UNDERWRITING AGREEMENTUnderwriting Agreement • May 25th, 2011 • Plug Power Inc • Electrical industrial apparatus • New York
Plug Power Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of (i) 8,265,000 shares (the “Firm Shares”) of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company and (ii) warrants (the “Firm Warrants”) to purchase up to 6,198,750 shares of Common Stock of the Company (the “Firm Warrant Shares”). The Company has granted the Underwriter the option to purchase an aggregate of up to (i) 1,239,750 shares of Common Stock (the “Option Shares”) and/or (ii) warrants (the “Option Warrants”) to purchase up to 929,813 shares of Common Stock of the Company (the “Option Warrant Shares” and together with the Firm Warrant Shares, the “Warrant Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Firm Shares and Option Shares are collectively referred to as the “Shares” and the Firm Warrants and the Opt
COMMON STOCK PURCHASE WARRANT PLUG POWER INC.Common Stock Purchase Warrant • May 25th, 2011 • Plug Power Inc • Electrical industrial apparatus • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to the close of business on the five-year anniversary of the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Plug Power Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
