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Re: imispgh post# 76086

Monday, 10/13/2014 5:44:00 PM

Monday, October 13, 2014 5:44:00 PM

Post# of 92223
No, not exactly. It's confusing so anyone chime in where I may be off.

Here is the first paragraph from the 8K:

On October 1, 2014, Fuse Science, Inc., a Nevada corporation (“we” or the “Company”) entered into an Agreement and Plan of Reorganization (the “Merger Agreement”) with Spiral Energy Tech, Inc., a Nevada corporation (“Spiral”), and Spiral Acquisition Sub, Inc., our newly formed, wholly-owned Nevada subsidiary (“Acquisition Sub”). Upon closing of the transactions contemplated under the Merger Agreement (the “Merger”), which occurred concurrently with entering into the Merger Agreement, Acquisition Sub merged with and into Spiral, and Spiral, as the surviving entity, became a 51% majority-owned subsidiary of the Company. Spiral is a development stage company that plans to sell the patented XTRAX® remote monitoring system for measuring the production of solar and other renewable energy systems and for transmission of the data via the cellular network and potentially via microwave transmission network or satellite (the XTRAX® unit does not currently have the capacity for transmission via microwave and satellite).



To simplify that, Fuse entered into a merger agreement with Spiral. I'm guessing they did that by buying Tuff's preferred shares, or at least however much gave them 51% ownership, for however much they agreed upon. Now that Spiral has 51% ownership, they now own the company as the surviving entity. Meaning Fuse is done as a public company. What Tuff and company did with the money they made to wash their hands of Fuse is anyone guess.

The other part of the 8K states that they then converted the 51% of DROP to however many common shares of Spiral stock. It also states that they have 30 days to file the registration statement for this transaction. That means between now and October 30 there will be a registration filing. Once that is accepted, this board name will officially change to Spiral whatever and they will probably also register for a new ticker symbol.

Tuff could possibly take the money he made off the transaction and continue Fuse privately, but no one holding DROP will make a drop off any sales or anything else concerning Fuse.

You are now the proud owner of some solar metering thingy

These are my opinions unless otherwise noted.

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http://www.pinksheets.com/otciq/ajax/showFinancialReportById.pdf?id=15992