UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE
13A-16 OR 15D-16 UNDER THE SECURITIES
EXCHANGE
ACT OF 1934
For
the month of March, 2024
Commission
File Number: 001-41353
Genius
Group Limited
(Translation
of registrant’s name into English)
8
Amoy Street, #01-01
Singapore
049950
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ________.
Note:
Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report
to security holders.
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ________.
Note:
Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that
the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated,
domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on
which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to
be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the
subject of a Form 6-K submission or other Commission filing on EDGAR.
Statement
from UAV Board of Trustees Regarding Closure of Campus
On
March 6, 2024, Genius Group Limited (the “Company” or “Genius Group”) received a statement from the Board of
Trustees of its subsidiary, the University of Antelope Valley, Inc (UAV) announcing the closure of the university and legal action against
the sellers of UAV, Marco and Sandra Johnson.
Genius
Group supports the decision of the UAV Board of Trustees and UAV management, and will work together with UAV and relevant authorities
on a smooth closure and transition of all students.
Genius
Group is pursuing a civil suit against the Johnsons in the Superior Court of California, County of Los Angeles. The case is entitled
“University of Antelope Valley v. Sandra Johnson, et al., LASC Case No. 23AVCV01437. [
The
management of Genius Group does not believe that the closure of the university will have any material impact on the financials of the
Company, as it has previously announced its transition to revenues away from campus revenue to online revenue.
The
Company maintains its 2024 guidance released on 22 January, 2024 of estimated annual revenue of $58.0 million to $60.0 million, adjusted
EBITDA of $2.5 million to $3.0 million, and number of students (and users) 9.5 million to 10 million.
The
UAV Statement is filed herewith as Exhibit 99.1
The
information in this Current Report on Form 6-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections
11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Current Report and in Exhibit 99.1 to this
Current Report shall not be incorporated by reference into any filing with the SEC made by the Company, whether made before or after
the date hereof, regardless of any general incorporation language in such filing.
Exhibit
Index
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
| |
GENIUS
GROUP LIMITED |
| |
|
|
| Date:
March 6, 2024 |
|
|
| |
By: |
/s/
Roger James Hamilton |
| |
Name: |
Roger
James Hamilton |
| |
Title: |
Chief
Executive Officer and Chairman
(Principal
Executive Officer) |
Exhibit
99.1
Genius
Group launches AI Avatar C-Suite,
Featuring
Einstein, Michelangelo & George Washington
SINGAPORE,
March 7, 2024 - Genius Group Limited (NYSE American: GNS) (“Genius Group” or the “Company”), a
leading entrepreneur edtech and education group, announced today the launch of artificial intelligence (“AI”) Avatar
C-Suite Teams on its Edtech platform, GeniusU, with the integration of 50 AI-powered “Expert” Avatars and Tools to
support entrepreneurs.
Following
the successful launch of Genius Group’s AI Avatar Tutor Team, “Student AI”, which has attracted over 30,000 students
within the first three months since launch, Genius Group has launched “Genius Team AI” for the 5.4 million entrepreneur students
on its Edtech platform, GeniusU.
The
Genius Team AI suite provides entrepreneurs with:
| ● | 32
AI Avatar Expert Advisors based on different perspectives, personalities, and expertise
based on famous characters, from Albert Einstein and Michelangelo to Marco Polo and Marie
Curie. New AI Avatars are planned for launch, in partnership with bestselling authors, thought
leaders and influencers. |
| ● | 12
AI Tools to support entrepreneurs including content creators, document summarizers, report
generators, YouTube video conversions, AI Image Generators, AI speech to text, AI voice to
text and additional tools to enable entrepreneurs to build their own AI advisory team and
AI C-Suite with tools to accelerate their effectiveness. |
| ● | Instant
AI language conversion from English to German, Spanish, French, Dutch, Danish, Portuguese,
Polish, Arabic, Hindi, Turkish, Thai and Chinese. |
| ● | AI
education courses from one day AI Workshops to two week AI Microschools, and membership
levels to enable company founders and their teams to upskill with the latest AI tools and
access the latest experts and resources. |
Genius
Group’s Head of Digital Content and Resident AI Mentor, Suraj Naik, said “Following the launch of our Student AI, the
rapid launch of Genius Team AI is the result of requests from our global community to provide an equally powerful AI avatar team for
our entrepreneur user base. As a result of the increasing demand for AI avatars that can build memory and personalization to support
each user, we are seeing an ongoing drop in our user acquisition cost, from approximately $1 per student last year to under $0.40 per
student by January and now down to $0.33 in March.”
Genius
Group’s CEO, Roger Hamilton, said “We believe the future of AI is not in developing one AI system, but in AI avatar teams
which can each specialize in a different area. The demand for both Student AI and Genius Team AI is evidence of this, where we now have
over 1,000 new sign ups per day so soon after launching. As our students and users build up their AI teams to supercharge their performance
and productivity, demand for our courses and communities that enable them to be effective AI pilots – a demand which we are optimistic
will continue to grow.”
Genius
Team AI is open for free trial at https://geniusteam.ai/
Student
Team AI is open for free trial at https://studentai.app
About
Genius Group
Genius
Group is a world leading entrepreneur Edtech and education group, with a mission to disrupt the current education model with a student-centered,
life-long learning curriculum that prepares students with the leadership, entrepreneurial and life skills to succeed in today’s
market. The group has a group user base of 5.4 million users in 200 countries, ranging from ages 0 to 100.
For
more information, please visit https://www.geniusgroup.net/
Contacts
US
Investors:
Dave
Gentry
RedChip
Companies Inc
1-800-RED-CHIP
GNS@redchip.com
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