What changed in this filing

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Item 9A. Controls and Procedures

2025-04-09 compared with 2024-03-18 · 1379 added, 1173 removed, 1233 unchanged (67% of the section changed)

2 unchanged sentences

Disclosure controls and procedures are designed to provide reasonable assurance

that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized

and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and

communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely

decisions regarding required disclosure.

In designing and evaluating the disclosure controls and procedures, management recognizes that

any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired

control objectives, and management is required to apply its judgment in evaluating the cost- benefit relationship of possible controls

and procedures.

Management has designed disclosure controls and procedures that reasonably enable the management to deliberate and take

timely decisions regarding required disclosure.

As required by the SEC Rules 13a-15(b) and 15d-15(b), we carried out an

evaluation under the supervision and with the participation of our management, including our principal executive officer and principal

that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934, as amended (“Exchange

Act”) is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s

(“SEC”) rules and forms, and that such information is accumulated and communicated to our management, including our Chief

Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure.

and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed

and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its

judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As required by the SEC Rules 13a-15(e) and 15d-15(e), we carried out an

evaluation under the supervision of and with the participation of our management, including our principal executive officer and principal

financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period

covered by this report.

Based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded the Company’s

disclosure controls and procedures were not effective as of December 31, 2023, due to the material weaknesses in internal control over

financial reporting described below.

However, after giving full consideration to the material weaknesses described

below, and the additional analyses and other procedures the Company performed to ensure that its consolidated financial statements included

in this Annual Report on Form 10-K were prepared in accordance with U.S.

GAAP, Blink’s management has concluded that its consolidated

financial statements present fairly, in all material respects, its financial position, results of operations and cash flows for the periods

disclosed in conformity with U.S.

Based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s

disclosure controls and procedures were not effective as of December 31, 2024, due to the material weaknesses in internal control over financial

reporting described below.

Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate

internal control over financial reporting.

Our internal control system was designed to, in general, provide reasonable assurance to our

company’s management and board regarding the preparation and fair presentation of published financial statements, but because of

its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any

evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,

or that the degree of compliance with the policies or procedures may deteriorate.

As permitted by SEC guidance for newly acquired businesses, because it

was not possible to complete an effective assessment of the acquired company’s controls by year-end, management has excluded Envoy

Technologies Inc., from its evaluation of disclosure controls and procedures and internal controls over financial reporting and changes

therein from the date of such acquisition through December 31, 2023.

Envoy’s total assets and total revenues represent approximately

1% and 2% respectively, of the related consolidated financial statement amounts of Blink Charging Co.

as of and for the year ended December

internal control over financial reporting (as defined in Rule 13a-15(e) under the Exchange Act).

Our internal control system was designed

to, in general, provide reasonable assurance to our company’s management and board regarding the preparation and fair presentation

of published financial statements, but because of its inherent limitations, internal control over financial reporting may not prevent

or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls

may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Our management assessed the effectiveness of our internal control over

6 unchanged sentences

weaknesses reported below.

● Management identified information technology deficiencies in the design

and implementation of change management and user access controls over financial IT applications and underlying records that:

Company’s financial reporting processes, impact automated process-level and manual controls, and provide the assurance that the

data produced by these systems is complete and accurate.

The access issues relate to appropriate

segregation of duties that would adequately restrict user and privileged access to the financially relevant applications and underlying

records to the appropriate Company personnel.

Management has considered the IT deficiencies to be a material weakness in internal

controls over financial reporting as of December 31, 2023.

● During 2023, management reported a material weakness related to the operational

effectiveness of its internal controls related to review of the impairment and allocation of goodwill and intangible assets.

Remediation efforts have begun;

the material weaknesses will not be considered

remediated until the applicable controls operate for a sufficient period of time and management has concluded, through

testing, that these controls are operating effectively.

The Company expects that the remediation of these material weaknesses will be

completed during 2024.

Remediation in Internal Control Over Financial Reporting During 2023

In 2022, the Company identified

certain design deficiency which resulted in a failure to detect a miscalculation of a certain non-cash share-based compensation transaction

on a timely basis.

As a result of the internal controls initiatives referenced above, the 2022 reported material weakness has been remediated

in 2023 and is operating effectively.

identified certain information technology (“IT”) deficiencies in the design and maintaining effective controls over the

Company’s European subsidiaries’ enterprise resource planning (“ERP”) IT applications as well as the

Company’s car charging revenue IT applications.

Specifically, the Company did not design and maintain 1) user access controls

to ensure appropriate IT segregation of duties and 2) program change management controls to ensure that IT program and data changes

affecting financial IT applications and underlying accounting records are identified, tested, authorized and implemented

appropriately related to the aforementioned IT applications.

The Company’s business process automated and manual controls that

are dependent on the affected IT applications were also deemed ineffective because they could have been adversely impacted.

Additionally, management identified certain deficiencies in the design and maintaining effective controls related to the occurrence

of revenue and the existence of receivables as well as the allocation of the transaction price based on standalone selling prices.

Lastly, the Company did not maintain appropriately designed or operating

controls related to the documenting and assessing the completeness of net operating losses associated with income taxes.

The Company’s

independent registered public accounting firm, Grant Thornton LLP, has issued an adverse audit report on the effectiveness of the Company’s

internal control over financial reporting as of December 31, 2024, which appears in Item 9A of this Annual Report.

these material weaknesses did not result in any identified material misstatements to the financial statements and there were no

resulting changes to previously released financial results, these material weaknesses could have resulted in a material misstatement to

our annual or interim consolidated financial statements that would not be prevented or detected and corrected on a timely

of Previously Identified Material Weakness

2024, executive management made a strong commitment to the importance of internal control and to create and maintain an effective internal

control environment commensurate with the Company’s growth.

Management continued to implement improvements to the Company’s

system of internal control, including reevaluating the adequacy of design and the operational effectiveness of internal controls over

financial reporting at all significant locations.

These improvements and remediation efforts included:

a third-party CPA firm to assist with the documentation and evaluation of the design and implementation of IT controls

and implemented new controls, and enhanced the design of existing IT general controls, including controls over program change management

and implemented enhanced policies and procedures related to certain management review controls over segregation of duties

a training program addressing IT general controls and policies, including educating control owners concerning the principles and

requirements of each control, with a focus on change management and user access over IT systems impacting financial reporting

documentation and evidence related to management review controls associated with the review of valuation inputs, most notably utilized

for the evaluation of potential impairment of goodwill.

Management continued to engage third-party specialists to assist management

with valuations, including valuation model techniques

Audit Committee has been actively engaged and exercised continuous oversight throughout the process.

Based on the remediation efforts

described above that were performed during 2024, the Company successfully remediated its previous material weakness around management’s

review of valuation inputs, such as the review of valuation inputs associated with the impairment of goodwill;

and (b) information technology

deficiencies in the design and implementation of change management and user access controls over financial IT applications and underlying

records that support the Company’s financial reporting processes, impact automated process-level and manual controls, and provide

the assurance that the data produced by these systems is complete and accurate, except for the aforementioned IT applications that were

included within the material weakness described above.

Plan and Status

Company has continued implementation of a plan to remediate these material weaknesses.

These remediation measures are ongoing and include

the items mentioned above as well as the following:

Company plans to migrate the European ERP IT applications to their United States ERP IT application.

Management has migrated one

European ERP IT application as of January 1, 2025 and plans to migrate the second European ERP IT application during 2025.

our car charging revenue IT applications, management is designing and implementing controls over segregation of duties and implementing

other IT general controls, including controls over program change management.

Management is designing and implementing additional internal controls with adequate precision for identifying and evaluating appropriate

revenue recognition as well as existence of receivables.

The Company plans to design and implement additional controls to ensure

the completeness of net operating losses associated with the valuation of deferred tax assets and liabilities included within the Company’s

income tax provision

Additionally,

while making serious efforts at Company-wide cost reduction and after appropriately analyzing cost-benefits, management continues to

review both the adequacy of design and validated the operational effectiveness of its key controls while further prioritizing automation

initiatives being undertaken by the Company to strengthen the Company’s internal control environment.

Audit Committee will continue to be actively engaged and exercise continuous oversight throughout the process.

management believes that these remediation actions, when fully implemented, will remediate the material weaknesses we have identified and

strengthen our internal control over financial reporting.

However, our remediation efforts are ongoing and additional remediation initiatives

may be necessary.

We will continue to develop, implement, and strengthening existing policies, procedures, and internal controls and

make any further changes management deems appropriate.

of certain of the previously identified material weaknesses and strengthening our internal control environment has required and will

continue to require a substantial effort throughout 2025.

We will test the ongoing operating effectiveness of the new and existing controls

in future periods.

The material weaknesses cannot be considered completely remediated until the applicable controls have operated for

a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

in Internal Control Over Financial Reporting

2023, management continued to implement improvements to the Company’s internal control system including expanding our internal

control assessments to the Company’s 2022 acquisitions Throughout the year, from executive management down, a strong commitment

was made to the importance of internal control and to create and maintain an infrastructure to support the Company’s compliance

The Audit Committee was actively engaged and exercised continuous oversight throughout the process.

Further, management and

the Audit Committee fostered open and regular dialogue with the Company’s external auditors.

Internal control, particularly those

relating to subjective judgements, were strengthened and, when possible automated and centralized.

as described above, there were no changes in the Company’s internal control over the financial reporting during the fourth quarter

2 unchanged sentences

INTERNAL CONTROL OVER FINANCIAL REPORTING

the Stockholders and Board of Directors of

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING

Kennedy Blvd., Suite 3850

Tampa, FL 33602

D +1 813 229 7201

F +1 813 223 3015

Board of Directors and Stockholders

Blink Charging Co.

Opinion on internal control over financial reporting

have audited Blink Charging Co.

and subsidiaries’ (the “Company”) internal control over financial reporting as of December

31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring

Organizations of the Treadway Commission.

In our opinion, because of the effect of the material weaknesses described in the following

paragraph on the achievement of the objectives of the control criteria, the Company has not maintained effective internal control over

financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued

by the Committee of Sponsoring Organizations of the Treadway Commission.

material weakness is a control deficiency, or combination of deficiencies, in internal control over financial reporting, such that there

is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented

or detected on a timely basis.

The following material weaknesses have been identified and included in “Management’s Annual

Report on Internal Control Over Financial Reporting”:

The Company's change management and access

controls were not designed and implemented effectively to ensure:

1) IT program and data changes affecting the Company’s financial

IT applications and underlying records are identified, tested, authorized and implemented appropriately to validate that data produced

by these IT applications were complete and accurate, and 2) appropriate segregation of duties that would adequately restrict user and

privileged access to the financially relevant applications and underlying records to the appropriate Company personnel.

Due to the pervasive

nature of these deficiencies other IT general controls, automated process-level, and manual controls that are dependent upon the information

derived from such financially relevant applications were also determined to be ineffective.

Ineffective operation of management review controls over allocation of proceeds to intangible

assets and goodwill and the evaluation of potential impairment for goodwill and other intangible assets.

deficiencies, combined with inadequate review controls, created a reasonable possibility that a material misstatement, either

individually or in the aggregate, of the consolidated financial statements might not be prevented or detected on a timely basis and represent

material weaknesses in the Company’s internal control over financial reporting.

material weaknesses were considered in determining the nature, timing and extent of audit tests applied in our audit of the fiscal 2023

consolidated financial statements, and this report does not affect our report dated March 18, 2024 on those financial statements.

have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”),

the consolidated balance sheets of the Company as of December 31, 2023 and 2022 and the related consolidated statements of operations,

comprehensive loss, changes in stockholders’ equity, and cash flows for each of the three years in the period ended December 31,

2023 and our report thereon dated March 18, 2024 expressed an unqualified opinion on those financial statements.

Paragraph – Excluded Subsidiary

described in “Management’s Annual Report on Internal Control Over Financial Reporting”, management has excluded its

wholly owned subsidiary, Envoy Technologies, Inc., from its assessment of internal control over financial reporting as of December 31,

2023 because the entity was acquired by the Company as the result of a business combination during 2023.

We have also excluded Envoy

Technologies, Inc.

from our audit of internal control over financial reporting.

The subsidiary’s combined total assets and total

revenues represent approximately 1% and 2%, respectively, of the related consolidated financial statement amounts as of and for the year

ended December 31, 2023.

Company’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment

of the effectiveness of internal control over financial reporting, included in the accompanying “Management’s Annual Report

on Internal Control Over Financial Reporting”.

Our responsibility is to express an opinion on the Company’s internal control

over financial reporting based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent

with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities

and Exchange Commission and the PCAOB.

conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain

reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing

the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based

on the assessed risk.

Our audit also included performing such other procedures as we considered necessary in the circumstances.

that our audit provides a reasonable basis for our opinion.

and Limitations of Internal Control over Financial Reporting

company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability

of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the

maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in

accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance

with authorizations of management and directors of the company;

and (3) provide reasonable assurance regarding prevention or timely detection

of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

of the inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of

any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,

or that degree of compliance with the policies or procedures may deteriorate.

During the fiscal quarter ended December 31, 2023, none of the Company’s

directors or officers adopted , modified, or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1

trading arrangement, in each case as defined in Item 408 of Regulation S-K.

We have audited the internal control over financial

reporting of Blink Charging Co.

(a Nevada corporation) and subsidiaries (the “Company”) as of December 31, 2024, based on criteria established in the

2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission

In our opinion, because of the effect of the material weaknesses described in the following paragraphs on the achievement

of the objectives of the control criteria, the Company has not maintained effective internal control over financial reporting as of December

31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.

A material weakness is a deficiency, or combination

of control deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement

of the company’s annual or interim financial statements will not be prevented or detected on a timely basis.

The following material

weaknesses have been identified and included in management’s assessment.

The Company's information technology (“IT”)

general controls related to the Company’s European subsidiaries’ enterprise resource planning IT applications as well as the

Company’s car charging revenue IT applications were not effective.

In addition, the Company’s business process automated and

manual controls that are dependent on the affected IT applications were also deemed ineffective because they could have been adversely

Further, the Company did not maintain appropriately designed and operating controls related to the occurrence of revenues and

the existence of accounts receivable as well as the allocation of the transaction price based on standalone selling prices.

the Company did not maintain appropriately designed or operating controls related to documenting and assessing the completeness of net

operating loss carryforwards associated with income taxes.

We also have audited, in accordance with the standards

of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company

as of and for the year ended December 31, 2024.

The material weaknesses identified above were considered in determining the nature, timing,

and extent of audit tests applied in our audit of the 2024 consolidated financial statements, and this report does not affect our report

dated April 8, 2025 which expressed an unqualified opinion on those financial statements.

Basis for opinion

The Company’s management is responsible for

maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial

reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting.

Our responsibility

is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We are a public accounting

firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.

federal securities

laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards

of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal

control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control

over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness

of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion.

Definition and limitations of internal control

over financial reporting

A company’s internal control over financial

reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of

financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control

over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,

accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions

are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and

that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition

of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control

over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods

are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the

policies or procedures may deteriorate.

/s/ GRANT THORNTON LLP

GRANT THORNTON LLP

Tampa, Florida

April 8, 2025

the fiscal quarter ended December 31, 2024, none of the Company’s directors or officers adopted , modified , or terminated a Rule

10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement, in each case as defined in Item 408 of Regulation S-K.

REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

15 unchanged sentences

AND FINANCIAL STATEMENT SCHEDULES.

Purchase Agreement, dated April 21, 2021, between the Shareholders of Blue Corner NV and Blink Holdings B.V.

and Purchase Agreement, dated April 22, 2022, between the shareholders of Electric Blue Limited, and Blink Holdings B.V.

and Plan of Merger, dated as of June 13, 2022, by and among Blink Charging Co., Blink Sub I Corp., Blink Sub II LLC, SemaConnect,

and Shareholder Representative Services LLC (solely in its capacity as the stockholders’ representative)

Agreement and Plan of Merger, dated as of April 18, 2023, by and among Blink Charging Co., Blink Mobility, LLC, Mobility Merger Sub Inc., Envoy Technologies, Inc., and Fortis Advisors LLC (as Equityholders’ Agent)

22 unchanged sentences

and Aviv Hillo

of Registration Rights Agreement, dated as of June 15, 2022, by and among Blink Charging Co., the equityholders of SemaConnect, Inc.

and each equityholder of SemaConnect, Inc.

to which Blink shares were issued

Agreement, dated September 2, 2022, between Blink Charging Co.

10 unchanged sentences

and the Agents

Executive Advisor Employment Agreement, dated August 27, 2024, by and between Blink Charging Co.

and Brendan S.

Chief Executive Officer Employment Agreement, dated January 23, 2025, between Michael Battaglia and Blink Charging Co.

Subsidiaries of the Registrant

Consent of Grant Thornton LLP

Consent of Marcum LLP

13 unchanged sentences

on its behalf by the undersigned, thereunto duly authorized.

March 18, 2024

April 8, 2025

Michael Battaglia

and Chief Executive Officer

Executive Officer)

March 18, 2024

April 8, 2025

Financial Officer

2 unchanged sentences

registrant and in the capacities and on the dates indicated.

Michael Battaglia

Chief Executive Officer, and Director

April 8, 2025

Executive Officer)

Financial Officer

April 8, 2025

Financial and Accounting Officer)

Counsel, Executive Vice President of M&A, and Director

/s/ Ritsaart J.M.

April 8, 2025

Ritsaart J.M.

van Montfrans

Chairman of the Board

April 8, 2025

Ritsaart J.M.

van Montfrans

Mahidhar Reddy

/s/ Cedric L.

March 18, 2024

April 8, 2025

Martha Crawford

April 8, 2025

TO CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm (PCAOB ID:

Consolidated Balance Sheets as of December 31, 2024 and 2023

7 unchanged sentences

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Kennedy Blvd., Suite 3850

Tampa, FL 33602

+1 813 229 7201

F +1 813 223 3015

Board of Directors and Stockholders

Blink Charging Co.

on the financial statements

have audited the accompanying consolidated balance sheet of Blink Charging Co.

(a Nevada corporation) and subsidiaries (the “Company”)

as of December 31, 2024, the related consolidated statements of operations, comprehensive loss, changes in stockholders’ equity,

and cash flows for the year ended December 31, 2024, and the related notes (collectively referred to as the “consolidated financial

statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position

of the Company as of December 31, 2024, and the results of its operations and its cash flows for the year ended December 31, 2024, in

conformity with accounting principles generally accepted in the United States of America.

also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”),

the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in the 2013 Internal

Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”),

and our report dated April 8, 2025 expressed an adverse opinion.

consolidated financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion

on the Company’s consolidated financial statements based on our audit.

We are a public accounting firm registered with the PCAOB

and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable

rules and regulations of the Securities and Exchange Commission and the PCAOB.

conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain

reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud,

and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts

and disclosures in the financial statements.

Our audit also included evaluating the accounting principles used and significant estimates

made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audit provides a

reasonable basis for our opinion.

in accounting principle

discussed in Note 2 to the consolidated financial statements, the Company has adopted new accounting guidance in 2024 related to the

disclosure of segment information in accordance with ASU 2023-07, Segment Reporting (Topic 280) .

critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated

or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the financial

statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters

does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit

matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Quantitative Impairment Assessments – Legacy Blink and Mobility Reporting Units

described further in Notes 2 and 6 to the consolidated financial statements, management evaluates goodwill for impairment on an annual

basis, or more frequently if impairment indicators exist, at the reporting unit level.

For the quantitative impairment assessments performed

during the year, management estimated the fair values of its reporting units using a combination of the income and market approaches.

The determination of the fair values of the reporting units requires management to make significant estimates and assumptions related

to the preparation of discounted future cash flows.

The market approach also requires management judgment in estimating market multiples

and control premiums.

We identified the goodwill quantitative impairment assessments of the Legacy Blink and Mobility reporting units

as a critical audit matter.

principal consideration for our determination that the goodwill quantitative impairment assessments of the Legacy Blink and Mobility

reporting units is a critical audit matter is that changes in the significant assumptions could materially affect the determination of

the fair value of the reporting units, the amount of any goodwill impairment charge, or both.

Management utilized significant judgment

when estimating the fair value of the Legacy Blink and Mobility reporting units and auditing management’s judgments regarding prospective

financial information, the selected discount rate, estimated market multiples, the control premium and weighting applied involved a high

degree of subjectivity due to the estimation uncertainty.

audit procedures related to the goodwill quantitative impairment assessments of the Legacy Blink and Mobility reporting units included

the following, among others:

tested the design and operating effectiveness of the key controls relating to management’s

goodwill impairment process, including controls over review of the assumptions used to develop

future cash flows, the discount rate used, and the valuation methodologies applied.

evaluated management’s process for determining the fair value of the Legacy Blink and

Mobility reporting units.

involved valuation specialist professionals with specialized skills and knowledge to assist

in evaluating the Company’s methodology for the income approach and market approach

to conclude on the fair value of the Legacy Blink and Mobility reporting units.

assistance of our valuation specialists, we assessed the discount rates by developing a range

of independent estimates and comparing those to the rates selected by management.

involved our valuation specialists to evaluate the assumptions used in applying the market

approach, including evaluating the reasonableness of estimated market multiples, control

premium and weighting applied.

We recomputed the arithmetic accuracy of the prospective financial

information and evaluated the reasonableness of significant assumptions such as revenue growth

and changes to expenditures that would impact the Company's earnings before interest, income

taxes, depreciation and amortization.

We compared these key assumptions to historical information,

budgeted information, industry data and industry data to determine the reasonableness of

the prospective financial information.

GRANT THORNTON LLP

have served as the Company’s auditor since 2024.

April 8, 2025

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

the Stockholders and Board of Directors of

on the Financial Statements

have audited the accompanying consolidated balance sheets of Blink Charging Co.

have audited the accompanying consolidated balance sheet of Blink Charging Co.

and subsidiaries (the “Company”) as of December

31, 2023 and 2022, the related consolidated statements of operations, comprehensive loss, changes in stockholders’ equity and cash

flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial

31, 2023, the related consolidated statements of operations, comprehensive loss, changes in stockholders’ equity and cash flows

for each of the two years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial

statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the

Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period

ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”),

the Company’s internal control over financial reporting as of December 31, 2023, based on the criteria established in Internal

Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report

dated March 18, 2024 expressed an adverse opinion on the effectiveness of the Company’s internal control over financial reporting

because of the existence of material weaknesses.

In our opinion, the financial position of the Company as of December 31, 2023, and the results of its operations

and its cash flows for each of the two years in the period ended December 31, 2023, in conformity with accounting principles generally

accepted in the United States of America.

financial statements are the responsibility of the Company’s management.

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audit procedures related to the evaluation of acquisition-date fair values of intangible assets acquired included the following, among

the design effectiveness of certain controls over the acquisition-date valuation process, including controls over the development

evaluated the design effectiveness of certain controls over the acquisition-date valuation process, including controls over the development

of the key assumptions such as the future revenue growth and the applied discount rate.

We obtained the purchase

price allocation analysis from management and the third-party specialist engaged by management.

the qualifications and competence of management and the third-party specialist;

We evaluated the methodologies

used to determine the fair values of the intangible assets.

We tested the

assumptions used within the discounted cash flow models to estimate the fair values of the intangible assets, which included key

assumptions such as the future revenue growth and the applied discount rate.

We assessed the reasonableness

of management’s forecast by inquiring with management to understand how the forecast was developed and comparing the projections

to historical results and external sources, including industry trends and peer companies’ historical data.

We involved our internal

valuation specialist who assisted in the evaluation and testing performed on the reasonableness of significant assumptions to the

models, including the applied discount rate.

obtained the purchase price allocation analysis from management and the third-party specialist engaged by management.

assessed the qualifications and competence of management and the third-party specialist;

evaluated the methodologies used to determine the fair values of the intangible assets.

tested the assumptions used within the discounted cash flow models to estimate the fair values of the intangible assets, which included

key assumptions such as the future revenue growth and the applied discount rate.

assessed the reasonableness of management’s forecast by inquiring with management to understand how the forecast was developed

and comparing the projections to historical results and external sources, including industry trends and peer companies’ historical

involved our internal valuation specialist who assisted in the evaluation and testing performed on the reasonableness of significant

assumptions to the models, including the applied discount rate.

and Other Intangible Assets Impairment

Audit Matter Description

described in Notes 5 and 6 to the financial statements, the Company recognized goodwill and other intangible assets impairment charges of

approximately $89.1 million and $5.1 million, respectively, in the statement of operations during the year ended December 31, 2023.

identified management’s impairment analysis as a critical audit matter.

described in Notes 5 and 6 to the financial statements, the Company recognized goodwill and other intangible assets impairment charges

of approximately $89.1 million and $5.1 million, respectively, in the statement of operations during the year ended December 31, 2023.

We identified management’s impairment analysis as a critical audit matter.

principal consideration for our determination that the evaluation of goodwill and other intangible assets impairment was a critical audit

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among others:

We tested management’s

process for determining the fair value estimate of each reporting unit.

We evaluated the discounted

cash flow model used in management’s assessment.

We tested the completeness,

accuracy, and relevance of the underlying data used by management in the discounted cash flow model.

We evaluated the reasonableness

of significant assumptions used by management as part of their analysis.

We involved our internal

valuation specialist who assisted in the evaluation and testing performed of the goodwill and other intangible assets impairment

have served as the Company’s auditor since 2014.

tested management’s process for determining the fair value estimate of each reporting unit.

evaluated the discounted cash flow model used in management’s assessment.

tested the completeness, accuracy, and relevance of the underlying data used by management in the discounted cash flow model.

evaluated the reasonableness of significant assumptions used by management as part of their analysis.

involved our internal valuation specialist who assisted in the evaluation and testing performed of the goodwill and other intangible

assets impairment analysis.

served as the Company’s auditor from 2014 to 2024.

18, 2024, except for Segment Reporting in Note 17 and Revision of Previously Issued Consolidated Financial Statements in Note 18, as

to which the date is April 8, 2025

Balance Sheets

thousands, except for share amounts)

(in thousands, except for share and

per share amounts)

Current Assets:

Cash and cash equivalents

Marketable securities

Accounts receivable, net

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Total Current Liabilities

Contingent consideration

Consideration payable

6 unchanged sentences

Stockholders’ Equity:

Common stock, $ 0.001 par value, 500,000,000 shares authorized, 92,818,233 and 51,476,445 shares issued and outstanding as of December 31, 2023 and 2022, respectively

Preferred stock, $ 0.001 par value, 40,000,000 shares authorized, 0 shares issued and outstanding as of December 31, 2024 and 2023, respectively

Common stock, $ 0.001

par value, 500,000,000 shares authorized,

101,970,907 and 92,818,233 shares issued and outstanding as of December 31, 2024 and 2023, respectively

Common stock, $0.001 par value, 500,000,000 shares authorized, 101,970,907 and 92,818,233 shares issued and outstanding as of December

31, 2024 and 2023, respectively

Additional paid-in capital

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Product sales

Charging service revenue - company-owned charging stations

Charging service revenue

Grant and fees rebate

3 unchanged sentences

Cost of product sales

Cost of charging services - company-owned charging stations

Cost of charging services

Host provider fees

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Other operating expenses

Change in fair value of consideration payable

Impairment of goodwill

2 unchanged sentences

Loss From Operations

Other (Expense) Income:

Interest (expense) income

Dividend income

Gain (loss) on foreign exchange

Gain on forgiveness of PPP loan

Loss on extinguishment of notes payable

Other Income (Expense):

Interest expense

Dividend and interest income

Gain (loss) on extinguishment of notes payable

Change in fair value of derivative and other accrued liabilities

Other expense

Total Other (Expense) Income

Total Other Income (Expense)

Loss Before Income Taxes

$ ( 197,418 )

$ ( 202,199 )

Provision for income taxes

$ ( 198,132 )

$ ( 203,693 )

Net Loss Per Share:

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$ ( 198,132 )

Other Comprehensive Income (Loss):

Reclassification adjustments of gain on sale of marketable securities included in net loss

$ ( 203,693 )

Other Comprehensive (Loss) Income:

Cumulative translation adjustments

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$ ( 201,441 )

$ ( 203,183 )

accompanying notes are an integral part of these consolidated financial statements.

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thousands, except for share amounts)

Preferred Stock

Comprehensive

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Common stock issued in public offering, net of issuance costs [1]

Common stock issued upon exercises of warrants

Stock-based compensation

Surrender and cancellation of common stock

Reclassification of common stock liability to equity

Common stock issued in connection with extinguishment of notes payable

Common stock issued upon cashless exercise of options and warrants

Common stock issued in satisfaction of accrued issuable equity

Common stock issuance, net

Other comprehensive loss

7 unchanged sentences

thousands, except for share amounts)

Preferred Stock

Comprehensive

3 unchanged sentences

Common stock issued in public offering, net of issuance costs [1]

Common stock issued as purchase consideration of SemaConnect

Common stock issued as purchase consideration of Electric Blue

Common stock issued upon exercises of warrants

Common stock issued upon cashless exercise of warrants

Common stock issued upon exercise of options

Stock-based compensation

Surrender and cancellation of common stock

Reclassification of common stock liability to equity

Common stock issued in connection with extinguishment of notes payable

Common stock issued upon cashless exercise of options and warrants

Common stock issued in satisfaction of accrued issuable equity

Other comprehensive loss

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thousands, except for share amounts)

Preferred Stock

Comprehensive

4 unchanged sentences

Common stock issued in public offering, net of issuance costs [1]

Common stock issued upon exercises of options and warrants

Common stock issued upon cashless exercises of options and warrants

Common stock issued as consideration for property and equipment

Common stock issued as purchase consideration of Blue Corner

Common stock issued as purchase consideration of SemaConnect

Common stock issued as purchase consideration of Electric Blue

Common stock issued upon exercises of warrants

Common stock issued upon cashless exercise of warrants

Common stock issued upon exercise of options

Stock-based compensation

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$ ( 198,132 )

$ ( 203,693 )

Adjustments to reconcile net loss to net cash used in operating activities:

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Non-cash lease expense

Dividend income

Impairment of goodwill

2 unchanged sentences

Change in fair value of derivative and other accrued liabilities

Provision for bad debt

Loss on extinguishment of notes payable

(Gain) loss on disposal of fixed assets

Provision for credit losses

(Gain) loss on extinguishment of notes payable

Loss (gain) on disposal of property and equipment

Provision for slow moving and obsolete inventory

Gain on forgiveness of PPP loan

Change in fair value of consideration payable

Gain on settlement of accounts payable, net

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Changes in operating assets and liabilities:

Accounts receivable and other receivables

Accounts receivable

Prepaid expenses and other current assets

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Cash Flows From Investing Activities:

Proceeds from sale of marketable securities

Note receivable

Proceeds from sale of marketable securities

Purchase of marketable securities

Purchase consideration of SemaConnect, net of cash acquired

Proceeds from sale of property and equipment

Purchase consideration of Envoy, net of cash acquired

Purchase of marketable securities

Capitalization of engineering costs

Purchase consideration of Blue Corner, net of cash acquired

Purchase consideration of Electric Blue, net of cash acquired

Purchases of property and equipment

Net Cash Used In Investing Activities

Net Cash Provided By (Used In) Investing Activities

Cash Flows From Financing Activities:

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Repayment of notes payable

Payment of financing liability in connection with internal use software

Net Cash Provided By Financing Activities

Net Cash (Used In) Provided By Financing

Effect of Exchange Rate Changes on Cash and Cash Equivalents

Net Increase (Decrease) In Cash and Cash Equivalents and Restricted Cash

Net (Decrease) Increase In Cash and Cash Equivalents and

Restricted Cash

Cash and Cash Equivalents and Restricted Cash - Beginning of Year

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Restricted cash

Total Cash and cash equivalents

and restricted cash

the year ended December 31, 2023, includes gross proceeds of $ 216,662 , less issuance costs of $ 7,796 .

Cash and Cash Equivalents

and Restricted Cash - End of Year

For the year ended December 31, 2024, includes gross proceeds

of $ 27,004 , less issuance costs of $ 608 .

the year ended December 31, 2023, includes gross proceeds of $ 216,662 , less issuance costs of $ 7,796 .

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Non-cash investing and financing activities:

Common stock issued as consideration for property and equipment

Common stock issued as purchase consideration of Blue Corner

Reclassification of common stock liability to equity

Right-of-use assets obtained in exchange for lease obligations

1 unchanged sentence

Transfer of inventory to property and equipment

Accrued interest converted to notes payable

Reclassification of liability to equity

Common stock issued in satisfaction of accrued issuable equity

Reclassification from inventory to fixed assets

Common stock issued as purchase consideration of SemaConnect

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business through its wholly-owned subsidiary, Blink Mobility LLC.

Blink’s wholly owned subsidiary, Envoy, filed a registration statement on Form S-1 dated February 11, 2025 to register shares in connection

with its contemplated initial public offering as well as the issuance of shares to its former shareholders in connection with Blink’s acquisition

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

of December 31, 2023, the Company had cash and cash equivalents of $ 121,691

and working capital of $ 152,033 .

During the years ended December 31, 2023, 2022, and 2021, the Company incurred a net loss of $ 203,693 ,

of December 31, 2024, the Company had cash and cash equivalents and marketable securities of $ 55,404 and

working capital of $ 81,908 .

the years ended December 31, 2024, 2023, and 2022, the Company incurred a net loss of $ 198,132 ,

and $ 91,560 ,

respectively.

2 unchanged sentences

respectively.

During the year ended December 31, 2023, the

Company sold an aggregate of 30,914,695

shares of common stock under an “at-the-market” equity offering program for aggregate gross proceeds of $ 116,651 ,

less issuance costs of $ 2,562 which were recorded as a reduction to additional paid-in capital.

See Note 10 –

Stockholders’ Equity.

Subsequent to December 31, 2023, the Company sold an aggregate of 8,177,472

shares of common stock aggregate gross proceeds of $ 25,651 and net proceeds of $ 25,136 .

the year ended December 31, 2024, the Company sold an aggregate of 8,970,010 shares of common stock under an “at-the-market”

equity offering program for aggregate gross proceeds of $ 27,004 , less issuance costs of $ 608 which were recorded as a reduction to additional

paid-in capital.

During the year ended December 31, 2023, the Company sold an aggregate of 30,914,695 shares of common stock

under an “at-the-market” equity offering program for aggregate gross proceeds of $ 116,651 , less issuance costs of $ 2,334 which

were recorded as a reduction to additional paid-in capital.

See Note 11 – Stockholders’ Equity.

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

23 unchanged sentences

complement its product and service offerings.

During 2023, the Company commenced a plan designed to improve the Company’s liquidity

by enhancing revenue economics and reducing selling, general, and administrative expenses.

The plan seeks to achieve these goals by increasing

gross profit through product optimization, integration of SemaConnect, Blink UK/EB and Blue Corner acquisitions, and reduction of operating

expenses through cost avoidance and cost cutting strategies.

There can be no assurances these strategies will be achieved.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

OF CONSOLIDATION

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and balances have been eliminated in consolidation.

The results of operations for the years ended December 31, 2023, 2022 and 2021 include

the results of operations of BlueLA Carsharing LLC, U-Go Stations Inc., Blue Corner NV, Electric Blue and SemaConnect, Inc.

respective dates of acquisition.

of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S.

1 unchanged sentence

liabilities, revenues and expenses, together with amounts disclosed in the related notes to the financial statements.

Company’s significant estimates used in these financial statements include, but are not limited to, stock-based compensation,

accounts receivable reserves, inventory valuations, the carrying amount of goodwill, the valuation allowance related to the

Company’s deferred tax assets, the carrying amount of intangible assets, right-of- use assets and related leases payable,

estimates of future EV sales and the effects thereon, derivative liabilities and the recoverability and useful lives of long-lived

Certain of the Company’s estimates could be affected by external conditions, including those unique to the Company and

general economic conditions.

It is reasonably possible that these external factors could have an effect on the Company’s

estimates and could cause actual results to differ from those estimates.

Company’s significant estimates used in these consolidated financial statements include, but are not limited to, stock-based

compensation, accounts receivable reserves, inventory valuations, the carrying amount of goodwill, the valuation allowance related

to the Company’s deferred tax assets, the carrying amount of intangible assets, right-of- use assets and related leases

payable, derivative liabilities and the recoverability and useful lives of

long-lived assets and consideration payable.

Certain of the Company’s estimates could be affected by external conditions, including those unique to the

Company and general economic conditions.

It is reasonably possible that these external factors could have an effect on the

Company’s estimates and could cause actual results to differ from those estimates.

VALUE OF FINANCIAL INSTRUMENTS

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of the assets or liabilities.

Company considers cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities to meet the definition of

financial instruments.

As of December 31, 2023 and 2022, the carrying amount of cash and cash equivalents, accounts receivable, accounts

payable and accrued liabilities approximate their fair value due to the relatively short period of time between their origination and

their expected realization or payment.

The carrying amount of consideration payable approximates its fair value as the terms are comparable

to terms currently offered by local lending institutions for arrangements with similar terms to industry peers with comparable credit

characteristics.

Company considers cash and cash equivalents, marketable securities, accounts receivable, accounts payable and accrued liabilities to

meet the definition of financial instruments.

As of December 31, 2024 and 2023, the carrying amount of cash and cash equivalents,

marketable securities, accounts receivable, accounts payable and accrued liabilities approximate their fair value due to the

relatively short period of time between their origination and their expected realization or payment.

The carrying amount of

consideration payable (excluding the amounts related to the Envoy common stock consideration payable) approximates its fair value as

the terms are comparable to terms currently offered by local lending institutions for arrangements with similar terms to industry

peers with comparable credit characteristics.

AND CASH EQUIVALENTS

Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents in

the consolidated financial statements.

The Company has cash on deposits in several financial institutions which, at times, may be in

excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits.

The Company has not experienced losses in such

accounts and periodically evaluates the creditworthiness of its financial institutions.

The Company reduces its credit risk by placing

its cash and cash equivalents with major financial institutions.

AND OTHER RECEIVABLES

and other receivables are carried at their contractual amounts, less a provision for current expected credit losses.

and cash equivalents consist primarily of highly liquid investments such as money market funds and deposits held at major banks .

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash

equivalents, which is determined at the date of purchase.

The Company has cash on deposits in several financial institutions

which, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits.

The Company has

not experienced losses in such accounts and periodically evaluates the creditworthiness of its financial institutions.

reduces its credit risk by placing its cash and cash equivalents with major financial institutions.

As of December 31, 2024, the

Company had $ 10,052

held in foreign financial institutions.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

RESTRICTED CASH

Cash and cash equivalents that are restricted as to withdrawal or use under

the terms of certain contractual agreements are recorded as restricted cash on the accompanying consolidated balance sheets.

Company had equity securities of $ 13,630 and

of December 31, 2024 and 2023, respectively.

These securities consist primarily of mutual funds and will be used for future working capital

Company determines the appropriate classification of its marketable securities at the time of purchase and re-evaluates such classification

as of each balance sheet date.

The Company carries all “available-for-sale securities” at fair value, with unrealized gains

and losses, net of tax, reported in stockholders’ equity until disposition or maturity.

The Company carries all “trading

securities” at fair value, with unrealized gains and losses, recorded in other income in the Company’s consolidated statements

of operations.

The cost of securities sold is based on the specific-identification method.

The marketable securities were all classified

as trading as of December 31, 2024 and 2023.

Marketable securities are stated at fair value.

below table provides supplemental information related to marketable securities:

OF SUPPLEMENTAL INFORMATION RELATED TO MARKETABLE SECURITIES

For the Years Ended

Net gains recognized during the period on trading securities

net gains recognized during the period on trading securities sold during the period

Unrealized gains recognized during the reporting period on trading securities still held at the reporting date

ACCOUNTS RECEIVABLE

Accounts receivable are carried at their contractual amounts, less a provision for current expected credit losses.

The reserve represents

5 unchanged sentences

in credit losses, and the amount and age of past due accounts.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

below table illustrates the change in the allowance for expected credit losses for the years ended December 31, 2024 and 2023.

SCHEDULE OF CHANGE IN ALLOWANCE FOR

EXPECTED CREDIT LOSS

Allowance for Expected Credit Losses

Beginning balance as of January 1,

Provision for credit losses

Ending balance as of December 31,

within the table above reflects the impact of write-offs and other recoveries.

is comprised of electric charging stations, related parts and components, sub-components, sub-assemblies and finished products.

1 unchanged sentence

Cost is determined by the first-in, first-out method.

that is sold to third parties is included within cost of sales and inventory that is installed on the premises of participating

that is sold to third parties is included within cost of revenues and inventory that is installed on the premises of participating

owner/operator properties, where the Company retains ownership, is transferred to property and equipment at the carrying value of

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December 31, 2024 and 2023, respectively.

As of December 31, 2023, the Company’s inventory was comprised $ 33,902

As of December 31, 2024, the Company’s inventory was comprised of $ 18,659

of finished goods that were available for sale and $ 19,621

of raw material and work in process.

As of December 31, 2023, the Company’s inventory was comprised of $ 33,902 of

finished goods that were available for sale and $ 14,040 of

raw material and work in process.

below table illustrates the change in the reserve for slow-moving or excess inventory for the years ended December 31, 2024 and 2023.

SCHEDULE OF RESERVE FOR SLOW-MOVING

OR EXCESS IN INVENTORY

Inventory Reserve

Beginning balance as of January 1,

Provision for slow moving and obsolete inventory

Ending balance as of December 31,

within the table above reflects the impact of write-offs.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

AND EQUIPMENT

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using the straight-line method over the estimated useful lives of the assets.

OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT

SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT

Computer software and office and computer equipment

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any resulting gain or loss is included in the consolidated statements of operations for the respective period.

Minor additions and

repairs are expensed in the period incurred.

Major additions and repairs which extend the useful life of existing assets are

capitalized and depreciated using the straight-line method over their remaining estimated useful lives.

charging stations represents the cost, net of accumulated depreciation, of charging equipment and installation of the charging equipment

Minor additions and repairs

are expensed in the period incurred.

Major additions and repairs which extend the useful life of existing assets are capitalized and

depreciated using the straight-line method over their remaining estimated useful lives.

charging stations represent the cost, net of accumulated depreciation, of charging equipment and installation of the charging equipment

that have been installed on the premises of participating owner/operator properties or are earmarked to be installed.

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when estimated future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying

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

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

technology, the Company may need to upgrade or adapt its charging station products or introduce new products in order to serve new vehicles,

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

and network upgrades costs.

During 2021, many cellular technology providers announced they will require the upgrade from 2G/3G connectivity

to 4G LTE during 2022 (the “Upgrade”).

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

As electric vehicle charging requirements and technologies

change, driven by federal, state or local regulatory authorities or by electric vehicle manufacturers or other technology or services

providers for the charging station industry, in particular cellular connectivity technology, the Company may need to upgrade or adapt

its charging station products or introduce new products in order to serve new vehicles, conform to new standards, or adapt new technologies

to serve existing customers or new customers at substantial research, development, and network upgrades costs.

During the year ended December

31, 2022, the Company incurred $ 3,809 related to these upgrades.

As of December 31, 2023, the charger upgrades were substantially complete.

2 unchanged sentences

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

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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elected to perform its annual goodwill impairment review on November 1 of each year utilizing a qualitative assessment to determine if

it was more likely than not that the fair value of each of its reporting units was less than their respective carrying values and concluded

that no impairment existed.

it was more likely than not that the fair value of each of its reporting units was less than their respective carrying values.

Note 6 - Goodwill for further information.

intangible assets primarily include trade name, customer relationships, favorable leases, internally developed technology, capitalized

intangible assets primarily include trade name, internal use software, customer relationships, favorable leases, internally developed technology, capitalized

engineering costs and non-compete agreements.

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with fair value typically based on a discounted cash flow model.

Company operates a single segment business.

The Company’s Chief Executive Officer and Chief Operating Officer, who is the chief

operating decision maker, views the Company’s operating performance on a consolidated basis as Blink’s only business is the

sale and distribution of electric vehicle charging equipment and its associated revenues earned from customers and/or Property Partners

who use equipment connected to the Company’s network.

HELD FOR SALE

Company initially measures an asset that is classified as held for sale at the lower of its carrying amount or fair value less costs

The Company assesses the fair value of an asset less costs to sell each reporting period that it remains classified as held

for sale, and reports any subsequent changes as an adjustment to the carrying amount of the asset.

Assets are not depreciated or amortized

while they are classified as held for sale.

Underperforming

the first quarter of 2024, the Company’s Board of Directors approved a plan for the sale of underperforming assets of a subsidiary.

On April 30, 2024, the Company entered into an agreement to sell installed and inventory charging units and the associated agreements

with existing customers, hosts, and drivers.

This transaction was completed and funded on July 3, 2024.

As a result, the Company recorded

a loss of $ 945 for the year ended December 31, 2024, respectively, which is included in operating expenses on the accompanying consolidated

statements of operations.

The Company elected not to present this underperforming subsidiary as discontinued operations because it is

not material to the Company’s consolidated financial statements.

CURRENCY TRANSLATION

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and Pound Sterling.

Assets and liabilities are translated based on the exchange rates at the balance sheet date ( 1.1039 for the Euro,

0.0120 for the Indian Rupee and $ 1.1533 for the Pound Sterling as of December 31, 2023;

1.0701 for the Euro, 0.0121 for the Indian Rupee

and 1.1299 for the Pound Sterling as of December 31, 2022;

1.1325 for the Euro, 0.0135 for the Indian Rupee and 1.3497 for the Pound

Sterling as of December 31, 2021).

Expense accounts are translated at the weighted average exchange rate for the period ( 1.0980 for the

Euro, 0.0120 for the Indian Rupee and 1.2664 for the Pound Sterling during the year ended December 31, 2023;

Assets and liabilities are translated based on the exchange rates at the balance sheet date ( 1.04131

for the Euro, 0.0117

for the Indian Rupee and 1.1903 for the Pound Sterling during the year ended December 31, 2022;

1.1325 for the Euro, 0.0133 for the Indian

Rupee and 1.3497 for the Pound Sterling during the year ended December 31, 2021).

Equity accounts are translated at historical exchange

The resulting translation adjustments are recognized in stockholders’ equity as a component of accumulated other comprehensive

Comprehensive income (loss) is defined as the change in equity of an entity from all sources other than investments by owners

or distributions to owners and includes foreign currency translation adjustments as described above.

Transaction gains (losses) attributable

to foreign exchange were $ 140 , ($ 600 ) and ($ 124 ) during the years ended December 31, 2023, 2022 and 2021, respectively.

for the Indian Rupee and 1.2551

for the Pound Sterling as of December 31, 2024;

for the Euro, 0.0120

for the Indian Rupee and 1.1533

for the Pound Sterling as of December 31, 2023;

for the Euro, 0.0121

for the Indian Rupee and 1.1299

for the Pound Sterling as of December 31, 2022).

Expense accounts are translated at the weighted average exchange rate for the period ( 1.0439

for the Euro, 0.0117

for the Indian Rupee and 1.2852

for the Pound Sterling during the year ended

December 31, 2024;

for the Euro, 0.0120

for the Indian Rupee and 1.2664

for the Pound Sterling during the year ended

December 31, 2023;

for the Euro, 0.0121

for the Indian Rupee and 1.1903

for the Pound Sterling during the year ended

December 31, 2022).

Equity accounts are translated at historical exchange rates.

The resulting translation adjustments are recognized

in stockholders’ equity as a component of accumulated other comprehensive income.

Comprehensive income (loss) is defined as the

change in equity of an entity from all sources other than investments by owners or distributions to owners and includes foreign currency

translation adjustments as described above.

Transaction gains (losses) attributable to foreign exchange were ($ 363 ),

and included within general and administrative expenses during the years ended December 31, 2024, 2023, and 2022, respectively.

translation adjustments attributable to foreign exchange were ($ 3,309 ), $ 510 , and ($ 1,262 ) during the years ended December 31, 2024,

2023, and 2022, respectively.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

Company recognizes revenue primarily from four different types of contracts with customers:

sales – Revenue is recognized at the point where the customer obtains control of

the goods and the Company satisfies its performance obligation, which generally is at the time it ships the product to the customer

or installation of the product.

service revenue – company-owned charging stations - Revenue is recognized at the

point when a particular charging session is completed.

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

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

fees are billed annually.

– Other revenues primarily comprises of revenues generated from alternative fuel

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

Company recognizes revenue primarily from the following types of contracts with customers:

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

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

service revenue – Revenue is recognized at the point when a particular charging session is completed.

Network fees – Represents a stand-ready

obligation whereby the Company is obligated to perform over a period of time and, as a result, revenue is recognized on a straight-line

basis over the contract term.

Network fees are billed annually.

Warranty – Extended warranties represent a stand-ready obligation whereby the Company is obligated to perform over a period of time and, as a result, revenue is

recognized on a straight-line basis over the contract term.

The Company also sells third-party warranties which are recorded at the

point in time of sale.

Furthermore, standard warranties are generally not accounted for as separate performance obligations as

warranties do not provide a service in addition to the assurance that the charging stations will function as expected.

and fees rebate – Grants and rebates related to EV charging stations and their installation are deferred and recognized

as revenue in a manner consistent with the related depreciation expense of the related asset over the useful life of the charging

services – Relate to revenues and expenses from electric vehicle-sharing and electric

vehicle charging services provided to apartments, offices and hotels for use by their residents

and guests and are recognized in accordance with ASC 842.

Revenue is recognized over the

duration of the rental agreement which are short term in nature.

Other – Primarily

related to transaction fees recognized at a point in time.

Other revenues are also comprised of sales related to alternative fuel

following table summarizes our revenue recognized in the consolidated statements of operations:

OF REVENUE RECOGNITION BY CONTRACT

SCHEDULE OF REVENUE RECOGNITION BY CONTRACT

For The Years Ended

1 unchanged sentence

Product sales

Charging service revenue - company-owned charging stations

Charging service revenue

Total Revenues - Recognized at a Point in Time

Revenues - Recognized Over a Period of Time:

Network and other fees

Total Revenues - Recognized Over a Period of Time

Revenues- Other

Ride-sharing services

Car-sharing services

Grant and fees rebate

2 unchanged sentences

following table summarizes our revenue recognized in the consolidated statements of operations by geographical area:

OF REVENUE RECOGNITION BY GEOGRAPHICAL AREA

SCHEDULE OF REVENUE RECOGNITION BY GEOGRAPHICAL AREA

For The Years Ended

Revenues by Geographical Area

United States

International

2 unchanged sentences

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

RECOGNITION – CONTINUED

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

A receivable is recorded when

revenue is recognized prior to payment and the Company has an unconditional right to payment.

Alternatively, when payment precedes the

provision of the related services, the Company records deferred revenue until the performance obligations are satisfied.

Payment terms are generally

A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment.

Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance

obligations are satisfied.

Consideration promised in the Company’s contracts with customers is variable due to anticipated reductions,

such as sales returns, and miscellaneous claims from customers.

The Company estimates the most likely amount it will be entitled to receive

and records an anticipated reduction against revenues at the time revenues are recognized.

The Company recognizes revenue from numerous contracts

with multiple performance obligations.

For these contracts, the Company allocates the transaction price to each performance obligation

based on the relative standalone selling price of the product or service underlying each performance obligation.

The standalone selling

price represents the observable price for which the Company would sell the product or service to a customer on a standalone basis (i.e., not sold

as a bundled sale with any other products or services).

The allocation of transaction price among separate performance obligations may

impact the timing of revenue recognition but will not change the total revenue recognized on the contract.

of December 31, 2024, the Company had $ 27,962 related to contract liabilities where performance obligations have not yet been satisfied,

3 unchanged sentences

within the next twelve months.

As of December 31,

2023, the Company had $ 26,075 related to contract liabilities where performance obligations have not yet been satisfied, which has

been included within deferred revenue on the consolidated balance sheets as of December 31, 2023.

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.

During the year ended

December 31, 2023, the Company recognized $ 2,794 of revenues related to network fees and warranty contracts that were included in deferred

revenues as of December 31, 2022.

the year ended December 31, 2022, the Company recognized $ 1,136

of revenues related to network fees and warranty

contracts that were included in deferred revenues as of December 31, 2021.

During the year ended December 31, 2021, the Company recognized

of revenues related to network fees and warranty contracts

that were included in deferred revenues as of December 31, 2020.

the years ended December 31, 2024, 2023, and 2022, there was no revenue recognized from performance obligations satisfied (or partially

satisfied) in previous periods.

fees rebates and alternative fuel credits, which are not within the scope of ASC 606, pertaining to revenues and periodic expenses,

are recognized as income when the related revenue and/or periodic expense are recorded.

satisfied) in previous periods as specified by ASC 606-10-50-12A.

rebates and alternative fuel credits pertaining to revenues and periodic expenses which are accounted for under ASC 832 are

recognized as income when the related revenue and/or periodic expense are recorded.

Grants and rebates related to EV charging

stations and their installation are deferred and amortized in a manner consistent with the related depreciation expense of the

related asset over the useful life of the charging station.

During the years ended December 31, 2023, 2022 and 2021, the Company

recorded $ 469 ,

respectively, related to grant and rebate revenue.

During the years ended December 31, 2023, 2022 and 2021, the Company recognized

related asset over their useful lives.

During the years ended December 31, 2024, 2023,

and 2022, the Company recognized $ 211 ,

respectively, of revenue related to alternative fuel credits, which is included within other revenue on the consolidated statements

of operations.

services is accounted for under ASC Topic 842, Leases, and pertains to revenues and expenses related to a car-sharing services

agreement with the City of Los Angeles which allows customers the ability to rent electric vehicles through a subscription service.

Company accounts for such rentals as operating leases.

The lease terms are included in the Company’s contracts, and the determination

of whether the Company’s contracts contain leases generally does not require significant assumptions or judgments.

The Company’s

lease revenues do not include material amounts of variable payments.

The Company does not provide an option for the lessee to purchase

the rented equipment at the end of the lease.

Company is unsure of when the customer will return rented equipment.

As such, the Company does not know how much the customer will owe

it upon return of the equipment and, therefore, cannot provide a maturity analysis of future lease payments.

The Company’s equipment

is generally rented for short periods of time (generally a few minutes to a few hours).

Lessees do not provide residual value guarantees

on rented equipment.

Company expects to derive significant future benefits from its equipment following the end of the rental term.

The Company’s equipment

is typically rented for the majority of the time that the Company owns it.

The Company recognizes

revenue over the contractual period of performance of the subscription which are short term in nature.

During the years ended December

31, 2023, 2022 and 2021, the Company recognized $ 3,302 , $ 1,268 and $ 769 , respectively, related to ride-sharing services revenue.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

Car-sharing services relate to revenues and expenses

from electric vehicle-sharing and electric vehicle charging services provided to apartments, offices and hotels for use by their residents

and guests and are recognized in accordance with ASC 842.

The Company provides electric vehicles to be available for use and the contracting

locations are invoiced on a monthly or quarterly basis under the terms of the agreement signed with each respective customer.

is also derived from parties who schedule use of electric vehicles that are not provided specifically for exclusive use to a particular

customer under an ongoing existing contractual arrangement.

The Company accounts for such rentals as operating leases.

The lease terms

are included in the Company’s contracts, and the determination of whether the Company’s contracts contain leases generally

does not require significant assumptions or judgments.

The Company’s lease revenues do not include material amounts of variable

The Company does not provide an option for the lessee to purchase the rented vehicle at the end of the lease.

The Company is

unsure of when the customer will return the vehicles.

As such, the Company does not know how much the customer will owe it upon return

of the vehicle and, therefore, cannot provide a maturity analysis of future lease payments.

The Company’s vehicles are generally

rented for short periods of time (generally a few hours).

Lessees do not provide residual value guarantees on rented vehicles.

expects to derive significant future benefits from its vehicles following the end of the rental term.

The Company’s vehicles are

typically rented for the majority of the time that the Company owns or leases the underlying vehicle.

Company participates in various advertising programs.

All costs related to advertising of the Company’s products and services are

expensed in the period incurred.

Advertising costs charged to operations for the years ended December 31, 2023, 2022 and 2021 were $ 2,321 ,

$ 2,618 and $ 84 , respectively, and are included in general and administrative expenses on the consolidated statements of operations

All costs related to advertising of the Company’s products and services

are expensed in the period incurred.

Advertising costs charged to operations for the years ended December 31, 2024, 2023, and 2022

were $ 2,266 ,

and $ 2,618 ,

respectively, and are included in general and administrative expenses on the consolidated statements of operations.

CONCENTRATIONS

of December 31, 2024, accounts receivable from a significant customer

was 12 % of total accounts receivable.

As of December 31, 2024, accounts payable to a significant vendor was approximately

12% of accounts payable.

of December 31, 2023, accounts payable to two significant vendors were approximately 16 % and 10 % of total accounts payable.

As of December

31, 2022, accounts payable to a significant vendor were approximately 15 % of total accounts payable.

year ended December 31, 2022, sales to a significant customer represented 15 % of total revenue.

During the year ended December 31, 2024,

2021, sales to a significant customer represented 12 % of total revenue.

During the year ended December 31, 2023, the Company made purchases

from a significant supplier that represented 24 % of total purchases.

During the year ended December 31, 2022 and 2021, the Company made

purchases from another significant supplier that represented 19 %

and 23 % respectively, of total purchases.

the Company made purchases from a significant supplier that represented 12 % of total purchases.

During the years ended December 31,

2023 and 2022, the Company made purchases from another significant supplier that represented 24 % and 19 %, respectively, of total purchases.

Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award.

3 unchanged sentences

options granted using the Black-Scholes option pricing model.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

Company determines if an arrangement is a lease at inception.

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a straight-line basis over the lease term.

Company provides charging services at designated locations on the hosts property at which the charging station is situated.

In consideration

thereof, the host shares in the monthly revenue generated by the charging station on a percentage basis.

As the charging station monthly

revenue generated is variable, the host’s monthly revenue derived there from is similarly variable.

In accordance with ASC 842

the hosts’ portion of revenue is variable and not predicated on an index or rate, as defined, these payments are not within the

scope ASC 842.

The Company provides charging services at designated locations on the host’s property at which the charging station is situated.

In consideration thereof, the host shares in the monthly revenue generated by the charging station on a percentage basis.

As the charging

station monthly revenue generated is variable, the host’s monthly revenue derived there from is similarly variable.

These arrangements

contain embedded lease arrangements to place charging equipment in designated space located on the host’s site in exchange for

variable lease payments based on revenue-sharing provisions, which are expensed as incurred in host provider fees in the accompanying

consolidated statements of operations.

The Company has elected the practical expedient to not separate non-lease components from lease

components in the measurement of liabilities for all asset classes.

The Company expenses variable lease payments as incurred.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

Company recognizes deferred tax assets and liabilities for the expected future tax consequences of items that have been included in the

31 unchanged sentences

For the Years Ended

Unvested restricted common stock

Restricted stock units

Total potentially dilutive shares

RECLASSIFICATIONS

Certain prior year balances have been

reclassified in order to conform to current year presentation.

These reclassifications have no effect on previously reported results of

operations or loss per share.

AND CONTINGENCIES

3 unchanged sentences

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

ISSUED ACCOUNTING STANDARDS

1 unchanged sentence

2023-05, “Business Combinations - Joint Venture Formations (Subtopic 805-60):

Recognition and Initial Measurement,” under which an

entity that qualifies as either a joint venture or a corporate joint venture as defined in the FASB Accounting Standards Codification

(“ASC”) master glossary is required to apply a new basis of accounting upon the formation of the joint venture.

Specifically,

the ASU provides that a joint venture or a corporate joint venture (collectively, “joint ventures”) must initially measure

its assets and liabilities at fair value on the formation date.

The amendments are effective for all joint ventures within the ASU’s

scope that are formed on or after January 1, 2025.

Early adoption is permitted in any annual or interim period as of the beginning of

the related fiscal year.

The adoption of this pronouncement is not expected to have a material impact on the Company’s consolidated

financial statements.

Recognition and Initial Measurement,”

under which an entity that qualifies as either a joint venture or a corporate joint venture as defined in the FASB Accounting

Standards Codification (“ASC”) master glossary is required to apply a new basis of accounting upon the formation of the

joint venture.

Specifically, the ASU provides that a joint venture or a corporate joint venture (collectively, “joint

ventures”) must initially measure its assets and liabilities at fair value on the formation date.

The amendments are effective

for all joint ventures within the ASU’s scope that are formed on or after January 1, 2025.

Early adoption is permitted in any

annual or interim period as of the beginning of the related fiscal year.

The adoption of this pronouncement on January 1, 2025 did

not have a material impact on the Company’s consolidated financial statements.

October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements.” For entities subject to the SEC’s existing disclosure

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expected to have a material impact on the Company’s consolidated financial statements.

November 2023, the FASB issued an accounting standards update ASU 2023-07 “Segment Reporting:

Improvements to Reportable

Segment Disclosures” related to improvements to reportable segment disclosures.

The amendments in this update require

additional disclosure of significant expenses related to our reportable segments, additional segment disclosures on an interim

basis, and qualitative disclosures regarding the decision making process for segment resources.

The amendments in this update are

effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15,

The adoption of this pronouncement is not expected to have a material impact on the Company’s consolidated financial

December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures” related to improvements to income

tax disclosures.

The amendments in this update require enhanced jurisdictional and other disaggregated disclosures for the effective

tax rate reconciliation and income taxes paid.

The amendments in this update are effective for fiscal years beginning after December

The adoption of this pronouncement is not expected to have a material impact on the Company’s consolidated financial

Improvements to Income Tax Disclosures” related to

improvements to income tax disclosures.

The amendments in this update require enhanced jurisdictional and other disaggregated disclosures

for the effective tax rate reconciliation and income taxes paid.

The amendments in this update are effective for fiscal years beginning

after December 15, 2024.

The adoption of this pronouncement on January 1, 2025 did not have a

material impact on the Company’s consolidated financial statements.

November 2024, the FASB issued ASU 2024-03 “Income Statement- Reporting Comprehensive Income- Expense Disaggregation

Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses” to require more detailed information about

specified categories of expenses (purchases of inventory, employee compensation, depreciation, amortization, and depletion) included

in certain expense captions presented on the face of the income statement.

This ASU is effective for fiscal years beginning after

December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027.

Early adoption is permitted.

amendments may be applied either (1) prospectively to financial statements issued for reporting periods after the effective date of

this ASU or (2) retrospectively to all prior periods presented in the financial statements.

The Company is currently evaluating the

impact of adopting this guidance on its consolidated financial statements and related disclosures.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

ADOPTED ACCOUNTING STANDARDS

October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805)” (“ASU 2021-08”).

The ASU improves

the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency

related to recognition of an acquired contract liability and payment terms and their effect on subsequent revenue recognized by the acquirer.

The update is effective for annual and interim periods within the fiscal year beginning after December 15, 2022, and early adoption is

permitted, including adoption in an interim period.

The Company adopted ASU 2021-08 effective January

1, 2023 and its adoption did not have a material impact on its consolidated financial statements and disclosures.

March 2022, the FASB issued ASU 2022-02, “Financial Instruments—Credit Losses (Topic 326), Troubled Debt Restructurings (TDRs)

and Vintage Disclosures”, that eliminate the accounting guidance for TDRs by creditors in Subtopic 310-40, Receivables—Troubled

Debt Restructurings by Creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors

when a borrower is experiencing financial difficulty.

Rather than applying the recognition and measurement guidance for TDRs, an entity

must apply the loan refinancing and restructuring guidance to determine whether a modification results in a new loan or a continuation

of an existing loan.

The amendment also requires an entity disclose current-period gross write-offs by year of origination for financing

receivables and net investments in leases within the scope of Subtopic 326.

The amendments are effective for fiscal years beginning after

December 15, 2022, including interim periods within those fiscal years.

Entities should apply the amendments prospectively except for

the transition method related to the recognition and measurement of TDRs, an entity has the option to apply a modified retrospective

transition method, resulting in a cumulative-effect adjustment to retained earnings in the period of adoption.

Early adoption of the

amendments is permitted, including adoption in an interim period.

If an entity elects to early adopt the amendments in an interim period,

the guidance should be applied as of the beginning of the fiscal year that includes the interim period.

An entity may elect to early

adopt the amendments about TDRs and related disclosure enhancements separately from the amendments related to vintage disclosures.

Company adopted ASU 2022-02 effective January 1, 2023 and its adoption did not have a material impact on its consolidated financial statements

and disclosures.

June 2022, the FASB issued ASU 2022-03, “Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”

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The amended guidance is effective January 1, 2024 on a prospective basis.

Company adopted ASU 2022-03 effective January 1, 2024 and its adoption did not have a material impact on its consolidated financial statements

and disclosures.

September 2022, the FASB issued ASU 2022-04, “Liabilities - Supplier Finance Programs (Subtopic 405-50) Disclosure of Supplier

Finance Program Obligations”, to require entities that use supplier finance programs in connection with purchase of goods and services

to disclose the key terms of such programs and information about obligations outstanding at the end of the reporting period, including

a rollforward of those obligations of where in the financial statements outstanding amounts are present.

The guidance does not affect

the recognition, measurement, or financial statement presentation of supplier finance program obligations.

Company adopted ASU 2022-04 effective January 1, 2023 and its adoption did not have a material impact on its consolidated financial statements

and related disclosures.

December 2022, the FASB issued ASU 2022-06, “Reference Rate Reform (Topic 848), Deferral of the Sunset Date of Topic 848”,

that extends the period of time preparers can utilize the reference rate reform relief guidance provided by ASU 2020-04 and ASU 2021-01,

which are discussed above.

ASU 2022-06, which was effective upon issuance, defers the sunset date of this prior guidance from December

31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the relief guidance in Topic 848.

Company adopted ASU 2022-06 effective January 1, 2023 and its adoption did not have a material impact on its consolidated financial statements

and disclosures.

The Company adopted

ASU 2022-03 effective January 1, 2024 and its adoption did not have a material impact on its consolidated financial statements and disclosures.

November 2023, the FASB issued ASU 2023-07 “Segment Reporting:

Improvements to Reportable Segment Disclosures.” The

amendments in this update require additional disclosure of significant expenses related to our reportable segments, additional

segment disclosures on an interim basis, and qualitative disclosures regarding the decision making process for segment resources.

The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal

years beginning after December 15, 2024.

The Company adopted ASU 2023-07 effective December 31, 2024 and its adoption impacted

certain disclosures in the notes to the consolidated financial statements.

See Note 17 - Segment Reporting for additional

to Consolidated Financial Statements

thousands, except for share and per share amounts)

OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

ADOPTED ACCOUNTING STANDARDS -CONTINUED

July 2023, the FASB issued ASU 2023-03, “Presentation of Financial Statements (Topic 205), Income Statement—Reporting Comprehensive

Income (Topic 220), Distinguishing Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation—Stock Compensation

Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No.

120, SEC Staff Announcement at the March 24,

2022 EITF Meeting, and Staff Accounting Bulletin Topic 6.B, Accounting Series Release 280—General Revision of Regulation S-X:

or Loss Applicable to Common Stock.” ASU 2023-03 amends the ASC for SEC updates pursuant to SEC Staff Accounting Bulletin No.

SEC Staff Announcement at the March 24, 2022 Emerging Issues Task Force (“EITF”) Meeting;

and Staff Accounting Bulletin Topic

6.B, Accounting Series Release 280 - General Revision of Regulation S-X:

Income or Loss Applicable to Common Stock.

These updates were

immediately effective and did not have a significant impact on the Company’s consolidated financial statements.

BUSINESS COMBINATIONS

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which bears interest at a rate of 6 % per annum and becomes due 12 months from Closing;

(iii) a promissory note of Mobility in

the principal amount of $ 2,000 which bears interest at a rate of 6 % per annum and becomes due 18 months from Closing;

and (iv) (a) in

the event of an initial public offering or direct listing of Mobility or Mobility’s successor within 24 months after the Closing

(and shares of common stock of the Company are not issued in lieu thereof), $18,500, $21,000 or $22,500 worth of shares of common stock

of Mobility or Mobility’s successor, depending on the timing of such offering or listing, (b) in the event there is no initial

public offering or direct listing of Mobility or Mobility’s successor within 24 months after the Closing, $21,000 worth of shares

of common stock of the Company, or (c) at the Company’s option, a combination of cash and common stock of the Company with an aggregate

value of $21,000.

(iii) a promissory note of Mobility in the principal

amount of $ 2,000 which bears interest at a rate of 6 % per annum and becomes due 18 months from Closing;

and (iv) (a) in the event of an

initial public offering or direct listing of Mobility or Mobility’s successor within 24 months after the Closing (and shares of

common stock of the Company are not issued in lieu thereof), $18,500, $21,000 or $22,500 worth of shares of common stock of Mobility

or Mobility’s successor, depending on the timing of such offering or listing, (b) in the event there is no initial public offering

or direct listing of Mobility or Mobility’s successor within 24 months after the Closing, $21,000 worth of shares of common stock

of the Company, or (c) at the Company’s option, a combination of cash and common stock of the Company with an aggregate value of

aggregate purchase price was $ 30,900 , which included working capital deficit of $ 1,595 and closing date cash of $ 19 .

26 unchanged sentences

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

TECHNOLOGIES, INC.

OF ASSETS ACQUIRED AND LIABILITIES ASSUMED

Price Allocation

(Preliminary)

Period Adjustments

Price Allocation

Consideration:

cash consideration

SCHEDULE OF ASSETS ACQUIRED AND LIABILITIES ASSUMED

Purchase Price Allocation

Purchase Consideration:

relationships

developed technology

and equipment

payable- non current portion

liability- non current portion

net working capital deficit

Value of Identified Net Assets

Unidentified Goodwill Value

Deferred cash consideration

Total Purchase Consideration

Customer relationships

Internally developed technology

Non-compete agreements

Property and equipment

Notes payable- non current portion

Lease liability- non current portion

Debt-free net working capital deficit

Fair Value of Identified Net Assets

Remaining Unidentified Goodwill Value

connection with the acquisition of Envoy, the Company acquired intangible assets in the form of a trade name, customer relationships,

19 unchanged sentences

The non-compete agreements were assigned a useful life of 2 years.

fair value of working capital accounts were determined to be the carrying values due to the short-term nature of the assets and liabilities.

fair value of working capital accounts was determined to be the carrying values due to the short-term nature of the assets and liabilities.

fair value of property and equipment was estimated by applying the cost approach.

3 unchanged sentences

and physical deterioration factors including economic useful life, remaining useful life, age, and effective age.

of December 31, 2023, the estimated fair value of the common stock consideration payable was $ 18,118 .

The Company uses a probability-weighted

discounted cash flow approach as a valuation technique to determine the fair value of the common stock consideration payable on the acquisition

date and at each reporting period.

The significant unobservable inputs used in the fair value measurements are the probability outcome

percentages that are assigned to each scenario.

Significant increases or decreases to either of these inputs in isolation could result

in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the common stock consideration

of December 31, 2024 and 2023, the estimated fair value of the common stock consideration payable was $ 21,028 and $ 18,118 , respectively.

The Company uses a probability-weighted discounted cash flow approach as a valuation technique to determine the fair value of the

common stock consideration payable on the acquisition date and at each reporting period.

The significant unobservable inputs used in

the fair value measurements are the probability outcome percentages that are assigned to each scenario.

Significant increases or

decreases to either of these inputs in isolation could result in a significantly higher or lower liability with a higher liability

capped by the contractual maximum of the common stock consideration liability.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

TECHNOLOGIES, INC.

components of debt free net working capital deficit are as follows:

Price Allocation

(Preliminary)

Period Adjustments

Price Allocation

expenses and other current assets

Purchase Price Allocation

Current assets:

current liabilities:

portion of lease liability

portion of notes payable

expenses and other current liabilities

current liabilities

working capital deficit

Accounts receivable

Prepaid expenses and other current assets

Total current assets

Less current liabilities:

Accounts payable

Current portion of lease liability

Current portion of notes payable

Deferred revenue

Accrued expenses and other current liabilities

Total current liabilities

Net working capital deficit

was recorded based on the amount by which the purchase price exceeded the fair value of the net assets acquired and the amount is attributable

5 unchanged sentences

to December 31, 2023 included revenues of $ 2,743 and a net loss of $ 2,620 .

following table presents the unaudited pro forma consolidated results of operations for the years ended December 31, 2023 and

2022 as if the acquisition of Envoy occurred at the beginning of fiscal year 2022.

The pro forma information provided below is compiled

from the preacquisition financial information of Envoy and includes pro forma adjustments to give effect to (i) interest expense related

to notes issued as consideration and (ii) amortization expense associated with the acquired intangible assets.

The pro forma results

are not necessarily indicative of (i) the results of operations that would have occurred had the operations of this acquisition actually

following table presents the unaudited pro forma consolidated results of operations for the years ended December 31, 2023 and 2022 as

if the acquisition of Envoy occurred at the beginning of fiscal year 2022.

The pro forma information provided below is compiled from

the preacquisition financial information of Envoy and includes pro forma adjustments to give effect to (i) interest expense related to

notes issued as consideration and (ii) amortization expense associated with the acquired intangible assets.

The pro forma results are

not necessarily indicative of (i) the results of operations that would have occurred had the operations of this acquisition actually

been acquired at the beginning of fiscal year 2022 or (ii) future results of operations.

OF PROFORMA INFORMATION OF OPERATIONS

the Years Ended

SCHEDULE OF PROFORMA INFORMATION OF OPERATIONS

For the Years Ended

$ ( 204,949 )

of the date of the acquisition, the Company expected to collect all contractual cash flows related to receivables acquired in the acquisition.

Acquisition-related costs of $ 356 expensed as incurred and are recorded within general and administrative expenses on the consolidated

statements of operations.

of the date of the acquisition, the Company expected to collect all contractual cash flows related to receivables acquired in the

Acquisition-related costs of $ 356

are expensed as incurred and are recorded within general and administrative expenses on the consolidated statements of

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

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

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SCHEDULE OF ASSETS ACQUIRED AND LIABILITIES ASSUMED

Price Allocation

Consideration:

cash consideration

Purchase Price Allocation

Purchase Consideration:

relationships

developed technology

and equipment

revenue- non current portion

liability- non current portion

net working capital

Value of Identified Net Assets

Unidentified Goodwill Value

Deferred cash consideration

Total Purchase Consideration

Customer relationships

Internally developed technology

Non-compete agreements

Property and equipment

Right of use asset

Deferred revenue- non current portion

Lease liability- non current portion

Debt-free net working capital

Fair Value of Identified Net Assets

Remaining Unidentified Goodwill Value

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

connection with the acquisition of SemaConnect, the Company acquired tradename, customer relationships, internally developed technology

1 unchanged sentence

Company used the relief from royalty method when determining the fair value of the acquired trademark and internally developed technology.

The fair value was determined by applying an estimated royalty rate to revenues, measuring the

value the Company would pay in royalties to a market participant if it did not own the trademark and internally developed technology

and had to license it from a third party.

The trademark was assigned a useful life of two years and the internally developed technology

was assigned a useful life of three years.

The fair value was determined by applying an estimated royalty rate to revenues, measuring the value the Company would pay in royalties

to a market participant if it did not own the trademark and internally developed technology and had to license it from a third party.

The trademark was assigned a useful life of two years and the internally developed technology was assigned a useful life of three years.

determining fair value of customer relationships, a form of income approach, known as the multi period excess earnings method was used.

The fair value was determined by calculating the present value of estimated future operating cash

flows generated from the existing customers less costs to realize the revenue.

The Company applied a discount rate of 20 %, which reflected

the nature of the assets as they relate to the risk and uncertainty of the estimated future operating cash flows.

Other significant assumptions

used to estimate the fair value of the customer contracts include an assumed income tax rate of 26 %.

The customer relationships were

assigned a 5 year useful life.

The fair value was determined by calculating the present value of estimated future operating cash flows generated from the existing customers

less costs to realize the revenue.

The Company applied a discount rate of 20 %, which reflected the nature of the assets as they relate

to the risk and uncertainty of the estimated future operating cash flows.

Other significant assumptions used to estimate the fair value

of the customer contracts include an assumed income tax rate of 26 %.

The customer relationships were assigned a 5 -year useful life.

Company used a discounted cash flow model when determining the fair value of the non-compete agreements, significant assumptions include

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The non-compete agreements were assigned a useful life of two years .

fair value of working capital accounts were determined to be the carrying values due to the short-term nature of the assets and liabilities.

fair value of working capital accounts was determined to be the carrying values due to the short-term nature of the assets and liabilities.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

fair value of property and equipment was estimated by applying the cost approach.

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15, 2022 to December 31, 2022 included revenues of $ 18,411 and a net loss of $ 3,295 .

following table presents the unaudited pro forma consolidated results of operations for the years ended December 31, 2022 and 2021 as

following table presents the unaudited pro forma consolidated results of operations for the year ended December 31, 2022 as

if the acquisition of SemaConnect had occurred at the beginning of fiscal year 2021.

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SCHEDULE OF PROFORMA INFORMATION OF OPERATIONS

For the Years Ended

For the Year Ended

December 31, 2022

$ ( 102,444 )

7 unchanged sentences

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

April 22, 2022, pursuant to a Sale and Purchase Agreement dated April 22, 2022, the Company acquired, through its Dutch subsidiary, Blink

32 unchanged sentences

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

BLUE LIMITED – CONTINUED

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SCHEDULE OF ASSETS ACQUIRED AND LIABILITIES ASSUMED

Preliminary purchase price allocation

Purchase Price Allocation

Purchase Consideration:

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thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

BLUE LIMITED – CONTINUED

components of debt free net working capital are as follows:

Price Allocation

expenses and other current assets

Current assets:

current liabilities:

portion of lease liabilities

portion of notes payable

expenses and other current liabilities

current liabilities

free net working capital deficit

Accounts receivable

Prepaid expenses and other current assets

Total current assets

Less current liabilities:

Accounts payable

Current portion of lease liabilities

Current portion of notes payable

Accrued expenses and other current liabilities

Total current liabilities

Debt free net working capital deficit

Company used the relief from royalty method when determining the fair value of the acquired trademark and internally developed technology.

The fair value was determined by applying an estimated royalty rate to revenues, measuring the

value the Company would pay in royalties to a market participant if it did not own the trademark and internally developed technology

and had to license it from a third party.

The trademark was assigned a useful life of one and half years and the internally developed

technology was assigned a useful life of one year.

The fair value was determined by applying an estimated royalty rate to revenues, measuring the value the Company would pay in royalties

to a market participant if it did not own the trademark and internally developed technology and had to license it from a third party.

The trademark was assigned a useful life of one and half years and the internally developed technology was assigned a useful life of

determining fair value of customer relationships, a form of income approach, known as the multi period excess earnings method was used.

The fair value was determined by calculating the present value of estimated future operating cash

flows generated from the existing customers less costs to realize the revenue.

The Company applied a discount rate of 23 %, which reflected

the nature of the assets as they relate to the risk and uncertainty of the estimated future operating cash flows.

Other significant assumptions

used to estimate the fair value of the customer contracts include an assumed income tax rate of 25 %.

The assigned useful life for customer

relationships was approximately six years .

The fair value was determined by calculating the present value of estimated future operating cash flows generated from the existing customers

less costs to realize the revenue.

The Company applied a discount rate of 23 %, which reflected the nature of the assets as they relate

to the risk and uncertainty of the estimated future operating cash flows.

Other significant assumptions used to estimate the fair value

of the customer contracts include an assumed income tax rate of 25 %.

The assigned useful life for customer relationships was approximately

Company used a discounted cash flow model when determining the fair value of the non-compete agreements, significant assumptions include

4 unchanged sentences

account the Company’s projections as well as an assumed discount rate of 12 %.

fair value of working capital accounts were determined to be the carrying values due to the short-term nature of the assets and liabilities.

fair value of working capital accounts was determined to be the carrying values due to the short-term nature of the assets and liabilities.

fair value of property and equipment was estimated by applying the cost approach.

5 unchanged sentences

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

BUSINESS COMBINATIONS – CONTINUED

BLUE LIMITED – CONTINUED

5 unchanged sentences

31, 2022 included revenues of $ 4,601 and a net loss of $ 4,355 .

following table presents the unaudited pro forma consolidated results of operations for the years ended December 31, 2022 and 2021 as

following table presents the unaudited pro forma consolidated results of operations for the year ended December 31, 2022 as

if the acquisition of EB had occurred at the beginning of fiscal year 2021.

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SCHEDULE OF PROFORMA INFORMATION OF OPERATIONS

For the Years Ended

For the Year Ended

December 31, 2022

above pro forma information includes pro forma adjustments to give effect to the amortization of the acquired intangible assets to the

8 unchanged sentences

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

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

Blink Holdings, B.V.

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

of all of the outstanding capital stock of Blue Corner.

Headquartered in Belgium, with sales representative offices in several other

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

The acquisition of Blue Corner was made to enter

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

The purchase price for the acquisition

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

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

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

The fair value of the Consideration

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

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

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

The Company executed

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

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

The Company entered into an escrow agreement

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

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

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

order to determine the fair values of tangible and intangible assets acquired and liabilities assumed for Blue Corner, the Company engaged

a third-party independent valuation specialist to assist in the determination of fair values.

The price purchase price allocation was

finalized during fiscal 2022 within the one-year measurement period.

following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date of Blue Corner:

OF ASSETS ACQUIRED AND LIABILITIES ASSUMED

price allocation

Purchase Consideration:

Total Purchase Consideration

Customer relationships

Favorable leases

Internally developed technology

Non-compete agreements

Other liabilities

Debt-free net working capital deficit

Fair Value of Identified Net Assets

Remaining Unidentified Goodwill Value

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMBINATIONS – CONTINUED

CORNER NV - CONTINUED

in the balance of identified intangible assets and goodwill reflected on the balance sheet are the result of the impact of the change

in foreign currency exchange rates.

components of debt free net working capital are as follows:

Current assets:

Accounts receivable

Prepaid expenses and other current assets

Total current assets

Less current liabilities:

Accounts payable and accrued expenses

Deferred revenue

Total current liabilities

Debt free net working capital deficit

was recorded based on the amount by which the purchase price exceeded the fair value of the net assets acquired and the amount is attributable

to the reputation of the business acquired, the workforce in place and the synergies to be achieved from this acquisition.

$ 19,027 from the acquisition of Blue Corner is expected to be deductible for income tax purposes.

consolidated financial statements of the Company include the results of operations from Blue Corner as of May 10, 2021 to December 31,

2021 and do not include results of operations for the year ended December 31, 2020.

The results of operations of Blue Corner from May

10, 2021 to December 31, 2021 included revenues of $ 7,553 and a net loss of $ 2,567 .

following table presents the unaudited pro forma consolidated results of operations for the year ended December 31, 2021 as if the acquisition

of Blue Corner had occurred at the beginning of fiscal year 2020.

The pro forma information provided below is compiled from the pre-acquisition

financial information of Blue Corner and includes pro forma adjustments for interest expense and adjustments to certain expenses.

pro forma results are not necessarily indicative of (i) the results of operations that would have occurred had the operations of this

acquisition actually been acquired at the beginning of fiscal year 2020 or (ii) future results of operations:

SCHEDULE OF PROFORMA INFORMATION OF OPERATIONS

For the Year Ended

above pro forma information includes pro forma adjustments to remove the effect of interest expense recognized in the results of operations

of Blue Corner during the years ended December 31, 2021 and 2020 of $ 276 and $ 579 ,

respectively.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

PROPERTY AND EQUIPMENT

and equipment consisted of the following:

OF PROPERTY AND EQUIPMENT

charging stations

and computer equipment

and equipment

and equipment, gross

SCHEDULE OF PROPERTY AND EQUIPMENT

EV charging stations

Office and computer equipment

Leasehold improvements

Machinery and equipment

Property and equipment, gross

accumulated depreciation

and equipment, net

Property and equipment, net

and amortization expense related to property and equipment was $ 7,497 , $ 4,885 , and $ 5,432 for the years ended December 31, 2024, 2023,

and 2021, respectively, of which, $ 4,250 , $ 3,113 and $ 1,531 , respectively, was recorded within cost of sales in the accompanying consolidated

and 2022, respectively, of which, $ 6,299 , $ 4,250 , and $ 3,113 , respectively, was recorded within cost of revenues in the accompanying consolidated

statements of operations.

The remaining depreciation expense of $ 1,198 , $ 635 , and $ 2,319 was included within general and administrative expenses

during the years ended December 31, 2024, 2023, and 2022, respectively.

the years ended December 31, 2024, 2023, and 2022, the Company disposed of property and equipment with a net book value of $ 1,384 , $ 2,731 ,

and $ 798 which resulted in a gain (loss) on disposal of $ 11 , ($ 113 ) and ($ 156 ), respectively, which was included within general and administrative

and $ 463 which resulted in a loss (gain) on disposal of $ 679 , ($ 11 ), and $ 113 , respectively, which was included within general and administrative

expenses in the consolidated statements of operations.

1 unchanged sentence

into property and equipment.

January 22, 2021, the Company completed its purchase of approximately 10,000 square feet of office condominium space which became the

Company’s corporate headquarters.

The purchase price was $ 4,000 , of which, $ 600 was paid in the form of the Company’s common

stock ( 13,123 shares) and $ 3,400 in cash.

Note 3 - Business

Combination for additional details of the acquisition of property and equipment.

in the balance of property and equipment reflected on the balance sheet are the result of the impact of the change in foreign currency

exchange rates.

to Consolidated Financial Statements

the year ended December 31, 2024, the Company sold approximately 10,000 square feet of office space in Miami Beach, Florida for approximately

$ 3,425 of proceeds.

In connection with the sale, the Company recorded a loss on sale of $ 459 within general and administrative expenses

during the year ended December 31, 2024.

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

1 unchanged sentence

assets consisted of the following:

OF INTANGIBLE ASSETS

Relationships

as of January 1, 2022

currency translation

as of December 31, 2022

SCHEDULE OF INTANGIBLE ASSETS

Internal Use Software

Capitalized Engineering Costs

Trade Name and Patents

Customer Relationships

Internally Developed Technology

Non-Compete Agreements

Favorable Leases

Accumulated Amortization

Balance as of January 1, 2023

Impairment of intangible assets

Foreign currency translation

Amortization expense

Balance as of December 31, 2023

Intangible assets beginning balance

of intangible assets

currency translation

as of December 31, 2023

Amortization expense

Balance as of December 31, 2024

Intangible assets ending balance

average remaining amortization period at December 31, 2023 (in years)

Weighted average remaining amortization

period at December 31, 2024 (in years)

OF CHANGES IN ACCUMULATED AMORTIZATION

Relationships

as of January 1, 2022

currency translation

as of December 31, 2022

Internal Use Software

Capitalized Engineering Costs

Trade Name and Patents

Customer Relationships

Internally Developed Technology

Non-Compete Agreements

Favorable Leases

Accumulated Amortization

Balance as of January 1, 2023

Amortization expense

Balance as of December 31, 2023

assets excluding goodwill beginning balance

as of December 31, 2023

Amortization expense

Balance as of December 31, 2024

assets excluding goodwill ending balance

expense during the years ended December 31, 2023, 2022, and 2021 were $ 7,556 , $ 5,954 , and $ 938 , respectively.

Company determined that the carrying value of certain intangible assets had exceeded its undiscounted cash flows and, as a result,

recorded an intangible asset impairment charge of $ 5,143

in the consolidated statements of operations during the year ended December 31, 2023.

in the balance of intangible assets and goodwill reflected on the consolidated balance sheet are the result of the impact of the

change in foreign currency exchange rates.

Note 3 - Business Combination and Note 6 - Goodwill for additional details.

expense during the years ended December 31, 2024, 2023, and 2022 were $ 5,910 ,

and $ 5,954 ,

respectively.

Amortization expense is included within general and administrative expense during the years ended December 31, 2024,

2023, and 2022.

Company determined that the carrying value of certain intangible assets had exceeded its undiscounted cash flows and, as a result, recorded

an intangible asset impairment charge of $ 5,143 in the consolidated statements of operations during the year ended December 31, 2023.

in the balance of intangible assets and goodwill reflected on the consolidated balance sheet are the result of the impact of the change

in foreign currency exchange rates.

Note 3 - Business Combinations for additional details.

estimated future amortization expense is as follows:

OF ESTIMATED FUTURE AMORTIZATION EXPENSE

the Years Ending December 31,

SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE

For the Years Ending December 31,

intangible assets, net

to Consolidated Financial Statements

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

the year ended December 31, 2023, 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 and intangible assets.

This assessment involved comparing the estimated

fair value of each of its reporting units to the reporting unit’s carrying value, inclusive of the goodwill balance allocated to

the reporting unit.

During the years ended December 31, 2024 and 2023, 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 and intangible assets on the dates where such indicators

of impairment were identified in addition to performing its annual goodwill impairment analysis.

This assessment involved comparing the

estimated fair value of each of its reporting units to the reporting unit’s carrying value, inclusive of the goodwill balance allocated

to the reporting unit.

of the fair value of each reporting unit involved the projection of discounted future cash flows using certain assumptions that are subjective

2 unchanged sentences

Based on its analysis, the Company determined that the carrying value exceeded

the estimated fair value as of December 31, 2023 in all reporting units.

Consequently, the Company recognized a goodwill impairment charge

of $ 89,087 in the consolidated statements of operations during the year ended December 31, 2023.

fair value measurements used in the evaluation described above are considered to be Level 3 valuations within the fair value hierarchy,

as the measurements involve projections of discounted future cash flows, which are derived from unobservable assumptions, the most subjective

of which are the discount rates for each respective reporting unit.

The discount rate used in for all reporting units ranged from 20 %

in goodwill during the years ended December 31, 2023 and 2022 were as follows:

Beginning balance January 1,

Acquisition of Electric Blue

Acquisition of SemaConnect

Acquisition of Envoy

Impairment of goodwill

Effect of translation adjustments

Ending balance December 31,

the estimated fair value in all reporting units.

Consequently, the Company recognized a goodwill impairment

charge of $ 126,984 and

the consolidated statements of operations during the years ended December 31, 2024 and 2023, respectively.

fair value measurements used in the evaluation described above are considered to be Level 3 valuations within the fair value

hierarchy, as the measurements involve projections of discounted future cash flows, which are derived from unobservable assumptions,

the most subjective of which are the discount rates for each respective reporting unit.

The discount rate used for all reporting

units ranged from 20 %

to 27 % during

the year ended December 31, 2024.

The revenue growth rates used in projections for all reporting units ranged from 17 %

during the year ended December 31, 2024.

The discount rate used for all reporting units ranged from 20 %

during the years ended December 31, 2023.

The revenue growth rates used in projections for all reporting units ranged from 18.36 %

during the year ended December 31, 2023.

Further declines in the Company’s stock price could lead to future triggering events.

in goodwill by reporting unit during the years ended December 31, 2024 and 2023 were as follows:

Balance as of January 1, 2023

Impairment expense

Balance as of December 31, 2023

Beginning Balance

Impairment expense

Balance as of December 31, 2024

Ending Balance

Cumulative impairment of goodwill by reporting unit

during the years ended December 31, 2024 and 2023 was as follows:

IN ACCUMULATED

as of January 1, 2023

as of December 31, 2023

as of December 31, 2024

Ending Balance

to Consolidated Financial Statements

thousands, except for share and per share amounts)

NOTES PAYABLE

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

expenses and other current liabilities consisted of the following:

OF ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued professional, board and other fees

Accrued wages

Warranty payable

Accrued income, property and sales taxes payable

Accrued interest

Other accrued expenses

Total accrued expenses

NOTES PAYABLE AND CONSIDERATION PAYABLE

NOTES PAYABLE

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The Amendment was determined to be an extinguishment of debt in accordance with ASC 470.

As a result, the Consent Fee of $ 1,000 was accounted for as a loss on extinguishment of notes payable on the consolidated statement

of operations during the year ended December 31, 2023.

Furthermore, the Company will recognize up to $ 50 of reimbursable legal fees as

a debt discount to the face of the note, which will be amortized through interest expense over the term of the note.

the year ended December 31, 2023, the Company made a payment of $ 12,500 of which $ 9,292

was principle and $ 3,208 was accrued interest.

Subsequent to December 31, 2023, the Company repaid the remaining balance

of $ 31,308 due under this note.

PROTECTION PROGRAM

the year ended December 31, 2021, the Company obtained forgiveness for its PPP Loans in the amount of $ 856

and recorded a gain on settlement of debt on the consolidated statement of operations for the year

ended December 31, 2021.

As a result, the Consent Fee of $ 1,000 was accounted for as a loss on extinguishment of notes payable on the consolidated statement of

operations during the year ended December 31, 2023.

Furthermore, the Company will recognize up to $ 50 of reimbursable legal fees as a

debt discount to the face of the note, which will be amortized through interest expense over the term of the note.

the year ended December 31, 2024, the Company repaid the remaining principal balance of $ 31,354 due under this note as well as paid $ 1,139

of accrued interest.

The amounts were previously included within consideration payable on the consolidated balance sheets.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

PAYABLE – CONTINUED

NOTES PAYABLE AND CONSIDERATION PAYABLE – CONTINUED

NOTES PAYABLE

connection with the SemaConnect and EB acquisitions, the Company had also assumed certain notes payable;

however, $ 681 of principal were

subsequently repaid during the year ended December 31, 2022.

See Note 3 – Business Combination for details.

however, $ 9,292 of principal

were subsequently repaid during the year ended December 31, 2023.

See Note 3 – Business Combinations for details.

– CONSIDERATION PAYABLE

connection with the Envoy acquisition, the Company issued notes payable as part of the merger consideration.

See Note 3 – Business

Combination for details.

of December 31, 2023 and 2022, the Company had an outstanding note payable in the principal amount of $ 10 .

Combinations for details.

the year ended December 31, 2024, the Company repaid the remaining principal balance of $ 6,527

due under this note as well as paid $ 297

of accrued interest.

The amounts were previously included within consideration payable on the consolidated balance

of December 31, 2024 and 2023, the estimated fair value of the common stock consideration payable was $ 21,028 and $ 18,118 , respectively.

The Company uses a probability-weighted discounted cash flow approach as a valuation technique to determine the fair value of the common

stock consideration payable on the acquisition date and at each reporting period.

The significant unobservable inputs used in the fair

value measurements are the probability outcome percentages that are assigned to each scenario.

Significant increases or decreases to

either of these inputs in isolation could result in a significantly higher or lower liability with a higher liability capped by the contractual

maximum of the common stock consideration liability.

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

DEFERRED REVENUE

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revenue consisted of the following:

OF DEFERRED REVENUE

network, charging and maintenance fees

deferred revenue

revenue, non-current portion

portion of deferred revenue

is anticipated that deferred revenue as of December 31, 2023 will be recognized as follows:

SCHEDULE OF DEFERRED REVENUE

Grant and rebate

Prepaid network, charging and maintenance fees

Total deferred revenue

Deferred revenue, non-current portion

Current portion of deferred revenue

It is anticipated

that deferred revenue as of December 31, 2024 will be recognized as follows:

SCHEDULE OF DEFERRED REVENUE RECOGNIZED

For the Year Ending

to Consolidated Financial Statements

During the year ended December 31, 2024, the Company recognized $ 10,595

of revenues related to network fees and warranty contracts that were included in deferred revenues as of December 31, 2023.

year ended December 31, 2023, the Company recognized $ 2,794 of revenues related to network fees and warranty contracts that were included

in deferred revenues as of December 31, 2022.

During the year ended December 31, 2022, the Company recognized $ 1,136 of revenues related

to network fees and warranty contracts that were included in deferred revenues as of December 31, 2021.

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

FAIR VALUE MEASUREMENT

utilized in the valuation of Level 3 liabilities are described as follows:

and liabilities measured at fair value on a recurring basis are as follows:

SUMMARY OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE RECURRING AND NONRECURRING BASIS

December 31, 2024

Marketable securities

Money market funds

Alternative fuel credits

Warrant liability

Common stock consideration payable

Total liabilities

December 31, 2023

Marketable securities

Money market funds

Alternative fuel credits

Warrant liability

Option liability

Common stock liability

Common stock consideration payable

Total liabilities

See Note 8 - Notes Payable and Consideration Payable for additional details.

utilized in the valuation of warrant liabilities are described as follows:

OF ASSUMPTIONS USED FOR VALUATION OF FAIR VALUE LIABILITIES

the Years Ended

interest rate

For the Years Ended

Risk-free interest rate

3.98 %- 5.09 %

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1.63 %- 4.73 %

dividend yield

following table sets forth a summary of the changes in the fair value of Level 3 warrant liabilities that are measured at fair value

on a recurring basis:

OF CHANGES IN FAIR VALUE OF LEVEL 3 WARRANT LIABILITIES MEASURED AT RECURRING BASIS

Consideration

balance as of January 1,

consideration assumed in EB acquisition

in fair value of contingent consideration

balance as of December 31,

balance as of January 1

in fair value of warrant liability

balance as of December 31,

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

consideration

stock liability

Contractual term (years)

Expected volatility

Expected dividend yield

following table sets forth a summary of the changes in the fair value of Level 3 fair value measurements on a recurring basis:

SUMMARY OF CHANGES IN FAIR VALUE OF LEVEL 3 WARRANT LIABILITIES MEASURED AT RECURRING BASIS

Common Stock Consideration Payable

consideration

Note 3 - Business Combinations for additional details.

Beginning balance as of January 1,

Consideration payable assumed in Envoy acquisition

Change in fair value of consideration payable

Ending balance as of December 31,

Warrant Liability

Beginning balance as of January 1

Change in fair value of warrant liability

Ending balance as of December 31,

Contingent Consideration

Beginning balance as of January 1

Change in fair value of contingent consideration

Ending balance as of December 31,

addition to assets and liabilities that are measured at fair value on a recurring basis, we also measure certain assets and liabilities

15 unchanged sentences

13 shares to Series D Convertible Preferred Stock;

and 19,727 shares undesignated.

and 19,739,987 undesignated shares.

INCENTIVE PLANS

15 unchanged sentences

No awards may be issued on or after September 7, 2028.

of December 31, 2023 and 2022, options to purchase 936,245 and 1,060,535

of December 31, 2024, and 2023, options to purchase 986,165

shares of options were outstanding, respectively.

As of December 31, 2023 and 2022, 3,619,555 and 2,230,755

As of December 31, 2024, and 2023 4,974,178

and 3,619,555

shares of common stock, respectively, were outstanding to employees and members of the Board of Directors of the Company.

December 31, 2023 and 2022, there were 2,756,384 and 2,769,245

December 31, 2024 and 2023, there were 2,025,822

and 2,756,384

securities available for future issuance under the 2018 Plan, respectively.

9 unchanged sentences

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

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

price of $ 41.00 per share.

The Company received $ 232,060 in gross proceeds from the public offering, and $ 221,406 in net proceeds after

deducting the underwriting discount and offering expenses paid by the Company.

The Company’s Chief Executive Officer and one other

officer participated in the offering by selling a total of 550,000 shares of the Company’s common stock from the exercise of the

underwriter’s option to purchase additional shares.

The public offering was made pursuant to the Company’s automatic shelf

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

to Consolidated Financial Statements

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

STOCKHOLDERS’

EQUITY – CONTINUED

STOCKHOLDERS’ EQUITY – CONTINUED

AT-THE-MARKET

23 unchanged sentences

contemplated by the Sales Agreement.

During the year ended December 31, 2023, the

Company sold 30,914,695 shares

of its common stock pursuant to the ATM program for gross proceeds of approximately $ 116,651 and

net proceeds of approximately $ 114,317

the year ended December 31, 2023, the Company sold 30,914,695

shares of its common stock pursuant to the ATM

program for gross proceeds of approximately $ 116,651

and net proceeds of approximately $ 114,317

after deducting offering expenses.

Subsequent to December 31, 2023, the Company sold an aggregate of 8,177,472 shares of common

stock aggregate gross proceeds of $ 25,651 and net proceeds of $ 25,136 .

the year ended December 31, 2021, the Company issued 32,382 shares as partial consideration for its acquisition of Blue Corner.

the year ended December 31, 2021, the Company issued an aggregate of 127,841 shares as compensation for services.

The shares had an issuance

date fair value of $ 3,950 .

the year ended December 31, 2021, the Company issued 13,123 shares as partial consideration for the purchase of property and equipment.

See Note 4 – Property and Equipment for additional details.

the year ended December 31, 2021, the Company issued an aggregate of 104,496 shares of common stock pursuant to cashless warrant and

options exercises.

the year ended December 31, 2024, the Company sold an aggregate of 8,970,010 shares of common stock aggregate gross proceeds of $ 27,004 ,

less issuance costs of $ 608 , for net proceeds of $ 26,396 .

As of December 31, 2024, the Company has approximately $ 98,648 available under

this ATM program.

the year ended December 31, 2022, the Company issued an aggregate of 799,048 shares as compensation for services.

3 unchanged sentences

thousands, except for share and per share amounts)

STOCKHOLDERS’ EQUITY

STOCKHOLDERS’ EQUITY – CONTINUED

STOCK - CONTINUED

10 unchanged sentences

These shares were surrendered and cancelled as of December 31, 2023.

the year ended December 31, 2023, the Company issued an aggregate of 370,899 shares of common stock with an issuance date fair value

of $ 2,600 in satisfaction of accrued issuable equity to its former Chief Executive Officer.

the year ended December 31, 2023, the Company issued an aggregate of 370,899

shares of common stock with an issuance date fair value of $ 2,600

in satisfaction of accrued issuable equity to its former Chief Executive Officer.

See Note 16 – Commitments and Contingencies

– Separation Agreement for additional details.

Note 5 – Notes Payable for details of the issuance of 158,372 shares of common stock in connection with the extinguishment of notes

Note 8 – Notes Payable and Consideration Payable for details of the issuance of 158,372

shares of common stock in connection with the extinguishment of notes payable.

the year ended December 31, 2023, the Company issued an aggregate of 5,866 shares of common stock for services to a board member with

6 unchanged sentences

an issuance date fair value of $ 334 .

the year ended December 31, 2024, the Company issued an aggregate of 837 shares of common stock for services to an employee with an issuance

date fair value of $ 2 and will be recognized ratably over the vesting term.

On the grant date, 279 shares vested immediately, 279 shares

vested on April 1, 2024, and the remaining 279 shares will vest on April 1, 2025.

Expenses related to this award are included within

compensation expense on the consolidated statements of operations.

the year ended December 31, 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 .

Expenses related to this award were included within

compensation expense on the consolidated statements of operations.

the year ended December 31, 2024, the Company granted an aggregate of 986,563 shares of restricted stock with an aggregate grant date

fair value of $ 2,854 which will be recognized ratably over the vesting terms.

The restricted stock has vesting dates ranging from April

15, 2024 to June 30, 2027.

Expenses related to this award are included within compensation expense on the consolidated statements of

to Consolidated Financial Statements

thousands, except for share and per share amounts)

STOCKHOLDERS’ EQUITY

STOCKHOLDERS’ EQUITY – CONTINUED

Company recognized stock-based compensation expense related to common stock, stock options and warrants for the years ended December

31, 2023, 2022, and 2021 of $ 22,039 , $ 15,913 , and $ 19,108 , respectively, which is included within compensation expense on the consolidated

31, 2024, 2023, and 2022, of $ 3,525 , $ 22,039 , $ 15,913 , respectively, which is included within compensation expense on the consolidated

statement of operations.

5 unchanged sentences

under the Company’s 2018 Incentive Compensation Plan.

A total number of 590,458 shares of common stock, with a market value on

the grant date of $ 12,000 , were awarded to the executives.

A total number of 590,458

shares of common stock, with a market value on

the grant date of $ 12,000 ,

were awarded to the executives.

The agreements provide that Messrs.

Farkas, Brendan S.

Jones, President, Michael

Rama, Chief Financial Officer, Aviv Hillo, General Counsel, and Harjinder Bhade, Chief Technology Officer, will each receive 472,367 ,

47,237 , 23,618 , 23,618 and 23,618 shares of common stock, respectively.

The awards of performance-based restricted stock are intended

to provide an appropriate incentive structure for the executive management team of the Company to integrate and commercialize the SemaConnect

acquisition given the transformational nature of the acquisition in a way that is aligned with stockholder interests.

The awards of these

performance-based restricted stock become vested based on a series of six performance hurdles that must be achieved before the third

anniversary of the grants, as described in greater detail below.

In addition to the closing of the SemaConnect acquisition with certain

cost savings as the initial 20% vesting event, the vesting of the remaining 80% of the restricted stock is generally determined based

on the (i) integration of SemaConnect’ s hardware and software platforms, (ii) integration of its business processes, (iii) integration

of its human capital processes, (iv) delivery and execution of a product rationalization roadmap and new production ready units for UL

certification, and (v) our common stock’s closing price reaching on average for a period of ten consecutive trading days a price

of $ 23.78 , which is 50 % over the price paid by us to SemaConnect shareholders in the acquisition, in each case without regard to the

order of achieving the foregoing hurdles.

The Board has discretion to determine when each performance hurdle has been achieved and to

accelerate awards pursuant to the program.

As of December 31, 2022, the vesting performance hurdles related to the closing of the SemaConnect

acquisition and clause (v) outlined above was met.

Jones, President, Michael P.

Rama, Chief Financial

Officer, Aviv Hillo, General Counsel, and Harjinder Bhade, Chief Technology Officer, will each receive 472,367 ,

shares of common stock, respectively.

of performance-based restricted stock are intended to provide an appropriate incentive structure for the executive management team of

the Company to integrate and commercialize the SemaConnect acquisition given the transformational nature of the acquisition in a way

that is aligned with stockholder interests.

The awards of these performance-based restricted stock become vested based on a series of

six performance hurdles that must be achieved before the third anniversary of the grants, as described in greater detail below.

to the closing of the

SemaConnect acquisition with certain cost savings as the initial 20% vesting event, the vesting of the remaining 80% of the restricted

stock is generally determined based on the (i) integration of SemaConnect’s hardware and software platforms, (ii) integration of

its business processes, (iii) integration of its human capital processes, (iv) delivery and execution of a product rationalization roadmap

and new production ready units for UL certification, and (v) our common stock’s closing price reaching on average for a period

of ten consecutive trading days a price of $23.78, which is 50% over the price paid by us to SemaConnect shareholders in the acquisition,

in each case without regard to the order of achieving the foregoing hurdles.

Board has discretion to determine when each performance hurdle has been achieved and to accelerate awards pursuant to the program.

AND OPTION VALUATION

11 unchanged sentences

with the expected term of the instrument being valued.

to Consolidated Financial Statements

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

STOCKHOLDERS’ EQUITY

STOCKHOLDERS’ EQUITY – CONTINUED

applying the Black-Scholes option pricing model to options granted, the Company used the following assumptions:

OF BLACK-SCHOLES OPTION PRICING MODEL TO STOCK OPTIONS GRANTED ASSUMPTION

the Years Ended

free interest rate

SUMMARY OF BLACK-SCHOLES OPTION PRICING MODEL TO STOCK OPTIONS GRANTED ASSUMPTION

For the Years Ended

Risk free interest rate

3.60 %- 4.64 %

1 unchanged sentence

2.47 %- 3.25 %

Expected term (years)

Expected volatility

110.3 %- 125.9 %

1 unchanged sentence

115 %- 133.4 %

the year ended December 31, 2021, the Company issued an aggregate of 38,496 shares of the Company’s common stock pursuant to the

cashless exercise of options.

the year ended December 31, 2021, the Company issued an aggregate of 136,500 shares of the Company’s common stock pursuant to an

option exercise for aggregate net proceeds of $ 307 .

Expected dividends

the year ended December 31, 2022, the Company issued an aggregate of 5,955 shares of common stock pursuant to option exercises for aggregate

net proceeds of $ 10 .

Note 15 – Commitments and Contingencies – CEO Employment Agreement for details associated with options granted to the Company’s

summary of the option activity during the year ended December 31, 2024 is presented below:

OF OPTIONS ACTIVITY

SUMMARY OF OPTIONS ACTIVITY

Outstanding, January 1, 2024

Cancelled/forfeited/expired

December 31, 2023

to Consolidated Financial Statements

Outstanding, December 31, 2024

Exercisable, December 31, 2024

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

STOCKHOLDERS’ EQUITY

STOCKHOLDERS’ EQUITY – CONTINUED

OPTIONS – CONTINUED

following table presents information related to stock options at December 31, 2023:

OF STOCK OPTIONS

following table presents information related to stock options as of December 31, 2024:

SCHEDULE OF STOCK OPTIONS

Options Outstanding

Options Exercisable

Remaining Life

$ 1.73 -$ 9.14

1 unchanged sentence

$ 40.82 -$ 59.22

weighted average estimated fair value of the options granted during the years ended December 31, 2024, 2023, and 2022 were $ 4.09 , $ 12.54 ,

and $ 14.70 per share.

10 – Fair Value Measurement and elsewhere within this note for additional details.

the year ended December 31, 2021, the Company issued an aggregate of 388,101 shares of the Company’s common stock pursuant to the

exercise of warrants at an exercise price of $ 4.25 per share for aggregate gross proceeds of $ 1,619 .

the year ended December 31, 2021, the Company issued 66,000 shares of the Company’s common stock representing a modification of

the initial warrant exercise pursuant to a legal settlement.

See Note 15 – Commitments and Contingencies – Litigation and

Disputes for details.

the year ended December 31, 2022, the Company issued an aggregate of 8,093 shares of common stock pursuant to cashless warrant exercises

1 unchanged sentence

and an aggregate of 73,336 shares of common stock pursuant to warrant exercises for aggregate net proceeds of $ 210 .

In applying the Black-Scholes

option pricing model to warrants granted, the Company used the following assumptions:

OF BLACK-SCHOLES OPTION PRICING MODEL TO WARRANTS GRANTED ASSUMPTION

the Years Ended

applying the Black-Scholes option pricing model to warrants granted, the Company used the following assumptions:

SUMMARY OF BLACK-SCHOLES OPTION PRICING MODEL TO WARRANTS GRANTED ASSUMPTION

For the Years Ended

Risk free interest rate

3.39 %- 4.03 %

Expected term

Expected term (years)

Expected volatility

1 unchanged sentence

Expected dividends

following table accounts for the Company’s warrant activity for the year ended December 31, 2023:

OF WARRANT ACTIVITY

Outstanding, January

( 1,587,965 )

December 31, 2023

to Consolidated Financial Statements

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

1 unchanged sentence

WARRANTS – CONTINUED

following table presents information related to stock warrants at December 31, 2023:

OF STOCK WARRANTS

following table accounts for the Company’s warrant activity for the year ended December 31, 2024:

SCHEDULE OF WARRANT ACTIVITY

Outstanding, January 1, 2024

Outstanding, December 31, 2024

Exercisable, December 31, 2024

following table presents information related to stock warrants as of December 31, 2024:

SCHEDULE OF STOCK WARRANTS

Warrants Outstanding

Warrants Exercisable

Remaining Life

$ 8.82 -$ 11.56

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

Company is subject to U.S.

federal and various state income taxes.

federal, state and foreign income taxes.

income tax provision (benefit) for the years ended December 31, 2024, 2023, and 2022 consisted of the following:

SCHEDULE OF INCOME TAX PROVISION (BENEFIT)

For the Year Ended

For the Years Ended

Change in valuation allowance

Income tax provision (benefit)

federal or state current tax provision has been recorded for the years ended December 31, 2023, 2022, and 2021 because the Company had

net operating losses for federal and state tax purposes.

However, a foreign tax provision was recorded related to the Company’s operations

The net operating loss carryovers may be subject to annual limitations under Internal Revenue Code Section 382, and similar

state provisions, should there be a greater than 50% ownership change as determined under the applicable income tax regulations.

amount of the limitation would be determined based on the value of the company immediately prior to the ownership change and subsequent

Provision for income taxes

federal current tax provision has been recorded for the years ended December 31, 2024, 2023, and 2022 because the Company had

net operating losses for federal tax purposes.

However, a foreign tax provision was recorded related to the Company’s

operations in India.

The net operating loss carryovers may be subject to annual limitations under Internal Revenue Code Section 382,

and similar state provisions, should there be a greater than 50% ownership change as determined under the applicable income tax regulations.

The amount of the limitation would be determined based on the value of the company immediately prior to the ownership change and subsequent

ownership changes could further impact the amount of the annual limitation.

4 unchanged sentences

The related decrease in the deferred tax asset will be offset by the decrease in valuation

to Consolidated Financial Statements

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

2 unchanged sentences

SUMMARY OF RECONCILIATION OF STATUTORY FEDERAL INCOME TAX RATE AND EFFECTIVE INCOME TAX RATE

For the Year Ended

For the Years Ended

Tax benefit at federal statutory rate

2 unchanged sentences

Stock compensation

on Impairment of Intangibles and Goodwill

Impairment of intangibles and goodwill

Section 162(m)

Other permanent differences

Income from non-includable foreign entities

Prior year differences

Deferred adjustments and true-up

Change in valuation allowance

5 unchanged sentences

is necessary to reduce the deferred tax asset to zero, the amount that will more likely not be realized.

disaggregation of the Company’s domestic and foreign pre-tax loss for the years ended December 31, 2023, 2022, and 2021 is as follows:

disaggregation of the Company’s domestic and foreign pre-tax loss for the years ended December 31, 2024, 2023, and 2022, is as

SCHEDULE OF DISAGGREGATION OF DOMESTIC AND FOREIGN PRE-TAX LOSS

For the Year Ended December 31

For the Year Ended

$ ( 178,810 )

$ ( 151,883 )

to Consolidated Financial Statements

$ ( 197,418 )

$ ( 202,199 )

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

10 unchanged sentences

Allowance for doubtful accounts

Capitalized Sec.174 R&E

Deferred tax assets,

Capitalized Sec.174 R&D

Lease liability

Deferred tax assets, gross

Deferred Tax Liabilities:

1 unchanged sentence

Unrealized gain/loss

Deferred Tax assets reserves

Deferred tax liabilities,

3 unchanged sentences

Change in valuation allowance

of December 31, 2023, the Company had net operating loss carry forwards for federal income tax purposes of approximately $ 305,125 of

which, $ 86,636 may be used to offset future taxable income through 2037 and the remaining $ 218,489

As of December 31, 2024, the Company

had net operating loss carry forwards for federal income tax purposes of approximately $ 339,082

of which, $ 86,636 may be used to

offset future taxable income through 2037 and the remaining $ 252,446

of net operating loss carry forwards incurred after 2017, do not have an expiration date.

In addition, state NOLs carryforwards

available are approximately $ 212,571 , as of December 31, 2023.The Company also has approximately $ 653

in business credits expiring

between 2030 and 2043.

to Consolidated Financial Statements

available are approximately $ 224,120 ,

as of December 31, 2024.

As of December 31, 2024, the Company had net operating loss carry forwards for foreign income tax purposes of

these net operating losses carry forwards can be carried forward indefinitely.

The Company also has approximately $ 686

in business credits expiring between

2030 and 2043 .

Notes to Consolidated Financial Statements

thousands, except for share and per share amounts)

RELATED PARTIES

Company and a group of three 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.

(the “Entity”), that was formed under

the laws of Cyprus on the same date.

The Company owns 40 % of the Entity while the other three parties own 60 % of the Entity.

Subsequently,

two of the three other parties exited the joint venture and the remaining other party acquired the ownership of the exiting parties.

The Entity currently owns 100 % of a Greek subsidiary, Blink Charging Hellas SA (“Hellas”), which operates in the electric

vehicle market in Greece.

The obligation to fund the future operations of the Entity is limited to the Company’s 40 % ownership.

The Company did not record sales to Hellas during the years ended December 31, 2023 and 2022.

During the year ended December 31, 2021,

the Company recognized sales of $ 811 to Hellas.

As of December 31, 2023 and December 31,2022 the Company had a payable of approximately

$ 114 and $ 84 , respectively, to Hellas.

In addition, the Company has provided working capital of $ 177 and $ 0 as of December 31, 2023 and

December 31, 2022, respectively, in Hellas.

The Company has written off this working capital contribution, since Company’s proportion

of Hellas’s net losses exceed the working capital contribution.

Company and a group of three

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.

(the “Entity”), that was formed under the laws

of Cyprus on the same date.

The Company owns 40 %

of the Entity, while the other three parties own 60 %.

Subsequently, two of the three other parties exited the joint venture, and the remaining other party acquired the ownership of the

exiting parties.

The Entity currently owns 100 %

of a Greek subsidiary, Blink Charging Hellas SA (“Hellas”), which operates in the electric vehicle market in Greece.

obligation to fund the Entity’s future operations is limited to the Company’s 40 %

The Company recorded $ 203 and $ 0 of sales to Hellas during the years ended December 31, 2024 and 2023 and had a receivable of $ 31 and $ 0 as of December 31, 2024 and December 31, 2023.

December 31, 2024 and December 31,2023 the Company had a payable of approximately $ 129 and $ 114 ,

respectively, to Hellas.

In addition, the Company has provided working capital of $ 274 and $ 177

as of December 31, 2024 and December 31, 2023, respectively, in Hellas.

The Company has written off this working capital

contribution, since the Company’s proportion of Hellas’s net losses exceed the working capital contribution.

Company determined that the Entity is a variable interest entity;

4 unchanged sentences

the Company has not recorded a gain or loss on its equity method investment in the Entity during the years ended December 31, 2024, 2023,

of December 31, 2021, the Company owed approximately $ 800 to this supplier.

As of December 31, 2022, this related party relationship

does not exist since, as of December 31, 2022, those senior management employees are no longer with Blue Corner.

During the year ended

December 31, 2022, the Company made purchases of $ 1,444 with these related parties.

CHARGING UK LIMITED

of December 31, 2023, several close family members of a senior management employee are providing services to Electric Blue Limited.

the years ended December 31, 2023 and 2022, these related parties have collectively provided services worth $ 359 and $ 95 respectively,

to Electric Blue Limited.

Furthermore, as of December 31, 2023, there were purchase commitments of $ 198 to the same related parties.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

of December 31, 2024, several close family members of a senior management employee are providing services to Blink Charging UK Limited.

For the year ended December 31, 2024, these related parties have collectively provided services worth $ 209 to Blink Charging UK Limited.

For the years ended December 31, 2023 and 2022, these related parties have collectively provided services worth $ 359 and $ 95 respectively,

These expenses are included within general and administrative expenses on the consolidated statements of operations for the years ended

December 31, 2024, 2023 and 2022.

EMPLOYEE BENEFIT PLANS

3 unchanged sentences

annual limits.

Employer contributions to these plans was $ 652 , $ 238 and $ 0 for the years ended December 31, 2023, 2022 and 2021, respectively.

the year ended December 31, 2021, the Company entered into a lease agreement for approximately 27,540 square feet of space in Arizona.

The lease commenced on January 1, 2021 and will terminate on May 31, 2028.

The lease includes a build-out allowance of $ 137 .

payments under the lease are $ 18 per month.

The lease also includes a security deposit of $ 22 .

operating lease expenses for the year ended December 31, 2023, 2022, and 2021 were $ 1,803 , $ 789 , and $ 566 , respectively, and is recorded

in other operating expenses on the consolidated statements of operations.

Operating lease expenses consist of rent expense, common area maintenance adjustments

and other expenses.

of December 31, 2023, the Company had $ 697

of right-of-use assets that were classified as financing leases for vehicles associated with the operations of Blink Mobility and

are included as a component of property

and equipment on the consolidated balance sheet as of December 31, 2023.

The duration of the leases are three

years and the Company is expected to pay approximately $ 1,020

throughout the term.

As of December 31, 2023, the

Company did not have additional operating and financing leases that have not yet commenced.

the years ended December 31, 2023 and 2022, the Company recorded $ 37 and $ 38 of interest expense related to finance leases, respectively,

which were recorded within interest expense on the consolidated statements of operations.

During the years ended December 31, 2023 and

2022, the Company recorded amortization expense of $ 1,226 and $ 659 related to finance leases, respectively.

There were no finance leases

as of December 31, 2021.

Employer contributions to these plans were $ 921 , $ 652 , and $ 238 for the years ended December 31, 2024, 2023, and 2022,

respectively.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

LEASES – CONTINUED

operating lease expenses for the year ended December 31, 2024, 2023, and 2022, were $ 2,610 ,

respectively, and are recorded in other operating expenses on the consolidated statements of operations.

Operating lease expenses consist

of rent expense, common area maintenance adjustments, variable lease costs, and other expenses.

of December 31, 2024, the Company had $ 132 of right-of-use assets that were classified as financing leases for vehicles associated with

the operations of Blink Mobility and are included as a component of property

and equipment on the consolidated balance sheet as of December

The duration of the leases is three years and the Company is expected to pay approximately $ 1,020 throughout the term.

of December 31, 2024, the Company did not have additional operating and financing leases that have not yet commenced.

the years ended December 31, 2024, 2023, and 2022 the Company recorded $ 13 and $ 37 , and $ 38 of interest expense related to finance leases,

respectively, which were recorded within interest expense on the consolidated statements of operations.

During the years ended December

31, 2024, 2023, and 2022 the Company recorded amortization expense of $ 618 , $ 1,226 , and $ 659 related to finance leases, respectively.

cash flows information related to leases was as follows:

OF SUPPLEMENTAL CASH FLOWS INFORMATION RELATED TO LEASES

The Years Ended

paid for amounts included in the measurement of lease liabilities:

cash flows from operating leases

paid for amounts included in the measurement of lease liabilities:

SCHEDULE OF SUPPLEMENTAL CASH FLOWS INFORMATION RELATED TO LEASES

For The Years Ended

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows from operating leases

Cash paid for amounts included in the measurement of lease liabilities:

cash flows from operating leases

cash flows from finance leases

paid for amounts included in the measurement of lease liabilities:

Financing cash flows from finance leases

Cash paid for amounts included in the measurement of lease liabilities:

cash flows from finance leases

assets obtained in exchange for lease obligations:

Average Remaining Lease Term

Average Discount Rate

Right-of-use assets obtained in exchange for lease obligations:

Operating leases

Right-of-use assets obtained in exchange for lease obligations:

Finance leases

Right-of-use assets obtained in exchange for lease obligations:

Finance leases

Weighted Average Remaining Lease Term

Operating leases

Finance leases

Weighted Average Discount Rate

Operating leases

Finance leases

minimum payments under non-cancellable leases as of December 31, 2024 were as follows:

OF FUTURE MINIMUM LEASE PAYMENTS

the Years Ending December 31,

future minimum lease payments

SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS

For the Years Ending December 31,

Operating Lease

Finance Lease

Total future minimum lease payments

imputed interest

Notes to Consolidated Financial Statements

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMMITMENTS AND CONTINGENCIES

of December 31, 2023, the Company had purchase commitments of approximately $ 21,672 which will become payable upon the suppliers’

delivery of the charging stations and other related items.

The purchase commitments were made primarily for future sales, deployments

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

12-24 months.

LICENSE AGREEMENT

March 29, 2012, the Company, as licensee (the “Licensee”) entered into an exclusive patent license agreement with the Executive

Chairman of the Board and Balance Holdings, LLC (an entity controlled by the Executive Chairman) (collectively, the “Licensor”),

whereby the Company agreed to pay a royalty of 10 % of the gross profits received by the Company from commercial sales and/or use of two

provisional patent applications, one relating to an inductive charging parking bumper and one relating to a process which allows multiple

EVs to plug into an EV charging station simultaneously and charge as the current becomes available.

March 11, 2016, the Licensee and the Licensor entered into an agreement related to the March 29, 2012 patent license agreement.

acknowledged that the Licensee has paid a total of $ 9 in registration and legal fees for the U.S.

Provisional Patent Application No.

61529016 (the “Patent Application”) (related to the inductive charging parking bumper) to date.

Effective March 11, 2016,

the patent license agreement, solely with respect to the Patent Application and the parties’ rights and obligations thereto, was

The Executive Chairman of the Board agreed to be solely responsible for all future costs and fees associated with the prosecution

of the patent application.

In the event the Patent Application is successful, the Executive Chairman of the Board shall grant a credit

to the Licensee in the amount of $9 to be applied against any outstanding amount(s) owed to him.

If the Licensee does not have any outstanding

payment obligations to the Executive Chairman of the Board at the time the Patent Application is approved, the Executive Chairman of

the Board shall remit the $9 to the Licensee within twenty (20) days of the approval.

The parties agreed to a mutual release of any claims

associated with the patent license agreement.

As of December 31, 2022, the Company has not paid nor incurred any royalty fees related

to this patent license agreement.

DISPUTES AND SETTLEMENTS

9 unchanged sentences

in the consolidated financial statements.

Given the inherent uncertainties of litigation, the ultimate outcome of the ongoing

matters described herein cannot be predicted with certainty.

While litigation is inherently unpredictable, the Company believes it has

valid defenses with respect to the legal matters pending against it.

Given the inherent uncertainties of litigation, the ultimate outcome of the ongoing matters

described herein cannot be predicted with certainty.

While litigation is inherently unpredictable, the Company believes it has valid

defenses with respect to the legal matters pending against it.

However, future events or circumstances, currently unknown to management,

may potentially have a material effect on the Company’s financial position, liquidity or results of operations in any future reporting

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMMITMENTS AND CONTINGENCIES

DISPUTES AND SETTLEMENTS – CONTINUED

August 24, 2020, a purported securities class action lawsuit, captioned Bush v.

In August 2020, a purported securities class action

lawsuit, captioned Bush v.

Blink Charging Co.

et al., Case No.

20-cv-23527, was

filed in the United States District Court for the Southern District of Florida against the Company, Michael Farkas (Blink’s Chairman

of the Board and Chief Executive Officer), and Michael Rama (Blink’s Chief Financial Officer) (the “Bush Lawsuit”).

On September 1, 2020, another purported securities class action lawsuit, captioned Vittoria v.

20-cv-23527, was filed in the United States District Court for the Southern

District of Florida against the Company, Michael Farkas (Blink’s former Chairman 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.

et al., Case No.

was filed in the United States District Court for the Southern District of Florida against the same defendants and seeking to recover

the same alleged damages (the “Vittoria Lawsuit”).

On October 1, 2020, the court consolidated the Vittoria Lawsuit with the

Bush Lawsuit and on December 21, 2020 the court appointed Tianyou Wu, Alexander Yu and H.

Marc Joseph to serve as the Co-Lead Plaintiffs.

The Co-Lead Plaintiffs filed an Amended Complaint on February 19, 2021.

The Amended Complaint alleges, among other things, that the defendants

made false or misleading statements about the size and functionality of the Blink Network and asserts claims under Sections 10(b) and

20(a) of the Securities Exchange Act of 1934.

The Amended Complaint does not quantify damages but seeks to recover damages on behalf

of investors who purchased or otherwise acquired Blink’s common stock between March 6, 2020 and August 19, 2020.

On April 20, 2021,

Blink and the other defendants filed a motion to dismiss the Amended Complaint, which has now been fully briefed and is ready for review.

On April 7, 2022, the court held oral argument on the motion to dismiss but did not issue a decision.

The Company wholly and completely

disputes the allegations therein.

The Company has retained legal counsel in order to defend the action vigorously.

The Company has not

recorded an accrual related to this matter as of December 31, 2023 as it determined that any such loss contingency was either not probable

or estimable.

September 15, 2020, a shareholder derivative lawsuit, captioned Klein (derivatively on behalf of Blink Charging Co.) v.

Farkas et al.,

20- 19815CA01, was filed in Miami-Dade County Circuit Court seeking to pursue claims belonging to the Company against Blink’s

Board of Directors and Michael Rama (the “Klein Lawsuit”).

20-cv-23643, was filed in the United States District Court

for the Southern District of Florida against the same defendants and seeking to recover the same alleged damages.

Following consolidation

of the two actions and the court appointing Tianyou Wu, Alexander Yu and H.

Marc Joseph to serve as the Co-Lead Plaintiffs, the Co-Lead

Plaintiffs filed an Amended Complaint in February 2021.

The Amended Complaint alleged, among other things, that the defendants made false

or misleading statements about the size and functionality of the Blink Network and asserted claims under Sections 10(b) and 20(a) of the

Securities Exchange Act of 1934.

In April 2021, Blink and the other defendants filed a motion to dismiss the Amended Complaint.

2023, the court dismissed Co-Lead Plaintiffs’ claims relating to the size of Blink’s charging network and denied the remainder

of the motion to dismiss.

Following a mediation in April 2024, the parties agreed to the terms of a settlement in which the Defendants

agreed to pay $3,750 (inclusive of attorneys’ fees and administrative costs) in exchange for the dismissal with prejudice of all

On October 21, 2024, the Court held a final settlement hearing, approved the settlement, dismissed the Bush Lawsuit with prejudice,

and closed the case.

The full settlement amount has been paid by the Company’s Directors’ and Officers’ insurance

In September 2020, a shareholder derivative lawsuit,

captioned Klein (derivatively on behalf of Blink Charging Co.) v.

Farkas et al., Case No.

20- 19815CA01, was filed in Miami-Dade County

Circuit Court seeking to pursue claims belonging to the Company against Blink’s Board of Directors and Michael Rama (the “Klein

Blink is named as a nominal defendant.

The Klein Lawsuit asserts

that the Director defendants caused Blink to make the statements that are at issue in the securities class action and, as a result, the

Company will incur costs defending against the consolidated Bush Lawsuit and other unidentified investigations.

The Klein Lawsuit asserts

claims against the Director defendants for breach of fiduciary duties and corporate waste and against all of the defendants for unjust

Klein did not quantify the alleged damages in his complaint, but he seeks damages sustained by the Company as a result of

the defendants’ breaches of fiduciary duties, corporate governance changes, restitution, and disgorgement of profits from the defendants

and attorneys’ fees and other litigation expenses.

The parties agreed to temporarily stay the Klein Lawsuit until there is a ruling

on the motion to dismiss filed in the consolidated Bush Lawsuit.

On June 17, 2022, the court substituted the executrix of Klein’s

estate as the plaintiff.

The Company has not recorded an accrual related to this matter as of December 31, 2023 as it determined that

any such loss contingency was either not probable or estimable.

December 23, 2020, another shareholder derivative action, captioned Bhatia (derivatively on behalf of Blink Charging Co.) v.

al., Case No.

20-27632CA01, was filed in Miami-Dade County Circuit Court against the same defendants sued in the Klein Lawsuit and asserting

similar claims, as well as additional claims relating to the Company’s nomination, appointment and hiring of minorities and women

and the Company’s decision to retain its outside auditor (the “Bhatia Lawsuit”).

On February 17, 2021, the parties

agreed to consolidate the Klein and Bhatia actions, which the court consolidated under the caption In re Blink Charging Company Stockholder

Derivative Litigation, Lead Case No.

The Klein Lawsuit asserted that the Director defendants caused Blink to make the

statements at issue in the securities class action and, as a result, the Company incurred costs defending against the Bush Lawsuit and

other unidentified investigations.

The Klein Lawsuit asserted claims against the Director defendants for breach of fiduciary duties and

corporate waste and against all of the defendants for unjust enrichment.

Klein did not quantify the alleged damages in his complaint,

but he sought damages sustained by the Company as a result of the defendants’ alleged breaches of fiduciary duties, corporate governance

changes, restitution, and disgorgement of profits from the defendants and attorneys’ fees and other litigation expenses.

2020, another shareholder derivative action, captioned Bhatia (derivatively on behalf of Blink Charging Co.) v.

Farkas et al., Case No.

20-27632CA01, was filed in Miami-Dade County Circuit Court against the same defendants in the Klein Lawsuit and asserted similar claims,

as well as additional claims relating to the Company’s nomination, appointment and hiring of minorities and women and the Company’s

decision to retain its outside auditor (the “Bhatia Lawsuit”).

In June 2022, the court consolidated the Klein and Bhatia actions

under the caption In re Blink Charging Company Stockholder Derivative Litigation, Lead Case No.

2020-019815-CA-01.

The parties also agreed to keep in place the temporary stay.

The court subsequently

vacated the consolidation order and explained the parties should first file a motion to transfer, which the parties have done.

22, 2022, the court re-consolidated the Klein and Bhatia actions and reinstated the temporary stay.

The Company wholly and completely

disputes the allegations therein.

The Company has retained legal counsel in order to defend the action vigorously.

The Company has not

recorded an accrual related to this matter as of December 31, 2023 as it determined that any such loss contingency was either not probable

or estimable.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMMITMENTS AND CONTINGENCIES

DISPUTES AND SETTLEMENTS – CONTINUED

February 12, 2021, another shareholder derivative lawsuit, captioned Wolery (derivatively on behalf of Blink Charging Co.) v.

et al., Case No.

A-21-829395-C, was filed in the Eighth Judicial District Court in Clark County, Nevada seeking to pursue claims belonging

to the Company against Blink’s Board of Directors (the “Wolery Lawsuit”).

The action remains

The Company wholly and completely disputes the allegations.

The Company has retained legal counsel to defend the action vigorously.

The Company has not recorded an accrual related to this matter as of December 31, 2024, as it determined that any such loss contingency

was either not probable or estimable.

In February 2022, a shareholder derivative lawsuit,

captioned McCauley (derivatively on behalf of Blink Charging Co.) v.

Farkas et al., Case No.

A-22-847894-C, was filed in Clark County,

Nevada seeking to pursue claims belonging to the Company against Blink’s Board of Directors and Michael Rama (the “McCauley

Blink is named as a nominal defendant.

Wolery complaint alleges that the amount of restricted stock awarded to Blink’s outside directors in December 2020 exceeded the

amounts permitted by Blink’s incentive compensation plan.

The complaint asks the court to rescind the excess restricted stock awards,

as well as other relief.

On September 15, 2021, the parties entered into a term sheet in which they agreed to settle the claims subject

to the court’s approval.

On April 18, 2022, the court signed a final judgment approving the settlement and dismissing the lawsuit

with prejudice.

As a result of the settlement, the Company has agreed to make certain changes to its compensation practices for its directors

and officers, including, among other things, eliminating the practice of making cash payments to directors to cover expected income taxes

on stock grants and placing a $ 200 annual limit for two years on the combined stock and cash awards to outside directors.

The defendants

did not admit any liability or wrongdoing in the settlement and will not make any cash payment as part of the settlement, but the Company

will be responsible for paying the costs to give notice of the settlement to the Company’s shareholders and to pay $ 190 in attorney’s

fees to the plaintiff’s counsel which was paid in April 2022.

February 7, 2022, another shareholder derivative lawsuit, captioned McCauley (derivatively on behalf of Blink Charging Co.) v.

et al., Case No.

A-22-847894-C, was filed in the Eighth Judicial District Court in Clark County, Nevada, seeking to pursue claims belonging

to the Company against six of Blink’s directors and Michael Rama (the “McCauley Lawsuit”).

Blink is named as a nominal

The complaint filed in the McCauley Lawsuit asserts similar allegations to the Klein Lawsuit relating to the statements at

issue in the securities class action and asserts claims for breach of fiduciary duty and unjust enrichment.

The McCauley Lawsuit seeks

both injunctive and monetary relief from the individual defendants, as well as an award of attorneys’ fees and costs.

29, 2022, the Nevada court approved the parties’ stipulation to temporarily stay the McCauley Lawsuit until there is a ruling on

the motion to dismiss filed in the consolidated Bush Lawsuit.

The Company has not recorded an accrual related to this matter as of December

31, 2023 as it determined that any such loss contingency was either not probable or estimable.

The McCauley Lawsuit asserted similar claims and sought similar damages as the

Klein Lawsuit.

The action remains stayed.

The Company wholly and completely disputes the allegations.

The Company has retained legal counsel

to defend the action vigorously.

The Company has not recorded an accrual related to this matter as of December 31, 2024, as it determined

that any such loss contingency was either not probable or estimable.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

COMMITMENTS AND CONTINGENCIES

Company estimates an approximate cost of $ 600 to repair deployed chargers, which the Company owns as of December 31, 2023.

COMMITMENTS AND CONTINGENCIES – CONTINUED

June 21, 2023, the Company and its former Chief Executive Officer Michael D.

7 unchanged sentences

the Company agreed to provide Mr.

Farkas with (i) $ 6,028

in cash compensation, (ii) 383,738

shares of the Company’s common stock and

(iii) reimbursement for medical benefits under COBRA for 24 months or until Mr.

Farkas becomes eligible for coverage under another employer’s

Farkas with (i) $ 6,028 in cash compensation, (ii) 383,738 shares of the Company’s common stock

and (iii) reimbursement for medical benefits under COBRA for 24 months or until Mr.

Farkas becomes eligible for coverage under another

employer’s group plan.

In addition, Mr.

Farkas’ outstanding issued and unvested equity awards became vested and, as a result, the Company

recognized approximately $ 2,900

of stock-based compensation expense during the

year ended December 31, 2023 related to the accelerated awards.

Farkas’ outstanding issued and unvested equity awards became vested and, as a result,

the Company recognized approximately $ 2,900 of stock-based compensation expense during the year ended December 31, 2023 related to the

accelerated awards.

In return, Mr.

Farkas agreed that he has received all compensation to

which he is entitled with respect to his employment or termination thereof (except for any obligations under the parties’ Commission

Agreement, dated as of November 17, 2009) and Mr.

Farkas agreed that he has received all compensation to which he is entitled with respect to his employment

or termination thereof (except for any obligations under the parties’ Commission Agreement, dated as of November 17, 2009) and

Farkas released the Company from all claims that he might have related to his employment.

Farkas acknowledged that the terms of his non-competition and non-solicitation covenants under his Employment Agreement

remain in effect, except that Mr.

Farkas will be permitted to continue to work with certain individuals with whom he has a current relationship

outside of the Company.

During the year ended December 31, 2023, the Company issued 383,738

shares of common stock with an issuance date

fair value of $ 2,900

Farkas in connection with the Separation

October 2021, the Company negotiated and executed an amendment and extension to its agreement with a contract manufacturer of the Company.

The amendment extends the term of the agreement for an additional five (5) years.

Accordingly, the Company could potentially incur additional

costs related to units ordered that were subsequently canceled or otherwise not fulfilled.

Farkas acknowledged that the

terms of his non-competition and non-solicitation covenants under his Employment Agreement remain in effect, except that Mr.

be permitted to continue to work with certain individuals with whom he has a current relationship outside of the Company.

year ended December 31, 2023, the Company issued 383,738 shares of common stock with an issuance date fair value of $ 2,900 to Mr.

in connection with the Separation Agreement.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

SEGMENT REPORTING

Chief Executive Officer is the Chief Operating Decision Maker (“CODM”).

The CODM organizes the Company, manages resource

allocations and measures performance as one operating and reportable segment.

The Company manufactures, owns, and operates

residential and commercial EV charging solutions, including its Blink Networks and EVSE, to support EV drivers at various locations.

Furthermore, the Company owns and operates an EV car-sharing and ride-sharing program that allows customers to share electric

vehicles through subscription services and charge those cars through charging stations.

CODM is provided asset information by reportable segment as asset information is provided to the CODM on a consolidated basis.

The CODM reviews the following information on a consolidated basis:

revenues, cost of revenues, gross profit, compensation expense

and operating loss in order to allocate operating and capital resources and assesses performance of the Company by comparing actual

results to historical results and previously forecasted financial information.

Other than certain disaggregated expense information provided in relation to other operating expenses, significant expenses regularly

provided to the CODM are presented as shown on the statement of operations.

The CODM is also regularly provided disaggregated expense information

for other operating expenses, which is disaggregated between software costs and other expenses as shown in the table below:

OF DISAGGREGATED EXPENSE INFORMATION FOR OTHER OPERATING EXPENSES

For The Years Ended

Other operating expenses

Total other operating expenses

(1) Includes operating

lease expense, insurance expense, office expenses and travel expenses.

following table sets forth our long-lived assets by geographic area, which consists of property and equipment, net and operating lease

right-of-use assets:

OF LONG-LIVED ASSETS BY GEOGRAPHIC AREA

United States

International

information regarding revenue disaggregated by geography and revenue concentrations, see Note 2 — Summary of Significant Accounting

additional information related to goodwill, see Note 6 - Goodwill.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS

In connection with the preparation of the Company’s consolidated financial statements for the year ended December

31, 2024, the Company identified a number of misstatements and omitted disclosure items in the Company’s previously issued financial

statements as summarized below.

The identified misstatements impacted certain

components of the balance sheet and statement of cash flows in the consolidated financial statements included in the Form 10-K for the

year ended December 31, 2023.

The Company assessed the materiality of the errors, including the presentation

on prior period consolidated financial statements, on a qualitative and quantitative basis in accordance with SEC Staff Accounting Bulletin

Topics 1.M and 1.N (formerly No.

99, Materiality).

on this assessment, the Company concluded that these errors and the related impacts did not result in a material misstatement of its

previously issued consolidated financial statements as of and for the year ended December 31, 2023.

However, the Company concluded the financial statements should be revised for these errors.

— Summary of Significant Accounting Policies - Marketable Securities

Company identified a classification misstatement in the Company’s previously issued financial statements related to the

classification of marketable securities that were previously included within cash and cash equivalents.

A summary of the corrections

to the impacted financial statement line items in the Company’s previously issued consolidated balance sheet and consolidated

statement of cash flows as of and for the year ended December 31, 2023.

OF PREVIOUSLY REPORTED CONSOLIDATED FINANCIAL

Balance Sheet

of December 31, 2023

As Previously

Current Assets:

Cash and cash equivalents

Marketable securities

Total Current Assets

Statement of Cash Flows

The Year Ended December 31, 2023

As Previously

Cash Flows From Investing Activities:

Proceeds from sale of marketable securities

Purchase of marketable securities

Net Cash Used In Investing Activities

Net Increase In Cash and Cash Equivalents and Restricted Cash

Cash and Cash Equivalents and Restricted Cash - Beginning of Year

Cash and Cash Equivalents and Restricted Cash - End of Year

Cash and cash equivalents and restricted cash consisted of the following:

Cash and cash equivalents

Restricted cash

Cash and Cash Equivalents

and Restricted Cash - End of Year

Note 10 — Fair Value

As a result of this error in classification, the

Company omitted disclosures related to the fair value measurement of marketable securities and money market funds as Level 1 financial

instruments from the 2023 consolidated financial statements.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

REVISION OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

Additionally, the Company revised certain notes for immaterial errors,

including omission of disclosure, as described below:

Note 2 — Summary of Significant Accounting

Policies - Accounts Receivable

The Company omitted the expected credit loss

roll-forward schedule from the 2023 consolidated financial statements.

Note 6 — Goodwill

The Company omitted the goodwill impairment by reporting

unit in the roll-forward schedule from the 2023 consolidated financial statements.

Note 7 — Accrued Expenses

The Company omitted the disclosure related to liabilities

that represent 5% or greater of total current liabilities from the 2023 consolidated financial statements.

to Consolidated Financial Statements

thousands, except for share and per share amounts)

SUBSEQUENT EVENTS

AT-THE-MARKET OFFERING

Subsequent to December 31, 2023, the Company sold an aggregate of 8,177,472

shares of common stock aggregate gross proceeds of $ 25,651 and net proceeds of $ 25,136 .

AGREEMENT AMENDMENT

March 10, 2025, the Company’s indirect wholly owned subsidiary, Envoy Technologies, Inc.

(“Envoy Technologies”), entered

into Amendment No.

1 (the “Amendment”) to the Agreement and Plan of Merger, dated as of April 18, 2023 (the “Merger

Agreement”), by and among the Company, Envoy Mobility, Inc.

(formerly Blink Mobility, LLC), Envoy Technologies and Fortis Advisors

LLC, as equityholders’ agent.

The Amendment extended the date by which Envoy Technologies would need to complete an underwritten

initial public offering by 45 days (to June 2, 2025 from April 18, 2025) in order to issue shares of Envoy Technologies common stock

to the former shareholders of Envoy Technologies under the terms of the Merger Agreement, while the deadline for a direct listing remains

April 18, 2025.

In consideration for the extension, the value of the Envoy Technologies shares of common stock to be issued to the former

shareholders of Envoy Technologies was increased to $ 23,000 from $ 22,500 .

OF COMMON STOCK

to December 31, 2024, the Company sold an aggregate of 681,330 shares of common stock aggregate gross proceeds of $ 909 .

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

What changed 10-K

Item 9A. Controls and Procedures