Genius Group Limited (NYSE American: GNS) (“Genius Group” or the
“Company”), a leading entrepreneur edtech and education group,
releases today a schedule of shareholder actions:
Wednesday, February
15th, 4.15pm
EST: Virtual Investor Meeting
The Company’s CEO, Roger Hamilton, will hold a
virtual investor meeting to provide Investors with an update on the
company, including an overview of Genius Group’s curriculum,
Metaversity & A.I. development plans, details of the Company’s
recently spin-off of Entrepreneur Resorts Ltd, the process for
shareholders to follow to redeem their $10 per share NFT coupons
and an opportunity to answer questions and respond to shareholder
enquiries.
A press release with details about the virtual
investor meeting was released on February 6th, 2023 and can be
accessed on our Investor Relations website. Investors can view the
meeting live on the following link:
https://www.youtube.com/watch?v=YEjFVU-pIG4
Thursday, February
16th, 8.00am
EST: Extraordinary General Meeting
(EGM)
The Company will hold an extraordinary general
meeting of shareholders to consider and vote on the
resolutions for a share repurchase mandate and a share
consolidation. Shareholders (whether Beneficial Shareholders or
Shareholders of Record) who have pre-registered their participation
may attend, and the results of the votes will be published after
the EGM.
Details about the EGM meeting and resolutions
were released and filed on January 25th, 2023 and can be accessed
on our Investor Relations website.
Tuesday, February
28th:
Record Date for $10 Per Share NFT Coupons
The Company is issuing a $10 Blockchain-based
Digital Discount Coupon (Non Fungible Token “NFT”) per ordinary
share to all shareholders based on the number of shares they hold
at the end of the trading day on Tuesday, February 28th (The
‘Record Date’). The Company has formally applied for a dual listing
on Upstream Exchange MERJ, where the NFT coupons will be issued to
shareholders.
Details about the dual listing and NFT Coupon
were released on February 2nd, 2023 and can be accessed our
Investor Relations website.
Wednesday,
March
15th:
Issue Date for $10 Per Share NFT
Coupons
The Company has set the issue date for the NFT
Coupons to begin on Wednesday, March 15th. Once shareholders have
received their $10 NFT Coupons, they can then redeem the tokens for
GEMs (Genius Education Merits) on Genius Group’s Edtech platform,
GeniusU. GEMs operate as a digital credit system similar to
airmiles or Roblox’s ‘Robux’ in which students earn GEMs which can
then be redeemed for discounts in further courses or products.
Shareholders will have 90 days to convert their
$10 NFT Coupons into GEMs, through a simple login and credit
procedure on GeniusU, and a further 90 days to redeem their GEMs.
The GEMs are for the use of each named investors and neither the
$10 NFT tokens or GEMs can be transferred, traded or sold.
The Company will provide further details about
the process for shareholders to follow to claim and redeem their
$10 NFT Coupons in the Virtual Investor Meeting on Wednesday,
February 15th, 2023 and in the following investor Virtual Investor
Meeting that will be held in March.
Q2 2023 (Estimated):
Record Date for spinoff of Entrepreneur Resorts
Ltd
The Company has commenced the legal process of a
company restructure and capital reduction to spinoff its subsidiary
Entrepreneur Resorts Ltd (ERL). ERL is a public listed company on
the Seychelles MERJ Stock Exchange with a share price of $2.75 and
market cap of $37 million, with 97% of outstanding shares owned by
Genius Group.
This process will be subject to shareholder
approval at a future EGM and possibly a court order. If approved,
it will result in all shareholders of Genius Group receiving an
equal percentage of shares in ERL. This will also require a further
record date at which all shares and shareholders of Genius Group
will be counted in order to allocate shares in ERL.
The process is estimated to take 3-4 months to
complete, indicating an estimated timing of a record date in late
Q2 2023. However, the precise date may be earlier or later
depending on the speed of the restructuring and approval
process.
This schedule of actions provides an updated
timeline combining actions previously disclosed in the Company’s
press releases. The Company will continue to release additional
actions and updates as they become available.
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 4.3 million users in 200 countries,
ranging from ages 0 to 100.
For more information, please visit
https://www.geniusgroup.net/
Investor Notice
Investing in our securities involves a high
degree of risk. Before making an investment decision, you should
carefully consider the risks, uncertainties and forward-looking
statements described in our most recent Annual Report on Form 20-F
for the fiscal year ended December 31, 2021, filed with the SEC on
May 13, 2022. If any of these risks were to occur, our business,
financial condition or results of operations would likely suffer.
In that event, the value of our securities could decline, and you
could lose part or all of your investment. The risks and
uncertainties we describe are not the only ones facing us.
Additional risks not presently known to us or that we currently
deem immaterial may also impair our business operations. In
addition, our past financial performance may not be a reliable
indicator of future performance, and historical trends should not
be used to anticipate results in the future. See "Forward-Looking
Statements" below.
Forward-Looking Statements
Statements made in this press release include
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934. Forward-looking statements can be
identified by the use of words such as “may,” “will,” “plan,”
“should,” “expect,” “anticipate,” “estimate,” “continue,” or
comparable terminology. Such forward-looking statements are
inherently subject to certain risks, trends and uncertainties, many
of which the Company cannot predict with accuracy and some of which
the Company might not even anticipate and involve factors that may
cause actual results to differ materially from those projected or
suggested. Readers are cautioned not to place undue reliance on
these forward-looking statements and are advised to consider the
factors listed above together with the additional factors under the
heading “Risk Factors” in the Company's Annual Reports on Form
20-F, as may be supplemented or amended by the Company's Reports of
a Foreign Private Issuer on Form 6-K. The Company assumes no
obligation to update or supplement forward-looking statements that
become untrue because of subsequent events, new information or
otherwise.
Contacts
Investors:Flora Hewitt, Vice President of Investor Relations and
Mergers and AcquisitionsEmail: investor@geniusgroup.net
Media Contacts: Adia PREmail: gns@adiapr.co.uk
US Investors: Dave GentryRedChip Companies
Inc1-800-RED-CHIPGNS@redchip.com
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