SOUTHLAKE, Texas, April 27, 2026 (GLOBE NEWSWIRE) -- American Fusion Inc. (OTC: AMFN) (“American Fusion” or the “Company”), an advanced energy platform company focused on fusion energy technologies, is please to announce that 1,683,000,000 shares of its common stock have been canceled and returned to treasury pursuant to a final court order, with the cancellation reflected in the records of the Company and its transfer agent. The Company expects the updated issued and outstanding share count, reflecting the cancellation, to be reported through the transfer agent’s regular end of day update process and reflected on OTC Markets later today following the transfer agent’s 5:00 p.m. EDT update cycle.
Following such update, the Company’s issued and outstanding common shares are expected to be approximately 1,316,801,029 shares, representing a reduction of approximately 56% in shares outstanding.
The cancellation represents a significant milestone in the Company’s ongoing efforts to strengthen its capitalization, support corporate governance initiatives, and enhance long term shareholder value.
“This is an important step in continuing to bring clarity and discipline to the Company’s capital structure,” said Richard Hawkins, CEO. “The cancellation materially reduces shares outstanding and removes a substantial overhang that has weighed on the Company and its shareholders. We appreciate the efforts of counsel, the Court, and our transfer agent in bringing this process to conclusion.”
The shares canceled pursuant to the order have been returned to treasury and are no longer issued and outstanding.
The Company also noted that it is evaluating additional capital structure initiatives, including a potential reduction in authorized shares, and welcomes shareholder feedback as part of that process. In connection with the previously announced Kepler transaction, the Company expects to issue 240,000,000 restricted affiliate shares as purchase consideration, as previously disclosed. Other than previously disclosed issuances associated with transaction consideration, possible settlement of existing debt obligations and executive compensation arrangements, the Company does not presently contemplate additional material equity actions prior to pursuing a national exchange listing.
As an intermediary step toward a national exchange listing, the Company is evaluating an application to uplist to the OTCQB market as early as mid May 2026. The Company believes it satisfies the current $0.05 minimum bid price standard under recently updated OTC Markets requirements, although any uplisting remains subject to satisfaction of all applicable qualitative and quantitative standards.
The Company is actively preparing to file its Form 10-Q for Q1 2026 with the SEC, which should reflect the value of the intellectual property contributed through the merger into AMFN completed on February 27, 2026. Management believes this filing will provide a more accurate representation of the Company’s intrinsic value than the 2025 annual report, which predated the merger, and, while still conservative relative to projected discounted cash flow estimates, will more closely align with valuation under ASC 805 purchase price accounting.
Management believes these developments support the Company’s broader strategic initiatives, including advancement of its fusion energy platform, corporate development efforts, and continued progress toward higher market standards.
For more information about Kepler Fusion Technologies and its Texatron™ platform, please visit: www.keplerfusion.com and americanfusionenergy.com
About American Fusion Inc.
American Fusion Inc. (OTC: AMFN) formerly Renewal Fuels, Inc. (OTC: RNWF), is an advanced energy platform company focused on the development and commercialization of fusion energy technologies through its wholly owned subsidiary, Kepler Fusion Technologies. Following its previously announced merger with Kepler, the Company is has changed its name and is operating under the American Fusion brand. The Company’s strategy is centered on building a scalable, infrastructure-grade fusion energy platform supported by proprietary technology, disciplined intellectual property development, and long-term commercial deployment objectives. For more information about American Fusion, please visit: americanfusionenergy.com
About Kepler Fusion Technologies
Kepler Fusion Technologies is an advanced energy technology company developing the Texatron™ aneutronic fusion platform. Kepler’s technology is designed to support modular, infrastructure-grade deployment for industrial, commercial, and grid-constrained applications. The Company’s development strategy emphasizes system-level engineering, disciplined intellectual property protection, and scalable architectures intended to support long-term commercial operation. Kepler Fusion Technologies operates as a wholly owned subsidiary of American Fusion Inc. (OTC: AMFN). For more information about Kepler Fusion Technologies and its Texatron™ platform, please visit: www.keplerfusion.com
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements regarding the Company’s plans, objectives, expectations, and intentions, such as statements relating to technology development and commercialization, patent filings, regulatory initiatives, SEC registration, including the expected effectiveness of the Company’s Form 10, audit completion, exchange uplisting, and future business operations. Words such as “anticipate,” “believe,” “expect,” “intend,” “may,” “plan,” “potential,” “should,” and “will” identify forward-looking statements. These statements are based on current expectations and involve risks and uncertainties that could cause actual results to differ materially, including risks related to technology development, intellectual property protection, regulatory approvals, capital availability, audit and SEC reporting timelines, including the timing and effectiveness of the Company’s Form 10, exchange requirements, litigation matters, and general market and economic conditions. This release is provided for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities. The Company undertakes no obligation to update forward-looking statements except as required by law.
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