Plug Power (NASDAQ:PLUG) Enters Into Standby Equity Purchase Agreement with YA II PN, LTD

On February 10, 2025, Plug Power Inc. disclosed in a Form 8-K filing its entry into a Standby Equity Purchase Agreement with YA II PN, LTD, an investment fund managed by Yorkville Advisors Global, LP. The agreement allows the company to sell up to $1 billion in aggregate gross sales of its Common Stock to the Investor, subject to specific conditions and limitations.

Under the terms of the agreement, Plug Power has the discretion to direct the Investor to purchase a specified number of shares of Common Stock, called an “Advance,” up to $10.0 million per day. These purchases will be priced at 95% of the daily volume weighted average price of the Common Stock. The Company retains control over the timing and amount of stock sales to the Investor, dependent on various factors such as market conditions, stock trading prices, and funding requirements for its business operations.

The Standby Equity Purchase Agreement is set to terminate on the earliest date that occurs between February 10, 2027, or when all shares of Common Stock equal to the Commitment Amount have been issued and sold. Neither party can assign their obligations under the agreement without the other party’s written consent. As part of the agreement, Plug Power paid the Investor a commitment fee of $1,000,000.

The agreement also includes customary representations, warranties, conditions, and indemnification obligations. The net proceeds received by Plug Power will be contingent on the frequency and prices at which the Common Stock is sold to the Investor, with the expectation that the funds will be used for working capital and general corporate purposes.

It’s noteworthy that this Current Report on Form 8-K does not constitute an offer to sell or a solicitation to buy Common Stock unless properly registered or qualified under securities laws. The filing advises that interested parties should refer to the original Purchase Agreement for comprehensive details regarding rights and obligations.

Additionally, the Investor is considered an accredited investor, and the unregistered sale of equity securities to them falls under the exemption provided by Section 4(a)(2) of the Securities Act. The Common Stock actions detailed within the report fall under such exemptions, given they have not been registered under the Securities Act.

Ultimately, the agreement showcases Plug Power’s strategic financial planning and its proactive approach to secure funding for potential needs and growth opportunities in the foreseeable future. Interested parties are encouraged to consult the official Form 8-K filing for a complete overview of the agreement’s terms and conditions.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Plug Power’s 8K filing here.

About Plug Power

Plug Power Inc develops hydrogen and fuel cell product solutions in North America, Europe, Asia, and internationally. The company offers GenDrive, a hydrogen-fueled proton exchange membrane (PEM) fuel cell system that provides power to material handling electric vehicles; GenSure, a stationary fuel cell solution that offers modular PEM fuel cell power to support the backup and grid-support power requirements of the telecommunications, transportation, and utility sectors; ProGen, a fuel cell stack and engine technology used in mobility and stationary fuel cell systems, and as engines in electric delivery vans; GenFuel, a liquid hydrogen fueling delivery, generation, storage, and dispensing system; GenCare, an ongoing Internet of Things-based maintenance and on-site service program for GenDrive fuel cell systems, GenSure fuel cell systems, GenFuel hydrogen storage and dispensing products, and ProGen fuel cell engines; and GenKey, an integrated turn-key solution for transitioning to fuel cell power.