EVgo Inc 8-K, filed Nov 9, 2026
EVgo Inc. (EVGO)
8-K
2026-11-09
For: 2026-11-09
View Original
Added on
November 09, 2026
About this 8-K
EVgo Inc filed this 8-K on November 9, 2026.
EVgo's board formed a special committee to review LS Power Equity Advisors' unsolicited, non-binding proposal to acquire all outstanding shares not owned by LS Power for $2.00 per share in cash. Charging network revenue reached $72 million in the third quarter, up 29% year-over-year. AI summary
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 9, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
Registrant’s telephone number, including area code: (877 ) 494-3833
| (Former name or former address, if changed since last report.) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition.
On November 9, 2026, EVgo Inc. (the “Company”) issued a press release, announcing its financial results for the third quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information furnished under Item 2.02 of this Current Report on Form 8-K (including exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
| Exhibit Number | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| EVgo Inc. | ||||||||
Date: November 9, 2026 | By: | /s/ Keefer Lehner | ||||||
| Name: | Keefer Lehner | |||||||
| Title: | Chief Financial Officer | |||||||
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Exhibit 99.1
EVgo Inc. Reports Third Quarter 2026 Results
Total Q3 Charging Network Revenues Increased 29% Year-Over-Year
•Charging network revenue totaled $72 million in the third quarter, an increase of 29% year-over-year, representing the 19th consecutive quarter of double-digit year-over-year charging revenue growth.
•Network throughput reached 103 gigawatt-hours (“GWh”) in the third quarter, an increase of 8% year-over-year.
•Ended the third quarter with 5,530 stalls in operation, an increase of 20% year-over-year.
LOS ANGELES – November 9, 2026 — EVgo Inc. (Nasdaq: EVGO) (“EVgo” or the “Company”), one of the nation’s largest providers of public fast charging infrastructure for electric vehicles (EVs), announced results for the third quarter ended September 30, 2026. Management will host a webcast today at 9 a.m. ET / 6 a.m. PT to discuss EVgo’s results and other business highlights.
“This quarter we continued to expand EVgo's fast charging network and advance our path to sustainable profitability," said Badar Khan, CEO of EVgo. “In the third quarter, charging network revenue was up 29% year-over-year and our customer base surpassed a record 1.9 million accounts. This growth was the result of our multi-year efforts to strategically scale NACS across our network, add EVgo Superchargers, innovate to build the next-generation 750kW charging architecture, and expand partnerships with leading site hosts. At the same time, we are taking a disciplined approach to capital allocation by prioritizing higher-return sites, improving network utilization and implementing cost efficiencies.
"EVgo has built a business model and a sustainable advantage that’s hard to replicate, one that benefits from a number of growing megatrends and tailwinds that have already translated into strong financial results. We are as confident as ever in our path to sustained, positive Adjusted EBITDA and positioning EVgo to drive long-term value for our shareholders.”
Business Highlights
•EVgo Next-Generation Charging Architecture: System capable of delivering up to 750 kW, with deployments anticipated to begin in 2027.
•Deploying EVgo Superchargers: First EVgo v4 Supercharger site live in the Chicago area. EVgo Superchargers and EVgo sites with NACS available in Tesla navigation.
•Stall Development: Ended the third quarter with 5,530 stalls in operation. EVgo added 160 new DC fast charging stalls during the quarter.
•Expanding Partnerships: Grew relationships with Brixmor and Regency Centers to bring more than 900 new fast chargers to grocery-anchored shopping centers.
•Average Daily Network Throughput: Average daily throughput per stall for the EVgo public network was 283 kilowatt hours per day in the third quarter of 2026, compared to 295 kilowatt hours per day in the third quarter of 2025. Excluding throughput from OEM charging programs, average daily throughput increased 7% year-over-year.
•Customer Accounts: Added over 95,000 new customer accounts in the third quarter, with over 1.9 million total customer accounts at the end of the quarter.
•J3400 (NACS) Connectors: Over 290 NACS connectors in operation as of November 6, 2026.
•30C Income Tax Credits: EVgo sold its 2025 portfolio of 30C income tax credits for $7.7 million net of transaction costs.
1
| Q3'26 | Q3'25 | Change | Q3'26 YTD | Q3'25 YTD | Change | ||||||||||||||||||||||||||||||
| (unaudited, dollars in thousands) | |||||||||||||||||||||||||||||||||||
| Network throughput (GWh) | 103 | 95 | 8% | 293 | 267 | 10% | |||||||||||||||||||||||||||||
| Revenue | $ | 91,417 | $ | 92,299 | (1)% | $ | 283,596 | $ | 265,616 | 7% | |||||||||||||||||||||||||
| Gross profit | $ | 13,608 | $ | 12,560 | 8% | $ | 33,908 | $ | 35,791 | (5)% | |||||||||||||||||||||||||
| Gross margin | 14.9 | % | 13.6 | % | 130 bps | 12.0 | % | 13.5 | % | (150) bps | |||||||||||||||||||||||||
| Net loss | $ | (49,207) | $ | (28,356) | 74% | $ | (132,530) | $ | (84,404) | 57% | |||||||||||||||||||||||||
Adjusted Gross Profit1 | $ | 32,365 | $ | 26,651 | 21% | $ | 88,281 | $ | 80,380 | 10% | |||||||||||||||||||||||||
Adjusted Gross Margin1 | 35.4 | % | 28.9 | % | 650 bps | 31.1 | % | 30.3 | % | 80 bps | |||||||||||||||||||||||||
Adjusted EBITDA1 | $ | (3,530) | $ | (4,975) | (29)% | $ | (21,580) | $ | (12,837) | 68% | |||||||||||||||||||||||||
___________________________________________________________
1Non-GAAP measure. See "Definitions of non-GAAP Financial Measures" and "Reconciliations of Non-GAAP Financial Measures" included elsewhere in this release.
| Q3'26 | Q3'25 | Change | Q3'26 YTD | Q3'25 YTD | Change | ||||||||||||||||||||||||||||||
| (unaudited, dollars in thousands) | |||||||||||||||||||||||||||||||||||
| Cash flows used in operating activities | $ | (15,232) | $ | (22,828) | (33)% | $ | (57,084) | $ | (18,985) | 201% | |||||||||||||||||||||||||
| GAAP capital expenditures | $ | 34,840 | $ | 26,152 | 33% | $ | 99,238 | $ | 67,343 | 47% | |||||||||||||||||||||||||
| Capital offsets: | |||||||||||||||||||||||||||||||||||
| OEM infrastructure payments | 1,593 | 2,160 | (26)% | 5,160 | 9,033 | (43)% | |||||||||||||||||||||||||||||
| Proceeds from capital-build funding | 1,310 | 5,044 | (74)% | 9,676 | 14,095 | (31)% | |||||||||||||||||||||||||||||
| Proceeds from transfer of 30C income tax credits, net | 7,704 | 14,787 | (48)% | 7,704 | 14,787 | (48)% | |||||||||||||||||||||||||||||
| Total capital offsets | 10,607 | 21,991 | (52)% | 22,540 | 37,915 | (41)% | |||||||||||||||||||||||||||||
Capital Expenditures, Net of Capital Offsets1 | $ | 24,233 | $ | 4,161 | 482% | $ | 76,698 | $ | 29,428 | 161% | |||||||||||||||||||||||||
___________________________________________________________
1Non-GAAP measure. See "Definitions of non-GAAP Financial Measures" and "Reconciliations of Non-GAAP Financial Measures" included elsewhere in this release.
| 9/30/2026 | 9/30/2025 | Change | |||||||||||||||
| Stalls in operation: | |||||||||||||||||
EVgo public network1 | 4,020 | 3,570 | 13% | ||||||||||||||
EVgo AV network2 | 120 | 140 | (14)% | ||||||||||||||
EVgo eXtend™ 3 | 1,390 | 880 | 58% | ||||||||||||||
| Total stalls in operation | 5,530 | 4,590 | 20% | ||||||||||||||
___________________________________________________________
1 Stalls at publicly available charging stations that we own and operate on our network.
2 Stalls at charging stations that we own and operate on our network that are only available to AV fleet customers.
3 Stalls at eXtend sites are EV charging stations built via partnerships for use by their customers with assets serviced through, and often cobranded with, our national network.
2026 Guidance
EVgo is updating full year 2026 guidance as follows:
•Total new stalls of 1,075 - 1,275
•Total revenue of $375 – $400 million
•Adjusted EBITDA* of $(30) million – $(15) million
__________________________________________________________
2
*A reconciliation of projected Adjusted EBITDA (non-GAAP) to net loss, the most directly comparable GAAP measure, is not provided because certain measures, including share-based compensation expense, which is excluded from Adjusted EBITDA, cannot be reasonably calculated or predicted at this time without unreasonable efforts. For a definition of Adjusted EBITDA, please see “Definitions of Non-GAAP Financial Measures” included elsewhere in this release.
LS Power Take Private Proposal
On November 2, EVgo’s Board of Directors received an unsolicited and non-binding proposal from LS Power Equity Advisors, to acquire all of the outstanding shares of EVgo’s Class A common stock not currently owned by LS Power for $2.00 per share cash consideration.
The Board has established a special committee composed of independent and disinterested directors to review and evaluate the Proposal. The special committee is authorized to retain independent advisors, including independent legal and financial advisors, to assist it in its work. No decisions have been made with respect to EVgo’s response to the Proposal. There can be no assurance that any definitive agreement relating to any proposed transaction will be executed or as to the terms thereof, or that any transaction will be approved or consummated.
Webcast Information
A live audio webcast for EVgo’s third quarter 2026 results will be held today at 9 a.m. ET / 6 a.m. PT. The webcast will be available at investors.evgo.com.
This press release, along with other investor materials that will be used or referred to during the webcast, including a slide presentation and reconciliations of certain non-GAAP measures to their nearest GAAP measures, will also be available on that site.
About EVgo
EVgo (NASDAQ: EVGO) is one of the nation’s largest and most highly utilized public fast charging providers. With more than 1,200 fast charging locations across 47 states, EVgo makes charging part of everyday life by partnering with leading businesses including retailers, grocery stores, rideshare operators and autonomous vehicle companies. EVgo is scaling nationwide, strategically deploying high-power chargers, including EVgo Superchargers, across the U.S. At its dedicated Innovation Lab, EVgo is developing its next-generation chargers, performing extensive interoperability testing and collaborating with leading automakers and industry partners to advance the EV charging industry and deliver a seamless charging experience.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance. In some cases, you can identify forward-looking statements by the use of words such as "advance," "develop," "scale," “estimate,” “plan,” “project,” “forecast,” "improve," “intend,” “will,” "expand," “expect,” “anticipate,” “believe,” “seek,” “target,” “assume” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements are based on management’s current expectations or beliefs and are subject to numerous assumptions, risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. You are cautioned, therefore, against relying on any of these forward-looking statements. These forward-looking statements include, but are not limited to, those perceived as express or implied statements regarding EVgo’s future financial and operating performance, including full year 2026 guidance ranges and potential drivers thereof; EVgo’s future profitability and priorities; EVgo’s long-term value creation opportunities and addressable market, including pace of deployment, scaling of NACS connectors, enhancements to the customer experience, and key agreements and partnerships, including with Tesla; EVgo’s development of next generation charging architecture and deployment of Tesla Superchargers; EVgo’s progress on its network buildout; EVgo's financing facilities, including its commercial bank facility and debt financing from the U.S. Department of Energy; and the growth of the autonomous vehicle and rideshare markets. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of EVgo’s management and are not predictions of actual performance. There are a significant number of factors that could cause actual results to differ materially from the statements made in this press release, including changes adversely affecting EVgo’s business; EVgo’s dependence on the widespread adoption of EVs and growth of the EV and EV charging markets; EVgo’s reliance on existing project finance for the growth of its business, its ability to fully draw on its debt financing from the U.S. Department of
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Energy (the “DOE Loan”) and its credit facility and its ability to comply with the covenants and other terms thereof; competition from existing and new competitors; EVgo’s ability to expand into new service markets, grow its customer base and manage its operations; the risks associated with cyclical demand for EVgo’s services and vulnerability to industry downturns and regional or national downturns; fluctuations in EVgo’s revenue and operating results; unfavorable conditions or disruptions in the capital and credit markets and EVgo’s ability to obtain additional financing on commercially reasonable terms; EVgo’s ability to generate cash, service indebtedness and incur additional indebtedness; evolving domestic and foreign government laws, regulations, rules and standards that impact EVgo’s business, results of operations and financial condition, including regulations impacting the EV charging market and government programs designed to drive broader adoption of EVs and any reduction, modification or elimination of such programs, such as the enactment of the One Big Beautiful Bill Act of 2025, which addresses, among other things, the termination of the Alternative Fuel Vehicle Refueling Property Credit, other changes in policy under the current administration and 119th Congress and the potential changes in tariffs or sanctions and escalating trade wars; EVgo’s ability to adapt its assets and infrastructure to changes in industry and regulatory standards and market demands related to EV charging; impediments to EVgo’s expansion plans, including permitting and utility-related delays; EVgo’s ability to integrate any businesses it acquires; EVgo’s ability to recruit and retain experienced personnel; risks related to legal proceedings or claims, including liability claims; EVgo’s dependence on third parties, including hardware and software vendors and service providers, utilities and permit-granting entities; supply chain disruptions, elevated rates of inflation and other increases in expenses, including as a result of the implementation of tariffs by the U.S. and other countries; safety and environmental requirements or regulations that may subject EVgo to unanticipated liabilities or costs; EVgo’s ability to enter into and maintain valuable partnerships with commercial or public-entity property owners, landlords and/or tenants, original equipment manufacturers, fleet operators and suppliers; EVgo’s ability to maintain, protect and enhance EVgo’s intellectual property; EVgo’s ability to identify and complete suitable acquisitions or other strategic transactions to meet its goals and integrate key businesses it acquires; the unsolicited and non-binding proposal received by EVgo's Board of Directors, including the possibility that the transaction contemplated by such proposal may not be pursued, approved or consummated and the effect of the announcement of such proposal on our business; and the impact of general economic or political conditions, including associated changes in U.S. fiscal and monetary policy such as elevated interest rates, evolving tariff or other changes in trade policy and geopolitical events such as global conflict in Ukraine and tensions in the Middle East region. The forward-looking statements contained in this press release are also subject to other risks and uncertainties, including those more fully described in the Company’s filings with the Securities and Exchange Commission (the “SEC”) including its most recent Annual Report on Form 10-K, as well as its other SEC filings, copies of which are available on EVgo’s website at investors.evgo.com, and on the SEC’s website at www.sec.gov. The forward-looking statements in this press release are based on information available to the Company as of the date hereof, and the Company disclaims any obligation to update any forward-looking statements, except as required by law.
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EVgo Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
| September 30, 2026 | December 31, 2025 | ||||||||||
| (in thousands) | (unaudited) | ||||||||||
| Assets | |||||||||||
| Current assets | |||||||||||
| Cash and cash equivalents | $ | 98,658 | $ | 151,000 | |||||||
| Restricted cash, current | 53,253 | 49,519 | |||||||||
| Accounts receivable, net of allowance of $28 and $75 as of September 30, 2026 and December 31, 2025, respectively | 27,784 | 38,628 | |||||||||
| Accounts receivable, capital-build | 17,407 | 19,461 | |||||||||
| Prepaids and other current assets | 44,427 | 37,872 | |||||||||
| Total current assets | 241,529 | 296,480 | |||||||||
| Restricted cash, noncurrent | 15,540 | 10,227 | |||||||||
| Property, equipment and software, net | 473,971 | 460,747 | |||||||||
| Operating lease right-of-use assets | 119,498 | 102,966 | |||||||||
| Other assets | 34,924 | 30,937 | |||||||||
| Intangible assets, net | 28,836 | 32,421 | |||||||||
| Goodwill | 31,052 | 31,052 | |||||||||
| Total assets | $ | 945,350 | $ | 964,830 | |||||||
| Liabilities, redeemable noncontrolling interest and stockholders’ equity (deficit) | |||||||||||
| Current liabilities | |||||||||||
| Accounts payable | $ | 14,091 | $ | 7,582 | |||||||
| Accrued liabilities | 52,985 | 59,924 | |||||||||
| Operating lease liabilities, current | 8,163 | 7,765 | |||||||||
| Deferred revenue, current | 46,206 | 55,060 | |||||||||
| Warrant liabilities, at fair value | — | 1,370 | |||||||||
| Long-term debt, current | 4,279 | 2,146 | |||||||||
| Other current liabilities | 3,499 | 1,475 | |||||||||
| Total current liabilities | 129,223 | 135,322 | |||||||||
| Operating lease liabilities, noncurrent | 114,391 | 96,983 | |||||||||
| Asset retirement obligations | 33,922 | 30,868 | |||||||||
| Capital-build liability | 53,309 | 55,820 | |||||||||
| Deferred revenue, noncurrent | 27,914 | 47,711 | |||||||||
| Long-term debt, noncurrent | 312,287 | 204,316 | |||||||||
| Other long-term liabilities | 3,528 | 7,866 | |||||||||
| Total liabilities | 674,574 | 578,886 | |||||||||
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| September 30, 2026 | December 31, 2025 | ||||||||||
| (in thousands, except share data) | (unaudited) | ||||||||||
| Redeemable noncontrolling interest | $ | 263,701 | $ | 502,848 | |||||||
| Stockholders’ equity (deficit) | |||||||||||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized as of September 30, 2026 and December 31, 2025; none issued and outstanding | — | — | |||||||||
Class A common stock, $0.0001 par value; 1,200,000,000 shares authorized as of September 30, 2026 and December 31, 2025; 141,027,960 shares issued and outstanding as of September 30, 2026 and 134,717,984 shares issued and outstanding as of December 31, 2025 (excluding 718,750 shares that were subject to forfeiture) | 14 | 13 | |||||||||
Class B common stock, $0.0001 par value; 400,000,000 shares authorized as of September 30, 2026 and December 31, 2025; 172,800,000 shares issued and outstanding as of September 30, 2026 and December 31, 2025 | 17 | 17 | |||||||||
| Additional paid-in capital | 5,271 | 7,753 | |||||||||
| Retained earnings (accumulated deficit) | 1,466 | (124,687) | |||||||||
| Accumulated other comprehensive income | 307 | — | |||||||||
| Total stockholders’ equity (deficit) | 7,075 | (116,904) | |||||||||
| Total liabilities, redeemable noncontrolling interest and stockholders’ equity (deficit) | $ | 945,350 | $ | 964,830 | |||||||
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EVgo Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(unaudited)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
| (in thousands, except per share data) | 2026 | 2025 | Change % | 2026 | 2025 | Change % | |||||||||||||||||||||||||||||
| Revenue | |||||||||||||||||||||||||||||||||||
| Total charging network | $ | 71,788 | $ | 55,785 | 29 | % | $ | 188,926 | $ | 154,711 | 22 | % | |||||||||||||||||||||||
| Non-charging network | |||||||||||||||||||||||||||||||||||
| eXtend | 16,200 | 31,913 | (49)% | 67,404 | 92,786 | (27) | % | ||||||||||||||||||||||||||||
| AV and ancillary | 3,429 | 4,601 | (25)% | 27,266 | 18,119 | 50 | % | ||||||||||||||||||||||||||||
| Total non-charging network | 19,629 | 36,514 | (46)% | 94,670 | 110,905 | (15)% | |||||||||||||||||||||||||||||
| Total revenue | 91,417 | 92,299 | (1)% | 283,596 | 265,616 | 7 | % | ||||||||||||||||||||||||||||
| Cost of sales | |||||||||||||||||||||||||||||||||||
| Charging network | 43,813 | 36,136 | 21% | 118,659 | 98,290 | 21 | % | ||||||||||||||||||||||||||||
| Other | 15,334 | 29,677 | (48)% | 76,949 | 87,312 | (12)% | |||||||||||||||||||||||||||||
| Depreciation, net of capital-build amortization | 18,662 | 13,926 | 34% | 54,080 | 44,223 | 22% | |||||||||||||||||||||||||||||
| Total cost of sales | 77,809 | 79,739 | (2)% | 249,688 | 229,825 | 9% | |||||||||||||||||||||||||||||
| Gross profit | 13,608 | 12,560 | 8% | 33,908 | 35,791 | (5)% | |||||||||||||||||||||||||||||
| Operating expenses | |||||||||||||||||||||||||||||||||||
| General and administrative | 60,150 | 43,402 | 39% | 150,513 | 122,626 | 23% | |||||||||||||||||||||||||||||
| Depreciation, amortization and accretion | 2,902 | 3,242 | (10)% | 9,332 | 11,461 | (19)% | |||||||||||||||||||||||||||||
| Total operating expenses | 63,052 | 46,644 | 35% | 159,845 | 134,087 | 19% | |||||||||||||||||||||||||||||
| Operating loss | (49,444) | (34,084) | 45% | (125,937) | (98,296) | 28% | |||||||||||||||||||||||||||||
| Other (expense) income, net | |||||||||||||||||||||||||||||||||||
| Interest expense | (4,326) | (1,905) | 127% | (15,449) | (3,331) | 364 | % | ||||||||||||||||||||||||||||
| Interest income | 1,383 | 1,843 | (25)% | 4,196 | 5,255 | (20) | % | ||||||||||||||||||||||||||||
| Other (expense) income, net | (3) | (2) | 50% | 15 | (2) | (850) | % | ||||||||||||||||||||||||||||
| Change in fair value of earnout liability | — | — | * | 22 | 568 | (96) | % | ||||||||||||||||||||||||||||
| Change in fair value of warrant liabilities | 168 | 574 | (71)% | 1,370 | 6,278 | (78) | % | ||||||||||||||||||||||||||||
| Total other (expense) income, net | (2,778) | 510 | (645)% | (9,846) | 8,768 | (212) | % | ||||||||||||||||||||||||||||
| Loss before income tax benefit | (52,222) | (33,574) | 56% | (135,783) | (89,528) | 52 | % | ||||||||||||||||||||||||||||
| Income tax benefit | 3,015 | 5,218 | (42)% | 3,253 | 5,124 | (37) | % | ||||||||||||||||||||||||||||
| Net loss | (49,207) | (28,356) | 74% | (132,530) | (84,404) | 57 | % | ||||||||||||||||||||||||||||
| Less: net loss attributable to redeemable noncontrolling interest | (28,944) | (15,971) | 81% | (75,073) | (47,659) | 58 | % | ||||||||||||||||||||||||||||
| Net loss attributable to Class A common stockholders | $ | (20,263) | $ | (12,385) | 64% | $ | (57,457) | $ | (36,745) | 56 | % | ||||||||||||||||||||||||
| Net loss per share attributable to Class A common stockholders, basic and diluted | $ | (0.14) | $ | (0.09) | $ | (0.41) | $ | (0.27) | |||||||||||||||||||||||||||
| Weighted average Class A common stock outstanding, basic and diluted | 141,014 | 133,989 | 139,781 | 133,097 | |||||||||||||||||||||||||||||||
___________________________________________________________
* Percentage greater than 999% or not meaningful.
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EVgo Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(unaudited)
| Nine Months Ended September 30, | |||||||||||
| (in thousands) | 2026 | 2025 | |||||||||
| Cash flows from operating activities | |||||||||||
| Net loss | $ | (132,530) | $ | (84,404) | |||||||
| Adjustments to reconcile net loss to net cash used in operating activities | |||||||||||
| Depreciation, amortization and accretion | 63,413 | 55,684 | |||||||||
| Net loss on disposal of property and equipment, net of insurance recoveries, and impairment expense | 23,645 | 8,927 | |||||||||
| Share-based compensation | 14,068 | 19,558 | |||||||||
| Bad debt expense | 2,743 | 1,136 | |||||||||
| Change in fair value of earnout liability | (22) | (568) | |||||||||
| Change in fair value of warrant liabilities | (1,370) | (6,278) | |||||||||
| Paid-in-kind interest, amortization of deferred debt issuance costs, net of capitalized interest | 11,204 | 2,603 | |||||||||
| Gain on sales-type lease | (4,240) | (2,787) | |||||||||
| Other | 748 | 16 | |||||||||
| Changes in operating assets and liabilities | |||||||||||
| Accounts receivable, net | 8,100 | 4,628 | |||||||||
| Prepaids and other current assets and other assets | (7,536) | (14,762) | |||||||||
| Operating lease assets and liabilities, net | 1,275 | 135 | |||||||||
| Accounts payable | (973) | (1,369) | |||||||||
| Accrued liabilities | (6,107) | 2,625 | |||||||||
| Deferred revenue | (28,650) | (2,159) | |||||||||
| Other current and noncurrent liabilities | (852) | (1,970) | |||||||||
| Net cash used in operating activities | (57,084) | (18,985) | |||||||||
| Cash flows from investing activities | |||||||||||
| Capital expenditures | (99,238) | (67,343) | |||||||||
| Proceeds from insurance for property losses | 114 | 24 | |||||||||
| Net cash used in investing activities | (99,124) | (67,319) | |||||||||
| Cash flows from financing activities | |||||||||||
| Proceeds from long-term debt | 103,583 | 153,536 | |||||||||
| Payments on long-term debt | (1,389) | — | |||||||||
| Contribution from redeemable noncontrolling interest | 4,345 | 9,563 | |||||||||
| Proceeds from capital-build funding | 9,676 | 14,095 | |||||||||
| Payments of insurance premium financing | (881) | — | |||||||||
| Payments of withholding tax on net issuance of restricted stock units | (1,031) | (618) | |||||||||
| Payments of deferred debt issuance costs | (1,341) | (9,650) | |||||||||
| Payments of equity issuance costs | (49) | — | |||||||||
| Net cash provided by financing activities | 112,913 | 166,926 | |||||||||
| Net (decrease) increase in cash, cash equivalents and restricted cash | (43,295) | 80,622 | |||||||||
| Cash, cash equivalents and restricted cash, beginning of period | 210,746 | 120,512 | |||||||||
| Cash, cash equivalents and restricted cash, end of period | $ | 167,451 | $ | 201,134 | |||||||
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Use of Non-GAAP Financial Measures
To supplement EVgo’s financial information, which is prepared and presented in accordance with GAAP, EVgo uses certain non-GAAP financial measures. The presentation of non-GAAP financial measures is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. EVgo uses these non-GAAP financial measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons. EVgo believes that these non-GAAP financial measures provide meaningful supplemental information regarding the Company’s performance by excluding certain items that may not be indicative of EVgo’s recurring core business operating results.
EVgo believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing EVgo’s performance. These non-GAAP financial measures also facilitate management’s internal comparisons to the Company’s historical performance. EVgo believes these non-GAAP financial measures are useful to investors both because (1) they allow for greater transparency with respect to key metrics used by management in its financial and operational decision-making and (2) they are used by EVgo’s institutional investors and the analyst community to help them analyze the health of EVgo’s business.
For more information on these non-GAAP financial measures, including reconciliations to the most comparable GAAP measures, please see the sections titled “Definitions of Non-GAAP Financial Measures” and “Reconciliations of Non-GAAP Financial Measures.”
Definitions of Non-GAAP Financial Measures
This release includes the following non-GAAP financial measures, in each case as defined below: “Charging Network Gross Profit,” “Charging Network Gross Margin,” “Adjusted Cost of Sales,” “Adjusted Cost of Sales as a Percentage of Revenue,” “Adjusted Gross Profit (Loss),” “Adjusted Gross Margin,” “Adjusted General and Administrative Expenses,” “Adjusted General and Administrative Expenses as a Percentage of Revenue,” “EBITDA,” “EBITDA Margin,” “Adjusted EBITDA,” “Adjusted EBITDA Margin,” and “Capital Expenditures, Net of Capital Offsets.” With respect to Capital Expenditures, Net of Capital Offsets, pursuant to the terms of certain OEM contracts, EVgo is paid well in advance of when revenue can be recognized, and usually, the payment is tied to the number of stalls that are complete under the applicable contractual arrangement while the related revenue is deferred at the time of payment and is recognized as revenue over time as EVgo provides charging and other services to the OEM and the OEM’s customers. EVgo management therefore uses these measures internally to establish forecasts, budgets, and operational goals to manage and monitor its business, including the cash used for, and the return on, its investment in its charging infrastructure. EVgo believes that these measures are useful to investors in evaluating EVgo’s performance and help to depict a meaningful representation of the performance of the underlying business, enabling EVgo to evaluate and plan more effectively for the future.
Charging Network Gross Profit, Charging Network Gross Margin, Adjusted Cost of Sales, Adjusted Cost of Sales as a Percentage of Revenue, Adjusted Gross Profit (Loss), Adjusted Gross Margin, Adjusted General and Administrative Expenses, Adjusted General and Administrative Expenses as a Percentage of Revenue, EBITDA, EBITDA Margin, Adjusted EBITDA, Adjusted EBITDA Margin and Capital Expenditures, Net of Capital Offsets are not prepared in accordance with GAAP and may be different from non-GAAP financial measures used by other companies. These measures should not be considered as measures of financial performance under GAAP and the items excluded from or included in these metrics are significant components in understanding and assessing EVgo’s financial performance. These metrics should not be considered as alternatives to net income (loss) or any other performance measures derived in accordance with GAAP.
EVgo defines Charging Network Gross Profit as total charging network revenue less charging network cost of sales. EVgo defines Charging Network Gross Margin as Charging Network Gross Profit divided by total charging network revenue. EVgo defines Adjusted Cost of Sales as cost of sales before (i) depreciation, net of capital-build amortization, and (ii) share-based compensation. EVgo defines Adjusted Cost of Sales as a Percentage of Revenue as Adjusted Cost of Sales as a percentage of revenue. EVgo defines Adjusted Gross Profit (Loss) as revenue less Adjusted Cost of Sales. EVgo defines Adjusted Gross Margin as Adjusted Gross Profit (Loss) as a percentage of revenue. EVgo defines Adjusted General and Administrative Expenses as general and administrative expenses before (i) share-based compensation, (ii) loss on disposal of property and equipment, net of insurance recoveries, and impairment expense, (iii) bad debt expense (recoveries), and (iv) certain other items that management believes are not indicative of EVgo’s ongoing performance. EVgo defines Adjusted General and Administrative Expenses as
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a Percentage of Revenue as Adjusted General and Administrative Expenses as a percentage of revenue. EVgo defines EBITDA as net income (loss) before (i) depreciation, net of capital-build amortization, (ii) amortization, (iii) accretion, (iv) interest expense, (v) interest income, and (vi) income tax expense (benefit). EVgo defines EBITDA Margin as EBITDA as a percentage of revenue. EVgo defines Adjusted EBITDA as EBITDA plus (i) share-based compensation, (ii) loss on disposal of property and equipment, net of insurance recoveries, and impairment expense, (iii) loss (gain) on investments, (iv) bad debt expense (recoveries), (v) change in fair value of earnout liability, (vi) change in fair value of warrant liabilities, and (vii) certain other items that management believes are not indicative of EVgo’s ongoing performance. EVgo defines Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of revenue. EVgo defines Capital Expenditures, Net of Capital Offsets as capital expenditures adjusted for the following capital offsets: (i) all payments under OEM infrastructure agreements excluding any amounts directly attributable to OEM customer charging credit programs and pass-through of non-capital expense reimbursements, (ii) proceeds from capital-build funding and (iii) proceeds from the transfer of 30C income tax credits, net of transaction costs. The tables below present quantitative reconciliations of these measures to their most directly comparable GAAP measures as described in this paragraph.
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Reconciliations of Non-GAAP Financial Measures
The following unaudited table presents a reconciliation of EBITDA, EBITDA Margin, Adjusted EBITDA, and Adjusted EBITDA Margin to the most directly comparable GAAP measure:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||||||||
| (unaudited, dollars in thousands) | 2026 | 2025 | Change | 2026 | 2025 | Change | ||||||||||||||||||||||||||
| GAAP revenue | $ | 91,417 | $ | 92,299 | (1) | % | $ | 283,596 | $ | 265,616 | 7% | |||||||||||||||||||||
| GAAP net loss | $ | (49,207) | $ | (28,356) | 74% | $ | (132,530) | $ | (84,404) | 57% | ||||||||||||||||||||||
| GAAP net loss margin | (53.8) | % | (30.7) | % | (2,310) bps | (46.7) | % | (31.8) | % | (1,490) bps | ||||||||||||||||||||||
| EBITDA adjustments: | ||||||||||||||||||||||||||||||||
| Depreciation, net of capital-build amortization | $ | 18,807 | $ | 14,104 | 33% | $ | 54,574 | $ | 44,560 | 22% | ||||||||||||||||||||||
| Amortization | 2,060 | 2,526 | (18) | % | 6,627 | 9,280 | (29) | % | ||||||||||||||||||||||||
| Accretion | 697 | 538 | 30% | 2,211 | 1,844 | 20% | ||||||||||||||||||||||||||
| Interest expense | 4,326 | 1,905 | 127 | % | 15,449 | 3,331 | 364 | % | ||||||||||||||||||||||||
| Interest income | (1,383) | (1,843) | (25) | % | (4,196) | (5,255) | (20) | % | ||||||||||||||||||||||||
| Income tax benefit | (3,015) | (5,218) | (42) | % | (3,253) | (5,124) | (37) | % | ||||||||||||||||||||||||
| Total EBITDA adjustments | 21,492 | 12,012 | 79% | 71,412 | 48,636 | 47% | ||||||||||||||||||||||||||
| EBITDA | $ | (27,715) | $ | (16,344) | 70% | $ | (61,118) | $ | (35,768) | 71% | ||||||||||||||||||||||
| EBITDA Margin | (30.3) | % | (17.7) | % | (1,260) bps | (21.6) | % | (13.5) | % | (810) bps | ||||||||||||||||||||||
| Adjusted EBITDA Adjustments: | ||||||||||||||||||||||||||||||||
| Share-based compensation | $ | 6,527 | $ | 7,033 | (7) | % | $ | 14,068 | $ | 19,558 | (28) | % | ||||||||||||||||||||
| Loss on disposal of property and equipment, net of insurance recoveries, and impairment expense | 16,950 | 4,409 | 284% | 23,645 | 8,927 | 165% | ||||||||||||||||||||||||||
| Bad debt expense | 836 | 485 | 72 | % | 2,743 | 1,136 | 141% | |||||||||||||||||||||||||
| Change in fair value of earnout liability | — | — | * | (22) | (568) | (96) | % | |||||||||||||||||||||||||
| Change in fair value of warrant liabilities | (168) | (574) | (71) | % | (1,370) | (6,278) | (78) | % | ||||||||||||||||||||||||
| Severance and related expenses, net of insurance proceeds | (312) | — | * | (195) | — | * | ||||||||||||||||||||||||||
| Executive transition costs | 341 | — | * | 668 | — | * | ||||||||||||||||||||||||||
| Other¹ | 11 | 16 | (31) | % | 1 | 156 | (99) | % | ||||||||||||||||||||||||
| Total Adjusted EBITDA adjustments | 24,185 | 11,369 | 113 | % | 39,538 | 22,931 | 72 | % | ||||||||||||||||||||||||
| Adjusted EBITDA | $ | (3,530) | $ | (4,975) | (29) | % | $ | (21,580) | $ | (12,837) | 68 | % | ||||||||||||||||||||
| Adjusted EBITDA Margin | (3.9) | % | (5.4) | % | 150 bps | (7.6) | % | (4.8) | % | (280) bps | ||||||||||||||||||||||
___________________________________________________________
1 For the nine months ended September 30, 2025, comprised primarily of nonrecurring professional fees related to the Secondary Offering, which closed on December 18, 2024.
* Percentage greater than 999% or not meaningful.
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The following unaudited table presents a reconciliation of Charging Network Gross Profit and Charging Network Gross Margin to the most directly comparable GAAP measures:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||||||||||||||
| (unaudited, dollars in thousands) | 2026 | 2025 | Change | 2026 | 2025 | Change | ||||||||||||||||||||||||||||||||
| GAAP total charging network revenue | $ | 71,788 | $ | 55,785 | 29% | $ | 188,926 | $ | 154,711 | 22% | ||||||||||||||||||||||||||||
| GAAP charging network cost of sales | 43,813 | 36,136 | 21 | % | 118,659 | 98,290 | 21 | % | ||||||||||||||||||||||||||||||
| Charging Network Gross Profit | $ | 27,975 | $ | 19,649 | 42 | % | $ | 70,267 | $ | 56,421 | 25 | % | ||||||||||||||||||||||||||
| Charging Network Gross Margin | 39.0 | % | 35.2 | % | 380 bps | 37.2 | % | 36.5 | % | 70 bps | ||||||||||||||||||||||||||||
The following unaudited table presents a reconciliation of Adjusted Cost of Sales, Adjusted Cost of Sales as a Percentage of Revenue, Adjusted Gross Profit and Adjusted Gross Margin to the most directly comparable GAAP measures:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
| (unaudited, dollars in thousands) | 2026 | 2025 | Change | 2026 | 2025 | Change | |||||||||||||||||||||||||||||
| GAAP revenue | $ | 91,417 | $ | 92,299 | (1) | % | $ | 283,596 | $ | 265,616 | 7% | ||||||||||||||||||||||||
| GAAP cost of sales | 77,809 | 79,739 | (2) | % | 249,688 | 229,825 | 9 | % | |||||||||||||||||||||||||||
| GAAP gross profit | $ | 13,608 | $ | 12,560 | 8 | % | $ | 33,908 | $ | 35,791 | (5) | % | |||||||||||||||||||||||
| GAAP cost of sales as a percentage of revenue | 85.1 | % | 86.4 | % | (130) bps | 88.0 | % | 86.5 | % | 150 bps | |||||||||||||||||||||||||
| GAAP gross margin | 14.9 | % | 13.6 | % | 130 bps | 12.0 | % | 13.5 | % | (150) bps | |||||||||||||||||||||||||
| Adjusted Cost of Sales adjustments | |||||||||||||||||||||||||||||||||||
| Depreciation, net of capital-build amortization | $ | 18,662 | $ | 13,926 | 34 | % | $ | 54,080 | $ | 44,223 | 22 | % | |||||||||||||||||||||||
| Share-based compensation | 95 | 165 | (42) | % | 293 | 366 | (20) | % | |||||||||||||||||||||||||||
| Total Adjusted Cost of Sales adjustments | $ | 18,757 | $ | 14,091 | 33 | % | $ | 54,373 | $ | 44,589 | 22 | % | |||||||||||||||||||||||
| Adjusted Cost of Sales | $ | 59,052 | $ | 65,648 | (10) | % | $ | 195,315 | $ | 185,236 | 5 | % | |||||||||||||||||||||||
| Adjusted Cost of Sales as a Percentage of Revenue | 64.6 | % | 71.1 | % | (650) bps | 68.9 | % | 69.7 | % | (80) bps | |||||||||||||||||||||||||
| Adjusted Gross Profit | $ | 32,365 | $ | 26,651 | 21 | % | $ | 88,281 | $ | 80,380 | 10 | % | |||||||||||||||||||||||
| Adjusted Gross Margin | 35.4 | % | 28.9 | % | 650 bps | 31.1 | % | 30.3 | % | 80 bps | |||||||||||||||||||||||||
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The following unaudited table presents a reconciliation of Adjusted General and Administrative Expenses and Adjusted General and Administrative Expenses as a Percentage of Revenue to the most directly comparable GAAP measures:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||||||||||||||
| (unaudited, dollars in thousands) | 2026 | 2025 | Change | 2026 | 2025 | Change | ||||||||||||||||||||||||||||||||
| GAAP revenue | $ | 91,417 | $ | 92,299 | (1) | % | $ | 283,596 | $ | 265,616 | 7% | |||||||||||||||||||||||||||
| GAAP general and administrative expenses | $ | 60,150 | $ | 43,402 | 39 | % | $ | 150,513 | $ | 122,626 | 23 | % | ||||||||||||||||||||||||||
| GAAP general and administrative expenses as a percentage of revenue | 65.8 | % | 47.0 | % | 1,880 bps | 53.1 | % | 46.2 | % | 690 bps | ||||||||||||||||||||||||||||
| Adjustments: | ||||||||||||||||||||||||||||||||||||||
| Share-based compensation | 6,432 | 6,868 | (6) | % | 13,775 | 19,192 | (28) | % | ||||||||||||||||||||||||||||||
| Loss on disposal of property and equipment, net of insurance recoveries, and impairment expense | 16,950 | 4,409 | 284 | % | 23,645 | 8,927 | 165 | % | ||||||||||||||||||||||||||||||
| Bad debt expense | 836 | 485 | 72 | % | 2,743 | 1,136 | 141 | % | ||||||||||||||||||||||||||||||
| Severance and related expenses | (312) | — | * | (195) | — | * | ||||||||||||||||||||||||||||||||
| Executive transition costs | 341 | — | * | 668 | — | * | ||||||||||||||||||||||||||||||||
Other1 | 11 | 16 | (31) | % | 1 | 156 | (99) | % | ||||||||||||||||||||||||||||||
| Total adjustments | 24,258 | 11,778 | 106 | % | 40,637 | 29,411 | 38 | % | ||||||||||||||||||||||||||||||
| Adjusted General and Administrative Expenses | $ | 35,892 | $ | 31,624 | 13 | % | $ | 109,876 | $ | 93,215 | 18 | % | ||||||||||||||||||||||||||
| Adjusted General and Administrative Expenses as a Percentage of Revenue | 39.3 | % | 34.3 | % | 500 bps | 38.7 | % | 35.1 | % | 360 bps | ||||||||||||||||||||||||||||
1For the nine months ended September 30, 2025, comprised primarily of nonrecurring professional fees related to the Secondary Offering, which closed on December 18, 2024.
* Percentage greater than 999% or not meaningful.
The following unaudited table presents a reconciliation of Capital Expenditures, Net of Capital Offsets, to the most directly comparable GAAP measure:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | 2025 | Change | 2026 | 2025 | Change | ||||||||||||||||||||||||||
| GAAP capital expenditures | $ | 34,840 | $ | 26,152 | 33% | $ | 99,238 | $ | 67,343 | 47% | ||||||||||||||||||||||
| Capital offsets: | ||||||||||||||||||||||||||||||||
| OEM infrastructure payments | 1,593 | 2,160 | (26) | % | 5,160 | 9,033 | (43) | % | ||||||||||||||||||||||||
| Proceeds from capital-build funding | 1,310 | 5,044 | (74) | % | 9,676 | 14,095 | (31) | % | ||||||||||||||||||||||||
| Proceeds from transfer of 30C tax credits, net | 7,704 | 14,787 | (48) | % | 7,704 | 14,787 | (48) | % | ||||||||||||||||||||||||
| Total capital offsets | 10,607 | 21,991 | (52) | % | 22,540 | 37,915 | (41) | % | ||||||||||||||||||||||||
| Capital Expenditures, Net of Capital Offsets | $ | 24,233 | $ | 4,161 | 482 | % | $ | 76,698 | $ | 29,428 | 161 | % | ||||||||||||||||||||
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investors@evgo.com
For media:
press@evgo.com
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