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Genius Group Ltd (GNS) Form 6-K — Oct 21, 2026

$GNSForm 6-KFiled Oct 21, 2026, 5:10 PM ET0001493152-26-047934Original filing

Genius Group signed Amendment No. 1 (October 15, 2026) to its April 2026 Share Purchase Agreement with Jewel Investments LLC, restructuring a disputed $11.5M investment via a compromise of claims. Under the Amendment, the Seller returns $1,750,000 of the original $5.5M cash consideration, and the original $2M Jewel Bancorp note will be cancelled at a Replacement Closing expected within roughly 30 days. In its place, a newly formed Seller affiliate (NewCo) will issue a new $6.25M senior secured convertible note with a 24-month term at the short-term Applicable Federal Rate, convertible into a NewCo minority equity stake after a 9-month lockout, or repayable in cash.

Key figures

Deal Value Usd
11500000
Returned cash usd
1750000
Consideration shares
15000000
New note term months
24
Lockout period months
9
Cash consideration usd
5500000
Deemed share price usd
0.4
New note principal usd
6250000
Original note principal usd
2000000
Replacement closing window days
30

AI analysis

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AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.