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Fusion Fuel Green PLC to Convene Extraordinary General Meeting on Proposed Acquisition of Royal Uranium Inc., Conversion of Preferred Shares and Change of Name to Fusion Elements plc

(Moderate)
(Neutral)

Fusion Fuel (Nasdaq: HTOO) will hold an Extraordinary General Meeting on June 8, 2026 in Dublin. Shareholders will vote on three resolutions: acquisition of Royal Uranium, conversion of 4,171,327 Series A preferred shares into ordinary shares, and a name change to Fusion Elements plc.

The board unanimously recommends voting for all resolutions, which are presented as part of a strategy to build a diversified multi-energy platform spanning utility gas distribution, green hydrogen, biomass thermal energy, and uranium and gas royalties.

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Positive

  • Proposed acquisition of Royal Uranium under a February 18, 2026 share exchange agreement
  • Conversion of 4,171,327 Series A preferred shares may simplify the capital structure
  • Strategic shift toward a diversified multi-energy platform across several energy segments

Negative

  • Conversion of 4,171,327 preferred shares into ordinary shares could dilute existing shareholders
  • Execution of strategic shift and acquisition depends on shareholder approval at the June 8, 2026 EGM

News Market Reaction – HTOO

-1.67%
2 alerts
-1.67% Session close to close
-6.7% Trough Tracked
$9.86M Market Cap
0.6x Rel. Volume

In the May 18 session, HTOO declined 1.67%, reflecting a mild negative market reaction. Argus tracked a trough of -6.7% from its starting point during tracking. Our momentum scanner triggered 2 alerts that day, indicating moderate trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement advances Fusion Fuel’s shift toward a diversified energy and royalties platform. T...
Analysis

This announcement advances Fusion Fuel’s shift toward a diversified energy and royalties platform. The EGM on June 8, 2026 will ask shareholders to approve the Royal Uranium acquisition, convert 4,171,327 preferred shares, and adopt the Fusion Elements name. Investors may focus on how the conversion affects the equity base, how uranium and gas royalties complement existing businesses, and how the upcoming May 27, 2026 investor update refines milestones for 2026.

Key Figures

Preferred shares to convert: 4,171,327 shares Preferred par value: $0.0001 per share Ordinary share par value: $0.0035 per share +5 more
8 metrics
Preferred shares to convert 4,171,327 shares Series A Convertible Preferred Shares conversion under Resolution 2
Preferred par value $0.0001 per share Par value of Series A Convertible Preferred Shares
Ordinary share par value $0.0035 per share Par value of ordinary shares issued on conversion
Number of resolutions 3 resolutions Acquisition, preferred conversion, and name change at the EGM
EGM date June 8, 2026 Extraordinary General Meeting to vote on three resolutions
EGM time Irish 1:00 p.m. Irish Time Scheduled time of the EGM in Ireland
EGM time Eastern 8:00 a.m. Eastern Time Corresponding EGM time for U.S.-based investors
Investor update date May 27, 2026 Planned release of investor update video and presentation

Previous Acquisition Reports

4 past events · Latest: Feb 18 (Positive)
Same Type Pattern 4 events
Date Event Sentiment 24h Move Catalyst
Feb 18 Royal Uranium deal Positive -2.6% Agreed to acquire controlling stake in Royal Uranium royalty portfolio.
May 27 UK acquisition terms Positive -5.8% Signed non-binding £50M UK fuel distribution acquisition terms with mixed cash/equity.
Apr 09 UK LOI signed Positive -0.5% LOI to buy British fuel distributor for £50M using debt, equity and earn-outs.
Nov 19 Quality Industrial deal Positive +0.0% Binding deal to acquire ~70% of Quality Industrial using shares and preferreds.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Acquisition-related announcements have tended to see modestly negative or flat next-day moves despite their strategic framing.

Recent Company History

Recent acquisition communications for Fusion Fuel have centered on portfolio-building and diversification. On Feb 18, 2026, the company agreed to acquire Royal Uranium royalties, with the stock down slightly afterward. Earlier, in 2025, non-binding UK fuel distribution deals and the binding Quality Industrial stake expanded gas and distribution exposure but again saw flat-to-negative reactions. Today’s Royal Uranium EGM and capital-structure resolutions fit this pattern of strategic expansion via M&A.

Key Terms

share exchange agreement, series a convertible preferred shares, certificate of designation, form 6-k, +1 more
5 terms
share exchange agreement financial
"in accordance with the terms of the Share Exchange Agreement dated February 18, 2026"
A share exchange agreement is a legal deal where shareholders trade their shares in one company for shares in another, commonly used in mergers, acquisitions or corporate reorganizations. Think of it like swapping ownership cards in a game: the swap can change who controls the business, how many shares each person owns, and the value and liquidity of those holdings, so investors need to understand the exchange ratio, potential dilution and long-term impact on value and voting power.
series a convertible preferred shares financial
"designated by the Board as Series A Convertible Preferred Shares, and which were issued"
Series A convertible preferred shares are an early round of investment stock that gives holders special rights, such as being paid before common shareholders if the company is sold or shuts down, and sometimes receiving fixed dividends. They can be exchanged for ordinary (common) shares under agreed conditions, so they act like a tradeable ticket that can become regular ownership later. For investors this matters because these shares reduce downside risk while preserving the upside and affect future ownership and dilution.
certificate of designation regulatory
"pursuant to the Certificate of Designation of Preferences, Benefits and Limitations of Series A"
A certificate of designation is a formal document that spells out the specific rights and rules attached to a particular class or series of stock, usually preferred shares. Think of it as a rulebook or menu that lists dividend terms, liquidation priority, conversion or redemption rights and any special voting protections; investors use it to judge how much income, control or downside protection those shares will provide compared with other securities.
form 6-k regulatory
"attached as exhibits to a Report on Form 6-K furnished with the U.S. Securities"
A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.
form of proxy regulatory
"The Circular and a Form of Proxy (“Form of Proxy”) have been mailed to shareholders"
A form of proxy is the official document shareholders use to give someone else instructions or authority to vote their shares at a company meeting when they cannot or choose not to attend. Like filling out a ballot and designating a trusted friend to cast it for you, it lets investors influence board elections, mergers, executive pay and other key decisions without being physically present, so timely review can affect control and value of your investment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Board Unanimously Recommends Shareholders Vote “For” All Three Resolutions; Investor Update Video and Presentation Expected to Be Released on May 27, 2026

Dublin, Ireland, May 18, 2026 (GLOBE NEWSWIRE) -- Fusion Fuel Green PLC (Nasdaq: HTOO) (“Fusion Fuel” or the “Company”) today announced that it will convene an Extraordinary General Meeting (the “EGM”) of its shareholders on June 8, 2026 at 1:00 p.m. Irish Time (8:00 a.m. Eastern Time), to be held at the offices of Arthur Cox LLP, Ten Earlsfort Terrace, Dublin 2, D02 T380, Ireland.

At the EGM, shareholders will be asked to consider three resolutions, which are summarized below and described in a Circular to Shareholders and Notice of Extraordinary General Meeting, dated May 15, 2026 (the “Circular”). The Board of Directors of the Company (the “Board”) unanimously recommends shareholders vote in favor of each resolution.

Resolution 1, Approval of the Royal Uranium Inc. Acquisition, is to approve the acquisition by the Company (or any nominated subsidiary of the Company) of Royal Uranium Inc. (“Royal Uranium”), pursuant to and in accordance with the terms of the Share Exchange Agreement dated February 18, 2026, and authorize the directors of the Company to agree to such modifications, variations, revisions, waivers, extensions, additions or amendments to any of the terms and conditions of the acquisition and/or to any documents relating to it, as the directors (or any duly authorized committee thereof) may in their absolute discretion think fit, provided such modifications, variations, revisions, waivers, extensions, additions or amendments are not of a material nature.

Resolution 2, Conversion of Preferred Shares, is to approve the conversion of 4,171,327 preferred shares of $0.0001 each in the capital of the Company previously designated by the Board as Series A Convertible Preferred Shares, and which were issued pursuant to the terms of the stock purchase agreement dated November 18, 2024 among Quality Industrial Corp. (“QIND”), the Company, Ilustrato Pictures International Inc. and other shareholders of QIND, into such number of ordinary shares of $0.0035 each in the capital of the Company as determined in accordance with the conversion terms fixed by the Board and pursuant to the Certificate of Designation of Preferences, Benefits and Limitations of Series A Convertible Preferred Shares of Fusion Fuel Green PLC (as amended from time to time).

Resolution 3, Change of Company Name, is to approve the change of the name of the Company from Fusion Fuel Green PLC to Fusion Elements plc, and to further authorize the Board to determine (i) the time of the filing of the requisite documents (to the Registrar of Companies and/or pursuant to any necessary Nasdaq approvals) for the application for the change of name and (ii) whether to proceed with the application for such change of name.

The Company believes that each resolution is in the best interests of the Company and its shareholders and will promote its strategic objectives.

“These three resolutions represent interconnected components of the Company’s broader strategy to become a diversified, multi-energy platform with a broader asset base including utility gas distribution, green hydrogen, biomass thermal energy, and uranium and gas royalties, and a corporate identity aligned with the Company’s strategy,” said Frederico Figueira de Chaves, Chief Executive Officer of Fusion Fuel.

The Circular and a Form of Proxy (“Form of Proxy”) have been mailed to shareholders of the Company registered in the register of members of the Company as at 6:00 p.m. on May 8, 2026. Copies of the Circular and the Form of Proxy have also been attached as exhibits to a Report on Form 6-K furnished with the U.S. Securities and Exchange Commission (the “SEC”) on or around the date of this press release. Important additional disclosures are contained in the Circular, which is incorporated by reference herein. Shareholders are urged to read the Circular in full before voting. If voting online, votes should be cast at www.cstproxyvote.com. Internet votes must be received by 11:59 p.m. Eastern Time) on June 7, 2026. Holders of beneficial interests through The Depository Trust Company should consult their broker, bank or other intermediary for voting instructions.

Investor Update Video and Presentation

As previously announced on May 12, 2026, the Company expects to release an investor update video and presentation on May 27, 2026, providing shareholders with a strategic update on recent progress, operational priorities and key milestones expected throughout the remainder of 2026, including discussion of the proposed acquisition of Royal Uranium and the Company’s strategy of building a diversified energy platform. The investor update materials are planned to be made available on the Company’s website at www.fusion-fuel.eu and on the Investor Relations section of the Company’s website at www.fusion-fuel.eu/investors-data-room/finance-and-filings on May 27, 2026.

About Fusion Fuel Green PLC

Fusion Fuel Green PLC (Nasdaq: HTOO) is a diversified energy platform with operations across utility gas distribution, green hydrogen and biomass thermal energy, through its operating businesses Al Shola Gas, BrightHy Solutions and BioSteam Energy. The Company supports decarbonization and energy security across industrial, residential and commercial sectors. For more information, please visit www.fusion-fuel.eu.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance. In some cases, you can identify these statements because they contain words such as “may,” “will,” “believes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “should,” “seeks,” “future,” “continue,” “plan,” “target,” “predict,” “potential,” or the negative of such terms, or other comparable terminology that concern the Company’s expectations, strategy, plans, or intentions. Forward-looking statements relating to expectations about future results or events are based upon information available to the Company as of today’s date and are not guarantees of the future performance of the Company, and actual results may vary materially from the results and expectations discussed. The Company’s expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including, without limitation, the risks and uncertainties described under Item 3. “Key Information – D. Risk Factors” and elsewhere in the Company’s Annual Report on Form 20-F filed with the SEC on May 7, 2026, and other filings with the SEC. Should any of these risks or uncertainties materialize or should the underlying assumptions about the Company’s business and the commercial markets in which the Company operates prove incorrect, actual results may vary materially from those described as anticipated, estimated or expected. All subsequent written and oral forward-looking statements concerning the Company or other matters and attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. The Company does not undertake any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that may arise after the date hereof, except as required by law.

Investor Relations Contact

ir@fusion-fuel.eu | www.fusion-fuel.eu


FAQ

What is Fusion Fuel (HTOO) asking shareholders to approve at the June 8, 2026 EGM?

Fusion Fuel is asking shareholders to approve the Royal Uranium acquisition, conversion of 4,171,327 Series A preferred shares, and a name change to Fusion Elements. According to the company, the board unanimously recommends voting for all three resolutions.

What are the key terms of Fusion Fuel’s proposed acquisition of Royal Uranium for HTOO investors?

Fusion Fuel seeks approval to acquire Royal Uranium under a February 18, 2026 share exchange agreement. According to the company, directors may make non-material amendments to related documents while pursuing a broader diversified multi-energy platform strategy.

How many preferred shares will Fusion Fuel (HTOO) convert if Resolution 2 is approved?

Fusion Fuel plans to convert 4,171,327 Series A preferred shares of $0.0001 par value into ordinary shares of $0.0035 par value. According to the company, the exact number of ordinary shares will follow previously fixed conversion terms and the certificate of designation.

What name change is Fusion Fuel (HTOO) proposing for shareholders to vote on in 2026?

Fusion Fuel is proposing to change its name from Fusion Fuel Green to Fusion Elements plc. According to the company, the board would determine timing of required filings and whether to proceed after securing any necessary Nasdaq and corporate approvals.

How does the Royal Uranium acquisition fit Fusion Fuel’s diversified energy strategy for HTOO stockholders?

The Royal Uranium deal is presented as part of building a diversified multi-energy platform. According to the company, the targeted asset base includes utility gas distribution, green hydrogen, biomass thermal energy, and uranium and gas royalties, supported by a new Fusion Elements identity.

When and how can Fusion Fuel (HTOO) shareholders vote on the 2026 EGM resolutions?

Shareholders can vote online at www.cstproxyvote.com until 11:59 p.m. Eastern Time on June 7, 2026. According to the company, holders of beneficial interests through The Depository Trust Company should follow voting instructions from their broker, bank, or intermediary.

What investor materials will Fusion Fuel (HTOO) release before the June 2026 EGM?

Fusion Fuel expects to release an investor update video and presentation on May 27, 2026. According to the company, these materials will cover strategic progress, 2026 milestones, and the Royal Uranium acquisition, and will be posted in the investor relations section of its website.