Tego Cyber, Inc. Files Annual Report on Form 10-K

TL;DR

<b>Tego Cyber, Inc. has filed its 2023 Form 10-K, reporting $100M in assets and $47.3M in net income.</b>

AI Summary

Tego Cyber, Inc. (TGCB) filed a Annual Report (10-K) with the SEC on January 17, 2024. Tego Cyber, Inc. filed its annual report on Form 10-K for the fiscal year ending June 30, 2023. The company reported total assets of $100,000,000 and total debt of $25,508,044 for the fiscal year. Net income for the period was $47,343,282. The filing includes details on various subsequent events and warrant issuances throughout 2022 and 2023. The company's principal business address is in Las Vegas, Nevada.

Why It Matters

For investors and stakeholders tracking Tego Cyber, Inc., this filing contains several important signals. The 10-K filing provides a comprehensive overview of Tego Cyber's financial performance and position for the fiscal year ended June 30, 2023, including key financial metrics and disclosures. Disclosures regarding subsequent events and warrant activity offer insights into the company's recent corporate actions and potential future equity dilution.

Risk Assessment

Risk Level: — Tego Cyber, Inc. shows moderate risk based on this filing. The company's financial health and future prospects are subject to the risks inherent in the technology sector, as detailed in the full 10-K filing.

Analyst Insight

Review the full 10-K filing for detailed financial statements, risk factors, and management's discussion and analysis to understand Tego Cyber's operational performance and strategic outlook.

Financial Highlights

total Assets

100000000

total Debt

25508044

net Income

47343282

Key Numbers

• 100000000 — Total Assets (Fiscal year 2023)
• 25508044 — Total Debt (Fiscal year 2023)
• 47343282 — Net Income (Fiscal year 2023)
• 0630 — Fiscal Year End (Company fiscal year end)

Key Players & Entities

• Tego Cyber, Inc. (company) — Filer name
• 855-939-0100 (other) — Business phone number
• Las Vegas (location) — Business address city
• NV (location) — Business address state
• 0630 (date) — Fiscal year end
• 2023-06-30 (date) — Fiscal year end
• 2024-01-17 (date) — Filing date

Forward-Looking Statements

• The exercise of the recently issued warrants will lead to significant share dilution. (Tego Cyber, Inc.) — high confidence, target: 2025-06-30

FAQ

Industry Context

Tego Cyber operates in the computer programming and data processing services industry.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934.

What Investors Should Do

1. Analyze the detailed financial statements for revenue, expenses, and profitability.
2. Examine the risk factors section for potential business and financial challenges.
3. Review the management's discussion and analysis for strategic insights and future outlook.

Key Dates

• 2023-06-30: Fiscal Year End — Reporting period for the 10-K
• 2024-01-17: Filing Date — Date the 10-K was submitted to the SEC

Year-Over-Year Comparison

This is the annual report (10-K) for the fiscal year ending June 30, 2023, providing a comprehensive update compared to previous filings.

Key Financial Figures

• $0.001 — g) of the Act: Common Stock, par value $0.001 (Title of class) Indicate by check m
• $5 — f such malicious attacks will rise to US$5 trillion by 2024. To successfully defen
• $173 billion — nd Annual Growth Rate (CAGR) of 8% from $173 billion in 2020 to $270 billion by 2026 (Gartne
• $270 billion — AGR) of 8% from $173 billion in 2020 to $270 billion by 2026 (Gartner). The cyber threat int
• $5.3 billion — is estimated to be currently valued at $5.3 billion in 2018 and is projected to grow at a C
• $12.9 billion — ted to grow at a CAGR of 19.7% to reach $12.9 billion by 2023, twice the projected growth rat
• $54,000 — ay a non-refundable subscription fee of $54,000 - $75,000 per annum per license for the
• $75,000 — efundable subscription fee of $54,000 - $75,000 per annum per license for the threat de
• $500 — ense for the threat detection engine or $500 - $1500 per month for the threat intell
• $1500 — r the threat detection engine or $500 - $1500 per month for the threat intelligence f
• $2,500 — basis and typically generates a fee of $2,500 per report. Competition We compete
• $50 million — of securities in amounts not exceeding $50 million; and Exemption from registration by a
• $1,000,000 — offers and sales of securities of up to $1,000,000 that comply with rules to be adopted by
• $1 billion — r 8, 2011 and the company had less than $1 billion of total annual gross revenues during i
• $75 million — is one with a public float of less than $75 million as of the last day of its most recently

Filing Documents

• tgcb_10k.htm (10-K) — 1114KB
• tgcb_ex311.htm (EX-31.1) — 13KB
• tgcb_ex312.htm (EX-31.2) — 13KB
• tgcb_ex321.htm (EX-32.1) — 4KB
• tgcb_ex322.htm (EX-32.2) — 4KB
• tgcb_10kimg1.jpg (GRAPHIC) — 6KB
• 0001654954-24-000687.txt (&nbsp;) — 5013KB
• tgcb-20230630.xsd (EX-101.SCH) — 63KB
• tgcb-20230630_lab.xml (EX-101.LAB) — 289KB
• tgcb-20230630_cal.xml (EX-101.CAL) — 37KB
• tgcb-20230630_pre.xml (EX-101.PRE) — 229KB
• tgcb-20230630_def.xml (EX-101.DEF) — 118KB
• tgcb_10k_htm.xml (XML) — 687KB

Business

Business 3 Item 1A.

Risk Factors

Risk Factors 8 Item 1B. Unresolved Staff Comments 8 Item 2.

Properties

Properties 8 Item 3.

Legal Proceedings

Legal Proceedings 8 Item 4. Mine Safety Disclosures 8 Part II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 9 Item 6. [Reserved] 14 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 14 Item 7.A Quantitative and Qualitative Disclosure About Market Risk 18 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 18 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures 45 Item 9.A

Controls and Procedures

Controls and Procedures 45 Item 9.B Other Information 46 Item 9.C Disclosure Regarding Foreign Jurisdiction that Prevent Inspection 46 Part III Item 10. Directors, Executive Officers and Corporate Governance 47 Item 11.

Executive Compensation

Executive Compensation 52 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 54 Item 13. Certain Relationships and Related Transactions, and Director Independence 56 Item 14. Principle Accountant Fees and Services 57 Part IV Item 15. Exhibits and Financial Statements 58 Item 16. Form 10-K Summary 59

Signatures

Signatures 60 2 Table of Contents PART I

Business

Item 1. Business The Company Overview Tego Cyber Inc. (the "Company" or "We" or "Our") is a Nevada based publicly traded cybersecurity company. It was created to mitigate the disparity in the rapidly evolving cyber threat hunting, correlation, and threat intelligence market. The company is focused on developing solutions for threat intelligence and autonomous threat hunting/correlation. Tego's curated threat intelligence feed not only contains a comprehensive list of indicators of compromise, but also provides additional context including specific details needed to counteract threats so that security teams can spend less time searching for disjointed indicators of compromise. Tego's threat correlation engine integrates with top security and datalake platforms to proactively identify threats. The Tego threat correlation engine allows security teams to find threats faster using curated data feeds, powerful and low latency searches across large disparate data sets, and user-friendly visualizations that help reduce the time to detection and response. Corporate History and General Information about the Company Tego Cyber Inc. is an early-stage company which was incorporated in the State of Nevada on September 6, 2019. Our year end is June 30. We are a development stage enterprise. We are engaged in the business of the development and commercialization of innovative cybersecurity applications that help enterprises reduce risk, remediate cyber-attacks, and protect intellectual property and data. Our principal office is located at 8565 South Eastern Avenue, Suite 150, Las Vegas, Nevada, 89123. Our telephone number is (855) 939-0100 and our general e-mail contact is info@tegocyber.com. Our website can be viewed at www.tegocyber.com. We have not filed for bankruptcy, receivership or any similar proceedings nor is in the process of filing for bankruptcy, receivership or any similar proceedings. Business and Market Summary The cybersecurity industry has emerged as a

Legal Proceedings

Legal Proceedings We know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our directors, officers or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest. 6 Table of Contents Jumpstart Our Business Startups Act In April 2012, the Jumpstart Our Business Startups Act ("JOBS Act") was enacted into law. The JOBS Act provides, among other things: Exemptions for emerging growth companies from certain financial disclosure and governance requirements for up to five years and provides a new form of financing to small companies; Amendments to certain provisions of the federal securities laws to simplify the sale of securities and increase the threshold number of record holders required to trigger the reporting requirements of the Securities Exchange Act of 1934; Relaxation of the general solicitation and general advertising prohibition for Rule 506 offerings; Adoption of a new exemption for public offerings of securities in amounts not exceeding $50 million; and Exemption from registration by a non-reporting company of offers and sales of securities of up to $1,000,000 that comply with rules to be adopted by the SEC pursuant to Section 4(6) of the Securities Act and exemption of such sales from state law registration, documentation or offering requirements. In general, under the JOBS Act, a company is an emerging growth company if its initial public offering ("IPO") of common equity securities was effected after December 8, 2011 and the company had less than $1 billion of total annual gross revenues during its last completed fiscal year. A company will no longer qualify as an emerging growth company after the earliest of: (i) the completion of the fiscal year in which the company has total annual gross revenues of $1 billion or more, (ii) the co

selected financial data required for only the fiscal years that were audited;

selected financial data required for only the fiscal years that were audited; (iii)

executive compensation only needs to be presented in the limited format now required for smaller reporting companies

executive compensation only needs to be presented in the limited format now required for smaller reporting companies. (A smaller reporting company is one with a public float of less than $75 million as of the last day of its most recently completed second fiscal quarter). However, the requirements for financial disclosure provided by Regulation S-K promulgated by the Rules and Regulations of the SEC already provide certain of these exemptions for smaller reporting companies. The Company is a smaller reporting company. Currently a smaller reporting company is not required to file as part of its registration statement selected financial data and only needs audited financial statements for its two most current fiscal years and no tabular disclosure of contractual obligations. The JOBS Act also exempts the Company's independent registered public accounting firm from complying with any rules adopted by the Public Company Accounting Oversight Board ("PCAOB") after the date of the JOBS Act's enactment, except as otherwise required by SEC rule. The JOBS Act also exempts an emerging growth company from any requirement adopted by the PCAOB for mandatory rotation of the Company's accounting firm or for a supplemental auditor report about the audit. 7 Table of Contents Internal Control Attestation. The JOBS Act also provides an exemption from the requirement of the Company's independent registered public accounting firm to file a report on the Company's internal control over financial reporting, although management of the Company is still required to file its report on the adequacy of the Company's internal control over financial reporting. Section 102(a) of the JOBS Act exempts emerging growth companies from the requirements in 14A(e) of the Securities Exchange Act of 1934 for companies with a class of securities registered under the 1934 Act to hold shareholder votes for executive compensation and golden parachutes. Other Items of the JOBS Act. The JOBS Act also pr

A Risk Factors

Item 1.A Risk Factors We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

B Unresolved Staff Comments

Item 1.B Unresolved Staff Comments None.

Properties

Item 2. Properties Our executive offices are located at 8565 South Eastern Avenue, Suite 150 Las Vegas, Nevada 89123. This

View Full Filing

View this 10-K filing on SEC EDGAR