AlphaGen Announces Results of ASGM and Share Consolidation

/EIN News/ -- VANCOUVER, British Columbia, March 26, 2025 (GLOBE NEWSWIRE) -- AlphaGen Intelligence Corp. (CSE: AIC | OTC: APETF | FSE: W4V) (“AlphaGen” or the “Company”), a leader in AI technology for 3D content, gaming, entertainment and retail, is pleased to announce the results of its Annual General and Special Meeting (“Meeting”) held Friday, March 21, 2025. Details of the matters approved at the Meeting are set out in the Company’s Management Information Circular dated February 12, 2025, which can be found on the Company’s website at https://www.alphagen.co and on SEDAR+ at www.sedarplus.ca under the Company’s profile.

At the Meeting, the Company received majority approval to all matters brought before shareholders, including the reappointment of Messrs. Sparkes, Dusenbury, Anastas and Aujla to the Company’s board of directors (“Board”) for the ensuing year. Mr. Parmar did not stand for re-election. The Company extends its gratitude to Mr. Parmar for his expertise and valuable contributions to the Company during his tenure and wishes him success in his future endeavors.

Each of the Circular and form of proxy previously distributed to registered and beneficial shareholders in connection with the Meeting confers discretionary authority upon management (or such other person designated as proxyholder therein) to vote on amendments or variations of matters which had been coming before the Meeting. At the Meeting, Management stated that Charlton & Company, Chartered Professional Accountants had replaced DeVisser Gray LLP, Chartered Accountants as Auditor of the Company as announced October 4, 2024. The Company therefore amended the resolution presented in the Circular and form of proxy to reflect all proxies being voted by management to approve the appointment of Charlton & Company, Chartered accountants as auditor of the Company for the ensuing year at a remuneration to be fixed by the Company’s Board of Directors.

Shareholders also passed a special resolution approving the consolidation of all of the issued and outstanding common shares of the Company (“Common Shares”), on a maximum basis of twenty (20) pre-consolidated Common Shares for one (1) post consolidated Common Share.

The Company currently has 97,719,157 pre-consolidation Common Shares outstanding and, when effected, the Consolidation would reduce the number of outstanding Common Shares to approximately 4,885,957 post-consolidation Common Shares. The exercise price and number of Common Shares issuable upon the exercise of any outstanding stock options, Common Share purchase warrants or other securities convertible into Common Shares will be proportionately adjusted to reflect the Consolidation. No fractional Common Shares will be issued as a result of the proposed Consolidation. Any fractional Common Shares resulting from the Consolidation will be rounded down to the nearest whole number of Common Shares, and no cash consideration will be paid in respect of fractional Common Shares rounded down to the nearest whole Common Share.

The Consolidation is subject to the receipt of regulatory approval, including acceptance by the Canadian Securities Exchange (“CSE”). A subsequent news release will follow, upon receipt of CSE approval, announcing the effective date of the Consolidation, the new CUSIP and ISIN of the post-Consolidation Common Shares and all other relevant details regarding the Consolidation.

The Company anticipates that the proposed Consolidation will take effect within the next two weeks, at which time the Common Shares are expected to trade on a consolidated basis under the existing name and trading symbol.

About AlphaGen Intelligence Corp.

AlphaGen Intelligence Corp. (CSE: AIC) (OTC: APETF) (FSE: W4V) is a publicly traded company, holding a portfolio of assets in gaming, entertainment, eCommerce, and retail. Operational units include: Shape Immersive, a full service metaverse studio building the future of web3 gaming and virtual retail experiences for Fortune 500 companies and beyond through 3D, spatial computing and game production; MANA, a SaaS solution and innovation lab that empowers partner companies to level up their community engagement by launching their own gaming platforms; AlphaGen clients and partners include RTFKT, Olympics, Red Bull, Intel, TED and more. Learn more at: https://alphagen.co.

Contact:

Investor Relations: info@alphagen.co - 604 359 1256

Media and Public Relations: info@alphagen.co

On Behalf of The Board of Directors

Eli Dusenbury
CFO and Director

Cautionary Note Regarding Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company’s current beliefs or assumptions as to the outcome and timing of such future events. In particular, this press release contains forward-looking information relating to, among other things, the proposed Consolidation, including the proposed consolidation ratio, the anticipated effective date of the Consolidation and the anticipated effect of the Consolidation on trading in the Common Shares.

Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information, including, in respect of the forward-looking information included in this press release, the assumption that the Canadian Securities Exchange will not object to the proposed Consolidation and that the Consolidation will be completed as currently anticipated and on the timeline currently anticipated.

Although forward-looking information is based on the reasonable assumptions of the Company’s management, there can be no assurance that any forward-looking information will prove to be accurate. Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include, among other things, that the Canadian Securities Exchange may object to the proposed Consolidation and use its discretion to prohibit the proposed Consolidation; that the Consolidation may not be completed by the Company on the timeline anticipated, or at all; and that the board of directors of the Company retains discretion over the terms and implementation of the Consolidation. The forward-looking information contained in this release is made as of the date hereof, and the Company is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.

The Canadian Securities Exchange has not reviewed, approved, or disapproved the contents of this press release.