Current Report Filing (8-k)
May 10 2021 - 5:23PM
Edgar (US Regulatory)
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0001093691
2021-05-10
2021-05-10
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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):
May 10, 2021
Plug Power Inc.
(Exact name of registrant as specified in
its charter)
Delaware
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1-34392
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22-3672377
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(State or other jurisdiction
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(Commission File
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(IRS Employer
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of incorporation)
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Number)
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Identification No.)
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968 Albany Shaker Road,
Latham, New York
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12110
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(Address of principal executive offices)
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(Zip Code)
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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
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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PLUG
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The Nasdaq Capital Market
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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 2.02 Results of Operations and
Financial Condition.
On May 10, 2021,
Plug Power Inc., a Delaware corporation (the “Company”), issued a press release providing a business update and also addressing
its previously announced restatement and its upcoming Form 10-K and Form 10-Q filings. A copy of the press release is furnished
herewith as Exhibit 99.1.
The information in this
Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities
of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities
Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 2.06 Material Impairments.
As previously
disclosed in the Form 8-K filed on March 16, 2021, the Company concluded that it would recognize a non-cash impairment charge
relating to certain long-lived assets. The Company currently expects that the impairment charge will be in the range of $6.0 to $7.0
million, which amount is subject to change as the audit of the Company's financial statements for the year ended December 31, 2020
is finalized. The impairment charge relates to certain equipment and right of use assets and will be
booked in the quarter ended December 31, 2020. The impairment charge will not result in any cash expenditures.
Item 7.01 Regulation FD Disclosure.
The information contained
in Item 2.02 of this Current Report on Form 8-K is incorporated herein by reference.
The information
included in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K are not deemed to be “filed” for
purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall this item and
Exhibit 99.1 be incorporated by reference into the Company’s filings under the Securities Act or the Exchange Act, except
as expressly set forth by specific reference in such future filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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.
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Plug Power Inc.
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Date: May 10, 2021
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By:
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/s/ Paul Middleton
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Name: Paul Middleton
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Title: Chief Financial Officer
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