Turnium Technology Group Announces Fiscal First Quarter 2026 Financial Results

Executive Summary
- Turnium Technology Group Inc. completed the acquisition of Insentra assets for an aggregate consideration of ~ $5.73 M (cash, shares, vendor loan, warrants and earn‑out) pending final TSX Venture Exchange approval.
- Q1 FY2026 revenue was $2.0 M (down YoY) with a gross margin of $1.18 M; net comprehensive loss narrowed to $(2.97) M versus $(7.51) M in the prior quarter.
- New guidance projects FY2026 revenue of $28‑$32 M and gross margin of $12.1‑$14.7 M (including Insentra results), reflecting a 3.2× revenue uplift from the acquisition.
Key Details
- Acquisition Terms – Total consideration ≈ $5.73 M:
- $2.14 M in Turnium common shares
- $1.0 M cash paid at closing
- $2.58 M vendor take‑back loan (interest = RBC prime + 2%)
- Issuance of 1,188,000 warrants
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Contingent earn‑out/bonus up to $9.25 M tied to future revenue and EBITDA performance.
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Closing Conditions – Transaction closed on Feb 3 2026 after satisfying customary conditions, including receipt of TSX Venture Exchange approval (final approval still pending).
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Divestiture Plan – Ongoing sale of Tenacious Networks (TNET) assets expected to close by early March 2026.
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Q1 FY2026 Financial Highlights
- Revenue: $2,032,597 (down from $2,286,459 QoQ; up from $1,970,000 YoY).
- Gross Margin: $1,183,482 (up from $686,818 QoQ; down from $1,340,000 YoY).
- Total Operating Expenses: $2,575,582 (up from $1,683,418 QoQ).
- Net Comprehensive Loss: $(2,967,451) (improved from $(7,510,644) QoQ).
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Adjusted EBITDA: –$950,000 (better than –$1.26 M YoY).
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Share Statistics – Basic common shares outstanding at quarter‑end: 184,757,145 (down from 189,704,645 previously).
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Guidance – Q2 FY2026 (ending Mar 31 2026)
- Revenue forecast: $3.8 M–$4.1 M (includes one month of Insentra results).
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Gross Margin forecast: $1.2 M–$1.6 M.
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Guidance – FY2026 (12‑month period starting Mar 1 2026)
- Revenue forecast: $28 M–$32 M (including full Insentra results).
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Gross Margin forecast: $12.1 M–$14.7 M.
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Management Commentary – CEO Doug Childress highlighted the acquisition as a “major step toward our goal of achieving $100 M revenue and $20 M EBITDA by 2027.”
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Subsequent Events & Announcements
- Feb 10 2026 – Appointment of Paul Pagliaro to Board of Directors.
- Feb 9 2026 – Announcement of upcoming AGM, debt settlement agreement, and RSU grant.
- Jan 5 2026 – Appointment of Aldo G. Gallone as VP of Global Strategy & Partnerships.
Notable Quotes
- “The Insentra acquisition adds significant revenue, margin and skilled technology resources… and is expected to increase Turnium’s revenue profile from approximately $9 M to a projected $28‑$32 M…” – Doug Childress, CEO.