Mr. David Scott reports

VERSES ANNOUNCES CLOSING OF PRIVATE PLACEMENT OFFERING OF UNITS

Verses AI Inc. has closed a non-brokered private placement offering of 1,170,807 units of the company at a price of 75 cents (55 U.S. cents) per unit. Pursuant to the offering, the company raised gross cash proceeds of $745,805 (approximately $547,644 (U.S.)) through the issuance of 994,407 units before deducting commissions and expenses incurred in connection with the offering, and extinguished $132,300 (approximately $97,148 (U.S.)) in liabilities through the issuance of 176,400 units.

Each unit is composed of one Class A subordinate voting share of the company and one-half of one share purchase warrant. Each warrant entitles the holder to purchase one share of the company at an exercise price of $1 (approximately 73 U.S. cents) per warrant share at any time until the date that is 24 months from the date of issuance, subject to adjustment in certain events.

The net proceeds of the offering are intended to strengthen the company's financial position and provide liquidity to finance continuing operations, including, in particular, the company's expenses incurred, and expected to be incurred, in connection with the company's research and development objectives, and for working capital and general corporate purposes.

In connection with the offering, the company paid aggregate cash finders' fees of $16,160 (approximately $11,866 (U.S.)) and issued an aggregate of 75,546 finder warrants to certain finders located outside of the United States, which assisted the company with the offer and sale of units to purchasers who were not U.S. persons as defined in Regulation S under the U.S. Securities Act (as defined below). Each finder warrant entitles the holder thereof to acquire one finder unit at a price of 75 cents (approximately 55 U.S. cents) for a period of 24 months from the closing date. Each finder unit will consist of one share and one-half of one share purchase warrant, and each finder unit warrant will be exercisable to purchase one additional share at a price of $1 (approximately 73 U.S. cents) per share for a period of 24 months from the closing of the offering.

All 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.

Michael Blum, the chairman of the company's board, subscribed for 53,333 units under the offering for aggregate gross proceeds of $40,000 (approximately $29,372 (U.S.)). The issuance of the units to Mr. Blum pursuant to the offering is considered to be a related-party transaction within the meaning of Multilateral Instrument 61-101. The insider participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of securities being issued to insiders nor the consideration being paid by insiders will exceed 25 per cent of the company's market capitalization.

On March 12, 2026, the daily average exchange rate as reported by the Bank of Canada for the conversion of one Canadian dollar into U.S. dollars was $1 (Canadian) equals 73.43 U.S. cents. The shares are currently trading in Canada on the Cboe Canada exchange under the symbol VERS and in the United States on the OTCQB under the symbol VRSSF.

About Verses AI Inc.

Verses is a cognitive computing company building next-generation intelligent agentic 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. Imagine a smarter world that elevates human potential through technology inspired by nature.

We seek Safe Harbor.