VERSES® Announces Closing of C$9,573,758 (US$7,000,331) Public Offering of Units

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VANCOUVER, British Columbia, July 14, 2025 (GLOBE NEWSWIRE) — VERSES AI Inc. (CBOE:VERS) (OTCQB:VRSSD) (“VERSES” or the “Company”), a cognitive computing company specializing in next-generation intelligent software systems, is pleased to announce that it has closed its previously announced public offering of 1,007,764 units (the “Units”) of the Company at a price of C$9.50 (US$6.946) per Unit (the “Offering”). Pursuant to the Offering, the Company raised gross proceeds of approximately C$9,573,758 (US$7,000,331), before deducting commissions and estimated expenses incurred in connection with the Offering.

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Each Unit is comprised of one Class A Subordinate Voting Share of the Company (a “Share”) and one-half of one Share purchase warrant (each whole Share purchase warrant, a “Warrant”). Each Warrant entitles the holder to purchase one Share of the Company (a “Warrant Share”) at an exercise price of C$11.50 (US$8.409) per Warrant Share at any time until the date that is 36 months from the date of issuance, subject to adjustment in certain events. The Offering was completed pursuant to an agency agreement dated July 8, 2025 among the Company, A.G.P. Canada Investments ULC and A.G.P./Alliance Global Partners (collectively, the “Agents”). A.G.P. Canada Investments ULC acted as lead Agent for the Offering and A.G.P./Alliance Global Partners acted as U.S. Agent for the Offering.

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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.

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In connection with the Offering, the Company paid the Agents a cash commission of C$450,000 and issued to the Agents 35,271 compensation warrants (the “Compensation
Warrants”). Each Compensation Warrant is exercisable into a Share at an exercise price of C$11.50 (US$8.409) per Share until the date that is 36 months after the date of issuance. In addition, the Company paid a cash fee of US$250,000 (C$341,904) and issued 75,000 corporate finance fee warrants to a financial advisor, with such corporate finance fee warrants having identical terms to the Compensation Warrants.

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The Offering was completed in Canada pursuant to a prospectus supplement dated July 9, 2025 (the “Supplement”) to the Company’s base shelf prospectus receipted on September 26, 2024 (the “Base Shelf Prospectus“). The Supplement was filed with the securities commissions in all of the provinces and territories of Canada, except Quebec, and with the U.S. Securities and Exchange Commission (the “SEC”) in the United States. Copies of the Supplement and the Base Shelf Prospectus can be obtained on SEDAR+ at www.sedarplus.ca. The Offering was conducted in the United States pursuant to a U.S. registration statement on Form F-10, declared effective by the SEC on October 1, 2024 (File No. 333-282301) (as amended, the “Registration
Statement”), which includes the Base Shelf Prospectus. The Registration Statement, including the Base Shelf Prospectus, as well as the Supplement are available in the United States on EDGAR at www.sec.gov.