Cavalry Capital receives conditional TSX-V OK for QT

Executive Summary

• Cavalry Capital Corp. has received conditional acceptance from the TSX Venture Exchange (TSXV) to close its business combination with Advanced Energy Fuels Inc., constituting a qualifying transaction under TSXV Policy 2.4.
• The transaction is expected to close on or before December 31, 2025, subject to final TSXV approval.
• Upon completion, Cavalry will change its name to AE Fuels Corp. and execute a 1-for-1.66 share consolidation. The resulting entity will feature a reconstituted board and new executive leadership, including Gary Lewis as CEO.

Key Details

• Transaction Structure: Business combination between Cavalry Capital Corp. (a Capital Pool Company) and Advanced Energy Fuels Inc.
• Regulatory Status: Conditional acceptance received from TSXV; filing statement filed on SEDAR+ on December 12, 2025.
• Closing Timeline: Anticipated closing on or before December 31, 2025.
• Corporate Changes:
  • Name Change: Cavalry Capital Corp. will become AE Fuels Corp.
  • Share Consolidation: 1 post-consolidation share for every 1.66 pre-consolidation shares.
• New Leadership (Resulting Issuer):
  • Gary Lewis: Chief Executive Officer and President.
  • Melissa Sanderson: Chair of the Board.
  • Jack Cartmel: Chief Financial Officer and Corporate Secretary.
  • Directors: Gary Lewis, Melissa Sanderson, Mitchell Smith, Derek Marshall, and Brandon Bonifacio.
• Technical Report: A technical report on the South Woodie Woodie manganese project (Pilbara region, Western Australia) was filed with an effective date of August 15, 2025.
• Financial Disclosures: The filing statement includes audited financial statements for Advanced Energy’s fiscal year ended December 31, 2024, and unaudited financial statements for the nine months ended September 30, 2025, along with pro forma financial statements for the resulting issuer.
• Key Executive Backgrounds:
  • Gary Lewis: 30+ years in capital markets and resource projects; founder of Robust Resources Ltd. and Electric Metals (USA) Ltd.
  • Jack Cartmel: CPA with 20+ years in mining finance; former CFO of Battery Mineral Resources Corp., Resource Capital Gold Corp., and Altair Resources Inc.
  • Melissa Sanderson: Former U.S. diplomat with 40+ years in geopolitics and ESG; co-chair of the Critical Minerals Institute.
  • Mitchell Smith: Partner at Moneta Securities; expert in battery and energy technology capital markets.
  • Derek Marshall: Exploration geologist and CEO of Trek Metals Ltd.; former senior roles at Newcrest Mining and Buxton Resources.
  • Brandon Bonifacio: Current CEO of Cavalry and President/CEO of NevGold Corp.; mining executive with 15+ years of experience.

Notable Quotes

• No direct quotes from the CEO or President were included in the provided text.