0001777393false00017773932024-06-052024-06-05

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 Earliest Event Reported): June 5, 2024
  
ChargePoint Holdings, Inc.
(Exact name of registrant as specified in its charter) 
  
Delaware 001-39004 84-1747686
(State or Other Jurisdiction
of Incorporation)		 (Commission
File Number)		 (IRS Employer
Identification No.)
240 East Hacienda Avenue
Campbell, CA
 95008
(Address of Principal Executive Offices) (Zip Code)
(408) 841-4500
(Registrant’s telephone number, including area code)
 
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
Common Stock, par value $0.0001 CHPT New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  ☐
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.  ☐



Item 2.02.    Results of Operations and Financial Condition.
On June 5, 2024, ChargePoint Holdings, Inc. (the “Company”) issued a press release announcing its financial results for its fiscal first quarter ended April 30, 2024. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Item 2.02 and in the accompanying 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 incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Item 9.01.    Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description of Exhibit
99.1 
104Cover 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.
 
CHARGEPOINT HOLDINGS, INC.
By: 
/s/ Mansi Khetani
 
Name: Mansi Khetani
 
Title: Interim Chief Financial Officer
Date: June 5, 2024


Exhibit 99.1
chargepoint_logoa.jpg
ChargePoint Reports First Quarter Fiscal Year 2025 Financial Results

 
•First quarter fiscal 2025 revenue of $107 million
•First quarter fiscal 2025 GAAP gross margin of 22% and non-GAAP gross margin of 24%
•First quarter fiscal 2025 subscription revenue of $33 million representing 27% year over year growth
•First quarter fiscal 2025 GAAP net loss improved by 10% and non-GAAP Adjusted EBITDA loss improved by 25% year over year
•ChargePoint guides to second quarter fiscal 2025 revenue of $108 to $118 million
Campbell, Calif. – June 5, 2024 – ChargePoint Holdings, Inc. (NYSE:CHPT) (“ChargePoint”), a leading provider of networked solutions for charging electric vehicles (EVs), today reported results for its first quarter of fiscal year 2025 ended April 30, 2024.
“ChargePoint delivered as anticipated in the first quarter. We achieved revenue above the midpoint of our guidance range, sequential gross margin improvements, meaningful reduction in operating expenses, and an improvement in non-GAAP adjusted EBITDA loss,” said Rick Wilmer, CEO of ChargePoint. “We remain focused on operational excellence, which will enable us to continue to deliver great driver experiences and be the platform of choice for everyone who wants to offer EV charging.”
First Quarter Fiscal 2025 Financial Overview
•Revenue. First quarter revenue was $107.0 million, down 18% from $130.0 million in the prior year’s same quarter. Networked charging systems revenue for the first quarter was $65.4 million, down 34% from $98.3 million in the prior year’s same quarter. Subscription revenue was $33.4 million, up 27% from $26.4 million in the prior year’s same quarter.
•Gross Margin. First quarter GAAP gross margin was 22% as compared to 23% in the prior year's same quarter, and non-GAAP gross margin was 24% as compared to 25% in the prior year's same quarter.
•Operating Expenses. First quarter GAAP operating expenses were $90.7 million, down 18% from $110.5 million in the prior year's same quarter. Non-GAAP operating expenses were $66.4 million, down 22% from $85.2 million in the prior year's same quarter.
•Net Income/Loss. First quarter GAAP net loss was $71.8 million, down 10% from $79.4 million in the prior year's same quarter. Non-GAAP pre-tax net loss was $45.2 million, down 14% from $52.8 million in the prior year's same quarter. Non-GAAP Adjusted EBITDA Loss was $36.5 million, down 25% from $48.9 million in the prior year's same quarter.
•Liquidity. As of April 30, 2024, cash, cash equivalents and restricted cash on the balance sheet was $292.3 million. ChargePoint's $150 million revolving credit facility remains undrawn and ChargePoint has no debt maturities until 2028.
•Shares Outstanding. As of April 30, 2024, the Company had approximately 425 million shares of common stock outstanding.
For reconciliation of GAAP and non-GAAP results, please see the tables below.
Business Highlights
•ChargePoint now enables access to more than one million places to charge worldwide across public, private and roaming ports.
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•Following receipt of FedRAMP authorization, ChargePoint shipped its first multimillion dollar order requiring FedRAMP certification.
•To-date, ChargePoint's customers have been successful in winning more than 120 individual National Electric Vehicle Infrastructure (NEVI) Program proposed site awards totaling approximately $71 million in grant opportunities.
Second Quarter and Fourth Quarter of Fiscal 2025 Guidance
For the second fiscal quarter ending July 31, 2024, ChargePoint expects revenue of $108 million to $118  million.
For the fourth quarter of fiscal year 2025 ending January 31, 2025, the Company reaffirms its goal to achieve positive non-GAAP Adjusted EBITDA.

ChargePoint is not able to present a reconciliation of its forward-looking non-GAAP Adjusted EBITDA goal to the corresponding GAAP measure because certain potential future adjustments, which may be significant and may include, among other items, stock-based compensation expense, are uncertain or out of its control, or cannot be reasonably predicted without unreasonable effort. The actual amounts of such reconciling items could have a significant impact on ChargePoint's GAAP Net Loss.
Conference Call Information
ChargePoint will host a webcast today at 1:30 p.m. Pacific / 4:30 p.m. Eastern to review its first quarter fiscal 2025 financial results.
Investors may access the webcast, supplemental financial information and investor presentation at ChargePoint’s investor relations website (investors.chargepoint.com) under the “Events and Presentations” section. A replay will be available after the conclusion of the webcast and archived for one year.
About ChargePoint
ChargePoint is creating a new fueling network to move people and goods on electricity. Since 2007, ChargePoint has been committed to making it easy for businesses and drivers to go electric with one of the largest EV charging networks and a comprehensive portfolio of charging solutions. The ChargePoint cloud subscription platform and software-defined charging hardware are designed to include options for every charging scenario from home and multifamily to workplace, parking, hospitality, retail and transport fleets of all types. Today, one ChargePoint account provides access to hundreds of thousands of places to charge in North America and Europe. For more information, visit the ChargePoint pressroom, the ChargePoint Investor Relations site, or contact the ChargePoint North American or European press offices or Investor Relations.
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Forward-Looking Statements
This press release contains forward-looking statements that involve risks, uncertainties, and assumptions including statements regarding our projected revenue for the second quarter of fiscal year 2025, our goal to achieve positive non-GAAP Adjusted EBITDA in the fourth quarter of fiscal year 2025, and ChargePoint and it's customers ability to successfully realize the total number and amount of final awarded NEVI grant opportunities. There are a significant number of factors that could cause actual results to differ materially from the statements made in this press release, including: macroeconomic trends including changes in or sustained inflation, interest rate volatility, or other events beyond our control on the overall economy which may reduce demand for our products and services, geopolitical events and conflicts, adverse impacts to our business and those of our customers and suppliers, including due to supply chain disruptions, component shortages, and associated logistics expense increases; our limited operating history as a public company; our ability as an organization to successfully acquire and integrate other companies, products or technologies in a successful manner; our dependence on widespread acceptance and adoption of EVs and increased demand for installation of charging stations; our current dependence on sales of charging stations for most of our revenues; overall demand for EV charging and the potential for reduced demand for EVs if governmental rebates, tax credits and other financial incentives are reduced, modified or eliminated or governmental mandates to increase the use of EVs or decrease the use of vehicles powered by fossil fuels, either directly or indirectly through mandated limits on carbon emissions, are reduced, modified or eliminated; our ability, and our reliance on our customers, to successfully implement, construct and manage NEVI grant opportunities in accordance with the respective terms of the NEVI program in order to validly secure and obtain awarded funding and win additional NEVI grant opportunities, our reliance on contract manufacturers, including those located outside the United States, may result in supply chain interruptions, delays and expense increases which may adversely affect our sales, revenue and gross margins; our ability to expand our operations and market share in Europe; the need to attract additional fleet operators as customers; potential adverse effects on our revenue and gross margins due to delays and costs associated with new product introductions, inventory obsolescence, component shortages and related expense increases; adverse impact to our revenues and gross margins if customers increasingly claim clean energy credits and, as a result, they are no longer available to be claimed by us; the effects of competition; risks related to our dependence on our intellectual property; and the risk that our technology could have undetected defects or errors. Additional risks and uncertainties that could affect our financial results are included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on April 1, 2024, which is available on our website at investors.chargepoint.com and on the SEC’s website at www.sec.gov. Additional information will also be set forth in other filings that we make with the SEC from time to time. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we do not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by applicable law.
Use of Non-GAAP Financial Measures
ChargePoint has provided financial information in this press release that has not been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). ChargePoint uses these non-GAAP financial measures internally in analyzing its financial results. ChargePoint believes that the use of these non-GAAP financial measures is useful to investors to evaluate ongoing operating results and trends and believes they provide meaningful supplemental information to investors regarding ChargePoint’s underlying operating performance because they exclude items the Company believes are unrelated to, and may not be indicative of, its core operating results.
The presentation of these non-GAAP financial measures is not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with ChargePoint’s consolidated financial statements prepared in accordance with GAAP. A reconciliation of ChargePoint’s historical non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included in this press release, and investors are encouraged to review these reconciliations.
Non-GAAP Gross Profit (Gross Margin). ChargePoint defines non-GAAP gross profit as gross profit excluding stock-based compensation expense and amortization expense of acquired intangible assets. Non-GAAP gross margin is non-GAAP gross profit as a percentage of revenue.
Non-GAAP Cost of Revenue and Operating Expenses (includes Non-GAAP research and development, Non-GAAP sales and marketing and Non-GAAP general and administrative). ChargePoint defines non-GAAP cost of revenue and operating expenses as cost of revenue and operating expenses excluding stock-based compensation expense, restructuring costs for severances and employment-related termination costs, amortization expense of acquired intangible assets, non-cash charges related to tax liabilities and litigation settlements, including associated non-recurring legal expenses.
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Non-GAAP Net Loss. ChargePoint defines non-GAAP net loss as net loss excluding stock-based compensation expense, restructuring costs for severances and employment-related termination costs, amortization expense of acquired intangible assets, non-cash charges related to tax liabilities and litigation settlements, including associated non-recurring legal expenses. These amounts reflect the impact of any related tax effects. Non-GAAP pre-tax net loss is non-GAAP net loss adjusted for provision for income taxes.
Non-GAAP Adjusted EBITDA Loss. ChargePoint defines non-GAAP adjusted EBITDA loss as net loss excluding stock-based compensation expense, restructuring costs for severances and employment-related termination costs, amortization expense of acquired intangible assets, non-cash charges related to tax liabilities and litigation settlements, including associated non-recurring legal expenses, and further adjusted for provision of income taxes, depreciation, interest income and expense, and other income and expense (net).
Investors are cautioned that there are a number of limitations associated with the use of non-GAAP financial measures to analyze financial results and trends. In particular, many of the adjustments to ChargePoint’s GAAP financial measures reflect the exclusion of items that are recurring and will be reflected in its financial results for the foreseeable future, such as stock-based compensation, which is an important part of ChargePoint’s employees’ compensation and impacts hiring, retention and performance. Furthermore, these non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP, and the components that ChargePoint excludes in its calculation of non-GAAP financial measures may differ from the components that other companies exclude when they report their non-GAAP results. In the future, ChargePoint may also exclude other expenses it determines do not reflect the performance of ChargePoint’s operating results.
CHPT-IR
Contacts
Investor Relations
Patrick Hamer
Vice President, Capital Markets and Investor Relations
Patrick.Hamer@chargepoint.com
investors@chargepoint.com
Press
John Paolo Canton
Vice President, Communications
JP.Canton@chargepoint.com

AJ Gosselin
Director, Corporate Communications
AJ.Gosselin@chargepoint.com
media@chargepoint.com
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ChargePoint Holdings, Inc.
PRELIMINARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts; unaudited)
 
 
Three Months Ended
April 30,
 20242023
Revenue
Networked charging systems$65,374 $98,320 
Subscriptions33,444 26,365 
Other8,224 5,345 
Total revenue107,042 130,030 
Cost of revenue
Networked charging systems61,066 80,922 
Subscriptions17,742 14,804 
Other4,624 3,769 
Total cost of revenue83,432 99,495 
Gross profit
23,610 30,535 
Operating expenses
Research and development36,052 49,396 
Sales and marketing35,000 37,041 
General and administrative19,697 24,020 
Total operating expenses90,749 110,457 
Loss from operations(67,139)(79,922)
Interest income3,209 2,460 
Interest expense(6,611)(2,926)
Other income (expense), net
(850)573 
Net loss before income taxes(71,391)(79,815)
Provision for (benefit from) income taxes408 (427)
Net loss$(71,799)$(79,388)
Net loss per share, basic and diluted$(0.17)$(0.23)
Weighted average shares outstanding, basic and diluted423,290,222 350,043,454 
Page 5

ChargePoint Holdings, Inc.
PRELIMINARY CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, unaudited)
 
April 30, 2024January 31, 2024
Assets
Current assets:
Cash and cash equivalents$261,859 $327,410 
Restricted cash30,400 30,400 
Accounts receivable, net117,798 124,049 
Inventories223,557 198,580 
Prepaid expenses and other current assets64,673 62,244 
Total current assets698,287 742,683 
Property and equipment, net41,014 42,446 
Intangible assets, net76,964 80,555 
Operating lease right-of-use assets14,597 15,362 
Goodwill212,385 213,750 
Other assets7,985 8,567 
Total assets$1,051,232 $1,103,363 
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable$84,062 $71,081 
Accrued and other current liabilities141,108 159,104 
Deferred revenue102,615 99,968 
Total current liabilities327,785 330,153 
Deferred revenue, noncurrent132,080 131,471 
Debt, noncurrent284,689 283,704 
Operating lease liabilities16,312 17,350 
Deferred tax liabilities10,872 11,252 
Other long-term liabilities1,570 1,757 
Total liabilities773,308 775,687 
Stockholders' equity:
Common stock43 42 
Additional paid-in capital1,982,052 1,957,932 
Accumulated other comprehensive loss(18,000)(15,926)
Accumulated deficit(1,686,171)(1,614,372)
Total stockholders' equity277,924 327,676 
Total liabilities and stockholders' equity$1,051,232 $1,103,363 
 

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ChargePoint Holdings, Inc.
PRELIMINARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, unaudited)
 
 
Three Months Ended
April 30,
 20242023
Cash flows from operating activities
Net loss$(71,799)$(79,388)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization7,445 7,053 
Non-cash operating lease cost941 1,090 
Stock-based compensation21,599 23,964 
Amortization of deferred contract acquisition costs785 675 
Reserves and other
8,842 3,880 
Changes in operating assets and liabilities:
Accounts receivable, net4,783 (1,991)
Inventories(24,977)(53,136)
Prepaid expenses and other assets(2,879)(17,880)
Accounts payable, operating lease liabilities, and accrued and other liabilities(10,792)4,934 
Deferred revenue3,510 6,554 
Net cash used in operating activities(62,542)(104,245)
Cash flows from investing activities
Purchases of property and equipment(3,468)(5,840)
Maturities of investments— 105,000 
Net cash provided by (used in) investing activities(3,468)99,160 
Cash flows from financing activities
Proceeds from the issuance of common stock under employee equity plans, net of tax withholding3,525 5,790 
Proceeds from issuance of common stock in connection with ATM offerings, net of issuance costs
— 17,516 
Change in driver funds and amounts due to customers(2,483)3,990 
Settlement of contingent earnout liability— (3,537)
Net cash provided by financing activities1,042 23,759 
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(583)511 
Net increase (decrease) in cash, cash equivalents, and restricted cash
(65,551)19,185 
Cash, cash equivalents, and restricted cash at beginning of period357,810 294,562 
Cash, cash equivalents, and restricted cash at end of period$292,259 $313,747 
 


Page 7

ChargePoint Holdings, Inc.
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(In thousands, unaudited)
 
 
Three
Months Ended
April 30, 2024
Three
Months Ended
April 30, 2023
Cost of Revenue:
GAAP cost of revenue$83,432 $99,495 
Stock-based compensation expense(1,084)(996)
Amortization of intangible assets(763)(766)
Non-GAAP cost of revenue$81,585 $97,733 
Non-GAAP gross profit (gross margin as a percentage of revenue)$25,457 24%$32,297 25%
Operating Expenses:
GAAP research and development$36,052 $49,396 
Stock-based compensation expense(8,303)(9,506)
Restructuring costs (1)— 1 
Non-GAAP research and development (as a percentage of revenue)$27,749 26%$39,891 31%
GAAP sales and marketing $35,000 $37,041 
Stock-based compensation expense(5,441)(4,169)
Amortization of intangible assets(2,261)(2,272)
Restructuring costs (1)— 1 
Non-GAAP sales and marketing (as a percentage of revenue)$27,298 26%$30,601 24%
GAAP general and administrative$19,697 $24,020 
Stock-based compensation expense(6,771)(9,294)
Other adjustments (2)
(1,609)— 
Non-GAAP general and administrative (as a percentage of revenue)$11,317 11%$14,726 11%
Non-GAAP Operating Expenses (as a percentage of revenue)$66,364 62%$85,218 66%
Net Loss:
GAAP net loss$(71,799)$(79,388)
Stock-based compensation expense21,599 23,965 
Amortization of intangible assets3,024 3,038 
Restructuring costs (1)— (2)
Other adjustments (2)1,609 — 
Non-GAAP net loss (as a percentage of revenue)$(45,567)(43)%$(52,387)(40)%
Provision for (benefit from) income taxes408 (427)
Non-GAAP pre-tax net loss (as a percentage of revenue)$(45,159)(42)%$(52,814)(41)%
Depreciation4,421 4,016 
Interest income(3,209)(2,460)
Interest expense6,611 2,926 
Other expense (income), net850 (573)
Non-GAAP Adjusted EBITDA Loss (as a percentage of revenue)$(36,486)(34)%$(48,905)(38)%
 
(1)Consists of restructuring costs for severances and employment-related termination costs
(2)Consists of non-cash charges related to tax liabilities and litigation settlements, including associated non-recurring legal expenses.
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v3.24.1.1.u2
Cover
Jun. 05, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jun. 05, 2024
Entity Registrant Name ChargePoint Holdings, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-39004
Entity Tax Identification Number 84-1747686
Entity Address, Address Line One 240 East Hacienda Avenue
Entity Address, City or Town Campbell
Entity Address, State or Province CA
Entity Address, Postal Zip Code 95008
City Area Code 408
Local Phone Number 841-4500
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.0001
Trading Symbol CHPT
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001777393
Amendment Flag false
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