GEEKCO ANNOUNCES CLOSING OF SECOND TRANCHE OF PRIVATE PLACEMENT

Executive Summary

• Geekco Technologies Corp. closed the second and final tranche of its non‑brokered private placement, issuing 18.4 million units at $0.05 each for gross proceeds of $920,000.
• The total proceeds from both tranches now equal $1.42 million (28.4 million units), short of the $1.5 million maximum but sufficient to fund marketing, product development and working capital.
• Chairman André Godin subscribed 160,000 units ($8,000), reducing his undiluted stake to ~2.1%; the transaction is a related‑party exemption under MI 61‑101.

Key Details

• Units Issued (Tranche 2): 18,400,000 units @ $0.05 per unit → Gross proceeds: $920,000.
• Aggregate Private Placement Proceeds: $1,420,000 for 28,400,000 units (out of a $1,500,000 cap).
• Unit Composition: 1 Class A common share + 1 warrant (exercise price $0.05, three‑year term).
• Use of Net Proceeds: Marketing campaign, development & continuous improvement of the “Tell Me” application, and general/working capital.
• Intermediary Compensation: Up to 7% cash commission ($26,740 paid) plus up to 7% of units issued as intermediary warrants (534,800 warrants).
• Resale Restriction: Four‑month + one‑day lock‑up period from closing date.
• Related‑Party Subscription: Chairman André Godin purchased 160,000 units for $8,000; his ownership fell to ~2.1% undiluted (≈4.5% partly diluted). Transaction exempt under MI 61‑101.
• Regulatory Conditions: Subject to final TSX Venture Exchange approval and other applicable regulatory approvals.
• Shareholders Meeting Timing: Closing of the placement enables Geekco to schedule its next annual shareholders meeting on or before May 6, 2026 (previous meeting was 30 Sept 2022; company currently non‑compliant with Exchange Policy 3.2, sec 4.1).

Notable Quotes

• “The net proceeds will accelerate our marketing initiatives and enhance the continuous improvement of our application, positioning Geekco for sustained growth.” – Mario Beaulieu, CEO.