UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For
the month of: March, 2026.
Commission
File Number: 001-39789
Fusion
Fuel Green PLC
(Translation
of registrant’s name into English)
9
Pembroke Street Upper
Dublin
D02 KR83
Ireland
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F
☒ Form 40-F ☐
On
March 17, 2026, Fusion Fuel Green PLC, an Irish public limited company (the “Company”), issued a press release relating to
certain uranium royalty assets held by Royal Uranium Inc., a company incorporated under the laws of British Columbia, Canada (“Royal
Uranium”). A copy of the press release is furnished as Exhibit 99.1 to this Report on Form 6-K. As previously disclosed in a Report
on Form 6-K furnished with the U.S. Securities and Exchange Commission on February 18, 2026, the Company entered into a Share Exchange
Agreement (the “Share Exchange Agreement”), dated as of February 18, 2026, among the Company and certain shareholders of
Royal Uranium, pursuant to which the Company will acquire up to 100% of the issued and outstanding shares in the capital of Royal Uranium.
The closing of the transactions contemplated under the Share Exchange Agreement remain subject to certain closing conditions.
Forward-Looking
Statements
The
press release attached as Exhibit 99.1 hereto and the statements contained therein include “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. Such forward-looking
statements include, but are not limited to, statements regarding the Company’s planned acquisition of a controlling interest in
Royal Uranium and its expectation to gain royalty exposure to uranium exploration activity across multiple projects without additional
cost to itself or the royalty holder, and statements regarding planned exploration activities at certain uranium projects. 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 ability of the parties
to the Share Exchange Agreement to complete the transaction, the Company’s ability to integrate Royal Uranium’s assets into
its business, the ability of the parties to obtain Irish regulatory approval and any other required third-party consents and approvals
in connection with the transaction, obtain the approval of the Company’s shareholders, and to meet all other closing conditions;
the realization of revenues from the assets of Royal Uranium, including its uranium and natural gas royalties, which may depend on, among
other things, the commercial development of uranium and natural gas deposits, the receipt and maintenance of exploration, mining, and
environmental permits and approvals by the operators of the underlying properties, regulatory approval, and market demand for uranium
and natural gas as sources of energy, volatility in uranium and natural gas commodity prices, which directly affect the potential value
of net smelter return and other royalty interests, the risk that operators of royalty-bearing properties may delay, suspend, or abandon
exploration or development activities due to insufficient funding, unfavorable economic conditions, technical challenges, or regulatory
obstacles, the possibility that exploration activities, including those authorized under recently obtained permits, may not result in
the discovery of commercially viable mineral deposits or hydrocarbon reserves, the dependence of the Company on third-party operators
over whom it has no operational control, including decisions regarding the pace, scope, and method of exploration and development; the
risk that changes in mining, environmental, or energy laws and regulations in the jurisdictions where the royalty assets are located,
including Canada, Colombia, and Argentina, which may adversely affect the feasibility or economics of the underlying projects; political,
economic, and social risks associated with operating in foreign jurisdictions, including currency controls, expropriation, nationalization,
and changes in fiscal regimes, and the risk that royalty agreements may be subject to disputes regarding their scope, enforceability,
or the calculation of permitted deductions from gross revenues; competition from existing or new offerings that may emerge; impacts from
strategic changes to the Company’s business on net sales, revenues, income from continuing operations, or other results of operations;
the Company’s ability to obtain sufficient funding to maintain operations and develop additional services and offerings; and 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 U.S. Securities and Exchange Commission (the “SEC”) on May 9, 2025 (the “Annual
Report”), 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 in the Annual Report. 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.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated March 17, 2026 |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
| |
Fusion
Fuel Green PLC |
| |
(Registrant) |
| |
|
| Date:
March 17, 2026 |
/s/
John-Paul Backwell |
| |
John-Paul
Backwell |
| |
Chief
Executive Officer |
Exhibit
99.1
Fusion
Fuel (HTOO) Highlights Royal Uranium’s Cameco-Operated Uranium Royalty (2.0% NSR) in Canada’s Athabasca Basin
| ● | 2.0%
NSR royalty covering 12,067 hectares within a Cameco- and Denison Mines-operated project
in Canada’s Athabasca Basin |
| | | |
| ● | Part
of a 16-asset uranium royalty portfolio spanning multiple jurisdictions and major uranium
operators across the Americas |
Dublin,
March 17, 2026 (GLOBE NEWSWIRE), Fusion Fuel Green PLC (Nasdaq: HTOO) (“Fusion Fuel”
or the “Company”), a leading provider of full-service energy engineering, advisory, and utility solutions, today provided
certain highlights of the uranium royalty portfolio anticipated to be acquired through its previously announced definitive agreement
with Royal Uranium, highlighting a 2.0% Net Smelter Return (NSR) royalty on the PLS Regional uranium exploration project, operated by
Cameco Corporation in joint venture with Denison Mines Corp in Canada’s Athabasca Basin.
Upon
closing of the Royal Uranium transaction, Fusion Fuel is expected to gain royalty exposure to exploration and potential future development
activity in the Athabasca Basin without funding exploration or mine development capital.
The
PLS Regional royalty is one of 16 uranium royalty interests included in the Royal Uranium portfolio spanning the Athabasca Basin, Newfoundland,
Colombia, and Argentina.
Management
believes the Royal Uranium transaction positions Fusion Fuel to build exposure to uranium exploration and development activity across
multiple projects, operators and jurisdictions through a capital-efficient royalty structure.
Fusion
Fuel expects to highlight additional royalty assets within the portfolio in the coming weeks.
PLS
Regional Royalty in the Athabasca Basin
The
PLS Regional royalty covers 12,067 hectares of uranium exploration claims in Saskatchewan’s Athabasca Basin, a region that hosts
several of the highest-grade uranium deposits ever discovered.
The
royalty claims are located along the same regional geological trend that hosts several of the basin’s most significant uranium
discoveries, including Triple R, Arrow, Bow and Spitfire.
Cameco
Corporation operates the claims in a joint venture with Denison Mines Corp. Cameco also operates Cigar Lake, the world’s highest-grade
uranium producing mine, and McArthur River, one of the world’s largest high-grade uranium deposits, both located in the Athabasca
Basin. 1
Under
the royalty structure, exploration and development activity funded by the operator may advance the underlying project while the royalty
holder participates in potential project success without bearing exploration or development capital costs.
1
Cameco Corporation, “McArthur River/Key Lake” and “Cigar Lake,” Uranium Operations, cameco.com/businesses/uranium-operations/canada/mcarthur-river-key-lake
and cameco.com/businesses/uranium-operations/canada/cigar-lake.
Royalty
Model Provides Capital-Efficient Exposure
Mining
royalty structures allow investors to participate in potential mineral discoveries and future mine production without funding exploration,
development or mining operations.
This
model provides exposure to project advancement and uranium price cycles while limiting the operational and capital cost risks typically
associated with mining projects.
Global
Uranium Demand Strengthening
Fusion
Fuel’s planned acquisition of Royal Uranium aligns with strengthening global uranium demand fundamentals for nuclear energy and
uranium supply.
Several
structural trends are contributing to renewed interest in nuclear power:
| ● | The
U.S. Prohibiting Russian Uranium Imports Act (2024) has accelerated Western demand for non-Russian
uranium supply |
| | | |
| ● | Technology
companies including Microsoft, Google and Amazon have entered agreements supporting nuclear
energy to power rapidly expanding artificial intelligence infrastructure |
| | | |
| ● | The
proposed U.S. Stargate Project, a potential $500 billion AI infrastructure initiative, is
expected to drive sustained demand for baseload electricity |
| | | |
| ● | At
COP28, 24 countries pledged to work toward tripling global nuclear capacity by 2050 |
Global
uranium demand is projected to increase 118% between 2025 and 2040, while supply is expected to grow only 14%, implying a potential structural
deficit of approximately 197 million pounds by 2040. 2
“The
Athabasca Basin is one of the most important uranium exploration districts in the world, and Cameco is one of the industry’s most
experienced operators, which positions this royalty as a meaningful asset within the Royal Uranium portfolio,” said JP Backwell,
CEO of Fusion Fuel.
“As
nuclear power demand accelerates globally, driven by energy security priorities and rapidly expanding electricity demand from artificial
intelligence infrastructure, we believe royalties on tier-one uranium jurisdictions provide a compelling way to participate in long-term
uranium supply growth while maintaining a capital-efficient structure.”
Royal
Uranium Portfolio
The
PLS Regional royalty is one of 16 uranium royalty interests anticipated to be acquired as part of the Royal Uranium transaction with
assets located across the Athabasca Basin, Newfoundland, Colombia, and Argentina.
Operators
across the broader portfolio include Cameco Corporation, Orano Canada, Uranium Energy Corp., and IsoEnergy Ltd., among others.
Fusion
Fuel expects to highlight additional individual royalty assets within the portfolio in upcoming announcements, providing further detail
on royalty assets, operators, and project exposures.
2
UxC, LLC, Uranium Market Outlook, Q4 2024 data as cited in Sprott Asset Management, “Uranium’s Tale of Two Markets”
(December 2024), publicly available at sprott.com. The 197 M lbs figure represents UxC’s projected annual supply deficit for 2040.
Background
on Royal Uranium Transaction
On
February 18, 2026, Fusion Fuel announced that it had entered into a definitive share exchange agreement (“Share Exchange Agreement”)
to acquire a controlling interest in Royal Uranium, a private royalty company holding a diversified portfolio of royalties across the
Americas.
The
proposed transaction is intended to provide Fusion Fuel with exposure to energy commodity royalties from certain assets, particularly
uranium and natural gas deposits, through a capital-efficient royalty portfolio.
About
Fusion Fuel Green PLC
Fusion
Fuel Green PLC (NASDAQ: HTOO) provides integrated energy engineering, distribution, and green hydrogen solutions through its Al Shola
Gas, BrightHy Solutions, and BioSteam Energy platforms. With operations spanning LPG supply to hydrogen and bio-steam solutions, the
Company supports decarbonization across industrial, residential, and commercial sectors. For more information, please visit www.fusion-fuel.eu.
About
Royal Uranium Inc.
Royal
Uranium is a private energy royalty entity holding a portfolio of tier one high-quality uranium and natural gas royalties across premier
mining jurisdictions in the Americas, operated by experienced industry partners. The portfolio is designed to provide long-duration exposure
to commodity price upside while minimizing operating risk through the royalty model. For more information, please visit www.royaluranium.com.
Forward-Looking
Statements
This
press release and the statements contained herein include “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. Such forward-looking statements include, but are not limited to, statements regarding the
Company’s planned acquisition of a controlling interest in Royal Uranium and its expectation to gain royalty exposure to uranium
exploration activity across multiple projects without additional cost to itself or the royalty holder, and statements regarding planned
exploration activities at certain uranium projects. 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 ability of the parties to the Share Exchange
Agreement to complete the transaction, the Company’s ability to integrate Royal Uranium’s assets into its business, the ability
of the parties to obtain Irish regulatory approval and any other required third-party consents and approvals in connection with the transaction,
obtain the approval of the Company’s shareholders, and to meet all other closing conditions; the realization of revenues from the
assets of Royal Uranium, including its uranium and natural gas royalties, which may depend on, among other things, the commercial development
of uranium and natural gas deposits, the receipt and maintenance of exploration, mining, and environmental permits and approvals by the
operators of the underlying properties, regulatory approval, and market demand for uranium and natural gas as sources of energy, volatility
in uranium and natural gas commodity prices, which directly affect the potential value of net smelter return and other royalty interests,
the risk that operators of royalty-bearing properties may delay, suspend, or abandon exploration or development activities due to insufficient
funding, unfavorable economic conditions, technical challenges, or regulatory obstacles, the possibility that exploration activities,
including those authorized under recently obtained permits, may not result in the discovery of commercially viable mineral deposits or
hydrocarbon reserves, the dependence of the Company on third-party operators over whom it has no operational control, including decisions
regarding the pace, scope, and method of exploration and development; the risk that changes in mining, environmental, or energy laws
and regulations in the jurisdictions where the royalty assets are located, including Canada, Colombia, and Argentina, which may adversely
affect the feasibility or economics of the underlying projects; political, economic, and social risks associated with operating in foreign
jurisdictions, including currency controls, expropriation, nationalization, and changes in fiscal regimes, and the risk that royalty
agreements may be subject to disputes regarding their scope, enforceability, or the calculation of permitted deductions from gross revenues;
competition from existing or new offerings that may emerge; impacts from strategic changes to the Company’s business on net sales,
revenues, income from continuing operations, or other results of operations; the Company’s ability to obtain sufficient funding
to maintain operations and develop additional services and offerings; and 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
9, 2025 (the “Annual Report”), 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 in the Annual Report. 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.
