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Fusion Fuel Green PLC December 2024 Report: Key Acquisitions & Management Changes

$HTOO
Form 6-K
Filed on: 2025-01-14
Source
Fusion Fuel Green PLC December 2024 Report: Key Acquisitions & Management Changes

Here are the key points extracted from the financial report of Fusion Fuel Green PLC:

  1. Type of Filing: This is a Form 6-K, a report of a foreign private issuer submitted to the SEC under the Securities Exchange Act of 1934.
  2. Company Information:
  • Name: Fusion Fuel Green PLC
  • Principal Executive Office: 15-18 Earlsfort Terrace, Saint Kevin’s, Dublin 2, D02 YX28, Ireland.
  • Commission File Number: 001-39789.
  • Report Month: December 2024.
  1. Stock Purchase Agreement:
  • On November 18, 2024, Fusion Fuel Green PLC entered into a Stock Purchase Agreement with Quality Industrial Corp., Ilustrato Pictures International Inc., and certain stockholders of Quality.
  • The agreement involves the acquisition of 78,312,334 shares of common stock and 20,000 shares of Series B Preferred Stock of Quality, representing approximately 69.36% of Quality's capital stock.
  • In exchange, Fusion Fuel will issue:
    • 3,818,969 Class A ordinary shares (19.99% of issued Class A shares).
    • 4,171,327 preferred shares convertible into 41,713,270 Class A shares upon shareholder approval and Nasdaq clearance.
  1. Acquisition Transactions:
  • The acquisition was to be completed at the closing date once all conditions were satisfied, which occurred on November 26, 2024.
  • Post-acquisition, Quality will operate as a majority-owned subsidiary of Fusion Fuel, and its financial results will be consolidated with those of Fusion Fuel.
  1. Insolvency Proceedings:
  • Fusion Fuel Portugal S.A., a wholly-owned subsidiary, filed for insolvency on November 11, 2024, and is currently undergoing insolvency proceedings in Portugal.
  1. Changes in Executive Management:
  • Several individuals previously serving as executive officers are no longer in those roles as of December 31, 2024, including:
    • Andre Antunes (formerly COO)
    • João Teixeira Wahnon (formerly Chief of Business Development)
    • Jaime Silva (formerly CTO and Head of Innovation)
    • David Lovell (formerly CEO of Fusion Fuel Australia)
    • Mario Garma (formerly Chief Engineering Officer)
  • They continue to hold director responsibilities within the Company’s subsidiaries.
  1. Reporting Authority:
  • This report is incorporated by reference into the Company’s Registration Statements on Form F-3 and Form S-8.
  1. Signature: The report was signed by John-Paul Backwell, Chief Executive Officer, on January 14, 2025.

These points summarize the significant updates and changes reported by Fusion Fuel Green PLC, highlighting their acquisition activity, financial restructuring, and management changes.