Fusion Fuel Green PLC's 6-K Report: $1.28M Raised Through Convertible Notes & Warrants

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Form 6-K
Filed on: 2025-01-13
Source
Fusion Fuel Green PLC's 6-K Report: $1.28M Raised Through Convertible Notes & Warrants

Key Information Extracted from the Financial Report (Form 6-K)

  1. Company Overview:
  • Name: Fusion Fuel Green PLC
  • Incorporation: Irish public limited company
  • Address: 15-18 Earlsfort Terrace, Saint Kevin’s, Dublin 2, Ireland
  1. Filing Details:
  • Form Type: 6-K
  • Filing Date: January 13, 2025
  • Commission File Number: 001-39789
  1. Private Placement of Securities:
  • Date of Agreement: January 10, 2025
  • Amount Raised: $1,281,250 in Senior Convertible Notes for an aggregate purchase price of $1,025,000.
  • Warrants Issued: Investors received warrants to purchase 2,292,040 Class A ordinary shares.
  • Registration Rights Agreement: The company agreed to register the resale of securities issued under the agreement.
  1. Terms of Securities:
  • Convertible Notes:
    • Original Issue Discount: 20%
    • Interest Rate: 8% per annum, increasing to 22% upon default.
    • Maturity Date: July 10, 2026.
    • Conversion Price: $0.559 per share.
    • Late Charges: 18% per annum for overdue amounts.
  • Warrants:
    • Exercise Price: $0.559 per share.
    • Exercise Period: 3 years from the issuance date.
    • Antidilution Rights: Full-ratchet provisions apply.
  1. Covenants and Restrictions:
  • The company cannot incur new debt, pay dividends, or engage in certain transactions without investor consent while the notes are outstanding.
  • Must reserve at least 150% of the shares for conversion of the notes.
  1. Investor Rights:
  • Investors have a right of first refusal for future placements.
  • Penalties for late disclosures of material non-public information to investors.
  1. Registration Obligations:
  • The initial registration statement must be filed within 45 days and declared effective within 90 days after closing.
  • Penalties for failing to file timely registration statements include cash payments to investors.
  1. Forward-Looking Statements:
  • The report includes caution regarding forward-looking statements, highlighting risks and uncertainties that may affect future results.
  1. Related Matters:
  • The transaction was conducted under a private placement exemption from registration, indicating that it was not a public offering.

This report highlights Fusion Fuel Green PLC's strategic move to raise capital through the issuance of convertible notes and warrants, outlining significant financial terms, investor rights, and obligations related to equity securities. The company’s commitment to transparency through registration rights is also noted, which could impact future funding activities and shareholder value.