Fusion Fuel Green PLC

Introduction

On 18 February 2026, the Company entered into a conditional Share Exchange Agreement (the “Share Exchange Agreement”) with certain existing shareholders of Royal Uranium Inc., a company incorporated under the laws of British Columbia, Canada, with incorporation number BC1460159 and having its registered office at Suite 2200, 885 West Georgia Street, Vancouver BC V6C 3E8, Canada (“RU”) in relation to the acquisition of up to 100% of the issued share capital of RU (the “Acquisition”). The consideration for the acquisition of RU will be the issuance of Ordinary Shares in the Company to the RU Shareholders. The Ordinary Shares to be issued to the RU Shareholders pursuant to the Acquisition will represent approximately 57.2% of the enlarged share capital of the Company immediately following completion of the Acquisition, assuming all RU Shareholders elect to receive their full allocation of Ordinary Shares and none exercise their right to receive warrants in lieu thereof.

As discussed in more detail in “Shareholder Approval” below, implementation of the Acquisition is subject to a number of conditions, including the approval of the Shareholders. The EGM has been convened by the Board, primarily for the purposes of seeking such approval.