Announcement • Dec 24
14487460 Canada Inc. completed the acquisition of the remaining 61.5% stake in Taal Distributed Information Technologies Inc. (CNSX:TAAL). 14487460 Canada Inc. delivered a term sheet to acquire the remaining 61.5% stake in Taal Distributed Information Technologies Inc. (CNSX:TAAL) on October 12, 2022. 14487460 Canada Inc. entered into a definitive acquisition agreement to acquire the remaining 61.5% stake in Taal Distributed Information Technologies Inc. (CNSX:TAAL) for CAD 26.9 million on November 2, 2022. As per the terms of the transaction, 14487460 Canada Inc. shall acquire all of the remaining Common Shares of TAAL at a price of CAD 1.07 per Common Share. Following closing it is expected that the Common Shares will be delisted from the Canadian Securities Exchange and application will be made for TAAL to cease being a reporting issuer in Canada. Following completion of the Transaction, the Acquiror now indirectly holds 100% of the shares of Amalco. Following the completion of the Transaction, the Acquiror owns or exercises control over 40,592,886 Common Shares, representing 100% of TAAL’s current issued and outstanding Common Shares. The Transaction requires approval by two thirds of the votes cast by shareholders, as well as the approval by a simple majority of votes cast by minority shareholders at the Special Meeting to be held in late December 2022. The TAAL shareholders meeting is scheduled on December 19, 2022. The Transaction is also subject to court approval and the satisfaction of other customary closing conditions. TAAL's board of directors unanimously approved the Acquisition Agreement following a unanimous recommendation from a special committee of independent directors comprised of Deborah Rosati, Marco Strub, Michael Darcy and Daniel Diemers constituted to review the Transaction. As of December 19, 2022, the shareholders of TAAL has approved the transaction. The hearing of the Ontario Superior Court of Justice is scheduled on December 21, 2022. As of December 21, 2022, the Ontario Superior Court of Justice has approved the deal. Transaction is expected to close prior to the end of 2022. Leede Jones Gable Inc. provided the fairness opinion and independent financial advisor to the Special Committee in connection with the Transaction. Alex Moore and Ryan A. Morris of Blake, Cassels & Graydon LLP is acting as legal advisor to the Company, SkyLaw Professional Corporation is acting as legal advisor to the Special Committee and Zohar Levy of Fasken, Martineau, DuMoulin LLP is acting as legal advisor to 14487460 Canada Inc. TSX Trust Company acted as transfer agent and depository bank to TAAL.
14487460 Canada Inc. completed the acquisition of the remaining 61.5% stake in Taal Distributed Information Technologies Inc. (CNSX:TAAL) on December 22, 2022. The Common Shares will be de-listed from the Canadian Securities Exchange no later than the close of business on December 22, 2022. Announcement • Nov 04
14487460 Canada Inc. entered into a definitive acquisition agreement to acquire the remaining 61.5% stake in Taal Distributed Information Technologies Inc. (CNSX:TAAL) for CAD 26.9 million. 14487460 Canada Inc. entered into a definitive acquisition agreement to acquire the remaining 61.5% stake in Taal Distributed Information Technologies Inc. (CNSX:TAAL) for CAD 26.9 million on November 2, 2022. As per the terms of the transaction, 14487460 Canada Inc. shall acquire all of the remaining Common Shares of TAAL at a price of CAD 1.07 per Common Share. Following closing it is expected that the Common Shares will be delisted from the Canadian Securities Exchange and application will be made for TAAL to cease being a reporting issuer in Canada. The Transaction requires approval by two thirds of the votes cast by shareholders, as well as the approval by a simple majority of votes cast by minority shareholders at the Special Meeting to be held in late December 2022. The Transaction is also subject to court approval and the satisfaction of other customary closing conditions. TAAL's board of directors unanimously approved the Acquisition Agreement following a unanimous recommendation from a special committee of independent directors comprised of Deborah Rosati, Marco Strub, Michael Darcy and Daniel Diemers constituted to review the Transaction. Leede Jones Gable Inc. provided the fairness opinion and independent financial advisor to the Special Committee in connection with the Transaction. Blake, Cassels & Graydon LLP is acting as legal advisor to the Company, SkyLaw Professional Corporation is acting as legal advisor to the Special Committee and Fasken, Martineau, DuMoulin LLP is acting as legal advisor to 14487460 Canada Inc. Announcement • Nov 03
Taal Distributed Information Technologies May Cease to Be Listed on the Canadian Securities Exchange Taal Distributed Information Technologies Inc. has entered into a definitive acquisition agreement, pursuant to which Calvin Ayre, who currently owns approximately 38.5% of the outstanding common shares of the company, will indirectly acquire all of the remaining common shares by way of a statutory plan of arrangement and take the company private. Upon closing of the Transaction, the Acquiror and the Company intend to cause the Common Shares to cease to be listed on the Canadian Securities Exchange. Valuation Update With 7 Day Price Move • Nov 03
Investor sentiment improved over the past week After last week's 42% share price gain to CA$1.04, the stock trades at a trailing P/E ratio of 6.5x. Average forward P/E is 23x in the IT industry in Canada. Total loss to shareholders of 75% over the past year. Reported Earnings • Aug 12
Second quarter 2022 earnings released: EPS: CA$0.41 (vs CA$0.29 loss in 2Q 2021) Second quarter 2022 results: EPS: CA$0.41 (up from CA$0.29 loss in 2Q 2021). Revenue: CA$7.25m (up 8.9% from 2Q 2021). Net income: CA$16.3m (up CA$26.4m from 2Q 2021). Reported Earnings • May 03
Full year 2021 earnings released: CA$0.13 loss per share (vs CA$0.99 loss in FY 2020) Full year 2021 results: CA$0.13 loss per share (up from CA$0.99 loss in FY 2020). Revenue: CA$34.7m (up 334% from FY 2020). Net loss: CA$4.60m (loss narrowed 78% from FY 2020). Over the next year, revenue is forecast to grow 146%, compared to a 18% growth forecast for the industry in Canada. Over the last 3 years on average, earnings per share has increased by 32% per year but the company’s share price has only increased by 2% per year, which means it is significantly lagging earnings growth. Board Change • Apr 27
High number of new and inexperienced directors There are 6 new directors who have joined the board in the last 3 years. The company's board is composed of: 6 new directors. 3 experienced directors. No highly experienced directors. Executive Chairman Stefan Matthews is the most experienced director on the board, commencing their role in 2018. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Apr 19
An unknown third party acquired Chief Fuels Inc. from Taal Distributed Information Technologies Inc. (CNSX:TAAL). An unknown third party signed a binding letter of intent to acquire Chief Fuels Inc. from Taal Distributed Information Technologies Inc. (CNSX:TAAL) for $24 million on April 5, 2022. The consideration would be payable in instalments and subject to customary adjustments. Pursuant to the LOI, the Purchaser has paid TAAL a deposit of $3 million (the "Deposit"), which Deposit has be credited towards the purchase price. An additional $7 million will be payable upon closing of the Sale, anticipated to occur later this month, and a final cash payment of $14 million is payable in the fourth quarter of 2022. In connection with the LOI, the Company has also entered into an agreement with the parties to the Original Transaction, pursuant to which TAAL has agreed to certain amendments to the share purchase agreement and the lock-up agreement entered into in connection with the Original Transaction. Notably, subject to the completion of the Sale with the Purchaser, the Company has waived the remaining conditions which tied the issuance of 2,250,000 TAAL common shares (the "Contingent Consideration Shares") to the former shareholders of Chief Fuels to the achievement of certain milestones. Instead the Contingent Consideration Shares will be issued in full to the former shareholders in incremental releases, through the end of 2023. Chief Fuels, which was acquired by TAAL in December 2021. Completion of the Sale and of the Hosting Arrangement are subject to a number of conditions, and there can be no assurance that either transaction will be completed as proposed or at all. The Purchase Price balance is required to be paid in the fourth quarter of 2022. Pursuant to the Agreement, the parties have also agreed to enter a long-term arrangement where TAAL will be the single permanent tenant at this mining facility, commencing in 2023.
An unknown third party completed the acquisition of Chief Fuels Inc. from Taal Distributed Information Technologies Inc. (CNSX:TAAL) on April 18, 2022. Announcement • Apr 07
An unknown third party signed a binding letter of intent to acquire Chief Fuels Inc. from Taal Distributed Information Technologies Inc. (CNSX:TAAL) for $24 million. An unknown third party signed a binding letter of intent to acquire Chief Fuels Inc. from Taal Distributed Information Technologies Inc. (CNSX:TAAL) for $24 million on April 5, 2022. The consideration would be payable in instalments and subject to customary adjustments. Pursuant to the LOI, the Purchaser has paid TAAL a deposit of $3 million (the "Deposit"), which Deposit has be credited towards the purchase price. An additional $7 million will be payable upon closing of the Sale, anticipated to occur later this month, and a final cash payment of $14 million is payable in the fourth quarter of 2022. In connection with the LOI, the Company has also entered into an agreement with the parties to the Original Transaction, pursuant to which TAAL has agreed to certain amendments to the share purchase agreement and the lock-up agreement entered into in connection with the Original Transaction. Notably, subject to the completion of the Sale with the Purchaser, the Company has waived the remaining conditions which tied the issuance of 2,250,000 TAAL common shares (the "Contingent Consideration Shares") to the former shareholders of Chief Fuels to the achievement of certain milestones. Instead the Contingent Consideration Shares will be issued in full to the former shareholders in incremental releases, through the end of 2023. Chief Fuels, which was acquired by TAAL in December 2021. Completion of the Sale and of the Hosting Arrangement are subject to a number of conditions, and there can be no assurance that either transaction will be completed as proposed or at all. Announcement • Feb 12
Taal Distributed Information Technologies Inc., Annual General Meeting, Apr 19, 2022 Taal Distributed Information Technologies Inc., Annual General Meeting, Apr 19, 2022. Announcement • Dec 22
Taal Distributed Information Technologies Inc. Provides Revenue Guidance for Fourth Quarter 2021 Taal Distributed Information Technologies Inc. provided revenue guidance for the fourth quarter 2021. The company expects revenue to be in the range of $13.75 million to $14.25 million. Announcement • Dec 21
Taal Distributed Information Technologies Inc. (CNSX:TAAL) completed the acquisition of Chief Fuels Inc. Taal Distributed Information Technologies Inc. (CNSX:TAAL) entered into a definitive share purchase agreement to acquire Chief Fuels Inc for CAD 15.7 million on November 15, 2021. The total purchase price includes cash of CAD 0.25 million and plus the equivalent of 1.1875 million common shares at closing. Additional 2.25 million shares is to be issued to the Vendors pursuant to the achievement of certain milestones over time TAAL’s Board of Directors has approved the acquisition, as has the board of directors and the shareholders of Chief Fuels. On November 18, 2021, Stefan Matthews had advised the board of directors that he will be stepping down as Chief Executive Officer effective January 1, 2022. Stefan Matthews will remain as a director and as Executive Chairman of the Board. Succeeding Stefan Matthews as Chief Executive Officer will be Richard Baker, the current Lead Independent Director. Deborah Rosati has been appointed the new Lead Independent Director.
Final closing remains subject to customary closing conditions, including receipt of regulatory approvals. The acquisition is expected to close on or about January 1, 2022.
Taal Distributed Information Technologies Inc. (CNSX:TAAL) completed the acquisition of Chief Fuels Inc on November 15, 2021. Reported Earnings • Nov 15
Third quarter 2021 earnings released The company reported a strong third quarter result with improved earnings, revenues and profit margins. Third quarter 2021 results: Revenue: CA$12.4m (up CA$12.1m from 3Q 2020). Net income: CA$2.07m (up CA$8.00m from 3Q 2020). Profit margin: 17% (up from net loss in 3Q 2020). Over the last 3 years on average, earnings per share has increased by 18% per year but the company’s share price has only increased by 3% per year, which means it is significantly lagging earnings growth. Reported Earnings • Aug 24
Second quarter 2021 earnings released The company reported a decent second quarter result with improved revenues and stable control over costs, although losses increased. Second quarter 2021 results: Revenue: CA$6.66m (up 306% from 2Q 2020). Net loss: CA$10.1m (loss widened 306% from 2Q 2020). Over the last 3 years on average, earnings per share has increased by 10% per year but the company’s share price has fallen by 4% per year, which means it is significantly lagging earnings. Announcement • Jul 14
Taal Distributed Information Technologies Inc. Announces Support of Security of the Bitcoin SV Blockchain TAAL Distributed Information Technologies Inc. announced that TAAL will contribute its resources in support of the Bitcoin Association's mandate to build a regulation-friendly ecosystem that fosters lawful conduct while encouraging digital currency and blockchain innovation. Bitcoin Association (for BSV) is not-for-profit, Switzerland-based global industry organization that underpins the Bitcoin SV blockchain, one of the main competing chains of Bitcoin and the one which follows the original Bitcoin design. The Association provides the Bitcoin SV Node software and other infrastructure tools for the network. TAAL is a proud advocate of the Bitcoin Association and the Bitcoin SV Infrastructure team, who provide key software for and help maintain the network that powers the solutions and services the company deliver to its clients. The Bitcoin Association issued a statement on July 8, 2021 notifying its members and the public of an attack against the Bitcoin SV network, warning that a malicious actor has recently been carrying out block re-organisation attacks on the Bitcoin SV (BSV) network, which appear to be intentional acts in an effort to mask the illegal double-spending of coins. A thorough investigation is under way, and the Bitcoin Association is committed to pursuing any legal action (including reporting to appropriate law enforcement agencies) required to halt such activity. TAAL supports the Bitcoin Association and the BSV ecosystem in a zero tolerance policy against illegal activity on the Bitcoin SV network and efforts to suppress and bring to account any malicious and illegal activity initiated by third parties. TAAL, as a responsible BSV network participant, will continue to work with the Association and other industry participants, including by contributing resources with a view to maintaining a healthy, stable and secure ecosystem for application development and enterprise adoption. Executive Departure • Jun 25
Independent Director Michael Cella has left the company On the 24th of June, Michael Cella's tenure as Independent Director ended after 1.8 years in the role. We don't have any record of a personal shareholding under Michael's name. A total of 2 executives have left over the last 12 months. The current median tenure of the management team is less than a year, which is considered inexperienced in the Simply Wall St Risk Model. Breakeven Date Change • Jun 03
Forecast to breakeven in 2021 The analyst covering Taal Distributed Information Technologies expects the company to break even for the first time. New forecast suggests the company will make a profit of CA$816.1k in 2021. Earnings growth of 157% is required to achieve expected profit on schedule. Reported Earnings • May 28
First quarter 2021 earnings released: EPS CA$0.087 (vs CA$0.05 loss in 1Q 2020) First quarter 2021 results: Net income: CA$2.64m (up CA$3.36m from 1Q 2020). Over the last 3 years on average, earnings per share has fallen by 2% per year but the company’s share price has increased by 15% per year, which means it is well ahead of earnings. Reported Earnings • May 03
Full year 2020 earnings released: CA$0.99 loss per share (vs CA$0.99 loss in FY 2019) The company reported a poor full year result with increased losses, weaker revenues and weaker control over costs. Full year 2020 results: Revenue: CA$7.99m (down 53% from FY 2019). Net loss: CA$21.3m (loss widened 72% from FY 2019). Over the last 3 years on average, earnings per share has fallen by 15% per year but the company’s share price has increased by 25% per year, which means it is well ahead of earnings. Announcement • Mar 19
Taal Distributed Information Technologies Inc. has completed a Composite Units Offering in the amount of CAD 39.999999 million. Taal Distributed Information Technologies Inc. has completed a Composite Units Offering in the amount of CAD 39.999999 million.
Security Name: Units
Security Type: Equity/Derivative Unit
Price\Range: CAD 4.6
Discount Per Security: CAD 0.276
Security Name: Units
Security Type: Equity/Derivative Unit
Price\Range: CAD 4.6
Discount Per Security: CAD 0.184
Transaction Features: Regulation S Is New 90 Day High Low • Feb 11
New 90-day high: CA$4.00 The company is up 161% from its price of CA$1.53 on 12 November 2020. The Canadian market is up 13% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Software industry, which is up 34% over the same period. Announcement • Feb 02
TAAL Distributed Information Technologies Inc. Announces Appointment of David Allen, CPA, CA as Chief Financial Officer TAAL Distributed Information Technologies Inc. (‘TAAL’ or the ‘Company’) announced the appointment, effective February 1, 2021, of David Allen, CPA, CA as Chief Financial Officer. This appointment sees Mr. Allen transition from Senior Financial Consultant to the Company to Chief Financial Officer. David Allen is a senior finance executive and business leader with over 30 years of experience, including financial and operational leadership in Fortune 250 Canadian companies. His experience ranges from start-ups to public companies in a number of industries including the direct-to-consumer, manufacturing, alternative energy, shipping, real estate, and natural resources. Instrumental in financial management, operational controllership and business transformation, David was most recently the VP, Corporate Controller and VP, ERP Projects from 2014-2019 for the fast growing Canadian outerwear brand Canada Goose Inc., including through its transition to a publicly traded company with global revenues at the time in excess of $800 million. Announcement • Jan 16
Taal Distributed Information Technologies Inc. Announces Successful First Phase Deployment of Blockchain Computer Power At Alberta Facility Taal Distributed Information Technologies Inc. reported that it has begun blockchain infrastructure operations at its facility in Alberta, Canada, marking a significant step in bringing on power to support the future of Enterprise scale transaction processing. Is New 90 Day High Low • Jan 12
New 90-day high: CA$2.67 The company is up 50% from its price of CA$1.78 on 13 October 2020. The Canadian market is up 12% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Software industry, which is up 22% over the same period. Announcement • Dec 11
TAAL Distributed Information Technologies Inc. Announces Management Appointments TAAL Distributed Information Technologies Inc. approved the election of Deborah Rosati and Richard Baker to its Board and four new appointments to its senior management team in North America and Europ, at the Company's annual general and special meeting of shareholders. Deborah currently serves on Khiron Life Sciences Corp. as Lead Director and Audit Committee Chair. Previously, she served on the board of Lift & Co. as Vice Chair and Chair of the Audit Committee. Richard is the Chief Executive Officer of GeoSpock, a Data Analytics privately held software company based in Cambridge UK. Richard also serves as Chairman and Director of TAB.U.K. The company also appointed Lars Jörgensen as Chief Operating Officer, Cyrille Albrecht as Chief Technology Officer, Dean Rakic as Chief Scientist and David Allen as Senior Financial Consultant. Mr. Jorgensen is a highly qualified executive with experience in building, developing and managing high-performing teams, including in the fintech sector and the crypto/blockchain space. Based in Switzerland, Lars has taken on increasingly senior roles, designing and implementing business strategies, plans and procedures and including comprehensive goal setting for performance and organizational growth. As an expert in the definition of digital visions, strategies, and the implementation of transformation programs, Cyrille Albrecht has significant experience helping companies position themselves successfully in the digital space. With over 20 years in various IT sectors as line and program manager, in both a regional and increasingly global capacity, Cyrille possesses a keen understanding of the challenges inherent in any digital transformation. Dean Rakic has over 25 years experience in the software and design industry, much of which has been focused on life-cycle project management, including project initiation and handling and liaison/stakeholder management. Dean brings a detailed knowledge of IT and software architecture, project monitoring, with identification, analysis, measurement, and control of project risks, as well as regular impact analysis. David Allen is a senior finance executive and business leader with over 30 years of experience, including financial and operational leadership in Fortune 250 Canadian companies. David was most recently the VP, Corporate Controller and VP, ERP Projects from 2014-2019 for fast growing Canadian outerwear brand Canada Goose Inc., including through its transition to a publicly traded company with global revenues in excess of $800 million. Is New 90 Day High Low • Dec 04
New 90-day high: CA$2.10 The company is up 17% from its price of CA$1.80 on 04 September 2020. The Canadian market is up 7.0% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Software industry, which is up 11% over the same period. Reported Earnings • Dec 04
Third quarter 2020 earnings released: CA$0.25 loss per share The company reported a soft third quarter result with weaker revenues and control over expenses, though losses reduced. Third quarter 2020 results: Revenue: CA$245.6k (down 96% from 3Q 2019). Net loss: CA$5.93m (loss narrowed 42% from 3Q 2019). Over the last 3 years on average, earnings per share has fallen by 29% per year but the company’s share price has increased by 12% per year, which means it is well ahead of earnings. Reported Earnings • Dec 01
Third quarter 2020 earnings released: CA$0.25 loss per share The company reported a soft third quarter result with weaker revenues and control over expenses, though losses reduced. Third quarter 2020 results: Revenue: CA$245.6k (down 96% from 3Q 2019). Net loss: CA$5.93m (loss narrowed 42% from 3Q 2019). Over the last 3 years on average, earnings per share has fallen by 29% per year but the company’s share price has increased by 8% per year, which means it is well ahead of earnings. Announcement • Dec 01
Taal Distributed Information Technologies Inc. Announces Executive Changes Taal Distributed Information Technologies Inc. appointed Chris Naprawa as CFO following the departure of Satoshi Kitahama, who left the company as of November 24, 2020. Announcement • Nov 18
TAAL Announces Agreement to Establish North American Bitcoinsv Hosting Capacity to Support Large Scale Enterprise Clients Taal Distributed Information Technologies Inc. announced its Canadian operating subsidiary has entered into an agreement effective October 20, 2020 with a provider to host approximately 175 PH of custom modified blockchain computing power at the provider's facility in Alberta, Canada. Through this agreement, TAAL will establish trustworthy, North American capacity to power BitcoinSV (BSV) solutions for enterprise clients globally. The term of the agreement is two years with automatic yearly renewals thereafter. The agreement can be terminated by TAAL after eight months on 90 days notice. Fees under the agreement are based on the realized daily performance of the blockchain computing equipment rather than the actual power consumed. Is New 90 Day High Low • Nov 10
New 90-day low: CA$1.60 The company is down 11% from its price of CA$1.80 on 12 August 2020. The Canadian market is up 1.0% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Software industry, which is up 1.0% over the same period.