Turnium Technology Group Announces Extension Of Loans

(MENAFN- Newsfile Corp) Vancouver, Canada--(Newsfile Corp. - December 9, 2025) - Turnium Technology Group Inc. (TSX.V: TTGI) (FSE: E48) ("TTGI" or "the Company"), a global Technology as a Service (TaaS) wholesale provider, is pleased to announce that pursuant to its previous release regarding the extending of promissory notes totaling $1,073,000 through the issuance of new unsecured Loan Agreements (the "Loans") has received conditional approval from the TSX Venture Exchange ("TSXV").

As previously noted, the Loans shall bear interest at a rate of 1.33% per month from the date of issue, to be paid quarterly in arrears commencing after the December 31, 2025 quarter. As the Borrower, TTGI shall repay the loan in full to the Lenders on the Maturity Date (December 31, 2027), together with any accrued and unpaid interest. The Borrower may prepay the Loan in full at any time prior to the Maturity Date, together with any accrued and unpaid interest, plus an additional three (3) months of interest. As further consideration for providing the Loan, the Borrower agrees, subject to receiving Regulatory Approval, to pay to the Lenders a bonus which shall be payable by the issuance to the Lenders of a total of 9,500,000 nontransferable common share purchase warrants of the Borrower (the "Bonus Warrants") exercisable to purchase common shares of the Borrower equal to 100% of the principal amount of the Loans divided by $0.10 per share (the "Warrant Shares") at an exercise price of $0.10 per Warrant Share, rounded up to the nearest whole share, for a period of up to 24 months with an expiry date of December 9, 2027 (the "Expiry Date"), subject to certain accelerated exercise provisions. The issuance of the warrants is subject to final acceptance of the TSXV.

The loans represent the extension of previously issued and entered into loan agreements with four creditors in the Principal amount of $950,000 and accumulated interest in the amount of $123,000. One of the Lenders is a Director of the Company, and the other Lenders are each arm's length parties to the Company. The Original loans were issued per the table below:

		Original Principal			Initial Date			Accrued To			Mth %			Total amount to be settled
Loan Holder 1	$	300,000			Feb 19/2025			Jul 31/2025			1.50%
	$	100,000			Sept 30/2022			Jul 31/2025			1.00%
	$	200,000			Mar 28/2024			Jul 31/2025			1.17%		$	700,000.00
Jim Lovie - Director	$	200,000			Feb 5/2025			Jul 31/2025			1.5%		$	218,000.00
Loan Holder 2	$	100,000			Dec 17/2024			Jul 31/2025			1.0%
	$	25,000			Jul 1/2025			Jul 31/2025			1.0%		$	130,000.00
Loan Holder 3	$	25,000			Jul 1/2025			Jul 31/2025			1.0%		$	25,000.00
													$	1,073,000.00

The warrants associated with the previous loans have either expired or were not issued leaving no warrants outstanding from the original loans issued. The new Bonus warrants shall be issued based on the original loan amounts being renewed for a total of 9,500,000 bonus warrants. The newly issued Bonus Warrants are subject to an acceleration clause whereby (1) should the closing price for the Company's common shares as traded on the Exchange is equal to or greater than $0.30 per share for any 10 consecutive trading days (the latest day of such 10-day period being the "Threshold Date"), then the Borrower shall have until 4:00 pm (Vancouver time) of the 30th calendar day after the Threshold Date in which to provide notice to the Lender by publishing a press release which will be made available on SEDARplus (the "Notice") that the Warrants will expire 60 days from the date of such Notice; or (2) If the Loan is prepaid in whole or in part by the Borrower prior to the first anniversary of the Closing Date, and in accordance with the provisions of the loan agreement, then a pro rata number of the Bonus Warrants must have their term reduced to the later of (i) one year from the date of issuance of the Bonus Warrants; and (ii) thirty (30) days from the reduction of the Loan.

The issuance of 2,000,000 warrants to an insider pursuant to the Loans ("Insider Participation") is considered to be a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 ("MI 61-101"). The Company relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61- 101 contained in Sections 5.5(b) and 5.7(1)(b) of MI 61-101 in respect of the Insider Participation.

About Turnium Technology Group Inc.

Turnium Technology Group Inc. (TTGI) acquires companies that complement its Technology-as-a-Service (TaaS) strategy, integrates them to generate efficiencies, and delivers their solutions through a global channel partner 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, Turnium 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, Turnium provides deployment resources, hardware, delivery, support, and marketing and sales enablement to help channel partners go to market quickly and deliver exceptional quality.

Turnium delivers secure, cost-effective, uninterrupted, and scalable global IT solutions to its channel partners and their end-customers-because "Connectivity Matters."

For more information, contact ..., visit or follow us on Twitter @turnium.

Turnium Contact:

Investor Relations: Bill Mitoulas
Email: ...,
Telephone: +1 416-479-9547
Media inquiries: please email ...
Sales inquiries: please email ....
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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

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain acts, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company, as the case may be, to be materially different from those expressed or implied by such forward-looking information. Some of these risks are described under the "Caution on Forward-Looking Information" section and "Risk Factors" section of the MD&A. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements. 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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