Fusion Fuel Green PLC — FY2021 Form 20-F
Reporting period: Year ended December 31, 2021; this is an annual report, not a standalone fourth-quarter filing. The Irish-domiciled company reports under IFRS in euros. The financial statements received an unqualified audit opinion from KPMG.
Business context and financial performance
Fusion Fuel is an early-stage green-hydrogen technology and project-development company. It is developing its HEVO-Solar system, which combines solar concentration with small PEM electrolyzers, and plans to sell equipment and develop and operate hydrogen plants. It had not yet generated revenue in 2021 or 2020.
| Metric | FY2021 | FY2020 |
|---|---|---|
| Revenue | €0 | €0 |
| Administration expenses | €7.692 million | €3.350 million |
| Operating loss | €6.851 million | €4.788 million |
| Profit/(loss) before tax | €23.564 million | (€183.130 million) |
| Net cash used in operating activities | €14.656 million | €4.188 million |
| Cash and cash equivalents at year-end | €7.681 million | €58.007 million |
FY2021 profit was not evidence of commercial profitability: it primarily reflected a €28.354 million non-cash gain from revaluing warrant liabilities. The company also reported €2.392 million of foreign-exchange gains within finance income. In FY2020, the loss was dominated by €177.146 million of non-cash listing expenses related to the business combination and PIPE. No meaningful revenue-based margin comparison is available because revenue was zero in both periods.
Financial position, cash flow and material changes
- Total assets were €69.249 million, total liabilities €19.737 million and equity €49.512 million at December 31, 2021. The company reported no external debt.
- In addition to cash, €27.453 million was held in short-term investments with daily liquidity. Cash plus these investments totaled approximately €35.1 million. Management said this, together with expected grant funding, was sufficient for at least 12 months; the group nevertheless expected continued negative operating cash flows while investing in development.
- Operating cash use increased year over year. Investing cash use was €45.497 million, including purchases of financial assets and €16.615 million of property, plant and equipment. Financing provided €9.581 million, including €10.051 million from warrant exercises. Cash fell by €50.572 million, before €0.245 million of favorable exchange effects.
- Property, plant and equipment rose to €18.111 million from €0.006 million, principally reflecting construction and equipment for hydrogen projects and the Benavente production facility. Inventory was €3.685 million; prepayments and other receivables were €8.472 million, including vendor advances and recoverable VAT.
- Current liabilities included €15.271 million of derivative warrant liabilities. Their fair-value movement significantly affected reported earnings; warrant exercise price is $11.50 per share. The company had 8,869,633 warrants outstanding at year-end.
Outlook, projects and key risks
- Manufacturing: The Benavente factory was purchased for €5.0 million and refurbishment was completed late in 2021. Management expected initial production during 2022 and targeted annual capacity of 500 MW by 2025, with approximately €42 million of total investment through 2025. Subsequent to year-end, the company secured approximately €10 million in Portuguese support, comprising eligible-expense funding and tax offsets.
- Projects and commercialization: The Evora demonstrator was built and two of 15 units had operated continuously since Q4 2021, but formal commissioning still awaited a permit. The company reported an Exolum purchase order worth approximately €2.4 million for a 0.42 MW Madrid project. It also described planned Portuguese projects, including HEVO-Sul, for which €4.3 million in grants had been approved, and a KEME project agreement signed in 2022. Grants depend on eligible costs and conditions; announced pipelines, applications and memoranda are not equivalent to completed sales or revenue.
- Management outlook: The filing gives operational targets and project plans but no formal revenue, earnings or cash-flow guidance. Management expected higher R&D and operating expenditure and acknowledged the need to execute permitting, production ramp-up, customer agreements and hydrogen offtake contracts.
- Principal risks: No operating revenue and a limited operating history; uncertain adoption and economics of green hydrogen; long sales and installation cycles; dependence on a small customer base, grants and hydrogen purchase agreements; permitting and project delays; supply-chain constraints and reliance on MagP, a related-party supplier; manufacturing scale-up, product performance, warranty and hydrogen safety risks; and potential need for additional capital.
- Controls and contingencies: Management concluded disclosure controls and internal control over financial reporting were ineffective at year-end because a material weakness remained in financial-process roles and segregation of duties, staffing, and IT general controls. Remediation was ongoing; the weakness had resulted in material misstatements that were corrected. The company reported no legal proceedings and no off-balance-sheet arrangements. It had a €4.9 million minimum MagP commitment under an amended supply arrangement, in addition to project-specific purchase commitments.
Important facts for investors to verify
- Whether the Evora facility obtained its final commissioning approval and whether announced projects converted into binding, funded contracts, installations and recognized revenue.
- Benavente’s actual production start, capital spending, capacity ramp, and receipt and conditions of the approximately €10 million grant support.
- Cash burn, availability and use of daily-liquid investments, grant receipts, and any financing needs against the company’s 12-month liquidity assessment.
- Progress in remediating the material weakness and whether financial reporting controls become effective.
- MagP supply terms, related-party governance, minimum purchase obligations and the company’s ability to establish alternative or internal production capacity.
- Share-count disclosures differ across the filing: the audited statements report 10,998,723 Class A shares at year-end, while other filing sections give different outstanding-share figures for later dates. Verify current shares, warrant dilution and Class B conversion rights.