VERSES® Completes Share Consolidation for NASDAQ Uplisting

VANCOUVER, British Columbia, March 26, 2025 (GLOBE NEWSWIRE) — VERSES AI Inc. (CBOE:VERS) (OTCQB:VRSSF) (“VERSES” or the “Company”) is a cognitive computing firm that focuses on advanced intelligent software solutions. The Company is excited to announce the consolidation of its Class A Subordinate Voting Shares to facilitate an application for uplisting these shares to the Nasdaq Capital Market (“Nasdaq”).

As part of the uplisting process, the Company will consolidate all its issued and outstanding Class A Subordinate Voting Shares at a ratio of one (1) post-consolidated Subordinate Voting Share for every nine (9) pre-consolidated Subordinate Voting Shares held. This move, referred to as the “Consolidation,” aims to boost the share price to meet Nasdaq’s initial listing criteria.

Gabriel René, Founder and CEO of VERSES, stated, "The consolidation is one of many steps we are taking as we prepare for our target uplisting to Nasdaq. We view this as a significant advancement in our company’s growth trajectory. Listing on Nasdaq, a leading global exchange, will elevate our visibility and give us access to a broader pool of capital, while appealing to a more diverse group of shareholders and enhancing liquidity." The aim of the Consolidation is to align the Company’s share price with those of its industry peers, thus improving investment interest and participation from a larger and more diverse group of investors.

The Company’s board of directors approved the Consolidation on March 3, 2025, setting the record date for the process as March 27, 2025. Following this, trading of Subordinate Voting Shares on a post-Consolidation basis on Cboe Canada Inc. (“Cboe”) is anticipated to start on or about the same date. The new CUSIP number for the shares will be 92539Q406, while the ISIN number will be CA92539Q4060. The name and stock symbol for the Company will remain unchanged after the Consolidation.

Currently, VERSES has approximately 211,290,407 Subordinate Voting Shares issued and outstanding. After the Consolidation, this figure will be reduced to about 23,476,711 shares.

Shareholders holding physical share certificates must submit a letter of transmittal to the Company’s transfer agent, Endeavor Trust Corporation, to receive their new post-Consolidation Subordinate Voting Shares. Those whose shares are represented by a direct registration system statement will receive their new shares automatically. Shareholders using intermediaries are advised to contact them for assistance.

No fractional Subordinate Voting Shares will be given as a result of the Consolidation; any fractions will be rounded to the nearest whole share. The exercise price and number of Subordinate Voting Shares stemming from outstanding convertible securities, including stock options and warrants, will also be adjusted based on the Consolidation ratio.

Before the uplisting on Nasdaq can happen, the Company must have its application approved by Nasdaq and meet several pricing and financing conditions. There is no guarantee that the Company’s application will be approved or that it will fulfill the necessary conditions on time, if at all.

Additionally, the Company is pleased to announce recent appointments, including James Christodoulou as Chief Financial Officer. Kevin Wilson, the former CFO, will now serve as Chief Accounting Officer while retaining his role as the Company Secretary.

About VERSES

VERSES is a cognitive computing company committed to developing next-generation intelligent software systems inspired by Nature. Their flagship product, Genius, provides machine learning tools to model complex systems and create autonomous agents capable of reasoning, planning, and learning.

VERSES, NASDAQ, Consolidation, Shares