Amir SohailSINGAPORE, (ZEEST MEDIA) — Genius Group Limited (NYSE American: GNS) (“Genius Group”, “GNS” or the “Company”), a leading AI-powered education group, today issued the following statement pursuant to Section 401(d) of the NYSE American Company Guide in response to unusual market activity in the Company’s ordinary shares.
On May 27, 2026, shares of the Company rose in price from $0.24 to a high of $0.52, representing an approximately 116% intra-session price increase, with approximately 60 million shares traded after normal trading hours. On May 28, 2026, the Company’s share price ranged from a low of $0.25 and a high of $0.36, with approximately 287 million shares traded. This is approximately 19,200% higher than its previous five-day average trading volume.
Following inquiry, the Company confirms that there has been no material development in its business and affairs that has not been previously disclosed, and the Company is not aware of any other reason that would account for the unusual market activity in its shares. The Company is not currently engaged in any undisclosed transactions involving its shareholders, directors, officers or the Company itself that would account for the unusual movements.
Recent Publicly Disclosed Information
The Company refers shareholders and the market to its recent public disclosures, including the following announcements:
- May 27, 2026: Genius Group Board Approves AI Treasury Strategy, Including Plans to Invest in Up to Initial US$100 Million AGI Infinity Portfolio: The Board of Directors approved the expansion of the Company’s Treasury Strategy to a dual Bitcoin Treasury and AI Treasury with the launch of the AGI Infinity Portfolio, including pre-IPO exposure to SpaceX, OpenAI, Anthropic, Figure AI, Databricks, Anduril, Replit and Shield AI, and a five-year portfolio target of US$800 million within US$2 billion in total assets by FY2031.
- May 28, 2026: Genius Group’s Bitcoin Loyalty Program: The Company announced the conclusion of the first round of its Bitcoin Loyalty Program, with all qualifying shareholders who held shares in book entry from November 29, 2025 through May 28, 2026 to receive a bonus of $0.10 per share, payable in Bitcoin or in cash. The Company also announced the launch of a second round of the Bitcoin Loyalty Program commencing June 1, 2026.
The Company further refers shareholders to its Annual Report on Form 20-F and its Reports of a Foreign Private Issuer on Form 6-K available at www.sec.gov, and to its prior press releases available at ir.geniusgroup.net/news-events/press-releases.
Ongoing Monitoring of Trading Activity
As part of its continuing efforts to protect shareholder value and maintain market integrity, the Company has engaged Shareholder Intelligence Services, LLC (“ShareIntel”) since December 2022 to monitor and analyze daily trading activity in the Company’s shares for suspicious, aberrant or otherwise unusual movements. ShareIntel’s patented “Data Repository Information Link” (DRIL-Down™) process provides public companies with secure, 24/7 access to dynamic shareholder and broker-dealer transaction analytics, including the ability to historically aggregate repository data from reporting entities, broker-dealers and shareholders, and to identify potentially anomalous trading.
The Company has requested ShareIntel’s analysis of the trading activity specifically for May 27 and May 28, 2026. The Company intends to continue working with ShareIntel and its other professional advisors to identify, interpret and respond to unusual trading in its securities, and reserves all rights with respect to any trading activity that may be determined to be unlawful or manipulative.
Investor Presentation Webcast
Management is hosting an investor presentation webcast on Tuesday, June 2, 2026, at 9:00 am Eastern Time to discuss Genius Group’s treasury strategy in detail together with the structure and investment plan of the AGI Infinity Portfolio and how the strategy complements the Company’s education and digital banking plans. Details of the webcast will be available prior to the event at ir.geniusgroup.net
About Genius Group
Genius Group (NYSE: GNS) is a global education group delivering AI powered, education and acceleration solutions for the future of work. Genius Group serves 6 million users in over 100 countries through its Genius City model and online digital marketplace of AI training, AI tools and AI talent. It provides personalized, entrepreneurial AI pathways combining human talent with AI skills and AI solutions at the individual, enterprise and government level. To learn more, please visit geniusgroup.ai
Forward-Looking Statements
Statements made in this press release include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by the use of words such as “may,” “will”, “plan,” “should,” “expect,” “anticipate,” “estimate,” “continue,” or comparable terminology. Such forward-looking statements are inherently subject to certain risks, trends and uncertainties, many of which the Company cannot predict with accuracy and some of which the Company might not even anticipate and involve factors that may cause actual results to differ materially from those projected or suggested. Readers are cautioned not to place undue reliance on these forward-looking statements and are advised to consider the factors listed above together with the additional factors under the heading “Risk Factors” in the Company’s Annual Reports on Form 20-F, as may be supplemented or amended by the Company’s Reports of a Foreign Private Issuer on Form 6-K. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise. No information in this press release should be construed as any indication whatsoever of the Company’s future revenues, results of operations, or stock price.
Non-IFRS Financial Measure
We have included Adjusted EBITDA because it is a key measure used by our management and board of directors to understand and evaluate our core operating performance and trends, to prepare and approve our annual budget and to develop short- and long-term operational plans. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our core business.
We calculate Adjusted EBITDA as net profit / loss for the period plus income taxes and social contribution plus / minus finance revenue /expense result plus depreciation and amortization plus impairments plus revaluation adjustment of contingent liabilities plus share-based compensation expenses plus bad debt provision.
Contacts
For enquiries, contact investor@geniusgroup.ai
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