What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-11-12 compared with 2024-08-09 · 406 added, 343 removed, 313 unchanged (71% of the section changed)

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(together with its subsidiaries,

“Blink” or the “Company”) as of June 30, 2024 and for the three and six months ended June 30, 2024 and 2023 should

be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere in this

Quarterly Report on Form 10-Q.

References in this Management’s Discussion and Analysis of Financial Condition and Results of Operations

to “us,” “we,” “our” and similar terms refer to Blink.

This Quarterly Report contains forward-looking

statements as that term is defined in the federal securities laws.

The events described in forward-looking statements contained in this

Quarterly Report may not occur.

Generally, these statements relate to business plans or strategies, projected or anticipated benefits

or other consequences of our plans or strategies, projected or anticipated benefits from acquisitions to be made by us, or projections

“Blink” or the “Company”) as of September 30, 2024 and for the three and nine months ended September 30, 2024

and 2023 should be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere

in this Quarterly Report on Form 10-Q.

References in this Management’s Discussion and Analysis of Financial Condition and Results

of Operations to “us,” “we,” “our” and similar terms refer to Blink.

This Quarterly Report contains

forward-looking statements as that term is defined in the federal securities laws.

The events described in forward-looking statements

contained in this Quarterly Report may not occur.

Generally, these statements relate to business plans or strategies, projected or anticipated

benefits or other consequences of our plans or strategies, projected or anticipated benefits from acquisitions to be made by us, or projections

involving anticipated revenues, earnings or other aspects of our operating results.

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Typically, our agreement with the Property owner typically lasts five years.

We also own and operate

an EV car-sharing program through our wholly owned subsidiary, Envoy Mobility.

This program allows customers to share EVs through subscription services and charge those cars through our charging stations.

In pursuit of our commitment to fostering the widespread adoption of EVs through the establishment and management

of EV charging infrastructure globally we remain steadfast in our dedication to mitigating climate change.

This dedication is evidenced

by our efforts to diminish greenhouse gas emissions stemming from gasoline-powered vehicles.

To be a leader in the build-out of EV charging

infrastructure and maximize our share of the EV charging market, we have established strategic commercial, municipal, and retail partnerships

also own and operate an EV car-sharing program through our wholly owned subsidiary, Envoy Mobility, Inc.

This program allows customers

to share electric vehicles through subscription services and charge those cars through our charging stations.

pursuit of our commitment to fostering the widespread adoption of EVs through the establishment and management of EV charging infrastructure

on a global scale, we remain steadfast in our dedication to mitigating climate change.

This dedication is evidenced by our efforts to

diminish greenhouse gas emissions stemming from gasoline-powered vehicles With the goal of being a leader in the build-out of EV charging

infrastructure and 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 airports, auto dealers, healthcare/medical,

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have agreements with significant customers, including the United States Postal Service (USPS), Mack Trucks, McArthurGlen, BluePoint,

Mike Albert Fleet Solutions, Royal Farms, John Henry General Store, Moberly Motor Company, Arcos Dorados (McDonald’s Puerto

Rico), AAA, Allegiant Stadium (Las Vegas), Village of Tuckahoe (NY), Miami Beach (FL), Metropolitan Government of Nashville-Davidson

County, and Salt Lake City International Airport, Mitsubishi, Cushman & Wakefield, Triple J, Q-Park, Best Buy, UBS, Bosch

Mexico, Porsche Puerto Rico and Guatemala, Veris Residential, Greystar, Cambium, and the cities of Atlanta (GA), Rockford (IL),

Newton (IA), and Winslow (NJ), Leeds (UK) that expand our potential for unit sales and deployments.

of June 30, 2024, we contracted, sold, or deployed 98,261 chargers, of which 78,105 were on Blink networks

(comprised of 57,722 Level 2 commercial chargers, 1,103 DC commercial chargers, 669 residential chargers, and 18,611 chargers

pending to be commissioned).

Mike Albert Fleet Solutions, Royal Farms, John Henry General Store, Moberly Motor Company, Arcos Dorados (McDonald’s Puerto Rico),

AAA, Allegiant Stadium (Las Vegas), Village of Tuckahoe (NY), Miami Beach (FL), Metropolitan Government of Nashville-Davidson County,

and Salt Lake City International Airport, Mitsubishi, Cushman & Wakefield, Triple J, Q-Park, Best Buy, UBS, Bosch Mexico, Porsche

Puerto Rico and Guatemala, Veris Residential, Greystar, Cambium, and the cities of Atlanta (GA), Rockford (IL), Newton (IA), and Winslow

(NJ), Leeds (UK) that expand our potential for unit sales and deployments.

of September 30, 2024, we contracted, sold or deployed 105,239 chargers, of which 84,696 were on Blink Networks (comprised of 60,164

Level 2 commercial chargers, 1,278 DCFC commercial chargers, 682 residential chargers, and 22,572 chargers pending to be commissioned).

Included on Blink Networks are 6,442 chargers owned by us.

remaining 20,156 were non-networked, on other networks or international sales or deployments (comprised of

3,441 Level 2 commercial chargers, 59 DC Fast Charging chargers, 12,235 residential Level 2 Blink EV

chargers, 2,767 sold for use on other U.S.

The remaining 20,543 were non-networked, on other networks, international

sales, or deployments (comprised of 4,012 Level 2 commercial chargers, 72 DC Fast Charging chargers, 12,267 residential Level 2 Blink

EV chargers, 2,467 sold to other U.S.

networks and, 1,725 sold internationally).

Blink networked chargers

include public and private chargers, as designated by stations owners, and are net of swap-outs, replacement units, and

decommissioned units.

Certain commercial chargers include chargers installed in residential settings for commercial

All chargers, including at all international Blink locations, are categorized based on U.S.

Department of Energy

reflected in our condensed consolidated financial statements as of June 30, 2024, we had cash and cash equivalents of $73,885,

Blink networked chargers include public and private

chargers, as designated by stations owners, and are net of swap-outs, replacement units, and decommissioned units.

Certain commercial

chargers include chargers installed in residential settings for commercial purposes.

All chargers, including at all international

Blink locations, are categorized based on US Department of Energy guidelines.

reflected in our condensed consolidated financial statements as of September 30, 2024, we had cash and cash equivalents of $ 64,584 ,

working capital of $ 96,596 and an accumulated deficit of $ 662,344 .

During the three and six months ended June 30, 2024, we incurred

net losses of $20,059 and $37,232, respectively.

During the six months ended June 30, 2024 and 2023, we used cash in operations of

During the three and nine months ended September 30, 2024, we incurred net losses of $ 87,389

and $ 124,621 , respectively.

During the nine months ended September 30, 2024, we used cash

in operations of 34,830.

We have not yet achieved profitability.

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may publicly issue and sell from time to time shares of our common stock having an aggregate offering price of up to $250,000 through

We use the net proceeds from the sale of our shares of common stock under the ATM equity offering program to supplement our

operating cash flows to fund our EV charging station deployments and other growth plans.

We also use some of the net 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.

Under the Sales Agreement, the Agents are entitled to an aggregate fixed commission of up to 3%

of the gross proceeds from sales.

We provided the Agents with customary indemnification rights.

We are using the net proceeds from the sale of our shares of common stock under the ATM equity offering program to supplement

our operating cash flows in order to fund our EV charging station deployments and other growth plans.

We are also using a portion of

the net 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.

Under the Sales Agreement, the Agents are entitled to an aggregate

fixed commission of up to 3% of the gross proceeds from shares sold and we have provided the Agents with customary indemnification rights.

November 16, 2023, we entered into an Amendment to the Sales Agreement, effective as of November 2, 2023 (the “Amendment”),

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of approximately $116,651 and net proceeds of approximately $114,317 after deducting offering expenses.

the six months ended June 30, 2024, the Company sold 8,177,472 shares of its common stock pursuant to the ATM program for gross

the nine months ended September 30, 2024, the Company sold 8,177,472 shares of its common stock pursuant to the ATM program for gross

proceeds of approximately $25,651 and net proceeds of approximately $25,070 after deducting offering expenses.

As of June 30, 2024,

As of September 30, 2024,

39,650,888 shares have been sold pursuant to the ATM program, representing gross proceeds of approximately $149,999.

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We offer the HQ 200-M Level 2 charger for the mobile/emergency charging market

which requires a portable charger for roadside or other use cases where a connection

to the electricity grid is unavailable.

which requires a portable charger to be used for roadside or other use cases where a connection

to the electricity grid is not available.

We offer a complete line of DC Fast Charging equipment (“DCFC”) that ranges

from 30kW to 360kW, supports the ‘CHAdeMo’ , CCS1, and NACS connectors,

and typically provides an 80% charge in less than 30 minutes.

and typically provide an 80% charge in less than 30 minutes.

Installation of DCFC stations

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360kW DC Fast Charger that provides from 140 to 500 amps of power.

The Blink Network is a cloud-based platform

that manages our network of EV chargers worldwide for remote monitoring, management, payment processing, customer support, and other features

required for operating the Blink Networks of EV charging locations.

The Blink Network is a cloud-based platform that manages our network of EV chargers

around the world for remote monitoring, management, payment processing, customer support,

and other features required for operating the Blink Networks of EV charging locations.

Charging Mobile App.

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need for a credit card.

We offer Fleet Management applications, targeting commercial, municipal,

We offer Fleet Management applications, targeted at commercial, municipal,

and federal fleets for planning, managing, and optimizing their departure schedules and energy

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believe our performance and future success depend on several factors, including those discussed below:

Competition -

The EV charging equipment and service market is highly competitive, and we expect the market to become increasingly competitive as

new entrants enter this growing market.

Our products and services compete on product performance and features, the total cost of

ownership, origin of manufacturing, sales capabilities, financial stability, brand recognition, product reliability, and the

installed base’s size.

Existing competitors may expand their product offerings and sales strategies, and new competitors may

enter the market.

If our market share decreases due to increased competition, its revenue and ability to generate profits in the

future may be negatively impacted.

Our growth is highly dependent on the adoption by consumers of EVs, and we are subject to the risk of reduced demand for EVs.

for alternative fuel vehicles is still relatively new, rapidly evolving, and characterized by rapidly changing technologies, price competition,

additional competitors, evolving government regulation and industry standards, frequent new vehicle announcements, long development cycles

for EV original equipment manufacturers, and changing consumer demands and behaviors.

Factors that may influence the purchase and use

of alternative fuel vehicles, and specifically EVs, include perceptions about EV quality, safety (in particular with respect to battery

chemistries), design, performance and cost;

the limited range over which EVs may be driven on a single battery charge and concerns about

running out of power while in use;

- The EV charging equipment and service market is highly competitive, and we expect the market to become increasingly competitive

as new entrants enter this growing market.

Our products and services compete on product performance and features, the total cost of ownership,

origin of manufacturing, sales capabilities, financial stability, brand recognition, product reliability, and the installed base’s

Existing competitors may expand their product offerings and sales strategies, and new competitors may enter the market.

market share decreases due to increased competition, its revenue and ability to generate profits in the future may be negatively impacted.

- Our growth is highly dependent upon the adoption by consumers of EVs, and we are subject to a risk of any reduced demand for EVs.

The market for alternative fuel vehicles is still relatively new, rapidly evolving, characterized by rapidly changing technologies, price

competition, additional competitors, evolving government regulation and industry standards, frequent new vehicle announcements, long

development cycles for EV original equipment manufacturers, and changing consumer demands and behaviors.

Factors that may influence the

purchase and use of alternative fuel vehicles, and specifically EVs, include perceptions about EV quality, safety (in particular with

respect to battery chemistries), design, performance and cost;

the limited range over which EVs may be driven on a single battery charge

and concerns about running out of power while in use;

improvements in the fuel economy of the internal combustion engine;

consumers’ desire and ability

to purchase a luxury automobile or one that is perceived as exclusive;

desire and ability to purchase a luxury automobile or one that is perceived as exclusive;

the environmental consciousness of consumers;

volatility in the

cost of oil and gasoline;

consumers’ perceptions of the dependency of the United States on oil from unstable or hostile countries

and the impact of international conflicts;

government regulations and economic incentives promoting fuel efficiency and alternate forms

access to charging stations, standardization of EV charging systems and consumers’ perceptions about convenience and

cost to charge an EV;

and the availability of tax and other governmental incentives to purchase and operate EVs or future regulation requiring

increased use of non-polluting vehicles.

If the market for EVs does not gain broad market acceptance or develops slower than we expect,

our business, prospects, financial condition, and operating results may be adversely affected.

Regulations - Our

business is subject to various federal, state, and international laws and regulations, including those with respect to government incentives

promoting fuel efficiency and alternate forms of energy, electric vehicles, and others.

These laws and regulations, and the interpretation

or application of these laws and regulations, could change.

Any reduction, elimination, or discriminatory application of government subsidies

and economic incentives because of policy changes, fiscal tightening, or other reasons may result in diminished revenues from government

sources and reduced demand for our products.

In addition, new laws or regulations affecting our business could be enacted.

and regulations are frequently costly to comply with and may divert a significant portion of management’s attention.

these applicable laws or regulations could affect business and/or harm our customers, adversely affecting our business, financial condition,

and results of operations.

volatility in the cost of oil and gasoline;

consumers’ perceptions of the dependency of the United States on oil from unstable

or hostile countries and the impact of international conflicts;

government regulations and economic incentives promoting fuel efficiency

and alternate forms of energy;

access to charging stations, standardization of EV charging systems and consumers’ perceptions about

convenience and cost to charge an EV;

and the availability of tax and other governmental incentives to purchase and operate EVs or future

regulation requiring increased use of nonpolluting vehicles.

If the market for EVs does not gain broad market acceptance or develops

slower than we expect, our business, prospects, financial condition and operating results may be adversely affected.

- Our business is subject to a variety of federal, state and international laws and regulations, including those with respect to

government incentives promoting fuel efficiency and alternate forms of energy, electric vehicles and others.

These laws and regulations,

and the interpretation or application of these laws and regulations, could change.

Any reduction, elimination or discriminatory application

of government subsidies and economic incentives because of policy changes, fiscal tightening or other reasons may result in diminished

revenues from government sources and diminished demand for our products.

In addition, new laws or regulations affecting our business

could be enacted.

These laws and regulations are frequently costly to comply with and may divert a significant portion of management’s

Changes to these applicable laws or regulations could affect business and/or harm our customers, adversely affecting our business,

financial condition and results of operations.

through Acquisitions - We may pursue strategic domestic and international acquisitions to expand our operations.

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of Operations

and Six Months Ended June 30, 2024 Compared With Three and Six Months Ended June 30, 2023

and Nine Months Ended September 30, 2024 Compared With Three and Nine Months Ended September 30, 2023

For The Three Months Ended

For The Six Months Ended

For The Nine Months Ended

September 30,

Product sales

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Change in fair value of consideration payable

Impairment of intangible assets

Impairment of goodwill

Total Operating Expenses

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Interest expense

Gain (loss) on extinguishment of notes payable

Change in fair value of derivative and other accrued liabilities

Other expense

Dividend and interest income

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Loss Before Income Taxes

Provision for income taxes

Months Ended June 30, 2024 Compared With Three Months Ended June 30, 2023

revenue for the three months ended June 30, 2024 increased by $420, or 1%, to $33,262 compared to $32,842 during the three months ended

June 30, 2023.

from product sales was $23,582 for the three months ended June 30, 2024 as compared to $24,587 during the three months ended June 30,

2023, a decrease of $1,005, or 4%.

This decrease was attributable to decreased sales of commercial chargers, DC fast chargers and residential

chargers when compared to the same period in 2023.

service revenue from Company-owned charging stations was $4,936 for the three months ended June 30, 2024 as compared to $4,367 for the

three months ended June 30, 2023, an increase of $569, or 13%.

The increase is due to the increase in utilization of chargers and an

increased number of chargers on the Blink Networks.

fee revenues were $1,907 for the three months ended June 30, 2024 as compared to $1,667 for the three months ended June 30, 2023, an

increase of $240, or 14%.

The increase was attributable to increases in host owned units during the three months ended June 30, 2024,

as compared to the three months ended June 30, 2023.

revenues were $1,340 for the three months ended June 30, 2024 as compared to $921 for the three months ended June 30, 2023, an increase

of $419, or 45%.

The increase was primarily attributable to an increase in warranty contracts sold for the three months ended June 30,

2024 as compared to the three months ended June 30, 2023.

As of June 30, 2024, we recorded a liability of $782 which represents the estimated

cost of existing backlog of known warranty cases.

and rebate revenues were $52 during the three months ended June 30, 2024 as compared to $188 during the three months ended June 30, 2023,

Benefit (provision) for income taxes

Months Ended September 30, 2024 Compared With Three Months Ended September 30, 2023

revenue for the three months ended September 30, 2024 decreased by $ 18,190 , or 42%, to $ 25,187 compared to $43,377 during the three months

ended September 30, 2023.

from product sales was $13,448 for the three months ended September 30, 2024 as compared to $35,059 during the three months ended September

30, 2023, a decrease of $21,611, or 62%.

Grant and rebates relating to equipment and the related installation are deferred and amortized in a manner

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

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

three months ended June 30, 2024 and 2023.

services revenues were $1,202 during the three months ended June 30, 2024 as compared to $957 during the three months ended June 30, 2023,

This decrease was attributable to decreased sales of commercial chargers, DC fast chargers and

residential chargers when compared to the same period in 2023.

service revenue from Company-owned charging stations was $5,254 for the three months ended September 30, 2024 as compared to $3,859 for

the three months ended September 30, 2023, an increase of $1,395, or 36%.

The increase is due to the increase in utilization of chargers

and an increased number of chargers on the Blink Networks.

fee revenues were $2,332 for the three months ended September 30, 2024 as compared to $1,973 for the three months ended September 30,

2023, an increase of $359, or 18%.

These revenues are derived from car-sharing subscription services.

revenue increased by $88 or 57% to $243 for the three months ended June 30, 2024 as compared to $155 for the three months ended June

The increase was primarily attributable to higher Low Carbon Fuel Standard (LCFS) credits generated during the three months

ended June 30, 2024 compared to the same period in 2023.

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.

The increase was attributable to increases in host owned units during the three months ended September

30, 2024, as compared to the three months ended September 30, 2023.

revenues were $ 1,405 for the three months ended September 30, 2024 as compared to $849 for the three months ended September 30, 2023,

an increase of $ 556 , or 65 %.

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

ended September 30, 2024 as compared to the three months ended September 30, 2023.

As of September 30, 2024, we recorded a liability

of $3,112 which represents the estimated cost of existing backlog of known warranty cases.

and rebate revenues were $982 during the three months ended September 30, 2024 as compared to $47 during the three months ended September

30, 2023, an increase of $935, or 1,989%.

Grant and rebates relating to equipment and the related installation are deferred and amortized

in a manner consistent with the depreciation expense of the related assets over their useful lives.

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 three months ended September 30, 2024 and 2023.

services revenues were $1,168 during the three months ended September 30, 2024 as compared to $903 during the three months ended September

30, 2023, an increase of $265, or 29%.

The increase in revenues is due to the increase in properties and participants subscribing to

the car-sharing services.

revenue decreased by $89 or 13% to $598 for the three months ended September 30, 2024 as compared to $687 for the three months ended

September 30, 2023.

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

months ended September 30, 2024 compared to the same period in 2023.

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

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of our installed charging stations.

Cost of revenues for the three months ended June 30, 2024 were $22,549 as compared to $20,551 for

the three months ended June 30, 2023, an increase of $1,998 or 10%.

There is a degree of variability in our costs in relationship to

our revenues from period to period, primarily due to:

Cost of revenues for the three months ended September 30, 2024 were $ 16,068 as compared to $30,592

for the three months ended September 30, 2023, a decrease of $ 14,524 or 47 %.

There is a degree of variability in our costs in relationship

to our revenues from period to period, primarily due to:

reimbursements that are unique to those Property Partner host agreements which provide for such reimbursements;

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and repairs and maintenance expenses are based on both the number of service cases completed during the period.

of product sales increased by $1,082, or 8%, from $13,159 for the three months ended June 30, 2023 as compared to $14,241 for the three

months ended June 30, 2024.

The increase was primarily due to the mix of product sales of commercial

chargers, DC fast chargers and home residential chargers during the three months ended June 30, 2024 compared to the same period in 2023.

of charging services-company-owned charging stations (electricity reimbursements) decreased by $248, or 33%, to $495 for the three months

ended June 30, 2024 as compared to $743 for the three months ended June 30, 2023.

The decrease in 2024 was attributable to the mix of

charging stations generating charging service revenues subject to electricity reimbursement.

provider fees increased by $1,043, or 47%, to $3,282 during the three months ended June 30, 2024 as compared to $2,239 during the three

months ended June 30, 2023.

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

percentage payments to Property Partner hosts pursuant to their agreements.

costs increased by $155 or 31%, to $650 during the three months ended June 30, 2024 as compared to $495 during the three months ended

June 30, 2023.

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 2023.

and repairs and maintenance costs decreased by $434, or 31%, to $981 during the three months ended June 30, 2024 from $1,415 during the

three months ended June 30, 2023.

The decrease in 2024 was attributable to significant efforts expended to reduce the backlog in warranty

and repairs and maintenance cases in the prior year.

of car-sharing services was $1,284 during the three months ended June 30, 2024 as compared to $1,594 during the 2023 period.

of product sales decreased by $15,497, or 63%, from $24,619 for the three months ended September 30, 2023 as compared to $9,122 for the

three months ended September 30, 2024.

The decrease was primarily due to the reduction of the volume

of product sold during the three months ended September 30, 2024 compared to the same period in 2023.

of charging services-company-owned charging stations (electricity reimbursements) increased by $158, or 28%, to $724 for the three months

ended September 30, 2024 as compared to $566 for the three months ended September 30, 2023.

The decrease in 2024 was attributable to

the mix of charging stations generating charging service revenues subject to electricity reimbursement.

provider fees increased by $583, or 24%, to $2,982 during the three months ended September 30, 2024 as compared to $2,399 during the

three months ended September 30, 2023.

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

share percentage payments to Property Partner hosts pursuant to their agreements.

costs increased by $170 or 42%, to $577 during the three months ended September 30, 2024 as compared to $407 during the three months

ended September 30, 2023.

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 2023.

and repairs and maintenance costs decreased by $ 267 or 48 %,

to $ 294 during the three months ended September 30, 2024 from $561 during the three months

ended September 30, 2023.

The decrease in 2024 was attributable to significant efforts expended to reduce the backlog in warranty and

repairs and maintenance cases in the prior year.

of car-sharing services was $1,156 during the three months ended September 30, 2024 as compared to $931 during the 2023 period.

was due to a reduction in costs related to vehicles used in this operation during the period.

and amortization expense increased by $710, or 78%, to $1,616 for the three months ended June 30, 2024 as compared to $906 for the three

months ended June 30, 2023.

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 decreased by $20,336, or 54%, to $17,654 (consisting of approximately $16,700 of cash compensation and benefits and approximately

$1,000 of non-cash compensation) for the three months ended June 30, 2024.

and amortization expense increased by $104, or 9%, to $1,213 for the three months ended September 30, 2024 as compared to $1,109 for

the three months ended September 30, 2023.

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.

Compensation expense decreased by $ 109 ,

or 1 %, to $ 15,159 (consisting of approximately

$ 14 ,300 of cash compensation and benefits and approximately $ 900

of non-cash compensation) for the three months ended September 30, 2024.

Compensation expense was $15,268 (consisting of approximately

$26,300 of cash compensation and benefits and approximately $11,700 of non-cash compensation) for the three months ended

June 30, 2023.

The decrease in compensation expense for the three months ended June 30, 2024 compared

$14,100 of cash compensation and benefits and approximately $1,100 of non-cash compensation) for the three months ended September 30,

The decrease in compensation expense for the three months ended September 30, 2024 compared

to the same period in 2023 was primarily related to decreases in personnel and compensation in executive, marketing, sales and operations

departments as a result of cost savings and synergies realized.

Also contributing to the decrease was the recording during the three

months ended June 30, 2023 of compensation expense for (1) non-cash stock-based compensation of approximately $5,500 related to the accelerated

vesting of equity award grants and additional stock-based compensation associated with the resignation of our former Chief Executive

Officer pursuant to the terms of his Executive Chairman and CEO Employment Agreement, dated May 28, 2021 (the “Former CEO Employment

Agreement”), as set forth in the Separation and General Release Agreement, dated as of June 20, 2023, between our Company and the

former Chief Executive Officer;

and (2) non-recurring expenses of approximately $11,600, consisting of the non-recurring payment of approximately

$6,100 to our former Chief Executive Officer pursuant to the Former CEO Employment Agreement and non-recurring bonus expense of $5,500

related to the achievement of key performance milestones by our Chief Technology Officer under his employment agreement, dated April

and administrative expenses decreased by $2,472, or 24%, to $8,003 for the three months ended June 30, 2024 as compared to $10,475 for

the three months ended June 30, 2023.

The decrease was primarily attributable to decreases in accounting, marketing, recruiting, software

licensing, investor/public relations and bad debt expenditures of $1,341 partially offset by increases in legal and external consulting/other

professional service expenditures of $676.

Further, general and administrative expenses decreased due to a decrease in amortization expense

operating expenses increased by $42, or 1%, to $4,958 for the three months ended June 30, 2024 from $4,916 for the three months ended

June 30, 2023.

The increase was primarily attributable to increases in software and website expenses and property/use tax expenditures

Also contributing to the increase for the three months ended June 30, 2024 compared to the same period was the return of an escrow

deposit of $922 which was recorded as a reduction in other operating expenses for the three months ended June 30, 2023.

Further, decreases

in travel, insurance, rent, hardware and software development costs of $812, partially offset the increase in other operating expenses

for three months ended June 30, 2024 compared to the same period in 2023.

The decrease in compensation expense was partially offset by severance

expense of $0.6 million recorded during the three months ended September 30, 2024 associated with the cost reduction plans we initiated

during this period.

and administrative expenses decreased by $567, or 7%, to $7,972 for the three months ended September 30, 2024 as compared to $8,539 for

the three months ended September 30, 2023.

The decrease was primarily attributable to decreases in legal, marketing, recruiting, software

licensing, investor/public relations and external consulting/other professional service expenditures of $1,827 partially offset by increases

in accounting/auditing and bad debt expenses of $735.

operating expenses decreased by $561, or 11%, to $4,739 for the three months ended September 30, 2024 from $5,300 for the three months

ended September 30, 2023.

The decrease was primarily attributable to decreases in website, rent, vehicle, travel, annual meeting, hardware

and software development costs of $1,981.

The decrease was primarily offset by increases in software licensing expenses, property/use

tax expenditures and insurance expense of $963.

Company recorded a loss on change in fair value of consideration payable related to the Envoy acquisition of $364 in the 2024 period

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There was no such amount recognized in the 2023

the three months ended September 30, 2024, we observed certain triggering events, including a decline in our stock price and, as a result,

we conducted a quantitative impairment analysis of our goodwill and intangible assets and determined that the fair value of certain reporting

units were less than the carrying amount and, as a result, recorded an impairment charge of $69,111 related to goodwill during the 2024

During the three months ended September 30, 2023, we observed certain triggering events, including a decline in our stock price

and, as a result, we conducted a quantitative impairment analysis of our goodwill and intangible assets and determined that the fair

value of our reporting units were less than the carrying amount and, as a result, recorded an impairment charge of $89,087 related to

goodwill and $5,143 related to intangible assets during the 2023 period.

Income (Expense)

recorded other income of $754 during the three months ended June 30, 2024 as compared to other expense of $(186) for the three

months ended June 30, 2023.

The increase in other income was primarily due to an increase of $217 related to dividend and interest

income, partially offset by an decrease in interest expense of $740 compared to the 2023 period.

net loss for the three months ended June 30, 2024 decreased by $21,423, or 52%, to $20,859 as compared to $41,482 for the three months

ended June 30, 2023.

The decrease was primarily attributable to an decrease in operating expenses, partially offset by an increase in

gross profit.

recorded other income of $ 819 during the three months ended September 30, 2024 as compared

to other expense of $(1,362) for the three months ended September 30, 2023.

The increase in other income was primarily due to an increase

of $63 related to dividend and interest income, partially offset by a decrease in interest expense of $968 compared to the 2023 period

and a decrease in loss on extinguishment on notes payable.

net loss for the three months ended September 30, 2024 decreased by $25,332, or 22%, to $87,389 as compared to $112,721 for the three

months ended September 30, 2023.

The decrease was primarily attributable to a decrease in operating expenses, partially offset by an

increase in gross profit.

Comprehensive Loss

total comprehensive loss for the three months ended June 30, 2024 was $20,459 whereas our total comprehensive loss for the three months

ended June 30, 2023 was $40,337.

Months Ended June 30, 2024 Compared With Six Months Ended June 30, 2023

revenue for the six months ended June 30, 2024 increased by $16,320, or 30%, to $70,830 compared to $54,510 during the six months ended

June 30, 2023.

from product sales was $51,090 for the six months ended June 30, 2024 as compared to $40,976 during the six months ended June 30, 2023,

an increase of $10,114, or 25%.

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

chargers when compared to the same period in 2023.

service revenue from Company-owned charging stations was $9,963 for the six months ended June 30, 2024 as compared to $7,252 for the

six months ended June 30, 2023, an increase of $2,711, or 37%.

The increase is due to the increase in utilization of chargers and an

increased number of chargers on the Blink Networks.

fee revenues were $3,972 for the six months ended June 30, 2024 as compared to $3,295 for the six months ended June 30, 2023, an increase

of $677, or 21%.

The increase was attributable to increases in host owned units during the six months ended June 30, 2024, as compared

to the six months ended June 30, 2023.

revenues were $2,293 for the six months ended June 30, 2024 as compared to $1,314 for the six months ended June 30, 2023, an increase

of $979, or 75%.

The increase was primarily attributable to an increase in warranty contracts sold for the six months ended June 30,

2024 as compared to the six months ended June 30, 2023.

As of June 30, 2024, we recorded a liability of $782 which represents the estimated

total comprehensive loss for the three months ended September 30, 2024 was $84,790 whereas our total comprehensive loss for the three

months ended September 30, 2023 was $114,399.

Months Ended September 30, 2024 Compared With Nine Months Ended September 30, 2023

revenue for the nine months ended September 30, 2024 increased by $ 1,870 , or 2 %,

to $ 96,017 compared to $97,887 during the nine months ended September 30, 2023.

from product sales was $ 64,538 for the nine months ended September 30, 2024 as compared

to $76,035 during the nine months ended September 30, 2023, a decrease of $ 11,497 , or 15 %.

This decrease was attributable to decreased sales of commercial chargers, DC fast chargers and residential chargers when compared to

the same period in 2023.

service revenue from Company-owned charging stations was $ 15,217 for the nine months ended

September 30, 2024 as compared to $11,111 for the nine months ended September 30, 2023, an increase of $ 4,106 ,

The increase is due to the increase in utilization of chargers and an increased

number of chargers on the Blink Networks.

fee revenues were $ 6,304 for the nine months ended September 30, 2024 as compared to $5,268

for the nine months ended September 30, 2023, an increase of $ 1,036 , or 20 %.

The increase was attributable to increases in host owned units during the nine months ended September 30, 2024, as compared to the nine

months ended September 30, 2023.

revenues were $ 3,698 for the nine months ended September 30, 2024 as compared to $2,163

for the nine months ended September 30, 2023, an increase of $ 1,535 , or 71 %.

The increase was primarily attributable to an increase in warranty contracts sold for the nine months ended September 30, 2024 as compared

to the nine months ended September 30, 2023.

As of September 30, 2024, we recorded a liability of $782 which represents the estimated

cost of existing backlog of known warranty cases.

and rebate revenues were $635 during the six months ended June 30, 2024 as compared to $237 during the six months ended June 30, 2023,

an increase of $398, or 168%.

Grant and rebates relating to equipment and the related installation are deferred and amortized in a manner

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

The increase 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

six months ended June 30, 2024 and 2023.

services revenues were $2,299 during the six months ended June 30, 2024 as compared to $1,209 during the six months ended June 30, 2023,

an increase of $1,090, or 90%.

These revenues are derived from car-sharing subscription services.

revenue increased by $351 or 155% to $578 for the six months ended June 30, 2024 as compared to $227 for the six months ended June 30,

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

June 30, 2024 compared to the same period in 2023.

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.

and rebate revenues were $ 1,617 during the nine months ended September 30, 2024 as compared

to $284 during the nine months ended September 30, 2023, an increase of $ 1,333 , or 469 %.

Grant and rebates relating to equipment and the related installation are deferred and amortized in a manner consistent with the depreciation

expense of the related assets over their useful lives.

The increase 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 nine months ended September 30,

2024 and 2023.

services revenues were $ 3,467 during the nine months ended September 30, 2024 as compared

to $2,112 during the nine months ended September 30, 2023, an increase of $ 1,355 , or 64 %.

The increase in revenues is due to the increase in properties and participants subscribing to are derived from car-sharing subscription

revenue increased by $ 262 or 29 % to $ 1,176

for the nine months ended September 30, 2024 as compared to $914 for the nine months ended September 30, 2023.

The increase was

primarily attributable to higher Low Carbon Fuel Standard (LCFS) credits generated during the nine months ended September 30, 2024 compared

to the same period in 2023.

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

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of our installed charging stations.

Cost of revenues for the six months ended June 30, 2024 were $46,698 as compared to $37,676 for the

six months ended June 30, 2023, an increase of $9,022 or 24%.

Cost of revenues for the nine months ended September 30, 2024 were $ 62,766

as compared to $68,268 for the nine months ended September 30, 2023, a decrease of $ 5,502

There is a degree of variability in our costs in relationship to our revenues

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and repairs and maintenance expenses are based on both the number of service cases completed during the period.

of product sales increased by $5,953, or 24%, from $24,890 for the six months ended June 30, 2023 as compared to $30,843 for the six

months ended June 30, 2024.

The increase was primarily due to the increase in product sales of

commercial chargers, DC fast chargers and home residential chargers during the six months ended June 30, 2024 compared to the same period

of charging services-company-owned charging stations (electricity reimbursements) decreased by $430, or 26%, to $1,630 for the six months

ended June 30, 2024 as compared to $1,630 for the six months ended June 30, 2023.

The decrease in 2024 was attributable to the mix of

charging stations generating charging service revenues subject to electricity reimbursement.

provider fees increased by $2,438, or 63%, to $6,324 during the six months ended June 30, 2024 as compared to $3,886 during the six months

ended June 30, 2023.

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

payments to Property Partner hosts pursuant to their agreements.

costs increased by $307 or 33%, to $1,239 during the six months ended June 30, 2024 as compared to $932 during the six months ended June

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 2023.

and repairs and maintenance costs decreased by $777, or 33%, to $1,586 during the six months ended June 30, 2024 from $2,363 during the

six months ended June 30, 2023.

The decrease in 2024 was attributable to significant efforts expended to reduce the backlog in warranty

and repairs and maintenance cases in the prior year.

of car-sharing services was $2,146 during the six months ended June 30, 2024 as compared to $2,231 during the 2023 period.

was due to a reduction in costs related to vehicles used in this operation during the period.

and amortization expense increased by $1,616, or 93%, to $3,360 for the six months ended June 30, 2024 as compared to $1,744 for the

six months ended June 30, 2023.

of product sales decreased by $ 9,544 , or 19 %,

from $49,509 for the nine months ended September 30, 2023 as compared to $ 39,965 for the

nine months ended September 30, 2024.

The decrease was primarily due to the decrease in product

sales of commercial chargers, DC fast chargers and home residential chargers during the nine months ended September 30, 2024 compared

to the same period in 2023.

of charging services-company-owned charging stations (electricity reimbursements) decreased by $ 272 ,

or 12 %, to $ 1,924 for the nine months ended

September 30, 2024 as compared to $2,196 for the nine months ended September 30, 2023.

The decrease in 2024 was attributable to the mix

of charging stations generating charging service revenues subject to electricity reimbursement.

provider fees increased by $ 3,021 , or 48 %,

to $ 9,306 during the nine months ended September 30, 2024 as compared to $6,285 during the

nine months ended September 30, 2023.

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

share percentage payments to Property Partner hosts pursuant to their agreements.

costs increased by $ 477 or 36 %, to $ 1,816

during the nine months ended September 30, 2024 as compared to $1,339 during the nine months ended September 30, 2023.

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 2023.

and repairs and maintenance costs decreased by $ 1,044 , or 36 %,

to $ 1,880 during the nine months ended September 30, 2024 from $2,924 during the nine months

ended September 30, 2023.

The decrease in 2024 was attributable to significant efforts expended to reduce the backlog in warranty and

repairs and maintenance cases in the prior year.

of car-sharing services was $ 3,302 during the nine months ended September 30, 2024 as compared

to $3,162 during the nine months ended September 30, 2023.

The decrease was due to a reduction in costs related to vehicles used in this operation during the

and amortization expense increased by $ 1,720 , or 60 %,

to $ 4,573 for the nine months ended September 30, 2024 as compared to $2,853 for the nine

months ended September 30, 2023.

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 decreased by $28,088, or 46%, to $32,611 (consisting of approximately $31,000 of cash compensation and benefits and

approximately $2,000 of non-cash compensation) for the six months ended June 30, 2024.

Compensation expense was $60,699

(consisting of approximately $41,300 of cash compensation and benefits and approximately $19,400 of non-cash

compensation) for the six months ended June 30, 2023.

The decrease in compensation expense for

the six months ended June 30, 2024 compared to the same period in 2023 was primarily related to decreases in personnel and

compensation in executive, marketing, sales and operations departments as a result of cost savings and synergies realized.

contributing to the decrease was the recording during the six months ended June 30, 2023 of compensation expense for (1) non-cash

stock-based compensation of approximately $5,500 related to the accelerated vesting of equity award grants and additional

stock-based compensation associated with the resignation of our former Chief Executive Officer pursuant to the terms of his

Executive Chairman and CEO Employment Agreement, dated May 28, 2021 (the “Former CEO Employment Agreement”), as set

forth in the Separation and General Release Agreement, dated as of June 20, 2023, between our Company and the former Chief Executive

and (2) non-recurring expenses of approximately $11,600, consisting of the non-recurring payment of approximately $6,100 to

our former Chief Executive Officer pursuant to the Former CEO Employment Agreement and non-recurring bonus expense of $5,500 related

to the achievement of key performance milestones by our Chief Technology Officer under his employment agreement, dated April 12,

and administrative expenses decreased by $1,336, or 8%, to $15,810 for the six months ended June 30, 2024 as compared to $17,146 for

the six months ended June 30, 2023.

The decrease was primarily attributable to decreases in marketing, software licensing,

recruiting, investor/public relations and bad debt expenditures of $3,755 partially offset by increases in accounting and legal

expenditures of $1,413.

Compensation expense decreased by $28,197, or 37%, to $47,770 (consisting

of approximately $44,900 of cash compensation and benefits and approximately $2,900 of non-cash compensation) for the nine months ended

September 30, 2024.

Compensation expense was $75,967 (consisting of approximately $55,400 of cash compensation and benefits and approximately

$20,500 of non-cash compensation) for the nine months ended September 30, 2023.

The decrease in compensation expense for the nine months

ended September 30, 2024 compared to the same period in 2023 was primarily related to decreases in personnel and compensation in executive,

marketing, sales and operations departments as a result of cost savings and synergies realized.

Also contributing to the decrease was

the recording during the nine months ended September 30, 2023 of compensation expense for (1) non-cash stock-based compensation of approximately

$5,500 related to the accelerated vesting of equity award grants and additional stock-based compensation associated with the resignation

of our former Chief Executive Officer pursuant to the terms of his Executive Chairman and CEO Employment Agreement, dated May 28, 2021

(the “Former CEO Employment Agreement”), as set forth in the Separation and General Release Agreement, dated as of September

20, 2023, between our Company and the former Chief Executive Officer;

and (2) non-recurring expenses of approximately $11,500, consisting

of the non-recurring payment of approximately $6,100 to our former Chief Executive Officer pursuant to the Former CEO Employment Agreement

and non-recurring bonus expense of $6,000 related to the achievement of key performance milestones by our Chief Technology Officer under

his employment agreement, dated April 12, 2021.

Furthermore, the decrease in compensation expense was partially offset by severance expense

of $1,200 recorded during the nine months ended September 30, 2024 associated with the cost reduction plans we initiated during

and administrative expenses decreased by $ 2,684 , or 10 %,

to $ 23,782 for the nine months ended September 30, 2024 as compared to $26,466 for the nine

months ended September 30, 2023.

The decrease was primarily attributable to decreases in consulting/other professional services, marketing,

software licensing, recruiting and investor/public relations of $2,888 partially offset by increases in accounting/auditing, legal expenditures

and bad debt expenses of $1,173.

Further, general and administrative expenses decreased due to a decrease in amortization expense of

operating expenses increased by $2,285, or 25%, to $15,765 for the six months ended June 30, 2024 from $9,111 for the six months ended

June 30, 2023.

The increase was primarily attributable to increases in software and website expenses, hardware and software development

costs and property/use tax expenditures of $1,192.

Further, decreases in travel, rent and insurance expenses of $859 partially offset

the increase in other operating expenses for six months ended June 30, 2024 compared to the same period in 2023.

operating expenses increased by $ 2,505 , or 18 %,

to $ 16,135 for the nine months ended September 30, 2024 from $14,555 for the nine months

ended September 30, 2023.

The increase was primarily attributable to increases in loss on sale of assets, software licensing and property/use taxes expenses of

$3,073 partially offset by decreases in insurance, website, rent, annual meeting, hardware and software development expenditures, travel

and vehicle expenditures of $2,318 for nine months ended September 30, 2024 compared to the same period in 2023.

Company recorded a loss on change in fair value of consideration payable related to the Envoy acquisition of $2,811 in the 2024 period

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There was no such amount recognized in the 2023

the nine months ended September 30, 2024, we observed certain triggering events, including a decline in our stock price and, as a result,

we conducted a quantitative impairment analysis of our goodwill and intangible assets and determined that the fair value of certain reporting

units were less than the carrying amount and, as a result, recorded an impairment charge of $69,111 related to goodwill during the 2024

During the nine months ended September 30, 2023, we observed certain triggering events, including a decline in our stock price

and, as a result, we conducted a quantitative impairment analysis of our goodwill and intangible assets and determined that the fair

value of our reporting units were less than the carrying amount and, as a result, recorded an impairment charge of $89,087 related to

goodwill and $5,143 related to intangible assets during the 2023 period.

Income (Expense)

recorded other income of $1,092 during the six months ended June 30, 2024 as compared to $(743) for the six months ended June 30, 2023.

The increase was primarily due to an increase of $930 related to dividend and interest income, and by an decrease in interest expense of $930 compared to the 2023 period.

net loss for the six months ended June 30, 2024 decreased by $34,051 or 48%, to $37,232 as compared to $71,283 for the six months ended

June 30, 2023.

The decrease was primarily attributable to an decrease in operating expenses, partially offset by an increase in gross

recorded other income of $ 1,911 during the nine months ended September 30, 2024 as

compared to other expense of ($2,105) for the nine months ended September 30, 2023.

The increase was primarily due to an increase of

$1,043 related to dividend and interest income, and by a decrease in interest expense of $1,898 compared to the 2023 period and a

decrease on loss on extinguishment of notes payable of $1,036.

net loss for the nine months ended September 30, 2024 decreased by $ 59,383 or 32 %,

to $ 124,621 as compared to $184,004 for the nine months ended September 30, 2023.

was primarily attributable to a decrease in operating expenses, partially offset by an increase in gross profit.

Comprehensive Loss

total comprehensive loss for the six months ended June 30, 2024 was $38,869 whereas our total comprehensive loss for the six months ended

June 30, 2023 was $70,988.

total comprehensive loss for the nine months ended September 30, 2024 was $ 123,659 whereas

our total comprehensive loss for the nine months ended September 30, 2023 was $185,387.

and Capital Resources

measure our liquidity in several ways, including the following:

June 30, 2024

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

September 30, 2024

December 31, 2023

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Working Capital

the six months ended June 30, 2024, we financed our activities from proceeds derived from equity financings occurring in prior periods.

the nine months ended September 30, 2024, we financed our activities from proceeds derived from equity financings occurring in prior

A significant portion of the funds raised from the sale of capital stock has been used to cover working capital needs and personnel,

office expenses and various consulting and professional fees.

the six months ended June 30, 2024 and 2023, we used cash of $25,735 and $65,040, respectively, in operations.

Our cash use for the

six months ended June 30, 2024 was primarily attributable to our net loss of $37,232, adjusted for net non-cash expenses in the

aggregate amount of $15,163, partially offset by $3,666 of net cash provided by changes in the levels of operating assets and

Our cash use for the six months ended June 30, 2023 was primarily attributable to our net loss of $71,283, adjusted for

net non-cash expenses in the aggregate amount of $28,564, partially offset by $22,321 of net cash provided by changes in the levels

of operating assets and liabilities.

the six months ended June 30, 2024, net cash used in investing activities was $8,739, of which, $8,584 was used to purchase charging

stations and other fixed assets and $155 related to the capitalization of certain engineering costs.

During the six months ended June

30, 2023, net cash used in investing activities was $10,833, of which $5,647 was used to purchase charging stations and other fixed assets,

$4,660 was used as cash consideration for Envoy (net of cash acquired) and $526 related to the capitalization of certain engineering

the six months ended June 30, 2024, cash used in financing activities was $13,472, of which, $37,881 was used to pay down notes

payable, $375 was used to pay down our liability in connection with a finance lease and $286 was used to pay down our liability in

connection with internal use software, partially offset by $25,070 provided by offering proceeds related to the sale of common

During the six months ended June 30, 2023, cash provided by financing activities was $112,426, of which, $113,254 was

provided by offering proceeds related to the sale of common stock, $835 was provided by the exercise of options and warrants, offset

by $1,443 used to pay down our liability in connection with a finance lease and $220 used to pay down our liability in connection

with internal use software.

of June 30, 2024, we had cash and cash equivalents, working capital and an accumulated deficit of $73,885, $111,801 and $574,955, respectively.

During the three and six months ended June 30, 2024, we had a net loss of $20,059 and $37,232, respectively.

the nine months ended September 30, 2024 and 2023, we used cash of $ 34,830 and $77,162,

respectively, in operations.

Our cash use for the nine months ended September 30, 2024 was primarily attributable to our net loss of

$124,621, adjusted for net non-cash expenses in the aggregate amount of $ 89,612 , partially

offset by $ 179 of net cash provided by changes in the levels of operating assets and liabilities.

Our cash use for the nine months ended September 30, 2023 was primarily attributable to our net loss of $184,004, adjusted for net non-cash

expenses in the aggregate amount of $129,253, partially offset by $22,411 of net cash used in changes in the levels of operating

assets and liabilities.

the nine months ended September 30, 2024, net cash used in investing activities was $ 9,738 ,

of which, $ 9,577 was used to purchase charging stations and other fixed assets and $ 161

related to the capitalization of certain engineering costs.

During the nine months ended September 30, 2023, net cash used in

investing activities was $12,451, of which $7,265 was used to purchase charging stations and other fixed assets, $4,660 was used as cash

consideration for Envoy (net of cash acquired) and $526 related to the capitalization of certain engineering costs.

the nine months ended September 30, 2024, cash used in financing activities was $ 13,731 ,

of which, $ 37,881 was used to pay down notes payable, $ 582

was used to pay down our liability in connection with a finance lease and $ 338 was

used to pay down our liability in connection with internal use software, partially offset by $ 25,070

provided by offering proceeds related to the sale of common stock.

During the nine months ended September 30, 2023, cash provided

by financing activities was $120,891, of which, $122,379 was provided by offering proceeds related to the sale of common stock, $835

was provided by the exercise of options and warrants, offset by $2,103 used to pay down our liability in connection with a finance lease

and $220 used to pay down our liability in connection with internal use software.

of September 30, 2024, we had cash and cash equivalents, working capital and an accumulated deficit of $ 64,584 ,

$ 96,596 and $ 662,344 , respectively.

the three and nine months ended September 30, 2024, we had a net loss of $ 87,389 and $ 124,621

respectively.

February 2023, the Company completed an underwritten registered public offering of 8,333,333 shares of its common stock at a public offering

8 unchanged sentences

The underwriters did not exercise the over-allotment granted to them in connection with the offering.

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

Historically, we have been able to

have not yet achieved profitability and expect to continue to incur cash outflows from operations Historically, we have been able to

raise funds to support our business operations, although there can be no assurance that we will be successful in raising significant

10 unchanged sentences

Obligations and Commitments

We have operating and finance lease obligations over the next five years of approximately $9,657.

These operating lease obligations

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

have operating and finance lease obligations over the next five years of approximately $10,385.

These operating lease obligations are

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

As of September 30, 2024, the Company had purchase

commitments of approximately $2,300 which will become payable upon the suppliers’ service of warranty contracts.

Accounting Estimates

35 unchanged sentences

Consideration

payable liability is estimated using a Monte Carlo simulation model to determine the

probability of achieving certain milestones.

In order to perform the fair value

calculations the following estimates are considered:

probability of a public offering and discount

The fair value for consideration payable is

reviewed each quarter after the original valuation to determine if revised estimates are necessary.

payable liability is estimated using a Monte Carlo simulation model to determine the probability

of achieving certain milestones.

In order to perform the fair value calculations the

following estimates are considered:

probability of a public offering and discount rates .

fair value for consideration payable is reviewed each quarter after the original

valuation to determine if revised estimates are necessary.

assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not

8 unchanged sentences

appraisals, as necessary.

Goodwill and Intangible Asset Impairment

is the excess of consideration paid for an acquired entity over the fair value of the amounts assigned to assets acquired, including

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tangible and identifiable intangible assets and liabilities.

is required to be evaluated for impairment on an annual basis or whenever events or changes in circumstances indicate the asset may be

An entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances

leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.

qualitative factors include:

is evaluated for impairment on November 1 of each year or whenever events or changes in circumstances indicate the asset may be impaired.

An entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a

determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.

These qualitative

factors include:

macroeconomic and industry conditions, cost factors, overall financial performance and other relevant entity-specific

2 unchanged sentences

of goodwill allocated to the reporting unit.

During the three months ended September 30, 2024, the Company considered the decline in

its stock price to be an indicator of impairment and, accordingly, performed a quantitative impairment assessment of its goodwill.

Company tests goodwill for impairment at the reporting unit level.

The Company identifies the Company’s reporting units by assessing

whether the components of the Company constitute businesses for which discrete financial information is available and segment management

regularly reviews the operating results of those components.

The Company’s goodwill is contained in the Legacy Blink reporting

unit resulting from the acquisition of SemaConnect and the Mobility reporting unit resulting from the acquisition of Envoy Technologies.

Company determines fair value through multiple valuation techniques including discounted cash flow models, quoted market values, and

third-party independent appraisals and weights the results accordingly.

third-party independent appraisals and weighs the results accordingly.

The Company is required to make certain subjective and complex

1 unchanged sentence

the fair value of its reporting units.

Reporting unit fair value estimates include significant assumptions such as:

revenue growth rates,

operating margins, estimated royalty rates, company-specific risk premiums used in the weighted-average cost of capital, and certain

multiples, which are affected by expectations about future market or economic conditions.

The Company performs sensitivity analyses on

significant assumptions to evaluate how changes in the estimated fair values of reporting units respond to changes in assumptions, specifically

the revenue growth rates and the weighted-average cost of capital.

on its analysis, the Company determined that the Legacy Blink reporting unit’s carrying value exceeded the estimated fair value

as of September 30, 2024.

Consequently, the Company recognized a goodwill impairment charge of $69,111 during the three and nine months

ended September 30, 2024 in the condensed consolidated statements of operations.

a result of the impairment analysis it was determined that the Mobility reporting unit qualifies as “at risk” for impairment.

The Company quantitatively defines “at risk” as a percentage of the excess of the reporting unit’s fair value over its carrying

amount that is less than 10%.

An “at risk” reporting unit qualitatively represents a reporting unit with a higher degree

of uncertainty of the reporting unit’s ability to meet its forecasted cash flows based upon revenue growth rate and operating margin

assumptions relied upon in the estimation of its fair value.

As of September 2024, the Mobility reporting unit’s carrying value

exceeded its fair value by approximately 4%.

The goodwill attributable to the Mobility reporting unit as of September 30, 2024 was $27,536.

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-Q

Item 2. Management’s Discussion and Analysis