What changed in this filing

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Item 7. Management’s Discussion and Analysis

2023-03-14 compared with 2022-03-16 · 421 added, 311 removed, 267 unchanged (73% of the section changed)

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following discussion and analysis of the results of operations and financial condition for the years ended December 31, 2022 and

should be read in conjunction with our consolidated financial statements and the notes to those consolidated financial statements that

are included elsewhere in this Annual Report.

This section generally discusses the results of our operations for the year ended December

31, 2021 compared to the year ended December 31, 2020.

For a discussion of the year ended December 31, 2020 compared to the year ended

December 31, 2019, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results

of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2020, which was filed with the Securities and

Exchange Commission on March 31, 2021.

Our discussion includes forward-looking statements based upon current expectations that involve

risks and uncertainties, such as our plans, objectives, expectations and intentions.

Actual results and the timing of events could differ

materially from those anticipated in these forward-looking statements as a result of a number of factors.

See “Forward-Looking

2021 should be read in conjunction with our consolidated financial statements and the notes to those consolidated financial

statements that are included elsewhere in this Annual Report.

This section generally discusses the results of our operations for the

year ended December 31, 2022 compared to the year ended December 31, 2021.

For a discussion of the year ended December 31, 2021

compared to the year ended December 31, 2020, please refer to Part II, Item 7, “Management’s Discussion and Analysis of

Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2021, which

was filed with the SEC on March 31, 2022.

Our discussion includes forward-looking statements based upon current expectations that

involve risks and uncertainties, such as our plans, objectives, expectations and intentions.

Actual results and the timing of events

could differ materially from those anticipated in these forward-looking statements as a result of a number of factors.

“Forward-Looking Statements.”

Blink Charging, our highest priority remains the safety, health and well-being of our employees, their families and our communities and

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to publicly update or revise any forward-looking statements, whether from new information, future events or otherwise.

are reported in thousands.

are a leading owner, operator, and provider of electric vehicle (“EV”) charging equipment and networked EV charging services

in the rapidly growing U.S.

dollars are reported in thousands except for share and per share amounts

are a leading manufacturer, owner, operator and provider of electric vehicle (“EV”) charging equipment and networked EV

charging services in the rapidly growing U.S.

and international markets for EVs.

Blink offers residential and commercial EV charging equipment and services,

enabling EV drivers to recharge at various location types.

Blink’s principal line of products and services is its nationwide Blink

EV charging network (the “Blink Network”) and Blink EV charging equipment, also known as electric vehicle supply equipment

(“EVSE”) and other EV-related services.

The Blink Network is a proprietary, cloud-based system that operates, maintains,

and manages Blink charging stations and handles the associated charging data, back-end operations, and payment processing.

Network provides property owners, managers, parking companies, and state and municipal entities (“Property Partners”), among

other types of commercial customers, with cloud-based services that enable the remote monitoring and management of EV charging stations.

The Blink Network also provides EV drivers with vital station information, including station location, availability, and fees (if applicable).

Blink offers residential and commercial EV charging

equipment and services, enabling EV drivers to recharge at various location types.

Blink’s principal line of products and

services is its nationwide Blink EV charging networks (the “Blink Networks”) and Blink EV charging equipment, also known

as electric vehicle supply equipment (“EVSE”) and other EV-related services.

The Blink Networks are a proprietary,

cloud-based system that operates, maintains, and manages Blink charging stations and handles the associated charging data, back-end

operations, and payment processing.

The Blink Networks provide property owners, managers, parking companies, and state and municipal

entities (“Property Partners”), among other types of commercial customers, with cloud-based services that enable the

remote monitoring and management of EV charging stations.

The Blink Networks also provide EV drivers with vital station information,

including station location, availability and fees (as applicable).

order to capture more revenues derived from providing EV charging equipment to commercial customers and to help differentiate Blink in

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and the percentage of revenue shared.

our Blink-owned turnkey business model, Blink incurs the costs of the charging equipment and installation.

our Blink-owned turnkey business model, we incur the costs of the charging equipment and installation.

We own and operate

the EV charging station and provide connectivity of the charging station to the Blink Network.

the EV charging station and provide connectivity of the charging station to the Blink Networks.

In this model, which favors recurring

revenues, Blink incurs most costs associated with the EV charging stations;

thus, Blink retains substantially all EV charging revenues

revenues, we incur most costs associated with the EV charging stations;

thus, we retain substantially all EV charging revenues

after deducting network connectivity and processing fees.

our Blink-owned hybrid business model, Blink incurs the costs of the charging equipment while the Property Partner incurs

our agreement with the Property Partner lasts seven years with extensions that can bring it to a total of up to 21 years.

our Blink-owned hybrid business model, we incur the costs of the charging equipment while the Property Partner incurs

the costs of installation.

We own and operate the EV charging station and provide connectivity of the charging station to the Blink

In this model, the Property Partner incurs the installation costs associated

with the EV station;

thus, Blink shares a more generous portion of the EV charging revenues with the Property Partner generated from

the EV charging station after deducting network connectivity and processing fees.

We own and operate the EV charging station and provide connectivity to the Blink Networks.

In this model,

the Property Partner incurs the installation costs associated with the EV station;

we share a more generous portion of the EV charging revenues with the Property Partner generated from the EV charging station

after deducting network connectivity and processing fees.

Typically, our agreement with the Property Partner lasts 5 years with

extensions that can bring it up to 15 years.

our host-owned business model, the Property Partner purchases, owns and operates the Blink EV charging station and incurs

the installation costs.

Blink works with the Property Partner, providing site recommendations, connectivity to the Blink Network,

We work with the Property Partner by providing site recommendations, connectivity to the Blink Networks,

payment processing, and optional maintenance services.

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revenues after deducting network connectivity and processing fees.

our Blink-as-a-Service model, Blink owns and operates the EV charging station, while the Property Partner incurs the installation

The Property Partner pays to Blink a fixed monthly fee and keeps all the EV charging revenues after deducting network connectivity

and processing fees.

also operates a ride-sharing program through the Company’s wholly owned subsidiary, BlueLA Rideshare, LLC and the City of Los Angeles

which allows customers the ability to rent electric vehicles through a subscription service.

part of Blink’s mission to facilitate the adoption of EVs through the deployment and operation of EV charging infrastructure

globally, we are dedicated to slowing climate change by reducing greenhouse gas emissions caused by road vehicles.

With the goal of leading

the build out of EV charging infrastructure and of maximizing Blink’s share of the EV charging market, we have established strategic

our Blink-as-a-Service model, we own and operate the EV charging station, while the Property Partner incurs the installation

The Property Partner pays us a fixed monthly fee for the service and keeps all the EV charging revenues after deducting network connectivity and processing fees.

our agreement with the Property owner lasts 5 years.

also own and operate a ride-sharing program through our wholly owned subsidiary, BlueLA Rideshare, LLC (“BlueLA”), with

the City of Los Angeles.

This program allows customers the ability to rent electric vehicles through a subscription service and charge those

cars through our charging stations.

part of our mission to facilitate the adoption of EVs through the deployment and operation of EV charging infrastructure globally,

we are dedicated to slowing climate change by reducing greenhouse gas emissions caused by road vehicles.

With the goal of being a leader in the

build out of EV charging infrastructure and of maximizing our share of the EV charging market, we have established strategic

commercial, municipal and retail partnerships across industry verticals and encompassing numerous transit/destination locations, including

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hubs, and workplace locations.

of December 31, 2021, since our inception and excluding Blue Corner, we sold, deployed or acquired through acquisitions 20,684 chargers,

of which, 7,366 were connected to the Blink Network (4,611 Level 2 publicly accessible commercial chargers, 1,536 Level 2 private commercial

chargers, 91 DC Fast Charging EV publicly accessible chargers, 34 DC Fast Charging EV private chargers, and 1,095 residential Level 2

Blink EV chargers), 920 Level 2 chargers and 45 DC Fast Chargers are pending to be commissioned to the Blink Network, and the remaining

12,353 were non-networked, on other networks or international sales or deployments (159 Level 2 commercial chargers, 6 DC Fast Charging

chargers, 10,099 residential Level 2 Blink EV chargers, 1,034 sold to other US networks, 990 sold internationally and 64 deployed internationally).

The charger units herein are net of swap-out or replacement units.

addition, as of February 3, 2022, since its inception, our recently acquired subsidiary, Blue Corner, sold or deployed 11,677 independent

charge points, all of which were on Blue Corner’s network, which was comprised of 4,566 Level 2 publicly accessible commercial

independent charge points, 19 DC Fast Charging publicly assessable commercial independent charge points and 7,092 private L2, private

DC Fast Charging and private residential independent charge points.

The charger units reported herein are net of swap-out or replacement

of December 31, 2022, we sold or deployed 66,478 chargers, of which 50,167 were in Blink’s Networks (31,320 Level 2 publicly

accessible commercial chargers, 17,613 Level 2 private commercial chargers, 199 DC Fast Charging EV publicly accessible chargers,

116 DC Fast Charging EV private chargers, and 919 residential Level 2 Blink EV chargers, inclusive of 4,802 chargers pending to be

commissioned).

Included in the Blink Networks are 4,851 chargers owned by us.

The remaining 16,478 were non-networked, on

other networks or international sales or deployments (937 Level 2 commercial chargers, 151 DC Fast Charging chargers, 11,611

residential Level 2 Blink EV chargers, 2,311 sold to other U.S.

networks, 1,221 sold internationally and 80 deployed internationally).

The charger units noted above are net of swap-out or replacement units.

reflected in our consolidated financial statements as of December 31, 2022, we had a cash balance of $36,562, working capital of

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We have not yet achieved profitability.

Product and Service Offerings

January 2022, we announced the next generation of Level 2 chargers to enhance our offering for the residential and the Fleet multifamily

residential markets.

The HQ 200 Basic is a non-networked residential product and the HQ 200 Smart is a networked residential product.

The MQ 200 product is an ideal product for the Fleet and multifamily residential markets.

Furthermore , in January 2022, Blink

announced the Fleet Management Portal targeted at commercial, municipal and federal fleets that are interested in electrifying their

fleets for planning, managing, optimizing their fleets for departure and energy costs.

2021 Acquisition of Blue Corner

May 10, 2021, pursuant to a Share Purchase Agreement dated April 21, 2021, the Company, through its wholly owned subsidiary in the Netherlands,

Blink Holdings, B.V.

closed on the acquisition from the shareholders of Blue Corner NV, a Belgian company (“Blue Corner”),

of all of the outstanding capital stock of Blue Corner.

Headquartered in Belgium, with sales representative offices in several other

European cities, Blue Corner owns and operates an EV charging network across Europe.

The acquisition of Blue Corner was made to enter

the European market and provide an opportunity to expand the Company’s footprint in this region.

The purchase price for the acquisition

of all of Blue Corner’s outstanding capital stock was approximately $23,775 (or € 20,000),

consisting of approximately $22,985 (or € 19,000) in cash and approximately $790 ( € 700)

represented by 32,382 shares of the Company’s common stock (the “Consideration Shares”).

The fair value of the Consideration

Shares was calculated based on the average price of the Company’s common stock during the 30 consecutive trading days immediately

preceding the closing date of the Share Purchase Agreement, which equaled $37.66 (or € 30.88)

per share, reduced by a discount for illiquidity due to the 12 month lockup that exists on any sales or transfers.

The Company executed

management agreements with key Blue Corner personnel, including equity incentive packages consisting of additional shares of the Company’s

common stock which is compensatory and not included in the purchase price for this acquisition.

The Company entered into an escrow agreement

pursuant to the Share Purchase Agreement, under which the Company paid approximately $2,100 ( € 1,725)

of the purchase price into an escrow account for a period of up to 18 months following the closing to cover any losses or damages the

Company may incur by reason of any misrepresentation or breach of warranty by Blue Corner under the Share Purchase Agreement.

2023 Underwritten Public Offering

January 2021, we completed an underwritten registered public offering of 5,660,000 shares of our common stock at a public offering price

of $41.00 per share.

We received approximately $232,100 in gross proceeds from the public offering, and approximately $221,400 in net

proceeds after deducting the underwriting discount and offering expenses paid by us.

Our Chief Executive Officer and one other officer

participated in the offering by selling a total of 550,000 shares of our common stock from the exercise of the underwriter’s option

to purchase additional shares.

The public offering was made pursuant to our automatic shelf registration statement on Form S-3 filed

with the SEC on January 6, 2021 and prospectus supplement dated January 7, 2021.

Barclays Capital Inc.

served as the lead book-running

manager of the offering.

Government Grants

has established a full-time dedicated team to identify and process federal and state funding opportunities for EV charging infrastructure

Blink is committed to pursuing EV charging development grant opportunities in all 50 states.

Sources of funding include

funding from the United States Department of Energy, the United States Department of Transportation, the VW mitigation settlement trust

fund, and funding initiatives from utility service providers.

During the year ended December 31, 2021, we were awarded approximately

$26,000 in grants from federal and state agencies.

Such awards are expected to be recognized as revenue in future periods based on the

grant contract or service life of the chargers.

February 2023, we completed an underwritten registered public offering of 8,333,333 shares of our common stock at a public offering

price of $12.00 per share.

We received approximately $100,000 in gross proceeds from the public offering, and approximately $95,000

in net proceeds after deducting the underwriting discount and offering expenses paid by us.

In addition, the underwriters have a

30-day option to purchase up to an additional 1,249,999 shares of common stock from us at the public offering price, less the

underwriting discounts and commissions.

The public offering was made pursuant to our automatic shelf registration statement on Form

S-3 ASR filed with the SEC on January 6, 2021, and prospectus supplement dated February 8, 2023.

Barclays acted as the sole

book-running manager for the offering.

Wainwright & Co., Roth Capital Partners and ThinkEquity acted as co-managers for the

June 15, 2022, we completed the acquisition of SemaConnect, Inc., a Delaware corporation (“SemaConnect”) pursuant

to an Agreement and Plan of Merger, dated as of June 13, 2022 (“Acquisition Agreement”), by and among our company, Blink

Sub I Corp., Blink Sub II LLC, SemaConnect and Shareholder Representative Services LLC (solely in its capacity as the stockholders’

representative).

Following the closing of the acquisition, SemaConnect became a wholly owned subsidiary of our company.

SemaConnect is

a leading provider of EV charging infrastructure solutions in North America.

aggregate purchase price was $200,573, which included excess working capital of $1,229 and closing date cash of $3,639.

The consideration

paid in the acquisition consisted of:

(a) $86,736 in cash, (i) of which $46,136 was paid at the closing of the Acquisition Agreement

(“Closing”) and (ii) the remaining $40,600 is payable (bearing interest at 7%) until not earlier than nine months following

the Closing and not later than three years following the Closing;

and (b) 7,454,975 shares of our common stock with a

fair value of $113,837.

Included in the cash consideration was $8,103 related to payments due to stock option holders of SemaConnect.

Subsequent to the closing of the acquisition, payments to the stock option holder were made after the stock option holder signed an option

cash-out agreement.

April 22, 2022, pursuant to a Sale and Purchase Agreement dated April 22, 2022, we acquired, through our Dutch subsidiary, Blink

Holdings B.V., all of the outstanding capital stock of Electric Blue Limited, a private company limited by shares and registered in England

and Wales (“EB”), from its shareholders.

Headquartered in St.

Albans, United Kingdom, EB is a leading provider of electric

vehicle charging and sustainable energy solutions and technologies.

EB works with local authorities and businesses to create the infrastructure

the United Kingdom needs to meet the 2050 net zero emissions target and prepare for the 2030 ban on the sale of new petrol and diesel

cars and vans.

fair value purchase price for the acquisition of all of EB’s outstanding capital stock was $19,317, consisting of $12,651 in cash,

152,803 shares of our common stock with a fair value of $2,852, plus the contingent consideration described in the following

addition, provided EB reaches specified gross revenue or new EV charger installation targets over the three years post-closing, we

also agreed to issue up to approximately $6,400 in additional shares of our common stock to EB shareholders (the “Contingent

Consideration”).

The Contingent Consideration was recorded at an estimated fair value of $3,814.

As of December 31, 2022, the

estimated fair value of the Contingent Consideration was $1,316.

Of the purchase price to be issued to the EB shareholders at

closing, approximately $650 in cash and 25,466 shares of common stock are being held in escrow accounts for periods of 12 months

(cash escrow) and 18 months (stock escrow), respectively, following the closing to cover any losses or damages we may incur by

reason of, among other things, any misrepresentation or breach of warranty by EB under the Sale and Purchase Agreement.

At-the-Market

September 2, 2022, we entered into a Sales Agreement (“Sales Agreement”) with Barclays Capital Inc., BofA Securities, Inc.,

HSBC Securities (USA) Inc., ThinkEquity LLC, H.C.

Wainwright & Co., LLC and Roth Capital Partners, LLC (the “Agents”)

to conduct an “at-the-market” (ATM) equity offering program pursuant to which we may issue and sell from time to time shares

of our common stock, having an aggregate offering price of up to $250,000 through the Agents, as our sales agents (the

to the terms and conditions of the Sales Agreement, the Agents will use their commercially reasonable efforts to sell shares of our common

stock from time to time, based upon our instructions.

We have no obligation to sell any of the shares and may at any time suspend sales

under the Sales Agreement or terminate the Sales Agreement in accordance with its terms.

We have provided the Agents with customary indemnification

rights, and the Agents will be entitled to an aggregate fixed commission of up to 3% of the gross proceeds from shares sold.

are being offered pursuant to the Sales Agreement under our automatic shelf registration statement on Form S-3ASR and a prospectus supplement filed with SEC on January 6, 2021 and September 2, 2022, respectively.

As of December 31, 2022, 558,721 shares have been sold

pursuant to the ATM program, representing gross proceeds of approximately $7,697.

currently anticipate using the net proceeds from the sale of our shares of common stock under the ATM program to supplement our operating

cash flows to fund EV charging station deployment and our acquisition growth plan.

We also plan to use any remaining proceeds we receive

for working capital and other corporate purposes.

The amounts and timing of our use of the net proceeds will depend on a number of factors,

such as the timing and progress of our EV charging station deployment efforts, the timing and progress of any partnering and collaboration

efforts and technological advances.

Product and Service Offerings

January 2023, we announced the new products which included the Vision, EQ 200, Series 3, PQ 150, and 30kW DC Fast Charger, which are

designed to serve the increasing demands of the growing EV markets across the U.S., Europe, Asia and Latin America.

reimagined Vision is designed as a two-in-one solution to attract and captivate drivers and provide site hosts and advertisers an innovative

media solution.

With a newly designed 55” LCD screen capable of displaying static and dynamic advertising, the Vision is the ideal

point-of-charge advertising solution with two 80 amp, 19.2kW ports that can charge simultaneously.

The Vision offers easy payment via

RFID, Apple Pay, Google Wallet, and all major credit cards.

Additional features include cloud connectivity via built-in 4G LTE signal,

retractable cable management and dual cable configurations with two universal J1772 plugs and a built-in camera for additional security.

Site owners can benefit from charging and advertising revenue share models for this product.

EQ 200 is an intelligent, affordable, and scalable charging solution designed for European and South American markets.

Offering up to

22kW of power and an innovative modular design, this product fits any location and can be tailored to the specific needs of market segments.

The EQ 200 is prepared for the future by supporting technologies like ISO-15118, OCPP 2.0, and bi-directional charging, also known as

Vehicle-to-Grid (V2G).

The charger also offers customization and rebranding options available to fit each user’s needs.

Series 3 is a flexible and versatile EV charging solution designed for both two- and three-wheeler EVs.

Designed for the APAC and Latin

American markets, the Series 3 provides up to 15 amps of output in a compact form, making it ideal for installation at small shops and

residential and commercial parking areas.

Its built-in electric metering allows customers to manage electricity costs with an intuitive,

smart network connection.

Further, up to 45 charging points can be connected with a single communication gateway.

PQ 150 is a smart charging cable designed for residential charging in European markets.

Offering up to 22kW of power, the PQ 150 is simple

and easy-to-use with no installation necessary and provides the highest safety level on the market today.

With Bluetooth, Wi-Fi and optional

SIM/GSM & GPS functionality, this product offers advanced technology in a simple, sleek design.

Series 9 30kW DC Fast Charger is our latest solution for fast charging across global markets.

A small footprint charging station

designed for speed and flexibility, this product was designed to quickly charge tomorrow’s EVs today and offers the perfect

balance of size and power, providing up to 100 amps and 1,000 volts of output.

A 7-inch LCD touchscreen display provides drivers

with an intuitive charging process and the charger integrates with the newly redesigned Blink Networks over a Wi-Fi, ethernet, or 4G

connection, offering high-performance, compatibility, and remote monitoring.

of Intent and Loan

April 19, 2022, we signed a non-binding letter of intent with a U.S.

privately-held company (the “Target”) providing

for the possible purchase by us of all of the outstanding shares of the Target from its shareholders in consideration for cash,

a note and, under certain circumstances, shares of common stock of a subsidiary of our company or, if such subsidiary’s shares

are not publicly- traded, common stock of our company.

In addition, in the letter of intent, our company agreed to extend a loan of $1,250

to the Target (the “Initial Loan”), of which $1,000 was loaned by us during the second quarter of 2022 and $250

was loaned in July 2022 pursuant to a 6% Secured Convertible Promissory Note signed by the Target.

Under the terms of the Initial Loan,

if we proceed with the possible stock purchase of the Target, the principal and accrued interest amount under the Initial Loan

will be deducted from the cash consideration paid to the Target’s shareholders at closing.

If, however, we determine

not to proceed with the possible stock purchase of the Target, the Initial Loan will continue to accrue 6% interest per annum, and mature

on the earliest of (i) a “Change of Control” (as defined in such note);

(ii) the closing of the next investment round by

(iii) an Event of Default (as defined in such note);

or (iv) May 1, 2027.

On September 22, 2022, the Company signed a letter agreement concerning the extension of the development work that

the Target was performing for a wholly owned subsidiary of the Company (the “Subsidiary”) under a Master Service Agreement

that was executed on April 29, 2022 (the “Letter Agreement”).

Under the Letter Agreement, the Company agreed to extend additional

loans to the Target to enable it to expand the development work and to expedite the delivery of the development outcomes (the “Product”)

to the Subsidiary.

In addition, the Company extended to the Target additional funding of $350 for hiring additional developers and an

additional $600 to support the Target’s operations until the development work is finalized and accepted by the Company.

amount of the loans is $950 (the “Development Loan”), which had been loaned to the Target as of December 31, 2022.

The Development

Loan was made pursuant to a 6% Grid Secured Convertible Promissory Note and an additional letter agreement, dated September 22, 2022,

signed by the Target with terms and conditions similar to those of the Initial Loan (the “Grid Note”).

The Development Loan

has additional terms which provide that the Company may forfeit the Development Loan if the Target timely delivers the Product and the

Company fails to close the acquisition of the Target shortly thereafter.

If, however, the Target fails to complete the development work

on time, the Company will not be obligated to close the acquisition of the Target and the entire Development Loan will be payable to the

Company under the same terms of the Initial Loan.

on Covid-19 and Current Economic Conditions

Covid-19 pandemic has impacted global stock markets and economies.

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As federal, state and local economies

begin to return to pre-pandemic levels, we expect demand for charging station usage to increase, however, we are unable

to predict the extent of such recovery due to the uncertainty of Covid-19.

As a result, we are unable to predict the ultimate impact

of equipment order delays, chip shortage and continuous presence of Covid-19 will have on our business, future results of operations,

financial position, or cash flows.

We intend to continue to monitor the impact of the Covid-19 pandemic on our business closely.

a further discussion of the risks, uncertainties and actions taken in response to the COVID-19 pandemic, refer to Item 1A “Risk

have reopened and returns to pre-pandemic levels, we expect demand for charging station usage to increase, however, we are unable to

predict the extent of such recovery due to the uncertainty of Covid-19.

Additionally, other recent macroeconomic events including rising

inflation, slowing economic growth, changes in U.S.

and foreign government monetary policies, supply chain disruptions, fluctuations

in currency exchange rates and the Russian invasion of Ukraine have led to further economic uncertainty.

As a result, we are unable to

predict the ultimate impact of equipment order delays, chip shortage, the impact of other economic conditions and continuous presence

of Covid-19 will have on our business, future results of operations, financial position, or cash flows.

We intend to continue to monitor

the impact of the Covid-19 pandemic and other global economic factors on our business closely.

For a further discussion of the risks,

uncertainties and actions taken in response to the Covid-19 pandemic, see “Item 1A Risk Factors.”

Factors Affecting Operating Results

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Ended December 31, 2022 Compared Year Ended December 31, 2021

For The Years

For The Years Ended

Product sales

Charging service revenue -

company- owned charging stations

Charging service revenue - company-owned charging stations

Grant and rebate

Ride-sharing services

Total Revenues

Cost of Revenues:

Cost of product sales

Cost of charging services

- company-owned charging stations

Cost of charging services - company-owned charging stations

Host provider fees

Network costs

Warranty and repairs and

Warranty and repairs and maintenance

Ride-sharing services

and amortization

Cost of Revenues

Operating Expenses:

General and administrative

operating expenses

Depreciation and amortization

Total Cost of Revenues

Operating Expenses:

From Operations

General and administrative expenses

Other operating expenses

Total Operating Expenses

Loss From Operations

Other Income (Expense):

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Loss on foreign exchange

Gain on forgiveness of

Gain on settlement of accounts

Change in fair value of

derivative and other accrued liabilities

(expense) income, net

Other Income (Expense)

Gain on forgiveness of PPP loan

Change in fair value of derivative and other accrued liabilities

Other (expense) income, net

Total Other Income (Expense)

Loss Before Income Taxes

Provision for income taxes

revenue for the year ended December 31, 2022 was $61,139, compared to $20,940 for the year ended December 31, 2021, an increase of $40,199,

from product sales was $15,480 for the year ended December 31, 2021, compared to $4,432 for the year ended December 31, 2020, an increase

from product sales was $46,018 for the year ended December 31, 2022, compared to $15,480 for the year ended December 31, 2021, an

increase of $30,538, or 197%.

This increase was attributable to increased sales of commercial chargers, DC fast chargers and

residential chargers when compared to the same period in 2021.

Also contributing to the increase in product sales was $3,242 from

EB, which we acquired in April 2022, and $14,305 from SemaConnect, which we acquired in June 2022.

Charging service revenue for company-owned and operated charging stations was $6,866 for the year ended December 31, 2022, compared to

$2,978 for the year ended December 31, 2021, an increase of $3,888, or 131%.

The increase is due to the increase in utilization of chargers

and an increased number of chargers on the Blink Networks.

Also contributing to the increase in charging service revenue was $528 from

EB, which we acquired in April 2022.

Network fee revenue was $4,370 for the year ended December 31, 2022, compared to $667 for the year ended December 31, 2021, an increase

of $3,703, or 555%.

This increase was attributable to increased sales of commercial chargers,

DC fast chargers and residential chargers when compared to the same period in 2020 as well as product sales of $5,285 from Blue

Corner which we acquired in May 2021.

service revenue for Company-owned and operated charging stations was $2,978 for the year ended December 31, 2021, compared to $773 for

the year ended December 31, 2020, an increase of $2,205, or 285%.

The increase is due to the increase

in utilization of chargers, an increased number of chargers on the Blink network as well as charging service revenues of $1,574

from Blue Corner which we acquired in May 2021.

fee revenue was $667 for the year ended December 31, 2021, compared to $345 for the year ended December 31, 2020, an increase of $322,

The increase was attributable to increases in host owned units as well as billings and invoicing to Property Partners during

the year ended December 31, 2021 compared to the year ended December 31, 2020.

The increase was attributable to increases in host owned units as well as billings and invoicing to Property Partners

during the year ended December 31, 2022, as compared to the year ended December 31, 2021.

Also contributing to the increase in network

fee revenue was $3,199 from SemaConnect, which we acquired in June 2022.

revenue was $928 for the year ended December 31, 2022, compared to $220 for the year ended December 31, 2021, an increase of $708, or

71% The increase was primarily attributable to an increase in warranty contracts sold for year

ended December 31, 2021 compared to the year ended December 31, 2020.

As of December 31, 2021, we recorded a liability of $10

which represents the estimated cost of existing backlog of known warranty cases.

and rebate revenues were $400 for the year ended December 31, 2021, compared to $22 for the year ended December 31, 2020, an increase

The increase was primarily attributable to an increase in warranty contracts sold for the

year December 31, 2022 compared to the year ended December 31, 2021.

As of December 31, 2022, we recorded a liability of $176 which represents

the estimated cost of existing backlog of known warranty cases.

and rebate revenues were $296 for the year ended December 31, 2022, compared to $400 for the year ended December 31, 2021, a decrease

of $104, or 26%.

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with the depreciation expense of the related assets over their useful lives.

The 2021 revenue was

primarily related to recognition of $167 in various state grants associated with the installation of chargers during the year ended December

31, 2021 and the amortization of previous years’ grants and grants/rebates of $218 from Blue Corner which we acquired in May 2021.

The decrease in revenue

was primarily related to the timing of the amortization of previous years’ state grants/rebates associated with the installation

of chargers during the years ended December 31, 2022 and 2021.

services revenues were $1,268 during the year ended December 31, 2022, compared to $769 during the year ended December 31, 2021, an increase

of $499, or 65%.

These revenues are derived from ride-sharing subscription services through a program with the City of Los Angeles,

which was associated with the acquisition of BlueLA in September 2020.

Revenues for the year ended December 31, 2020 represents revenues

from the date of acquisition in September 2020 to December 31, 2020.

These revenues are derived from ride-sharing subscription services through a program

with the City of Los Angeles, which was associated with the acquisition of BlueLA in September 2020.

revenue increased by $967, or 227%, to $1,393 for the year ended December 31, 2022, compared to $426 for the year ended December 31,

The increase was primarily attributable to Low Carbon Fuel Standard (“LCFS”) revenues

generated during the year ended December 31, 2021 compared to the same period in 2020.

We generate these revenues based on credits from

the electricity utilized by our electric car charging stations as a byproduct from our charging services in the states of California

and Oregon and the market value of the credits which declined in 2021 compared to 2020.

The increase was primarily attributable to higher Low Carbon Fuel Standard (LCFS) credits generated during the year ended December

31, 2022 compared to the same period in 2021.

We generate these credits from the electricity utilized by our electric car charging stations

as a byproduct from our charging services in the states of California and Oregon.

of revenues primarily consists of electricity reimbursements, revenue share payments to our Property Partner hosts, the cost of charging

stations sold, connectivity charges provided by Telco and other network providers, warranty, repairs and maintenance services, and depreciation

stations sold, connectivity charges provided by telco and other networks, warranty, repairs and maintenance services, and depreciation

of our installed charging stations.

Cost of revenues for the year ended December 31, 2022 were $46,337 as compared to $18,098 for the

year ended December 31, 2020, an increase of $13,384, or 284%, of which, $6,201 was from Blue Corner which we acquired in May

year ended December 31, 2021, an increase of $28,239, or 156%.

is a degree of variability in our costs in relation to our revenues from period to period, primarily due to:

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December 31, 2021.

The increase was primarily due to the increase in product sales of commercial chargers, DC fast chargers and

home residential chargers during the year ended December 31, 2021 compared to the same period in 2020 as well as cost of product

sales of $4,750 from Blue Corner which we acquired in May 2021.

Furthermore, the year ended December 31, 2021 included a reduction

in the provision for excess and obsolete inventory of $105 relating primarily to the increased sales of residential home charger units.

The year ended December 31, 2020 included a decrease in the provision for excess and obsolete inventory of $12.

The increase was primarily due to the increase in product sales of commercial chargers, DC fast chargers and home

residential chargers during the year ended December 31, 2022 compared to the same period in 2021, as well as cost of product sales of

$2,885 from EB, which we acquired in April 2022, and $6,619 from SemaConnect, which we acquired in June 2022.

of charging services for company-owned charging stations (electricity reimbursements) increased by $759, or 107%, to $1,466 for the year

ended December 31, 2022, compared to $707 for the year ended December 31, 2021.

The increase in

2021 was attributable to the mix of charging stations generating charging service revenues subject to electricity reimbursement

Partner host fees increased by $1,121, or 423%, to $1,386 during the years ended December 31, 2021 as compared to $265 during the year

ended December 31, 2020.

The increase in 2022 was attributable to the mix of charging

stations generating charging service revenues subject to electricity reimbursement.

provider fees increased by $2,549, or 184%, to $3,935 during the year ended December 31, 2022, compared to $1,386 during the year ended

December 31, 2021.

This increase was a result of the mix of chargers generating revenue and their corresponding revenue share percentage

payments to Property Partner hosts per their agreements.

costs decreased by $62, or 12%, to $454 for the year ended December 31, 2021, compared to $516 for the year ended December 31, 2020.

The decrease was primarily a result of non-capitalizable costs incurred during the 2020 period

related to upgrades of our network systems.

and repairs and maintenance costs increased by $561, or 169%, to $892 for the year ended December 31, 2021, compared to $331 for the

year ended December 31, 2020.

payments to Property Partner hosts pursuant to their agreements, as well as a reduction in utilization during 2021 due to COVID-19.

Network costs increased by $1,009, or 222%, to $1,463 for the year ended December 31, 2022, compared to $454 for the year ended December

The increase was a result of the increase in charging stations on our network and costs incurred related to the upgrading of

our network system compared to the same period in 2021.

Also contributing to the increase in network costs was $781 from SemaConnect,

which we acquired in June 2022.

Warranty and repairs and maintenance costs increased by $1,903, or 213%, to $2,795 for the year ended December 31, 2022, compared to $892

for the year ended December 31, 2021.

The increase in 2022 was attributable to significant efforts expended to reduce the backlog in warranty

and repairs and maintenance cases.

Also contributing to the increase was $99 from EB, which we acquired in April 2022, and $98 from SemaConnect,

which we acquired in June 2022.

As of December 31, 2022, we recorded a liability of $176 which represents the estimated cost of existing

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which was associated with the acquisition of BlueLA in September 2020.

Cost of ride-sharing services for the year ended December 31,

2020 represents expenditures from the date of acquisition in September 2020 to December 31, 2020.

and amortization expense increased by $1,582, or 103%, to $3,113 for the year ended December 31, 2022, compared to $1,531 for the year

ended December 31, 2021.

The increase in depreciation expense was attributable to an increase in the number of EV charging stations including

those from the Blue Corner acquisition which we acquired in May 2021 and vehicles purchased in December 2020 for the acquired BlueLA

The increase in depreciation expense was attributable to an increase in the number of EV charging stations and

vehicles associated with the ride-share services.

expense increased by $22,213, or 58%, to $60,602 (consisting of approximately $44,689 of cash compensation and approximately $15,913

of non-cash compensation) for the year ended December 31, 2021, compared to $12,718 (consisting of approximately $11,700 of cash compensation

and approximately $1,000 of non-cash compensation) for the year ended December 31, 2020.

The increase in compensation expense during

the year ended December 31, 2021 was primarily associated with the investment in new personnel and compensation in executive, marketing,

sales and operations departments as a result of the anticipated domestic and global growth of the Company.

In addition, compensation

expense during the year ended December 31, 2021 compared the same period in 2020 increased due to additional personnel in conjunction

with the acquisitions of BlueLA and U-Go during 2020 and the acquisition of Blue Corner in May 2021.

Also contributing to the increase

in compensation expense for the year ended December 31, 2021 is the new employment agreement with our CEO which included increases in

cash and equity compensation as well as one-time awards and payments in satisfaction of his 2020 bonuses of $1,280, a restricted stock

grant of 19,504 shares of common stock, a grant of 23,862 stock options, and a salary catch-up since the expiration of his prior agreement

in June 2020 of $295.

Included in non-cash share-based compensation for the year ended December 31, 2021 was $12,570 related to the special

four-year performance stock option for the CEO of the Company which is expected to be fully expensed by January 2022.

and administrative expenses increased by $6,469, or 160%, from $4,047 for the year ended December 31, 2020 to $10,516 for the year ended

December 31, 2021.

The increase was primarily attributable to increases in accounting, legal, investor relations, marketing, consulting

and other professional service expenditures of $4,524.

Furthermore, general and administrative expenses increased due to increases in

amortization expense and acquisition related expenses of $976 and $355, respectively, related to the Blue Corner acquisition.

Also contributing

to the increase in general and administrative expenses were operating expenditures related to the 2020 acquisitions of BlueLA and U-Go

and the acquisition of Blue Corner which occurred in May 2021.

of non-cash compensation) for the year ended December 31, 2022, compared to $38,389 (consisting of approximately $22,000 of cash

compensation and approximately $16,400 of non-cash compensation) for the year ended December 31, 2021.

increase in compensation expense for the year ended December 31, 2022 compared to the same period in 2021 was primarily related to

increases in personnel and compensation in executive, marketing, sales and operations departments as a result of the anticipated

domestic and international growth of our company.

In addition, compensation expense during the year ended December 31, 2022 compared

to the same period in 2021 increased due to additional personnel in conjunction with the acquisitions of SemaConnect and EB during

the second quarter of 2022.

and administrative expenses increased by $17,310, or 165%, from $10,516 for the year ended December 31, 2021 to $27,826 for the year

ended December 31, 2022.

The increase was primarily attributable to increases in accounting,

legal, investor relations, marketing, consulting , recruiting, software licensing and other professional service expenditures of

Further, general and administrative expenses increased due to increases in amortization expense of $5,119 related to the

acquisitions of SemaConnect and EB during the second quarter of 2022.

Also contributing to the increase in general and

administrative expenses were acquisition-related expenses of $3,933 related to the 2022 acquisitions of SemaConnect and

operating expenses increased by $6,039, or 63%, from $9,606 for the year ended December 31, 2021 to $15,645 for the year ended December

The increase was primarily attributable to increases in insurance, software licensing, hardware and software development costs,

rent, annual shareholder meeting and property/use tax expenditures of $2,317.

Furthermore, increases in travel and vehicle expenses of

$401 and $39, respectively, contributed to the increase in other operating expenses for the year ended December 31, 2021 compared to

the same period in 2020.

Also contributing to the increase in other operating expenses were operating expenditures related to the 2020

acquisitions of BlueLA and U-Go and the acquisition of Blue Corner which occurred in May 2021.

Also contributing to the increase in operating

expenses is the settlement and payment of $1,000 by the Company to our CEO regarding the transfer of 260,000 shares of the Company’s

common stock to a prior institutional investor.

In addition, during 2021, we recorded a settlement loss of $2,680 related to the issuance

of 60,000 shares of our common stock to our General Counsel in full settlement of any and all potential claims of harassment

involving a former executive.

income (expense) increased by $582 from ($32) for the year ended December 31, 2020 to $550 for the year ended December 31, 2021.

increase was primarily related to a gain of $856 related to the forgiveness of our PPP Loan in 2021, dividend and interest income of

$294 in 2021, partially offset by recognition of losses of $438 related to the sale of marketable securities in 2021 which is

included in other (expense) income, net.

The increase was primarily attributable to increases in insurance, software expense,

rent, hardware and software development costs and property/use tax expenditures of $4,616.

Further, increases in travel and vehicle expenses

of $1,754, contributed to the increase in other operating expenses for year ended December 31, 2022 compared to the same period in 2021.

Also contributing to the increase in other operating expenses were operating expenditures related to the 2022 acquisitions of SemaConnect

During the year ended December 31, 2022, we incurred expenses of $ 3,809 related to the network upgrade to certain of our company’s

EV charging stations.

(Expense) Income

expense increased by $2,531 from other income of $550 for the year ended December 31, 2021 to other expense of $1,981 for the year ended

December 31, 2022.

The increase in other expenses is primarily attributable to interest expense of $1,529 associated with the deferred

payment from the SemaConnect acquisition.

Also contributing to the increase in other expenses is loss on foreign currency exchange of

For Income Taxes

Provision for income taxes was $308 during the year ended December 31, 2022 as compared to $0 during the year ended December 31, 2021.

The Company’s statutory federal income tax rate for 2022 and 2021 was 21.0%.

The Company’s effective tax rate for 2022 and

2021 was 0.3% and 0.0%, respectively.

The increase in the provision for income taxes and the effective tax rate was related to certain

subsidiaries which generated net income during the year ended December 31, 2022.

net loss for the year ended December 31, 2022 increased by $36,441, or 66%, to $91,560 as compared to $55,119 for the year ended December

The increase was primarily attributable to an increase in compensation expense and general and administrative expenses in conjunction

with current and anticipated growth of the Company.

The increase was primarily attributable to an increase in compensation expense and general

and administrative expenses in conjunction with current and anticipated growth of our company.

Comprehensive Loss

total comprehensive loss for the year ended December 31, 2021 was $56,465 whereas our total comprehensive loss for the year ended

December 31, 2020 was $18,029, an increase of $38,436 for the same reasons as noted above related to the increase in our net loss.

total comprehensive loss for the year ended December 31, 2022 was $92,822 whereas our total comprehensive loss for the year ended December

31, 2021 was $56,465, an increase of $36,357 for the same reasons as noted above related to the increase in our net loss.

and Capital Resources

measure our liquidity in a number of ways, including the following:

Working Capital

Notes Payable (Gross)

the years ended December 31, 2022 and 2021, we financed our activities from proceeds derived from debt and equity financings which were

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the years ended December 31, 2022 and 2021, we used cash of $82,365 and $40,570, respectively, in operations.

Our cash used for the year

ended December 31, 2021 was primarily attributable to our net loss of $55,119, reduced by net non-cash expenses in the aggregate amount

of $23,113, and by $8,564 of net cash used in changes in the levels of operating assets and liabilities.

Our cash used for the year ended

December 31, 2020 was primarily attributable to our net loss of $17,846, reduced by net non-cash expenses in the aggregate amount of

$1,590, and by $1,814 of net cash used in changes in the levels of operating assets and liabilities.

the year ended December 31, 2021, net cash used in investing activities was $30,449, of which, $6,804 was provided in connection with

the sale of marketable securities, which was offset by purchases of marketing securities of $7,209, $7,065 was used to purchase charging

stations and other fixed assets, $22,742 (net of $243 cash acquired) was used as purchase consideration in connection with the Blue Corner

acquisition and $237 was used for engineering services.

During the year ended December 31, 2020, cash used in investing activities was

$260, of which $2,774 was provided in connection with the sale of marketable securities and $2,547

was used to purchase charging stations and other fixed assets.

In connection with the BlueLA acquisition and, in connection with the

business combination, the Company acquired $3 of cash.

Additionally, the Company acquired $30 of cash in connection with the U-Go Stations,

Inc acquisition.

the year ended December 31, 2021, net cash provided by financing activities was $223,271, of which, $221,333 was attributable to the

net proceeds from the sale of common stock from the public offering, $1,693 was attributable to the proceeds from warrant exercises,

$307 of proceeds were from option exercises, partially offset by $62 used to pay down our financing liability in connection with internal

use software.

During the year ended December 31, 2020, net cash provided by financing activities

was $36,059, of which $856 was attributable to proceeds from our PPP loan, $19,175 was attributable to the net proceeds

from the sale of common stock under our ATM program and $16,265 was attributable to the net proceeds from warrant exercises, partially offset by $72 used to pay down our liability in connection with internal use software

and $165 used to repay notes payable.

Our cash used for the

year ended December 31, 2022 was primarily attributable to our net loss of $91,560, reduced by net non-cash expenses in the

aggregate amount of $26,551, and by $17,356 of net cash used in changes in the levels of operating assets and liabilities.

used for the year ended December 31, 2021 was primarily attributable to our net loss of $55,119, reduced by net non-cash expenses in

the aggregate amount of $23,113, and by $8,564 of net cash used in changes in the levels of operating assets and

the year ended December 31, 2022, net cash used in investing activities was $58,787, of which, $38,338

was used as cash consideration for SemaConnect (net of cash acquired), $11,360 was used as cash consideration for EB (net of cash acquired),

$6,595 was used to purchase charging stations and other fixed assets, $2,200 was used as a note receivable to a target, and $294 was

related to the payment of engineering costs that were capitalized .

During the year ended December 31, 2021, net cash used in investing

activities was $30,449, of which, $6,804 was provided in connection with the sale of marketable securities, which was offset by purchases

of marketing securities of $7,209, $7,065 was used to purchase charging stations and other fixed assets, $22,742 (net of $243 cash acquired)

was used as purchase consideration in connection with the Blue Corner acquisition and $237 was used for engineering services.

the year ended December 31, 2022, net cash provided by financing activities was $6,393, of which, $220

was provided by the exercise of warrants and options, offset by $315 used to pay down our liability in connection with internal use software,

$217 was used to pay down our finance lease liability and $681 was used to pay down notes payable this was offset by $7,386 was attributable

to the net proceeds from the sale of common stock from the public offering.

During the year ended December 31, 2021, net cash

provided by financing activities was $223,271, of which, $221,333 was attributable to the net proceeds from the sale of common stock

from the public offering, $1,693 was attributable to the proceeds from warrant exercises, $307 of proceeds were from option exercises,

partially offset by $62 used to pay down our financing liability in connection with internal use software.

of December 31, 2022, we had cash, working capital and an accumulated deficit of $36,562, $48,962 and $334,030, respectively.

the year ended December 31, 2022, we had a net loss of $91,560.

January 2021, we completed an underwritten registered public offering of 5,660,000 shares of our common stock at a public offering price

of $41.00 per share.

We received approximately $232,100 in gross proceeds from the public offering, and approximately $221,500 in net

proceeds after deducting the underwriting discount and offering expenses paid by us.

The public offering was made pursuant to our automatic

shelf registration statement on Form S-3 filed with the SEC on January 6, 2021 and prospectus supplement dated January 7, 2021.

using the net proceeds from the public offering to supplement our operating cash flows to fund EV charging station deployment and, when

needed, to finance the costs of acquiring competitive and complementary businesses, products and technologies as a part of our growth

strategy, and for working capital and general corporate purposes.

February 2023, we completed an underwritten registered public offering of 8,333,333 shares of our common stock at a public offering

price of $12.00 per share.

We received approximately $100,000 in gross proceeds from the public offering, and approximately $95,000

in net proceeds after deducting the underwriting discount and offering expenses paid by us.

In addition, the underwriters have a

30-day option to purchase up to an additional 1,249,999 shares of common stock from us at the public offering price, less the

underwriting discounts and commissions.

The public offering was made pursuant to our automatic shelf registration statement on Form

S-3 ASR filed with the SEC on January 6, 2021, and prospectus supplement dated February 8, 2023.

Barclays acted as the sole

book-running manager for the offering.

Wainwright & Co., Roth Capital Partners and ThinkEquity acted as co-managers for the

January 2021, we completed an underwritten registered public offering of 5,660,000 shares of our common stock at a public offering

price of $41.00 per share.

We received approximately $232,100 in gross proceeds from the public offering, and approximately $221,500

in net proceeds after deducting the underwriting discount and offering expenses paid by us.

The public offering was made pursuant to

our automatic shelf registration statement on Form S-3 ASR filed with the SEC on January 6, 2021 and prospectus supplement dated

January 7, 2021.

We used the net proceeds from the public offering to supplement our operating cash flows to fund EV charging

station deployment and, when needed, to finance the costs of acquiring competitive and complementary businesses, products and

technologies as a part of our growth strategy, and for working capital and general corporate purposes.

have not yet achieved profitability and expect to continue to incur cash outflows from operations.

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to complete our EV development initiatives or attain profitable operations.

operating needs include the planned costs to operate our business, including amounts required to fund working capital and capital expenditures.

Our future capital requirements and the adequacy of our available funds will depend on many factors, including our ability to successfully

commercialize our products and services, competing technological and market developments, and the need to enter into collaborations with

other companies or acquire other companies or technologies to enhance or complement our product and service offerings.

EV charging requirements and technologies change, driven by federal, state or local regulatory authorities or by EV manufacturers

or other technology or services providers for the charging station industry, in particular cellular connectivity technology, we

may need to upgrade or adapt our charging station products or introduce new products in order to serve new vehicles, conform to

new standards, or adapt new technologies to serve existing customers or new customers at substantial research, development, and network

September 2, 2022, we entered into a Sales Agreement (“Sales Agreement”) with Barclays Capital Inc., BofA Securities, Inc.,

HSBC Securities (USA) Inc., ThinkEquity LLC, H.C.

Wainwright & Co., LLC and Roth Capital Partners, LLC (the “Agents”)

to conduct an “ATM” equity offering program pursuant to which we may issue and sell from time to time shares of our common

stock, par value $0.001 per share, having an aggregate offering price of up to $250,000 through the Agents, as our sales

We currently anticipate using the net proceeds from the sale of our shares of common stock under the ATM program to supplement

our operating cash flows to fund EV charging station deployment and our acquisition growth plan.

We also plan to use any remaining proceeds

we receive for working capital and other corporate purposes.

The amounts and timing of our use of the net proceeds will depend on a number

of factors, such as the timing and progress of our EV charging station deployment efforts, the timing and progress of any partnering

and collaboration efforts and technological advances.

As of December 31, 2022, 558,721 shares have been sold pursuant to the ATM program

representing gross proceeds of approximately $7,697.

electric vehicle charging requirements and technologies change, driven by federal, state or local regulatory authorities or by electric

vehicle manufacturers or other technology or services providers for the charging station industry, in particular cellular connectivity

technology, we may need to upgrade or adapt our charging station products or introduce new products in order to serve new vehicles, conform

to new standards, or adapt new technologies to serve existing customers or new customers at substantial research, development, and network

upgrades costs.

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LTE during 2022 (the “Upgrade”).

The Upgrade is expected to cost approximately $1,750 to upgrade certain of our owned

and operated EV charging stations.

As a result of the Upgrade, during the fourth quarter of 2021, the Company deemed the Upgrade was

a triggering event in accordance with ASC 360 and, accordingly, assessed the recoverability of its long-lived assets related to its US

EV charging stations by performing a recoverability test and determined the estimated undiscounted future cash flows (which included

the estimated cash outflows related to the estimated cost of the Upgrade) related to its EV chargers exceeded their carrying value and,

accordingly, concluded no impairment existed as of December 31, 2021.

During the year ended December 31, 2022, we incurred $3,809 related to

these upgrades.

As of December 31, 2022, the charger upgrades were substantially complete.

Obligations and Commitments

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As of December 31, 2022,

we had purchase commitment of approximately $32,000 of which approximately $13,000 is with a related party, which will become payable upon the suppliers’ delivery of the

charging stations, services and other related items.

The purchase commitments were made primarily for future sales, deployments of

charging stations, inventory management planning and other related items, all of which are expected to be received during the next

12-24 months.

the Company has operating lease obligations over the next five years of approximately $2,100.

These operating lease obligations are primarily

related to corporate office space, warehousing, and parking spaces related to our ride-sharing services.

we had purchase commitment of approximately $60,532, which will become payable upon the suppliers’ delivery of the charging stations, services and other related items.

purchase commitments were made primarily for future sales, deployments of charging stations, inventory management planning and other

related items, all of which are expected to be received during the next 12-24 months.

Further, we have operating and finance lease obligations over the next five years of approximately $5,500.

These operating lease obligations

are primarily related to corporate office space, warehousing, and parking spaces related to our ride-sharing services.

Accounting Estimates

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Our accounting policies are more

fully described in Note 2 – Summary of Significant Accounting Policies, in our financial statements included at the end of this

fully described in Note 2 – Summary of Significant Accounting Policies, in our Consolidated Financial Statements included at the end of this

Annual Report.

recognize revenue primarily from five different types of contracts:

service revenue – company-owned charging stations - Revenue is recognized at the point when a particular charging session is

sales – Revenue is recognized at the point where the customer obtains control of the goods and the Company satisfies its performance

obligation, which generally is at the time it ships the product to the customer.

fees and other – Represents a stand-ready obligation whereby the Company is obligated to perform over a period of time and,

as a result, revenue is recognized on a straight-line basis over the contract term.

Network fees are billed annually.

services – Primarily related to ride-sharing services agreement between the Company’s wholly-owned subsidiary, BlueLA

Rideshare, LLC and the City of Los Angeles which allows customers the ability to rent electric vehicles through a subscription service.

The Company recognizes revenue over the contractual period of performance of the subscription.

– Primarily related to charging service revenue from non-company-owned charging stations.

Revenue is recognized from non-company-owned

charging stations at the point when a particular charging session is completed in accordance with a contractual relationship between

the Company and the owner of the station.

Other revenues also comprise revenues generated from alternative fuel credits.

timing of the Company’s revenue recognition may differ from the timing of payment by its customers.

recognize revenue primarily from four different types of contracts:

sales – Revenue is recognized at the point where the customer obtains control of the goods and the company satisfies its

performance obligation, which generally is at the time it ships the product to the customer or installation of the product.

service revenue – company-owned charging stations - Revenue is recognized at the point when a particular charging session

is completed.

fees and other – Represents a stand-ready obligation whereby the company is obligated

to perform over a period of time and, as a result, revenue is recognized on a straight-line basis over the contract term.

fees are billed annually.

– Other revenues primarily comprises of revenues generated from alternative fuel credits.

timing of our revenue recognition may differ from the timing of payment by its customers.

A receivable is recorded when

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useful lives over the useful life of the charging station.

Furthermore, ride-sharing services, which are not within scope of ASC 606, pertain to revenues and expenses related

to a ride-sharing services agreement with the City of Los Angeles which allows customers the ability to rent electric vehicles through

a subscription service.

The Company recognizes revenue over the contractual period of performance of the subscription which are short

term in nature.

measure the cost of services received in exchange for an award of equity instruments based on the fair value of the award on the date

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Issued Accounting Standards

recently issued accounting standards are included in Note 2 - “Summary of Significant Accounting Policies” of the Notes to

Consolidated Financial Statements included in this Annual Report.

a description of our recently issued accounting standards, see Note 2 – Summary of Significant Accounting Policies of the Notes

to Consolidated Financial Statements included in this Annual Report.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis