Fusemachines completes de-SPAC merger with CSLM; begins trading as FUSE on Nasdaq

Fusemachines Inc.

Former Fusemachines shareholders received $200M in Pubco shares valued at $10.00 per share (19,214,201 shares).
Company received ~$9.4M in net proceeds; 28,350,031 shares and 9,487,500 warrants outstanding post-closing.
Sponsor group (Consilium) holds 32%; Sameer Maskey (CEO) 20%; Tim Gocher 10% post-combination.
New risk factor added: ongoing political unrest in Nepal may materially disrupt operations and supply chains.
Public warrants trade under FUSEW; registration rights agreement filed for resale of 5,505,389 shares.

item 1.01 item 2.01 item 9.01 item 3.02 item 3.03 item 5.01 item 5.02 item 5.03 item 5.05 item 5.06 item 7.01

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Fusemachines Inc. issued 1,184,000 shares of New Fusemachines Common Stock of common stock to Consilium Frontier Equity Fund for $9.4 million.

Security: common stock
Shares: 1,184,000 shares of New Fusemachines Common Stock
Purchaser: Consilium Frontier Equity Fund
Consideration: $9.4 million

Exact text from the filing

New Fusemachines issued 1,184,000 shares of New Fusemachines Common Stock to Consilium Frontier Equity Fund. On the Closing Date, the Company received approximately $9.4 million in connection with the PIPE Investment and related transactions.

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Fusemachines Inc.: Pubco adopted new bylaws (New Bylaws) on October 22, 2025, replacing the prior governing documents (effective 2025-10-22).

Change: bylaw amendment
Effective: 2025-10-22

Exact text from the filing

and also adopted the New Bylaws, which replace CSLM’s governing documents in effect as of such time, respectively.

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Fusemachines Inc.: Pubco filed a new charter (New Charter) with Delaware Secretary of State on October 22, 2025, replacing the prior governing documents (effective 2025-10-22).

Change: charter amendment
Effective: 2025-10-22

Exact text from the filing

on October 22, 2025, Pubco filed the New Charter with the Delaware Secretary of State, and also adopted the New Bylaws, which replace CSLM’s governing documents in effect as of such time, respectively.

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Fusemachines Inc.: Pubco ceased to be a shell company upon the Closing of the Business Combination.

Change: shell status

Exact text from the filing

Upon the Closing, Pubco ceased to be a shell company.

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Fusemachines Inc.: Adopted a new Code of Business Conduct and Ethics effective upon the Closing Date, applicable to all employees, officers, and directors.

Change: code of ethics

Exact text from the filing

Effective upon the Closing Date, in connection with the consummation of the Business Combination, the Board adopted a new Code of Business Conduct and Ethics, which is applicable to all employees, officers and directors of the Company (including its Chief Executive Officer and other executive and senior financial officers), which is available on the Company’s website at https://www.fusemachines.com/.

View on SEC.gov

32 equity issuances filed in the last 30 days. Browse all equity issuances →

Fusemachines Inc. filing history →

Source: SEC EDGAR

accession 0001493152-25-019927

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.