VERSES AI Inc. Announces Closing of First Tranche of LIFE Private Placement Offering

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VANCOUVER, British Columbia, Nov. 08, 2024 (GLOBE NEWSWIRE) -- VERSES AI Inc. (CBOE: VERS) (OTCQX:VRSSF) ("VERSES" or the "Company") is pleased to announce that it closed the first tranche of its previously announced non-brokered private placement of 5,807,700 units of the Company (the "LIFE Units") at a price of $0.50 per LIFE Unit (the "Offering Price") for aggregate gross proceeds of $2,903,850 (the "LIFE Offering").

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 8, 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 of C$2,903,850. 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 Offering, the Company: (i) paid to certain finders and advisors an aggregate cash commission of C$103,675; and (ii) issued to certain finders and advisors an aggregate of 207,350 compensation warrants ...