FingerMotion Signs Term Sheet for Business Combination with BlueFlare Group Holdings to Form a North American Power-First Digital Infrastructure Company

FingerMotion Signs Term Sheet for Business Combination with BlueFlare Group Holdings to Form a North American Power-First Digital Infrastructure Company FingerMotion Signs Term Sheet for Business Combination with BlueFlare Group Holdings to Form a North American Power-First Digital Infrastructure Company GlobeNewswire October 29, 2026

Combined company intended to focus on firm, behind-the-meter power and modular high-performance computing capacity initiatives commenced in June 2026

WEST PALM BEACH, Fla. and CALGARY, Alberta, Oct. 29, 2026 (GLOBE NEWSWIRE) -- FingerMotion, Inc. (Nasdaq: FNGR) (“FingerMotion” or the “Company”) today announced that it has entered into a non-binding term sheet with BlueFlare Group Holdings Inc. (“BlueFlare”), a Calgary-based developer of behind-the-meter power generation and modular high-performance computing infrastructure, regarding a potential business combination. The combined company will be a pure-play North American infrastructure business focused on delivering firm power, quickly, to enterprises that need high-performance computing capacity. Under the terms of the non-binding term sheet, BlueFlare shareholders and certain management and advisory parties are expected to hold approximately 80% of the combined company on a fully diluted basis. Jolie Kahn is expected to lead BlueFlare Inc. as Chief Executive Officer, President and Chair of the Board. Landon Ruszkowski is expected to continue as President and Chief Executive Officer of BlueFlare Canada Inc. Christopher V. Polimeni is expected to continue as Chief Financial Officer. Upon completion of the proposed business combination, FingerMotion will change its name to BlueFlare Inc. and trade on Nasdaq under the ticker symbol “BFLR”.

“Today FingerMotion becomes strategically changes direction, by choice and with conviction,” said Jolie Kahn, Chief Executive Officer of FingerMotion. “We intend to build a clean, North American company in the one part of the computing economy where demand is clearly outrunning supply, which is power. BlueFlare has a team that builds and a disciplined model. Our stockholders deserve a company with a clear purpose, and BlueFlare Inc. will be that company.”

“Our clients don’t need another promise of capacity in 2030. They need firm power on a timeline they can plan a business around,” said Landon Ruszkowski, President and Chief Executive Officer of BlueFlare. “That is what BlueFlare delivers. Joining with FingerMotion would give us access to U.S. capital markets to scale our program, while we keep building in Alberta, with Alberta energy and with respect for the communities that host us. Our team and headquarters stay right here in Calgary.”

Completion of the proposed business combination is subject to the negotiation and execution of a definitive merger agreement and other customary closing conditions, including approval by the stockholders of FingerMotion and the shareholders of BlueFlare, the successful fulfillment of the capital needs of the combined entity, third-party valuations and applicable regulatory and trading market approvals. There can be no assurance that a definitive agreement will be entered into, or that the proposed transaction will be completed on the terms described or at all.

Why Power, and Why Now

Across North America, enterprise demand for computing is growing faster than utility grids can connect new load. Interconnection queues stretch for years, and large turbines are back-ordered. The constraint on new computing capacity is no longer land or buildings. It is firm power. BlueFlare is built to deliver that power. It generates power on site, behind the meter, from Alberta natural gas, and pairs that generation with modular computing infrastructure. Enterprise clients get firm power and capacity on a timeline they can plan around.

The BlueFlare Model

BlueFlare Platform at a Glance

About BlueFlare Group Holdings Inc.

BlueFlare Group Holdings Inc. is a Calgary-based company that develops, builds and operates behind-the-meter natural gas power generation and modular high-performance computing infrastructure for enterprise clients. BlueFlare sells firm power, cooling and computing-ready space under long-term contracts. Through its operating subsidiaries, including BlueFlare Energy Solutions Inc., BlueFlare carries out its own engineering, procurement, construction and commissioning on its programs across Alberta.

About FingerMotion, Inc.

FingerMotion, Inc. (Nasdaq: FNGR) is a technology company that has historically served the mobile payment, recharge and data-analytics markets in the People’s Republic of China. Since June 2026, it has been developing behind-the-meter powered high performance computing capacity in Alberta for enterprise clients.

This press release is for informational purposes only. It is not an offer to sell, or a solicitation of an offer to buy, any securities, and it is not a solicitation of any vote or approval. No sale of securities will take place in any jurisdiction where it would be unlawful. Any securities that may be issued in connection with the financing have not been registered under the Securities Act of 1933. They may not be offered or sold in the United States without registration or an applicable exemption. No securities are being offered in Canada except under an applicable prospectus exemption. The term sheet is non-binding and does not constitute a binding agreement to consummate the proposed transaction.

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and applicable Canadian securities laws, and is subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.Words such as “expects,” “intends,” “plans,” “anticipates,” “targets,” “designed to,” “will,” “may” and similar expressions identify forward-looking statements. These statements are based on current expectations and are subject to risks and uncertainties that could cause actual results to differ materially. Those risks include: the transaction not closing, or closing on different terms; failure to negotiate or execute a definitive merger agreement; failure to obtain stockholder, shareholder, Nasdaq or regulatory approvals; failure to complete the required financing; failure to regain or maintain compliance with Nasdaq listing requirements; difficulties in separating the legacy businesses; risks related to permitting, Alberta electricity regulation, construction, equipment supply, natural gas supply and pricing, project financing and customer demand; and the risks described in FingerMotion’s filings with the SEC. Forward-looking statements speak only as of the date of this release. Neither company undertakes to update them except as required by law.

Media and Investor Contacts

FingerMotion, Inc.: Investor Relations, ir@fingermotion.com
BlueFlare: Suite 700, 444 – 7th Avenue SW, Calgary, Alberta T2P 0X8


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