VERSES AI Inc. (CBOE: VERS) (OTCQB:VRSSF)
(“
VERSES” or the “
Company”) is
pleased to announce that it closed the second tranche of its
previously announced non-brokered private placement (the
"
LIFE Offering") of units of the Company (the
"
LIFE Units") for aggregate gross proceeds in this
second tranche of $512,800. The first tranche of the LIFE Offering
closed on November 8, 2024 for aggregate gross proceeds of
$2,903,850. On November 8, 2024 the Company also closed a
non-brokered private placement of special warrants of the Company
for aggregate gross proceeds of $1,800,000.
Pursuant to the second tranche of the LIFE
Offering, the Company issued 1,025,600 LIFE Units at a price of
$0.50 per LIFE Unit (the “Offering Price”). Each
LIFE Unit will consist of one Class A Subordinate Voting share of
the Company (a “Share”) and one-half of one Share
purchase warrant (each whole warrant, a
“Warrant”). Each Warrant will entitle the holder
thereof to acquire one Share at an exercise price of $0.70 per
Share, subject to adjustment in certain circumstances, for a period
of 36 months from November 15, 2024.
The LIFE Offering has been structured to take
advantage of the listed issuer financing exemption from prospectus
requirements (the "Exemption") in Part 5A of NI
45-106, whereby shares issued pursuant to the Exemption are freely
tradeable listed equity securities not subject to any hold period
(see below).
The LIFE Offering has been conducted in all the
provinces of Canada, except Québec, under the Exemption, for
aggregate gross proceeds in this second tranche of
C$512,800. The LIFE Offering was also conducted in
the United States pursuant to exemptions from the registration
requirements under Regulation D of the United States Securities Act
of 1933, as amended (the "1933 Act"), subject to
receipt of all necessary regulatory approvals, and in those other
jurisdictions outside of Canada and the United States provided it
is understood that no prospectus filing or comparable obligation
arises in such other jurisdiction. The LIFE Units are not subject
to resale restrictions pursuant to applicable Canadian securities
laws, however, the LIFE Units (and underlying Shares, Warrants and
Warrant Shares) offered and sold to persons in the United States,
will be considered restricted securities under the 1933 Act and
will contain a restrictive legend referencing the 1933 Act.
In connection with the second tranche of the
LIFE Offering, the Company: (i) paid to certain finders and
advisors an aggregate cash commission of C$30,082; and (ii) issued
to certain finders and advisors an aggregate of 60,164 compensation
warrants (the “Compensation Warrants”). Each
Compensation Warrant will be exercisable into one unit of the
Company (“Compensation Unit”) at the Offering
Price for a period of 36 months from November 15, 2024, with each
Compensation Unit comprised of one Share and one-half Warrant.
The net proceeds of the LIFE Offering will be
used for general working capital purposes, to fund ongoing
operations, and to fund research and development, including the
development of Genius, all as more particularly described in the
offering document dated November 8, 2024 that can be accessed under
the Company’s profile at www.sedarplus.ca and on the Company’s
website at VERSES.ai.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy securities in the
United States, nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities being offered have not been, nor will they
be, registered under the 1933 Act or under any U.S. state
securities laws, and may not be offered or sold in the United
States absent registration or an applicable exemption from the
registration requirements of the 1933 Act, and applicable U.S.
state securities laws.
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 toolkit for developers to generate intelligent software agents
that enhance existing applications with the ability to reason,
plan, and learn. Imagine a Smarter World that elevates human
potential through technology inspired by Nature. Learn more at
VERSES, LinkedIn and X.
On Behalf of
the Company
Gabriel René VERSES AI Inc.Co-Founder & CEO
press@VERSES.io
Media and
Investor Relations
Inquiries
Leo KarabelasFocus Communications Presidentinfo@fcir.ca
416-543-3120
Cautionary
Note Regarding
Forward-Looking Statement
When used in this press release, the words
"estimate", "project", "belief", "anticipate", "intend", "expect",
"plan", "predict", "may" or "should" and the negative of these
words or such variations thereon or comparable terminology are
intended to identify forward-looking statements and information.
Although VERSES believes, in light of the experience of their
respective officers and directors, current conditions and expected
future developments and other factors that have been considered
appropriate, that the expectations reflected in the forward-looking
statements and information in this press release are reasonable,
undue reliance should not be placed on them because the parties can
give no assurance that such statements will prove to be correct.
The forward-looking statements and information in this press
release include, among others, the ability of the Company to use
the proceeds of the LIFE Offering as announced or at all. Such
statements and information reflect the current view of VERSES.
There are risks and uncertainties that may cause actual results to
differ materially from those contemplated in those forward-looking
statements and information.
By their nature, forward-looking statements
involve known and unknown risks, uncertainties and other factors
which may cause our actual results, performance or achievements, or
other future events, to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. There are a number of important factors
that could cause VERSES actual results to differ materially from
those indicated or implied by forward-looking statements and
information. Such factors include, among others: the ability of the
Company to complete the LIFE Offering on the terms announced or at
all and the ability of the Company to use the proceeds of the LIFE
Offering as announced or at all; currency fluctuations; limited
business history of the parties; disruptions or changes in the
credit or security markets; results of operation activities and
development of projects; project cost overruns or unanticipated
costs and expenses; and general development, market and industry
conditions. The Company undertakes no obligation to comment on
analyses, expectations or statements made by third parties in
respect of its securities or its financial or operating results (as
applicable).
VERSES cautions that the foregoing list of
material factors is not exhaustive. When relying on VERSES'
forward-looking statements and information to make decisions,
investors and others should carefully consider the foregoing
factors and other uncertainties and potential events. VERSES has
assumed that the material factors referred to in the previous
paragraph will not cause such forward-looking statements and
information to differ materially from actual results or events.
However, the list of these factors is not exhaustive and is subject
to change and there can be no assurance that such assumptions will
reflect the actual outcome of such items or factors. The
forward-looking information contained in this press release
represents the expectations of VERSES as of the date of this press
release and, accordingly, are subject to change after such date.
VERSES does not undertake to update this information at any
particular time except as required in accordance with applicable
laws.
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 press
release.
Proshares Metaverse ETF (AMEX:VERS)
Historical Stock Chart
From Nov 2024 to Dec 2024
Proshares Metaverse ETF (AMEX:VERS)
Historical Stock Chart
From Dec 2023 to Dec 2024