Vancouver, British Columbia — January 12, 2026 — Leads & Copy — Fife Capital Corp. (TSXV: FFC.P) and Ampere Metals Pty. Limited have announced their entry into a non-binding letter of intent for a reverse takeover of FIFE by Ampere.
According to the news release, the Proposed Transaction will result in a reverse-takeover of FIFE by Ampere and is intended to constitute the “Qualifying Transaction” of FIFE under the policies of the TSX Venture Exchange.
Upon completion of the transaction, FIFE is expected to be renamed “Ampere Metals Limited” and will continue Ampere’s current business operations. Trading of FIFE’s common shares has been halted and will remain so until all necessary documentation is filed, accepted by the Exchange, and permission to resume trading is granted.
Under the terms of the Letter of Intent, both parties will negotiate a Definitive Agreement that incorporates the principal terms of the Letter of Intent. The Proposed Transaction may be structured as a share exchange, plan of arrangement, amalgamation, or other business combination.
Upon completion, FIFE will acquire 100% ownership of Ampere, with Ampere’s existing shareholders owning a majority of FIFE Shares. The business of Ampere will then become the business of the Resulting Issuer.
As part of the Proposed Transaction, all Ampere Shares will be exchanged for FIFE Shares at an expected 1:1 ratio. FIFE may also consolidate the FIFE Shares if deemed necessary for setting the Exchange Ratio. Currently, there are 47,500,000 Ampere Shares issued and outstanding, along with 26,000,000 convertible securities, 16,000,000 of which are expected to be cancelled prior to the transaction’s closing.
FIFE will issue a press release with details of the Definitive Agreement and additional terms of the Proposed Transaction, including the proposed directors and officers of the Resulting Issuer. The Resulting Issuer intends to change its name to “Ampere Metals Limited” and apply for a new stock symbol.
If the Proposed Transaction is completed, the board of directors and officers of the Resulting Issuer will be determined by Ampere.
As a condition of closing, Ampere, an affiliate of Ampere, FIFE, or an affiliate of FIFE will complete a financing to raise a minimum of $15 million. These funds will be used to fund the Resulting Issuer’s business, cover administrative expenses, transaction costs incurred by Ampere, and for general working capital purposes.
The Proposed Transaction is subject to customary closing conditions, including due diligence, execution of the Definitive Agreement, regulatory approvals, third-party consents, corporate approvals, no material adverse changes, and completion of the Concurrent Financing.
Ampere, based in Perth, Western Australia, is focused on delivering value through its projects. It holds an option to acquire the mineral rights and landholdings applicable to the Virginia Silver Project in Argentina.
FIFE is reviewing the Exchange’s requirements for sponsorship and intends to seek a waiver of the sponsorship requirements for the Qualifying Transaction. FIFE, listed on the Exchange under the symbol FFC.P, aims to identify and acquire assets or businesses through a Qualifying Transaction.
Fife Capital Corp.
A. Murray Sinclair – President, Chief Executive Officer, Chief Financial Officer, Corporate Secretary and Director
Phone: (604) 689-1428
Ampere Metals Pty. Limited
Eduardo Piñero – Managing Director
Email: eduardo.pinero@amperelithium.com
Source: Fife Capital Corp.
