Geekco closes $500,000 first tranche of placement

Executive Summary

• Geekco Technologies Corp. has closed the first tranche of a non-brokered private placement, raising $500,000 in gross proceeds.
• The company issued 10 million units at $0.05 per unit, with each unit comprising one Class A share and one warrant exercisable at $0.05 for three years.
• Proceeds are designated for marketing campaigns, application development, and general working capital, with a total offering size capped at $1 million (20 million units).

Key Details

• Transaction Structure: Non-brokered private placement; first tranche closed.
• Units Issued: 10,000,000 units.
• Price Per Unit: $0.05.
• Gross Proceeds: $500,000.
• Maximum Offering Size: $1,000,000 (representing 20,000,000 units total).
• Warrant Terms: Each unit includes one warrant; each warrant entitles the holder to acquire one additional common share at a revised exercise price of $0.05.
• Warrant Expiration: Three years from the date of issuance.
• Use of Proceeds: Marketing campaign, development and continuous improvement of the "Tell Me" application, and general and working capital purposes.
• Intermediary Compensation:
  • Cash commission: Up to 7% of aggregate gross proceeds.
  • Warrant commission: Up to 7% of the number of units issued.
  • Specifics for this tranche: $27,125 paid in cash and 542,500 intermediary warrants issued to arm's length intermediaries.
• Resale Restriction: Four months and one day from the closing date.
• Regulatory Status: Subject to final approval of the TSX Venture Exchange and other applicable regulatory approvals.
• Related Party Transaction:
  • Andre Godin (Chairman of the Board) subscribed to 150,000 units for $7,500.
  • Post-closing shareholding: Approximately 2.4% on an undiluted basis and 5.0% on a partly diluted basis.
  • Exempt from MI 61-101 formal valuation and minority shareholder approval requirements due to TSX-V listing and fair market value not exceeding 25% of market capitalization.
  • Board review: Unanimously approved by board members excluding Mr. Godin, determining terms were fair and equitable.

Notable Quotes

• None provided in the text.