LEGAL PROCEEDINGS
−Removed: We are not party to any material legal matters.
−Removed: In the future, we may become party to other legal matters and claims arising in the ordinary course of business.
−Removed: We cannot predict the outcome of any such legal matters or claims, and despite the potential outcomes, the existence thereof may have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.
−Removed: There was a claim made by a third party entity regarding Mr.
−Removed: Brehm and Node Nexus Network.
−Removed: The Company believes there is no basis for this claim and that the Company has no legal exposure on this claim and has been provided with an indemnity by Mr.
−Removed: Brehm for the same.
+Added: From time to time, the Company and its subsidiaries may become involved in various lawsuits and legal proceedings arising in the ordinary course of business.
+Added: Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm the Company's business.
+Added: Telvantis Voice Services Inc.
+Added: f/k/a Mexedia Inc.
+Added: (Broward County, Florida;
+Added: Cace-25-017748).
+Added: On January 1, 2023, Telvantis Voice Services Inc.
+Added: ("Telvantis"), now a wholly owned subsidiary of the Company, entered into a stock purchase agreement with Tellza, Inc.
+Added: to acquire Tellza's ownership interest in Phonetime, Inc.
+Added: and Matchcom Telecommunications, Inc.
+Added: as part of a $3,000,000 purchase price.
+Added: Telvantis was required to pay $250,000 on January 1, 2024 and did not make this payment.
+Added: Tellza filed suit to recover the $250,000.
+Added: Telvantis filed a motion to dismiss, and the parties subsequently entered into an Agreed Order.
+Added: Based on the facts as presently known, the Company is unable to determine the likelihood of an unfavorable outcome;
+Added: however, a loss contingency in the range of zero to $250,000 is reasonably possible.
+Added: No accrual has been recorded as of December 31, 2025 as the loss is not considered probable.
+Added: The Company acquired Telvantis effective December 31, 2025.
+Added: 42 Telecom Ltd.
+Added: Symplify Technologies AB (Malta;
+Added: 42 Telecom Limited ("FortyTwo"), a wholly owned subsidiary of the Company, instituted legal proceedings in the Civil Court, First Hall, of the Republic of Malta against Symplify Technologies AB, a Swedish corporation, for recovery of €443,118.70 (approximately $478,000) in unpaid invoices for telecommunications services.
+Added: The case was filed September 15, 2025.
+Added: Subsequent to year-end, on March 26, 2026, the Court entered judgment in favor of FortyTwo for the full amount of €443,118.70 plus legal interest and costs.
+Added: The defendant did not appear or contest the proceedings.
+Added: The judgment is now subject to collection.
+Added: The Company has not recorded a receivable for the judgment amount as collectability has not yet been assessed.
+Added: Arcus Technologies Ltd.
+Added: Arcus Technologies Limited, an indirect subsidiary of the Company, entered into a settlement agreement with a customer relating to outstanding debt, with monthly payments.
+Added: The matter has been resolved by agreement.
+Added: There was also a claim made by a third-party entity regarding former Chairman Sean Michael Brehm and Node Nexus Network.
+Added: The Company believes there is no basis for this claim and that the Company has no legal exposure on this claim because an indemnity has been provided by Mr.
MINE SAFETY DISCLOSURES
+Added: Not applicable.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.