GNS on NYSE
Genius Group Ltd
Prepackaged software services company, listed on NYSE (GNS)1
In its 2026 annual report (Form 20-F) the company says: “GeniusU, which we are developing to provide AI powered, personal recommendations and guidance for each student.”4
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Last updated Oct 21, 2026.
Overview
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- TickerGNS on NYSE1
- IndustryServices-Prepackaged Software1
- HeadquartersU01
- Incorporated inSingapore3
- Business address8 Amoy Street #01-01, Singapore, U0 0499503
- Filer categoryNon-accelerated filer, Emerging growth company3
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Pro Ed was acquired in November 2025 as part of a combined transaction with Genius City.4 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Business segments
Academy [member] brought in 56% of the revenue Genius Group Ltd broke down this way in fiscal 2025.
Business segments by year
| Business segments | 2024 | 2025 |
|---|---|---|
| Academy [member] | $5.4M | $4.7M |
| Resorts [member] | $2.2M | |
| School | $2.2M | $1.5M |
Regions
Europe Middle East Africa brought in 63% of the revenue Genius Group Ltd broke down this way in fiscal 2025.
Regions by year
| Regions | 2023 | 2024 | 2025 |
|---|---|---|---|
| Europe Middle East Africa | $7.9M | $3.2M | $5.3M |
| Pacific | $3.5M | $2.2M | $2.8M |
| North america south america [member] | $11.1M | $2.1M | $284.9K |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue54¢$5.5M
- Research and development6¢$616.8K
- Interest33¢$3.4M
- Income tax6¢$652.7K
Out of $8.4M in revenue.2 The company lost money this year.
Financial statements
No quarterly figures reported.
Every line of the income statement as filed: the last 3 fiscal years, latest first.2
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Revenue | $8.4M | $7.6M | $22.5M |
| Cost of revenue | -$5.5M | -$5.2M | -$10.8M |
| Gross profit | $2.9M | $2.4M | $11.7M |
| General and administrative expenses | -$27.7M | -$21.9M | -$29.6M |
| Depreciation and amortization | -$1.7M | -$1.5M | -$2.7M |
| Other operating income | $257.9K | $24.5K | $30.2K |
| Gain on lease modification | $308.8K | ||
| Gains / (losses) from foreign currency transactions, net | $241.4K | -$375.0K | -$375.4K |
| Total operating expenses, net | -$29.0M | -$23.7M | -$32.4M |
| Loss from Operations | -$26.1M | -$21.4M | -$20.7M |
| Other Income | $877.5K | $206.7K | |
| Loss on sale of digital assets | -$5.8M | ||
| Impairment losses | -$15.9M | -$7.6M | -$14.4M |
| Revaluation adjustment of contingent liabilities | $3.7M | $32.8M | |
| Fair value (losses) / gains on digital assets and financial assets at fair value through profit or loss | -$3.6M | $440.1K | |
| Other expenses | -$975.5K | -$9.8K | |
| Interest expense, net | -$3.4M | -$1.1M | -$3.7M |
| Total Other Income/(Expense), net | -$29.2M | -$4.7M | $14.9M |
| Loss before income tax from continuing operations | -$55.3M | -$26.1M | -$5.7M |
| Income Tax Benefit/(Expense) | -$652.7K | $2.3M | $1.1M |
| Net Loss from continuing operations | -$56.0M | -$23.8M | -$4.7M |
| Profit/(Loss) from discontinued operations, net of tax | $532.2K | -$1.1M | -$1.0M |
| Net Loss | -$55.5M | -$24.9M | -$5.7M |
| Foreign currency translation | $1.2M | -$48.7K | -$203.8K |
| Total Comprehensive Loss | -$54.3M | -$25.0M | -$5.9M |
| Owners of Genius Group Limited | -$55.3M | -$24.9M | -$5.7M |
| Non-controlling interest | -$190.2K | -$57.7K | -$54.1K |
| Owners of Genius Group Limited | -$54.1M | -$24.9M | -$5.9M |
| Non-controlling interest | -$190.2K | -$57.7K | -$54.1K |
| Total Comprehensive Loss | -$54.3M | -$25.0M | -$5.9M |
| Net loss per share attributed to common stockholders, basic | -$0.55 | -$0.99 | -$0.84 |
| Net loss per share attributed to common stockholders, diluted | -$0.55 | -$1.03 | -$1.03 |
| Weighted-average number of shares outstanding, basic | 101.5M shares | 24.2M shares | 5.6M shares |
| Weighted-average number of shares outstanding, diluted | 101.5M shares | 24.2M shares | 5.6M shares |
| Number of shares outstanding, basic | 159.8M shares | 64.4M shares | 7.4M shares |
| Number of shares outstanding, diluted | 159.8M shares | 64.4M shares | 7.4M shares |
No quarter-by-quarter statement was filed.
No quarterly figures reported.
Every line of the balance sheet as filed: the last 4 fiscal years (annual) or 4 quarters (quarterly), latest first.2
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $2.4M | $1.6M | $614.8K | $5.7M |
| Trade receivables | $1.1M | $1.7M | ||
| Other receivables | $1.7M | $1.7M | ||
| Due from related parties | $388.1K | $5.7M | ||
| Digital assets | $14.9M | $30.4M | ||
| Inventories | $682.6K | $467.2K | ||
| Prepaid expenses and other current assets | $2.6M | $786.4K | ||
| Total Current Assets | $23.9M | $42.4M | ||
| Property, plant and equipment, net | $12.9M | $301.5K | $456.8K | |
| Operating lease rightofuse assets | $2.3M | |||
| Financial assets at fair value through profit or loss | $1.4M | $1.4M | ||
| Investments in joint venture | $5.1M | $366 | ||
| Goodwill | $44.8M | $8.3M | $11.4M | |
| Intangible assets, net | $9.8M | $11.9M | $15.3M | |
| Deferred tax asset | $1.3K | |||
| Other receivables | $814.5K | $758.0K | ||
| Other non-current assets | $35.9M | $35.9M | ||
| Total Non-Current Assets | $113.1M | $58.6M | ||
| Total Assets | $136.9M | $101.1M | $43.2M | |
| Trade payables | $4.3M | $3.3M | ||
| Accrued expenses and other current liabilities | $3.6M | $2.1M | ||
| Contract liabilities | $3.9M | $1.7M | $2.8M | |
| Income tax payable | $71.3K | $254.4K | ||
| Due to related parties | $7.0M | $4.0M | ||
| Operating lease liabilities current portion | $234.2K | |||
| Loans payable - current portion | $8.6M | $229.8K | ||
| Short term debt | $25.0K | $40.0K | ||
| Total Current Liabilities | $27.6M | $11.6M | ||
| Due to related parties | $9.7M | $1.8K | ||
| Operating lease liabilities non current portion | $2.1M | |||
| Loans payable non-current portion | $10.0M | |||
| Deferred tax liabilities | $907.5K | |||
| Total Non-Current Liabilities | $12.7M | $10.0M | ||
| Total Liabilities | $40.3M | $21.6M | $23.5M | |
| Share capital | $238.7M | $166.3M | ||
| Treasury shares | -$4.3M | |||
| Reserves | -$7.1M | -$8.5M | ||
| Accumulated losses | -$138.0M | -$84.0M | ||
| Capital and reserves attributable to owners of Genius Group Limited | $89.3M | $73.8M | ||
| Non-controlling interest | $7.4M | $5.6M | ||
| Total Stockholders Equity | $96.6M | $79.4M | $19.7M | |
| Total Liabilities and Stockholders Equity | $136.9M | $101.1M |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $2.4M | $1.6M | $614.8K | $5.7M |
| Trade receivables | $1.1M | $1.7M | ||
| Other receivables | $1.7M | $1.7M | ||
| Due from related parties | $388.1K | $5.7M | ||
| Digital assets | $14.9M | $30.4M | ||
| Inventories | $682.6K | $467.2K | ||
| Prepaid expenses and other current assets | $2.6M | $786.4K | ||
| Total Current Assets | $23.9M | $42.4M | ||
| Property, plant and equipment, net | $12.9M | $301.5K | $456.8K | |
| Operating lease rightofuse assets | $2.3M | |||
| Financial assets at fair value through profit or loss | $1.4M | $1.4M | ||
| Investments in joint venture | $5.1M | $366 | ||
| Goodwill | $44.8M | $8.3M | $11.4M | |
| Intangible assets, net | $9.8M | $11.9M | $15.3M | |
| Deferred tax asset | $1.3K | |||
| Other receivables | $814.5K | $758.0K | ||
| Other non-current assets | $35.9M | $35.9M | ||
| Total Non-Current Assets | $113.1M | $58.6M | ||
| Total Assets | $136.9M | $101.1M | $43.2M | |
| Trade payables | $4.3M | $3.3M | ||
| Accrued expenses and other current liabilities | $3.6M | $2.1M | ||
| Contract liabilities | $3.9M | $1.7M | $2.8M | |
| Income tax payable | $71.3K | $254.4K | ||
| Due to related parties | $7.0M | $4.0M | ||
| Operating lease liabilities current portion | $234.2K | |||
| Loans payable - current portion | $8.6M | $229.8K | ||
| Short term debt | $25.0K | $40.0K | ||
| Total Current Liabilities | $27.6M | $11.6M | ||
| Due to related parties | $9.7M | $1.8K | ||
| Operating lease liabilities non current portion | $2.1M | |||
| Loans payable non-current portion | $10.0M | |||
| Deferred tax liabilities | $907.5K | |||
| Total Non-Current Liabilities | $12.7M | $10.0M | ||
| Total Liabilities | $40.3M | $21.6M | $23.5M | |
| Share capital | $238.7M | $166.3M | ||
| Treasury shares | -$4.3M | |||
| Reserves | -$7.1M | -$8.5M | ||
| Accumulated losses | -$138.0M | -$84.0M | ||
| Capital and reserves attributable to owners of Genius Group Limited | $89.3M | $73.8M | ||
| Non-controlling interest | $7.4M | $5.6M | ||
| Total Stockholders Equity | $96.6M | $79.4M | $19.7M | |
| Total Liabilities and Stockholders Equity | $136.9M | $101.1M |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 3 fiscal years, latest first.2
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Net Loss from continuing operations | -$56.0M | -$23.8M | -$4.7M |
| Net Profit/(Loss) from discontinued operations | $532.2K | -$1.1M | -$1.0M |
| Stock-based compensation | $7.6M | $4.2M | $532.5K |
| Depreciation and amortization | $2.3M | $2.1M | $3.3M |
| Deferred income taxes | -$756.0K | ||
| (Gain) Loss on foreign exchange transactions | -$214.0K | $375.0K | $375.4K |
| Allowance for expected credit losses | -$267.5K | -$575.4K | $2.8M |
| Impairment loss on investments, goodwill, receivables, due from related parties and intangible assets | $15.9M | $8.4M | $15.4M |
| Bad debt written off | $482.3K | ||
| Gain from de-consolidation of a subsidiary | -$532.2K | ||
| Loss on disposal of property, plant and equipment | $946.2K | ||
| Reversal of impairment on property, plant and equipment | -$836.5K | ||
| Gain on lease modification | -$308.8K | ||
| Revaluation adjustment on contingent liabilities | -$3.7M | -$32.8M | |
| Interest paid (loans) | $3.3M | $1.1M | $1.3M |
| Interest expense on lease liabilities | $79.9K | $787.3K | |
| Interest expense on convertible debt obligation | $1.7M | ||
| Interest Income | -$45.1K | ||
| Revaluation of digital assets | $3.6M | -$440.1K | |
| Loss on disposal of digital assets | $5.8M | ||
| Trade receivables | $1.1M | -$359.7K | $2.6M |
| Pledge deposit | $711.0K | -$711.0K | |
| Other receivables | -$49.5K | $7.4K | $21.0K |
| Prepaid expenses and other current assets | -$222.8K | -$110.7K | $62.1K |
| Digital assets | $6.1M | -$30.0M | |
| Inventories | -$20.4K | $288.1K | $121.0K |
| Trade payables | -$790.1K | -$1.1M | $2.7M |
| Accrued expenses and other current liabilities | -$184.4K | $794.2K | $55.3K |
| Contract liabilities | -$49.1K | -$1.0M | -$2.8M |
| Current tax provision | -$776.1K | ||
| Deferred tax liabilities | $948.8K | -$2.3M | |
| Income tax payable | -$88.8K | $79.7K | -$152.1K |
| Other non-current asset | $1.4K | ||
| Total Adjustments | $44.8M | -$21.4M | -$6.7M |
| Net cash used in operations | -$10.6M | -$46.3M | -$12.4M |
| Interest received | $45.1K | ||
| Internally developed software | -$298.7K | -$492.9K | -$438.2K |
| Acquisition of subsidiaries, net of cash acquired | $58.1K | -$2.3M | |
| Purchase of Intangible Assets | -$40.0K | ||
| Purchase of property, plant and equipment | -$1.9M | -$7.0K | -$131.1K |
| Proceeds from disposal of property, plant and equipment | $1.3K | ||
| Purchase of investment in GU | -$20.0K | ||
| Purchase of financial assets at fair value through profit or loss | -$8.5K | -$1.0M | |
| Purchase of other non-current assets | -$6.6M | ||
| Net cash used in investing activities: | -$2.2M | -$8.1M | -$2.8M |
| Other interest paid loans | -$2.7M | -$1.1M | -$1.3M |
| Amount due to/from related party, net | -$840.1K | -$484.1K | $1.5M |
| Proceeds from convertible debt, net of issuance costs | $8.9M | ||
| Proceeds from equity issuances | $17.7M | $49.5M | |
| Cash paid for acquiring treasury shares | $4.3M | ||
| Cash paid in lieu of stock based compensation | -$6.8M | ||
| Repayment of lease liabilities | -$138.9K | -$775.7K | |
| Proceeds from loans | $23.3M | $10.0M | $2.0M |
| Repayment of loans | -$21.0M | -$2.6M | -$594.0K |
| Net cash provided by financing activities | $13.9M | $55.4M | $9.9M |
| Increase (decrease) in cash and cash equivalents during the year | $1.1M | $917.1K | -$5.4M |
| Effects of currency translation on cash and cash equivalents | -$274.7K | $83.1K | $296.8K |
No quarter-by-quarter statement was filed.
Corporate structure
Genius Group Ltd sits at the top of its group. 1 entity on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Genius Group Ltd
- Roger James Hamilton Filed SCHEDULE 13G on Genius Group Ltd, latest Jul 9, 2025 (2 filings since Feb 20, 2024)
- Ayrton Capital LLC Filed SCHEDULE 13G/A on Genius Group Ltd, latest May 14, 2025 (3 filings since Nov 14, 2024)
- Genius Group Ltd U0
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Genius Group Ltd reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, net | $12.9M2 Dec 31, 2025 | $301.5K2 Dec 31, 2024 | +4193.7% |
| Operating-lease assets (leased space) | $2.3M2 Dec 31, 2025 | $12.6M6 Dec 31, 2022 | −81.6% |
Real estate and locations
| Item | Latest | A year before | Change |
|---|---|---|---|
| Real estate investments, net | $1.4M7 Dec 31, 2024 | $28.7K7 Dec 31, 2023 | +4714.5% |
Investments
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $44.8M2 Dec 31, 2025 | $8.3M2 Dec 31, 2024 | +437.2% |
| Intangible assets, net (excluding goodwill) | $9.8M2 Dec 31, 2025 | $11.9M2 Dec 31, 2024 | −18.0% |
Inventory
Former names
- Genius Group LimitedApr 6, 2021 to Apr 6, 20213
Filings
354 filings to the SEC since October 2021: 7 annual reports, 5 large holders, 342 other. The latest 20:
- Sep 28, 20266-K EDGAR
- Jul 29, 20266-K EDGAR
- Jul 15, 2026EFFECT EDGAR
- Jul 8, 20266-K EDGAR
- Jul 1, 2026F-3/A EDGAR
- Jun 22, 20266-K EDGAR
- Jun 17, 20266-K EDGAR
- Jun 15, 20266-K EDGAR
- Jun 5, 20266-K EDGAR
- Jun 5, 20266-K EDGAR
- Jun 3, 20266-K EDGAR
- Jun 1, 2026F-3/A EDGAR
- May 28, 20266-K EDGAR
- May 21, 20266-K EDGAR
- May 12, 20266-K EDGAR
- May 4, 2026F-3/A EDGAR
- May 4, 20266-K EDGAR
- May 1, 2026F-3 EDGAR
- Apr 22, 20266-K EDGAR
- Apr 16, 2026424B5 EDGAR
The 354 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Roger James HamiltonSCHEDULE 13G, 2 filings Feb 20, 2024 to Jul 9, 20259
- Ayrton Capital LLCSCHEDULE 13G/A, 3 filings Nov 14, 2024 to May 14, 202510
SEC filer profile
How Genius Group Ltd is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARGenius Group Ltd1
- CIK0001847806
- Filer statusNon-accelerated filer an emerging growth company; a shell company4
- Incorporated inU04
- Fiscal year endsDecember 311
- Industry code (SIC)7372 Services-Prepackaged Software1
- SEC reviewing officeOffice of Technology, Division of Corporation Finance1
- Business address8 Amoy Street #01-01, Singapore, U0 0499501
- Phone65894012001
- Shares outstanding159,839,164 shares as of Dec 31, 20254
- AuditorEnrome LLP, Singapore PCAOB ID 69074
- On EDGAR sinceApr 6, 20211
- Filings360 in all: 6-K (222), CORRESP (29), UPLOAD (24), F-1/A (20), EFFECT (8), F-3/A (8), 20-F (5), FWP (5)1
All 26 form types
S-8 (5), F-1 (4), 424B5 (3), F-3 (3), NT 20-F (3), 144 (2), 20-F/A (2), 424B2 (2), 424B4 (2), DEL AM (2), DRS (2), SC 13G (2), SCHEDULE 13G/A (2), 8-A12B (1), CERT (1), F-1MEF (1), POS AM (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (20-F) Mar 9, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Ordinary shares, no par value per share | NYSE |
From the cover page of the 20-F filed Mar 9, 2026 (Section 12(b) of the Exchange Act).4
Sources
The numbers on this page point here. Each one links to the record it came from.
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