VERSES® Announces Conversion of Strategic Investment by G42

Rhea-AI Summary

VERSES AI (OTCQB:VRSSF) announces the conversion of convertible debentures held by G42, a UAE-based AI technology group, into company units. The conversion stems from G42's June 2024 US$10 million investment through its subsidiary EPTH, which was initially structured as unsecured convertible debenture units.

The conversion was executed at C$1.20 per Conversion Unit, with each unit comprising one Class A Subordinate Voting Share and half a share purchase warrant. The original debentures carried a 10% annual interest rate. The Conversion Warrants are exercisable for three years at C$1.96 per share.

Positive

• Strategic investment of US$10M from major UAE AI tech group G42
• Successful conversion of debentures indicates investor confidence
• Warrant exercise price of C$1.96 represents potential upside from C$1.20 conversion price

Negative

• Potential dilution for existing shareholders from conversion of debentures and warrants

News Market Reaction – VRSSF

+10.59%

1 alert

+10.59% News Effect

On the day this news was published, VRSSF gained 10.59%, reflecting a significant positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Convertible Debentures Converted into Units at C$1.20 per unit

VANCOUVER, B.C., March 04, 2025 (GLOBE NEWSWIRE) -- VERSES AI Inc. (CBOE:VERS) (OTCQB:VRSSF) ("VERSES'' or the "Company”), a cognitive computing company specializing in next-generation intelligent software systems, announces that the Convertible Debentures (as defined below) held by Group 42 Holding Ltd (“G42”), a leading UAE-based AI technology group, were converted in accordance with their terms into units of the Company (“Conversion Units”).

In June 2024, G42, through Expansion Project Technologies Holding 9 SPV RSC Ltd (EPTH), an indirect wholly-owned subsidiary of G42, invested US$10,000,000 via a private placement of unsecured convertible debenture units of VERSES (the “Original Units”). Each Original Unit consisted of: (i) C$1,000 in principal amount of unsecured convertible debentures (“Convertible Debentures”) which bear an interest rate of 10% per annum; and (ii) 500 detachable share purchase warrants (the “Original Warrants”) to purchase Class A Shares.

Each Conversion Unit is comprised of one Class A Subordinate Voting Share of VERSES (a “Class A Share”) and one-half of one share purchase warrant of VERSES (each whole warrant, a “Conversion Warrant”), at a conversion price of C$1.20 per Conversion Unit. Each Conversion Warrant is exercisable to purchase one Class A Share for three years from the date of issuance at a price of C$1.96 per share.

About VERSES

VERSES is a cognitive computing company building next-generation intelligent software systems modeled after the wisdom and genius of Nature. Designed around first principles found in science, physics and biology, our flagship product, Genius, is a suite of tools for machine learning practitioners to model complex dynamic systems and generate autonomous intelligent agents that continuously reason, plan, and learn. Imagine a Smarter World that elevates human potential through technology inspired by Nature. Learn more at verses.ai, LinkedIn, and X.

On behalf of the Company 

Gabriel René, Founder & CEO, VERSES AI Inc.

Press Inquiries: press@verses.ai 

Investor Relations Inquiries 

U.S., Matthew Selinger, Partner, Integrous Communications, mselinger@integcom.us 415-572-8152

Canada, Leo Karabelas, President, Focus Communications, info@fcir.ca 416-543-3120

FAQ

What are the terms of G42's investment conversion in VERSES AI (VRSSF)?

G42's US$10M investment converts at C$1.20 per unit, including one Class A Share and half a warrant exercisable at C$1.96 for 3 years.

How much did G42 initially invest in VERSES AI (VRSSF) and when?

G42 invested US$10 million in VERSES AI through convertible debentures in June 2024.

What is the exercise price and duration of VRSSF's Conversion Warrants?

The Conversion Warrants can be exercised at C$1.96 per share for a period of three years from issuance.

What was the interest rate on VRSSF's original convertible debentures?

The original convertible debentures carried a 10% annual interest rate.