Cavalry Capital completes QT with Advanced Energy

Executive Summary

• AE Fuels Corp. (formerly Cavalry Capital Corp.) has completed its qualifying transaction with Advanced Energy Fuels Inc., acquiring all outstanding shares of Advanced Energy in exchange for 20,579,938 common shares on a one-for-one basis, making Advanced Energy a wholly owned subsidiary.
• Concurrently, the company completed a non-brokered private placement raising $2.74 million, and exercised an option to acquire a 100% interest in the South Woodie Woodie manganese project, issuing additional shares to Trek Metals Ltd.
• The company has changed its name to AE Fuels Corp., consolidated shares (1.66:1), and is expected to resume trading on the TSX Venture Exchange on December 29, 2025, under the symbol AEF as a Tier 2 mining issuer.

Key Details

• Transaction Structure: AE Fuels acquired 100% of Advanced Energy Fuels Inc. by issuing 20,579,938 common shares to Advanced Energy shareholders on a one-for-one basis, per the share exchange agreement dated July 17, 2025.
• Post-Transaction Share Count: Aggregate of 41,433,479 AE Fuels shares issued and outstanding.
• Name Change & Consolidation: Company renamed to AE Fuels Corp.; common shares consolidated on a basis of 1.66 preconsolidation shares for each postconsolidation share.
• Trading Resumption: Expected to recommence trading on TSX-V as a Tier 2 mining issuer on or about Dec. 29, 2025, under symbol AEF (subject to final TSX-V acceptance).
• Concurrent Financing:
  • Completed Nov. 20, 2025: Non-brokered private placement of 10,960,468 subscription receipts.
  • Price: $0.25 per subscription receipt.
  • Gross Proceeds: $2,740,117.
  • Conversion: Each receipt converted into one unit (one share + one-half warrant).
  • Warrant Terms: Exercisable to purchase one share at $0.35/share until Dec. 19, 2027.
  • Hold Period: Four months, expiring March 21, 2026.
  • Use of Proceeds: Released from escrow to the company; intended use detailed in filing statement.
• Finder Fees: Paid $102,275 in cash finders' fees and granted 409,100 non-transferable finder warrants (exercise price $0.35, expiry Dec. 19, 2027).
• South Woodie Woodie (SWWM) Project Acquisition:
  • Advanced Energy exercised option to acquire 100% interest in SWWM manganese project (Pilbara, WA).
  • Consideration: Issuance of 6,000,000 AE Fuels shares to Trek Metals Ltd.
  • Total Trek Holdings: 8,000,000 shares (2M from share exchange + 6M from SWWM option).
  • Trek Ownership: ~19.31% of outstanding shares (undiluted).
  • Investor Rights: Trek granted right to nominate one board member and pro-rata participation in future financings (while holding ≥5% stake).
  • Hold Period: 2,000,000 shares subject to four-month hold period expiring April 20, 2026.
• Board and Management:
  • Directors: Gary Lewis, Melissa Sanderson, Mitchell Smith, Derek Marshall, Brandon Bonifacio.
  • Officers: Gary Lewis (CEO/President), Melissa Sanderson (Chair), Jack Cartmel (CFO/Corporate Secretary).
• Early Warning Disclosures (NI 62-103):
  • Trek Metals: Acquired 8M shares (~19.31%); previously held 0%. Shares subject to Form 5D Escrow Agreement.
  • Gary Lewis: Acquired 5,833,334 shares and 200,000 warrants (~14.08% undiluted). Holdings split between direct ownership, Lewis Superannuation Fund, and ACT2 Pty. Ltd. 5,433,334 shares subject to escrow.

Notable Quotes

• "Completion of the qualifying transaction represents an important milestone for our company... We start life as a public company with a strong balance sheet and an asset base perfectly positioned to maximize opportunities in U.S. critical minerals supply chains." — Gary Lewis, CEO