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Nov 19, 2025 12:00 AM

Plug Power Inc. Announces Pricing of Offering of $375.0 Million of 6.75% Convertible Senior Notes

SLINGERLANDS, N.Y., Nov. 18, 2025 (GLOBE NEWSWIRE) -- Plug Power Inc. ("Plug Power") (NASDAQ:PLUG) today announced the pricing of $375.0 million aggregate principal amount of 6.75% Convertible Senior Notes due 2033 (the "notes") in a private offering (the "offering") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). Plug Power also granted the initial purchasers of the notes a 13-day option to purchase up to an additional $56.25 million aggregate principal amount of the notes. The sale of the notes to the initial purchasers is expected to close on November 21, 2025, subject to customary closing conditions, and is expected to result in approximately $347.2 million (or approximately $399.4 million if the initial purchasers exercise their option to purchase additional notes in full) in net proceeds to Plug Power after deducting the initial purchasers' discount and estimated offering expenses payable by Plug Power.  

The offering price of the notes is 95% of the principal amount of notes. Plug Power intends to use approximately $245.6 million of the net proceeds from the offering to fully repay the outstanding principal amount of, plus accrued and unpaid interest on, its 15.00% secured debentures, and pay the related termination fee in connection therewith, and approximately $101.6 million of the net proceeds, together with cash on hand of approximately $52.4 million, to repurchase for cash approximately $138.0 million aggregate principal amount of Plug Power's 7.00% convertible senior notes due 2026 (the "2026 notes") in the note purchase transactions described below.

The notes will be Plug Power's general unsecured obligations and will rank senior in right of payment to all of its future indebtedness that is expressly subordinated in right of payment to the notes, equal in right of payment to all of its existing and future liabilities that are not so subordinated, including the 2026 notes, effectively junior to all of its secured indebtedness, to the extent of the value of the assets securing such indebtedness, and structurally junior to all indebtedness and other liabilities of its subsidiaries. Interest will be payable semi-annually in arrears. The notes will bear interest at a rate of 6.75% per year. Interest will be payable semi-annually in arrears on June 1 and December 1 of each year, beginning on June 1, 2026. The notes will mature on December 1, 2033, unless earlier repurchased, redeemed or converted.

Plug Power may not redeem the notes prior to December 6, 2028. Plug Power may redeem for cash all or any portion of the notes (subject to certain limitations), at its option, on or after December 6, 2028 and prior to the 26th scheduled trading day immediately preceding the maturity date, if the last reported sale price of Plug Power's common stock has been ...