Fusion Fuel Announces LOI; Press Release Filed as Exhibit 99.1

Rhea-AI Filing Summary

Fusion Fuel Green PLC announced the execution of a non-binding Letter of Intent dated August 7, 2025, with another party (the "Partner") to pursue a project referenced in its prior press release. The company furnished the announcement as Exhibit 99.1 to this Form 6-K.

The press release contains standard forward-looking statements and explicitly warns that the LOI and any related transaction remain contingent on completing due diligence, entering definitive agreements, obtaining required regulatory and shareholder approvals, satisfying financing commitments, and the Target and project generating the expected cash flows or income. The company refers investors to the risk factors in its Annual Report for additional uncertainties.

Positive

• Execution of a Letter of Intent demonstrates progress toward a potential project or acquisition and formalizes intent to negotiate.
• Public disclosure via Exhibit 99.1 and inclusion in a Form 6-K improves transparency for investors about ongoing strategic activities.

Negative

• Non-binding LOI with no disclosed terms, so there is no information on deal size, consideration, or financial impact.
• Multiple contingencies explicitly stated: completion of due diligence, regulatory and shareholder approvals, and satisfaction of financing commitments, any of which could prevent a transaction.

Insights

M&A Specialist

TL;DR A preliminary step toward a possible project or acquisition; materiality depends on undisclosed terms and whether definitive agreements are reached.

The issuance of a non-binding LOI signals intent to negotiate a transaction but provides no commercial or financial terms, so investors cannot assess valuation or accretion at this stage. The filing explicitly states the transaction is subject to due diligence, regulatory and shareholder approvals, and financing commitments, which are typical yet critical contingencies. Until definitive agreements are signed and material terms disclosed, the LOI should be treated as exploratory rather than value-confirming.

Corporate Governance Expert

TL;DR The company disclosed a potential strategic step while making appropriate cautionary disclosures; governance and approval paths remain central.

Fusion Fuel followed disclosure protocols by furnishing the press release as Exhibit 99.1 and including forward-looking cautionary language. The filing highlights multiple approval gates—regulatory, shareholder, and financing—which means board oversight, shareholder consent processes, and disclosure of conflict-of-interest or related-party matters (if any) will be important if negotiations advance. Absent further detail on counterparties or economic terms, governance implications remain procedural at this stage.

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: August, 2025.

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 August 11, 2025, Fusion Fuel Green PLC, an Irish public limited company (the “Company”), issued a press release announcing the execution of a non-binding Letter of Intent, dated as of August 7, 2025 (the “LOI”), between the Company and another party (the “Partner”). A copy of the press release is furnished as Exhibit 99.1 to this Report on Form 6-K.

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. 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 Company’s ability to enter into definitive agreements with the Partner and the Target (as defined in the Company’s press release issued on May 27, 2025), the ability of the parties to each of the LOI and the Heads of Terms (as defined in the Company’s press release issued on May 27, 2025) to complete their due diligence and all other closing conditions prior to the closing of such definitive agreements, the ability of the parties to the LOI and the Heads of Terms to obtain all necessary regulatory, shareholder, and other consents and approvals in connection with the contemplated transactions, the ability of the Company to satisfy its financing commitments for the project contemplated by the LOI and the acquisition contemplated by the Heads of Terms, the ability of the project contemplated by the LOI and the Target to generate the expected free cash flows or net income necessary for the Company to generate the anticipated returns on its contemplated financial commitments or consideration in connection with these transactions, 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 August 11, 2025

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: August 11, 2025	/s/ John-Paul Backwell
	John-Paul Backwell
	Chief Executive Officer

FAQ

What did Fusion Fuel (HTOO) announce in this Form 6-K?

The company announced it executed a non-binding Letter of Intent dated August 7, 2025 with another party (the "Partner") and furnished the related press release as Exhibit 99.1.

Is the Letter of Intent binding on Fusion Fuel (HTOO)?

No. The document is described as a non-binding LOI, meaning it expresses intent but does not create enforceable transaction obligations.

Who is the Partner or the Target in the LOI?

The Partner is referred to generically as "another party" and no counterparty name or specific Target details are disclosed in this filing; the Target is referenced as defined in the company's May 27, 2025 press release.

Are financial terms or transaction amounts disclosed?

No. The filing and attached press release do not provide any financial terms, deal value, or payment structure.

What risks did Fusion Fuel highlight about the LOI?

The company lists risks including the ability to enter definitive agreements, complete due diligence, obtain regulatory and shareholder approvals, satisfy financing commitments, and achieve expected cash flows or net income.

Where can I find the full announcement?

The full press release is furnished as Exhibit 99.1 to this Form 6-K.