Genius Group Sets ERL Share Count Date for February 13, 2026

Core Viewpoint - Genius Group Limited is addressing a significant discrepancy in the share count of its GNS shares, which affects both current shareholders and those of Entrepreneur Resorts Ltd (ERL) as part of an Asset Purchase Agreement (APA) [1][2]. Share Count Discrepancy - A share count date has been set for February 13, 2026, to resolve a 68% discrepancy in GNS shares reportedly held by brokers, with 54.4 million shares reported by the Depository Trust & Clearing Corporation (DTCC) but only 17.4 million verified as owned by Genius Group investors [2][11]. - The discrepancy arose during the August 2023 spin-off of ERL, where a full share count was not possible due to limitations in data provided by DTCC [4][5]. - After two years of verification, only 32% of shares held by brokers have been connected to actual GNS shareholders, leaving a significant number of shares unallocated [6][10]. Bitcoin Loyalty Payment Program - The Share Count will lead to a 726% increase in participation in the Bitcoin Loyalty Payment Program, raising the number of shares in the program from 2.3 million to 19.0 million GNS shares [3][18]. - Shareholders can voluntarily withdraw from the program between February 13 and May 28, 2026, which may affect the final number of qualifying shares [3][18]. - The loyalty bonus of $0.10 per share is equivalent to an annualized return of 32% based on the current share price of $0.63 [16]. Distribution of GNS Shares - Following the completion of the APA, ERL will distribute 50 million GNS shares to verified ERL investors, with 40.9% of these shares currently unallocated due to the discrepancy [10][21]. - The distribution will occur in book entry form via Vstock Transfer LLC, and shareholders must maintain their shares in book entry to qualify for the loyalty bonus [17][19]. Company Overview - Genius Group is a Bitcoin-first education group leveraging AI to provide solutions for the future of work, serving 6 million users across over 100 countries [22].