nDatalyze Corp. Enters MOU with PRISM Diversified Ltd.
Calgary, AB — February 18, 2026 — Leads & Copy —
nDatalyze Corp. (CSE: NDAT) announced today that it has entered a non-binding memorandum of understanding with PRISM Diversified Ltd., according to a press release issued February 18, 2026. The MOU is expected to lead to a definitive agreement on or before March 15, 2026, with the ultimate transaction constituting a change of business and reverse takeover. The Transaction will be subject to Canadian Securities Exchange and shareholder approval.
PRISM is described as an Alberta-based mine-to-metals producer that will leverage Alberta’s low-cost natural gas, carbon sequestration infrastructure, hydrogen expertise and industrial workforce to produce lower-emissions steel production and critical minerals.
According to the release, salient points of the MOU are:
Between the signing of a Definitive Agreement and August 15, 2026, the Company will conduct a $1,600,000 subscription receipt financing, at $0.10 per SR, with each SR exchangeable for one NDAT common share without additional payment, (the “Financing”) at closing of the Transaction. The Financing will be arranged by PRISM and/or its agents. As at February 18, 2026 the Financing has not been arranged and a subsequent news release will be made once it has been arranged.
The Definitive Agreement will provide for, at RTO Closing, all NDAT assets, tangible (with the exception of $50,000.00) and intangible (including IP, technology and databases), being spun out to the pre-MOU Company shareholders.
PRISM may elect to use their legal/accounting/third-party Trust professionals to handle RTO-related documentation or, if Company professionals are used, PRISM will pay the related RTO-related expenses via non-refundable deposits.
The Definitive Agreement will include a bilateral $50,000 “break fee” whereby the terminating party will be responsible for all costs incurred by the other party prior to the termination plus a $50,000 break fee.
Post-Financing, the Company shareholders that were shareholders as at February 17, 2026 will collectively own 10% of the resulting issuer.
Source: nDatalyze Corp.
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