Quality Industrial Corp. Files SC 13D, Fusion Fuel Green Listed

Ticker: HTOO · Form: SC 13D · Filed: Dec 6, 2024 · CIK: 1819794

Sentiment: neutral

Topics: ownership-change, sec-filing, corporate-action

Related Tickers: QIND, HTOO

TL;DR

**QUALITY INDUSTRIAL CORP. (QIND) FILES 13D, FUSION FUEL GREEN (HTOO) NAMED. OWNERSHIP SHIFT IMMINENT?**

AI Summary

On December 6, 2024, Quality Industrial Corp. (formerly Wikisoft Corp. and Power Play Development Corp.) filed an SC 13D, indicating a change in beneficial ownership. The filing also lists Fusion Fuel Green PLC as a subject company, with a business address in Dublin, Ireland. This filing appears to be an amendment or a related filing concerning these entities.

Why It Matters

This SC 13D filing signals a significant change in the ownership structure or control of Quality Industrial Corp., potentially impacting its stock price and strategic direction. The involvement of Fusion Fuel Green PLC warrants further investigation into their relationship.

Risk Assessment

Risk Level: medium — SC 13D filings often indicate activist investor activity or significant stake-building, which can lead to volatility and strategic shifts for the company.

Key Players & Entities

FAQ

What is the specific nature of the change in beneficial ownership being reported by Quality Industrial Corp. in this SC 13D filing?

The provided text does not detail the specific changes in beneficial ownership, only that an SC 13D was filed on December 6, 2024.

What is the relationship between Quality Industrial Corp. and Fusion Fuel Green PLC as indicated by this filing?

The filing lists Fusion Fuel Green PLC as a subject company alongside Quality Industrial Corp., suggesting a potential connection or a filing related to both entities, but the exact nature of the relationship is not specified.

When was Quality Industrial Corp. formerly known as Wikisoft Corp. and Power Play Development Corp?

Quality Industrial Corp. was formerly known as Wikisoft Corp. after a name change on June 29, 2020, and previously as Power Play Development Corp. after a name change on March 20, 2007.

What is the business address and incorporation state for Fusion Fuel Green PLC?

Fusion Fuel Green PLC's business address is 10 Earlsfort Terrace, Dublin 2, L2, D02 T380, and it is incorporated in L2.

What is the SIC code for Quality Industrial Corp. and Fusion Fuel Green PLC?

Quality Industrial Corp. has a SIC code of 3590 (MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT), and Fusion Fuel Green PLC has a SIC code of 3620 (ELECTRICAL INDUSTRIAL APPARATUS).

Filing Stats: 4,515 words · 18 min read · ~15 pages · Grade level 20 · Accepted 2024-12-06 18:06:39

Key Financial Figures

Filing Documents

Security and Issuer

Item 1. Security and Issuer. This Schedule 13D relates to common stock, par value $0.001 per share, of Quality Industrial Corp., a Nevada corporation. The principal executive offices of the Issuer are at 315 Montgomery Street, San Francisco, CA 94104.

Identity and Background

Item 2. Identity and Background. (a) This Schedule 13D is being filed by Fusion Fuel Green PLC, an Irish public limited Reporting Person (the “Reporting Person”). Set forth on Annex A annexed hereto (“Annex A”) is the name, position with the Reporting Person, present principal occupation or employment, principal business address, name, principal business and address of any corporation or other organization in which such employment is conducted, and citizenship of the executive officers and directors of the Reporting Person. To the knowledge of the Reporting Person, none of the persons listed on Annex A beneficially owns any securities of the Issuer or is a party to any contract, agreement or understanding required to be disclosed herein. (b) The business address of the Reporting Person is The Victorians, 15-18 Earlsfort Terrace, Saint Kevin’s, D04 C5Y6, Dublin 2, D02 YX28, Ireland. (c) The principal business of the Reporting Person is to provide certain energy products and services. (d) During the last five years, the Reporting Person and each of the persons set forth on Annex A have not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person and each of the persons set forth on Annex A have not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is an Irish public limited company.

Source and Amount of Funds or Other

Item 3. Source and Amount of Funds or Other Consideration. Under a Stock Purchase Agreement, dated as of November 18, 2024 (the “Purchase Agreement”), among the Reporting Person, the Issuer, Ilustrato Pictures International Inc., a Nevada corporation (“Ilustrato”), and certain stockholders of the Issuer (together with Ilustrato, the “Sellers” and the Sellers together with the Issuer and the Reporting Person, the “Parties”), the Parties agreed that the Sellers would sell 78,312,334 shares of common stock and 20,000 shares of Series B Preferred Stock, constituting approximately 69.36% of the capital stock of the Issuer (the “Sellers’ Shares”), to the Reporting Person. In exchange, the Reporting Person was required to issue 3,818,969 Class A ordinary shares of the Reporting Person (“Reporting Person Ordinary Shares”), constituting 19.99% of the issued and outstanding Reporting Person Ordinary Shares (the “Ordinary Shares Consideration”), and an aggregate of 4,171,327 preferred shares of the Reporting Person, subject to adjustment (together with the Ordinary Shares Consideration, the “Reporting Person Shares Consideration”), to the Sellers, with provisions for the preferred shares to convert into 41,713,270 ordinary shares Person with The Nasdaq Stock Market LLC (“Nasdaq”). The Purchase Agreement provided that, subject to the satisfaction or waiver of the conditions set forth in the Purchase Agreement, the Reporting Person was required to consummate the transactions (the “Transactions”) contemplated by the Purchase Agreement at the date (the “Closing Date”) of the closing of the Transactions (the “Closing”). On November 26, 2024, the conditions to the Closing were satisfied in all mater

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