Ilios Hydrogen Canada Limited has entered into non-binding heads of terms to acquire Pineapple Power Corporation plc (LSE:PNPL) for £33 million in a reverse merger transaction on November 3, 2023. The consideration of £33 million, to be satisfied by the allotment and issue to the shareholders of Ilios new ordinary shares in Pineapple Power. There will be equity financing to fund future investment and working capital requirements of Ilios.

The current directors of Ilios will form a majority of the board of the Pineapple Power and the sellers of Ilios will become majority shareholders of the enlarged Pineapple Power. The Proposed Acquisition is conditional on obtaining the necessary regulatory approvals of the FCA, the satisfactory completion, by each of the parties to the transaction, of legal, financial, and commercial due diligence, the parties agreeing, signing, and exchanging a legally binding share sale and purchase agreement, the admission of the enlarged share capital of the Company to trading on the Standard market segment of the London Stock Exchange, the raising of an appropriate amount of new equity funds by the Company, the Takeover Panel waiving any obligation the Ilios sellers might otherwise incur under Rule 9 of the City Code by virtue the issue to them of consideration shares, and the passing of necessary resolutions to approve the transaction by the shareholders of the Pineapple Power at a duly convened general meeting. The proposed Acquisition will be completed, during Q2 2024.