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On March 21, 2022, the SEC proposed new rules relating to the disclosure of a range of climate-related risks.
−Removed: EVgo is currently assessing the rule, but at this time EVgo cannot predict the costs of implementation or any potential adverse impacts resulting from the rule.
+Added: Public comments were due by June 17, 2022 and the SEC is currently finalizing the new rules and is expected to be effective in December 2022.
+Added: At this time, EVgo cannot predict the costs of implementation or any potential adverse impacts resulting from the rule.
To the extent this rule is finalized as proposed, EVgo could incur increased costs relating to the assessment and disclosure of climate-related risks and costs related to greenhouse gas emissions accounting and disclosures regarding EVgo’s use of renewable energy certificates.
EVgo may also face increased litigation risks related to disclosures made pursuant to the rule if finalized as proposed.
+Added: EVgo will be required to install a substantial number of charger stalls under EVgo’s agreement with Pilot Company and GM.
+Added: If EVgo does not meet EVgo’s obligations under this agreement, EVgo may not be entitled to payments from Pilot Company and may be required to pay liquidated damages, which may be significant.
+Added: Pursuant to the Pilot Infrastructure Agreement, EVgo is required to meet certain milestones over two biennial periods measured by the number of chargers installed and charger sites serviced, and Pilot Company is required to make certain payments each month based on the progress of construction at each charger site and for each charger procured.
+Added: Under the Pilot Infrastructure Agreement, EVgo is required to install approximately 500 chargers at 300 charger sites during the first two-year period and will be required to install approximately 500 chargers at an additional 200 to 250 charger sites during the second two-year period.
+Added: EVgo may not be able to meet the charger installation milestones and may be subject to liquidated damages, modifications to the Pilot Infrastructure Agreement or termination of the Pilot Infrastructure Agreement.
+Added: Subject to certain excusable events, if EVgo is unable to meet its charger installation obligations in either of the two biennial periods, Pilot Company may be entitled to liquidated damages.
+Added: Furthermore, depending on the length of the delay, Pilot Company may remove the charger site from the portfolio without designating a replacement charger site.
+Added: The Pilot Infrastructure Agreement is subject to early termination for several reasons including:
+Added: (a) at Pilot Company’s election after 1,000 charging stalls (500 chargers) have been completed, subject to certain payments to EVgo, (b) the inability of EVgo to secure certain charger types in specified circumstances and (c) a material increase in the price of chargers due to a change in law.
+Added: EVgo is committed to purchasing a large amount of chargers under the Delta Charger Supply Agreement and Purchase Order requiring significant capital expenditures, some of which may not be immediately offset by payment by EVgo’s counterparty under the Pilot Infrastructure Agreement.
+Added: EVgo entered into the Delta Charger Supply Agreement and Purchase Order in order to meet the charger requirements of the Pilot Infrastructure Agreement.
+Added: Pursuant to the Delta Charger Supply Agreement and Purchase Order, EVgo will purchase a minimum of 1,000 chargers (which will enable the construction of 2,000 stalls) from Delta over a period of four years with the option, at EVgo’s election, to increase the number of chargers purchased to 1,100.
+Added: Under the terms of the Purchase Order, EVgo is to receive delivery of the 600 chargers in the 11 months following July 12, 2022 and is required to make full payment on such chargers within 60 days of receipt.
+Added: If the counterparty under the Pilot Infrastructure Agreement does not meet its obligation to pay for chargers or the Pilot Infrastructure Agreement is otherwise terminated, EVgo’s cash flows may be negatively impacted by its obligation to continue to purchase chargers from Delta under the Purchase Order.
+Added: EVgo depends on a limited number of vendors for charging equipment, including Delta.
+Added: The inability of Delta to fulfill its requirements under the Delta Charger Supply Agreement and Purchase Order will require EVgo to find an alternative supplier in order to meet its commitments under the Pilot Infrastructure Agreement which may not be available or may be at significantly higher cost.
+Added: Continuing or worsening inflationary issues and associated changes in monetary policy may result in increases to the cost of our charging equipment, other goods, services and personnel, which in turn could cause our capital expenditures and operating costs to rise.
+Added: inflation rate has been steadily increasing since 2021 and into 2022.
+Added: These inflationary pressures may result in increases to the costs of our charging equipment and personnel, which would in turn cause our capital expenditures and operating costs to rise.
+Added: Sustained levels of high inflation have likewise caused the U.S.
+Added: Federal Reserve and other central banks to increase interest rates, which could have the effects of raising the cost of capital and depressing economic growth, either of which—or the combination thereof—could hurt the financial and operating results of our business.
Unregistered Sales of Equity Securities and Use of Proceeds
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.