Alset AI holder Gilling acquires 3.33 million warrants

Executive Summary

• Shareholder Randy Gilling acquired 3,333,333 warrants in Alset AI Ventures Inc., increasing his total beneficial ownership of common shares to approximately 13.03% on a partially diluted basis.
• The warrants were issued as part of the consideration for the first tranche of a loan transaction, involving the purchase of 500 non-convertible debentures with an aggregate principal amount of $500,000.
• The acquisition was completed via a privately negotiated agreement, with the acquiror holding the securities for long-term investment purposes.

Key Details

• Acquirer: Randy Gilling.
• Securities Acquired: 3,333,333 warrants.
• Warrant Terms: Each warrant is exercisable into one common share at an exercise price of $0.15 per common share.
• Transaction Structure: The warrants were part of the total consideration for the first tranche of a loan transaction.
• Debenture Details:
  • The acquiror agreed to purchase up to 3,000 non-convertible debentures at $1,000 each, for a total potential principal amount of $3,000,000.
  • Interest rate: 6.0% per annum.
  • First Tranche Issuance: 500 debentures issued, with an aggregate principal amount of $500,000.
• Ownership Position (Pre-Report): As of October 1, 2025, the acquiror beneficially owned 16,783,526 common shares (approx. 10.82% on a partially diluted basis).
• Ownership Position (Post-Transaction): Immediately following the acquisition and other recent share purchases, the acquiror beneficially owns 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.
• Purpose: Securities are held for investment with a long-term view.
• Filing: Early Warning Report filed under National Instrument 62-103.