Toronto, Ontario--(Newsfile Corp. - May 22, 2026) - The FUTR Corporation (TSXV: FTRC) (OTCQB: FTRCF) (FSE: QA20), creator of the FUTR Agent App which enables users to store, manage, access, and monetize their personal information and make intelligent payments (the "Company"), is pleased to announce it is completing a $4.75 million non-brokered private placement consisting of 23,750,000 Units at $0.20 per Unit. The Company has received firm commitments for the entire amount, with final closing expected on or about Monday, May 25, 2026.
Each Unit is priced at $0.20 per Unit and consists of one common share and one full warrant. Each Warrant is exercisable to acquire one Common Share at a price of $0.50 until May 30, 2028, unless the stock trades at $1.25 per share on a VWAP basis over a 10-day period at which point the Board may determine to accelerate the expiration date of the Warrants to 30 days following a press release announcing such.
Net proceeds of the offering will be used for general working capital and growth initiatives, including potential acquisitions.
The Units were offered by way of private placement pursuant to exemptions from prospectus requirements under applicable securities laws. All securities issued are subject to a four-month hold period in accordance with applicable securities laws and the policies of the TSX Venture Exchange. The Offering is subject to TSX Venture Exchange acceptance of regulatory filings.
The Company paid to eligible persons a cash finder's fee of $206,885 and finder's warrants of 1,034,425 equal to 7% of certain eligible Units sold under the Offering. Each Finder Warrant is exercisable to acquire one Unit of the Company at an exercise price of $0.20 per Unit, subject to an acceleration provision.
Insiders of the Company, Chairperson G. Scott Paterson, CEO Alex McDougall and COO Jay Graver have purchased, directly or indirectly, Units in the aggregate principal amount of $568,000 pursuant to the Offering, as a result of which the Offering is a "related party transaction" under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61- 101"). The Company is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to the exemptions contained in Sections 5.5(b) and 5.7(1)(a) of MI 61-101 on the basis that the Company is listed on the Toronto Venture Stock Exchange and neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the Offering, insofar as it involves the related parties, exceeded 25% of the Company's market capitalization (as determined under MI 61-101).
The Company is also pleased to announce that it has retained Montreal based DK Capital Partners to provide investor relations services. DK Capital Partners will assist in engaging with current and potential investors of FUTR and will work closely with the Company to develop and deploy a comprehensive capital markets strategy. The IR Services commenced on May 21, 2026, for an initial term of 1 year. Pursuant to the agreement, DK Capital Partners will be paid a fee of $10,000 CAD plus applicable taxes at the execution of the agreement, with discretionary milestone bonuses of up to $15,000 CAD (interim milestone) and $26,500 CAD (accelerated completion), in each case plus applicable taxes, as consideration for the provision of the IR Services as well as a grant of 75,000 options with an exercise price of $0.25, vesting ¼ every 3 months over a period of one year, subject to TSXV approval. The Company and DK Capital Partners act at arm's length and DK Capital Partners does not currently own any securities of FUTR, however, DK Capital Partners and its clients may acquire a direct interest in the securities of the Company. The engagement of DK Capital Partners remains subject to the approval of the TSX Venture Exchange.
The Company also announces today that it has granted incentive stock options to a consultant of the Company. An aggregate of 450,000 options were issued. The Options were granted at an exercise price of $0.22 and vest at a rate of 1/6 per month and expire April 1, 2028. All Options and RSUs were granted pursuant to the Company's Omnibus Equity Incentive Plan.
About The FUTR Corporation
The FUTR Corporation (TSXV: FTRC) (OTCQB: FTRCF) (FSE: QA20), creator of the FUTR Agent App which enables users to store, manage, access, and monetize their personal information and make intelligent payments. The FUTR Agent App operates a three-sided ecosystem connecting consumers, enterprises, and brands through a token-based data economy. Consumers earn FUTR Tokens for sharing verified personal data, while enterprises and brands gain access to high-quality, consent-driven insights to improve personalization and reduce customer acquisition costs.
www.thefutrcorp.com
Forward-Looking Statements
This news release may contain forward-looking statements (within the meaning of applicable securities laws) which reflect the Company's current expectations regarding future events. Forward-looking statements are identified by words such as "believe", "anticipate", "project", "expect", "intend", "plan", "will", "may", "estimate" and other similar expressions. These statements are based on the Company's expectations, estimates, forecasts, and projections and include, without limitation, statements regarding the future success of the Company's business. The forward-looking statements in this news release are based on certain assumptions. The forward-looking statements are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, the Company assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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