Blink Charging Resolves Envoy Technologies Dispute with $10M Stock Issuance.

Blink Charging Co. has reached a mutual agreement with the former shareholders of Envoy Technologies, a subsidiary, to amend their original agreement and plan of merger. The amendment satisfies Blink's liability and provides for the issuance of $10 million in shares of common stock and warrants exercisable for additional shares. The agreement fully satisfies Blink's remaining payment obligation and releases the company from all claims and liabilities.

Blink Charging Co. (NASDAQ: BLNK) has reached a significant agreement with the former shareholders of its subsidiary Envoy Technologies, effectively amending their original merger agreement and satisfying Blink's liability. The deal involves a structured settlement that includes the issuance of $10 million in common stock and performance-based warrants worth $11 million.

Under the agreement, Blink will issue $10 million in common stock, valued based on a 25-day volume-weighted average price (VWAP), and performance-based warrants with a total value of $11 million. The warrants are divided into three tranches with specific stock price vesting conditions: $2.5 million at $1.70 per share, $2.5 million at $2.10 per share, and $6 million at $4.85 per share. Each tranche requires seven consecutive days at the target price to vest.

The shares and warrants will be subject to a 120-day leak-out period with daily trading restrictions. This period allows for limited sales of up to 2% per day (with a cap of 20% per month) to prevent market disruption. The agreement also includes a provision that Blink will be released from all claims and liabilities related to the Envoy acquisition.

This agreement represents a significant financial restructuring for Blink Charging. By converting what was likely a cash payment obligation into equity instruments, Blink has effectively strengthened its balance sheet while maintaining liquidity. The $10 million in common stock will cause immediate dilution to existing shareholders, but it eliminates a sizeable liability without depleting cash reserves.

The warrant structure is particularly favorable for Blink as it ties the additional $11 million in potential dilution to substantial share price appreciation. The three tranches with price targets of $1.70, $2.10, and $4.85 create a scenario where further dilution only occurs if shareholders are already benefiting from significant value creation. The highest tranche at $4.85 represents substantial upside from current levels, and accounts for the largest portion ($6 million) of the warrant value.

The 120-day leak-out period with daily trading limits is a crucial protective mechanism that should prevent market disruption when shares are issued or warrants exercised. This orderly distribution approach significantly reduces the risk of downward pressure on share price from concentrated selling.

From a liability management perspective, this agreement provides complete release from claims related to the Envoy acquisition, eliminating potential legal and financial exposures. The transaction structure allows Blink to maintain focus on operational execution rather than addressing ongoing acquisition-related obligations.

Blink will host a conference call to review second quarter 2025 results at a new date and time. An announcement will follow shortly with more information.

References:
[1] https://www.stocktitan.net/news/BLNK/blink-charging-and-envoy-reach-agreement-releasing-blink-from-all-bpfz3puwsbk0.html