Blink Charging Co. 10-Q

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Special Note Regarding Forward-Looking Information The following discussion and analysis of the results of operations and financial condition of Blink Charging Co. (together with its subsidiaries, “Blink” or the “Company”) as of June 30, 2025 and for the six months ended June 30, 2025 and 2024 should be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere in this Quarterly Report on Form 10-Q. References in this Management’s Discussion and Analysis of Financial Condition and Results of Operations to “us,” “we,” “our” and similar terms refer to Blink. This Quarterly Report contains forward-looking statements as that term is defined in the federal securities laws. The events described in forward-looking statements contained in this Quarterly Report may not occur. Generally, these statements relate to business plans or strategies, projected or anticipated benefits or other consequences of our plans or strategies, projected or anticipated benefits from acquisitions to be made by us, or projections involving anticipated revenues, earnings or other aspects of our operating results. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “plan,” “intend,” “estimate,” and “continue,” and their opposites and similar expressions, are intended to identify forward-looking statements. We caution you that these statements are not guarantees of future performance or events and are subject to a number of uncertainties, risks and other influences, many of which are beyond our control, which may influence the accuracy of the statements. Factors that may affect our results include, but are not limited to, the risks and uncertainties set forth under Part 1, Item 1A, “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and under a similar item in subsequent periodic reports, as discussed elsewhere in this Quarterly Report, particularly in Part II, Item IA - Risk Factors. Any one or more of these uncertainties, risks and other influences, could materially affect our results of operations and whether forward-looking statements made by us ultimately prove to be accurate. Our actual results, performance and achievements could differ materially from those expressed or implied in these forward-looking statements. Except as required by federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether from new information, future events or otherwise. U.S. dollars are reported in thousands, except for share and per share amounts. Overview We are a leading owner, operator, provider of EV charging equipment and networked EV charging services in the rapidly growing U.S. and international markets for EVs. Blink offers residential and commercial EV charging equipment and services, enabling EV drivers to recharge at various locations. Blink’s principal line of products and services is its Blink Networks and Blink EV charging equipment, also known as electric vehicle supply equipment (“EVSE”), and other EV-related services. The Blink Networks are a proprietary, cloud-based system that operates, maintains, and manages Blink charging stations and handles the associated charging data, back-end operations, and payment processing. The Blink Networks provide Property Partners, among other types of commercial customers, with cloud-based services that enable the remote monitoring and management of EV charging stations. The Blink Networks also provide EV drivers with vital station information, including station location, availability, and fees (as applicable). To capture more revenues derived from providing EV charging equipment to commercial customers and to help differentiate Blink in the EV infrastructure market, Blink offers Property Partners a comprehensive range of solutions for EV charging equipment and services that generally fall into one of the business models below, differentiated by who owns the equipment and who bears the costs of installation, equipment, maintenance, and the percentage of revenue shared. ● In our Blink-owned turnkey business model, we incur the charging equipment and installation costs. We own and operate the EV charging station and provide connectivity of the charging station to the Blink Networks. In this model, which favors recurring revenues, we incur most costs associated with the EV charging stations; thus, we retain substantially all EV charging revenues after deducting network connectivity and processing fees. Our agreement with the Property Partner typically lasts nine years, with extensions that can bring it to 27 years. ● In our Blink-owned hybrid business model, we typically incur the charging equipment costs while the Property Partner incurs the installation costs. We own and operate the EV charging station and provide connectivity to the Blink Networks. In this model, since the Property Partner typically incurs the installation costs; we share a more generous portion of the EV charging revenues with the Property Partner after deducting Blink network connectivity and processing fees. Our agreement with the Property Partner typically lasts seven years, with extensions that can bring it to 21 years. ● In our host-owned business model, the Property Partner purchases, owns, and operates the Blink EV charging station and incurs the installation costs. We work with the Property Partner by providing site recommendations, connectivity to the Blink Networks, payment processing, and optional maintenance services. In this model, the Property Partner retains and keeps all the EV charging revenues after deducting Blink network connectivity and processing fees. We also own and operate EV car-sharing programs through our wholly owned subsidiary, Blink Mobility. These programs allow customers to share electric vehicles through subscription services and charge those cars through our charging stations. As of June 30, 2025, we contracted, sold or deployed 110,828 chargers, of which 88,168 were on Blink Networks (comprised of 63,312 Level 2 commercial chargers, 1,717 DCFC commercial chargers, 714 residential chargers, and 22,425 chargers pending to be commissioned). Included on Blink Networks are 7,917 chargers owned by us. The remaining 22,660 were non-networked, on other networks, international sales, or deployments (comprised of 4,810 Level 2 commercial chargers, 64 DC Fast Charging chargers, 12,639 residential Level 2 Blink EV chargers, 3,122 sold to other U.S. networks and, 2,025 sold internationally). Blink networked chargers include public and private chargers, as designated by stations owners, and are net of swap-outs, replacement units, and decommissioned units. Certain commercial chargers include chargers installed in residential settings for commercial purposes. All chargers, including all international Blink locations, are categorized based on US Department of Energy guidelines. As reflected in our condensed consolidated financial statements as of June 30, 2025, we had cash and cash equivalents of $25,318, working capital of $40,491 and an accumulated deficit of $788,521. During the three and six months ended June 30, 2025, we incurred net losses of $31,959 and $52,666, respectively. We have not yet achieved profitability. Recent Developments Envoy Technologies, Inc. Envoy Technologies, Inc., the Company’s wholly owned electric car share subsidiary, filed a registration statement on Form S-1 to go public via a proposed direct listing of its common stock with the U.S. Securities and Exchange Commission on May 1, 2025. 23 On August 4, 2025, Envoy Technologies, Inc. entered into the Fourth Amendment to the Merger Agreement to the by and among the Company, Envoy Mobility, Inc. (formerly Blink Mobility, LLC) (“Mobility”), Envoy Technologies and Fortis Advisors LLC, as equity holders’ agent. The Fourth Amendment provides that the sole remaining payment obligation to the former equity holders of Envoy will be fully satisfied, and the Company and Envoy Mobility will be released from all claims and liabilities relating to such obligation, following the issuance of (x) $10,000 in shares of Company common stock, valued based on the volume-weighted average trading price for the 25 trading days preceding the issuance date, and (y) warrants exercisable for shares of Company common stock with an aggregate value of $11,000, divided into three tranches with vesting conditions based on specific stock price achievements. All warrants granted per the agreement have expiration period of 20 months from the date of issuance. All shares of Company common stock initially issued or issued pursuant to the exercise of warrants will be subject to a 120-day leak-out period commencing on initial issuance or exercise of warrant, as applicable, allowing sales limited to 2% per day, with a cap of 20% per month. The former equity holders of Envoy Technologies were granted registration rights for shares of Company common stock initially issued and those issued pursuant to the exercise of warrants. The Company will file a resale registration statement on Form S-1 with the SEC within 30 days of the amendment date and use commercially reasonable efforts to have it declared effective within 90 days thereafter. The amendment includes indemnification provisions for both the Company and the former equity holders against claims related to the registration statement. Acquisition On July 7, 2025, the Company acquired 100% of the equity interest in Zemetric, Inc. (“Zemetric”), a Silicon Valley–based provider of charging infrastructure tailored for fleet, multi-family, and high-utilization destinations. The consideration for the acquisition includes cash, the Company’s restricted stock and a performance driven earn-out. Shortly thereafter, Zemetric’s founder, Harmeet Singh, became the Company’s Chief Technology Officer. Tax Law Change On July 4, 2025, the President signed into law significant federal tax legislation, H.R.1 (the “Tax Reform Act of 2025”). The legislation includes numerous changes to U.S. corporate income tax law, including but not limited to: permanent 100% bonus depreciation for qualified property, immediate expensing of domestic research and experimental expenditures, modifications to the limitation on business interest expense, increased Section 179 expensing limits, changes to the international tax regime, and expanded limitations on the deductibility of executive compensation under IRC Section 162(m). Most provisions are effective for tax years beginning after December 31, 2024, with certain transition rules and exceptions. The Company is currently evaluating the impact of the Tax Reform Act of 2025 on its condensed consolidated financial statements. The effects of the new law, including remeasurement of deferred tax assets and liabilities and changes to current and future tax expense, will be reflected in the period of enactment and in future periods as the Company completes its analysis. Product and Service Offerings We offer a variety of EV charging products and services to Property Partners and EV drivers. EV Charging Solutions ● Level 2 . We offer a wide range of Level 2 (AC) EV charging equipment, ideal for commercial and residential use, with the North American standard J1772 connector, the North American Charging Standard (NACS) connector, and the Type 2 connector compatible with electric vehicles in Europe and across Latin America. ● Our commercial Level 2 chargers consist of the EQ, HQ, MQ, and IQ 200 families and the Series 4, 6, 7, and 8 families, which are available in pedestal, wall mount, and pole mount configurations. The MQ and IQ 200, along with the Series 6, 7, and 8 chargers offer an optional cable management system. Additionally, we offer three residential Level 2 chargers for the Americas: the wall-mounted HQ 200, Series 4, and a smart charging cable, the PQ 150, designed for European markets. Our commercial and residential chargers (except the non-networked HQ 150) can connect to the Blink Networks or a local network. Level 2 charging stations typically provide a full charge in two to eight hours. Level 2 chargers are ideally suited for low-cost installations and frequently used parking locations, such as workplaces, multifamily residential, retail, hospitality, and mixed-use, parking garages, municipalities, colleges/schools, hospitals and airports. ● International Products . We offer Level 2 AC and DC products for the rapidly expanding international markets targeted at the residential, workplace, retail, parking garages, leasing companies, hospitality, and other locations. These products are available with the Type 2, GBT, and CCS 2 connectors and include the PQ 150, Series 3 (an ideal product for the 2/3-wheeled vehicles), and the EQ 200. ● Mobile Charger . We offer the HQ 200-M Level 2 charger for the mobile/emergency charging market which requires a portable charger to be used for roadside or other use cases where a connection to the electricity grid is not available. ● DCFC. We offer a complete line of DC Fast Charging equipment (“DCFC”) that ranges from 30kW to 360kW, supports the ‘CHAdeMo’, CCS1, and NACS connectors, and typically provide an 80% charge in less than 30 minutes. Installation of DCFC stations and grid requirements are typically greater than Level 2 charging stations and are ideally suited for transportation hubs and locations between travel destinations. These include the Series 9 30kW DC Fast Charger that works ideally for the fleet and auto dealership segments and is available in wall and pedestal mount configurations, the Blink 30kW DC Fast Charger that boasts a small footprint providing up to 100 amps of output, and the Blink 60kW – 360kW DC Fast Charger that provides from 140 to 500 amps of power ● Blink Network . The Blink Network is a cloud-based platform that manages our network of EV chargers around the world for remote monitoring, management, payment processing, customer support, and other features required for operating the Blink Networks of EV charging locations ● Blink Charging Mobile App. We offer Blink Charging Mobile Apps (iOS and Android) that provide EV drivers control by giving them improved search capabilities which allows them to search for nearby amenities, as well as chargers by zip-codes, city, business, category, or address, and expanded keyword search. The app also includes payment functionality, eliminating the need for a credit card. ● Fleet Management. We offer Fleet Management applications, targeted at commercial, municipal, and federal fleets for planning, managing, and optimizing their departure schedules and energy costs. Our Fleet Management applications can be used as standalone tools or integrated into existing fleet management solutions, which allows Blink to be a flexible and value-added solution within existing software stacks. 24 Key Factors Affecting Operating Results We believe our performance and future success depend on several factors, including those discussed below: Competition - The EV charging equipment and service market is highly competitive, and we expect the market to become increasingly competitive as new entrants enter this growing market. Our products and services compete on product performance and features, the total cost of ownership, origin of manufacturing, sales capabilities, financial stability, brand recognition, product reliability, and the installed base’s size. Existing competitors may expand their product offerings and sales strategies, and new competitors may enter the market. If our market share decreases due to increased competition, its revenue and ability to generate profits in the future may be impacted. Growth - Our growth is highly dependent upon the adoption by consumers of EVs, and we are subject to a risk of any reduced demand for EVs. The market for alternative fuel vehicles is still relatively new, rapidly evolving, characterized by rapidly changing technologies, price competition, additional competitors, evolving government regulation and industry standards, frequent new vehicle announcements, long development cycles for EV original equipment manufacturers, and changing consumer demands and behaviors. Factors that may influence the purchase and use of alternative fuel vehicles, and specifically EVs, include perceptions about EV quality, safety (in particular with respect to battery chemistries), design, performance and cost; the limited range over which EVs may be driven on a single battery charge and concerns about running out of power while in use; improvements in the fuel economy of the internal combustion engine; consumers’ desire and ability to purchase a luxury automobile or one that is perceived as exclusive; the environmental consciousness of consumers; volatility in the cost of oil and gasoline; consumers’ perceptions of the dependency of the United States on oil from unstable or hostile countries and the impact of international conflicts; government regulations and economic incentives promoting fuel efficiency and alternate forms of energy; access to charging stations, standardization of EV charging systems and consumers’ perceptions about convenience and cost to charge an EV; and the availability of tax and other governmental incentives to purchase and operate EVs or future regulation requiring increased use of nonpolluting vehicles. If the market for EVs does not gain broad market acceptance or develops slower than we expect, our business, prospects, financial condition and operating results may be adversely affected. Regulations - Our business is subject to a variety of federal, state and international laws and regulations, including those with respect to government incentives promoting fuel efficiency and alternate forms of energy, electric vehicles and others. These laws and regulations, and the interpretation or application of these laws and regulations, could change. Any reduction, elimination or discriminatory application of government subsidies and economic incentives because of policy changes, fiscal tightening or other reasons may result in diminished revenues from government sources and diminished demand for our products. In addition, new laws or regulations affecting our business could be enacted. These laws and regulations are frequently costly to comply with and may divert a significant portion of management’s attention. Changes to these applicable laws or regulations could affect business and/or harm our customers, thereby adversely affecting our business, financial condition and results of operations. Expansion through Acquisitions - We may pursue strategic domestic and international acquisitions to expand our operations. Risks in acquisition transactions include difficulties in the integration of acquired businesses into our operations and control environment, difficulties in assimilating and retaining employees and intermediaries, difficulties in retaining the existing clients of the acquired entities, assumed or unforeseen liabilities that arise in connection with the acquired businesses, the failure of counterparties to satisfy any obligations to indemnify us against liabilities arising from the acquired businesses, and unfavorable market conditions that could negatively impact our growth expectations for the acquired businesses. Fully integrating an acquired company or business into our operations may take a significant amount of time. If we are unable to integrate or pursue strategic acquisitions, our financial condition and results of operations would be negatively impacted. Liquidity, Capital Resources, and Going Concern As of June 30, 2025, the Company had cash and cash equivalents of $25,318, compared to $41,774 in cash and cash equivalents and $13,630 in marketable securities as of December 31, 2024, representing a decrease of $30,086 in available liquidity due to ongoing operating losses, working capital requirements, and limited cash inflows from operations. Absent a near-term capital infusion or significant improvement in cash flow from operations, the Company expects that its current cash resources will be insufficient to fund operations for the next twelve months. As such, management has concluded that substantial doubt exists about the Company’s ability to continue as a going concern within one year from the date of issuance of these financial statements. Management is actively evaluating strategic alternatives, including additional cost-reduction initiatives, asset sales, and potential restructuring or fundraising opportunities. However, there can be no assurance that any of these efforts will result in additional liquidity or resolve the Company’s current financial challenges. The Company has no agreements, commitments, or understandings with respect to any financing alternatives. Any equity issuance would be dilutive to stockholders. 25 Results of Operations Three and Six Months Ended June 30, 2025 Compared With Three and Six Months Ended June 30, 2024 For The Three Months Ended For The Six Months Ended June 30, June 30, Three Months Six Months 2025 2024 2025 2024 Difference $ Difference % Difference $ Difference % Revenues: Product sales $ 14,508 $ 23,582 $ 22,889 $ 51,090 $ (9,074 ) -38 % $ (28,201 ) -55 % Charging service revenue - company-owned charging stations 7,691 4,936 14,471 9,963 2,755 56 % 4,508 45 % Network fees 2,954 1,907 5,580 3,972 1,047 55 % 1,608 40 % Warranty 1,582 1,340 2,537 2,293 242 18 % 244 11 % Grant and rebate 32 52 192 635 (20 ) -38 % (443 ) -70 % Car-sharing services 1,111 1,202 2,286 2,299 (91 ) -8 % (13 ) -1 % Other 789 243 1,466 578 546 225 % 888 154 % Total Revenues 28,667 33,262 49,421 70,830 (4,595 ) -14 % (21,409 ) -30 % Cost of Revenues: Cost of product sales 17,036 14,241 22,584 30,843 2,795 20 % (8,259 ) -27 % Cost of charging services - company-owned charging stations 1,062 495 1,966 1,200 567 115 % 766 64 % Host provider fees 4,275 3,282 7,927 6,324 993 30 % 1,603 25 % Network costs 636 650 1,099 1,239 (14 ) -2 % (140 ) -11 % Warranty and repairs and maintenance 1,291 981 2,131 1,586 310 32 % 545 34 % Car-sharing services 1,066 1,284 1,751 2,146 (218 ) -17 % (395 ) -18 % Depreciation and amortization 1,207 1,616 2,500 3,360 (409 ) -25 % (860 ) -26 % Total Cost of Revenues 26,573 22,549 39,958 46,698 4,024 18 % (6,740 ) -14 % Gross Profit 2,094 10,713 9,463 24,132 (8,619 ) -80 % (14,669 ) -61 % Operating Expenses: Compensation 13,772 17,654 27,321 32,611 (3,882 ) -22 % (5,290 ) -16 % General and administrative expenses 11,808 8,003 20,680 15,810 3,805 48 % 4,870 31 % Other operating expenses 6,939 4,958 12,288 11,396 1,981 40 % 892 8 % Change in fair value of consideration payable 1,784 747 2,463 2,447 1,037 139 % 16 1 % Total Operating Expenses 34,303 31,362 62,752 62,264 2,941 9 % 488 1 % Loss From Operations (32,209 ) (20,649 ) (53,289 ) (38,132 ) (11,560 ) 56 % (15,157 ) 40 % Other Income (Expense): Interest income (expense) 71 (46 ) 15 (473 ) 117 -254 % 488 -103 % Change in fair value of derivative and other accrued liabilities (9 ) (17 ) (7 ) (15 ) 8 -47 % 8 -53 % Dividend and interest income 283 817 738 1,580 (534 ) -65 % (842 ) -53 % Total Other Income 345 754 746 1,092 (409 ) -54 % (346 ) -32 % Loss Before Income Taxes $ (31,864 ) $ (19,895 ) $ (52,543 ) $ (37,040 ) $ (11,969 ) 60 % $ (15,503 ) 42 % Provision for income taxes (95 ) (164 ) (123 ) (192 ) 69 -42 % 69 -36 % Net Loss $ (31,959 ) $ (20,059 ) $ (52,666 ) $ (37,232 ) $ (11,900 ) 59 % $ (15,434 ) 41 % 26 Three Months Ended June 30, 2025 Compared With Three Months Ended June 30, 2024 Revenues Total revenue for the three months ended June 30, 2025 decreased by $4,595, or 14%, to $28,667 compared to $33,262 during the three months ended June 30, 2024. Revenue from product sales was $14,508 for the three months ended June 30, 2025 as compared to $23,582 during the three months ended June 30, 2024, a decrease of $9,074, or 38%. This decrease was attributable to decreased sales of commercial chargers, DC fast chargers and residential chargers when compared to the same period in 2024. Charging service revenue from Company-owned charging stations was $7,691 for the three months ended June 30, 2025 as compared to $4,936 for the three months ended June 30, 2024, an increase of $2,755 or 56%. The increase is due to the increase in utilization of chargers and an increased number of chargers on the Blink Networks. Network fee revenues were $2,954 for the three months ended June 30, 2025 as compared to $1,907 for the three months ended June 30, 2024, an increase of $1,047, or 55%. The increase was attributable to increases in host owned units during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. Warranty revenues were $1,582 for the three months ended June 30, 2025 as compared to $1,340 for the three months ended June 30, 2024, an increase of $242, or 18%. The increase was primarily attributable to an increase in warranty contracts sold for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024. As of June 30, 2025, we recorded a liability of $553 which represents the estimated cost of existing backlog of warranty cases. Grant and rebate revenues were $32 during the three months ended June 30, 2025 as compared to $52 during the three months ended June 30, 2024, a decrease of $20, or 38%. Grant and rebates relating to equipment and the related installation are deferred and amortized in a manner consistent with the depreciation expense of the related assets over their useful lives. The decrease in revenue was primarily related to the timing of the amortization of previous years’ state grants/rebates associated with the installation of chargers during the three months ended June 30, 2025 and 2024. Car-sharing services revenues were $1,111 during the three months ended June 30, 2025 as compared to $1,202 during the three months ended June 30, 2024, a decrease of $91, or 8%. These revenues are derived from car-sharing subscription services that tend to fluctuate from time to time. Other revenue increased by $546 or 225% to $789 for the three months ended June 30, 2025 as compared to $243 for the three months ended June 30, 2024. The increase was primarily attributable to higher Low Carbon Fuel Standard (LCFS) credits generated during the three months ended June 30, 2025 compared to the same period in 2024. We generate these credits from the electricity utilized by our electric car charging stations as a byproduct from our charging services in the states of California and Oregon. Cost of Revenues Cost of revenues primarily consists of electricity reimbursements, revenue share payments to our Property Partner hosts, the cost of charging stations sold, connectivity charges provided by telco and other networks, warranty, repairs and maintenance services, and depreciation of our installed charging stations. Cost of revenues for the three months ended June 30, 2025 were $26,573 as compared to $22,549 for the three months ended June 30, 2024, an increase of $4,024 or 18%. There is a degree of variability in our costs in relationship to our revenues from period to period, primarily due to: ● electricity reimbursements that are unique to those Property Partner host agreements which provide for such reimbursements; ● revenue share payments are predicated on the contractual obligation under the property partner agreement and the revenue generated by the applicable chargers; ● cost of charging stations sold is predicated on the mix of types of charging stations and parts sold during the period; ● network costs are fixed in nature based on the number of chargers connected to the telco network regardless of whether the charger generates revenue; ● provisions for excess and obsolete inventory; and ● warranty and repairs and maintenance expenses are based on both the number of service cases completed during the period. Cost of product sales increased by $2,795 or 20%, from $14,241 for the three months ended June 30, 2024 as compared to $17,036 for the three months ended June 30, 2025. The increase was primarily due the adjustment for excess and obsolete inventory in the amount of $6,427 during the three months ended June 30, 2025 compared to the same period in 2024 , the adjustment for excess and obsolete inventory was comprised of inventory write-offs of $4,571 and $1,856 related to the write-off of older, incomplete charger deployment proposals . Furthermore, the Company recorded a loss on disposal of non-performing chargers of $3,856 during the three months ended June 30, 2025. Absent the impact of the provision for excess and obsolete inventory , the cost of product during the three months ended June 30, 2025 would have been $10,609, a decrease of $3,632 as a result of the decrease in product sales compared to the same period in 2024. Cost of charging services (electricity reimbursements) increased by $567, or 115%, to $1,062 for the three months ended June 30, 2025 as compared to $495 for the three months ended June 30, 2024. The increase in 2025 was attributable to the increased number and mix of charging stations generating charging service revenues subject to electricity reimbursement. Host provider fees increased by $993, or 30%, to $4,275 during the three months ended June 30, 2025 as compared to $3,282 during the three months ended June 30, 2024. This increase was a result of the increased number and mix of chargers generating revenue and their corresponding revenue share percentage payments to Property Partner hosts pursuant to their agreements. Network costs decreased by $14 or 2%, to $636 during the three months ended June 30, 2025 as compared to $650 during the three months ended June 30, 2024. 27 The costs remained relatively consistent for the three months ended June 30, 2025, despite the increase in revenue. The additions of the new chargers do not drive proportionally the increase in network costs, and this performance is aligned with our long-term strategy to improve margins and move toward profitability as we grow network fees revenue. Warranty and repairs and maintenance costs increased by $310, or 32%, to $1,291 during the three months ended June 30, 2025 from $981 during the three months ended June 30, 2024. The increase in three months ended June 30, 2025 is attributable to higher rate of charger failures in the field and backlog of services issues related to the components. The Company is actively working with the suppliers to address the part quality concerns and implement corrective actions to reduce future failure rates. Cost of car-sharing services was $1,066 during the three months ended June 30, 2025 as compared to $1,284 during the 2024 period. The decrease was due to a reduction in costs related to vehicles used in this operation during the period. Depreciation and amortization expense decreased by $409 or 25%, to $1,207 for the three months ended June 30, 2025 as compared to $1,616 for the three months ended June 30, 2024. The decrease in depreciation expense was attributable to an increase in the grant revenue that is presented as an offset to the depreciation expense, and the decrease in the number of vehicles associated with the ride-share services. Operating Expenses Compensation expense decreased by $3,882 or 22%, to $13,772 (consisting of approximately $13.0 million of cash compensation and benefits and approximately $0.8 million of non-cash compensation) for the three months ended June 30, 2025. Compensation expense was $17,654 (consisting of approximately $16.7 million of cash compensation and benefits and approximately $1.0 million of non-cash compensation) for the three months ended June 30, 2024. The decrease in compensation expense for the three months ended June 30, 2025 compared to the same period in 2024 was primarily related to decreases in personnel and compensation in executive, marketing, sales and operations departments as a result of cost savings and synergies realized. General and administrative expenses increased by $3,805, or 48%, to $11,808 for the three months ended June 30, 2025 as compared to $8,003 for the three months ended June 30, 2024. The increase was primarily attributable to the difference in the credit loss reserve of $5,387, offset primarily by the decrease in professional services of $1,569 as we ceased certain research and consulting activities in prior periods. Other operating expenses increased by $1,981, or 40%, to $6,939 for the three months ended June 30, 2025 from $4,958 for the three months ended June 30, 2024. The increase was attributable to the assets impairment in the amount of $1,732, and $282 for the rent of the new US facilities. The Company recorded a loss on change in fair value of consideration payable related to the Envoy acquisition of $1,784 for the three months ended June 30, 2025 as compared to $747 for the three months ended June 30, 2024 due to the change in the inputs to the probability-weighted discounted cash flow model. Other Income (Expense) We recorded other income of $345 during the three months ended June 30, 2025 as compared to other income of $754 for the three months ended June 30, 2024. The decrease in other income was primarily related to a decrease in dividend and interest income of $534 during the three months ended June 30, 2025 as compared to the three months ended June 30, 2024. Net Loss Our net loss for the three months ended June 30, 2025 increased by $11,900, or 59%, to $31,959 as compared to $20,059 for the three months ended June 30, 2024. The increase was primarily attributable to an increase in operating expenses, partially offset by a decrease in gross profit, and a decline in revenues. Total Comprehensive Loss Our total comprehensive loss for the three months ended June 30, 2025 was $32,638 whereas our total comprehensive loss for the three months ended June 30, 2024 was $20,459. 28 Six Months Ended June 30, 2025 Compared With Six Months Ended June 30, 2024 Revenues Total revenue for the six months ended June 30, 2025 decreased by $21,409, or 30%, to $49,421 compared to $70,830 during the six months ended June 30, 2024. Revenue from product sales was $22,889 for the six months ended June 30, 2025 as compared to $51,090 during the six months ended June 30, 2024, a decrease of $28,201, or 55%. This decrease was attributable to decreased sales of commercial chargers, DC fast chargers and residential chargers when compared to the same period in 2024. Charging service revenue from Company-owned charging stations was $14,471 for the six months ended June 30, 2025 as compared to $9,963 for the six months ended June 30, 2024, an increase of $4,508, or 45%. The increase is due to the increase in utilization of chargers and an increased number of chargers on the Blink Networks. Network fee revenues were $5,580 for the six months ended June 30, 2025 as compared to $3,972 for the six months ended June 30, 2024, an increase of $1,608, or 40%. The increase was attributable to increases in host owned units during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. Warranty revenues were $2,537 for the six months ended June 30, 2025 as compared to $2,293 for the six months ended June 30, 2024, an increase of $244, or 11%. The increase was primarily attributable to an increase in warranty contracts sold for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024. As of June 30, 2025, we recorded a liability of $553 which represents the estimated cost of existing backlog of warranty cases. Grant and rebate revenues were $192 during the six months ended June 30, 2025 as compared to $635 during the six months ended June 30, 2024, a decrease of $443, or 70%. Grant and rebates relating to equipment and the related installation are deferred and amortized in a manner consistent with the depreciation expense of the related assets over their useful lives. The decrease in revenue was primarily related to the timing of the amortization of previous years’ state grants/rebates associated with the installation of chargers during the six months ended June 30, 2025 and 2024. Car-sharing services revenues were $2,286 during the six months ended June 30, 2025 as compared to $2,299 during the six months ended June 30, 2024, a decrease of $13, or 1%. These revenues are derived from car-sharing subscription services. Other revenue increased by $888 or 154% to $1,466 for the six months ended June 30, 2025 as compared to $578 for the six months ended June 30, 2024. The increase was primarily attributable to higher Low Carbon Fuel Standard (LCFS) credits generated during the six months ended June 30, 2025 compared to the same period in 2024. We generate these credits from the electricity utilized by our electric car charging stations as a byproduct from our charging services in the states of California and Oregon. Cost of Revenues Cost of revenues primarily consists of electricity reimbursements, revenue share payments to our Property Partner hosts, the cost of charging stations sold, connectivity charges provided by telco and other networks, warranty, repairs and maintenance services, and depreciation of our installed charging stations. Cost of revenues for the six months ended June 30, 2025 were $39,958 as compared to $46,698 for the six months ended June 30, 2024, a decrease of $6,740 or 14%. There is a degree of variability in our costs in relationship to our revenues from period to period, primarily due to: ● electricity reimbursements that are unique to those Property Partner host agreements which provide for such reimbursements; ● revenue share payments are predicated on the contractual obligation under the property partner agreement and the revenue generated by the applicable chargers; ● cost of charging stations sold is predicated on the mix of types of charging stations and parts sold during the period; ● network costs are fixed in nature based on the number of chargers connected to the telco network regardless of whether the charger generates revenue; ● provisions for excess and obsolete inventory; and ● warranty and repairs and maintenance expenses are based on both the number of service cases completed during the period. Cost of product sales decreased by $8,259, or 27%, from $30,843 for the six months ended June 30, 2024 as compared to $22,584 for the six months ended June 30, 2025. The decrease was primarily due to the decrease in product sales, and coupled with t he increase for the adjustment for excess and obsolete inventory in the amount of $6,427 during the six months ended June 30, 2025, the adjustment for excess and obsolete inventory was comprised of inventory write-offs of $4,571 and $1,856 related to the write-off of older, incomplete proposed charger deployments . Furthermore, the Company recorded a loss on disposal of non-performing chargers of $4,030 during the six months ended June 30, 2025. Compared to the same period in 2024, the total cost of product sales was $16,157 for the six months ended June 30, 2025. This represents a decrease of $14,686, or 48% compared to the same period in 2024, absent the impact of the adjustment for excess and obsolete inventory. Cost of charging services (electricity reimbursements) increased by $766, or 64%, to $1,966 for the six months ended June 30, 2025 as compared to $1,200 for the six months ended June 30, 2024. The increase in 2025 was attributable to the increased number and mix of charging stations generating charging service revenues subject to electricity reimbursement. Host provider fees increased by $1,603, or 25%, to $7,927 during the six months ended June 30, 2025 as compared to $6,324 during the six months ended June 30, 2024. This increase was a result of the increased number and mix of chargers generating revenue and their corresponding revenue share percentage payments to Property Partner hosts pursuant to their agreements. Network costs decreased by $140 or 11%, to $1,099 during the six months ended June 30, 2025 as compared to $1,239 during the six months ended June 30, 2024. The decrease was a result of the change to the more cost-effective provider of the network facility. Warranty and repairs and maintenance costs increased by $545, or 34%, to $2,131 during the six months ended June 30, 2025 from $1,586 during the six months ended June 30, 2024. The increase in 2025 was attributable to significant efforts expended to reduce the backlog in warranty and repairs and maintenance cases in the field. 29 Cost of car-sharing services was $1,751 during the six months ended June 30, 2025 as compared to $2,146 during the 2024 period. The decrease was due to a reduction in costs related to vehicles used in this operation during the period. Depreciation and amortization expense decreased by $860, or 26%, to $2,500 for the six months ended June 30, 2025 as compared to $3,360 for the six months ended June 30, 2024. The decrease in depreciation expense was attributable to an increase in the grant revenue that is presented as an offset to the depreciation expense, and the decrease in the number of vehicles associated with the ride-share services. Operating Expenses Compensation expense decreased by $5,290, or 16%, to $27,321 (consisting of approximately $25.5 million of cash compensation and benefits and approximately $1.8 million of non-cash compensation) for the six months ended June 30, 2025. Compensation expense was $32,611 (consisting of approximately $30.6.0 million of cash compensation and benefits and approximately $2.0 million of non-cash compensation) for the six months ended June 30, 2024. The decrease in compensation expense for the six months ended June 30, 2024 compared to the same period in 2023 was primarily related to decreases in personnel and compensation in executive, marketing, sales and operations departments as a result of cost savings and synergies realized. General and administrative expenses increased by $4,870, or 31%, to $20,680 for the six months ended June 30, 2025 as compared to $15,810 for the six months ended June 30, 2024. The increase was primarily attributable to the difference in the credit loss reserve of $6,219, offset primarily by decreases in legal expenses of $912 and marketing expenditure of $325. Other operating expenses increased by $893, or 8%, to $12,289 for the six months ended June 30, 2025 from $11,396 for the six months ended June 30, 2024. The increase was primarily attributable to the assets impairment in the amount of $1,732, offset by the decrease in $731 attributable to website, and various employee-related engagement expenditures . The Company recorded a loss on change in fair value of consideration payable related to the Envoy acquisition of $2,463 for the six months ended June 30, 2025 as compared to $2,447 for the six months ended June 30, 2024 due to the change in the inputs to the probability-weighted discounted cash flow model. Other Income (Expense) We recorded other income of $746 during the six months ended June 30, 2025 as compared to $1,092 for the six months ended June 30, 2024. The decrease in other income was primarily related to a decrease of $842 in dividend and interest income, partially offset by a change in interest income of $488. Net Loss Our net loss for the six months ended June 30, 2025 increased by $15,434 or 41%, to $52,666 as compared to $37,232 for the six months ended June 30, 2024. The increase was primarily due to the decline in revenues and gross profits. Total Comprehensive Loss Our total comprehensive loss for the six months ended June 30, 2025 was $50,594 whereas our total comprehensive loss for the six months ended June 30, 2024 was $38,869. 30 Liquidity and Capital Resources We measure our liquidity in a number of ways, including the following: June 30, 2025 December 31, 2024 (Unaudited) Cash and Cash Equivalents $ 25,318 $ 41,774 Marketable Securities $ - $ 13,630 Working Capital $ 40,491 $ 81,908 Notes Payable $ 265 $ 265 During the six months ended June 30, 2025, we financed our activities from proceeds derived from equity financings occurring in prior periods. A significant portion of the funds raised from the sale of capital stock has been used to cover working capital needs and personnel, office expenses and various consulting and professional fees. For the six months ended June 30, 2025 and 2024, we used cash of $28,524 and $25,735, respectively, in operations. Our cash use for the six months ended June 30, 2025 was primarily attributable to our net loss of $52,666 adjusted for net non-cash expenses in the aggregate amount of $29,629, partially offset by $5,487 of net cash provided by changes in the levels of operating assets and liabilities. Our cash use for the six months ended June 30, 2024, was primarily attributable to our net loss of $37,232, adjusted for net non-cash expenses in the aggregate amount of $15,163, partially offset by $3,666 of net cash provided by changes in the levels of operating assets and liabilities. During the six months ended June 30, 2025, net cash provided by investing activities was $10,106 of which $13,630 was provided by the sale of marketable securities and $223 was provided by the sale of an equity method investment, offset by $205 of capitalized engineering costs and $3,542 of which was used to purchase charging stations and other fixed assets. During the six months ended June 30, 2024, net cash used in investing activities was $3,873, of which $8,584 was used to purchase charging stations and other fixed assets, offset by $155 of capitalized engineering costs $634 was used in the purchase of marketable securities, offset by $5,500 provided by the sale of marketable securities. During the six months ended June 30, 2025, cash provided by financing activities was $874, of which, $17 was used to pay down our liability in connection with a finance lease and offset by $891 provided by offering proceeds related to the sale of common stock. During the six months ended June 30, 2024, cash used in financing activities was $13,472, of which, $37,881 was used to pay down notes payable, $375 was used to pay down our liability in connection with a finance lease and $286 was used to pay down our liability in connection with internal use software, partially offset by $25,070 provided by offering proceeds related to the sale of common stock. As of June 30, 2025, we had cash and cash equivalents, working capital and an accumulated deficit of $25,318, $40,491 and $788,521, respectively. During the three and six months ended June 30, 2025, we had a net loss of $31,959 and $52,666, respectively. Historically, the Company has been able to raise funds to support its business operations. During the six months ended June 30, 2025, the Company sold an aggregate of 681,330 shares of common stock under an “at-the-market” equity offering program for aggregate gross proceeds of $909, less issuance costs of $18 which were recorded as a reduction to additional paid-in capital. The Company is required to file a Form S-1 to issue new equity and raise proceeds in the future. Management is actively evaluating strategic alternatives, including additional cost-reduction initiatives, asset sales, and potential restructuring or fundraising opportunities. However, there can be no assurance that any of these efforts will result in additional liquidity or resolve the Company’s current financial challenges. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its development initiatives or attain profitable operations. Lastly, there can be no assurances that these other initiatives will be achieved. 31 Contractual Obligations and Commitments We have operating and finance lease obligations over the next five years of approximately $9,301. These operating lease and financing lease obligations are primarily related to corporate office space, warehousing, and parking spaces related to our car-sharing services. Critical Accounting Estimates The preparation of financial statements and related disclosures are in conformity with U.S. GAAP. These accounting principles require us to make estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the financial statements, as well as the reported amounts of revenue and expense during the periods presented. We believe that the estimates and judgments upon which we rely are reasonable based upon information available to us at the time that we make these estimates and judgments. To the extent that there are material differences between these estimates and actual results, our financial results will be affected. The accounting policies that reflect our more significant estimates and judgments and which we believe are the most critical to aid in fully understanding and evaluating our reported financial results are described below. We consider an accounting estimate to be critical if: (i) the accounting estimate requires us to make assumptions about matters that were highly uncertain at the time the accounting estimate was made, and (ii) changes in the estimate that are reasonably likely to occur from period to period or use of different estimates that we reasonably could have used in the current period, would have a material impact on our financial condition or results of operations. Management has identified certain critical accounting estimates which are outlined below. In addition, there are other items within our financial statements that require estimation but are not deemed critical, as defined above. Changes in estimates used in these and other items could have a material impact on our financial statements. Our accounting policies are more fully described in Note 2 – Summary of Significant Accounting Policies, in our financial statements included elsewhere in this quarterly report. For a comprehensive list of our critical accounting estimates, refer to Part II, Item 7, Critical Accounting Estimates in our Annual Report on Form 10-K for the year ended December 31, 2024. There have been no material changes to our critical accounting policies and estimates since the filing of our Annual Report on Form 10-K for the year ended December 31, 2024 except as described below. Current Expected Credit Losses Accounts receivable has been reduced by an allowance that reflects the current expected credit losses associated with the receivables. This estimated allowance is based on historical write-offs, current macroeconomic conditions, reasonable and supportable forecasts of future economic conditions and management’s evaluation of the financial condition of the customer. The Company generally considers an account past due or delinquent when a student or customer misses a scheduled payment. The Company writes off accounts receivable balances deemed uncollectible against the allowance for credit losses following the passage of a certain period of time. Management believes that the allowances are appropriate to cover anticipated losses under current conditions. However, due to the amount and timing of aged receivables, monitoring of specific customers, and collection efforts by the Company, unexpected changes in the aforementioned or deterioration in economic conditions could have a material impact on Company’s results of operations.