Fusion Fuel Issues Damages Claim Against Hydrogenial S.A. for Failure to Fund $33.5 Million Subscription Agreement; Announces Insolvency of Portuguese Subsidiary
2024年11月15日 - 6:15AM
Fusion Fuel Green Plc (“Fusion Fuel” or the “Company”) announced
today that it has issued a damages claim against Hydrogenial S.A.
(“Hydrogenial” or the “Investor”) and its principal, Mr. Norbert
Bindner, following their failure to fund the $33.5 million
Subscription Agreement disclosed in the Company’s Form 6-K on
September 11, 2024. Under the terms of this agreement, entered into
in good faith by the Company on August 28, 2024, the Investor
committed to purchase an aggregate of 43,790,850 Class A ordinary
shares (the "Class A Shares"), along with warrants to acquire an
additional 13,137,254 Class A Shares, for a total purchase price of
$33,500,000.
Pursuant to Section 3 of the Subscription
Agreement, the closing was to take place on September 30, 2024,
with full payment due at or before the time of the closing. Despite
all conditions to closing being met, as confirmed in discussions
with Hydrogenial representatives, the Investor failed to fund in a
timely fashion. The Company promptly informed Hydrogenial of its
breach and requested immediate resolution, and Hydrogenial
subsequently provided the Company with a revised closing date of
October 25, 2024; however, to date, the Company has yet to receive
proceeds from the investment. This continued delay has led Fusion
Fuel to pursue legal recourse.
As a direct consequence of the funding delay,
Fusion Fuel has filed for insolvency for its Portuguese subsidiary,
Fusion Fuel Portugal S.A., out of which the most significant
portion of the Company’s technology sales and project development
activities had been conducted. On the advice of insolvency counsel,
the Company has submitted a claim in Portugal for damages incurred
due to Hydrogenial’s breach. The Company notes that the Investor’s
obligation under the Subscription Agreement remains in effect
notwithstanding the filing of the claim and the insolvency of its
Portuguese subsidiary.
In response to these events, Fusion Fuel is
actively exploring strategic alternatives to preserve shareholder
value, including a potential transaction that management believes
could complement the Company’s hydrogen business and yield
significant synergies. The Company expects to provide further
updates in short order.
About Fusion Fuel Green plc
Fusion Fuel is an emerging leader in the green
hydrogen sector committed to accelerating the energy transition by
developing disruptive, clean hydrogen solutions. Fusion Fuel’s
patented miniaturized Proton Exchange Membrane (PEM) electrolyzer –
the HEVO – and building-block approach to green hydrogen production
unlock unprecedented modularity, flexibility, and reliability in
the design and deployment of small-to-midscale green hydrogen
solutions. Its business lines include selling its electrolyzer
systems, developing and selling turnkey hydrogen plants, and
providing end-to-end project engineering and advisory services.
Learn more about Fusion Fuel by visiting our website at
https://www.fusion-fuel.eu and following us on LinkedIn.
Forward-Looking Statements
This press release includes “forward-looking
statements.” Forward-looking statements may be identified by the
use of words such as “estimate,” “plan,” “project,” “forecast,”
“intend,” “will,” “expect,” “anticipate,” “believe,” “seek,”
“target”, “may”, “intend”, “predict”, “should”, “would”, “predict”,
“potential”, “seem”, “future”, “outlook” or other similar
expressions (or negative versions of such words or expressions)
that predict or indicate future events or trends or that are not
statements of historical matters. These forward-looking statements
are not guarantees of future performance, conditions or results,
and involve a number of known and unknown risks, uncertainties,
assumptions and other important factors, many of which are outside
the Company’s control, that could cause actual results or outcomes
to differ materially from those discussed in the forward-looking
statements. Fusion Fuel has based these forward-looking statements
largely on its current expectations, including but not limited the
ability of the investment reported on to be consummated as
anticipated. Such forward-looking statements are subject to risks
and uncertainties (including those set forth in Fusion Fuel’s
Annual Report on Form 20-F for the year ended December 31, 2023,
filed with the Securities and Exchange Commission) which could
cause actual results to differ from the forward-looking
statements.
Investor Relations Contact
ir@fusion-fuel.eu
Fusion Fuel Green (NASDAQ:HTOO)
過去 株価チャート
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Fusion Fuel Green (NASDAQ:HTOO)
過去 株価チャート
から 12 2023 まで 12 2024