GEEKCO ANNOUNCES CLOSING OF SECOND TRANCHE OF PRIVATE PLACEMENT

MONTRÉAL, Feb. 9, 2026 /CNW/ - Geekco Technologies Corporation (the "Corporation" or "Geekco") (TSXV: GKO) is pleased to announce that it has closed as of February 6, 2026 the second and final tranche of its non-brokered private placement (the "Private Placement"). Under the second tranche of Private Placement, the Corporation issued 18,400,000 units (the "Units" or each a "Unit") at a price of $0.05 per Unit for aggregate gross proceeds of $920,000. This second tranche brought the aggregate proceeds of the Private Placement to 1,420,000 $ (or 28,400,000 Units) when combined with the first out of a maximum of $1,500,000 (or 30,000,000 Units). Each Unit consists of one (1) Class A share of the share capital of the Corporation (each a "Common Share") and one (1) warrant (each a "Warrant"). Each Warrant entitles the holder to acquire one (1) additional Common Share at the revised price of $0.05 for a period of three (3) years from the date of issuance.

The Corporation intends to use the net proceeds from the Private Placement for its marketing campaign, the development and continuous improvement of its application and for general and working capital purposes.

Intermediaries can receive a cash commission of up to 7% of the aggregate gross proceeds of subscriptions for the Private Placement submitted by this intermediary; and a commission in the form of intermediary warrants for an equivalent number of up to 7% of the number of Units issued under the Private Placement from subscriptions submitted by this intermediary. Each intermediary warrant will have the same terms as the Warrants included in the Units. In connection with the second tranche of the Private Placement, an aggregate of $26,740 has been paid in cash and 534,800 of such intermediary warrants have been issued to an intermediary, dealing at arm's length with the Corporation.

All securities issued within the Private Placement are subject to a four-month and one-day resale restriction period from the closing date of the Private Placement. The Private Placement is subject to the final approval of the TSX Venture Exchange (the "TSXV") and any other applicable regulatory approvals.

Under the Private Placement, André Godin, Chairman of the Board of the Corporation, subscribed directly to 160,000 Units for gross proceeds of $8,000. His shareholding was reduced by approximately 0.2% to reach approximately 2.1% on an undiluted basis after closing of the Private Placement (and reduced by approximately 0.5% to reach approximately 4.5% on a partly diluted basis). Such transaction is a "related party transaction" as defined under Multilateral Instrument ("MI 61-101") and is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the Corporation's securities are listed on the TSXV and the fair market value of any security issued to, or the consideration paid, does not exceed 25% of the Corporation's market capitalization. The Corporation did not file a material change report pertaining to the insider's interest more than 21 days before the closing of the Private Placement, as the details of this insider's participation had not been confirmed at that time. The board members of the Corporation unanimously, but excluding André Godin, reviewed the state of the financial market and determined that the terms and conditions of the Private Placement, including the subscription of the related party, were fair and equitable and represented the best strategic financing option available. In addition, neither the Corporation nor the said related party has knowledge of any material information concerning the Corporation or its securities that have not been generally disclosed.

Next Shareholders Meeting

With the closing of the Private Placement, Geekco now anticipates holding its next annual shareholders meeting on or before May 6, 2026. The last annual shareholders meeting was held on September 30, 2022 and Geekco is thus non-compliant with Exchange Policy 3.2, section 4.1.

ABOUT GEEKCO

Geekco is positioned at the forefront of technological solutions that are evolving the new way of doing marketing while stimulating and energizing the economy of each city and each neighborhood by making consumers and shops interact like never before. Its Tell Me application allows users to discover businesses around them in real time using the interactive map, access exclusive rewards and even find a job. Shops thus increase their traffic and their visibility while recruiting their future employees. All this in the same app.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE Geekco Technologies inc

View original content to download multimedia: http://www.newswire.ca/en/releases/archive/February2026/09/c0973.html