Slide 1: Fusion Fuel Business Combination Overview
Fusion Fuel Business Combination Overview Investor Presentation June 2020
Slide 2: Disclosure
HL Acquisitions: Fusion Fuel Business Combination Overview Disclosure 2 THIS PRESENTATION HAS BEEN PREPARED FOR USE BY HL ACQUISITIONS CORP. (“HL”) AND FUSION FUEL S.A. (“FUSION FUEL”) IN CONNECTIO N W ITH THEIR PROPOSED BUSINESS COMBINATION. SUCH PRESENTATION MAY BE PRESENTED TO CERTAIN OF HL’S SHA
Slide 3: Transaction
Borusion | ie Transaction
Slide 4: Business Combination: HL Acquisitions & Fusion Fuel
HL Acquisitions: Fusion Fuel Business Combination Overview Business Combination: HL Acquisitions & Fusion Fuel 4 HL Acquisitions Corp (HCCH) • Nasdaq - listed SPAC raised $55mm in June 2018 • $53mm currently held in trust as of June 2, 2020 • Experienced Board & Management team o Four decades worth
Slide 5: Business combination agreement terms
HL Acquisitions: Fusion Fuel Business Combination Overview 5 HL has entered into a business combination agreement with Fusion Fuel: • Pro forma firm value of $ 96 . 7 million • HL shareholders will retain 77 % of the outstanding shares of the successor company after closing the transaction 1 • Curre
Slide 6: HL Acquisitions & Fusion Fuel: Transaction Overview
HL Acquisitions: Fusion Fuel Business Combination Overview 6 HL Acquisitions & Fusion Fuel: Transaction Overview Pro - Forma Ownership 1,2 Pro - Forma Capitalization Shares Outstanding 1 9.16 million Current redemption price $10.56/share Implied Equity Value $96.7 million 76.8% 23.2% 1. Based on pri
Slide 7: Investment Highlights
Borusion | ie Investment Highlights
Slide 8: Why Fusion Fuel?
HL Acquisitions: Fusion Fuel Business Combination Overview Why Fusion Fuel? 8 Massive Addressable Market First - Mover Advantage Attractive, High - Growth Sector Local Content Advantage • Fusion Fuel has developed a proprietary electrolysis solution that will allow for the production of hydrogen wit
Slide 9: Why Green Hydrogen?
HL Acquisitions: Fusion Fuel Business Combination Overview 9 Why Green Hydrogen? Hydrogen Supply Blue vs. Green Decarbonization “Holy Grail” Emerging Policy Focus Recent innovations now allow for hydrogen to be produced as “Blue” or “Green Hydrogen” • “Blue Hydrogen” is obtained through carbon captu
Slide 10: Executive Summary & Financial Projections
HL Acquisitions: Fusion Fuel Business Combination Overview Executive Summary & Financial Projections (MM €) Vision Unique IP & Cost Advantage Diverse Revenue Model Extensive Managerial Expertise Fusion’s electrolyzer produces green hydrogen significantly cheaper than the 3 . 5 – 7 . 5 €/kg from conv
Slide 11: Fusion Fuel Strategy Overview
HL Acquisitions: Fusion Fuel Business Combination Overview Fusion Fuel Strategy Overview Natural Gas Network Targeted Industry Verticals Several major European economies have committed to blend up to 20 % of green hydrogen into their natural gas network by 2030 . In Portugal, this mandate necessitat
Slide 12: Investment Highlights
Borusion | ie Investment Highlights
Slide 13: Investment Highlights
HL Acquisitions: Fusion Fuel Business Combination Overview Investment Highlights 13 The Deal’s Earnout Incentive Ensures Alignment Solid Management Track Record , With Existing Expertise & Production Footprint A Growth Driver In Their Own Backyard: The Sines Project Proprietary Technology Enabling U
Slide 14: Massive Addressable Market, With A Significant & Visible Commercial Ramp
HL Acquisitions: Fusion Fuel Business Combination Overview Massive Addressable Market, With A Significant & Visible Commercial Ramp 14 1. The Future of Hydrogen, IEA, June 2019 2. Hydrogen Roadmap Europe: A Sustainable Pathway for the European Energy Transition; FCH JU, 2019 Roadmap for Hydrogen Dep
Slide 15: Governments Actively Supporting A Decarbonized Hydrogen Industry
HL Acquisitions: Fusion Fuel Business Combination Overview Governments Actively Supporting A Decarbonized Hydrogen Industry 15 Fusion Fuel is already in advanced discussions with the Portuguese government , and other stakeholders regarding projects for Green Flamingo a €3.5B, multi - stage project t
Slide 16: Proprietary Technology Enabling Ultra-Competitive Green Hydrogen
HL Acquisitions: Fusion Fuel Business Combination Overview Proprietary Technology Enabling Ultra - Competitive Green Hydrogen Fusion Fuel has redesigned and patented the initial stages of the hydrogen value chain to efficiently leverage waste heat from CPV systems , unlocking significant efficiency
Slide 17: Proprietary Technology Enabling Ultra-Competitive Green Hydrogen
HL Acquisitions: Fusion Fuel Business Combination Overview Proprietary Technology Enabling Ultra - Competitive Green Hydrogen …and enabling ultra - competitive green hydrogen production that is ~50 - 80% cheaper than existing commercial solutions 1 1. Ultimate cost is dependent on location / quality
Slide 18: A Growth Driver In Their Own Backyard: The Sines Project
HL Acquisitions: Fusion Fuel Business Combination Overview A Growth Driver In Their Own Backyard: The Sines Project 18 2021 2022 2023 2024 2025 Cumulative Project Name Sines 1 Sines 2 Sines 3 Sines 4 Sines 5 Sines 1 - 5 Concession Period 25 years 25 years 25 years 25 years 25 years 25 years Project
Slide 19: Significant Local Content Advantages
HL Acquisitions: Fusion Fuel Business Combination Overview Significant Local Content Advantages 19 Fusion Fuel is a part of Portugal’s National Strategy for Hydrogen and is seen as a strategic technology provider; several of Fusion Fuel’s projects are referenced explicitly in the strategy roadmap Po
Slide 20: Solid Management Track Record, With Existing Expertise & Production Footprint
HL Acquisitions: Fusion Fuel Business Combination Overview Solid Management Track Record, With Existing Expertise & Production Footprint 20 Fusion Fuel’s electrolyzer can attach to CPV modules already being produced by MagP Inovação , via an exclusive agreement MagP Inovação Installations, Portugal
Slide 21: The Deal's Earnout Incentive Ensures Alignment
HL Acquisitions: Fusion Fuel Business Combination Overview 21 The Deal’s Earnout Incentive Ensures Alignment A significant component of Fusion Fuel’s consideration is a contingent payment that incentivizes management to deliver on robust business development targets and ensures alignment between HL
Slide 22: Key Executives & Directors
HL Acquisitions: Fusion Fuel Business Combination Overview Key Executives & Directors 22 Joao Teixeira Wahnon – Head of Business Development at Fusion Fuel 16 years experience in renewable energy project development, has overseen negotiations of more than € 500 m in renewable projects ; background i
Slide 23: Strategy and Business Model
Borusion | ie Strategy and Business Model
Slide 24: Fusion Fuel Business Lines
HL Acquisitions: Fusion Fuel Business Combination Overview 24 Fusion Fuel Business Lines Industry Provider of Green Hydrogen Technology • Technology provider to clients who are looking to build a green hydrogen production facility . In this case Fusion Fuel will sell hydrogen generators and also ins
Slide 25: Growth and Go-to-Market Strategy
HL Acquisitions: Fusion Fuel Business Combination Overview 25 Growth and Go - to - Market Strategy • Fusion Fuel’s technology works at its optimal level in regions with high solar irradiation • Fusion Fuel’s intention is to build out local business development platforms in these regions which enable
Slide 26: Business Plan Highlights
HL Acquisitions: Fusion Fuel Business Combination Overview 26 Business Plan Highlights (424) € 58,474 € 2020 2024 0% 36% 2020 2024 Sales Net Income EBITDA % 14% 42% 2020 2024 Gross Margin % 4,586 € 267,308 € 2020 2024
Slide 27: Key Takeaways: HL Acquisitions & Fusion Fuel
HL Acquisitions: Fusion Fuel Business Combination Overview Key Takeaways: HL Acquisitions & Fusion Fuel 27 The deal’s earnout incentive reinforces alignment and helps manage risk by tethering commercial progress to deal economics, while also supporting long - term growth Fusion Fuel’s proprietary te
Slide 28: Appendix
Borusion | ie Appendix
Slide 29: Business Plan
HL Acquisitions: Fusion Fuel Business Combination Overview 29 Business Plan (all figures in 000’s €) • ‘ Projects’ final figures will depend on the final amount raised at the time of the deal • The business plan has a placeholder for dividend payments as of Year 3 ; this will depend on investment ne
Slide 30: Fusion Fuel IP and Patents
HL Acquisitions: Fusion Fuel Business Combination Overview Patent 1 – Already filled • Overall concept and approach to hydrogen production through CPV Patent 2, 3 & 4 – In preparation • These patents all relate to the proprietary developed electrolyzer which converts water (H 2 O) into H 2 and O 2 F
Slide 31: Cost Comparison: Fusion Fuel vs. Comparable PV-based Hydrogen Production
HL Acquisitions: Fusion Fuel Business Combination Overview 31 Cost Comparison: Fusion Fuel vs. Comparable PV - based Hydrogen Production • The production of 500 tons of green hydrogen per annum with the traditional solar PV + centralized electrolyzer model would require a capex investment of €24.7m
Slide 32: Efficiency Comparison: DC-PEHG vs. Centralized Electrolyzer
HL Acquisitions: Fusion Fuel Business Combination Overview 32 Efficiency Comparison: DC - PEHG vs. Centralized Electrolyzer Cell voltage volts/cell 1.65 1.75 Voltage Efficiency % LHV 74.5% 70.3% Dryer Loss % of gross H 2 3% 3% Total Stack Energy Usage per mass H 2NET kWh elec /kg Net H2 46.42 49.23
Slide 33: Capex / kW Comparison: DC-PEHG vs. Centralized Electrolyzer
HL Acquisitions: Fusion Fuel Business Combination Overview 33 Capex / kW Comparison: DC - PEHG vs. Centralized Electrolyzer 116 € 385 € 41% NA 94 € 10% NA 47 € 5% 56 € 56 € 6% NA 47 € 5% NA 188 € 20% NA 28 € 3% NA 47 € 5% NA 9 € 1% NA 38 € 4% 56 € 555 € 59% Uninstalled cost on centralized electrolys