REG - Hydrogen Utopia Intl - Joint Venture Agreement for the Longford Project

Hydrogen Utopia InternationalAnnouncement

11/03/2024 07:00

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RNS Number : 2385G  Hydrogen Utopia International PLC  11 March 2024

The information contained within this announcement is deemed by the Company to
constitute inside information stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of UK domestic law by virtue of
the European Union (Withdrawal) Act 2018.  Upon the publication of this
announcement via the Regulatory Information Service, this inside information
is now considered to be in the public domain. 

 

 

11 March 2024

 

Hydrogen Utopia International PLC

 (the "Company" or "HUI")

 

Joint Venture Agreement for the Longford Project

Hydrogen Utopia International PLC, a company specialising in turning
non-recyclable mixed waste plastic into hydrogen and other carbon-free fuels,
new materials or distributed renewable heat, refers to its announcement of 30
October 2023. That announcement advised that Powerhouse Energy Group Plc
(AIM:PHE) ("PHE") decided to defer its investment in the proposed joint
development of a non-recyclable plastic waste-to-hydrogen facility site at
Longford, County Longford in the Republic of Ireland ("Longford Project").

HUI is now pleased to announce that:

(1) its Irish subsidiaries, Alister Future Technologies (AFT) Limited ("AFT")
and Eranova Longford Limited ("Eranova") have entered into a subscription and
shareholder agreement with PHE and its subsidiary, Powerhouse Energy
International Limited ("PHE International") (the "Subscription and Shareholder
Agreement") in connection with the building of a waste plastic to hydrogen
plant on a greenfield site at Fisherstown Energy Park in County Longford,
Ireland; and

(2) AFT, PHE International, HUI and Fisherstown Property Holdings Limited
("FPHL") have agreed to amend and restate the option agreement dated 10 March
2023 entered into between HUI and FPHL, pursuant to which FPHL (as freeholder
of the land on which the Longford Project would be developed) granted an
option to Eranova to lease the site for 25 years ("Option For Lease"). Up to
€150,000 is payable by Eranova to FPHL under the Option For Lease, with the
timing for payment dependent on the date on which planning permission for the
Longford Project is obtained.

Under the amended terms of the Subscription and Shareholder Agreement, AFT and
PHE International will now each own 50% of Eranova and development costs will
be contributed to on a 50:50 basis. Eranova will be the developer of the
Longford Project, and each party will have the right to appoint up to two
members to the board of Eranova.

Initial financing is being provided by AFT and PHE International by way of
shareholder loans (for a maximum of € 200,000 each) under separate loan
agreements. Any future financing will be raised in accordance with the
Subscription and Shareholder Agreement through further loans or (with the
consent of the shareholders only) subscription for shares.

HUI will now receive a payment of £100,000 upon signing of the Subscription
and Shareholder Agreement. This is in addition to the £100,000 received when
the heads of terms were signed on 13 March 2023. A further payment of
£100,000 in cash will be made to HUI once planning permission has been
granted for the Longford Project.

Under the terms agreed between the parties, FPHL has also been granted an
option to acquire shares in Eranova ("FPHL Shares Option"). Under the terms of
the FPHL Shares Option, FPHL may, within 10 days of anticipated financial
closure of the Longford Project or anticipated commencement of construction of
the Longford Project, exercise an option for the transfer or subscription by
it of new shares in Eranova. On exercise of the FPHL Shares Option, this would
result in FPHL becoming the holder of non-voting shares amounting to 5% of the
issued share capital of Eranova. The exercise of the FPHL Option would result
in an equal dilution of the shareholdings of AFT and PHE International.

Longford, a county in the Irish Midlands, is anticipated to be one of the
prime beneficiaries of the EU Just Transition Fund in Ireland. On 29 November
2022, Irish Government approval was given for Ireland's Territorial Just
Transition Plan and its associated programme for the period to 2027, which
will provide €169 million of funding in the Irish Midlands; the Irish
Government plan was adopted by the European Commission on 15 December 2022.

The Company sees this project as an opportunity to progress a project within a
European Union Just Transition Fund area, which brings with it the potential
of grant funding for the development. The next phase will be developing the
application for planning and permitting on the site, which will be carried out
by the JV company, Eranova.

 

HUI looks forward to working closely with PHE to deliver this project
successfully, fostering innovation and creating a positive impact on the
global hydrogen landscape. Further updates will be provided as and when
appropriate, with the immediate focus now being on securing planning
permission.

 

Aleksandra Binkowska, CEO of HUI, commented:

"Maintaining a strong allegiance with PHE has been a cornerstone for HUI, and
I am thrilled about finalising the Irish joint venture agreement. Both HUI and
PHE are dedicated to establishing what we believe will be one of the first
plastic waste to hydrogen facilities. We look forward to working with the
Powerhouse team to deliver this exciting project. ."

Paul Emmitt, Chief Executive Officer of Powerhouse, commented:

"PHE have always been committed to this JV and after working with Aleksandra
Binkowska and the HUI team, I am pleased that agreeable terms have been met. I
look forward to getting the Longford development moving alongside our other
projects."

For more information about the Company, please refer to our website:
www.hydrogenutopia.eu (http://www.hydrogenutopia.eu)

For further information please contact:

Hydrogen Utopia International PLC

Aleksandra Binkowska

+44 20 3811 8770

 

Alfred Henry Corporate Finance Limited (AQSE Corporate Adviser)

Nick Michaels/Maya Klein
Wassink

+44 20 3772 0021

 
 
 

Novum Securities Limited (Broker)
 

Jon Belliss/Colin
Rowbury

+44 20 7399 9400

 

About Hydrogen Utopia International PLC

HUI aims to become one of the leading new European companies specialising in
turning non-recyclable mixed waste plastic into hydrogen and other carbon-free
fuels, new materials or distributed renewable heat.

A HUI facility uses non-recyclable mixed waste plastic as feedstock and turns
it into syngas from which new products and energy can be produced. HUI
anticipates that its revenues will be derived from a variety of sources,
dependent upon location and configuration of the HUI facilities, including the
sale of syngas, hydrogen and other gases, electricity and heat sales, and the
payment to it of fees for a given quantity of non-recyclable mixed waste
plastic received at a HUI facility.

HUI will target areas where there is significant private sector interest or
potential, financial backing is accessible and or where substantial EU and/or
government funded sources of grants and loans are or may be available. The
global increase in fossil fuel-based energy prices reinforces the need for
alternative, price competitive energy sources, which HUI's business model can
provide.

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