Coquitlam, BC – TheNewswire – September 16, 2025 – Fuse Battery Metals Inc. (“the Company” or “Fuse”) (TSXV: FUSE, OTCQB: FUSEF, FRA: 43W3) announces that further to its news release dated July 17, 2025 announcing the execution of the binding Letter of Intent (the “LOI”) dated July 17, 2025, the Company has now entered into a formal Share Exchange Agreement (the “Agreement”) with 1545726 B.C. Ltd. (dba “Pointor AI”) for the acquisition of 100% of its common and preferred shares, by way of a share exchange transaction (the “Transaction”).  Subject to Section 4.1 of TSX Venture Exchange (the “TSXV”) Policy 5.2, the Transaction is subject to shareholder approval and TSXV approval.  The Agreement was entered into at arm’s length.

Mr. Tim Fernback, current Fuse President & CEO states “We are very excited about the opportunity to acquire a new and innovative company focused on the fast-paced world of artificial intelligence.  Jessie Johnson, the CEO of Pointor AI, has been active in the HR / executive recruitment space for over 15 years, and really knows first-hand how artificial intelligence is transforming her industry.  With Jessie leading the way, and with the addition of her team of talented technology and recruitment professionals, the Company is going to be in good hands as we enter this new and exciting business.  The shareholders will ultimately reap the benefit of the many months we have been sourcing and negotiating such a great opportunity.”

Pointor AI is a novel recruitment technology business that is developing an AI-driven platform that management believes reduces executive and specialist hiring time by 80% and costs by up to 90% compared to traditional executive search methods, which typically charge 30-35% of first-year salary.

The Pointor AI-driven recruitment platform leverages machine learning and natural language processing to analyze publicly available professional data, offering features including competitor research, automated org chart building, talent mapping, and salary benchmarking. The platform’s four-layer architecture (data collection, processing, intelligence, and interface) delivers an intuitive user experience for both recruiters and hiring managers.

1545726 B.C. Ltd., dba Pointor AI, is a newly incorporated BC private company dedicated to the commercialization of AI software for the Human Resources, Executive Search and Recruitment Industries.   The principals of this company are Ms. Jessie (Fan) Johnson, CEO, Mr. Tarka L’Herpiniere, CTO, and Oliver Willett, Strategic Advisor.  Ms. Jessie (Fan) Johnson is a control person and currently owns 66.67% of the issued and outstanding shares of 1545726 B.C. Ltd.

Founded in 2025 and headquartered in London, United Kingdom, Pointor AI plans to complete the development and commercialization of its first AI-powered product in calendar 2025 which it plans to first deploy in the European financial services industry under a Software-As-A-Service (“SAAS”) model.

Terms of the Transaction

Subject to the execution and delivery of a mutually acceptable definitive agreement, Fuse will acquire Pointor AI through the issuance of an aggregate of 50,000,000 of its common shares at a deemed price of $0.05 per share, by way of a share exchange transaction (the “Transaction”).  

The Pointor AI shareholders will receive a price per Consideration Share that is anticipated to be equal to the price per share to be issued in the private placement financing that the Company intends to complete concurrently with the Transaction, as described further below in this News Release.  

Subject to the approval of the TSXV, all Escrow Milestones shall be accelerated giving rise to the release of any remaining Performance Shares, upon any sale, take-over-bid, amalgamation or plan of arrangement resulting in a change of control of the Resulting Issuer in a transaction, or series of related transactions.

Each party shall be responsible for its own costs and expenses incurred with respect to the Transaction.

Upon the successful execution of the July 17, 2025 LOI, Fuse loaned Pointor AI CAD$25,000, to apply towards the Transaction costs incurred by Pointor AI.  If the Transaction is successfully completed on the TSXV, no interest will accrue on this loan and the loan will be forgiven in its entirety as part of the Transaction.  If the Transaction is not successfully concluded within twelve months of successful LOI execution, an interest rate of 10% per annum will accrue and the loan will become payable to Fuse on demand.

In connection with the Transaction, a finder’s fee is payable in the amount of 1,500,000 shares to an arm’s length party.  The finder’s fee is subject to a successful completion of the Transaction and is payable on the same terms as the milestone provisions above with 250,000 share increments, as per TSXV Policy 5.1 and is subject to TSXV approval.

Upon Completion of the Transaction the Company will be classified as a Tier 2 Technology Issuer on the TSXV.

Financing

In connection with the Transaction, and subject to TSXV approval, the Company intends to complete a private placement of subscription receipts for minimum gross proceeds of CAD$2.0 million (the “Financing”) at a minimum price of CAD$0.05/subscription receipt.   Immediately upon completion of the Transaction, each subscription receipt will convert to a single common share of the Company on closing of the Transaction.  The Financing may be brokered or non-brokered and Agent’s commissions and/or finder’s fees in cash or securities may be payable in connection with the Financing subject to compliance with TSXV policies and the Financing and finder’s fees are subject to the approval of the TSXV.  Proceeds from the Financing are expected to be used as follows:

All securities issued pursuant to the Financing, Transaction and finder’s fees will be subject to a hold period as required under applicable Canadian securities legislation.

Change of Business

Completion of the Transaction as contemplated would constitute a Change of Business/Reverse Take-Over in accordance with TSXV Policy 5.2 Changes of Business and Reverse Takeovers (“Policy 5.2”) as the Company’s current business is the exploration of minerals.  As a result the Transaction is subject to TSXV acceptance and  approval of the shareholders of Fuse.

Conditions

The Transaction is subject to a number of conditions including, but not limited to, entry into a definitive agreement, closing of the Financing, completion of due diligence reviews by the Parties and approval by each of the Fuse and Pointor AI boards of directors.

Management Changes

Under the terms of the LOI, certain management changes are intended to occur concurrently with the closing of the Transaction pursuant to which three nominees 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 (proposed new Chairman), 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 amalgamation.

The following provides summary biographical information of each of the individuals intended to be appointed as members of the Company’s board of directors and/or as management of the Company:

JESSIE (FAN) JOHNSON – PROPOSED CEO/DIRECTOR

Jessie Johnson is a dynamic and results-driven business leader with over 20 years of global experience in executive search, sales leadership, and entrepreneurship. She is the Founder and Managing Director of an elite executive search firm. Under her leadership, the company has become a top-tier global talent partner to some of the world’s largest FinTech, data, and AI-driven technology companies, consistently doubling its revenue year-on-year.

Today, the company is a preferred supplier to those industry leaders across North America, Europe, and Asia. Jessie successfully expanded operations into France in 2021 and continues to drive strategic hiring at the senior executive level across international markets.

Before founding her firm, Jessie spent a decade in senior leadership roles at two of the UK’s largest recruitment firms, where she built multi-million-pound revenue streams from the ground up and secured long-term partnerships with major global banks and technology giants. Her track record of scaling teams, breaking into new markets, and delivering high-impact talent solutions has firmly positioned her as a force in the global executive search industry.

TARKA L’HERPINIERE – PROPOSED CTO/DIRECTOR

Tarka L’Herpiniere brings an unparalleled depth of expertise and a proven track record of innovation to the role of Chief Technology Officer.  Educated at the prestigious University of Bath and Brunel University in the United Kingdom, Tarka has dedicated two decades to pioneering advancements in artificial intelligence. This extensive experience is underscored by an impressive entrepreneurial journey, marked by the successful launch and exit of four distinct startups. Tarka’s unique blend of academic rigor, hands-on development, and commercial acumen positions him perfectly to spearhead our technological vision and drive transformative growth. 

Along with Oliver Willett, Tarka is co-founder of Arcterix SARL (“Arcterix”), a bespoke AI and custom software solutions company, and original developer of the Pointor AI intellectual property based out of Paris, France.  Arcterix is a pioneering AI industry company that operates within Europe for its global client base building and training AI models and AI solutions for both large and small enterprises.

OLIVER WILLETT – PROPOSED STRATEGIC ADVISOR/DIRECTOR

Oliver Willett brings a unique blend of start-ups and investment experience across a broad range of sectors including AI, fintech, agri-tech, e-commerce and impact, and has a proven track record in leading innovative projects. He sits on the boards of multiple companies, advising on strategy, finance, operations and commercialization. Over the last 30 years he has raised over $100m in successful venture financings and has advised on mergers, acquisitions and disposals of over $500m.

Along with Tarka L’Herpiniere, Oliver is a co-founder of Arcterix, a bespoke AI and custom software solutions company, and original developer of the Pointor AI intellectual property.

Other Information and Updates

In accordance with TSXV policy, the Company’s shares are halted from trading and will remain halted until such time as determined by the TSXV, which, depending on the policies of the TSXV, may not occur until the completion of the Transaction.

The Company will provide further details in respect of the Transaction, in due course, by way of news releases.

About Fuse Battery Metals Inc. https://fusebatterymetals.com

Ontario Cobalt Properties

Glencore Bucke/Teledyne Property

On Behalf of the Board of Directors

Tim Fernback, President & CEO

Email: info@fusebatterymetals.com

Phone: 236-521-0207

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. This news release may contain forward-looking statements which include, but are not limited to, comments that involve future events and conditions, which are subject to various risks and uncertainties. Except for statements of historical facts, comments that address resource potential, upcoming work programs, geological interpretations, receipt and security of mineral property titles, availability of funds, and others are forward-looking. Forward-looking statements are not guarantees of future performance and actual results may vary materially from those statements. General business conditions are factors that could cause actual results to vary materially from forward-looking statements.

This news release does not constitute and the subject matter hereof is not, an offer for sale or a solicitation of an offer to buy, in the United States or to any “U.S Person” (as such term is defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “1933 Act”)) of any equity or other securities of the Corporation. The securities of the Corporation have not been registered under the 1933 Act and may not be offered or sold in the United States (or to a U.S. Person) absent registration under the 1933 Act or an applicable exemption from the registration requirements of the 1933 Act.

Completion of the Transaction is subject to a number of conditions, including Exchange acceptance and shareholder approval. The Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.

The Exchange has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this news release.

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ZDNET’s key takeaways

• Microsoft, Nvidia, and Google top the agentic AI market.
• Agentic AI automates problem-solving in real time. 
• The tech will significantly impact enterprise productivity.

Research And Markets’ 2025 360 Quadrant analysis aims to provide insights into the global agentic AI market. The study, published Thursday, includes the market’s key players, technological advancements, product innovations, and emerging trends — and right now, Microsoft’s Copilot enterprise solutions, Nvidia’s GPUs, and Google’s Gemini-powered productivity tools lead the industry.

Also: OpenAI has new agentic coding partner for you now: GPT-5-Codex

The analysis ranked companies based on annual revenue, geographic presence, growth strategies, investments, and sales strategies. It asserts that the big three — Microsoft, Nvidia, and Google — invest in research and development, form strategic partnerships, engage in collaborative initiatives to spark innovation, and expand their global footprint, all to maintain a competitive advantage.

Agentic AI refers to an AI system that can complete specific tasks with little to no supervision. The system consists of machine learning models that emulate real-time human decision-making to solve problems. According to the 360 Quadrant, this type of AI system will heavily impact enterprise operations by using automation to solve problems without much human oversight.

Microsoft

Microsoft’s Copilot takes first place in the 360 Quadrant analysis, thanks to Copilot’s presence across the company’s enterprise solutions, including Microsoft 365, Azure, and GitHub. According to the report, Copilot integration within these services allows Microsoft’s agentic AI to complete embedded tasks like drafting emails and updating CRM fields.

Also: Copilot’s new File Explorer tricks are serious OneDrive time-savers – how to try them

Two of Microsoft’s great strengths are that it uses Azure OpenAI, a generative AI service that integrates OpenAI models into its Azure cloud platform, and Semantic Kernel, a development kit used to incorporate large language models into applications, according to the analysis.

The 360 Quadrant asserts that Copilot’s use for enterprise productivity and Azure OpenAI and Semantic Kernel’s orchestration capabilities position Copilot as crucial to enterprise productivity and autonomy. 

Also: College students can get Microsoft Copilot free for a year – here’s how

According to the analysis, Microsoft’s agentic AI market share ranges from 8% to 10%.

Nvidia

Nvidia’s position in the agentic AI market is defined by its GPUs, the specialized hardware that trains and runs complex AI models. According to the 360 Quadrant, Nvidia attributes its 7% to 9% agentic AI market share to its hardware expertise, supporting operational innovation across industries.

Also: You can get Nvidia’s CUDA on three popular enterprise Linux distros now – why it matters

The report credits Nvidia’s place in the agentic AI market to its ability to capitalize on the transition to autonomous systems, and its focus on high-performance computing solidifies it.

Google

According to the 360 Quadrant, Google has redefined its AI strategy from offering consumer-centric AI tools to presenting enterprise-friendly solutions powered by Gemini. Gemini appears across Google’s productivity tools suite, including Gmail and Google Cloud.

Also: Sorry, ChatGPT – Gemini is the new top free iPhone app now

The 360 Quadrant asserts that Google’s strength within the agentic AI market is based on its AI model’s real-time collaboration and native access to swaths of data resources. Google enjoys a 6% to 8% share of the agentic AI market.

The parents of teenagers who killed themselves after interactions with artificial intelligence chatbots are planning to testify to Congress on Tuesday about the dangers of the technology.

Matthew Raine, the father of 16-year-old Adam Raine of California, and Megan Garcia, the mother of 14-year-old Sewell Setzer III of Florida, are set to speak to a Senate hearing on the harms posed by AI chatbots.

Raine’s family sued OpenAI and its CEO Sam Altman last month alleging that ChatGPT coached the boy in planning to take his own life in April. Garcia sued another AI company, Character Technologies, for wrongful death last year, arguing that before his suicide, Sewell had become increasingly isolated from his real life as he engaged in highly sexualized conversations with the chatbot.

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EDITOR’S NOTE — This story includes discussion of suicide. If you or someone you know needs help, the national suicide and crisis lifeline in the U.S. is available by calling or texting 988.

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Hours before the Senate hearing, OpenAI pledged to roll out new safeguards for teens, including efforts to detect whether ChatGPT users are under 18 and controls that enable parents to set “blackout hours” when a teen can’t use ChatGPT. Child advocacy groups criticized the announcement as not enough.

“This is a fairly common tactic — it’s one that Meta uses all the time — which is to make a big, splashy announcement right on the eve of a hearing which promises to be damaging to the company,” said Josh Golin, executive director of Fairplay, a group advocating for children’s online safety.

“What they should be doing is not targeting ChatGPT to minors until they can prove that it’s safe for them,” Golin said. “We shouldn’t allow companies, just because they have tremendous resources, to perform uncontrolled experiments on kids when the implications for their development can be so vast and far-reaching.”

The Federal Trade Commission said last week it had launched an inquiry into several companies about the potential harms to children and teenagers who use their AI chatbots as companions.

The agency sent letters to Character, Meta and OpenAI, as well as to Google, Snap and xAI.