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VANCOUVER, British Columbia, Sept. 26, 2024 (GLOBE NEWSWIRE) -- Verses AI Inc. (CBOE: VERS) (OTCQX:VRSSF) ("Verses" or the "Company") is pleased to announce that it has closed the first tranche of its previously announced non-brokered private placement (the "Offering") of 6,250,000 units of the Company (the "Units") at a price of C$0.80 per Unit (the "Offering Price") for gross proceeds of C$5,000,000.
Each Unit consists 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 (each, a "Warrant Share") at an exercise price of $1.20 per Share, subject to adjustment in certain circumstances, for a period of 36 months from September 26, 2024 (the "Closing Date").
The Offering has been structured to take advantage of the listed issuer financing exemption from prospectus requirements (the "Exemption") in Part 5A of National Instrument 45-106 – Prospectus Exemptions ("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 Offering has been conducted in all the provinces of Canada, except Québec, under the Exemption, for aggregate gross proceeds of C$5,000,000. The Units were also offered and sold to persons in the United States pursuant to exemptions from the registration requirements under Rule 506(b) of Regulation D of the United States Securities Act of 1933, as amended (the "1933 Act"), 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 Units are not subject to resale restrictions pursuant to applicable Canadian securities laws, however, the 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 Offering, the Company: (i) paid to certain finders and advisors an aggregate cash commission of C$112,134; and (ii) issued to certain finders and advisors an aggregate of 138,418 compensation warrants (the "Compensation Warrants"). Each Compensation Warrant will be exercisable into ...
