19:50:43 EDT Wed 09 Sep 2026
Enter Symbol
or Name
USA
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Icarus Capital Corp
Symbol ICRS
Shares Issued 8,577,827
Close 2026-09-04 C$ 0.03
Market Cap C$ 257,335
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Icarus Capital settles debt, closes private placement

2026-09-09 17:52 ET - News Release

Subject: Icarus Capital Corp. - Press Release Word Document

File: '\\swfile\EmailIn\20260909 144059 Attachment Icarus Press Release Private Placement and Debt Settlement Completion September 2026.docx'

Icarus Capital Debt Settlement - Private Placement

FOR IMMEDIATE RELEASE

Vancouver, BC - September 10, 2026 - Icarus Capital Corp. (TSX-V: ICRS) ("Icarus" or the "Company") has received regulatory approval to complete the debt settlement announced on April 20, 2026 and the private placement announced on August 21, 2026.

Debt Settlement

The Company has settled with a single arm's-length creditor for $103,930 which will result in the issuance of 415,722 common shares at a deemed value of at $0.25. The shares will be subject to a hold-period of four months and one day from the date of issuance.

In addition, during the debt settlement process, the subject creditor agreed to forgive $22,500 in debt and a further $22,500 in debt was concurrently forgiven by the CEO, for a net benefit of $45,000 to the Company.

Private Placement

The Company has also closed a non-brokered private placement for gross proceeds of $170,000.

The financing consists of 3,400,000 units at a price of $0.05 per unit. Each unit consists of one common share and one common share purchase warrant. Each warrant will entitle the holder to acquire one additional common share of the Company at an exercise price of $0.10 for a period of 24 months from the date of issuance. The securities issued will be subject to a hold-period of four months and one day from the date of issuance. A fee of $2,250.00 was paid to Leede Financial Inc.

The proceeds will be used for general working capital.

Insider Participation

Insiders of the Company subscribed for $10,000 of the offering. This constitutes a "related party transaction" within the meaning of TSXV Policy 5.9 (Related Party Transactions) (by the adoption of Multilateral Instrument 61 101 - Protection of Minority Security Holders in Special Transactions) ("MI 61 101").

This is exempt from the formal valuation and minority shareholder approval requirements of MI 61 101 since the fair market value of the securities to be issued to insiders, and the consideration paid by such insiders, will not exceed 25% of the Company's market capitalization.

About Icarus Capital Corp:

Based in Surrey, BC, Canada, Icarus Capital Corporation specializes in live and digital entertainment, primarily focused on stand-up comedy. The Company is publicly traded on the TSX Venture Exchange (TSX-V) under the ticker symbol "ICRS". Its current assets include the Yuk Yuk's Calgary Comedy Club, Yuk Yuk's Surrey Comedy Club, Yuk Yuk's Media, and Yuk Yuk's Western Canadian Events. More details can be found at www.icaruscapital.ca.

FURTHER INFORMATION

The TSX Venture Exchange Inc. has neither approved nor disapproved the contents of this press release.

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.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to: the terms and conditions of the transactions; the business plans of Icarus; use of funds; and the business and operations of the Issuer. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; delay and failure to receive applicable Board, shareholder or regulatory approvals. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. These forward-looking statements are made as of the date hereof and Icarus disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by applicable securities laws.

For further information regarding the above, please contact:

Eric Lapointe, Chief Executive Officer, Icarus Capital Corp.

Email: eric@yukyuksmedia.com

Telephone: +1-604-600-2490

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWS WIRES

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