Hydrogenics Files Universal Shelf Prospectus
March 31 2014 - 8:32PM
Hydrogenics Corporation (Nasdaq:HYGS) (TSX:HYG), a
leading developer and manufacturer of hydrogen generation and
hydrogen-based power modules, today announced that it has filed a
preliminary short form base shelf prospectus with certain Canadian
securities regulatory authorities and a corresponding registration
statement on Form F-10 with the U.S. Securities and Exchange
Commission. After the base shelf prospectus becomes final and the
registration statement is declared effective, Hydrogenics will be
able to offer, from time to time over a 25-month period, up to
US$100,000,000 of debt, equity and other securities.
The new base shelf prospectus and corresponding registration
statement on Form F-10 will replace Hydrogenics' current
US$25,000,000 base shelf prospectus and corresponding registration
statement on Form F-3. The new base shelf prospectus should provide
Hydrogenics with greater flexibility to access the capital
markets.
Should Hydrogenics offer any securities, it will make a
prospectus supplement available that will include the specific
terms of the securities being offered and use of net proceeds
derived from the offering.
Hydrogenics is not required to offer or sell all or any portion
of the securities in the future and will only do so if market
conditions warrant.
A receipt for the final short form base shelf prospectus has not
yet been obtained from the Canadian securities regulatory
authorities and the registration statement on Form F-10 has not
become effective. Prior to the time a receipt is issued by the
Canadian securities regulatory authorities for the final short form
base prospectus and the shelf registration statement becomes
effective, no securities may be sold, nor may offers to buy be
accepted, pursuant to these documents. This press release does not
constitute an offer to sell or the solicitation of an offer to buy
any securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
A copy of the shelf registration statement, including the
related prospectus, may be obtained from Hydrogenics by submitting
a request to Investor Relations at 220 Admiral Boulevard,
Mississauga, Ontario L5T 2N6, by telephone at (905) 361-3660 or by
email at investors@hydrogenics.com or on the SEC's website at
www.sec.gov.
About Hydrogenics
Hydrogenics Corporation (www.hydrogenics.com) is a globally
recognized developer and provider of hydrogen generation and fuel
cell products and services, serving the growing industrial and
clean energy markets of today and tomorrow. Based in Mississauga,
Ontario, Canada, Hydrogenics has operations in North America and
Europe.
This release contains forward-looking statements within the
meaning of the "safe harbor" provisions of the U.S. Private
Securities Litigation Reform Act of 1995, and under applicable
Canadian securities law. These statements are based on management's
current expectations and actual results may differ from these
forward-looking statements due to numerous factors, including: our
inability to increase our revenues or raise additional funding to
continue operations, execute our business plan, or to grow our
business; inability to address a slow return to economic growth,
and its impact on our business, results of operations and
consolidated financial condition; our limited operating history;
inability to implement our business strategy; fluctuations in our
quarterly results; failure to maintain our customer base that
generates the majority of our revenues; currency fluctuations;
failure to maintain sufficient insurance coverage; changes in value
of our goodwill; failure of a significant market to develop for our
products; failure of hydrogen being readily available on a
cost-effective basis; changes in government policies and
regulations; failure of uniform codes and standards for hydrogen
fuelled vehicles and related infrastructure to develop; liability
for environmental damages resulting from our research, development
or manufacturing operations; failure to compete with other
developers and manufacturers of products in our industry; failure
to compete with developers and manufacturers of traditional and
alternative technologies; failure to develop partnerships with
original equipment manufacturers, governments, systems integrators
and other third parties; inability to obtain sufficient materials
and components for our products from suppliers; failure to manage
expansion of our operations; failure to manage foreign sales and
operations; failure to recruit, train and retain key management
personnel; inability to integrate acquisitions; failure to develop
adequate manufacturing processes and capabilities; failure to
complete the development of commercially viable products; failure
to produce cost-competitive products; failure or delay in field
testing of our products; failure to produce products free of
defects or errors; inability to adapt to technological advances or
new codes and standards; failure to protect our intellectual
property; our involvement in intellectual property litigation;
exposure to product liability claims; failure to meet rules
regarding passive foreign investment companies; actions of our
significant and principal shareholders; dilution as a result of
significant issuances of our common shares and preferred shares;
inability of US investors to enforce US civil liability judgments
against us; volatility of our common share price; and dilution as a
result of the exercise of options. Readers should not place undue
reliance on Hydrogenics' forward-looking statements. Investors are
encouraged to review the section captioned "Risk Factors" in
Hydrogenics' regulatory filings with the Canadian securities
regulatory authorities and the US Securities and Exchange
Commission for a more complete discussion of factors that could
affect Hydrogenics' future performance. Furthermore, the
forward-looking statements contained herein are made as of the date
of this release, and Hydrogenics undertakes no obligations to
revise or update any forward-looking statements in order to reflect
events or circumstances that may arise after the date of this
release, unless otherwise required by law. The forward-looking
statements contained in this release are expressly qualified by
this.
CONTACT: Investor Contacts:
Bob Motz, Chief Financial Officer
(905) 361-3660
investors@hydrogenics.com
Chris Witty
Hydrogenics Investor Relations
(646) 438-9385
cwitty@darrowir.com
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