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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549 

 

FORM 8-K

 

CURRENT REPORT 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): June 5, 2024

 

Plug Power Inc.

(Exact name of registrant as specified in its charter) 

 

Delaware   1-34392   22-3672377
(State or other jurisdiction   (Commission File   (IRS Employer
of incorporation)   Number)   Identification No.)
         

968 Albany Shaker Road,
Latham, New York
 
12110
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (518) 782-7700

 

N/A

(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 (see General Instruction A.2. below): 

 

¨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 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which
registered
Common Stock, par value $0.01 per share   PLUG   The Nasdaq Capital Market

 

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 7.01.Regulation FD Disclosure.

 

On June 5, 2024, Plug Power Inc. (the “Company”) will hold its 2024 annual meeting of stockholders starting at 10:00 AM a.m. Eastern Time.  The meeting will be held via live audio webcast at www.virtualshareholdermeeting.com/PLUG2024 and will be open to the general public.  At the meeting, Andrew J. Marsh, the President and Chief Executive Officer of the Company, will give a general corporate overview of the Company and stockholders of record will be given an opportunity to submit questions in writing.  The presentation materials that will be used at the meeting is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information contained in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall this Item 7.01 and Exhibit 99.1 be incorporated by reference into the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such future filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number
  Title
99.1   Presentation of Plug Power Inc., dated June 5, 2024
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURE

 

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.

 

    Plug Power Inc.
   
Date: June 5, 2024 By: /s/ Paul Middleton
    Name: Paul Middleton
    Title: Chief Financial Officer

 

 

 

Exhibit 99.1

 

Copyright 202 2 , Plug Power Inc. Plug Power NASDAQ: PLUG Copyright 2023, Plug Power Inc .

 

 

2 ​ This presentation and the accompanying oral presentation contain “forward - looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We intend such forward - looking statements to be covered by the s afe harbor provisions for forward - looking statements contained in the Private Securities Litigation Reform Act of 1995. These forward - looking statements involve significant risks and uncertainties about Plug Power Inc. (“Plug” or the “Company”), including but not limited to statements about Plug’s projections regarding its future financial an d m arket outlook, including estimated market size of the hydrogen economy; Plug’s expectations that clean energy policy in the United States and the European Union will accelerate ma rke t development; Plug’s ability to execute on its short - term business priorities, including its cash management and financing goals and its operational execution goals; Plug’s ab ility to execute on its priority pieces for profitability; and Plug’s ability to achieve its long - term vision of being a global leader in end - to - end integrated hydrogen solutions. ​You ar e cautioned that such statements should not be read as a guarantee of future performance or results as such statements are subject to risks and uncertainties. Actual performance or re sults may differ materially from those expressed in these statements as a result of various factors, including, but not limited to, the following: the risk that we may continue to incur losses and might never achieve or maintain profitability; the risk that we may not be able to raise additional capital to fund our operations and such capital may not b e a vailable to us on favorable terms or at all; the risk that we may not be able to expand our business or manage our future growth effectively; the risk thar global economic uncertainty, in clu ding inflationary pressures, fluctuating interest rates, currency fluctuations, and supply chain disruptions, may adversely affect our operating results; the risk that we may not be abl e to obtain from our hydrogen suppliers a sufficient supply of hydrogen at competitive prices or the risk that we may not be able to produce hydrogen internally at competitive pr ice s; the risk that delays in or not completing our product and project development goals may adversely affect our revenue and profitability; the risk that our estimated future rev enue may not be indicative of actual future revenue or profitability; the risk of elimination, reduction of, or changes in qualifying criteria for government subsidies and econo mic incentives for alternative energy products, including the Inflation Reduction Act; and the risk that we may not be able to manufacture and market products on a profitable and large - scale commercial basis. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward - looking statements, as w ell as risks relating to the business of Plug in general, see Plug’s public filings with the Securities and Exchange Commission, including the “Risk Factors” section of Plug’s Annual Rep ort on Form 10 - K for the year ended December 31, 2023, Plug’s Quarterly Report on Form 10 - Q for the quarter ended March 31, 2024 as well as any subsequent filings. You are cauti oned not to place undue reliance on these forward - looking statements. The forward - looking statements are made as of the date hereof and are based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. We disclaim any obligation to update forward - looking statements except as may be requ ired by law. This presentation also contains estimates and other statistical data that we developed or obtained from industry publications an d reports generated by independent third parties relating to market size and growth and other data about the Company's industry. This data involves a number of assumptions an d l imitations, and you are cautioned not to give undue weight to such estimates. We have not independently verified the statistical and other industry data generated by such thi rd parties and, accordingly, we do not make any representation as to the accuracy or completeness of such data or undertake any obligation to update such data after the date of this presentation. By receiving this presentation you acknowledge that you will be solely responsible for your own assessment of the Company and that you will conduct your own an alysis and be solely responsible for forming your own view of the potential future performance of the Company's business. All third party brand names and logos appearing in this presentation are trademarks or registered trademarks of their respect ive holders. Any such appearance does not necessarily imply any affiliation with or endorsement of the Company. Cautionary Note on Forward Looking Statements

 

 

3 Plug Power is uniquely positioned at the center of the hydrogen economy Siemens Hydrogen Electrolyzers Fuel cells for stationary Fuel cells for transport 2050E: USD 1.0 – 2.1tn 2050E: USD 170 - 460bn 2050E: USD 110 - 230bn 2050E: USD 170 - 500bn Air Products BP Linde PLC Shell Woodside Peric ITM Power Tianjin Mainland Mcphy Nel ThyssenKrupp Market size (2050E) Ballard Powercell Sinohytec Ceres Fuelcell Energy Doosan Bloom Panasonic Toshiba Honda Toyota Hyundai Cummins Weichai Company market cap Cockerill Jingli Aramco Sinopec Source: Hydrogen Highway 2023: Green Shoots, Bernstein, August 2023 Air Liquide

 

 

Industry Leaders Rely on Plug’s Hydrogen Ecosystem

 

 

5 5 Clean Energy Policy Accelerating Market Development o US Policy Support in Action Today o DOE Loan Programs Office – Conditional Commitment for $1.6B loan guarantee o Connected to $163M in DOE Clean Hydrogen Electrolysis, Manufacturing, and Recycling Grants o Leveraging Fuel Cell Investment Tax Credit – up to 50% in certain locations o Regional Clean H2Hubs Program – connected to all 7 ; corporate partner in 5 o $3/kg PTC would drive competitiveness in applications and processes o EU Policy driving market development o EU Renewable Energy Directive (RED): RED mandates renewable hydrogen use in transport, industry, buildings, and district heating and cooling, with, for instance, targets of 42% green hydrogen by 2030 and 60% by 2035 for the industry in the European Union (EU) o EU Emission Trading System (ETS): making polluters pay for their greenhouse gas emissions, contributing to bringing emissions down and generating revenues to finance the EU’s green transition Source: Hydrogen Highway 2023: Green Shoots, Bernstein, August 2023

 

 

6 Cash Management and Financing Goals • Continue to Pursue Financing Partners and Opportunities • Working Capital Management • Inventory Reduction is a Key Priority • Pricing Increases Across Product Portfolio Operational Execution Goals • Recalibrating the Material Handling Business Model • Hydrogen Production in Georgia, Tennessee • Completing Construction in Louisiana • Prioritizing Equipment Sales Across Product Portfolio • Continue BEDPs for Large - Scale ELX and Liquefier Customers Short - Term Business Priorities

 

 

7 Exploring Financing Opportunities Converting 4.5GW in BEDP to Orders Developing US and EU Plant Network Manufacturing Scale to Meet Demand Hydrogen Plants Electrolyzers Delivering on Meaningful Pipeline Growing Storage and On - Road Offerings Developing Large - Scale Product Launching Mobile Refueler Product Liquefication Cryogenics Recalibrating Existing Sales Platforms Optimizing Early Product Deployments Expanding Customer Diversification Advancing Datacenter Pilots Material Handling Stationary Power Strategic Priorities To Enable Growth Reacceleration

 

 

8 Priority Pieces for Profitability Vertical Integration with Plug Hydrogen Network Pricing Increases Across the Material Handling Portfolio Equipment Sales Growth Increases Leverage on Fixed Manufacturing Costs Supply Chain Efficiency and Cost Downs Service Cost Improvement Roadmap Inventory and Asset Monetization Sustainable Operating Cost Profile Consolidation of Operational Sites

 

 

9 HYDROGEN PRODUCTION • Hydrogen network allowing widespread adoption of fuel cell products • C ost reduction through scale, modularity , and technology • Leader in green hydrogen production HYDROGEN ENERGY EQUIPMENT • Gigawatt Scale ELX projects in diverse end markets • Leveraging manufacturing, design, and operations expertise • Tier 1 supplier in Cryogenics and Liquefication • Leading international electrolyzer OEM FUEL CELL PRODUCTS • Stationary power units replacing utility - scale gas peaker plants • HYVIA commercialization and e - mobility market expansion • Premier material handling solution • Leader in turnke y hydrogen solutions Plug’s Long - Term Vision: Global Leader in End - to - End Integrated Hydrogen Solutions

 

 

VP of Investor Relations Roberto Friedlander rfriedlander@plugpower.com Manager of Investor Relations Kevin O’Brien kobrien@plugpower.com www.plugpower .com

 

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