Vancouver, British Columbia--(Newsfile Corp. - August 25, 2026) - Luka Capital Corp. (TSXV: LUKA.P) (the "Company"), a capital pool company, is pleased to announce that it has completed its initial public offering (the "Offering"). The Company issued an aggregate of 5,000,000 common shares in its authorized share structure ("Common Shares") to purchasers in British Columbia and Alberta at a purchase price of $0.10 per Common Share for gross proceeds to the Company of $500,000. Following the closing of the Offering, a total of 10,400,000 Common Shares are issued and outstanding, of which 5,637,900 are currently held in escrow pursuant to the policies of the TSX Venture Exchange (the "Exchange").

The Company is a capital pool company within the meaning of the policies of the Exchange. The Company has not commenced operations and has no assets other than cash. The net proceeds of the Offering, together with the proceeds from prior sales of Common Shares, will be used by the Company to identify and evaluate assets or businesses for acquisition with a view to completing a "Qualifying Transaction" under the Exchange's capital pool company program. Except as otherwise allowed under the policies of the Exchange, the Company will not carry on any other business.

Leede Financial Inc. ("Leede") acted as agent for the Offering. In connection with the Offering and pursuant to the Agency Agreement dated June 26, 2026 the Company granted to Leede, and its selling group, non-transferable warrants to acquire up to an aggregate of 500,000 Common Shares (the "Agent's Warrants"). The selling group members and the number of Agent's Warrants granted to each were Leede (363,750 Agent's Warrants), Ventum Financial Corp. (91,050 Agent's Warrants), Research Capital Corp. (40,000 Agent's Warrants) and RBC Dominion Securities Inc. (5,200 Agent's Warrants). Each Agent's Warrant is exercisable to acquire one Common Share at a price of $0.10 per Common Share for a period of five years from the date of issuance. In connection with the Offering, Leede also received a cash commission of $50,000, representing 10% of the ‎aggregate gross proceeds of the Offering, and a corporate finance fee in cash of $15,000. ‎

The current directors and officers of the Company are Neil Currie (Chief Executive Officer, Chief Financial Officer, Corporate Secretary and Director), Arlen Hansen (Director), and Ryan Iverson (Director).

The Common Shares were listed on the Exchange on August 25, 2026 and immediately halted pending closing of the Offering. The Common Shares are expected to commence trading on the Exchange on August 27, 2026 under the trading symbol "LUKA.P". The CUSIP/ISIN assigned to the Common Shares is 54985J104 / CA54985J1049.

Neil Currie (CEO, CFO, Corporate Secretary and Director) and Arlen Hansen (Director) (together, the "Insiders") subscribed in the Offering for 210,500 Shares and 27,400 Shares, respectively. The participation by the Insiders in the Offering was a related-party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on exemptions from the minority shareholder approval and formal valuation requirements applicable to related-party transactions under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as neither the fair market value of the shares purchased by the Insiders nor the consideration paid exceeds 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing of the Offering as the details of the Offering and the participation therein by the Insiders was not settled until recently and the Company wished to close on an expedited basis for sound business reasons.

For further information, please see the Company's prospectus dated June 26, 2026, available under the Company's profile on SEDAR+ at www.sedarplus.ca.

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

Forward-Looking Statements

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. "Forward-looking information" includes, but is not limited to, statements with respect to the anticipated date on which the Common Shares will commence trading on the Exchange; the Company's intended use of the net proceeds from the Offering and prior sales of Common Shares to identify and evaluate assets or businesses for acquisition; the Company's plans to complete a Qualifying Transaction under the Exchange's capital pool company program; and the expectation that the Company will not carry on any business other than as permitted under the policies of the Exchange.

Generally, but not always, forward-looking information and statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative connotation thereof.

Such forward-looking information and statements are based on numerous assumptions, including among others, that the Company will satisfy all remaining requirements of the Exchange; trading in the Common Shares will commence on the anticipated date; the Company will use the net proceeds from the Offering and prior sales of Common Shares substantially in accordance with its current plans to identify and evaluate assets or businesses for acquisition; the Company will be able to identify and complete a suitable Qualifying Transaction within the timeframes contemplated by the policies of the Exchange; and the Company will be able to obtain the personnel, services and approvals necessary to carry out its planned activities.

Although the assumptions made by the Company in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's plans or expectations include risks of the possibility that the commencement of trading may be delayed; the Company may not satisfy all remaining Exchange requirements within the anticipated timeframe; the Company may not be able to identify a suitable Qualifying Transaction or complete one on acceptable terms or at all; the Company may be required to modify its intended use of proceeds in response to changing circumstances; actual costs may exceed management's estimates; and adverse market or economic conditions may affect the Company's planned activities.

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/311433

Source: Luka Capital Corp.