An anonymous director reports

ALSET AI ANNOUNCES CLOSING OF DEBT SETTLEMENT

Further to the news release dated Jan. 21, 2025, Alset AI Ventures Inc. has closed its previously announced debt settlement totalling $160,697.64 owed to certain creditors of the company in consideration for the issuance of an aggregate 788,330 common shares in the capital of the company and 640,092 units of the company at a deemed price of 11.25 cents per debt settlement unit and debt share.

Each debt settlement unit consists of one debt share and one transferable common share purchase warrant, with each debt settlement warrant exercisable to purchase one additional common share of the company at an exercise price of 15 cents per debt settlement warrant share for a period of two years from the date of closing of the debt settlement. The securities issued under the debt settlement will be subject to a statutory hold period expiring June 28, 2025.

Certain related parties to the company have participated in the debt settlement and were issued an aggregate of 788,330 debt shares, and such participation may constitute a related-party transaction under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Pursuant to the policies of the TSX Venture Exchange, any related party to the company has received debt settlement shares only and no debt settlement warrants. The company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under subsections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the debt settlement by insiders will not exceed 25 per cent of the fair market value of the company's market capitalization.

About Alset AI Ventures Inc.

Alset AI is a pioneering artificial intelligence and cloud computing investment firm, committed to nurturing high-potential technology companies. Through a combination of capital, strategic advisory and cloud computing alliances, Alset AI is shaping the future of artificial intelligence and building an artificial-intelligence-focused venture capital platform poised for substantial growth.

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