Alset AI Announces Shares for Debt Transaction

Rhea-AI Summary

Alset AI (OTC:GPUSF) entered into debt settlement agreements dated January 4, 2026 to settle an aggregate of $191,160.37 of accrued fees by issuing 3,475,646 common shares at a deemed price of $0.055 per share. The company said the transaction preserves funds for operations and improves its balance sheet.

The issuance is subject to TSX Venture Exchange approval. Of the shares, 2,833,647 will be subject to a statutory four-month-and-one-day hold period and 641,999 will not be restricted.

Separately, the company granted 5,000,000 stock options exercisable at $0.055 for two years with quarterly vesting over one year, and awarded 5,550,000 restricted share units that vest on the first anniversary. All awards are subject to TSXV rules and securities laws.

Positive

• Cash preserved by settling $191,160.37 in accrued fees
• Issued 3,475,646 common shares at $0.055 per share
• Options/RSUs align management incentives: 5,000,000 options and 5,550,000 RSUs

Negative

• Potential shareholder dilution from 3,475,646 issued shares
• Additional dilution risk from 5,000,000 options and 5,550,000 RSUs
• Transaction subject to TSXV approval, creating conditionality

VANCOUVER, BRITISH COLUMBIA / ACCESS Newswire / January 5, 2026 / Alset AI Ventures Inc. (TSXV:GPUS)(OTC:GPUSF)(FSE:1R6, WKN:A40M0J) ("Alset AI" or the "Company") an artificial intelligence ("AI") venture company advancing innovation through strategic investment and cloud computing solutions, is pleased to announce that it has entered into debt settlement agreements dated January 4, 2026 with certain arm's length creditors of the Company to settle an aggregate of $191,160.37 of accrued and unpaid fees for consulting and additional services rendered (the "Indebtedness"). The Indebtedness is being settled in consideration for the issuance of 3,475,646 common shares in the capital of the Company (each, a "Common Share") at a deemed price of $0.055 per Common Share (the "Debt Settlement Transaction").

The Board and management of the Company believe that the Debt Settlement Transaction is in the best interests of the Company because it allows the Company to preserve its funds for operations and improve its balance sheet.

The Debt Settlement Transaction remains subject to the approval of the TSX Venture Exchange (the "TSXV"). 2,833,647 Common Shares will be subject to a statutory four month and one day hold period, and 641,999 Common Shares will not be subject to a restricted period.

Incentive Compensation

The Company has granted an aggregate of 5,000,000 incentive stock options (the "Options") and awarded an aggregate of 5,550,000 restricted share units (the "RSUs") under the Company's omnibus incentive plan (the "Plan"), to certain directors, officers and consultants of the Company. The Plan received the approval of shareholders of the Company at the annual and special meeting of shareholders held on August 26, 2025.

The Options are exercisable at a price of $0.055 per Common Share for a period of two years from the date of grant, and will vest quarterly in equal parts over the first year from the date of grant. The RSUs will vest on the first anniversary from the date of award. The Options and RSUs are subject to the terms and conditions prescribed by the TSXV, and applicable securities laws.

About Alset AI Ventures Inc.

Alset AI is an AI-focused venture investment platform dedicated to sourcing, funding, and developing companies across the artificial intelligence value chain. The company seeks to provide investors with diversified exposure to emerging applications and infrastructure that enable advancements in AI technologies.

For further information about Alset AI Ventures Inc., please contact:

Investor Relations

Adam Ingrao
Chief Executive Officer
T: 236.312.6744
E: ir@alsetai.com

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

Cautionary Note regarding Forward Looking Statements

This press release may contain certain forward-looking statements and forward-looking information (collectively, "forward-looking statements") regarding the Company, including statements relating to the Debt Settlement Transaction, including the terms thereof and anticipated approval of the TSXV; and the strategic direction and business plans of the Company, including its ability to provide investors with diversified exposure to emerging applications and infrastructure that enable advancements in AI technologies. Forward-looking statements normally contain words like "will", "intend", "anticipate", "could", "should", "may", "might", "expect", "estimate", "forecast", "plan", "potential", "project", "assume", "contemplate", "believe", "shall", "scheduled", and similar terms. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this press release.Forward-looking statements are not guarantees of future performance, actions, or developments and are based on expectations, assumptions, and other factors that management currently believes are relevant, reasonable, and appropriate in the circumstances. Although management believes that the forward-looking statements herein are reasonable, actual results could be substantially different due to the risks and uncertainties associated with and inherent to Alset AI's business. Additional material risks and uncertainties applicable to the forward-looking statements herein include, without limitation, the impact of general economic conditions, and unforeseen events and developments. This list is not exhaustive of the factors that may affect the Company's forward-looking statements. Many of these factors are beyond the control of Alset AI. All forward-looking statements included in this press release are expressly qualified in their entirety by these cautionary statements. The forward-looking statements contained in this press release are made as at the date hereof, and Alset AI undertakes no obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required by applicable securities laws. Risks and uncertainties about the Company's business are more fully discussed under the heading "Risks and Uncertainties" in its most recent Management's Discussion and Analysis and other disclosure documents available on SEDAR+ at www.sedarplus.ca.

SOURCE: Alset AI Ventures Inc.

View the original press release on ACCESS Newswire

FAQ

What did Alset AI (GPUSF) announce on January 5, 2026 about debt settlement?

Alset AI announced debt settlements dated Jan 4, 2026 to settle $191,160.37 by issuing 3,475,646 common shares at $0.055 per share.

How many Alset AI (GPUSF) shares are restricted after the debt settlement?

2,833,647 of the issued shares are subject to a statutory four-month-and-one-day hold period; 641,999 are not restricted.

What are the terms of the stock options Alset AI (GPUSF) granted on January 4, 2026?

The company granted 5,000,000 options exercisable at $0.055 for two years, vesting quarterly in equal parts over the first year.

How many restricted share units did Alset AI (GPUSF) award and when do they vest?

Alset AI awarded 5,550,000 RSUs that will vest on the first anniversary from the award date.

Does the debt settlement for Alset AI (GPUSF) need regulatory approval?

Yes; the Debt Settlement Transaction remains subject to approval by the TSX Venture Exchange.

What is the likely shareholder impact of Alset AI (GPUSF) issuing shares for debt?

The issuance and grants increase outstanding equity and present potential dilution from the 3,475,646 issued shares plus the options and RSUs.