EVgo Inc. 10-Q

Item 1. Financial Statements ​ EVgo Inc. (Successor) and EVgo Services LLC (Predecessor) ​ Condensed Consolidated Balance Sheets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2021 ​ 2020 (in thousands) ​ (unaudited) ​ (unaudited) Assets ​ ​ ​ ​ ​ Current assets ​ ​ ​ ​ ​ Cash $ 520,356 ​ $ 7,914 Restricted cash ​ ​ 472 ​ ​ — Accounts receivable, net ​ 5,981 ​ 2,164 Accounts receivable, capital build ​ 5,971 ​ 3,259 Receivables from related parties ​ 147 ​ — Prepaid expenses and other current assets ​ 8,599 ​ 6,635 Total current assets ​ 541,526 ​ 19,972 Property, equipment and software, net ​ 110,010 ​ 71,266 Other assets ​ 1,702 ​ 836 Restricted cash ​ ​ 300 ​ ​ — Intangible assets, net ​ 75,011 ​ 67,956 Goodwill ​ 31,052 ​ 22,111 Total assets ​ $ 759,601 ​ $ 182,141 ​ ​ ​ ​ ​ ​ ​ Liabilities, redeemable noncontrolling interest and stockholders’/member's equity (deficit) Current liabilities ​ ​ ​ ​ Accounts payable ​ $ 7,013 ​ $ 2,998 Payables to related parties ​ 1,362 ​ 135 Accrued liabilities ​ 15,757 ​ 10,945 Deferred revenue, current ​ 3,950 ​ 1,653 Customer deposits ​ 12,301 ​ 7,660 Note payable, related party ​ — ​ 39,164 Capital-build, buyout liability ​ — ​ 628 Other current liabilities ​ 133 ​ 398 Total current liabilities ​ 40,516 ​ 63,581 Earnout liability ​ ​ 3,730 ​ ​ — Asset retirement obligations ​ 11,572 ​ 8,802 Capital-build liability, excluding buyout liability ​ 19,438 ​ 17,388 Deferred revenue, noncurrent ​ 21,921 ​ 2,732 Warrant liability ​ ​ 33,638 ​ ​ — Other liabilities ​ — ​ 151 Total liabilities ​ 130,815 ​ 92,654 ​ ​ The accompanying notes are an integral part of these condensed consolidated financial statements. ​ 4 EVgo Inc. (Successor) and EVgo Services LLC (Predecessor) ​ Condensed Consolidated Balance Sheets (continued) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2021 ​ 2020 (in thousands, except share data) ​ (unaudited) ​ (unaudited) Redeemable noncontrolling interest ​ ​ 1,595,770 ​ ​ — Stockholders’/member's equity (deficit) ​ ​ ​ ​ ​ ​ Preferred stock, $ 0.0001 par value; 10,000,000 shares authorized as of September 30, 2021; none issued and outstanding ​ ​ — ​ ​ — Class A common stock, $ 0.0001 par value; 1,200,000,000 shares authorized as of September 30, 2021; 68,018,020 shares issued and outstanding (excluding 718,750 shares subject to possible forfeiture) as of September 30, 2021 ​ ​ 7 ​ ​ — Class B common stock, $ 0.0001 par value; 400,000,000 shares authorized as of September 30, 2021; 195,800,000 shares issued and outstanding as of September 30, 2021 ​ ​ 20 ​ ​ — LLC interests ​ ​ — ​ ​ 136,348 Additional paid-in capital ​ ​ — ​ ​ 929 Accumulated deficit ​ ​ ( 967,011 ) ​ ​ ( 47,790 ) Total stockholders’/member's equity (deficit) ​ ( 966,984 ) ​ 89,487 Total liabilities, redeemable noncontrolling interest and stockholders’/member's equity (deficit) ​ $ 759,601 ​ $ 182,141 ​ ​ The accompanying notes are an integral part of these condensed consolidated financial statements. 5 ​ EVgo Inc. (Successor) and EVgo Services LLC (Predecessor) ​ Condensed Consolidated Statements of Operations ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ January 16, ​ ​ January 1, ​ ​ Three ​ Three ​ Nine ​ 2020 ​ ​ 2020 ​ ​ Months Ended ​ Months Ended ​ Months Ended ​ through ​ ​ through ​ ​ September 30, ​ September 30, ​ September 30, ​ September 30, ​ ​ January 15, (in thousands, except per share data) ​ 2021 ​ 2020 ​ 2021 ​ 2020 2020 Revenue $ 6,181 $ 2,818 $ 14,533 $ 8,101 $ 1,461 Revenue from related parties ​ ​ — ​ ​ 754 ​ ​ 562 ​ ​ 754 ​ ​ ​ 65 Total revenue ​ ​ 6,181 ​ ​ 3,572 ​ ​ 15,095 ​ ​ 8,855 ​ ​ ​ 1,526 Cost of revenues (exclusive of depreciation and amortization shown separately below) ​ ​ 4,814 ​ ​ 3,468 ​ ​ 11,927 ​ ​ 8,899 ​ ​ ​ 675 Depreciation and amortization ​ ​ 3,020 ​ ​ 2,651 ​ ​ 8,172 ​ ​ 6,703 ​ ​ ​ 298 Cost of sales ​ ​ 7,834 ​ ​ 6,119 ​ ​ 20,099 ​ ​ 15,602 ​ ​ ​ 973 Gross (loss) profit ​ ​ ( 1,653 ) ​ ​ ( 2,547 ) ​ ​ ( 5,004 ) ​ ​ ( 6,747 ) ​ ​ ​ 553 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ General and administrative ​ ​ 20,882 ​ ​ 7,996 ​ ​ 46,227 ​ ​ 22,260 ​ ​ ​ 1,247 Transaction bonus ​ ​ — ​ ​ — ​ ​ — ​ ​ 5,316 ​ ​ ​ — Depreciation, amortization, and accretion ​ ​ 3,394 ​ ​ 2,474 ​ ​ 8,448 ​ ​ 6,963 ​ ​ ​ 69 Total operating expenses ​ ​ 24,276 ​ ​ 10,470 ​ ​ 54,675 ​ ​ 34,539 ​ ​ ​ 1,316 Operating loss ​ ​ ( 25,929 ) ​ ​ ( 13,017 ) ​ ​ ( 59,679 ) ​ ​ ( 41,286 ) ​ ​ ​ ( 763 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense, related party ​ ​ 11 ​ ​ 410 ​ ​ 1,926 ​ ​ 812 ​ ​ ​ — Interest income ​ ​ ( 33 ) ​ ​ — ​ ​ ( 34 ) ​ ​ — ​ ​ ​ — Other income, related party ​ ​ — ​ ​ ( 54 ) ​ ​ — ​ ​ ( 54 ) ​ ​ ​ ( 342 ) Other expense (income), net ​ ​ 143 ​ ​ ( 5,897 ) ​ ​ ( 489 ) ​ ​ ( 9,773 ) ​ ​ ​ — Change in fair value of earnout liability ​ ​ ( 3,695 ) ​ ​ — ​ ​ ( 3,695 ) ​ ​ — ​ ​ ​ — Change in fair value of warrant liability ​ ​ ( 45,946 ) ​ ​ — ​ ​ ( 45,946 ) ​ ​ — ​ ​ ​ — Total other income, net ​ ​ ( 49,520 ) ​ ​ ( 5,541 ) ​ ​ ( 48,238 ) ​ ​ ( 9,015 ) ​ ​ ​ ( 342 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) ​ ​ 23,591 ​ ​ ( 7,476 ) ​ ​ ( 11,441 ) ​ ​ ( 32,271 ) ​ ​ ​ ( 421 ) Less: net income (loss) attributable to noncontrolling interest ​ ​ 17,461 ​ ​ ( 7,476 ) ​ ​ ( 17,571 ) ​ ​ ( 32,271 ) ​ ​ ​ ( 421 ) Net income attributable to Class A common stockholders ​ $ 6,130 ​ $ — ​ $ 6,130 ​ $ — ​ ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income per share to Class A common stockholders, basic and diluted ​ $ 0.09 ​ ​ N/A ​ $ 0.09 ​ ​ N/A ​ ​ ​ N/A Weighted-average number of shares outstanding used in computation of earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted ​ ​ 68,018 ​ ​ N/A ​ ​ 68,018 ​ ​ N/A ​ ​ ​ N/A ​ The accompanying notes are an integral part of these condensed consolidated financial statements. ​ ​ ​ 6 EVgo Inc. (Successor) and EVgo Services LLC (Predecessor) ​ Condensed Consolidated Statement of Stockholders’/Member’s Equity (Deficit) For the Nine Months Ended September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ Stockholders’/ ​ LLC Interests ​ Class A Common Stock ​ Class B Common Stock ​ Paid-In ​ Accumulated ​ Member’s (in thousands) Shares Amount Shares ​ Amount Shares ​ Amount Capital Deficit ​ Equity (Deficit) Successor (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, December 31, 2020 (as previously reported) — $ 136,348 — $ — — $ — $ 929 $ ( 47,790 ) $ 89,487 Retroactive application of recapitalization ​ 195,800 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — Balance, December 31, 2020 (as adjusted) ​ 195,800 ​ ​ 136,348 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 929 ​ ​ ( 47,790 ) ​ ​ 89,487 Share-based compensation ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 480 ​ ​ — ​ ​ 480 Net loss ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 16,610 ) ​ ​ ( 16,610 ) Balance, March 31, 2021 ​ 195,800 ​ ​ 136,348 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,409 ​ ​ ( 64,400 ) ​ ​ 73,357 Share-based compensation ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 531 ​ ​ — ​ ​ 531 Net loss ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 18,422 ) ​ ​ ( 18,422 ) Balance, June 30, 2021 ​ 195,800 ​ ​ 136,348 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,940 ​ ​ ( 82,822 ) ​ ​ 55,466 Equitization of note payable, related party ​ — ​ ​ 59,590 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 59,590 CRIS Business Combination, net of expenses ​ ( 195,800 ) ​ ​ ( 195,938 ) ​ ​ 67,299 ​ ​ 7 ​ ​ 195,800 ​ ​ 20 ​ ​ 234,175 ​ ​ — ​ ​ 38,264 Share-based compensation ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 3,750 ​ ​ — ​ ​ 3,750 Vesting of earnout shares ​ — ​ ​ — ​ ​ 719 ​ ​ 0 ​ ​ — ​ ​ — ​ ​ 10,853 ​ ​ — ​ ​ 10,853 Net income 1 ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,130 ​ ​ 6,130 Fair value adjustment to noncontrolling interest ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 250,718 ) ​ ​ ( 890,319 ) ​ ​ ( 1,141,037 ) Balance, September 30, 2021 ​ — $ — ​ 68,018 $ 7 195,800 $ 20 $ — $ ( 967,011 ) $ ( 966,984 ) ​ 1 Excludes $ 17.5 million of net income attributable to redeemable noncontrolling interest. ​ ​ The accompanying notes are an integral part of these condensed consolidated financial statements. ​ 7 EVgo Inc. (Successor) and EVgo Services LLC (Predecessor) ​ Condensed Consolidated Statement of Member’s Equity For the Nine Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A ​ Class B ​ Class D ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Voting ​ Voting ​ Non-Voting ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ ​ ​ ​ Preferred ​ Common ​ Preferred ​ LLC Interests ​ Paid-In ​ Accumulated ​ Member's (in thousands) Units ​ Units ​ Units ​ Shares ​ Amount ​ Capital ​ Deficit ​ Equity Predecessor ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, December 31, 2019 (as previously reported) $ 57,038 ​ $ 22,167 ​ $ 39,028 ​ ​ — ​ $ — ​ $ 645 ​ $ ( 104,485 ) ​ $ 14,393 Retroactive application of recapitalization ( 57,038 ) ​ ​ ( 22,167 ) ​ ​ ( 39,028 ) ​ ​ 195,800 ​ ​ 118,233 ​ ​ — ​ ​ — ​ — Balance, December 31, 2019 (as adjusted) ​ — ​ ​ — ​ ​ — ​ ​ 195,800 ​ ​ 118,233 ​ ​ 645 ​ ​ ( 104,485 ) ​ ​ 14,393 Share-based compensation ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 13 ​ ​ — ​ ​ 13 Net loss — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 421 ) ​ ( 421 ) Balance, January 15, 2020 ​ — ​ ​ — ​ ​ — ​ ​ 195,800 ​ ​ 118,233 ​ ​ 658 ​ ​ ( 104,906 ) ​ ​ 13,985 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ New basis of equity on push down of acquisition by EVgo Holdco — ​ ​ — ​ ​ — ​ ​ — ​ ​ 12,799 ​ ​ ( 658 ) ​ ​ 104,906 ​ ​ 117,047 Balance, January 16, 2020 — ​ ​ — ​ ​ — ​ ​ 195,800 ​ ​ 131,032 ​ ​ — ​ ​ — ​ ​ 131,032 Share-based compensation — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 209 ​ ​ — ​ ​ 209 Contributions — ​ ​ — ​ ​ — ​ ​ — ​ ​ 5,316 ​ ​ — ​ ​ — ​ ​ 5,316 Net loss — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 14,389 ) ​ ​ ( 14,389 ) Balance, March 31, 2020 ​ — ​ ​ — ​ ​ — ​ ​ 195,800 ​ ​ 136,348 ​ ​ 209 ​ ​ ( 14,389 ) ​ ​ 122,168 Share-based compensation — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 243 ​ ​ — ​ ​ 243 Net loss ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 10,406 ) ​ ​ ( 10,406 ) Balance, June 30, 2020 ​ — ​ ​ — ​ ​ — ​ ​ 195,800 ​ ​ 136,348 ​ ​ 452 ​ ​ ( 24,795 ) ​ ​ 112,005 Share-based compensation ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 243 ​ ​ — ​ ​ 243 Net loss ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 7,476 ) ​ ​ ( 7,476 ) Balance, September 30, 2020 $ — ​ $ — ​ $ — ​ ​ 195,800 ​ $ 136,348 ​ $ 695 ​ $ ( 32,271 ) ​ $ 104,772 ​ The accompanying notes are an integral part of these condensed consolidated financial statements. ​ 8 EVgo Inc. (Successor) and EVgo Services LLC (Predecessor) ​ Condensed Consolidated Statements of Cash Flows ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ January 16, ​ ​ January 1, ​ ​ Nine ​ 2020 ​ ​ 2020 ​ ​ Months Ended ​ through ​ ​ through ​ ​ September 30, ​ September 30, ​ ​ January 15, (in thousands) ​ 2021 ​ 2020 ​ ​ 2020 Cash flows from operating activities ​ ​ ​ ​ ​ Net loss ​ $ ( 11,441 ) ​ ​ ( 32,271 ) ​ ​ ​ ( 421 ) Adjustments to reconcile net loss to net cash used in operating activities ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation, amortization, and accretion ​ 16,620 ​ ​ 13,666 ​ ​ ​ 368 Net loss on disposal of property and equipment ​ 639 ​ ​ 442 ​ ​ ​ — Share-based compensation ​ 5,293 ​ ​ 695 ​ ​ ​ 13 Relief of contingent consideration ​ — ​ ​ ( 3,978 ) ​ ​ ​ — Interest on note payable, related party ​ ​ 1,926 ​ ​ 812 ​ ​ ​ — Change in fair value of earnout liability ​ ​ ( 3,695 ) ​ ​ — ​ ​ ​ — Change in fair value of warrant liability ​ ​ ( 45,946 ) ​ ​ — ​ ​ ​ — Other ​ ​ 454 ​ ​ — ​ ​ ​ — Changes in operating assets and liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ Accounts receivable, net ​ ( 3,505 ) ​ ​ 95 ​ ​ ​ 33 Receivables from related parties ​ ( 71 ) ​ ​ — ​ ​ ​ ( 333 ) Prepaid expenses and other current and noncurrent assets ​ ( 5,188 ) ​ ​ 288 ​ ​ ​ ( 46 ) Accounts payable ​ ( 204 ) ​ ​ ( 413 ) ​ ​ ​ 315 Payables to related parties ​ 458 ​ ​ 112 ​ ​ ​ ( 1 ) Accrued liabilities ​ 2,321 ​ ​ 1,083 ​ ​ ​ ( 248 ) Deferred revenue ​ 20,943 ​ ​ ( 384 ) ​ ​ ​ ( 37 ) Customer deposits ​ 4,641 ​ ​ ( 207 ) ​ ​ ​ 13 Other current and noncurrent liabilities ​ ( 1,042 ) ​ ​ 142 ​ ​ ​ — Net cash used in operating activities ​ ( 17,797 ) ​ ​ ( 19,918 ) ​ ​ ​ ( 344 ) Cash flows from investing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchases of property, equipment and software ​ ​ ( 39,679 ) ​ ​ ( 11,769 ) ​ ​ ​ ( 166 ) Acquisition of business, net of cash received ​ ​ ( 22,762 ) ​ ​ — ​ ​ ​ — Net cash used in investing activities ​ ( 62,441 ) ​ ​ ( 11,769 ) ​ ​ ​ ( 166 ) Cash flows from financing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ Proceeds from CRIS Business Combination ​ ​ 601,579 ​ ​ — ​ ​ ​ — Proceeds from note payable, related party ​ 24,000 ​ ​ 27,750 ​ ​ ​ — Payments on note payable, related party ​ ​ ( 5,500 ) ​ ​ — ​ ​ ​ — Capital-build funding, net ​ 1,516 ​ ​ 4,335 ​ ​ ​ — Payment of transaction costs for CRIS Business Combination ​ ​ ( 28,143 ) ​ ​ — ​ ​ ​ — Contributions ​ — ​ ​ 5,316 ​ ​ ​ — Net cash provided by financing activities ​ 593,452 ​ ​ 37,401 ​ ​ ​ — Net increase (decrease) in cash and restricted cash ​ 513,214 ​ ​ 5,714 ​ ​ ​ ( 510 ) Cash and restricted cash, beginning of period ​ 7,914 ​ ​ 257 ​ ​ ​ 1,403 Cash and restricted cash, end of period ​ $ 521,128 ​ ​ 5,971 ​ ​ ​ 893 ​ ​ 9 EVgo Inc. (Successor) and EVgo Services LLC (Predecessor) ​ Condensed Consolidated Statements of Cash Flows (continued) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ January 16, ​ ​ January 1, ​ ​ Nine ​ 2020 ​ ​ 2020 ​ ​ Months Ended ​ through ​ ​ through ​ ​ September 30, ​ September 30, ​ ​ January 15, (in thousands) ​ 2021 2020 2020 Supplemental disclosure of noncash investing and financing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ Accrued transaction costs for CRIS Business Combination ​ $ 300 ​ $ — ​ ​ $ — Asset retirement obligations incurred ​ $ 1,671 ​ $ 900 ​ ​ $ — Non-cash increase in accounts receivable, capital-build, and capital-build liability ​ $ 4,228 ​ $ 7,529 ​ ​ $ — Reclassification of contingent earnout liability to equity upon triggering event ​ $ 10,853 ​ $ — ​ ​ $ — Purchases of property and equipment in accounts payable and accrued liabilities ​ $ 10,848 ​ $ 2,366 ​ ​ $ 1,759 Contingent earnout liability recognized upon the closing of the CRIS Business Combination ​ $ 18,278 ​ $ — ​ ​ $ — Conversion of note payable, related party, to equity ​ $ 59,590 ​ $ — ​ ​ $ — Reclassification of noncontrolling interest on the CRIS Close Date ​ $ 436,739 ​ $ — ​ ​ $ — Fair value adjustment to noncontrolling interest ​ $ 1,141,037 ​ $ — ​ ​ $ — ​ ​ The accompanying notes are an integral part of these condensed consolidated financial statements. 10 EVgo Inc. (Successor) and EVgo Services LLC (Predecessor) ​ Notes to Unaudited Condensed Consolidated Financial Statements Note 1 – Description of business and nature of operations EVgo Services LLC (“EVgo Services,” “Predecessor”) builds publicly available and customer-dedicated electric vehicle (“EV”) charging stations capable of charging electric vehicles either via direct current power or alternating current power. It has built, and continues to expand, a national ecosystem of public charging stations and fleet charging solutions. EVgo Services provides electric vehicle charging programs to retail consumers in a variety of options as well as charging services to automotive and fleet customers. Other software services and ancillary services represent a small but growing part of the business as well. On January 16, 2020 (the “Holdco Merger Date”), EVgo Services and its investors consummated the transactions contemplated pursuant to that certain Agreement and Plan of Merger (“Merger”) with EVgo Holdco, LLC (“EVgo Holdco”), whereby EVgo Services became a wholly-owned subsidiary of EVgo Holdco, resulting in a change in control by the Predecessor. EVgo Holdco, controlled by LS Power Equity Partners IV, L.P. (“LS Power”), had no operations prior to the Merger. The Company elected push-down accounting and all of the Company’s assets and liabilities related to LS Power were remeasured at fair value on the Holdco Merger Date. LS Power was considered to be the accounting acquirer and formed EVgo Holdings, LLC (“EVgo Holdings”) and EVgo Holdco as part of the transaction. EVgo Inc. (the “Company”, “Successor,” “EVgo”) was incorporated in Delaware on August 4, 2020 under the name “Climate Change Crisis Real Impact I Acquisition Corporation” (“CRIS”). The Company was formed for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Initial Business Combination”). The registration statement for the Company’s Initial Public Offering was declared effective on September 29, 2020 and the Company signed an agreement with a syndicate of underwriters to issue 23,000,000 units (the “Units” and, with respect to the shares of Class A Common Stock included in the Units sold, the “Public Shares”), which includes the full exercise by the underwriters of their over-allotment option in the amount of 3,000,000 Units, at $ 10.00 per Unit, generating gross proceeds of $ 230,000,000 which is described in Note 3. On October 2, 2020 the Company completed the Initial Public Offering. Simultaneously with the closing of the Initial Public Offering, the Company completed the sale of 6,600,000 warrants (the “Private Placement Warrants”) at $ 1.00 per Private Placement Warrant in a private placement to Climate Change Crisis Real Impact I Acquisition Holdings, LLC (the “Sponsor”), generating gross proceeds of $ 6,600,000 . On July 1, 2021 (the “CRIS Close Date”), the Company consummated the previously announced business combination (the “CRIS Business Combination”), with CRIS, SPAC Sub, EVgo Holdings, EVgo Holdco and EVgo OpCo, LLC (“EVgo OpCo” and together with EVgo Holdings and EVgo Holdco, the “EVgo Parties”) pursuant to that certain Business Combination Agreement, dated January 21, 2021 (the “Business Combination Agreement”). Following the CRIS Close Date, the combined company is organized in an “Up-C” structure in which the business of EVgo HoldCo and its subsidiaries are held by EVgo OpCo and continue to operate through the subsidiaries of EVgo HoldCo, and in which the Company’s only direct assets consist of equity interests in SPAC Sub, which, in turn, holds only common units in EVgo OpCo (EVgo OpCo Units”). Immediately following the CRIS Close Date, the Company, through SPAC Sub, owned approximately 26.0 % of the EVgo OpCo Units. As the sole managing member of EVgo OpCo, SPAC Sub operates and controls all of the business and affairs of EVgo OpCo, and through EVgo OpCo and its subsidiaries, conducts its business. As a result, beginning on July 1, 2021 (the CRIS Close Date), the Company consolidated the financial results of EVgo OpCo and recorded a noncontrolling interest in its consolidated financial statements to reflect the EVgo OpCo Units that are owned by EVgo Holdings after the CRIS Close Date. Immediately following the CRIS Close Date, EVgo Holdings held 195,800,000 EVgo OpCo Units, representing approximately 74.0 % of the total outstanding EVgo OpCo Units, and an equal of number of shares of the Company’s Class B common stock. Each EVgo OpCo Unit, together with one share of Class B common stock, is redeemable, subject to certain conditions, for either one share of Class A common stock, or, at OpCo’s election, the cash equivalent to the market value 11 of one share of Class A common stock, pursuant to and in accordance with the terms of the Amended and Restated LLC Agreement of EVgo OpCo dated July 1, 2021 (the “EVgo OpCo A&R LLC Agreement”). ​ COVID-19 The global outbreak of COVID-19 has resulted in the implementation of numerous actions taken by governments, governmental agencies, multilateral organizations and other entities, in an attempt to mitigate the spread of the virus. These measures have resulted in a significant reduction in worldwide economic activity and extreme volatility in the global financial markets, which have affected new car sales, including EVs, and significantly reduced people’s mobility, and the accompanying demand for charging services. EVgo experienced a significant decline in monthly GWh throughput beginning in March 2020. Between March and July 2020, EVgo deactivated chargers due to decreased usage as a result of COVID-19, experiencing downtime when host sites were closed. As economic activity has resumed and new EV sales have increased, charging revenue for the three months ended September 30, 2021 was higher than the last pre-COVID quarter, the three months ended December 31, 2019, by 40 %. The COVID-19 pandemic also impacted EVgo’s operations through construction delays and supply chain and shipping constraints. EVgo delayed operational dates of over 400 chargers by six to nine months due to delays in various stages of site planning and construction caused by COVID-19. When governments and businesses shut down in response to shelter in place orders and other similar actions by state and local governments, permitting, inspection and other city and municipal services were suspended or otherwise impacted, and EVgo had reduced access to host sites for construction and on-site survey and design. EVgo also experienced delays in its site host negotiations as hosts devoted more time to day-to-day operations and employee health and safety. Finally, for some contractual commitments (see Note 10), the Company is required to adhere to a construction schedule over specific timeframes. Those timelines were impacted due to delays associated with COVID-19, and it is possible that the ongoing pandemic could continue to impact these timelines in the future. ​ How COVID-19 will affect EVgo’s future business results is unclear. While the disruption is expected to be temporary, there is considerable uncertainty around the duration and magnitude of this disruption. The Company expects continued significant, negative impacts to its financial position, results of operations and cash flows in 2021 and beyond as charging revenue and regulatory credit sales are expected to decrease significantly due to the disruption. Development and commissioning lead times are expected to be extended as a result of the lockdowns and other measures taken by the state and local governments to mitigate the spread of COVID-19. The extent of the financial impact and duration cannot be reasonably estimated at this time. ​ ​ Note 2 – Summary of significant accounting policies Basis of presentation and consolidation The CRIS Business Combination was accounted for as a reverse recapitalization in accordance with accounting principles generally accepted in the United States of America (“GAAP”), primarily due to the fact that EVgo Holdings continues to control the Company through its ownership of the Class B common stock. As described in Note 1, EVgo Services was acquired by EVgo Holdco on the Holdco Merger Date and EVgo HoldCo was partially acquired by EVgo, through EVgo’s acquisition of EVgo OpCo Units, on the CRIS Close Date. EVgo Services’ condensed consolidated financial statements and notes for the periods presented prior to the Holdco Merger Date are labeled “Predecessor.” The Company’s condensed consolidated financial statements and notes as of and after the Holdco Merger Date are labeled “Successor.” ​ The condensed consolidated financial statements are unaudited and prepared in accordance with GAAP for interim financial information, as set by the Financial Accounting Standards Board (“FASB”). Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements. References to GAAP issued by the FASB in these notes to the condensed consolidated financial statements are to the FASB Accounting Standards Codification (“ASC”). 12 The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries and all intercompany transactions have been eliminated in consolidation. ​ The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the operating results for the full year ending December 31, 2021 or any other period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements of EVgo Holdco as of December 31, 2020 and for the year then ended included in the Company’s Current Report on Form 8-K filed with the SEC on July 8, 2021 (the “Super 8-K”). Change in Presentation of Costs During the third quarter of 2021, the Company changed its presentation of certain costs, including network platform service fees, certain storage and freight costs, pre-operational rent/license fees, call center expenses and certain costs related to field and customer operations. In previous periods, these costs were included as a component of cost of sales. The Company now presents these costs as a component of general and administrative expenses. Management believes this presentation better reflects the nature of the costs, financial performance of the Company, enables better alignment between revenues and cost of sales and provides more clarity about the changes in cost of sales and general and administrative expenses, resulting in improved financial reporting and comparability and consistency of financial results. All periods presented have been retrospectively revised to reflect the effects of the change to cost of sales and general and administrative expenses. There was no net impact to loss from operations, net income (loss) attributable to EVgo or net income (loss) per share for any periods presented. The condensed consolidated balance sheets, condensed consolidated statements of equity (deficit), and the condensed consolidated statements of cash flows are not affected by changes in the presentation of certain costs. 13 The following is a reconciliation for the respective periods: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ General and ​ ​ ​ ​ Administrative (in thousands) Cost of Sales Expenses For the three months ended September 30, 2021 ​ ​ Computed under previous method $ 9,054 $ 19,662 Change in presentation ​ ( 1,220 ) ​ 1,220 As adjusted ​ $ 7,834 ​ $ 20,882 ​ ​ ​ ​ ​ ​ ​ For the three months ended September 30, 2020 ​ ​ Computed under previous method $ 6,953 $ 7,162 Change in presentation ​ ( 834 ) ​ 834 As adjusted ​ $ 6,119 ​ $ 7,996 ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2021 ​ ​ Computed under previous method $ 23,343 $ 42,983 Change in presentation ​ ( 3,244 ) ​ 3,244 As adjusted ​ $ 20,099 ​ $ 46,227 ​ ​ ​ ​ ​ ​ ​ For the period from January 16, 2020 through September 30, 2020 ​ ​ ​ ​ Previously reported $ 18,131 $ 19,731 Change in presentation ​ ( 2,529 ) ​ 2,529 As adjusted ​ $ 15,602 ​ $ 22,260 ​ ​ ​ ​ ​ ​ ​ For the period from January 1, 2020 through January 15, 2020 ​ ​ ​ ​ Previously reported $ 1,136 $ 1,084 Change in presentation ​ ( 163 ) ​ 163 As adjusted ​ $ 973 ​ $ 1,247 ​ Emerging growth company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company, which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. 14 Use of estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Significant estimates made by management include, but are not limited to, charging station depreciable lives, costs associated with asset retirement obligations, the fair value of the share-based compensation, earnout liability, warrant liability and the fair value measurements of assets and liabilities allocated for acquired businesses. Accordingly, the actual results could differ significantly from those estimates. Concentration of business and credit risk The Company maintains its cash accounts in a commercial bank. The total cash balances held in a commercial bank are secured by the Federal Deposit Insurance Corporation up to $ 250,000 . At various times throughout the year, the Company had uninsured balances. The Company has not experienced any losses on such accounts and believes it is not exposed to any significant credit risk on cash. The Company mitigates its risk with respect to cash by maintaining its deposits at high-quality financial institutions and monitoring the credit ratings of those institutions. The Company had accounts receivable with two customers that comprised 50 % and two customers that comprised 66 % of the Company’s total accounts receivable as of September 30, 2021 and December 31, 2020, respectively. For the nine months ended September 30, 2021 and 2020, one customer represented 12 % and two customers represented 23 % of total revenue, respectively. The Company had one major vendor that represented approximately 13 %, 10 % and 19 % of total purchases for the nine months ended September 30, 2021 and 2020 and for the period from January 1, 2020 through January 15, 2020, respectively. Reclassifications Certain reclassifications to our previously reported financial information have been made to conform to the current period presentation. Cash and restricted cash Cash and restricted cash include cash held in cash depository accounts in major banks in the United States and are stated at cost. The Company does not hold any highly liquid assets that can be considered as cash equivalents. Cash that is held by a major bank and has restrictions on its availability to us is classified as restricted cash. The Company had unused letters of credit of approximately $ 0.7 million, as of September 30, 2021, associated with the construction of its charging stations and in connection with one of its operating leases. Cash collateralizing these letters of credit are classified as restricted cash. The Company had no unused letters of credit as of December 31, 2020. Accounts receivable and allowance for doubtful accounts The allowance for doubtful accounts was $ 0.6 million and $ 0.3 million as of September 30, 2021 and December 31, 2020, respectively. Cloud implementation costs The Company capitalizes certain implementation costs incurred related to cloud computing arrangements that are service contracts. Such costs are amortized on a straight-line basis over the term of the associated hosting arrangement plus any reasonably certain renewal period. Any capitalized amounts related to such arrangements are recorded within prepaid expense and other current assets and within non-current assets on the consolidated balance sheets. 15 Property, equipment and software Property and equipment include charging stations and other technical installations, construction in process and charging equipment. Property, equipment and software are stated at cost less accumulated depreciation and amortization. Depreciation for property, equipment and software is computed using the straight-line method over the estimated useful lives of the assets, which are approximately three to five years . Depreciation for charging stations is computed using the straight-line method over seven years . Leasehold improvements are amortized over the shorter of the lease term or ten years . The estimated useful life of charging stations and other assets and asset retirement obligations is seven years . Depreciation is reported net of the amortization of the capital-build liability, as described in Note 6. Following the disposition of an asset, the associated net cost is no longer recognized as an asset, and any gain or loss on the disposition is reflected in general and administrative expenses. The Company has adopted the provisions of ASC Topic 350-40, Internal-Use Software and therefore the costs incurred in the preliminary stages of development are expensed as incurred. The Company capitalizes all costs related to software developed or obtained for internal use when management commits to funding the project, the preliminary project stage is completed and when technological feasibility is established. Once a new functionality or improvement is released, the asset is subject to depreciation. Capitalization of costs ceases when the project is substantially complete and ready for its intended use and is amortized using the straight-line method over the estimated useful lives of the assets. Customer deposits Customer deposits include prepayments that are refundable. Once deposits are no longer refundable, the Company reclassifies the amounts related to those contracts to deferred revenue. Customer deposits are also comprised of funds that have been received to offset future expenses of the Company for certain marketing expenses reimbursed by customers. Derivative financial instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, Derivatives and Hedging (“ASC 815”). For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the condensed consolidated balance sheets as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet dates. Earnout liability In accordance with ASC 815, Earnout Shares (as defined in Note 3) are recorded as a derivative liability at fair value on the CRIS Close Date, since they are not indexed to the Company’s Class A common stock. They are subsequently remeasured at each reporting date through the change in fair value of earnout liability in the condensed consolidated statements of operations. The estimated fair value of the contingent earnout liability is determined using a Monte Carlo simulation using a distribution of potential outcomes on a monthly basis over the Earnout Period (as defined in Note 14), prioritizing the most reliable information available. The assumptions utilized in the calculation are based on the achievement of certain stock price milestones, including the current common stock price, expected volatility, risk-free rate, expected term and dividend rate. ​ Until its settlement, the contingent earnout liability is categorized as a Level 3 fair value measurement because the Company estimates projections during the Earnout Period utilizing unobservable inputs. Contingent earnouts involve certain assumptions requiring significant judgment and actual results can differ from assumed and estimated amounts. 16 Share-based compensation The Company recognizes compensation expense for all awards granted based on the grant date fair value. Compensation expense for awards that vest in increments is recognized based on an accelerated attribution method. The Company has elected to account for forfeitures as they occur. ​ Sales tax collected from customers As a part of the Company’s normal course of business, sales taxes are collected from customers. Sales taxes collected are remitted, in a timely manner, to the appropriate governmental tax authority on behalf of the customer. The Company’s policy is to present revenue and costs net of sales taxes. Income taxes EVgo and SPAC Sub are each classified as a corporation for federal income tax purposes and are subject to U.S. federal and state income taxes. EVgo and SPAC Sub report U.S. federal income taxes on a consolidated basis and will be taxed at the prevailing corporate tax rates . EVgo and SPAC Sub include in income, for U.S. federal income tax purposes, their allocable portion of income from “pass-through” entities in which they hold an interest, including EVgo OpCo and its subsidiaries. “Pass-through” entities, such as EVgo OpCo and its subsidiaries, are not subject to U.S. federal and certain state income taxes at the entity level, and instead, the tax liabilities with respect to taxable income are passed through to the members, including the SPAC Sub. As a result, prior to the CRIS Business Combination, EVgo Holdco and its subsidiaries were not subject to U.S. federal income taxes at the entity level. ​ Deferred taxes are recorded using the asset and liability method, whereby tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. We regularly evaluate the valuation allowances established for deferred tax assets for which future realization is uncertain. In assessing the realizability of deferred tax assets, we consider both positive and negative evidence, including scheduled reversals of deferred tax assets and liabilities, projected future taxable income, tax planning strategies and results of recent operations. If, based on the weight of available evidence, it is more likely than not that the deferred tax assets will not be realized, a valuation allowance is recorded. ​ ASC Topic 740, Income Taxes prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. ​ Tax receivable agreement In connection with the CRIS Business Combination, we entered into a Tax Receivable Agreement (“Tax Receivable Agreement”) with EVgo Holdings (along with permitted assigns, the “TRA Holders”) and LS Power Equity Advisors, LLC, as agent . The Tax Receivable Agreement generally provides for payment by the Company and SPAC Sub or any of their subsidiaries (other than OpCo and its subsidiaries) (the “Company Group”) to the TRA Holders of 85 % of the net cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes or is deemed to realize in certain circumstances) after the CRIS Business Combination as a result of (i) certain increases in tax basis that occur as a result of the Company Group’s acquisition (or deemed acquisition for U.S. federal income tax purposes) of all or a portion of the TRA Holders’ OpCo Units pursuant to the CRIS Business Combination or the exercise of the redemption or call rights set forth in the EVgo OpCo A&R LLC Agreement and (ii) imputed interest deemed to be paid by the Company Group as a result of, and additional tax basis arising from, any payments the Company Group makes under the Tax Receivable Agreement . The Company Group will retain the benefit of any remaining net cash savings. If the Company Group elects to terminate the Tax Receivable Agreement early (or it is terminated early due to the Company Group’s failure to honor a material obligation thereunder or due to certain mergers, asset sales, other forms of business combinations or other changes of control), the Company Group is required to make an immediate payment equal to the present value of the anticipated future payments to be made by it under the Tax Receivable Agreement (based upon certain assumptions and deemed events set forth in the Tax Receivable Agreement, including (i) that the Company Group has 17 sufficient taxable income on a current basis to fully utilize the tax benefits covered by the Tax Receivable Agreement, and (ii) that any OpCo Units (other than those held by the Company Group or its subsidiaries, other than OpCo) outstanding on the termination date or change of control date, as applicable, are deemed to be redeemed on such date). ​ Amounts payable under the Tax Receivable Agreement are accrued by a charge to income when it is probable that a liability has been incurred and the amount is estimable. In the interim period, no transactions occurred that would result in a cash tax savings benefit that would trigger the recording of a liability based on the terms in the Tax Receivable Agreement. ​ Warrant liability The Company accounts for its issued and outstanding warrants (such warrants, as described in Note 8, the “Warrants”) in accordance with the guidance contained in ASC 815 under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjusts the Warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the statements of operations. The fair value of the redeemable warrants sold as part of the units in the Company, which consisted of one share of Class A common stock and one half of one redeemable warrant of the Company (the “Units”), in the Company’s IPO (“Public Warrants”) has been estimated using the Public Warrants’ quoted market price at September 30, 2021. The Private Placement Warrants were valued using a Modified Black Scholes Option Pricing Model for initial and subsequent measurements. Newly adopted accounting standards In January 2017, the FASB issued ASU 2017-04, Goodwill and Other, Simplifying the Test for Goodwill Impairment (“ASU 2017-04”) . The new guidance removes Step 2 of the goodwill impairment test, which required a hypothetical purchase price allocation. A goodwill impairment is now the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. All other goodwill impairment guidance remains largely unchanged. The Company adopted ASU 2017-04 effective January 1, 2021. This guidance only impacts the Company’s consolidated financial statements if there is a future impairment of goodwill. ​ In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force) (“ASU 2018-15”) to align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The Company adopted ASU 2018-15 as of January 1, 2021 and it did not have a material impact on its condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as the elimination of exceptions related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period, the recognition of deferred tax liabilities for outside basis differences, ownership changes in investments, and tax basis step-up in goodwill obtained in a transaction that is not a business combination. The Company adopted ASU 2019-12 in July 1, 2021 and it did not have a material impact on its condensed consolidated financial statements. Recently issued accounting standards In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . Subsequent to the initial ASU, the FASB issued various related corrective and clarifying ASUs for this topic, all of which have been codified in ASC Topic 842, Leases (“ASC 842”). ASC 842 is effective for the Company’s fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted. The ASU will require lessees to report most leases as assets and liabilities on the balance sheet. The Company is currently evaluating the potential impact of adopting this guidance on its consolidated financial statements. 18 In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13”). The amendments in ASU 2016-13 will provide more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. Subsequent to the initial ASU, the FASB issued various related corrective and clarifying ASUs for this topic, all of which have been codified in ASC Topic 326, Financial Instruments – Credit Losses . The ASU is effective for the Company’s annual reporting periods beginning after December 15, 2022. The Company is currently evaluating the potential impact of adopting this guidance on its consolidated financial statements. ​ In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 (“ASU 2018-18”), which clarifies that certain transactions between participants in a collaborative arrangement should be accounted for under ASC Topic 606, Revenue From Contracts With Customers (“ASC 606”) when the counterparty is a customer. In addition, ASU 2018-18 precludes an entity from presenting consideration from a transaction in a collaborative arrangement as revenue from contracts with customers if the counterparty is not a customer for that transaction. The amendment is effective for the Company from fiscal years ending after December 31, 2020 and interim periods ending after December 31, 2021 for smaller reporting companies. The Company is currently evaluating the potential impact of adopting this guidance on its consolidated financial statements. ​ On May 3, 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options . This new standard provides clarification and reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (such as warrants) that remain equity classified after modification or exchange. This standard is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Issuers should apply the new standard prospectively to modifications or exchanges occurring after the effective date of the new standard. Early adoption is permitted, including adoption in an interim period. If an issuer elects to early adopt the new standard in an interim period, the guidance should be applied as of the beginning of the fiscal year that includes that interim period. The Company is evaluating this new standard, but does not expect it to have a material impact on the Company’s financial statements or disclosures. ​ Note 3 – CRIS Business Combination CRIS was formed on August 4, 2020 for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase reorganization or similar business combination with one or more climate focused businesses. On January 21, 2021, EVgo Parties and CRIS entered into the Business Combination Agreement for EVgo HoldCo and its subsidiaries to become partially owned by a publicly listed company, with the combined company organized in an “Up-C” structure. Completion of the proposed transaction was subject to customary closing conditions, including the approval of the stockholders of CRIS. On the CRIS Close Date, the Company consummated the previously announced CRIS Business Combination. CRIS was the legal acquirer of a certain portion of EVgo OpCo and its subsidiaries and consideration received by EVgo Holdings in connection with the CRIS Business Combination consisted of shares of Class B common stock and EVgo OpCo Units and the rights under the Tax Receivable Agreement. 19 The CRIS Business Combination was accounted for as a reverse recapitalization recorded at historical carrying values with no goodwill or intangible assets acquired recognized. The shares and net loss per share available to holders of the Company’s common stock, prior to the CRIS Business Combination, were adjusted as shares reflecting the exchange ratio established in the Business Combination Agreement. As a result of the CRIS Business Combination, the post-business combination company is organized in an “Up-C” structure and the post-business combination company’s status changed from a “blank-check” company to a “smaller reporting company.” Following the CRIS Business Combination, the post-business combination company changed the corporate name from “Climate Change Crisis Real Impact I Acquisition Corporation” to “EVgo Inc.” The Class A common stock and warrants of the combined company, EVgo, began trading on the Nasdaq Stock Market on July 2, 2021 under the symbols “EVGO” and “EVGOW,” respectively. In connection with the execution of the Business Combination Agreement, on January 21, 2021, CRIS entered into separate Subscription Agreements with certain investors (“PIPE Investors”), whereby it issued 40,000,000 shares of Class A common stock at $ 10.00 per share (“PIPE shares”) for an aggregate purchase price of $ 400.0 million, in a private placement (the “PIPE”). EVgo Services’ note payable – related party, including accrued interest, was also converted into equity, which was approximately $ 59.6 million on July 1, 2021. Upon completion of the CRIS Business Combination, the voting interests, as of July 1, 2021, in the Company were as follows: ​ ​ ​ ​ ​ ​ ​ ​ Shares ​ % Stockholder ​ ​ ​ ​ EVgo Holdings (LS Power) 1 ​ 195,800,000 ​ 74 % CRIS's Class A stockholders ​ 22,986,770 ​ 9 % PIPE Investors ​ 40,000,000 ​ 15 % CRIS's converted founder shares ​ 5,750,000 ​ 2 % Closing Class A and B shares ​ 264,536,770 ​ 100 % 1 Represents shares of Class B common stock. LS Power owns all of the outstanding voting interests in EVgo Holdings and as a result, controls the vote with respect to all matters presented to stockholders following the CRIS Business Combination. ​ In addition to the shares, CRIS issued Private Placement Warrants and Public Warrants to purchase shares of Class A common stock in connection with its initial public offering, which remained outstanding following the closing of the CRIS Business Combination. An aggregate of 18,100,000 warrants to acquire shares of Class A common stock are outstanding, which are comprised of 6,600,000 Private Placement Warrants and 11,500,000 Public Warrants. Each warrant is exercisable for one share of Class A common stock at $ 11.50 per share. The fair value of these warrants as of July 1, 2021 was $ 79.6 million. The table below summarizes the net cash received by EVgo upon the closing of the CRIS Business Combination, net of transactions costs and redemptions: ​ ​ ​ ​ (in thousands) ​ ​ Gross proceeds from PIPE $ 400,000 Gross proceeds from CRIS ​ 230,180 Less transaction costs ( 57,907 ) Less redemptions ​ ( 132 ) ​ $ 572,141 ​ In connection with the CRIS Business Combination, certain initial stockholders of CRIS entered into the Sponsor Agreement that provides for certain transfer restrictions and forfeiture provisions, among other things. Pursuant to the Sponsor Agreement, the initial stockholders party thereto are required to forfeit up to 1,437,500 Earnout Shares received upon conversion of shares of Class B common stock of CRIS held by such stockholders at closing of the CRIS Business Combination if certain events do not occur. The estimated fair value of the 1,437,500 Earnout Shares issued and outstanding upon closing was $ 18.3 million and was accounted for as a derivative liability (see Note 14). 20 In connection with the CRIS Business Combination, there were direct and incremental costs incurred of approximately $ 57.9 million, consisting primarily of investment banking, legal, accounting, and other professional fees, which were recorded to additional paid-in capital as a reduction of proceeds. The $ 57.9 million includes $ 8.1 million in deferred underwriting fees of CRIS that were incurred prior to close and paid out as part of the CRIS Business Combination. Other incremental costs of approximately $ 3.5 million were also incurred and expensed by the Company during the nine months ended September 30, 2021, primarily related to advisory, legal, accounting fees, and other professional services in conjunction with the CRIS Business Combination, which are included in general and administrative expenses in the unaudited condensed consolidated statements of operations. ​ Note 4 – Business acquisition On July 9, 2021 (the “Recargo Acquisition Date”), the Company entered into a Stock Purchase Agreement (the “Recargo Agreement”) to acquire 100 % of the outstanding common stock of Recargo Inc. (“Recargo”). Recargo operates as a cloud-based data solutions provider in the electric vehicle sector and generates revenue through a variety of services that leverage its user base and its generated data. The Company believes that the acquisition of Recargo will allow it to expand its revenue base and will result in certain synergies within its operations. The Company accounted for the acquisition of Recargo as a business combination under ASC 805, Business Combinations (“ASC 805”). Pursuant to ASC 805, the purchase price is allocated to the identifiable assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. Any excess of the amount paid over the estimated fair values of the identifiable net assets acquired is allocated to goodwill. The total purchase price was approximately $ 25.0 million, as defined in the Recargo Agreement, none of which are contingent upon future financial results. The table below summarizes the preliminary allocation of the estimated fair value of the assets acquired and liabilities assumed by the Company on the Recargo Acquisition Date, including resulting goodwill. This allocation may be adjusted as the Company finalizes fair value estimates and such adjustments may be material. Goodwill of approximately $ 8.9 million was recorded as a result of the Recargo acquisition and reflects assets not separately identifiable under ASC 805. Goodwill is expected to be amortizable for U.S. federal income tax purposes. The Company determined the fair values of the assets acquired and liabilities assumed with the assistance of a third-party valuation firm. Intangible assets recorded on the Recargo Acquisition Date include user base, trade name and technology of $ 11.0 million, $ 1.1 million, and $ 2.2 million, respectively. The fair values of the intangible assets were determined based on a discounted cash flow model using the with-or-without method for user base, and the relief-from-royalty method for trade name and technology. Each of these methods is a form of the income approach. These methods incorporate various estimates and assumptions, such as projected revenue growth rates, profit margins and forecasted cash flows based on discount rates and terminal growth rates. The fair values of the property, plant and equipment were determined using the cost approach. This approach involves adjusting the historical cost basis of the assets in the fixed asset register for inflation, and then deducting for various forms of obsolescence. For the remaining assets and liabilities, the cost method was used to determine their respective fair values. The fair value of accounts receivable, consisting of customer receivables, approximated the carrying value, which was equal to the gross contractual amounts receivable because no portion of such contractual amounts was expected to be uncollectible. 21 The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the Recargo Acquisition Date: ​ ​ ​ ​ ​ ​ ​ Acquisition Date (in thousands) Fair Value Assets ​ ​ ​ Current assets ​ Cash ​ $ 1,943 Accounts receivable ​ 605 Prepaid expenses and other current assets ​ 76 Total current assets ​ 2,624 Long-term assets ​ Restricted cash ​ ​ 300 Property and equipment ​ 678 Intangible assets ​ 14,300 Other assets ​ 70 Total assets ​ ​ 17,972 Liabilities ​ ​ ​ Current liabilities ​ Accounts payable ​ 84 Accrued expenses ​ 769 Deferred revenue, current ​ 543 Total current liabilities ​ 1,396 Long-term liabilities ​ Capital-build liability ​ 479 Asset retirement obligations ​ 31 Total liabilities ​ 1,908 Net assets acquired ​ ​ 16,064 Consideration paid ​ ​ 25,005 Goodwill recognized ​ $ 8,941 ​ The following unaudited pro forma financial information presents consolidated revenue and net income (loss) for the periods indicated as if the Recargo acquisition had occurred on January 1, 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ Three ​ Three ​ Nine ​ January 16, ​ ​ January 1, ​ ​ Months Ended ​ Months Ended ​ Months Ended ​ 2020 through ​ ​ 2020 through ​ ​ September 30, ​ September 30, ​ September 30, ​ September 30, ​ ​ January 15, (in thousands) ​ 2021 2020 2021 2020 2020 Pro forma revenue ​ $ 6,322 ​ $ 3,786 ​ $ 16,031 ​ $ 9,364 $ 1,552 Pro forma net income (loss) ​ $ 23,738 ​ $ ( 9,013 ) ​ $ ( 14,488 ) ​ $ ( 36,986 ) ​ ​ $ ( 715 ) ​ The above unaudited pro forma results have been calculated by combining the historical results of the Company and Recargo, as if the acquisition had occurred as of the beginning of the earliest period presented in the Company’s consolidated financial statements, and exclude the impact of acquisition-related expenses. The pro forma table above also includes estimates for additional depreciation, amortization and accretion related to the fair values of property, plant and equipment, intangible assets, capital build liability, and asset retirement obligations that were included as the basis of those assets acquired and liabilities assumed in the business acquisition. Pro forma earnings for the three and nine months ended September 30, 2021 were adjusted to exclude acquisition-related costs incurred in those periods. No other material pro forma adjustments were deemed necessary. The pro forma information is not necessarily indicative of the results that would have been achieved had the transactions occurred on the date indicated or that may be achieved in the future. For the period from the Recargo Acquisition Date of July 9, 2021 through September 30, 2021, revenue from Recargo totaling approximately $ 0.6 million and net loss from Recargo of $ 1.4 million are included in the consolidated 22 statements of operations for the three and nine months ended September 30, 2021. The condensed consolidated statements of operations for the three and nine months ended September 30, 2021 include approximately $ 0.5 million and $ 0.7 million of acquisition-related expenses in general and administrative expense, respectively. ​ Note 5 – Revenue recognition Disaggregation of revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ January 16, ​ ​ January 1, ​ ​ Three ​ Three ​ Nine ​ 2020 ​ ​ 2020 ​ ​ Months Ended ​ Months Ended ​ Months Ended ​ through ​ ​ through ​ ​ September 30, ​ September 30, ​ September 30, ​ September 30, ​ ​ January 15, (in thousands) ​ 2021 ​ 2020 ​ 2021 ​ 2020 ​ ​ 2020 Revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Charging revenue, retail ​ $ 3,203 ​ $ 1,592 ​ $ 7,505 ​ $ 3,891 ​ ​ $ 283 Charging revenue, OEM ​ 151 ​ 219 ​ 633 ​ 973 ​ ​ 80 Charging revenue, fleet ​ 688 ​ 420 ​ 1,725 ​ 1,066 ​ ​ 65 Network revenue, OEM ​ 351 ​ 84 ​ 1,158 ​ 289 ​ ​ 9 Ancillary revenue ​ 1,104 ​ 497 ​ 2,147 ​ 937 ​ ​ 99 Regulatory credit sales ​ 684 ​ 760 ​ 1,927 ​ 1,699 ​ ​ 990 Total revenue ​ $ 6,181 ​ $ 3,572 ​ $ 15,095 ​ $ 8,855 ​ ​ $ 1,526 ​ Contract balances Contract assets were approximately $ 0.1 million and $ 0.6 million as of September 30, 2021 and December 31, 2020, respectively. The following table provides the activity of the contract liabilities recognized during the following periods: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ ​ January 16, ​ ​ January 1, ​ ​ ​ ​ 2020 ​ ​ 2020 ​ ​ Nine Months Ended ​ through ​ ​ through ​ ​ September 30, ​ December 31, ​ ​ January 15, (in thousands) ​ 2021 ​ 2020 ​ ​ 2020 Beginning balance ​ $ 12,028 ​ $ 9,091 ​ ​ $ 9,137 Additions ​ 29,377 ​ 5,825 ​ ​ 65 Recognized in revenue ​ ( 2,895 ) ​ ( 2,285 ) ​ ​ ( 106 ) Marketing activities ​ ( 338 ) ​ ( 603 ) ​ ​ ( 5 ) Ending balance ​ $ 38,172 ​ $ 12,028 ​ ​ $ 9,091 ​ ​ ​ ​ 23 Note 6 – Long-lived assets Property, equipment and software, net, consisted of the following as of: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, (in thousands) ​ 2021 ​ 2020 Construction in process ​ $ 21,847 ​ $ 10,437 Charging equipment ​ 9,155 ​ 3,042 Charging stations and other technical installations ​ 96,124 ​ 68,872 Software ​ ​ 4,467 ​ ​ — Office equipment and vehicles ​ 764 ​ 457 ​ ​ 132,357 ​ 82,808 Less accumulated depreciation and amortization ​ ( 22,347 ) ​ ( 11,542 ) Total property, equipment and software, net ​ $ 110,010 ​ $ 71,266 ​ Depreciation and amortization expense for the following periods were: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ January 16, ​ ​ January 1, ​ ​ Three ​ Three ​ Nine ​ 2020 ​ ​ 2020 ​ ​ Months Ended ​ Months Ended ​ Months Ended ​ through ​ ​ through ​ ​ September 30, ​ September 30, ​ September 30, ​ September 30, ​ ​ January 15, (in thousands) ​ 2021 ​ 2020 ​ 2021 ​ 2020 ​ ​ 2020 Depreciation and amortization of property, equipment and software in: ​ ​ ​ ​ Cost of sales ​ $ 4,048 ​ $ 3,334 ​ $ 10,829 ​ $ 8,421 ​ ​ $ 498 Operating expenses ​ ​ 59 ​ ​ 18 ​ ​ 136 ​ ​ 47 ​ ​ ​ 3 Amortization of capital-build liability in cost of sales ​ ​ ( 1,028 ) ​ ​ ( 683 ) ​ ​ ( 2,657 ) ​ $ ( 1,718 ) ​ ​ $ ( 200 ) ​ ​ $ 3,079 ​ $ 2,669 ​ $ 8,308 ​ $ 6,750 ​ ​ $ 301 ​ Intangible assets, net, consisted of the following as of: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining ​ ​ ​ ​ ​ ​ ​ weighted ​ ​ Gross ​ ​ ​ ​ Net ​ average ​ ​ carrying ​ Accumulated ​ carrying ​ amortization (in thousands) ​ amount ​ amortization ​ value ​ period Trade name ​ $ 5,000 ​ $ ( 461 ) ​ $ 4,539 ​ 13.3 years Host relationships ​ 41,500 ​ ( 5,913 ) ​ 35,587 10.3 years Customer relationships ​ 19,000 ​ ( 6,984 ) ​ 12,016 3.0 years Developed technology ​ 14,000 ​ ( 1,511 ) ​ 12,489 11.7 years User base ​ ​ 11,000 ​ ​ ( 620 ) ​ ​ 10,380 ​ 3.8 years ​ ​ $ 90,500 ​ $ ( 15,489 ) ​ $ 75,011 ​ ​ ​ ​ Amortization of intangible assets was $ 3.0 million, $ 2.1 million, $ 7.2 million, $ 6.1 million, and a de minimis amount for the three months ended September 30, 2021 and 2020, the nine months ended September 30, 2021, the period from January 16, 2020 through September 30, 2020 and the period from January 1, 2020 through January 15, 2020, respectively. ​ ​ 24 Note 7 – Asset retirement obligations Asset retirement obligations represent the present value of the estimated costs to remove the commercial charging stations, and restore the sites to the condition prior to installation. The Company reviews estimates of removal costs on an annual basis, or more frequently if deemed necessary. Accretion expense was $ 0.4 million, $1.1 million, $ 0.3 million, $ 0.8 million, and a de minimis amount for the three and nine months ended September 30, 2021, the three months ended September 30, 2020, the period from January 16, 2020 through September 30, 2020, and the period from January 1, 2020 through January 15, 2020, respectively. ​ ​ ​ Note 8 ­– Note payable, related party On January 16, 2020, EVgo Services entered into the Secured Demand Grid Promissory Note (“Demand Note”) with EVgo Holdings whereby EVgo Services funds the operations of EVgo Holdco with loans upon request at an interest rate of the Federal Reserve discount rate plus 7.25 % (compounded annually) with a maturity date of January 16, 2027. The Demand Note was secured by the assets of EVgo Holdco and did not have a stated credit limit. There was a de minimis amount of interest incurred for the three months ended September 30, 2021 and the period from January 1, 2020 through January 15, 2020. Interest expense incurred was $ 1.9 million, $ 0.4 million, and $ 0.8 million during the nine months ended September 30, 2021, the three months ended September 30, 2020 and the period from January 16, 2020 through September 30, 2020. On July 1, 2021, the outstanding balance of the note, including accrued interest, was converted to equity of EVgo Services, which was contributed by EVgo Holdings to EVgo Holdco immediately thereafter (see Note 3). ​ ​ ​ ​ ​ Note 9 – Other expense (income), including related party Other income, related party, consists of capital-build funding received from NRG Energy, Inc. (“NRG”) and the New Energy and Industrial Technology Development Organization (“NEDO”). For more information, please refer to the audited consolidated financial statements of EVgo Holdco as of December 31, 2020 and for the year then ended included in the Proxy Statement. For the following periods, other (expense) income, net, and other income, related party, consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Predecessor ​ ​ ​ ​ ​ ​ ​ ​ January 16, ​ ​ January 1, ​ ​ Three ​ Three ​ Nine ​ 2020 ​ ​ 2020 ​ ​ Months Ended ​ Months Ended ​ Months Ended ​ through ​ ​ through ​ ​ September 30, ​ September 30, ​ September 30, ​ September 30, ​ ​ January 15, (in thousands) ​ 2021 ​ 2020 ​ 2021 ​ 2020 ​ ​ 2020 Other (expense) income, net ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NRG $ — $ 1,998 $ — $ 5,591 $ — NEDO ​ — ​ 49 ​ 88 ​ 323 ​ ​ — Other expenses, net ​ ( 143 ) ​ ( 128 ) ​ ( 34 ) ​ ( 119 ) ​ ​ — Gain on marketable securities ​ ​ — ​ ​ — ​ ​ 435 ​ ​ — ​ ​ ​ — Contingent liability ​ ​ — ​ ​ 3,978 ​ ​ — ​ ​ 3,978 ​ ​ ​ ​ ​ ​ $ ( 143 ) ​ $ 5,897 ​ $ 489 ​ $ 9,773 ​ ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other income, related party ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ LS Power ​ $ — ​ $ 54 ​ $ — ​ $ 54 $ — NRG ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ 315 NEDO ​ — ​ — ​ — ​ — ​ ​ 27 ​ ​ $ — ​ $ 54 ​ $ — ​ $ 54 ​ ​ $ 342 ​ 25 The capital build activity for the nine months ended September 30, 2021 was as follows: ​ ​ ​ ​ ​ ​ ​ Successor ​ ​ Nine ​ ​ Months Ended ​ ​ September 30, (in thousands) ​ 2021 Capital-build liability, beginning balance ​ $ 17,388 Increase in capital build liability ​ ​ 4,707 Reduction in depreciation expense ​ ​ ( 2,657 ) Capital-build liability, ending balance ​ $ 19,438 ​ ​ ​ Note 10 – Commitments and contingencies Nissan agreements The Company has two program services agreements in place with Nissan North America, Inc. (“Nissan”). Under the terms of the agreement dated July 3, 2014 by and among EVgo Services and Nissan (the “Nissan Agreement”), purchasers or lessees of Nissan LEAF electric vehicles in certain markets can receive charging services at an EVgo station or a participating third-party charging station. Pursuant to the Nissan Agreement, the Company was required to support, maintain and make available at least 850 chargers through July 7, 2021. The Company fulfilled all build, support and maintenance obligations under the Nissan Agreement. ​ On June 13, 2019, the Company and Nissan entered into a professional services agreement (the “Nissan 2.0 Agreement”). The Nissan 2.0 Agreement includes a capital-build program requiring the Company to install, operate and maintain public, high-power dual-standard chargers in specified markets pursuant to a Build Schedule (defined below). Under the terms of the Nissan 2.0 Agreement, the Company is required to adhere to a schedule that outlines the build timelines for the chargers to be constructed (“Build Schedule”) as negotiated at the beginning of each year. Due to the extenuating circumstances of the COVID-19 pandemic, the Company and Nissan have extended and revised the annual build schedule deadline such that to avoid penalties, all chargers for each program year must be installed by August 31. Furthermore, the parties waived penalties for installation delays in program year one. ​ The contract is accounted for under ASC 606, which includes performance obligations related to memberships, charging credits and joint marketing activities. The capital-build program is considered a set-up activity and not a performance obligation under ASC 606. Nissan has the right to terminate the Nissan 2.0 Agreement, without penalty or obligation of any kind, upon thirty days’ written notice if it is unable to secure funding to make payments required under the Nissan 2.0 Agreement. Nissan receives budget approvals annually from Nissan Motor Company Limited. As of September 30, 2021, Nissan has not given the Company any indication that it will be unable to secure funding to meet its payment obligations under the Nissan 2.0 Agreement. If Nissan terminates the Nissan 2.0 Agreement due to a lack of funding, the Company will still be required to do the following: (i) meet charger installation milestones through the date of termination; (ii) provide an aggregate of $ 1.6 million in joint marketing activities; and (iii) provide $ 4.8 million worth of charging credits that shall continue to be administered. ​ Pursuant to the Nissan 2.0 Agreement, as modified by the aforementioned extension and other amendments, EVgo is required to install an aggregate of 210 chargers by February 29, 2024 at a number of sites to be mutually agreed within each build schedule. In program year two, EVgo is required to install 58 chargers by August 31, 2022 in accordance with the current program year two build schedule. If the Company fails to meet its future builds schedule obligations, Nissan may invoke a penalty of up to $ 35,000 per delayed site beyond a designated cure period, up to 67 sites, which would result in adjustment to the consideration received for the Company’s performance obligations under the Nissan 2.0 Agreement. ​ GM Agreement Pursuant to an agreement with GM dated July 20, 2020 by and among EVgo Services and GM as amended pursuant to an amendment agreement dated November 2, 2021 in order to adjust stall installation targets and expand the 26 overall number of chargers to be installed by EVgo Services (the “GM Agreement”), EVgo is required to meet certain quarterly milestones measured by the number of stalls installed, and GM is required to make certain payments based on stalls installed. Under the GM Agreement, EVgo is required to install a total of 3,250 stalls by December 31, 2025, approximately 72 % of which are required to be installed by December 31, 2023. The GM Agreement calls for a year-over-year increase in annual stall additions in each of the next two years before the installation run rate declines post 2023. Meeting these milestones will require additional funds beyond the amounts committed by GM, and EVgo may face delays in construction, commission or aspects of installation of the stalls EVgo is obligated to develop. In addition, EVgo is required to maintain network availability (i.e. the percentage of time a charger is operational and available on the network) of at least 93 %. ​ The GM Agreement is subject to early termination in certain circumstances, including in the event EVgo fails to meet the quarterly stall-installation milestones or fails to maintain the specified level of network availability. If GM terminates the agreement, EVgo may not be entitled to receive continued payments from GM and instead may be required to pay liquidated damages to GM of up to $ 15.0 million. As of November 1, 2021, there are approximately 1,900 stalls that have already been approved by GM of which approximately 1,700 stalls that are already in the Active Engineering & Construction Pipeline stages. During the three months ended March 31, 2021, the Company received a $ 20.0 million payment from its contract with GM, which has been recorded as deferred revenue. As of September 30, 2021, the Company was not in default with any of the requirements of the GM Agreement. ​ Registration and stockholder rights Pursuant to a registration and stockholder rights agreement entered into on September 29, 2020, the holders of the shares of the Company’s 5,750,000 Class B common stock purchased by CRIS’s sponsor, Climate Change Crisis Real Impact I Acquisition Holdings, LLC, a Delaware limited liability company (the “Sponsor”) on August 10, 2020 (the “Founder Shares”) and the Private Placement Warrants (and any shares of Class A common stock issuable upon the exercise of the Private Placement Warrants and upon conversion of the Founder shares) are entitled to registration rights requiring the Company to register such securities for resale (in the case of the Founder shares, only after conversion to shares of Class A common stock). Any holder of at least 20 % of the outstanding registrable securities owned by the holders are entitled to make up to two demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of an Initial Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. The Company will bear certain expenses incurred in connection with the filing of any such registration statements. ​ In connection with the CRIS Close Date on July 1, 2021, the Company, the Sponsor and the other initial stockholders terminated the existing registration rights agreement and entered into the Registration Rights Agreement with EVgo Holdings (together with the Sponsor, the other initial stockholders and any person or entity who becomes a party to the Registration Rights Agreement, the “Holders”) that grant certain resale registration rights with respect to (a) the Private Placement Warrants (including any shares of Class A common stock issued or issuable upon the exercise of any Private Placement Warrants), (b) shares of Class A common stock issued or issuable upon conversion of any founder shares, (c) any outstanding shares of Class A common stock held by a Holder as of the date of the Registration Rights Agreement, (d) any shares of Class A common stock issued or issuable upon exchange of OpCo Units and shares of Class B common stock held by a Holder as of the date of the Registration Rights Agreement, and (e) any other equity security of the Company issued or issuable with respect to any such shares of Common Stock by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or reorganization (collectively, the “Registrable Securities”), subject to the terms and conditions set forth in the Registration Rights Agreement. ​ Pursuant to the Registration Rights Agreement, the Company filed with the SEC within 15 business days after the CRIS Close Date a registration statement registering the resale of the Registrable Securities permitted to be registered for resale from time to time pursuant to the applicable rules and regulations under the Securities Act. Such registration statement was initially filed on July 20, 2021 and declared effective on July 30, 2021. The Company used its reasonable best efforts to cause the registration statement to become effective and will continue to use its reasonable best efforts to cause it to remain effective, in accordance with the Registration Rights Agreement. Additionally, the Company agreed that, as soon as reasonably practicable after the Company is eligible to register the Holders’ securities on a registration 27 statement on Form S-3, the Company will file a new registration statement with the SEC (at the Company’s sole cost and expense) and the Company will use its reasonable best efforts to cause such new registration statement to become effective and remain effective, in accordance with the Registration Rights Agreement. The Registration Rights Agreement also provides the Holders with certain customary demand and piggyback registration rights. ​ Other obligations In the ordinary course of our business, the Company may be subject to lawsuits, investigations, claims and proceedings, including, but not limited to, contractual disputes or employment, health and safety matters. Although the outcome of any potential future litigation is uncertain, the Company believes it has adequate insurance coverage in the event of any future litigation or disputes. On December 17, 2020, SAF Partners II, LLC and EV Holdings Investments, LLC (collectively, the “SAF Parties”) filed a complaint against EVgo HoldCo in the State of Delaware Court of Chancery for $ 5 million regarding certain deferred contingent compensation contemplated by the Merger as of December 19, 2019, by and among EVgo HoldCo and certain of the SAF Parties. The SAF Parties are EVgo Services’ predecessor stockholders. Pursuant to an agreement between EVgo Holdings and EVgo HoldCo, EVgo Holdings will indemnify EVgo HoldCo for losses of up to $ 7 million (including legal costs) related to the contingent compensation claim. Management believes that the claims are without merit and intends to defend itself vigorously. No provision has been made for this claim because the Company believes that it is remote that a liability had been incurred as of September 30, 2021. However, there can be no assurances as to the outcome of the dispute, and whether it might result in a loss that exceeds the indemnity. Legal costs related to loss contingencies are recognized when incurred. Although the Company is not currently facing other pending or threatened litigation, future events or circumstances, currently unknown to management, may potentially have a material effect on its financial position, liquidity or results of operations in any future reporting period. ​ Note 11 – Related party transactions Payables to related parties As of September 30, 2021 and December 31, 2020, the Company has payables due to entities controlled by LS Power for services rendered and repayment of operating expenses paid on its behalf totaling $ 1.4 million and $ 0.1 million, respectively. The Company recorded approximately $ 1.3 million, $ 0.2 million and $ 0.3 million for consulting and corporate development services rendered by entities controlled by LS Power for the nine months ended September 30, 2021 the three months ended September 30, 2020, and for the period from January 16, 2020 through September 30, 2020, respectively. The costs incurred after the CRIS Close Date through September 30, 2021 were de minimis. Note payable, related party The Company had an outstanding note payable with EVgo Holdings that was converted to equity on the CRIS Close Date (see Notes 3 and 8). Related party revenue The Company entered into various agreements to facilitate the purchase and sale of California Low Carbon Fuel Standard Credits (“LCFS”) through a subsidiary of LS Power at prevailing market levels after the HoldCo Merger Date. There was no related party regulatory credit income recognized during the three months ended September 30, 2021. For the nine months ended September 30, 2021, three months ended September 30, 2020 and period from January 16, 2020 through September 30, 2020, regulatory credit income recognized through the LCFS trading program with LS Power’s subsidiary totaled $ 0.6 million, $ 0.8 million and $ 0.8 million, respectively. 28 Approximately $ 0.1 million of original equipment manufacturer (“OEM”) charging and ancillary revenue was earned from Nissan Motor Co., Ltd. (“Nissan”), which was a related party through the HoldCo Merger Date, for the period from January 1, 2020 through January 15, 2020. ​ Note 12 – Fair value measurements The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on an assessment of the assumptions that market participants would use in pricing the asset or liability. There were no earnout or warrant liabilities as of December 31, 2020. The following table presents information about the Company’s liabilities that were measured at fair value on a recurring basis as of September 30, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, (in thousands) ​ ​ Level ​ 2021 Earnout liability 3 ​ ​ $ 3,730 Warrant liability – Public Warrants ​ ​ 1 ​ ​ $ 20,127 Warrant liability – Private Placement Warrants ​ ​ 3 ​ ​ $ 13,511 ​ The Warrants are accounted for as liabilities in accordance with ASC 815 and are presented as warrant liabilities on the condensed consolidated balance sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liability in the unaudited condensed consolidated statements of operations. The Private Placement Warrants were valued using a Monte Carlo simulation methodology. The close price of the Public Warrants price was used as the fair value as of each relevant date. The following table presents the changes in the fair value of warrant and earnout liabilities during the nine months ended September 30, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrant ​ ​ Earnout (in thousands) ​ Liability ​ ​ Liability Fair value as of December 31, 2020 ​ $ — ​ ​ $ — Liability recognized due to the CRIS Business Combination ​ ​ 79,584 ​ ​ ​ 18,278 Liability settled through equity ​ ​ — ​ ​ ​ ( 10,853 ) Change in fair value of liability ​ ​ ( 45,946 ) ​ ​ ​ ( 3,695 ) Fair value as of September 30, 2021 ​ $ 33,638 ​ ​ $ 3,730 ​ There were no transfers in or out of Level 3 from other levels in the fair value hierarchy during the nine months ended September 30, 2021. ​ 29 Note 13 – Warrant liability ​ Public Warrants may only be exercised for a whole number of shares. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. The Public Warrants will become exercisable on the later of (a) 12 months from the closing of the Initial Public Offering and (b) 30 days after the completion of an Initial Business Combination. The Public Warrants will expire five years after the completion of an Initial Business Combination or earlier upon redemption or liquidation. As of September 30, 2021, there were 11,500,000 Public Warrants and 6,600,000 Private Placement Warrants outstanding. The Company will not be obligated to deliver any shares of Class A common stock pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A common stock underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No warrant will be exercisable and the Company will not be obligated to issue any shares of Class A common stock upon exercise of a warrant unless the share of Class A common stock issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of the Company’s Initial Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the shares of Class A common stock issuable upon exercise of the warrants. The Company will use its commercially reasonable efforts to cause such registration statement to become effective within 60 business days after the closing of an Initial Business Combination and to maintain a current prospectus relating to those shares of Class A common stock until the warrants expire or are redeemed, as specified in the warrant agreement; provided that if shares of the Class A common stock are at the time of any exercise of a Public Warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, the Company will not be required to file or maintain in effect a registration statement, but it will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. If a registration statement covering the shares of Class A common stock issuable upon exercise of the warrants is not effective by the 60th business day after the closing of an Initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Such registration statement was initially filed on July 20, 2021 and declared effective on July 30, 2021. Redemption of Warrants when the price per Class A common stock equals or exceeds $ 18.00 . Once the warrants become exercisable, the Company may redeem the Public Warrants (except as described herein with respect to the Private Placement Warrants): ​ ● in whole and not in part; ● at a price of $ 0.01 per warrant; ● upon a minimum of 30 days ’ prior written notice of redemption to each warrant holder; and ● if, and only if, the last reported sale price of the Class A common stock for any 20 trading days within a 30 - trading day period ending three trading days before the Company sends to the notice of redemption to the warrant holders (“Reference Value”) equals or exceeds $ 18.00 per share (as adjusted). ​ Redemption of Warrants when the price per Class A common stock equals or exceeds $ 10.00 . Once the warrants become exercisable, the Company may redeem the outstanding Public Warrants: ​ ● in whole and not in part; ● at $ 0.10 per warrant upon a minimum of 30 days ’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares, based on the redemption date and the fair market value of the Class A common stock; 30 ● if, and only if, the Reference Value equals or exceeds $ 10.00 per share (as adjusted); and ● if the Reference Value is less than $ 18.00 per share (as adjusted), the Private Placement Warrants must also concurrently be called for redemption on the same terms as the outstanding Public Warrants, as described above. The exercise price and number of Class A common stock issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, except as described below, the Public Warrants will not be adjusted for issuance of Class A common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Public Warrants. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the shares of Class A common stock issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or saleable until 30 days after the completion of an Initial Business Combination, subject to certain limited exceptions, and will be entitled to certain registration rights (see Note 10). Additionally, the Private Placement Warrants will be exercisable for cash or on a cashless basis, at the holder’s option, and be non-redeemable so long as they are held by the initial purchasers or their permitted transferees (except for a number of shares of Class A common stock as described above under the provisions describing the Redemption of warrants for Class A common stock). If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company in all redemption scenarios and exercisable by such holders on the same basis as the Public Warrants. ​ Assumptions used in the valuations of the Private Placement Warrant liability are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ July 1, ​ ​ 2021 ​ 2021 Stock price $ 8.15 $ 14.36 Risk-free interest rate ​ ​ 0.94 % ​ ​ 0.89 % Expected term (years) ​ ​ 4.75 years ​ ​ ​ 5.00 years ​ Expected volatility ​ ​ 63 % ​ ​ 64 % Dividend rate ​ ​ — % ​ ​ — % Exercise price ​ $ 11.50 ​ ​ $ 11.50 ​ ​ ​ ​ ​ Note 14 – Earnout liability ​ The Earnout Shares will be subject to potential forfeiture by their holders if the volume-weighted average price (“VWAP”) of the shares does not equal or exceed the following prices for any 20 trading days within any 30-trading day period within the five years following the closing of the CRIS Business Combination: ​ ● For 718,750 Earnout Shares, a VWAP of at least $ 12.50 (the “$ 12.50 Triggering Event”) ● For 718,750 Earnout Shares, a VWAP of at least $ 15.00 (the “$ 15.00 Triggering Event”) Upon the closing of the CRIS Business Combination, the contingent obligation related to the Earnout Shares was accounted for as a liability because the triggering events that determine the number of Earnout Shares earned include events that are not solely indexed to the Company’s common stock. The estimated fair value of the 1,437,500 Earnout Shares issued and outstanding at the closing of the CRIS Business Combination on July 1, 2021 was approximately $ 18.3 million based on a Monte Carlo simulation valuation model using a distribution of potential outcomes on a monthly basis over the Earnout Period using the most reliable information available. ​ On July 2, 2021, the $ 12.50 Triggering Event occurred and, as a result, 718,750 Earnout Shares valued at $ 10.9 million were deemed to be earned and reclassified into equity on that date. The estimated fair value of the earnout liability related to the 718,750 Earnout Shares subject to the $ 15.00 Triggering Event originally valued at $ 8.8 million was remeasured to $ 3.7 million at September 30, 2021. The change in fair value of the earnout liability resulted in a gain of 31 $ 3.7 million recognized in the condensed consolidated statements of operations for the three and nine months ended September 30, 2021 (see Note 12). Assumptions used in the valuations of the earnout liability are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ July 1, ​ ​ 2021 ​ 2021 Stock price $ 8.15 $ 14.36 Expected volatility ​ ​ 63 % ​ ​ 64 % Risk-free interest rate ​ ​ 0.2 % ​ ​ 0.1 % Expected term (years) ​ ​ 1.4 years ​ ​ ​ 0.8 years ​ Dividend rate ​ ​ — % ​ ​ — % ​ ​ ​ ​ ​ Note 15 – Income taxes Our provision for income taxes consists primarily of income taxes related to federal and state jurisdictions where business is conducted related to the Company’s ownership in EVgo OpCo. For the three and nine months ended September 30, 2021 and 2020, our provision for income taxes and effective tax rates were deemed to be de minimis. Our effective tax rate differed from the statutory tax rate primarily due to permanent differences related to the fair valuation of the earnout and warrant liabilities and share-based compensation, offset by a full valuation allowance against our net deferred tax assets. ​ As of September 30, 2021, the Company had a full valuation allowance against its net deferred tax assets. The Company had no deferred tax assets or liabilities as of December 31, 2020. In addition, there were no unrecognized tax benefits and no amounts accrued for interest and penalties as of September 30, 2021 and December 31, 2020. ​ Note 16 – Stockholders’ Equity Preferred Stock — The Company is authorized to issue 10,000,000 shares of preferred stock with a par value of $ 0.0001 per share with such designation, rights and preferences as may be determined from time to time by the Company’s board of directors. Class A Common Stock — The Company is authorized to issue 1,200,000,000 shares of Class A common stock with a par value of $ 0.0001 per share. Holders of Class A common stock are entitled to one vote for each share. Class B Common Stock — The Company is authorized to issue 400,000,000 shares of Class B common stock, which is a voting, non-economic class of common stock with a par value of $ 0.0001 per share. Holders of Class B common stock are entitled to one vote for each share. Prior to the CRIS Business Combination, only holders of shares of Class B common stock of CRIS had the right to vote on the election of directors. Holders of Class A common stock and Class B common stock will vote together as a single class on all matters submitted to a vote of stockholders except as required by law. The 5,750,000 shares of Class B common stock of CRIS held by the founders of CRIS prior to the CRIS Business Combination automatically converted into shares of Class A common stock on a one -for-one basis. ​ The holders of shares of Class B common stock generally have the right to cause EVgo OpCo to redeem all or a portion of their EVgo OpCo Units together with a corresponding number of shares of Class B common stock in exchange for, at EVgo OpCo’s election, a corresponding number of shares of Class A common stock or an approximately equivalent amount of cash as determined pursuant to the terms of the EVgo OpCo A&R LLC Agreement. Upon the future exchange of EVgo OpCo Units held by any holder of shares of Class B common stock, a corresponding number of shares of Class B common stock held by such holder of OpCo Units will be cancelled. Shares of Class B common stock can only be transferred with their corresponding EVgo OpCo Units in accordance with the EVgo OpCo A&R LLC Agreement. ​ 32 Upon the closing of the CRIS Business Combination, Holdings received 195,800,000 shares of Class B common stock, together with 195,800,000 EVgo OpCo Units (see Note 19 for additional information). ​ ​ Note 17 – Earnings per share Basic and diluted earnings per common share ( “ EPS ” ) are computed using the two-class method, which is an earnings allocation formula that determines EPS for each class of common stock and participating securities, according to dividends declared and participation rights in undistributed earnings. The Company’s unvested Earnout Shares are considered participating securities because they are legally issued at the grant date and holders have a non-forfeitable right to receive dividends. ​ Basic EPS is generally calculated by dividing net income/loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS is generally calculated by dividing net income/loss attributable to common stockholders adjusted for the effects of any dilutive securities by the weighted average number of common shares outstanding plus the additional dilution for all potentially dilutive securities. During loss periods, diluted loss per share is based on the weighted average number of common shares outstanding (basic), because the inclusion of common stock equivalents would be antidilutive. The following table sets forth the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three ​ Nine ​ ​ Months Ended ​ Months Ended ​ ​ September 30, ​ September 30, (in thousands, except per share data) ​ 2021 ​ 2021 Numerator ​ ​ ​ ​ ​ ​ Net income (loss) $ 23,591 $ ( 11,441 ) Less: net income (loss) attributable to noncontrolling interest ​ ​ 17,461 $ ( 17,571 ) Net income attributable to Class A common stockholders ​ ​ 6,130 ​ ​ 6,130 Less: net income attributable to participating securities ​ ​ 64 ​ ​ 64 Net income attributable to Class A common stockholders – basic and diluted ​ $ 6,066 ​ $ 6,066 ​ ​ ​ ​ ​ ​ ​ Denominator ​ ​ ​ ​ ​ ​ Weighted average common stock outstanding ​ ​ 68,737 ​ ​ 68,737 Less: weighted average unvested earnout shares outstanding ​ ​ ( 719 ) ​ ​ ( 719 ) Weighted average common stock outstanding – basic and diluted ​ ​ 68,018 ​ ​ 68,018 ​ ​ ​ ​ ​ ​ ​ Net income per share – basic and diluted ​ $ 0.09 ​ $ 0.09 ​ Prior to the consummation of the CRIS Business Combination, EVgo OpCo was wholly owned by EVgo Holdings. In connection with the CRIS Business Combination, EVgo Holdings contributed all of the equity interests in EVgo HoldCo to EVgo OpCo in exchange for 195,800,000 EVgo OpCo Units, the Company contributed all of its assets and 195,800,000 shares of Class B common stock to SPAC Sub, SPAC Sub transferred 195,800,000 shares of Class B common stock and the right to enter into the Tax Receivable Agreement to EVgo Holdings, and SPAC Sub contributed all of its remaining assets to EVgo OpCo in exchange for EVgo OpCo Units equal to the number of shares of Class A common stock outstanding. These equity interests were exchanged for Class B shares at the consummation of the Business Combination. The Class B shares have been evaluated and are excluded from net income per share calculations as they do not participate in earnings or loss of the Company. Therefore, retrospective application of the conversion of these ownership interests into shares of Class B common stock would not result in an appropriate or meaningful presentation of EPS. Therefore, the EPS information presented only relates to the periods subsequent to the consummation of the CRIS Business Combination on July 1, 2021 and has not been presented for the three months ended September 30, 2020, the period from January 16, 2020 through September 30, 2020 and the period from January 1, 2020 through January 15, 2020. ​ 33 The Company’s potentially dilutive securities consist of the Company’s Public Warrants, Private Placement Warrants, restricted stock units and unvested Earnout Shares. For the periods in which EPS is presented, the following securities were excluded from the computation of diluted EPS since their impact would have been antidilutive: ​ ​ ​ ​ ​ ​ ​ As of ​ ​ September 30, (in thousands) ​ 2021 Public Warrants ​ ​ 11,500 Private Placement Warrants ​ ​ 6,600 Restricted stock units ​ ​ 1,891 ​ ​ ​ 19,991 ​ Additionally, 718,750 unvested Earnout Shares (participating securities, as noted above) were excluded from the computation of diluted EPS since their vesting threshold (i.e., the $ 15.00 Triggering Event) had not yet been met as of September 30, 2021. ​ ​ ​ d ​ Note 18 – Restricted stock units On July 1, 2021, concurrent with the closing of the CRIS Business Combination, the stockholders also approved the board-approved EVgo Inc. 2021 Long Term Incentive Plan (the “2021 Incentive Plan”), effective March 26, 2021 (the “Effective Date”). The 2021 Incentive Plan reserves 33,918,000 shares of Class A common stock for issuance to employees, non-employee directors and other service providers. As of September 30, 2021, there were 32,026,909 shares of Class A common stock available for grant. The 2021 Incentive Plan provides for potential grants of: (i) incentive stock options qualified as such under U.S. federal income tax laws; (ii) stock options that do not qualify as incentive stock options; (iii) stock appreciation rights; (iv) restricted stock awards; (v) restricted stock units (“RSU”); (vi) vested stock awards; (vii) dividend equivalents; (viii) other stock- or cash-based awards; (ix) cash awards; and (x) substitute awards. Unless earlier terminated by action of the Company’s board of directors, the 2021 Incentive Plan will terminate on the tenth anniversary of the Effective Date. ​ The fair value of RSUs is based on the closing price of the Company’s Class A Common stock on the grant date. The table below represents the Company’s RSU activity under the 2021 Incentive Plan during the nine months ended September 30, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ Average ​ ​ Number of ​ Grant Date (in thousands) Shares Fair Value Outstanding as of December 31, 2020 — $ — Granted 1,906 ​ 22,013 Vested — ​ — Forfeited ( 15 ) ​ ( 170 ) Outstanding as of September 30, 2021 1,891 $ 21,843 ​ Total unrecognized stock-based compensation expense related to RSUs was $ 18.1 million as of September 30, 2021, which will be recognized over a weighted average period of 1.5 years. 34 The following table sets forth the total stock-based compensation expense related to the Company’s RSUs as well as the equity-based awards granted by the former parent included in the Company’s condensed consolidated statements of operations: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ January 16, ​ January 1, ​ ​ Three ​ Three ​ Nine ​ 2020 ​ 2020 ​ ​ Months Ended ​ Months Ended ​ Months Ended ​ through ​ through ​ ​ September 30, ​ September 30, ​ September 30, ​ September 30, ​ January 15, (in thousands) ​ 2021 ​ 2020 ​ 2021 ​ 2020 ​ 2020 Cost of sales $ 12 $ — $ 18 $ — $ — General and administrative ​ ​ 4,270 ​ ​ 243 ​ ​ 5,275 ​ ​ 695 ​ ​ 13 Total stock-based compensation expense ​ $ 4,282 ​ $ 243 ​ $ 5,293 ​ $ 695 ​ $ 13 ​ ​ Note 19 – Redeemable noncontrolling interest Upon completion of the CRIS Business Combination, EVgo Holdings owns, through a series of transactions, 195,800,000 EVgo OpCo Units, representing a 74.0 % economic ownership interest in EVgo OpCo, and a corresponding number of shares of Class B common stock, representing a 74.0 % voting interest in the Company. EVgo Holdings is entitled to one vote per shares of Class B, but is not entitled to receive dividends or any assets upon liquidation, dissolution, distribution or winding-up of the Company. Each EVgo OpCo Unit is redeemable, together with one share of Class B common stock, for either one share of Class A common stock or, at EVgo OpCo’s election, the cash equivalent market value of one share of Class A common stock in accordance with the terms of the EVgo OpCo A&R LLC Agreement (see Note 16). The EVgo OpCo Units held by Holdings have been classified as noncontrolling interest in the Company. The cash redemption feature of the EVgo OpCo Units, together with a corresponding number of shares of Class B common stock, at the option of EVgo OpCo is considered outside of the control of the Company. Therefore, in accordance with ASC Topic 480, Distinguishing Liabilities from Equity , the EVgo OpCo Units are classified as temporary equity in the Company’s consolidated balance sheet. ​ The redeemable noncontrolling interest held by EVgo Holdings in EVgo OpCo, through its ownership of EVgo OpCo Units, was initially measured at its carrying amount on the CRIS Close Date. Net income or loss is attributed to the redeemable noncontrolling interest during each reporting period based on its ownership percentage, as appropriate. Subsequent to that, the redeemable noncontrolling interest is measured at its fair value (i.e., based on the Class A stock price) at the end of each reporting period, with the remeasurement amount being no less than the initial carrying amount, as adjusted for the redeemable noncontrolling interest’s share of net income or loss. The offset of any fair value adjustment is recorded to equity, with no impact to net income or loss. ​ The table below presents the reconciliation of changes in redeemable noncontrolling interest for the period from the CRIS Close Date through September 30, 2021: ​ ​ ​ ​ ​ (in thousands) ​ ​ ​ Balance as of July 1, 2021 ​ $ — Noncontrolling interest resulting from the CRIS Business Combination ​ ​ 436,740 Net income attributable to noncontrolling interest for the period ​ ​ 17,461 Equity-based compensation attributable to noncontrolling interest during the period ​ ​ 532 Adjustment to revise noncontrolling interest to its redemption value at period-end ​ ​ 1,141,037 Balance as of September 30, 2021 ​ $ 1,595,770 ​ ​ 35