Quality Industrial (QIND) COO trades 1M QIND shares for Fusion Fuel convertible preferred stock
Rhea-AI Filing Summary
Quality Industrial Corp. COO and Managing Director Middle East Safir Sanjeeb reported two major share transactions involving 1,000,000 QIND common shares. On September 2, 2024, he received 1,000,000 shares as a grant or award, held directly.
On November 26, 2024, he disposed of 1,000,000 QIND shares in a transaction coded as an open-market or private sale. A related agreement shows these shares were transferred to Fusion Fuel Green PLC under a Stock Purchase Agreement, in exchange for 46,314 Series A Convertible Preferred Shares of Fusion Fuel. Each Series A share is automatically convertible, once certain shareholder and Nasdaq listing conditions are met, into ten Fusion Fuel Class A Ordinary Shares. Based on Nasdaq’s last reported price of $4.64 per Fusion Fuel Class A Ordinary Share on November 25, 2024, the QIND shares were effectively valued at about $2.15 per share on an as-converted basis.
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Insights
COO swapped 1M QIND shares for Fusion Fuel preferred stock in a structured deal.
The reporting person, a senior executive of Quality Industrial Corp., first received 1,000,000 QIND common shares on September 2, 2024 as a grant/award. This is a compensation-related acquisition rather than an open-market purchase.
On November 26, 2024, he disposed of 1,000,000 QIND shares. Footnotes explain this was a transfer to Fusion Fuel Green PLC under a Stock Purchase Agreement, in exchange for 46,314 Series A Convertible Preferred Shares of Fusion Fuel, not a simple cash sale.
The Series A Preferred automatically convert, once specified shareholder and Nasdaq listing conditions are satisfied, into ten Fusion Fuel Class A Ordinary Shares each. Using Nasdaq’s last reported price of $4.64 on November 25, 2024, the QIND shares were effectively valued at about $2.15 per share on an as-converted basis; the actual impact depends on whether the stated conditions for conversion are ultimately met.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 1,000,000 | $0.00 | -- |
| Grant/Award | Common Stock | 1,000,000 | $0.00 | -- |
Footnotes (1)
- Pursuant to a Stock Purchase Agreement (the "Purchase Agreement"), dated November 18, 2024, by and among Quality Industrial Corp., a Nevada corporation ("QIND"), Fusion Fuel Green PLC, an Irish public limited company (the "Fusion Fuel"), Ilustrato Pictures International Inc., a Nevada corporation and a stockholder of the Company, and certain other stockholders of the Company including the reporting person, the reporting person transferred 1,000,000 shares of common stock of QIND to Fusion Fuel, and in consideration, Fusion Fuel issued to the reporting person 46,314 shares of Series A Convertible Preferred Shares with a nominal value of $0.0001 each of Fusion Fuel ("Series A Preferred Shares"). The conditions to the closing of the transactions contemplated by the Purchase Agreement were satisfied in all material respects as of November 26, 2024 (the "Closing Date"). The conversion rights under the Series A Preferred Shares remain subject to the satisfaction of certain conditions, including shareholder approval of certain matters and the clearance of an initial listing application by Fusion Fuel with The Nasdaq Stock Market LLC ("Nasdaq"). Upon satisfaction of such conditions, the Series A Preferred Shares will be automatically converted into ten Class A Ordinary Shares with a nominal value of $0.0035 each of Fusion Fuel, subject to adjustment for share dividends and share splits. On November 25, 2024, the last trading day before the Closing Date, the last reported price of a Class A Ordinary Share by Nasdaq was $4.64, prior to adjustment for any subsequent share splits, which effectively resulted in each share of QIND common stock transferred by the reporting person being valued at $2.15 per share on an as-converted basis, without regard to the conditions to conversion.