PLUG POWER INC
8-K, 2000-02-09
ELECTRICAL INDUSTRIAL APPARATUS
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                       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):
                                February 9, 2000


                                PLUG POWER INC.
              (Exact name of Registrant as specified in its charter)

           DELAWARE                      00027527               22-3672377
(State or other jurisdiction          (Commission File       (I.R.S. Employer
       of incorporation)                  Number)            Identification No.)


                            968 ALBANY-SHAKER ROAD
                               LATHAM, NY 12110
             (Address of principal executive offices and zip code)



              Registrant's telephone number, including area code:
                                (518) 782-7700
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Item 5.  Other Events.
         ------------

     On February 9, 2000, the Registrant issued a press release announcing an
agreement with Gastec, a developer of fuel processor technology.  A copy of the
press release is attached as an Exhibit to this report on Form 8-K and is
incorporated herein by reference in its entirety.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.
         ------------------------------------------------------------------

      (c) Exhibits.

     Exhibit 99.1 - Press Release of Plug Power Inc. dated February 9, 2000.

                                       2
<PAGE>

                                   SIGNATURES

     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: February 9, 2000         By: /s/ William H. Largent
                                   --------------------------------------------
                                   William H. Largent
                                   Chief Financial Officer
                                   (Principal Financial and Accounting Officer)

                                       3
<PAGE>

                                 EXHIBIT INDEX



Exhibit No.                              Description
- ----------                               -----------

Exhibit 99.1                        Press release of Plug Power Inc. dated
                                    February 9, 2000

<PAGE>

                                                        Exhibit 99.1
                                                        ------------


PLUG POWER TO ACQUIRE GASTEC FUEL PROCESSOR R&D, WILL OPEN NEW FACILITY IN THE
NETHERLANDS

Latham, N.Y., February 9, 2000 - In a move that will further facilitate the
commercialization of PEM fuel cell systems, Plug Power Inc. (Nasdaq: PLUG)
announced today that it has completed an agreement with Gastec, a leading
developer of fuel processor technology based in The Netherlands.

According to the terms of the agreement, Plug Power will acquire all of Gastec's
intellectual property and assets related to fuel processor development for
systems ranging up to 100 kW in size.  As part of this transaction, 15 of
Gastec's employees will become employees of Plug Power and establish a new
operations base in The Netherlands.

The fuel processor is the part of the fuel cell system that extracts hydrogen
from an available fuel -- such as natural gas, propane, methanol, or ethanol --
and passes it along to the fuel cell stack where electricity is
electrochemically generated.  This electricity is then converted to high quality
alternating current by the third component, a power conditioner, for usage by
the final consumer in normal household service.

"This acquisition provides Plug Power with leadership capabilities in an
important technology that will help us bring a fully integrated fuel cell system
to market next year," said Gary Mittleman, Plug Power president and CEO.

In addition to acquiring Gastec's intellectual property, Plug Power has also
established an on-going strategic relationship to purchase future research and
development from Gastec.  The entire transaction is sized at approximately $20
million.

"We are very impressed with Gastec's achievements.  Their prototype systems have
already been successfully integrated into our alpha units.  We are now in a
position to rapidly advance the design for commercial manufacturing," Mittleman
added.

"Gastec has a seventy-year track record of advancing many different technologies
related to natural gas.  We are very proud of our work in this important area
and are pleased that we are able to spin off this fuel processor technology to
Plug Power.  This new relationship will expand our development of fuel cell
systems and micro-cogeneration," said Dr.  Leen Noordzij, Gastec president.
<PAGE>

Fuel cell systems are on-site power generation devices that produce electricity
through an electrochemical, rather than a combustion reaction.  Use of fuel
cells will virtually eliminate emissions of pollutants and other particulate
matter, and can reduce carbon dioxide emissions to less than half of today's
levels.  Increased efficiency is expected to lead to significant cost savings
for consumers.

Gastec concentrates on certification, research and development, engineering,
public information, consulting and training in the interest of the gas industry.
Since 1939, Gastec has been working for manufacturers, energy companies and many
other businesses at home and abroad needing gas technology support.  Residential
cogeneration systems and heat pumps are among Gastec's important spearheads.
Gastec has a dedicated staff of about 300 professionals located in several
countries and headquartered in The Netherlands.

Plug Power is a leading U.S.  designer and developer of on-site, electricity
generation systems utilizing proton exchange membrane fuel cells for residential
applications.  Since being founded in 1997, the Latham, N.Y.- based company has
grown from 22 to over 325 employees.  Plug Power's strategic partners and
investors include DTE Energy Company, Michigan's largest electric utility;
Mechanical Technology Incorporated, an early developer of fuel cell
technologies; General Electric Company, one of the world's leading suppliers of
power generation technology and energy services; and Sempra Energy subsidiary,
Southern California Gas Company, the largest U.S.  natural gas distribution
company.

This press release may include statements which are not historical facts and are
considered "forward- looking" within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements reflect Plug
Power's current views about future events and financial performance.  These
forward-looking statements are identified by their use of terms and phrases such
as "believe," "expect," "plan," "anticipate," and similar expressions
identifying forward-looking statements.  Investors should not rely on forward-
looking statements because they are subject to a variety of risks,
uncertainties, and other factors that could cause actual results to differ
materially from Plug Power's expectations, and Plug Power expressly does not
undertake any duty to update forward-looking statements.  These factors include,
but are not limited to, the following: (i) the cost of development and market
acceptance of Plug Power's fuel cell systems, (ii) competitive factors, such as
price competition and new product introductions, (iii) the cost and availability
of products, (iv) the cost of complying with current governmental regulations,
(v) unanticipated expenses or delays in resolving Year 2000 computer issues by
either Plug Power or those with whom Plug Power does business, and (vi) other
factors detailed from time to time in Plug Power's filings with the Securities
and Exchange Commission.


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