Fuse Battery Metals Announces AGM Results and RTO Approval
Coquitlam, BC — December 23, 2025 — Leads & Copy —Fuse Battery Metals Inc. (TSXV: FUSE, OTCQB: FUSEF, FRA: 43W3) announced the results of its Annual General and Special Meeting, held on Monday, December 22, 2025, where all resolutions were approved with over 99.044% of votes in favor.
Shareholders re-elected Tim Fernback, Robert Setter, Ryan Cheung, Chip Richardson, and Andrew Gertler as directors of the company. SHIM & Associates LLP were re-appointed as the company’s auditors.
The shareholders also approved the Reverse Take Over (“RTO”) with 1545726 B.C Ltd dba Pointor AI (“Pointor AI”) from a Tier 2 Mining Exploration Company to a Tier 2 Technology Company in accordance with Exchange Policy 5.2 previously announced on September 16, 2025. This includes the approval of the RTO, which has received conditional acceptance by the TSX Venture Exchange.
Additionally, shareholders approved the increase and amendment of the company’s 20% fixed Stock Option Plan to include the 50,000,000 RTO shares, 1,500,000 finder fee shares, and the 40,000,000 private placement shares to be issued upon completion of the RTO. They also approved the creation of Jessie (Fan) Johnson as a new “Control Person” upon completion of the RTO, in accordance with the policies of the Exchange.
Following the meeting, the Board of Directors appointed Tim Fernback as President and Chief Executive Officer, Robert Guanzon as Chief Financial Officer, and Tina Whyte as Secretary. Tim Fernback, Robert Setter, and Ryan Cheung were re-appointed as members of the Audit Committee.
Pointor AI Financials:
Selected financial information regarding Pointor AI for the period ended September 30, 2025, derived from the Pointor AI Financial Statements, includes total assets of $7,627, total liabilities of $32,600, revenues of $0, expenses of $25,073, a basic and diluted loss per share of ($2.51), and a loss and comprehensive loss for the period of ($25,073).
Under the terms of the RTO, Fuse will acquire Pointor AI through the issuance of 50,000,000 common shares at a deemed price of $0.05 per share. Pointor AI shareholders will receive common shares at CAD$0.05 per share concurrent with the placees of the CAD$2.0 million private placement share subscription receipt financing at CAD$0.05 per subscription receipt.
Fuse common shares issued as part of the Transaction will be subject to performance escrow conditions, managed by the Company’s Transfer Agent and released upon successfully demonstrating milestones. These milestones range from Exchange Transaction Final Approval to recognizing certain amounts of B2B sales revenue and launching a second product for sale.
A finder’s fee of 1,500,000 shares is payable to an arm’s length party upon successful completion of the Transaction, subject to Exchange approval. Upon Completion of the Transaction the Company will be classified as a Tier 2 Technology Issuer on the Exchange.
The company intends to complete a private placement of subscription receipts for up to gross proceeds of CAD$2.0 million at CAD$0.05 per subscription receipt. The funds will be allocated to research and development, product marketing and sales, management salaries and G&A, legal and professional services, investor relations and digital marketing, private placement transaction and listing fees, and unallocated working capital.
Management Changes
Jessie (Fan) Johnson, Tarka L’Herpiniere and Oliver Willett of Pointor AI will be appointed to the Company’s board of directors and the officers of Pointor AI will replace the Company’s current officers, with the exception of Fuse’s current Director Tim Fernback, current Director Robert Setter and current Director Ryan Cheung, As well the current Corporate Secretary Tina Whyte, and current CFO Robert Guanzon, all of whom will remain in such position. James Hellwarth will also remain in a consultant capacity post Transaction.
Concurrent with Closing of the Transaction, management will issue 12,795,353 incentive stock options for a five-year term under the Company’s amended stock option plan exercisable at a CDN$0.05 per share for a term of five years to be vested immediately.
The Company’s shares are halted from trading and will remain halted until the Exchange determines otherwise.
About Fuse Battery Metals Inc.
Fuse Battery Metals Inc. is focused on exploration for high value metals required for the manufacturing of batteries and trades under the symbol FUSEon the TSX Venture Exchange.
Ontario Cobalt Properties: Fuse owns a 100% interest its Glencore Bucke Property, situated in Bucke Township, 6 km east- northeast of Cobalt, Ontario, subject to a back-in provision, production royalty and off-take agreement. The Glencore Bucke Property consists of 16.2 hectares and sits along the west boundary of Fuse’s Teledyne Cobalt Project. The Company also owns a 100% interest, subject to a royalty, in the Teledyne Project located near Cobalt, Ontario. The Teledyne Property adjoins the south and west boundaries of claims that hosted the Agnico Mine.
Glencore Bucke/Teledyne Property: Situated in Bucke Township, 6 km east-northeast of Cobalt, Ontario the Glencore Bucke Property adjoins, on its northeast corner, the former cobalt producing Agaunico Mine.
Tim Fernback, President & CEO
Contact Information:Email: info@fusebatterymetals.com, Phone: 236-521-0207
Source: Fuse Battery Metals Inc.
Share this story:
