Genius Group Announces Record Date for Spinoff
07 Agosto 2023 - 9:48AM
Genius Group Limited (NYSE American: GNS) (“Genius Group” or the
“Company”), a leading entrepreneur edtech and education group,
announces the timeline, record date and share distribution date for
the spinoff of Entrepreneur Resorts Ltd (“ERL”).
On August 1, 2023, the Singapore High Court
approved the spinoff of ERL from Genius Group, with a capital
reduction and share distribution to all Genius Group shareholders
at the record date of US$38,380,873 in the form of restricted
ordinary shares in ERL, pursuant to a private placement transaction
exempt from registration under the provisions of the Securities Act
of 1933, as amended.
ERL is currently listed as a public company on
the main board of MERJ Exchange in the Seychelles. Genius Group has
now commenced the process to transfer ERL to the Upstream, a new
non-US MERJ Exchange market. This process is anticipated to be
completed within 30-45 days.
Genius Group has set the record date for a full
share count of its shares for the purpose of the distribution as
August 31, 2023.
Shareholders who hold shares of Genius Group on
the record date (ie. Shares purchased and held 2 days or more prior
to August 31, 2023) will be entitled to receive an equal proportion
of the total shares in Entrepreneur Resorts Ltd to be distributed
at the share distribution date. The exact per share rate will be
announced to shareholders soon after the record date.
Genius Group has set the share distribution date
of ERL on or about September 29, 2023. All shareholders entitled to
the distribution will be notified in September 2023. All
shareholders will receive restricted shares in ERL, which may be
eligible for removal of restrictions and traded on Upstream six
months after the share distribution date, if certain requirements
are met.
Following the share distribution, shares of
Genius Group and ERL will trade as securities of two separate
public companies, with Genius Group dual listed on NYSE American
and Upstream (Ticker: GNS), and ERL listed on Upstream (Ticker:
ERL).
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 4.5 million users in 200 countries,
ranging from early age to 100.
About Entrepreneur Resorts
Ltd
Entrepreneur Resorts is a public listed company
on the Main Board of the MERJ Exchange (ticker: ERL) that is a
leading group of resorts, retreats and co-working cafes for
entrepreneurs. The company owns entrepreneur resorts in Bali and
South Africa which run entrepreneur retreats and workshops. It also
owns Genius Café, an entrepreneur beach club in Bali, and Genius
Central, an entrepreneur coworking hub in Singapore.
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,
as amended for the fiscal year ended December 31, 2022, filed
with the SEC on June 6, 2023 and August 3, 2023. 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
Genius (AMEX:GNS)
Gráfico Histórico do Ativo
De Jun 2024 até Jul 2024
Genius (AMEX:GNS)
Gráfico Histórico do Ativo
De Jul 2023 até Jul 2024