Genius Group Announces $1.2 Billion Capital Plan to Fund AI Treasury and Bitcoin Treasury
Rhea-AI Summary
Genius Group (NYSE American: GNS) announced a five‑year capital plan using its $1.2 billion shelf registration to issue a publicly registered Perpetual Preferred Security (PPS) to fund a dual treasury targeting $800 million in AI assets and $827 million in Bitcoin, with a goal of $2 billion in total assets by FY2031.
The initial PPS offering is targeted at $12.5 million, expected to be non‑convertible with a variable monthly dividend, and proceeds allocated to the AI Treasury, Bitcoin Treasury and about eighteen months of preferred dividend reserves. According to Genius Group, the PPS is intended to maximize Net Asset Value per Ordinary Share (NAVPS) with no dilution to ordinary shareholders.
The company reports $106.6 million in net assets and NAVPS of $0.62, a 57% year‑on‑year increase, versus a share price of $0.18 and a price‑to‑book ratio of 0.29x compared with a 2.60x sector average. Its AI Treasury has seen significant repricing of look‑through holdings such as SpaceX (up 49% from acquisition pricing), Anthropic (up 154%), Anduril (up 100%) and Databricks (up 206%) since May 2026. Shareholders recently authorized preferred share issuance and a buyback of up to 20% of ordinary shares, supporting the NAVPS‑focused capital strategy.
Positive
- $1.2 billion shelf registration available to support dual treasury funding
- Five‑year plan targeting $800 million AI and $827 million Bitcoin treasuries by FY2031
- Planned PPS structure aims for no dilution to ordinary shareholders
- Initial PPS raise targeted at $12.5 million with proceeds split across AI, Bitcoin and reserves
- Net assets of $106.6 million and NAVPS $0.62, up 57% year‑on‑year
- Key AI Treasury look‑through holdings re‑priced 49% to 206% higher since launch
- Shareholders approved preferred share issuance with 97.58% support and up to 20% buyback with 99.54% support
Negative
- Shares trade at $0.18, about 0.29x book value versus 2.60x sector average
- PPS terms such as final dividend rate, size, timing and listing remain undetermined and subject to approvals and market conditions
- Bitcoin Treasury currently holds no active positions, with purchases only planned to recommence in Q4 2026
News Explained
The disclosure remains a plan, not a completed financing: the
Market reaction after perpetual preferred offering: GNS +12.93%
Following this news, GNS has gained 12.93%, reflecting a significant positive market reaction. Our momentum scanner has triggered 23 alerts so far, indicating elevated trading interest and price volatility. The stock is currently trading at $0.19. Trading volume is exceptionally heavy at 6.8x the average, suggesting very strong buying interest.
Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.
Key Figures
Previous Crypto,AI Reports
| Date | Event | Sentiment | 24h Move | Catalyst |
|---|---|---|---|---|
| May 12 | digital banking initiative | Positive | +3.7% | Outlined Jewel Bank stake, stablecoin plans, revenue growth and positive adjusted EBITDA. |
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
The one tag-specific prior event was followed by a 3.68% 24-hour increase, providing a single positive comparator.
Key Terms
perpetual preferred security financial
shelf registration regulatory
AI-generated analysis. How Rhea-AI works. Not financial advice.
Capital plan is designed to maximize Net Asset Value per Ordinary Share (NAVPS) and minimize dilution to ordinary shareholders by utilizing perpetual preferred capital, a funding method adopted by treasury companies with over
Five-year capital plan designed to fund board-approved targets of
Capital plan follows significant re-pricing within Company’s AI Treasury. Look-through investments within the Company's AI Treasury including Anthropic, Anduril and Databricks have re-priced
SpaceX, the largest weighting within the Company's AI Treasury, representing
SINGAPORE, Aug. 27, 2026 (GLOBE NEWSWIRE) -- Genius Group Limited (NYSE American: GNS) ("Genius Group", "GNS" or the "Company"), a leading AI-powered education group, today announced a capital plan to fund its board-approved dual treasury targeting
The Company intends to leverage its
The Company's ambition for its PPS is to provide yield-focused investors with an attractive risk-adjusted income opportunity to participate in the dual future growth of AI equities and Bitcoin, underpinned by the Company's profitable operations educating and upskilling students to prepare them for the future.
The Company targets to raise an initial
The Company has commenced discussions with investment banks experienced in preferred securities and digital asset treasury financing, and final details and timing are subject to confirmation.
Roger James Hamilton, CEO of Genius Group, said “Genius Group currently trades at a price-to-book ratio of 0.29x. This is about a tenth of the education sector average of 2.60x. Our net asset value per share is
“Every dollar of preferred capital deployed into our Bitcoin and AI Treasury that generates returns above the preferred dividend rate flows directly to our ordinary shareholders’ net asset value. With
Perpetual Preferred Stock: A Proven Capital Instrument
Perpetual preferred securities have emerged as the primary non-dilutive funding instrument for treasury companies since Strategy pioneered the approach with its STRK offering in January 2025. Strategy has since issued four series of perpetual preferred stock raising over
Given Genius Group's focus on maximising NAVPS, perpetual preferred securities are the natural choice. Strategy has shifted its primary capital-raising method from common equity ATM issuance to perpetual preferred stock, refraining from common share issuance via its ATM in recent periods and instead funding Bitcoin purchases exclusively through preferred programs[3]. This reflects a broader recognition that perpetual preferred capital, which carries no maturity date, no repayment obligation and no dilution to ordinary shareholders, is the optimal instrument for funding treasury assets. The Company intends to follow this approach, using preferred capital as the primary funding mechanism for the Genius Treasury and minimizing the use of its existing ordinary equity ATM.
The instrument has also proven successful for companies of comparable size to Genius Group, with various small-cap companies successfully executing IPOs of preferred stock, demonstrating established market demand for preferred securities from smaller issuers.
AI Powered Treasury Model Maximizing NAV Per Share
The Company recently launched its Genius OS product suite of AI agents, with a Genius OS suite for investors, extending AI-powered portfolio management tools for its Company's Property Investor Network to AI agent teams across property, equities, commodities and digital assets with specialists in market trends, deal sourcing, matchmaking, risk analysis, portfolio optimization, funding access, investor marketplace and legals internationally.
The Company has utilized its own Genius OS to model its funding and growth of its AI Treasury and Bitcoin Treasury, with bear, base and bull case scenarios derived from the full range of current published analyst forecasts. Based on the Company’s models, the Company has set a five year ambition to increase its NAVPS from its current
The Company currently reports net assets of
The Company’s shareholders voted overwhelmingly at the Company’s AGM in July 2026 to give the Board authority to issue preferred shares (
Current Dual Treasury Performance
The Genius Dual Treasury comprises two complementary pillars, both approved by the Board and previously announced:
Pillar 1: Genius Bitcoin Treasury: Adopted November 2024. The Company previously exited its Bitcoin positions and committed to recommencing Bitcoin purchases in Q4 2026, coinciding with the historic four-year halving cycle low, with anticipated uptrend through to 2029.
Pillar 2: Genius AI Treasury (AGI Infinity Portfolio): Authorised May 2026. The Company made its first investment in its AI Treasury with Pre-IPO exposure to SpaceX, Anthropic, OpenAI and other Frontier AI companies on June 2, 2026, and published its AI Treasury White Paper on June 5, 2026. Since then, a number of notable re-ratings have occurred in its portfolio:
- SpaceX and xAI: Combined valuation of
$1.25 trillion rose to$1.86 trillion following SpaceX’s public listing, an increase of49% . - Anthropic: Re-rated from
$380 billion (February 2026) to$965 billion (May 2026) based on its latest funding round, an increase of154% . - Anduril: Re-rated from
$30.5 billion (June 2025) to$61 billion (May 2026) based on its latest funding round, an increase of100% . - Databricks: Re-rated from
$62 billion (December 2024) to$190 billion (August 2026) based on its latest funding round, an increase of206% .
The Company believes that this is the opportune time to execute its capital plan and build its treasury. Worldwide AI spending is forecast to reach
Full details of the Company’s AI Treasury White Paper can be downloaded here.
This press release does not constitute an offer to sell, or a solicitation to purchase any securities and any registration or qualification will be offered under the securities laws of any state or jurisdiction in which an offer is made. The final structure, dividend rate, issue price, size, timing and exchange listing of any preferred securities will be determined following those discussions and will remain subject to Board approval, applicable securities laws, regulatory requirements and market conditions. Any offer to purchase securities, if commenced, will be made only pursuant to separate offering materials filed or furnished with the Securities and Exchange Commission or otherwise made available to investors as required by applicable law.
Sources
[1] Strategy Inc preferred stock capital raises. Strategy 8-K filings, SEC EDGAR. https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001050446&type=8-K
[2] "Preferred Stock Is Becoming Bitcoin Treasury Firms' Financing Tool Of Choice", Bitcoin Magazine, 2026. https://bitcoinmagazine.com/news/preferred-stock-is-becoming-bitcoin
[3] "Strategy Shifts Capital Raise to Preferred Stocks as Common Share Issuance Loses Allure", Yahoo Finance, 2026. https://finance.yahoo.com/news/strategy-shifts-capital-raise-preferred-092326466.html
[4] CoinDesk, "Bitcoin May Bottom in October if Historical Reward-Halving Cycle Holds." May 19, 2026. https://www.coindesk.com/daybook-us/2026/05/19/bitcoin-may-bottom-in-october-if-historical-reward-halving-cycle-holds
[5] "Gartner Forecasts Worldwide AI Spending to Reach
[6] "Global AI Investment Forecast to Exceed
About Genius Group
Genius Group (NYSE American: GNS) is a global education group delivering AI-powered education and acceleration solutions for the future of work. Genius Group serves over 6 million users in more than 100 countries through its Genius City model and online digital marketplace. The Company operates a Bitcoin and AI dual treasury strategy alongside its core education business. To learn more, please visit geniusgroup.ai
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements regarding the Company's capital plans, treasury strategy, intended policies and targets. Forward-looking statements can be identified by the use of words such as "may", "will", "plan", "intend", "expect", "anticipate", "estimate", "target" or comparable terminology. Such statements are subject to risks and uncertainties, including the price and volatility of Bitcoin and of private technology company equity, the availability, cost and terms of capital, the Company's ability to satisfy the milestones described above, regulatory developments, and the other risks described in the Company's filings with the Securities and Exchange Commission, including the Annual Report on Form 20-F filed on March 9, 2026. Readers are cautioned not to place undue reliance on these statements. The Company assumes no obligation to update them.
This announcement relates to the Company’s capital plan and is subject to change. It does not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offering of securities will be made only by means of a prospectus and related documentation filed with the Securities and Exchange Commission.
Contacts
For enquiries, contact investor@geniusgroup.ai
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