VERSES Closes CAD$2.65 Million Convertible Debenture Unit Financing

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[{"type":"text","content":"VERSES Closes CAD$2.65 Million Convertible Debenture Unit Financing\nVANCOUVER, British Columbia, Dec. 19, 2025 (GLOBE NEWSWIRE) -- VERSES AI Inc. (CBOE: VERS) (OTCQB: VRSSF) (“VERSES” or the “Company”), a cognitive computing company pioneering next-generation agentic software systems, is pleased to announce that it has closed a non-brokered private placement offering (the \"Offering\") of secured convertible debenture units (the \"Units\") for gross proceeds of CAD$2.65M of which C$2.4M was in cash. Each Unit consists of CAD$1,000 principal amount of secured convertible debentures (the “Convertible Debentures”) and 164 detachable share purchase warrants (the “Warrants”). The Convertible Debentures are convertible into Class A Subordinate Voting Shares of the Company (the “Shares”), at the election of the holder, at a conversion price of CAD$3.04 per Share (the \"Conversion Price\"), subject to customary anti-dilution adjustments. The Warrants are exercisable at a price of CAD$7.00 per Share until December 18, 2028. The Convertible Debentures mature on December 18, 2027 (the \"Maturity Date\") and bear interest at a rate of 15% per annum, payable in arrears on the earlier of conversion, prepayment, or the Maturity Date, in either cash or, at the option of the holder, by the issuance of Shares at the Conversion Price, subject to approval of Cboe Canada Inc. (the \"Exchange\"). The Convertible Debentures are secured by a first-ranking security interest over all present and after-acquired property and assets of the Company. The Company intends to use the net proceeds from the Offering for general working capital purposes. The securities issued under the Offering are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation in Canada. The Offering is subject to final approval by the Exchange. The securities offered under the Offering will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and none of the Units, Convertible Debentures, Warrants, or Shares issuable upon exercise or conversion of the Warrants or Convertible Debentures may be offered or sold in the United States absent registration under the U.S. Securit...

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