HYOR 8-K
HyOrc Corp (HYOR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or Other Jurisdiction | (Commission | (IRS Employer | ||
| of Incorporation) | File Number) | Identification No.) |
(
Registrant’s telephone number, including area code
(Former Name or Former Address
if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None
| Title of each class | Trading Symbol | Name of Each Exchange on which Registered | ||
| N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 – Entry into a Material Definitive Agreement
On April 7, 2026, HyOrc Corporation (the “Company”) entered into a Novation and Assignment Agreement with Start Lda and MO.RE.DA. Oils, Lda, a Portuguese industrial company.
Pursuant to the agreement, MO.RE.DA. Oils, Lda assumed all rights and obligations previously
held by Start Lda under the Company’s existing Joint Venture Agreement and Shareholders’ Agreement relating to HyOrc Start
Green Fuels, Lda, the Portuguese joint venture established to develop waste-to-methanol facilities.
As a result of the transaction, MO.RE.DA. Oils, Lda replaces Start Lda as the Company’s joint venture partner.
The ownership structure of HyOrc Start Green Fuels, Lda remains unchanged:
●
HyOrc Corporation – 50%
●
MO.RE.DA. Oils, Lda – 50%
Under the Novation and Assignment Agreement, MO.RE.DA. Oils agreed to assume all obligations previously undertaken by Start Lda, including responsibilities relating to the provision of land, infrastructure support, permitting coordination, and cooperation with regulatory authorities for the development of the project.
MO.RE.DA. Oils also committed to make available its industrial facility located in Guilhabreu, Vila do Conde, Portugal, for the installation and operation of the planned waste-to-methanol pilot plant.
The referenced facility already holds an industrial operating permit. The Company expects that the project may therefore proceed through a permit amendment process rather than a full greenfield permitting procedure, which could shorten the project development timeline.
The foregoing description of the Novation and Assignment Agreement does not purport to be complete and is qualified in its entirety by reference to the agreement itself.
Item 9.01 – Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number | Description | |
| 9.1 | Novation and Assignment Agreement dated April 7, 2026, among HyOrc Corporation, Start Lda, and MO.RE.DA. Oils, Lda. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| /s/ K. Reginald Fubara | |
| K. Reginald Fubara | |
| Chief Executive Officer | |
| HyOrc Corporation | |
| Date: April 10, 2026 |
Exhibit 9.1
