TORONTO, ON — February 25, 2026 — Leads & Copy —
Mr. Randy Gilling (the “Acquiror”) acquired 3,333,333 warrants on February 24, 2026, each exercisable into one common share in the capital of Alset AI Ventures Inc. (TSXV:GPUS)(OTC:GPUSF)(FSE:1R60, WKN:A40M0J) (the “Company”) at an exercise price of $0.15 per Common Share (the “Acquisition”).
The warrants were acquired as part of the consideration payable by the Company for the completion of the first tranche of a loan transaction between the Acquiror and the Company. The Acquiror will purchase up to 3,000 non-convertible debentures of the Corporation bearing interest at 6.0% per annum at a price of $1,000 per debenture, in the aggregate principal amount of up to $3,000,000. Pursuant to the first tranche, 500 debentures were issued by the Company to the Acquiror, in the aggregate principal amount of $500,000. The Acquisition and Transaction were completed through a privately negotiated agreement between the Acquiror and the Company.
As of October 1, 2025, the date the Acquiror most recently filed a Form 62-103F1, the Acquiror beneficially owned 16,783,526 common shares and nil warrants, representing approximately 10.82% of the issued and outstanding common shares, on a partially-diluted basis. Immediately following completion of the Acquisition, the Acquiror beneficially owned 19,622,457 common shares and 3,333,333 warrants, representing approximately 13.03% of the issued and outstanding common shares, on a partially-diluted basis.
The Acquiror holds the securities for investment purposes with a long-term view. The Acquiror may increase or decrease its beneficial ownership of the securities depending on market conditions, the business and prospects of the Company, and other relevant factors, in compliance with applicable securities laws.
The Company is located at 701 West Georgia Street, Suite 1420, Vancouver, BC V7Y 1E4. The Acquiror is located at 777-2255B Queen Street East, Toronto, Ontario M4E 1G3. A copy of the early warning report related to the Acquisition will be available under the Company’s profile on SEDAR+ at www.sedarplus.ca or may be obtained from the Acquiror at sales@silverbirchgrowth.com.
Source: Alset AI Ventures Inc.
