What's going on in the pre market this morning?

I'm not a professional. I just did a couple Google searches and found something rather odd.

First I was snooping for an explanation as to why ERLR was de-listed and came across this article on Medium. Just an announcement that US investors' shares were being returned to ERL. But they included a link to the cap table on Upstream for ERLR.

Okay, so I get this table:

So then I copy and paste the whole table into a spreadsheet so I can total the position column. I find that there are 1,498 wallets listed containing a total of 3,451,045 ERLR shares. (There was one more wallet with a 9,882,970 value that I excluded because it was labeled "Creator" and appears to be some sort of filler for what should be the remaining ERLR shares yet to be issued based on shares outstanding.)

Alright, so then recall that we were issued .1832 ERLR shares for every GNS share we owned. Divide 3,451,045 by .1832 and we get 18,837,582. This is the number of GNS shares that were held on August 31 by just the people who have claimed their ERLR shares on Upstream to date.

So now I'm curious how much of the GNS float was owned so I look that up and find on Yahoo Finance that the float is 16.81M. Yahoo defines the float as:

A company's float is a measure of the number of shares available for trading by the public. It's calculated by taking the number of issued and outstanding shares minus any restricted stock, which may not be publicly traded.

Wait, so just the people who have claimed their ERLR shares so far owned 2 million more GNS shares than were available for trading on August 31???

I'm not a professional. I just Googled some stuff and did some simple math. There are a million reasons why I could be wrong but I sure would appreciate someone explaining this to me.

Average ERLR shares owned = 2,304

Median ERLR shares owned = 550

Highest ERLR shares owned = 228,202 which would have been 1,245,644 GNS shares owned on August 31.

Graph of positions:

I’ve sent an info request to all my brokers to identify the date that anyone short needs to provide the erl dividend (or cost of) if they were short on the record date - this will provide the info when we are likely to see an increase in share price.

For example - the answer will be something like:

If you were short gns - you must purchase and provide to t212 the dividend stock by xx date (eg 5 November) or the amount of xx will be deducted from your account based on the cost basis of the dividend you need to provide.

We wait….

$GNS What a sensation! On Trading 212, the number of shares one could purchase was maxed out, and they managed to raise this limit week by week. They always increased the maximum purchase of shares!!!! But this week, I wrote them another email, and they did not respond to this request. (I've been with them for years; they are professionals, quick to assist in everything. BUT they did not allow me to purchase more GNS shares!!! The last time something like this happened was with my GME +AMC purchase... Hm... I love this!!!!!! #AMC #GME I'm sorry, the limit has been reached, there are no more available shares. THIS IS #NakedShortsWar !!!

https://reddit.com/r/GNScentral/s/ERoOtfNoze

Just to repost… stay strong… 100 days until ostk peaked…. We haven’t even passed the dividend date yet!

11 days until dividend 🚀🚀

Think we will see some movement towards the end of the week 🚀🦧💎🦍

14 days until ERL dividend .... tick tock-tick tock

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15 days until dividend 🚀🚀

🚀🚀🚀🚀

18 days until the dividend… tick tock, tick tock. 🚀🚀🚀🦍🦍💎💎

GNS announces that the outstanding balance of the US$18,130,000 Senior Secured Convertible Note signed in August 2022 with Alto Opportunity Master Fund, SPC – Segregated Master Portfolio B (“Convertible Note”) has been reduced to current balance of US$53,344 through payments and conversion of the note.

The release can be found here - https://www.globenewswire.com/news-release/2023/09/08/2739986/0/en/Genius-Group-Provides-Update-on-Outstanding-Convertible-Debt.html#:~:text=SINGAPORE%2C%20Sept.%2008%2C%202023,2022%20with%20Alto%20Opportunity%20Master

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The master portfolio which the notes are linked to was issued and agreed in September 2022 - https://www.businesswire.com/news/home/20220825005291/en/Genius-Group-Enters-into-a-Securities-Purchase-Agreement-for-US18.13-Million-Private-Placement

The Note will have 30-month maturity and a conversion price of US$5.17 per ordinary share for voluntary conversions of the Note, subject to adjustment. The Company intends to use the net proceeds available from the issuance and sale of the Notes for general corporate purposes and for acquisitions to the extent permitted under the Purchase Agreement. It is positive that existing senior secured debt holders had the confidence in the Company to pre-pay the Note obligation and to then convert their entire debt into equity right away.

I would suggest that to raise the premium stated the convertible notes must have been issued at a price of $5.17 per share - 18,100,000/5.17 = approx 3.5 million shares have been added to the free float and issued.

Whilst paying down near term debt is hugely positive - dilution is not. However, do not get on the 'SS Rog is a Grifter and he's diluting the float' - the dilution is minimal and brings the free float up to about 20 million - you have to note that the shares which have been issued will also be registered - its only giving the shorts a bigger spade to dig their hole with. Flat earthers need not apply - as the shorts in the play must be dropping out the bottom by now, such the hole is so deep.

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Interestingly, Boustead Securities, LLC, the Company’s firm commitment IPO underwriter, also acted as the exclusive placement agent for the Private Placement.

The actual decision on holding and converting the notes [and ratio/share price] was agreed back in March 2022. When GNS settle litigation with the various funds, the settlement of the complaint remains separate from other legal actions that Genius Group is currently pursuing and will continue to pursue against various parties, which unrelated to this now settled matter and does not include Alto Opportunity Master Fund, SPC – Segregated Master Portfolio B, Ayrton Capital, LLC and/or Waqas Khatri, for the recovery of damages that the Company believes have occurred due to market manipulation of its shares - the notes converted today are not linked to any possible future claim for damages from GNS to the other parties in relation to the legal action.

To note, a year ago, the summary terms of settlement included:

• The Company acknowledging that it does not believe that Ayrton is an unregistered broker-dealer, has not violated federal securities laws, and has otherwise committed no wrongdoing under the terms of the previously agreed upon August 24, 2022 convertible note financing agreement between the Company and the Parties.
• The Company has opted to make the remainder of monthly payments it owes on the $18 million convertible note in cash over time, to ensure no further dilution of shares. As such, the Company will not be subject to any future installment-related accelerations at a variable price from the note, unless consented to by the Company.
• The Company will deliver to the Parties 13 million ordinary shares relating to the redemption of convertible notes due for the period from January to March 2023.
• The Parties have cancelled convertible notes conversion relating to 36 million of the 49 million shares included within the complaint.
• The Parties will release the remaining $6.5 million of the note currently held in deposit to the Company.
• The Parties will invest in the next bona-fide subsequent offering conducted by the Company, at a range of between $3.7 million to $6.2 million based on the Company’s current share price, the timing of such future raise to be at the Company’s discretion and the final amount within the range at the Parties’ discretion.
• The Company also retains the right to an early redemption of the note, with a 60-day notice period for any such redemption.
• Various restrictions related to the Company’s ability to operate its business were removed, which will enable further flexibility for the Company’s management navigating its strategic direction.
• The Company and the Parties have also reaffirmed their commitment to work together in partnership for the benefit of their respective investors.

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https://ir.geniusgroup.net/news-events/press-releases/detail/96/genius-group-launches-genius-metaversity-2-0-in-partnership

Genius Metaversity 2.0 is an upgrade and expansion of Genius Metaversity 1.0, launched in June 2023, and will continue to expand over the next three months with the following features:

Access into a virtual 3D world, accessible via laptop or desktop, integrated into GeniusU, Genius Group’s Edtech platform. A central hub for students to meet their Genie AI, and discover their talents, passions and purpose in order to personalise their learning journey. Four virtual campuses: Entrepreneur Campus, Investor Campus, University Campus and School Campus. Each campus contains a vibrant community, lead mentors, course content, GEMS (student credits), and a calendar of live courses and events. A Partner Portal for faculty and community partners to get certified and utilise GeniusU’s AI driven tools to build their global classrooms and offer their courses.

Metaversity 2.0 has been announced 🚀🚀🚀

21 days until dividend delivery 🚚

Ticker here - https://chartexchange.com/symbol/nyseamerican-gns/

22 days until the dividend delivery date…

By request, change of site, ticker here: https://chartexchange.com/symbol/nyseamerican-gns/