pay finder's fees of up to 7% in cash and 7% in finders' warrants to eligible finders, as permitted by the policies of the TSXV.
The Offering may close in multiple tranches, and is anticipated to be completed on or around April 30, 2026.
The Units have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the "United States" or "U.S. persons" (as such terms are defined in Regulation S under the U.S. Securities Act) absent registration under the U.S. Securities Act and all applicable U.S. state securities laws or compliance with an exemption from such registration requirements.
This press release is not an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction.
About Turnium Technology Group Inc. (TTGI)
TTGI acquires companies that complement its Technology-as-a-Service (TaaS) strategy, integrates them to generate efficiencies, and delivers their solutions through a global partner-led program to customers worldwide. TTGI's mission is to provide IT providers with a complete, white-labelled portfolio of business technology solutions, enabling them to quickly add new services in response to customer demand.
In essence, TTGI is building a TaaS platform that incorporates all the services, platforms, and capabilities that ISPs, MSPs, IT Providers, VoIP/UCaaS, CCaaS, or Cloud Providers might need. Additionally, TTGI provides deployment resources, hardware, delivery, support, and marketing and sales enablement to help channel partners go to market quickly and deliver exceptional quality.
TTGI delivers secure, cost-effective, uninterrupted, and scalable global IT solutions to its partners and their end-customers-because "Connectivity Matters."
For more information, contact sales@ttgi.io, visit www.ttgi.io or follow us on X (formerly Twitter) @turnium.
CAUTIONARY NOTES
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
FORWARD-LOOKING INFORMATION
Certain statements and information herein, including all statements that are not historical facts, contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Such forward-looking statements or information include but are not limited to statements or information with respect to: the terms and conditions of the Offering, including receipt of necessary regulatory approval; and the closing of the Offering. Often, but not always, forward-looking statements or information can be identified by the use of words such as "anticipate", "believe", "continue", "expect", "intend", "may" or "will" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information.
Although management of the Company believe that the assumptions made and the expectations represented by such statements or information are reasonable, there can be no assurance that forward-looking statements or information herein will prove to be accurate. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: risks relating to the receipt of all requisite regulatory approvals for the Offering; changes in interest and currency exchange rates; risks relating to unanticipated operational difficulties; changes in general economic conditions or conditions in the financial markets; changes in laws; the ability to obtain financing as required; and other risk factors as detailed from time to time in the Company's Management Discussion and Analysis dated December 31, 2025 and other documents available under the Company's profile at www.sedarplus.ca. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
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Source: Turnium Technology Group Inc.
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