Mr. Gabriel Rene reports

VERSES CLOSES FINANCING ARRANGEMENT WITH A NOTIONAL VALUE OF CAD$14 MILLION AND RECEIVES FIRST TRANCHE OF CAD$700,000

Verses AI Inc. has closed its previously announced non-brokered private placement with Sorbie Bornholm LP.

As part of the offering, Verses is expected to receive a notional amount of $14-million in exchange for the issuance of an aggregate of 2.66 million units, including finders' fees. Each unit consists of one Class A subordinated voting share of the company and one-half warrant, where each warrant will entitle the holder to acquire one additional common share at an exercise price of $7 for a period of 36 months from the closing of the offering.

The company intends to use the net proceeds of the offering for working capital and general corporate purposes.

Verses has received $700,000 representing the first tranche of the offering, and expects to receive 11 additional tranches expected to be paid monthly subject to the terms of the sharing agreement. The sharing agreement calculates each additional tranche, as $1,209,091 times the percentage difference between the benchmark price of $7.75 and the trailing 20-day value weighted average price. In the case where the 20-day value weighted average price is greater than the benchmark price, then the difference will be added to $1,209,092, and there is no limit to the amount that Verses can receive. Verses anticipates that the additional tranches will begin 30 days after closing and is responsible to pay an 8-per-cent brokerage fee with each tranche.

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.

About Verses AI Inc.

Verses is a cognitive computing company building next-generation agentic software systems modelled after the wisdom and genius of nature. Designed around first principles found in science, physics and biology, its flagship product, Genius, is an agentic enterprise intelligence platform designed to generate reliable domain-specific predictions and decisions under uncertainty.

We seek Safe Harbor.