1 unchanged sentence
thousands, except for share amounts)
+Added: September 30,
Current Assets:
6 unchanged sentences
Property and equipment, net
−Removed: Operating lease right-of-use asset
+Added: Operating lease right-of-use assets
Intangible assets, net
3 unchanged sentences
Accrued expenses and other current liabilities
−Removed: Notes payable
+Added: Current portion of consideration payable
Current portion of operating lease liabilities
2 unchanged sentences
Total Current Liabilities
−Removed: Consideration payable
+Added: Consideration payable, non-current portion
Operating lease liabilities, non-current portion
5 unchanged sentences
Stockholders’ Equity:
−Removed: Common stock, $ 0.001 par value, 500,000,000 shares authorized, 101,067,207 and 92,818,233 shares
−Removed: issued and outstanding as of June 30, 2024 and December 31, 2023, respectively
+Added: Common stock, $ 0.001 par value, 500,000,000 shares authorized, 101,154,412 and
+Added: 92,818,233 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively
Additional paid-in capital
4 unchanged sentences
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: Consolidated Statements of Operations
+Added: Condensed Consolidated Statements of Operations
thousands, except for share and per share amounts)
For The Three Months Ended
−Removed: For The Six Months Ended
+Added: For The Nine Months Ended
+Added: September 30,
+Added: September 30,
Product sales
16 unchanged sentences
Change in fair value of consideration payable
+Added: Impairment of intangible assets
+Added: Impairment of goodwill
Total Operating Expenses
2 unchanged sentences
Interest expense
+Added: Gain (loss) on extinguishment of notes payable
Change in fair value of derivative and other accrued liabilities
+Added: Other expense
Dividend and interest income
1 unchanged sentence
Loss Before Income Taxes
−Removed: Provision for income taxes
+Added: $ ( 111,914 )
+Added: $ ( 124,447 )
+Added: $ ( 182,779 )
+Added: Benefit (provision) for income taxes
+Added: $ ( 112,721 )
+Added: $ ( 124,621 )
+Added: $ ( 184,004 )
Net Loss Per Share:
+Added: Weighted Average Number of
+Added: Common Shares Outstanding:
Weighted Average Number of Common Shares Outstanding:
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: Consolidated Statements of Comprehensive Loss
+Added: Condensed Consolidated Statements of Comprehensive Loss
For the Three Months Ended
−Removed: For the Six Months Ended
+Added: For the Nine Months Ended
+Added: September 30,
+Added: September 30,
+Added: $ ( 112,721 )
+Added: $ ( 124,621 )
+Added: $ ( 184,004 )
Other Comprehensive Income (Loss):
1 unchanged sentence
Total Comprehensive Loss
+Added: $ ( 114,399 )
+Added: $ ( 123,659 )
+Added: $ ( 185,387 )
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: Consolidated Statements of Changes in Stockholders’ Equity
−Removed: the Three and Six Months Ended June 30, 2024
+Added: Condensed Consolidated Statements of Changes in Stockholders’ Equity
+Added: the Three and Nine Months Ended September 30, 2024
thousands, except for share amounts)
13 unchanged sentences
$ ( 574,955 )
−Removed: [1] Includes gross proceeds of $ 25,651 , less issuance costs of $ 581 .
−Removed: The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: Consolidated Statements of Changes in Stockholders’ Equity
−Removed: the Three and Six Months Ended June 30, 2023
+Added: Stock-based compensation
+Added: Other comprehensive loss
+Added: Balance - September 30, 2024
+Added: $ ( 662,344 )
+Added: [1] Includes gross
+Added: proceeds of $ 25,651 ,
+Added: less issuance costs of $ 581 .
+Added: accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
+Added: Condensed Consolidated Statements of Changes in Stockholders’ Equity
+Added: the Three and Nine Months Ended September 30, 2023
thousands, except for share amounts)
9 unchanged sentences
$ ( 363,831 )
−Removed: $ ( 363,831 )
Stock-based compensation
6 unchanged sentences
$ ( 405,313 )
−Removed: [1] Includes gross proceeds of $ 100,000 , less issuance costs of $ 5,234 .
−Removed: [2] Includes gross proceeds of $ 18,868 , less issuance costs of $ 380 .
+Added: Common stock issued in public offering, net of issuance costs [3]
+Added: Surrender and cancellation of common stock
+Added: Stock-based compensation
+Added: Common stock issued in connection with extinguishment of notes payable
+Added: Common stock issued in satisfaction of accrued issuable equity
+Added: Other comprehensive loss
+Added: Balance - September 30, 2023
+Added: $ ( 518,034 )
+Added: $ ( 518,034 )
+Added: [1] Includes gross
+Added: proceeds of $ 100,000 ,
+Added: less issuance costs of $ 5,234 .
+Added: [2] Includes gross
+Added: proceeds of $ 18,868 ,
+Added: less issuance costs of $ 380 .
+Added: [3] Includes gross
+Added: proceeds of $ 9,392 ,
+Added: less issuance costs of $ 267 .
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: Consolidated Statements of Cash Flows
−Removed: For The Six Months Ended
+Added: Condensed Consolidated Statements of Cash Flows
+Added: For The Nine Months Ended
+Added: September 30,
Cash Flows From Operating Activities:
+Added: $ ( 124,621 )
+Added: $ ( 184,004 )
Adjustments to reconcile net loss to net cash used in operating activities:
2 unchanged sentences
Change in fair value of contingent consideration
−Removed: Loss on disposal of fixed assets
+Added: Loss (gain) on disposal of fixed assets
Change in fair value of derivative and other accrued liabilities
2 unchanged sentences
Provision for credit losses
+Added: (Gain) loss on extinguishment of notes payable
+Added: Impairment of goodwill
+Added: Impairment of intangible assets
Stock-based compensation
6 unchanged sentences
Deferred revenue
−Removed: Cash Used In Operating Activities
+Added: Total Adjustments
+Added: Net Cash Used In Operating Activities
Cash Flows From Investing Activities:
10 unchanged sentences
Net Cash (Used In) Provided By Financing Activities
−Removed: of Exchange Rate Changes on Cash and Cash Equivalents
−Removed: Net (Decrease) Increase
−Removed: In Cash and Cash Equivalents and Restricted Cash
+Added: Effect of Exchange Rate Changes on Cash and Cash Equivalents
+Added: Net (Decrease) Increase In Cash and Cash Equivalents and Restricted Cash
Cash and Cash Equivalents and Restricted Cash - Beginning of Period
3 unchanged sentences
Restricted cash
−Removed: [1] Includes gross proceeds of $ 25,651 , less issuance costs of $ 581 .
+Added: Total Cash and cash equivalents
+Added: and restricted cash
+Added: [1] Includes gross
+Added: proceeds of $ 25,651 ,
+Added: less issuance costs of $ 581 .
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
−Removed: Consolidated Statements of Cash Flows — Continued
−Removed: For The Six Months Ended
+Added: Condensed Consolidated Statements of Cash Flows — Continued
+Added: For The Nine Months Ended
+Added: September 30,
Supplemental Disclosures of Cash Flow Information:
1 unchanged sentence
Non-cash investing and financing activities:
+Added: Common stock issued in satisfaction of accrued issuable equity
+Added: Surrender and cancellation of common stock
Right-of-use assets obtained in exchange for lease obligations
35 unchanged sentences
items) which are considered necessary for a fair presentation of the condensed consolidated financial statements of the Company as of
−Removed: June 30, 2024 and for the three and six months then ended.
−Removed: The results of operations for the three and six months ended June 30, 2024
+Added: September 30, 2024 and for the three and nine months then ended.
+Added: The results of operations for the three and nine months ended September
30, 2024 are not necessarily indicative of the operating results for the full year ending December 31, 2024 or any other period.
−Removed: These unaudited
−Removed: condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related
−Removed: disclosures of the Company as of December 31, 2023 and for the year then ended, which were filed with the Securities and Exchange Commission
−Removed: (“SEC”) on March 18, 2024 as part of the Company’s Annual Report on Form 10-K (the “Annual Report”).
+Added: unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements
+Added: and related disclosures of the Company as of December 31, 2023 and for the year then ended, which were filed with the Securities and
+Added: Exchange Commission (“SEC”) on March 18, 2024 as part of the Company’s Annual Report on Form 10-K (the “Annual
TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3 unchanged sentences
policies, except as disclosed in this note.
−Removed: of June 30, 2024, the Company had cash and cash equivalents of $ 73,885 and working capital of $ 111,801 .
−Removed: During the three and six months
−Removed: ended June 30, 2024, the Company incurred a net loss of $ 20,059 and $ 37,232 , respectively.
−Removed: During the six months ended June 30, 2024,
−Removed: the Company used cash in operating activities of $ 25,735 .
−Removed: the six months ended June 30, 2024, the Company sold an aggregate of 8,177,472 shares of common stock under an “at-the-market”
+Added: of September 30, 2024, the Company had cash and cash equivalents of $ 64,584 and working capital of $ 96,596
+Added: During the three and nine months ended September
+Added: 30, 2024, the Company incurred a net loss of $ 87,389
+Added: and $ 124,621 ,
+Added: respectively.
+Added: During the nine months ended September 30, 2024, the Company used cash in operating activities of $ 34,830 .
+Added: the nine months ended September 30, 2024, the Company sold an aggregate of 8,177,472 shares of common stock under an “at-the-market”
equity offering program for aggregate gross proceeds of $ 25,651 , less issuance costs of $ 581 .
12 unchanged sentences
the Company might raise will enable the Company to complete its development initiatives or attain profitable operations.
−Removed: The Company’s
−Removed: operating needs include the planned costs to operate its business, including amounts required to fund working capital and capital expenditures.
−Removed: The Company’s future capital requirements and the adequacy of its available funds will depend on many factors, including the Company’s
−Removed: ability to successfully commercialize its products and services, competing technological and market developments, and the need to enter
−Removed: into collaborations with other companies or acquire other companies or technologies to enhance or complement its product and service offerings.
−Removed: The Company is executing its plan designed to improve the Company’s liquidity by enhancing revenue economics, increasing gross profit
−Removed: through product optimization, integration of acquisitions and reduction of operating expenses through cost avoidance and cost cutting
+Added: Company’s operating needs include the planned costs to operate its business, including amounts required to fund working capital
+Added: and capital expenditures.
+Added: The Company’s future capital requirements and the adequacy of its available funds will depend on many
+Added: factors, including the Company’s ability to successfully commercialize its products and services, competing technological and market
+Added: developments, and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or
+Added: complement its product and service offerings.
+Added: The Company is executing its plan designed to improve the Company’s liquidity by
+Added: enhancing revenue economics, increasing gross profit through product optimization, integration of acquisitions, and reduction of operating
+Added: expenses through cost avoidance and cost cutting strategies.
There can be no assurances that these strategies will be achieved.
−Removed: As of June 30, 2024, the Company’s
−Removed: inventory was comprised $ 31,932
−Removed: of finished goods that were available for sale and $ 12,522
+Added: of September 30, 2024, the Company’s inventory was comprised $ 24,812 of finished goods that were available for sale and $ 17,500
of raw material and work in process.
−Removed: As of December 31, 2023, the Company’s inventory was comprised of $ 33,902
−Removed: of finished goods that were available for sale and $ 14,040 of
−Removed: raw material and work in process.
+Added: As of December 31, 2023, the Company’s inventory was comprised of $ 33,902 of finished goods
+Added: that were available for sale and $ 14,040 of raw material and work in process.
CURRENCY TRANSLATION
−Removed: Transaction (losses) gains attributable to foreign
−Removed: exchange were $ ( 15 )
−Removed: and $ ( 45 ) during
−Removed: the three and six months ended June 30, 2024, respectively.
−Removed: Transaction (losses) gains attributable to foreign exchange were $ ( 1,026 )
−Removed: and $ 781 during
−Removed: the three and six months ended June 30, 2023, respectively.
−Removed: Transaction gains and losses attributable to foreign exchange are included within general and administrative expenses
−Removed: on the condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023.
+Added: losses attributable to foreign exchange were $ 389
+Added: during the three and nine months ended September
+Added: 30, 2024, respectively.
+Added: Transaction gains attributable to foreign exchange were $ 144
+Added: during the three and nine months ended September
+Added: 30, 2023, respectively.
+Added: Transaction gains and losses attributable to foreign exchange are included within general and administrative
+Added: expenses on the condensed consolidated statements of operations for the three and nine months ended September 30, 2024 and 2023.
HELD FOR SALE
6 unchanged sentences
square feet of office space in Miami Beach, Florida.
−Removed: The asset is included within property and equipment on the condensed consolidated balance sheet as of
−Removed: June 30, 2024.
−Removed: The asset’s carrying value was $ 3,675
−Removed: as of June 30, 2024, and December 31, 2023, respectively.
+Added: The asset is included within property and equipment on the condensed consolidated balance sheet as of September 30, 2024.
+Added: carrying value was $ 3,781 and
+Added: of September 30, 2024 and December 31, 2023, respectively.
+Added: The Company recorded a loss on sale of $ 459 within general and administrative expenses during the three and nine
+Added: months ended September 30, 2024.
+Added: Subsequent to September 30, 2024, the Company completed the sale of its office
+Added: space in Miami Beach, Florida for approximately $ 3,425
Underperforming
−Removed: During the first quarter of 2024, the Company’s Board of Directors approved a plan to sell a subsidiary’s
−Removed: underperforming assets.
−Removed: On April 30, 2024, the Company entered into an agreement to sell the subsidiary’s installed and inventory
−Removed: charging units and the associated agreements with existing customers, hosts, and drivers.
−Removed: This transaction was completed and funded on
−Removed: July 3, 2024.
−Removed: As a result, the Company recorded an estimated loss of $ 119 and $ 683 for the three and six months ended June 30, 2024, respectively,
−Removed: which is included in operating expenses on the accompanying condensed consolidated statements of operations.
−Removed: The Company elected not to
−Removed: present this underperforming subsidiary as discontinued operations because it is immaterial to the Company’s condensed consolidated
−Removed: financial statements.
+Added: the first quarter of 2024, the Company’s Board of Directors approved a plan for the sale of underperforming assets of a subsidiary.
+Added: On April 30, 2024, the Company entered into an agreement to sell installed and inventory charging units and the associated agreements
+Added: with existing customers, hosts, and drivers.
+Added: This transaction was completed and funded on July 3, 2024.
+Added: As a result, the Company recorded
+Added: a loss of $ 262 and $ 945 for the three and nine months ended September 30, 2024, respectively, which is included in operating expenses
+Added: on the accompanying condensed consolidated statements of operations.
+Added: The Company elected not to present this underperforming subsidiary
+Added: as discontinued operations because it is not material to the Company’s condensed consolidated financial statements.
TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
9 unchanged sentences
Network fees are billed annually.
−Removed: Car-sharing services – Relates
−Removed: to revenues attributable to a car-sharing services which provides customers the ability to rent electric vehicles through a
−Removed: subscription service.
−Removed: Grant and rebate –
−Removed: Relates to EV charging stations and their installation are deferred and amortized in a manner consistent with the related depreciation
−Removed: expense of the related asset over their useful lives over the useful life of the charging station.
+Added: services – Relates to revenues attributable to a car-sharing services which provides customers the ability to rent electric
+Added: vehicles through a subscription service.
– Other revenues are primarily comprised of revenues generated from alternative fuel credits.
following table summarizes revenue recognized in the condensed consolidated statements of operations:
−Removed: OF REVENUE RECOGNITION BY CONTRACT
+Added: SCHEDULE OF REVENUE RECOGNITION BY CONTRACT
For The Three Months Ended
−Removed: For The Six Months Ended
+Added: For The Nine Months Ended
+Added: September 30,
+Added: September 30,
Revenues - Recognized at a Point in Time
10 unchanged sentences
following table summarizes our revenue recognized in the condensed consolidated statements of operations by geographical area:
−Removed: OF REVENUE RECOGNITION BY GEOGRAPHICAL AREA
+Added: SCHEDULE OF REVENUE RECOGNITION BY GEOGRAPHICAL AREA
For The Three Months Ended
−Removed: For The Six Months Ended
+Added: For The Nine Months Ended
+Added: September 30,
+Added: September 30,
Revenues by Geographical Area
6 unchanged sentences
provision of the related services, the Company records deferred revenue until the performance obligations are satisfied.
−Removed: of June 30, 2024, the Company had $ 28,707
−Removed: related to contract liabilities where performance obligations have not yet been satisfied, which has been included within deferred
−Removed: revenue on the condensed consolidated balance sheets as of June 30, 2024.
−Removed: The Company expects to satisfy $ 15,192
−Removed: of its remaining performance obligations for network fees, warranty revenue, product sales, and other and recognize the revenue
−Removed: within the next twelve months.
+Added: of September 30, 2024, the Company had $ 32,285 related to contract liabilities where performance obligations have not yet been satisfied,
+Added: which has been included within deferred revenue on the condensed consolidated balance sheets as of September 30, 2024.
+Added: The Company expects
+Added: to satisfy $ 16,330 of its remaining performance obligations for network fees, warranty revenue, product sales, and other and recognize
+Added: the revenue within the next twelve months.
Company has elected to apply the practical expedient to expense costs to obtain contracts at the time the liability is incurred when
the expected amortization period is one year or less.
−Removed: the three and six months ended June 30, 2024, the Company recognized $ 2,624
−Removed: of revenues, respectively, related to network
−Removed: fees and warranty contracts, which were included in deferred revenues as of December 31, 2023.
−Removed: During the three and six months ended
−Removed: June 30, 2024, there was no
−Removed: revenue recognized from performance obligations
−Removed: satisfied (or partially satisfied) in previous periods as specified by ASC 606-10-50-12A.
+Added: the three and nine months ended September 30, 2024, the Company recognized $ 2,860
+Added: of revenues, respectively, related to network fees and warranty contracts, which were included in deferred revenues as of December
+Added: During the three and nine months ended September 30, 2024, there was no
+Added: revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods as specified by ASC
+Added: 606-10-50-12A.
TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
7 unchanged sentences
useful lives over the useful life of the charging station.
−Removed: During the three months ended June 30, 2024 and 2023, the Company recorded
−Removed: $ 52 and $ 188 , respectively, related to grant and rebate revenue.
−Removed: During the six months ended June 30, 2024 and 2023, the Company recorded
−Removed: $ 635 and $ 237 , respectively, related to grant and rebate revenue.
−Removed: During the three months ended June 30, 2024 and 2023, the Company recognized
−Removed: $ 31 and $ 52 respectively, of revenue related to alternative fuel credits.
−Removed: During the six months ended June 30, 2024 and 2023, the Company
−Removed: recognized $ 75 and $ 103 , respectively, of revenue related to alternative fuel credits.
−Removed: services is accounted for under ASC Topic 842, Leases, and pertains to revenues and expenses related to a car-sharing services
−Removed: agreement with the City of Los Angeles which allows customers the ability to rent electric vehicles through a subscription service.
−Removed: Company accounts for such rentals as operating leases.
−Removed: The lease terms are included in the Company’s contracts, and the determination
−Removed: of whether the Company’s contracts contain leases generally does not require significant assumptions or judgments.
+Added: During the three months ended September 30, 2024 and 2023, the Company recognized
+Added: respectively, of revenue related to alternative
+Added: fuel credits.
+Added: During the nine months ended September 30, 2024 and 2023, the Company recognized $ 192
+Added: respectively, of revenue related to alternative fuel credits.
+Added: services is accounted for under ASC Topic 842, Leases, and pertains to revenues and expenses related to a car-sharing services agreement
+Added: with the City of Los Angeles which allows customers the ability to rent electric vehicles through a subscription service.
+Added: accounts for such rentals as operating leases.
+Added: The lease terms are included in the Company’s contracts, and the determination of
+Added: whether the Company’s contracts contain leases generally does not require significant assumptions or judgments.
The Company’s
12 unchanged sentences
is typically rented for the majority of the time that the Company owns it.
−Removed: The Company recognizes
−Removed: revenue over the contractual period of performance of the subscription which are short term in nature.
−Removed: During the three months ended
−Removed: June 30, 2024 and 2023, the Company recognized $ 1,202 and $ 957 , respectively, related to
−Removed: car-sharing services revenue.
−Removed: During the six months ended June 30, 2024 and 2023, the Company recognized $ 2,299 and
−Removed: $ 1,209 , respectively, related to car-sharing services revenue.
+Added: The Company recognizes revenue over the contractual period
+Added: of performance of the subscription which are short term in nature.
CONCENTRATIONS
−Removed: the three months ended June 30, 2024 and 2023, sales to a significant customer represented 16 %
−Removed: and less than 10% of total revenue, respectively.
−Removed: During the three months ended June 30, 2024 and 2023, sales to another significant
−Removed: customer represented 12 %
−Removed: and 0 % of total revenue, respectively.
−Removed: During the three months ended June 30, 2024 and 2023, the Company made purchases from a
−Removed: significant supplier that represented 21 %
+Added: the three months ended September 30, 2024, sales to a significant customer represented 16 %
+Added: of total revenue.
+Added: the three months ended September 30, 2024 and 2023, the Company made purchases from a significant supplier that represented less
+Added: than 10 % and 17 %
of total purchases, respectively.
−Removed: the six months ended June 30, 2024 and 2023, the Company made purchases from a significant supplier that represented 18 %
+Added: During the nine months ended September 30, 2024 and 2023, the Company made purchases from the same significant supplier
+Added: that represented 15 %
of total purchases, respectively.
−Removed: As of June 30, 2024, accounts receivable from a significant customer represented 10 %
−Removed: of total accounts receivable.
−Removed: As of June 30, 2024, accounts payable to two significant vendors represented 19 %
+Added: As of September 30, 2024, accounts payable to a significant vendor represented 10 %
of total accounts payable.
−Removed: As of December 31, 2023, accounts payable to two significant vendors
−Removed: were approximately 16 %
+Added: As of December 31, 2023, accounts payable to two significant vendors were approximately 16 %
of total accounts payable.
RECLASSIFICATIONS
−Removed: Certain prior year balances have been reclassified to conform to the current year presentation.
−Removed: These reclassifications
−Removed: have no effect on previously reported results of operations or loss per share.
+Added: prior year balances have been reclassified in order to conform to current year presentation.
+Added: These reclassifications have no effect on
+Added: previously reported results of operations or loss per share.
LOSS PER COMMON SHARE
7 unchanged sentences
SCHEDULE OF OUTSTANDING DILUTED SHARES EXCLUDED FROM DILUTED LOSS PER SHARE COMPUTATION
−Removed: For the Three and Six Months Ended
+Added: For the Three and Nine Months Ended
+Added: September 30,
+Added: Restricted stock units
Total potentially dilutive shares
+Added: ISSUED ACCOUNTING STANDARDS
+Added: In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03 to require more detailed information about specified categories of expenses (purchases
+Added: of inventory, employee compensation, depreciation, amortization, and depletion) included in certain expense captions presented on
+Added: the face of the income statement.
+Added: This ASU is effective for fiscal years beginning after December 15, 2026, and for interim periods
+Added: within fiscal years beginning after December 15, 2027.
+Added: Early adoption is permitted.
+Added: The amendments may be applied either (1)
+Added: prospectively to financial statements issued for reporting periods after the effective date of this ASU or (2) retrospectively to
+Added: all prior periods presented in the financial statements.
+Added: The Company is currently evaluating the impact of adopting this guidance on
+Added: its condensed consolidated financial statements and related disclosures.
TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
thousands except for share and per share amounts)
−Removed: NOTES PAYABLE
+Added: IMPAIRMENT OF GOODWILL
+Added: the three months ended September 30, 2024, the Company considered the decline in its stock price to be an indicator of impairment and,
+Added: accordingly, performed a quantitative impairment assessment of its goodwill.
+Added: This assessment involved comparing the estimated fair value
+Added: of each of its reporting units to the reporting unit’s carrying value, inclusive of the goodwill balance allocated to the reporting
+Added: of the fair value of each reporting unit involved the projection of discounted future cash flows using certain assumptions that are subjective
+Added: in nature, including assumptions related to historical and market growth rates and gross margin improvements, as well as future operating
+Added: expense synergies and optimization, among other factors.
+Added: Based on its analysis, the Company determined that the carrying value exceeded
+Added: the estimated fair value as of September 30, 2024 in certain reporting units.
+Added: Consequently, the Company recognized a goodwill impairment
+Added: charge of $ 69,111 during the three and nine months ended September 30, 2024 in the condensed consolidated statements of operations.
+Added: Company recognized a goodwill impairment charge of $ 89,087 during the three and nine months ended September 30, 2023 in the condensed
+Added: consolidated statements of operations.
+Added: fair value measurements used in the evaluation described above are considered to be Level 3 valuations within the fair value hierarchy,
+Added: as the measurements involve projections of discounted future cash flows, which are derived from unobservable assumptions, the most subjective
+Added: of which are the discount rates for each respective reporting unit.
+Added: The discount rate used in for all reporting units ranged from 19.50 %
+Added: to 23.50 % during the three and nine months ended September 30, 2024.
+Added: The discount rate used for all reporting units ranged from 20 %
+Added: to 22.5 % during the three and nine months ended September 30, 2023.
+Added: on its analysis, the Company determined that the Legacy Blink reporting unit’s carrying value exceeded the estimated fair value
+Added: as of September 30, 2024.
+Added: Consequently, the Company recognized a goodwill impairment charge of $69,111 during the three and nine months
+Added: ended September 30, 2024 in the condensed consolidated statements of operations.
+Added: a result of the impairment analysis it was determined that the Mobility reporting unit qualifies as “at risk” for impairment.
+Added: The Company quantitatively defines “at risk” as a percentage of the excess of the reporting unit’s fair value over
+Added: its carrying amount that is less than 10%.
+Added: An “at risk” reporting unit qualitatively represents a reporting unit with
+Added: a higher degree of uncertainty of the reporting unit’s ability to meet its forecasted cash flows based upon revenue growth rate
+Added: and operating margin assumptions relied upon in the estimation of its fair value.
+Added: As of September 2024, the Mobility reporting unit’s
+Added: carrying value exceeded its fair value by approximately 4%.
+Added: The goodwill attributable to the Mobility reporting unit as of September
+Added: 30, 2024 was $27,536.
+Added: in goodwill during the nine months ended September 30, 2024 were as follows:
+Added: SCHEDULE OF GOODWILL
+Added: Beginning balance January 1, 2024
+Added: Impairment of goodwill
+Added: Ending balance September 30, 2024
+Added: CONSIDERATION PAYABLE
- NOTES PAYABLE
−Removed: the six months ended June 30, 2024, the Company repaid the remaining principal balance of $ 31,354 due under its SemaConnect acquisition promissory note, together with an additional $ 1,139 of accrued interest.
+Added: the nine months ended September 30, 2024, the Company repaid the remaining principal balance of $ 31,354
+Added: due under this note as well as paid $ 1,139
+Added: of accrued interest.
+Added: The amounts were previously included within consideration payable on the condensed consolidated balance sheets.
- NOTES PAYABLE
−Removed: the six months ended June 30, 2024, the Company repaid the remaining principal balance of $ 6,527 due
−Removed: under this note as well as paid
+Added: the nine months ended September 30, 2024, the Company repaid the remaining principal balance of $ 6,527
+Added: due under this note as well as paid $ 297
of accrued interest.
+Added: The amounts were previously
+Added: included within consideration payable on the condensed consolidated balance sheets.
+Added: Changes in consideration payable during the nine months
+Added: ended September 30, 2024 were as follows:
+Added: OF CHANGES IN CONSIDERATION PAYABLE
+Added: Beginning balance January 1, 2024
+Added: Repayment of Semaconnect note
+Added: Repayment of Envoy note
+Added: Change in fair value of consideration payable
+Added: Ending balance September 30, 2024
+Added: See Note 8 – Fair Value Measurement for additional information.
+Added: TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: thousands except for share and per share amounts)
STOCKHOLDERS’ EQUITY
AT-THE-MARKET
−Removed: the six months ended June 30, 2024, the Company sold an aggregate of 8,177,472 shares of common stock aggregate gross proceeds of $ 25,651 ,
−Removed: less issuance costs of $ 581 , for net proceeds of $ 25,070 .
−Removed: the six months ended June 30, 2024, the Company issued an aggregate of 837
−Removed: shares of common stock
−Removed: for services to an employee with an issuance date fair value of $ 2
−Removed: and will be recognized ratably over the vesting term.
−Removed: On the grant date 279
−Removed: shares vested immediately, 279
−Removed: shares vested on April 1, 2024, and the remaining 279
−Removed: shares will vest on April 1, 2025.
−Removed: Expenses related to this award are included within compensation expense on the condensed consolidated
−Removed: statements of operations.
−Removed: the six months ended June 30, 2024, the Company issued an aggregate of 70,665
−Removed: shares of common stock upon vesting of restricted
+Added: September 2, 2022, the Company entered into a Sales Agreement (the “Sales Agreement”) with Barclays Capital Inc., BofA Securities,
+Added: Inc., HSBC Securities (USA) Inc., ThinkEquity LLC, H.C.
+Added: Wainwright & Co., LLC and Roth Capital Partners, LLC, as our sales agents
+Added: (collectively, the “Agents”) to conduct an at-the-market (“ATM”) equity offering program, pursuant to which we
+Added: may publicly issue and sell from time to time shares of our common stock having an aggregate offering price of up to $ 250,000
+Added: through the Agents.
+Added: On November 16, 2023, we
+Added: entered into an Amendment to the Sales Agreement, effective as of November 2, 2023 (the “Amendment”), with the Agents.
+Added: Amendment revised the term “Registration Statement,” as used in the Sales Agreement, to our new shelf registration statement
+Added: on Form S-3, as amended (File No.
+Added: 333-275123), and revised the term “Prospectus Supplement,” as used in the Sales Agreement,
+Added: to our prospectus supplement dated November 2, 2023, relating to the ATM equity offering program contemplated by the Sales Agreement.
+Added: During the nine months ended September 30, 2024, the Company sold an aggregate of 8,177,472 shares
+Added: of common stock aggregate gross proceeds of $ 25,651 ,
+Added: less issuance costs of $ 581 ,
+Added: for net proceeds of $ 25,070 .
+Added: As of September 30, 2024, the Company has approximately $ 100,000
+Added: available under this
+Added: the nine months ended September 30, 2024, the Company issued an aggregate of 837 shares of common stock for services to an employee with
+Added: an issuance date fair value of $ 2 and will be recognized ratably over the vesting term.
+Added: On the grant date , 279 shares vested immediately,
+Added: 279 shares vested on April 1, 2024, and the remaining 279 shares will vest on April 1, 2025.
+Added: Expenses related to this award are included
+Added: within compensation expense on the condensed consolidated statements of operations.
+Added: the nine months ended September 30, 2024, the Company issued an aggregate of 157,870 shares of common stock upon vesting of restricted
stock units to employees for services with an aggregate grant date fair value of $ 1,455 .
−Removed: Expenses related to this award were included within compensation expense on the condensed consolidated statements of operations.
−Removed: Company recognized stock-based compensation expense related to common stock, stock options and warrants for the three months and six
−Removed: months ended June 30, 2024, $ 1,033 and $ 1,950 respectively, which is included within compensation expense on the condensed consolidated
+Added: Expenses related to this award were included
+Added: within compensation expense on the condensed consolidated statements of operations.
+Added: Company recognized stock-based compensation expense related to common stock, stock options and warrants for the three months and nine
+Added: months ended September 30, 2024, $ 927 and $ 2,877 respectively, which is included within compensation expense on the condensed consolidated
statements of operations.
The Company recognized stock-based compensation expense related to common stock, stock options and warrants
−Removed: for the three and six months ended June 30, 2023 of $ 7,775 and $ 19,439 , respectively, which is included within compensation expense on
−Removed: the condensed consolidated statements of operations.
−Removed: As of June 30, 2024, there was $ 3,542 of unrecognized stock-based compensation expense
−Removed: that will be recognized over the weighted average remaining vesting period of 1.2 years.
−Removed: the six months ended June 30, 2024, the Company granted an aggregate of 758,549
−Removed: shares of restricted
−Removed: stock with an aggregate grant date fair value of $ 2,133
−Removed: which will be recognized
−Removed: ratably over the vesting terms.
−Removed: The restricted stock has vesting dates ranging from April
−Removed: 15, 2024 to June 30, 2027 .
−Removed: Expenses related to this award are included within compensation expense on the condensed consolidated statements of operations.
−Removed: TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: thousands except for share and per share amounts)
+Added: for the three and nine months ended September 30, 2023 of $ 1,104 and $ 20,543 , respectively, which is included within compensation expense
+Added: on the condensed consolidated statements of operations.
+Added: As of September 30, 2024, there was $ 3,371 of unrecognized stock-based compensation
+Added: expense that will be recognized over the weighted average remaining vesting period of 1.07 years.
+Added: the nine months ended September 30, 2024, the Company granted an aggregate of 758,549 shares of restricted stock with an aggregate grant
+Added: date fair value of $ 2,133 which will be recognized ratably over the vesting terms.
+Added: The restricted stock has vesting dates ranging from
+Added: April 15, 2024 to June 30, 2027 .
+Added: Expenses related to this award are included within compensation expense on the condensed consolidated
+Added: statements of operations.
RELATED PARTY TRANSACTIONS
−Removed: Company and a group of three Cyprus
−Removed: entities entered into a shareholders’ agreement on February 11, 2019, pertaining to the parties’ respective
+Added: Company and a group of three
+Added: Cyprus entities entered into a shareholders’ agreement on February 11, 2019, pertaining to the parties’ respective
shareholdings in a new joint venture entity, Blink Charging Europe Ltd.
8 unchanged sentences
obligation to fund the Entity’s future operations is limited to the Company’s 40 %
−Removed: During the three and six months ended June 30, 2024, the Company recognized sales of $ 182 to
−Removed: No sales to Hellas were recognized during the three and six months ended June 30, 2023.
−Removed: In addition, the Company had
−Removed: accounts receivable of $ 183 and
−Removed: of June 30, 2024, and December 31, 2023.
−Removed: In addition, as of June 30, 2024, and December 31, 2023, the Company had a payable of
−Removed: approximately $ 164 and
+Added: During the three and nine months ended September 30, 2024, the Company recognized sales of $ 36
respectively, to Hellas.
+Added: No sales to Hellas were recognized during the three and nine months ended September 30, 2023.
+Added: the Company had accounts receivable of $ 34
+Added: of September 30, 2024, and December 31, 2023.
+Added: In addition, as of September 30, 2024, and December 31, 2023, the Company had a
+Added: payable of approximately $ 172
+Added: respectively, to Hellas.
Furthermore, the Company has provided working capital of $ 274 and
−Removed: the six months ended June 30, 2024 and 2023, respectively, to Hellas.
−Removed: The Company has written off this working capital contribution,
−Removed: since the Company’s proportion of Hellas’s net losses exceeds the working capital contribution.
+Added: for the nine months ended September 30, 2024 and 2023, respectively, to Hellas.
+Added: The Company has written off this working capital
+Added: contribution, since the Company’s proportion of Hellas’s net losses exceeds the working capital contribution.
Company determined that the Entity is a variable interest entity;
−Removed: however, the Company does not have a controlling financial
−Removed: interest and, as a result, the Company is not required to consolidate the Entity and instead has applied equity method accounting to
−Removed: its investment in the Entity.
−Removed: From inception through June 30, 2024, the Entity has not generated net income and, as a result,
−Removed: pursuant to ASC 323, the Company has not recorded a gain or loss on its equity method investment in the Entity during the three and
−Removed: six months ended June 30, 2024 and 2023.
+Added: however, the Company does not have a controlling financial interest
+Added: and, as a result, the Company is not required to consolidate the Entity and instead has applied equity method accounting to its investment
+Added: in the Entity.
+Added: From inception through September 30, 2024, the Entity has not generated net income and, as a result, pursuant to ASC 323,
+Added: the Company has not recorded a gain or loss on its equity method investment in the Entity during the three and nine months ended September
+Added: 30, 2024 and 2023.
CHARGING UK LIMITED
−Removed: of June 30, 2024, several close family members of a senior management employee are providing services to Blink Charging UK Limited.
−Removed: the three and six months ended June 30, 2024, these related parties collectively provided services worth $ 35
−Removed: respectively, to Blink Charging UK Limited.
−Removed: For the three and six months ended June 30, 2023, these related parties have collectively
−Removed: provided services worth $ 39
+Added: of September 30, 2024, several close family members of a senior management employee are providing services to Blink Charging UK Limited.
+Added: For the three and nine months ended September 30, 2024, these related parties have collectively provided services worth $ 68 and $ 185 ,
respectively, to Blink Charging UK Limited.
−Removed: These expenses are included within general and administrative expenses on the condensed
−Removed: consolidated statements of operations for the three and six months ended June 30, 2024 and 2023.
+Added: For the three and nine months ended September 30, 2023, these related parties have collectively
+Added: provided services worth $ 119 and $ 244 , respectively, to Blink Charging UK Limited.
+Added: These expenses are included within general and administrative
+Added: expenses on the condensed consolidated statements of operations for the three and nine months ended September 30, 2024 and 2023.
TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
thousands except for share and per share amounts)
−Removed: operating lease expenses for the three and six months ended June 30, 2024 were $ 347
−Removed: and $ 1,135 ,
−Removed: respectively, and for the three and six months ended June 30, 2023 were $ 655
−Removed: and $ 1,149 ,
−Removed: respectively, which were recorded in other operating expenses on the condensed consolidated statements of operations.
−Removed: lease expenses consist of rent expense, common area maintenance adjustments and other expenses.
−Removed: of June 30, 2024, the Company did not have additional operating and financing leases that have not yet commenced.
−Removed: As of June 30,
−Removed: 2024, the Company had $ 168
−Removed: of right-of-use assets that were classified as financing leases for vehicles associated with the operations of Blink Mobility and
−Removed: are included as a component of property and equipment on the condensed consolidated balance sheet as of June 30, 2024.
−Removed: As of December 31, 2023, the Company had $ 697 of right-of-use assets that were classified as financing leases
−Removed: for vehicles associated with Blink Mobility’s operations and are included as a property and equipment component on the
−Removed: consolidated balance sheet as of December 31, 2023.
−Removed: the three and six months ended June 30, 2024, the Company recorded $ 13 and $ 23 , respectively, of interest expense related to finance
+Added: operating lease expenses for the three and nine months ended September 30, 2024 were $ 540 and $ 1,675 , respectively, and for the three
+Added: and nine months ended September 30, 2023 were $ 578 and $ 1,727 , respectively, which were recorded in other operating expenses on the condensed
+Added: consolidated statements of operations.
+Added: Operating lease expenses consist of rent expense, common area maintenance adjustments and other
+Added: of September 30, 2024, the Company did not have additional operating and financing leases that have not yet commenced.
+Added: As of September
+Added: 30, 2024, the Company had $ 154 of right-of-use assets that were classified as financing leases for vehicles associated with the operations
+Added: of Blink Mobility and are included as a component of property and equipment on the condensed consolidated balance sheet as of September
+Added: As of December 31, 2023, the Company had $ 697 of right-of-use assets that were classified as financing leases for vehicles
+Added: associated with the operations of Blink Mobility and are included as a component of property and equipment on the consolidated balance
+Added: sheet as of December 31, 2023.
+Added: the three and nine months ended September 30, 2024, the Company recorded $ 6 and $ 29 , respectively, of interest expense related to finance
leases, which were recorded within interest expense on the condensed consolidated statements of operations.
−Removed: During the three and six
−Removed: months ended June 30, 2023, the Company recorded $ 106 and $ 116 , respectively, of interest expense related to finance leases.
−Removed: the three and six months ended June 30, 2024 the Company recorded amortization expense of $ 489 and $ 536 respectively, related to finance
−Removed: During the three and six months ended June 30, 2023, the Company recorded amortization expense of $ 353 and $ 522 related to finance
−Removed: These expenses were included within depreciation and amortization expense on the condensed consolidated statements
−Removed: of operations for the three and six months June 30, 2024 and 2023.
+Added: During the three and nine
+Added: months ended September 30, 2023, the Company recorded $ ( 1 ) and $ 115 , respectively, of interest (benefit) expense related to finance leases.
+Added: the three and nine months ended September 30, 2024 the Company recorded amortization expense of $ 174 and
+Added: $ 710 respectively,
+Added: related to finance leases.
+Added: During the three and nine months ended September 30, 2023, the Company recorded amortization expense of
+Added: $ 916 related
+Added: to finance leases.
+Added: These expenses were included within depreciation and amortization expense on the condensed consolidated
+Added: statements of operations for the three and nine months ended September 30, 2024 and 2023.
cash flows information related to leases was as follows:
OF SUPPLEMENTAL CASH FLOWS INFORMATION RELATED TO LEASES
−Removed: For The Six Months Ended
+Added: For The Nine Months Ended
+Added: September 30,
Cash paid for amounts included in the measurement of lease liabilities:
1 unchanged sentence
Cash paid for amounts included in the measurement of lease liabilities:
−Removed: Operating cash flows from operating leases
+Added: cash flows from operating leases
Financing cash flows from finance leases
Cash paid for amounts included in the measurement of lease liabilities:
−Removed: Financing cash flows from finance leases
+Added: cash flows from finance leases
Right-of-use assets obtained in exchange for lease obligations:
1 unchanged sentence
Right-of-use assets obtained in exchange for lease obligations:
−Removed: Operating leases
Finance leases
7 unchanged sentences
Finance leases
−Removed: minimum payments under non-cancellable leases as of June 30, 2024 were as follows:
+Added: minimum payments under non-cancellable leases as of September 30, 2024 were as follows:
OF FUTURE MINIMUM LEASE PAYMENTS
10 unchanged sentences
For the Three Months Ended
−Removed: For the Six Months Ended
+Added: For the Nine Months Ended
+Added: September 30,
+Added: September 30,
Risk-free interest rate
4 unchanged sentences
Expected dividend yield
−Removed: following table sets forth a summary of the changes in the fair value of Level 3 warrant and consideration payable liabilities that
−Removed: are measured at fair value on a recurring basis:
+Added: following table sets forth a summary of the changes in the fair value of Level 3 warrant and consideration payable liabilities that are
+Added: measured at fair value on a recurring basis:
OF CHANGES IN FAIR VALUE OF LEVEL 3 WARRANT LIABILITIES MEASURED AT RECURRING BASIS
2 unchanged sentences
Change in fair value of consideration payable
−Removed: Ending balance as of June 30,
+Added: Ending balance as of September 30,
Warrant Liability
1 unchanged sentence
Change in fair value of warrant liability
−Removed: Ending balance as of June 30,
−Removed: common stock consideration payable is recorded at fair value of $ 20,565
−Removed: as of June 30, 2024
−Removed: and December 31, 2023, respectively, and is included within consideration payable on the condensed consolidated balance sheets.
−Removed: uses a probability-weighted discounted cash flow approach as a valuation technique to determine the fair value of the common stock consideration
−Removed: payable on the acquisition date and at each reporting period.
−Removed: The significant unobservable inputs used in the fair value measurements
−Removed: are the probability outcome percentages that are assigned to each scenario.
−Removed: Significant increases or decreases to either of these inputs
−Removed: in isolation could result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the
−Removed: common stock consideration liability.
+Added: Ending balance as of September 30,
+Added: common stock consideration payable is recorded at fair value of $ 20,929 and $ 18,118 as of September 30, 2024 and December 31, 2023, respectively,
+Added: and is included within consideration payable on the condensed consolidated balance sheets.
+Added: The Company uses a probability-weighted discounted
+Added: cash flow approach as a valuation technique to determine the fair value of the common stock consideration payable on the acquisition
+Added: date and at each reporting period.
+Added: The significant unobservable inputs used in the fair value measurements are the probability outcome
+Added: percentages that are assigned to each scenario.
+Added: Significant increases or decreases to either of these inputs in isolation could result
+Added: in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the common stock consideration
and liabilities measured at fair value on a recurring basis are as follows:
OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE RECURRING AND NONRECURRING BASIS
−Removed: June 30, 2024
+Added: September 30, 2024
Alternative fuel credits
12 unchanged sentences
COMMITMENTS AND CONTINGENCIES
+Added: PURCHASE COMMITMENTS
+Added: As of September 30, 2024, the Company
+Added: had purchase commitments of approximately $ 2,300 which will become payable upon the suppliers’ service of warranty contracts.
DISPUTES AND SETTLEMENTS
−Removed: may be subject to lawsuits, investigations, intellectual property matters, claims and proceedings, including, but not limited to, contractual
−Removed: disputes with vendors and customers and liabilities related to employment, health and safety matters that may arise in the ordinary course
+Added: Company may be subject to lawsuits, investigations, intellectual property matters, claims and proceedings, including, but not limited
+Added: to, contractual disputes with vendors and customers and liabilities related to employment, health and safety matters that may arise in
+Added: the ordinary course of business.
The Company accrues for losses that are both probable and reasonably estimable.
−Removed: Loss contingencies are subject to significant
−Removed: uncertainties and, therefore, determining the likelihood of a loss and/or the measurement of any loss can be complex and subject to change.
−Removed: believes it has recorded adequate provisions for any such lawsuits, investigations, claims, and proceedings as of June 30, 2024, and the
−Removed: Company believes it was not reasonably possible that a material loss had been incurred in excess of the amounts recognized in the condensed
−Removed: consolidated financial statements.
−Removed: Given the inherent uncertainties of litigation, the ultimate outcome of the ongoing matters described
−Removed: herein cannot be predicted with certainty.
−Removed: While litigation is inherently unpredictable, the Company believes it has valid defenses with
−Removed: respect to the legal matters pending against it.
−Removed: However, future events or circumstances, currently unknown to management, may potentially
−Removed: have a material effect on the Company’s financial position, liquidity or results of operations in any future reporting period.
−Removed: 2020, a purported securities class action lawsuit, captioned Bush v.
+Added: Loss contingencies are
+Added: subject to significant uncertainties and, therefore, determining the likelihood of a loss and/or the measurement of any loss can be complex
+Added: and subject to change.
+Added: Company believes it has recorded adequate provisions for any such lawsuits, investigations, claims, and proceedings as of September 30,
+Added: 2024, and the Company believes it was not reasonably possible that a material loss had been incurred in excess of the amounts recognized
+Added: in the condensed consolidated financial statements.
+Added: Given the inherent uncertainties of litigation, the ultimate outcome of the ongoing
+Added: matters described herein cannot be predicted with certainty.
+Added: While litigation is inherently unpredictable, the Company believes it has
+Added: valid defenses with respect to the legal matters pending against it.
+Added: However, future events or circumstances, currently unknown to management,
+Added: may potentially have a material effect on the Company’s financial position, liquidity or results of operations in any future reporting
+Added: August 2020, a purported securities class action lawsuit, captioned Bush v.
Blink Charging Co.
et al., Case No.
−Removed: 20-cv-23527, was filed in
−Removed: the United States District Court for the Southern District of Florida against the Company, Michael Farkas (Blink’s former
−Removed: Chairman of the Board and Chief Executive Officer), and Michael Rama (Blink’s Chief Financial Officer) (the “Bush
+Added: 20-cv-23527, was filed
+Added: in the United States District Court for the Southern District of Florida against the Company, Michael Farkas (Blink’s former Chairman
+Added: of the Board and Chief Executive Officer), and Michael Rama (Blink’s Chief Financial Officer) (the “Bush Lawsuit”).
In September 2020, another purported securities class action lawsuit, captioned Vittoria v.
Blink Charging Co.
−Removed: al., Case No.
−Removed: 20-cv-23643, was filed in the United States District Court for the Southern District of Florida against the same
−Removed: defendants and seeking to recover the same alleged damages.
−Removed: Following consolidation of the two actions and the court appointing
−Removed: Tianyou Wu, Alexander Yu and H.
−Removed: Marc Joseph to serve as the Co-Lead Plaintiffs, the Co-Lead Plaintiffs filed an Amended Complaint in
−Removed: February 2021.
−Removed: The Amended Complaint alleged, among other things, that the defendants made false or misleading statements about the
−Removed: size and functionality of the Blink Network and asserted claims under Sections 10(b) and 20(a) of the Securities Exchange Act of
−Removed: In April 2021, Blink and the other defendants filed a motion to dismiss the Amended Complaint.
−Removed: In November 2023, the court
−Removed: dismissed Co-Lead Plaintiffs’ claims relating to the size of Blink’s charging network and denied the remainder of the
−Removed: motion to dismiss.
−Removed: Following a mediation in April 2024, the parties agreed to the terms of a settlement, which is subject to final
−Removed: court approval.
−Removed: As part of the settlement, the Defendants agreed to pay $ 3,750 (inclusive of attorneys’ fees and administrative costs) in
−Removed: exchange for the dismissal with prejudice of all claims.
−Removed: On July 2, 2024, Co-Lead Plaintiffs filed an unopposed motion for
−Removed: preliminary approval of the settlement.
−Removed: On July 9, 2024, the court (i) granted the motion, (ii) certified a settlement class, for
−Removed: settlement purposes only, of investors who purchased or otherwise acquired Blink’s common stock between March 6, 2020 and
−Removed: August 19, 2020, (iii) preliminarily approved the settlement, and (iv) set a final settlement hearing for October 23, 2024.
−Removed: settlement amount has been paid by the Company’s Directors’ and Officers’ insurance policies.
−Removed: 2020, a shareholder derivative lawsuit, captioned Klein (derivatively on behalf of Blink Charging Co.) v.
−Removed: Farkas et al., Case No.
−Removed: 19815CA01, was filed in Miami-Dade County Circuit Court seeking to pursue claims belonging to the Company against Blink’s Board
−Removed: of Directors and Michael Rama (the “Klein Lawsuit”).
+Added: et al., Case No.
+Added: was filed in the United States District Court for the Southern District of Florida against the same defendants and seeking to recover
+Added: the same alleged damages.
+Added: Following consolidation of the two actions and the court appointing Tianyou Wu, Alexander Yu and H.
+Added: to serve as the Co-Lead Plaintiffs, the Co-Lead Plaintiffs filed an Amended Complaint in February 2021.
+Added: The Amended Complaint alleged,
+Added: among other things, that the defendants made false or misleading statements about the size and functionality of the Blink Network and
+Added: asserted claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934.
+Added: In April 2021, Blink and the other defendants
+Added: filed a motion to dismiss the Amended Complaint.
+Added: In November 2023, the court dismissed Co-Lead Plaintiffs’ claims relating to the
+Added: size of Blink’s charging network and denied the remainder of the motion to dismiss.
+Added: Following a mediation in April 2024, the parties
+Added: agreed to the terms of a settlement in which the Defendants agreed to pay $3,750 (inclusive of attorneys’ fees and administrative
+Added: costs) in exchange for the dismissal with prejudice of all claims.
+Added: On October 21, 2024, the Court held a final settlement hearing, approved
+Added: the settlement, dismissed the Bush Lawsuit with prejudice, and closed the case.
+Added: The full settlement amount has been paid by
+Added: the Company’s Directors’ and Officers’ insurance policies.
+Added: September 2020, a shareholder derivative lawsuit, captioned Klein (derivatively on behalf of Blink Charging Co.) v.
+Added: Farkas et al., Case
+Added: 20- 19815CA01, was filed in Miami-Dade County Circuit Court seeking to pursue claims belonging to the Company against Blink’s
+Added: Board of Directors and Michael Rama (the “Klein Lawsuit”).
Blink is named as a nominal defendant.
−Removed: The Klein Lawsuit asserted that
−Removed: the Director defendants caused Blink to make the statements at issue in the securities class action and, as a result, the Company incurred
−Removed: costs defending against the Bush Lawsuit and other unidentified investigations.
−Removed: The Klein Lawsuit asserted claims against the Director
−Removed: defendants for breach of fiduciary duties and corporate waste and against all of the defendants for unjust enrichment.
−Removed: Klein did not quantify
−Removed: the alleged damages in his complaint, but he sought damages sustained by the Company as a result of the defendants’ alleged breaches
−Removed: of fiduciary duties, corporate governance changes, restitution, and disgorgement of profits from the defendants and attorneys’ fees
−Removed: and other litigation expenses.
−Removed: In December 2020, another shareholder derivative action, captioned Bhatia (derivatively on behalf of Blink
−Removed: Charging Co.) v.
+Added: The Klein Lawsuit asserted
+Added: that the Director defendants caused Blink to make the statements at issue in the securities class action and, as a result, the Company
+Added: incurred costs defending against the Bush Lawsuit and other unidentified investigations.
+Added: The Klein Lawsuit asserted claims against the
+Added: Director defendants for breach of fiduciary duties and corporate waste and against all of the defendants for unjust enrichment.
+Added: did not quantify the alleged damages in his complaint, but he sought damages sustained by the Company as a result of the defendants’
+Added: alleged breaches of fiduciary duties, corporate governance changes, restitution, and disgorgement of profits from the defendants and
+Added: attorneys’ fees and other litigation expenses.
+Added: In December 2020, another shareholder derivative action, captioned Bhatia (derivatively
+Added: on behalf of Blink Charging Co.) v.
Farkas et al., Case No.
−Removed: 20-27632CA01, was filed in Miami-Dade County Circuit Court against the same defendants in the
−Removed: Klein Lawsuit and asserted similar claims, as well as additional claims relating to the Company’s nomination, appointment and hiring
−Removed: of minorities and women and the Company’s decision to retain its outside auditor (the “Bhatia Lawsuit”).
−Removed: In June 2022,
−Removed: the court consolidated the Klein and Bhatia actions under the caption In re Blink Charging Company Stockholder Derivative Litigation,
−Removed: Lead Case No.
+Added: 20-27632CA01, was filed in Miami-Dade County Circuit Court against the same
+Added: defendants in the Klein Lawsuit and asserted similar claims, as well as additional claims relating to the Company’s nomination,
+Added: appointment and hiring of minorities and women and the Company’s decision to retain its outside auditor (the “Bhatia Lawsuit”).
+Added: In June 2022, the court consolidated the Klein and Bhatia actions under the caption In re Blink Charging Company Stockholder Derivative
+Added: Litigation, Lead Case No.
2020-019815-CA-01.
−Removed: The action remains stayed pending the final approval of the settlement in the Bush Lawsuit.
−Removed: wholly and completely disputes the allegations.
−Removed: The Company has retained legal counsel to defend the action vigorously.
−Removed: The Company has
−Removed: not recorded an accrual related to this matter as of June 30, 2024, as it determined that any such loss contingency was either not probable
−Removed: or estimable.
−Removed: 2022, a shareholder derivative lawsuit, captioned McCauley (derivatively on behalf of Blink Charging Co.) v.
−Removed: Farkas et al., Case No.
−Removed: A-22-847894-C,
−Removed: was filed in Clark County, Nevada seeking to pursue claims belonging to the Company against Blink’s Board of Directors and Michael
−Removed: Rama (the “McCauley Lawsuit”).
+Added: The action remains stayed.
+Added: The Company wholly and completely disputes the allegations.
+Added: Company has retained legal counsel to defend the action vigorously.
+Added: The Company has not recorded an accrual related to this matter as
+Added: of September 30, 2024, as it determined that any such loss contingency was either not probable or estimable.
+Added: February 2022, a shareholder derivative lawsuit, captioned McCauley (derivatively on behalf of Blink Charging Co.) v.
+Added: Farkas et al.,
+Added: A-22-847894-C, was filed in Clark County, Nevada seeking to pursue claims belonging to the Company against Blink’s Board
+Added: of Directors and Michael Rama (the “McCauley Lawsuit”).
Blink is named as a nominal defendant.
−Removed: The McCauley Lawsuit asserted similar claims and sought
−Removed: similar damages as the Klein Lawsuit.
−Removed: The action remains stayed pending the final approval of the settlement in the Bush Lawsuit.
−Removed: Company wholly and completely disputes the allegations.
+Added: The McCauley Lawsuit asserted
+Added: similar claims and sought similar damages as the Klein Lawsuit.
+Added: The action remains stayed.
+Added: The Company wholly and completely disputes
+Added: the allegations.
The Company has retained legal counsel to defend the action vigorously.
−Removed: has not recorded an accrual related to this matter as of June 30, 2024, as it determined that any such loss contingency was either not
−Removed: probable or estimable.
−Removed: AND MAINTENANCE- COMPANY OWNED CHARGERS
−Removed: Company estimates an approximate cost of $ 106
−Removed: and $ 600 to repair deployed chargers, which the Company owned as of June 30, 2024 and December 31, 2023, respectively.
+Added: The Company has not recorded an accrual related
+Added: to this matter as of September 30, 2024, as it determined that any such loss contingency was either not probable or estimable.
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.