Kepler Fusion Technologies Releases Investor Fact Sheet and Update Ahead of Proposed Public Company Transaction

Rhea-AI Summary

Renewal Fuels (OTC: RNWF) provided an update on a proposed business combination to acquire 100% of Kepler Fusion Technologies through the issuance of up to 240 million common shares, subject to valuation and definitive agreements. The parties executed a non-binding letter of intent and expect to execute definitive agreements within a week of the Dec. 3, 2025 announcement.

Kepler is developing the Texatron™, an aneutronic D-He3 fusion power system aimed at commercial deployment with direct electrical output and minimal radioactive waste. Kepler plans a power-as-a-service model targeting industrial customers at a baseline rate of $0.0625/kWh and reports over 238 patents in the pipeline.

Positive

• Proposed acquisition using up to 240 million common shares
• Kepler proposes a power-as-a-service model at $0.0625/kWh
• Company expects to execute definitive agreements within one week
• 238 patents reported in the pipeline

Negative

• Deal currently under a non-binding letter of intent, not yet executed
• Issuance of up to 240 million shares creates potential shareholder dilution

News Market Reaction

+42.86%

1 alert

+42.86% News Effect

On the day this news was published, RNWF gained 42.86%, reflecting a significant positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Share issuance cap: up to 240 million common shares Power price: $0.0625 per kilowatt-hour U.S. electricity market: over 4,000 terawatt-hours annually +5 more

8 metrics

Share issuance cap up to 240 million common shares Consideration for acquiring 100% of Kepler, subject to valuation and agreements

Power price $0.0625 per kilowatt-hour Baseline rate under planned long-term power purchase agreements

U.S. electricity market over 4,000 terawatt-hours annually Size of U.S. electricity demand cited for Kepler opportunity

Target market penetration 5 to 10% Kepler’s stated U.S. market penetration goal post-commercial deployment

Deployment timeline seven to ten years Kepler’s timeframe for achieving target U.S. market penetration

Patents in pipeline over 238 patents Kepler’s fusion technology intellectual property pipeline

Shares to cancel approximately 1.683 billion shares RNWF corporate reset share cancellation plan from Oct 17, 2025

Post-cancellation shares about 1.115 billion shares Target issued and outstanding after completion of cancellations

Market Reality Check

Price: $0.0240 Vol: Volume 28,934,249 is 1.49...

normal vol

$0.0240 Last Close

Volume Volume 28,934,249 is 1.49x the 20-day average, indicating elevated pre-news interest. normal

Peers on Argus

RNWF gained 32.95% with elevated volume, while key peers in Specialty Chemicals ...

RNWF gained 32.95% with elevated volume, while key peers in Specialty Chemicals were flat to modestly positive (e.g., SINC up 0.77%), and no peers appeared in the momentum scanner, highlighting a stock-specific reaction to the Kepler transaction news.

Historical Context

3 past events · Latest: Dec 03 (Positive)

Pattern 3 events

Date	Event	Sentiment	Move	Catalyst
Dec 03	Kepler update	Positive	+42.9%	Detailed update on Kepler fusion deal, terms, model, and technology roadmap.
Dec 01	Proposed merger	Positive	+84.6%	Announcement of proposed merger with Kepler Fusion Technologies and platform vision.
Oct 17	Corporate reset	Positive	+177.8%	Corporate restructuring, toxic debt removal, and large share cancellation initiative.

Pattern Detected

RNWF has shown repeated strong positive price reactions to strategic and corporate restructuring news, with all recent events aligning positively with their respective announcements.

Recent Company History

This announcement continues a series of strategic shifts for Renewal Fuels (RNWF). On Oct 17, 2025, the company reported a comprehensive corporate reset, eliminating zero toxic debt and initiating cancellation of about 1.683 billion shares, targeting roughly 1.115 billion outstanding. On Dec 1, 2025, RNWF announced a proposed merger with Kepler Fusion Technologies, followed on Dec 3, 2025 by this detailed update on terms, technology, and business model. Each of these events saw substantial positive price reactions, suggesting investors have historically rewarded such strategic disclosures.

Market Pulse Summary

The stock surged +42.9% in the session following this news. A strong positive reaction aligns with R...

Analysis

The stock surged +42.9% in the session following this news. A strong positive reaction aligns with RNWF’s history of sharp moves on strategic updates, such as prior gains of 84.62% and 177.78% after corporate and M&A news. The proposed issuance of up to 240 million shares and Kepler’s long-dated commercialization plans add dilution and execution risks that could later temper enthusiasm. Investors have previously rewarded restructuring and growth narratives, but sustained performance depended on delivery against these ambitious milestones.

Key Terms

aneutronic, Deuterium-Helium-3 (D-He3), baseload electricity, power-as-a-service, +1 more

5 terms

aneutronic technical

"a compact aneutronic fusion power system designed to deliver continuous..."

Aneutronic describes a type of nuclear reaction that produces little or no free neutrons as a byproduct, meaning it generates energy without creating significant neutron radiation. For investors, aneutronic technology matters because fewer neutrons mean less radiation damage, simpler shielding and waste handling, and potentially lower regulatory and long-term decommissioning costs—like choosing an electric car over one that needs frequent, expensive maintenance for a messy engine.

Deuterium-Helium-3 (D-He3) technical

"The system uses a proprietary Deuterium-Helium-3 (D-He3) fusion process..."

Deuterium–helium‑3 (D‑He3) is a combination of two light atomic nuclei used as fuel in experimental nuclear fusion reactions; think of it as a special recipe of ingredients that scientists try to burn together to make powerful, high‑temperature energy. It matters to investors because D‑He3 offers the promise of very efficient, low‑radioactivity power if commercially harnessed, but it also faces major technical and supply challenges that make related ventures high‑risk, high‑reward.

baseload electricity technical

"designed to deliver continuous, zero-emissions baseload electricity..."

Baseload electricity is the continuous minimum amount of power a grid needs at all times, supplied by generators that run steadily rather than switching on and off. Think of it as the household lights and fridge that must always be powered. Investors pay attention because baseload demand supports predictable revenue for certain power plants, affects operating costs and asset value, and influences how utilities and markets plan capacity and manage risk.

power-as-a-service technical

"Kepler’s business model centers on a power-as-a-service framework."

Power-as-a-service is a business model where customers pay for delivered electricity, backup power or energy management as an ongoing service rather than buying and owning the equipment. Like leasing a car with maintenance included, it shifts upfront costs and operational headaches to a provider, while investors watch it because recurring service fees can create steady revenue, reduce customer churn, and expose companies to regulatory and energy-price risks.

power purchase agreements financial

"selling electricity to industrial and commercial customers under long-term power purchase agreements..."

A power purchase agreement is a long-term contract in which a buyer agrees to purchase electricity from a specific generator at a set price and schedule, much like a multi-year subscription for energy. For investors, these contracts matter because they lock in predictable revenue and price terms, reducing exposure to volatile wholesale power markets and making project cash flows and financing risks easier to evaluate.

AI-generated analysis. Not financial advice.

LAS VEGAS, Dec. 03, 2025 (GLOBE NEWSWIRE) -- Renewal Fuels, Inc. (OTC: RNWF) (“RNWF” or the “Company”) today provided an update on its proposed business combination with Kepler Fusion Technologies Inc. (“Kepler”), including the release of an updated Kepler investor fact sheet and progress toward executing definitive agreements.

To view the Kepler Fusion Technologies Investor Fact Sheet, click here: Kepler Fact Sheet

As previously announced, RNWF has executed a non-binding letter of intent with Kepler and Earth Science Fund I, LLC to create a publicly traded fusion energy platform. Under the proposed transaction, RNWF would acquire 100 percent of Kepler through the issuance of up to 240 million common shares, subject to valuation and definitive agreements. The parties expect to execute definitive agreements within the next week.

Kepler is developing the Texatron™️, a compact aneutronic fusion power system designed to deliver continuous, zero-emissions baseload electricity with virtually no radioactive waste. Unlike conventional fusion approaches that remain lab-bound or require massive infrastructure, the Texatron™️ is engineered from the ground up for commercial deployment.

The system uses a proprietary Deuterium-Helium-3 (D-He3) fusion process that produces direct electrical output, dramatically simplifying the engineering requirements compared to traditional deuterium-tritium fusion designs. This aneutronic approach also reduces the regulatory burden typically associated with nuclear technologies, potentially accelerating the path to market.

Kepler’s business model centers on a power-as-a-service framework. The company plans to own and operate its fusion units, selling electricity to industrial and commercial customers under long-term power purchase agreements at a baseline rate of $0.0625 per kilowatt-hour. Target customers include data centers supporting AI growth, manufacturing and heavy industry, defense and critical infrastructure, and remote or grid-limited regions.

The U.S. electricity market represents over 4,000 terawatt-hours annually and continues to grow due to AI compute expansion, transportation electrification, semiconductor manufacturing reshoring, and grid reliability concerns. Kepler believes the Texatron™️ could achieve 5 to 10 % U.S. market penetration within seven to ten years of commercial deployment.

“We have over 238 patents in the pipeline related to our fusion technology, and we’re incredibly excited about the disruptive potential of what we’re building,” said Brent Nelson, Chief Executive Officer of Kepler Fusion Technologies. “We’re currently interviewing top candidates for independent board positions and completing the necessary steps for a listing on a major exchange. Given our Texas headquarters and focus on the energy sector, we believe the newly launched Texas Stock Exchange may be particularly well suited for a company like ours.”

Kepler maintains a growing intellectual property portfolio covering its proprietary reaction chamber geometry, patented energy-conversion architecture, and control and containment systems designed specifically for aneutronic reactions. The company is headquartered in Southlake, Texas.

For more information on Kepler Fusion Technologies, visit www.keplerfusion.com.

About Renewal Fuels, Inc.

Renewal Fuels, Inc. (OTC: RNWF) is a Delaware corporation that has recently completed a comprehensive corporate reset, achieving full OTC Markets compliance, eliminating toxic debt, and restoring a clean governance and capital structure. The Company is focused on disciplined execution of strategic transactions designed to enhance long-term shareholder value. Renewal Fuels also owns MicroCap Advisors, its wholly owned advisory subsidiary supporting corporate development and acquisition activities. For more information, visit: www.renewalfuels.net

About Kepler Fusion Technologies

Kepler Fusion Technologies is an advanced-energy company developing a compact, aneutronic fusion power system designed for global deployment. Its Texatron™ platform is engineered to deliver clean, continuous, emission-free electricity with no radioactive waste. For more information, visit: www.keplerfusion.com
A supplemental presentation outlining Kepler Fusion Technologies’ platform, commercial model, and preliminary deployment framework has been made available for investors and stakeholders. The presentation can be accessed at the following link: Kepler Texatron Project

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. Forward-looking statements include statements regarding the Company’s plans, objectives, expectations, and intentions, including statements regarding the proposed acquisition, potential change of control, SEC registration, exchange uplisting, and future business operations. Words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “would,” and similar expressions identify forward-looking statements. These statements are based on management’s current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in forward-looking statements. Important factors that could cause such differences include, but are not limited to: the ability to negotiate and execute definitive agreements; the ability to satisfy closing conditions; due diligence findings; regulatory approvals; market conditions; competitive factors; the ability to obtain financing; the ability to engage audit firms and complete audited financial statements; the ability to achieve and maintain compliance with SEC and exchange listing requirements; and general economic conditions. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to publicly update or revise any forward-looking statements.

Disclosure Statement (Dated December 2, 2025)

Disclosure:
As of December 2, 2025, the information contained in this release is believed to be accurate and based on currently available data provided by Renewal Fuels, Inc., Kepler Fusion Technologies, and Earth Science Fund I, LLC. The parties acknowledge that the LOI is non-binding and subject to completion of due diligence, negotiation of definitive agreements, and satisfaction of closing requirements. No assurances can be given that the proposed combination or change of control will be completed as described, or at all. All summaries herein are provided for informational purposes only and do not constitute an offer to sell or a solicitation of an offer to buy any securities.

Investor Relations Contact:
Richard Hawkins
President and CEO
Renewal Fuels, Inc.
renewalfuels@gmail.com

FAQ

What did RNWF announce about the Kepler business combination on Dec. 3, 2025?

RNWF announced a proposed acquisition of Kepler with a non-binding LOI and plans to issue up to 240 million common shares, expecting definitive agreements within a week.

How many shares will RNWF issue to acquire Kepler under the proposed deal (RNWF)?

The proposed transaction calls for issuance of up to 240 million common shares, subject to valuation and definitive agreements.

What technology is Kepler Fusion offering and what is its business model (RNWF/Kepler)?

Kepler is developing the Texatron, an aneutronic D-He3 fusion system that Kepler plans to operate under a power-as-a-service model selling electricity to industrial customers.

What baseline price does Kepler target for electricity sales under the RNWF transaction?

Kepler targets a baseline rate of $0.0625 per kilowatt-hour in its power-as-a-service model.

How significant is Kepler's reported intellectual property in the RNWF update?

Kepler reports having over 238 patents in the pipeline covering reaction chamber, energy-conversion, and control systems.