Genius Group, an AI-powered education company, has proposed a $12.5 million perpetual preferred offering to rebuild a Bitcoin treasury it aims to reach $827 million by fiscal 2031. The company previously liquidated its Bitcoin holdings and used the proceeds to repay $8.5 million in debt.
The proposed raise represents just 1.51% of the stated $827 million target, leaving approximately $814.5 million still to finance. The proceeds would be allocated across three areas: Bitcoin purchases, an AI portfolio, and a dollar reserve covering about 18 months of preferred dividends. However, Genius has not disclosed the specific allocation percentages, making it impossible to calculate how much of the initial capital would actually go toward Bitcoin.
The perpetual preferred offering would be non-convertible and pay a variable rate monthly. Genius said the instrument would avoid diluting common shares at issuance, though preferred stockholders would receive priority claims on dividends and liquidation proceeds ahead of ordinary shareholders. The company has yet to determine the issue price, final size, timing, structure, or exchange listing for the security, with all terms remaining subject to board approval, securities regulations, and market conditions.
Bridging the funding gap would require repeated financing rounds beyond this initial offering, with each dependent on investor demand. Genius maintains a $1.2 billion shelf registration that became effective in July 2025, though a shelf registration only permits securities sales over time and does not represent committed capital. An April 2026 prospectus supplement outlined an approximately $8 million public offering under the same registration.
According to Genius' most recent disclosures, the company reported $2.42 million in cash in its latest audited filing. An unaudited August update indicated net assets of $106.6 million as of June, with no third-party debt reported.
