ChargePoint, Inc. to Become Public Company, Advancing EV Charging Network’s Reach Across North America and Europe
Business Combination with Switchback Energy Acquisition Corporation Valued at $2.4 Billion
- Public listing milestone broadens market leadership and builds on over a decade of innovation with more than 4,000 businesses and organizations participating in ChargePoint’s new fueling network
- Approximately $493 million in net proceeds will advance ChargePoint, Inc.’s commercial, fleet and residential businesses
- Transaction includes $225 million upsized PIPE at $10.00 per share anchored by institutional investors, including Baillie Gifford and funds managed by Neuberger Berman Alternatives Advisors
- ChargePoint President and CEO Pasquale Romano and existing leadership team to lead combined company
- Investor call scheduled for Thursday, September 24, 2020 at 8:30am ET
For Immediate Release
September 24, 2020
Campbell, Calif. & Dallas, Texas – September 24, 2020 — ChargePoint, Inc., (the “Company” or “ChargePoint”) a leading electric vehicle (“EV”) charging network, and Switchback Energy Acquisition Corporation (NYSE: SBE) (“Switchback”), a publicly traded special purpose acquisition company with a strategic focus on the energy sector, today announced the signing of a definitive business combination agreement. ChargePoint expects to use transaction proceeds to expand its reach in North America and Europe, further enhance its technology portfolio and significantly scale its commercial, fleet and residential businesses ahead of the anticipated introduction of an increasing number of new EV models and rising EV penetration.
“For thirteen years we have been singularly focused on our vision to move all people and goods on electricity, and that has never been more relevant than it is today,” said Pasquale Romano, President and CEO, ChargePoint. “We’ve pioneered networked charging and are resolute in our aim to usher in the transition to mass EV adoption by electrifying one parking spot at a time. Today, we are a charging market leader thanks to a winning business model, a complete portfolio and thousands of brands that have realized that EV charging is essential, good for business and aligned with their corporate and sustainability goals. Our technology charges all EVs — from passenger vehicles to delivery fleets — so there is no need to choose winners in electric mobility. We see ourselves as an index for the entire category.”.
Scott McNeill, CEO, CFO and Director of Switchback said, “The EV charging industry is accelerating and it is expected that charging infrastructure investment will be $190 billion by 2030. As a first mover in the space, ChargePoint has distinguished itself as the number one EV charging network and is well positioned to deliver mission-critical charging infrastructure as the expected transition to electric mobility accelerates. ChargePoint has a proven and capital-light business model that combines hardware and high-margin, recurring software subscriptions and services with extensive and strong customer relationships. As a result, we believe ChargePoint will continue to grow its strong market position as the EV industry evolves. Switchback and our investors are excited to partner with the talented ChargePoint team to advance their vision.”
Founded in 2007, ChargePoint is a category creator in EV charging, helping to make the mass adoption of electric mobility a reality. It operates in every segment, from commercial to fleet to residential. ChargePoint has created one of the world’s largest charging networks with a capital-light model by selling individual organizations and businesses, known as site hosts, everything they need to electrify their parking spaces – networked charging hardware, software subscriptions and associated support services. Charging is matched to parking duration, from energy-managed AC level 2 to DC fast charging. The parking spaces owned by ChargePoint’s site hosts are seamlessly integrated into one network available to the driver in a top-rated mobile app. ChargePoint’s winning operating model and high-quality solutions foster loyal site hosts who expand their charging footprint as EV penetration rises, creating a virtuous loop of brand awareness, satisfied drivers, organic networked charging hardware and recurring SaaS revenue.
ChargePoint serves customers through its software-defined hardware portfolio, comprehensive suite of software solutions and robust network and services designed for a wide range of use cases. ChargePoint’s offerings have attracted a growing customer base of more than 4,000 organizations and businesses, building a network of more than 115,000 public and private places to charge. In addition, ChargePoint offers access to an additional 133,000 public places to charge through network roaming integrations across North America and Europe. Drivers plug into the ChargePoint network approximately every two seconds and have completed more than 82 million charging sessions to date.
Upon the transaction closing, ChargePoint will continue to be led by President and CEO, Pasquale Romano and the existing management team. Romano brings more than 30 years of executive leadership experience with technology companies including 2Wire, Inc. and Polycom, Inc. During Romano’s nearly ten-year tenure at ChargePoint, it has emerged as a leading EV charging network.
For a brief video on ChargePoint, please click here.
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 available today. ChargePoint’s 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. For more information, visit the ChargePoint pressroom, the ChargePoint Investor Relations site, or contact ChargePoint’s North American or European press offices or Investor Relations.
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements are subject to risks and uncertainties. All statements other than statements of historical fact or relating to present facts or current conditions included in this press release are forward-looking statements, including statements regarding the offering. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “seek,” “plan,” “intend,” “believe,” “will,” “may,” “could,” “continue,” “likely,” “should,” and other words.
The forward-looking statements contained in this press release are based on our current expectations and assumptions regarding our business, the economy, and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions and the following: we are an early stage company with a history of losses, and expect to incur significant expenses and continuing losses for the near term; we may fail to grow effectively; we face competition from a number of companies and expect to face significant competition in the future; we may fail to effectively expand our sales and marketing capabilities; we face risks related to health pandemics, including the COVID-19 pandemic; we rely on a limited number of suppliers and manufacturers for our charging stations; our business is subject to risks associated with construction, cost overruns and delays; future acquisitions or strategic investments could be difficult to identify and integrate, divert the attention of key management personnel, disrupt our business and dilute stockholder value; we may be unable to attract and retain key employees and hire qualified management, technical, engineering and sales personnel; we are expanding operations internationally, which will expose us to additional tax, compliance, market and other risks; some members of our management have limited experience in operating a public company; we may need to raise additional funds and these funds may not be available when needed; our future revenue growth will depend on our ability to increase sales of our products and services; we are vulnerable to possible computer malware, viruses, ransomware, hacking, phishing attacks and similar disruptions; our headquarters and other facilities are located in an active earthquake zone; seasonality may cause fluctuations in our revenue; our future growth and success is correlated with and dependent upon the continuing rapid adoption of EVs for passenger and fleet applications; the EV market benefits from the availability of rebates, tax credits and other financial incentives from governments, utilities and others to offset the purchase or operating costs; we may be unable to protect our technology and intellectual property from unauthorized use by third-parties; some of our products contain open-source software, which may pose particular risks to our proprietary software, products and services; we may be unable to remediate our material weaknesses or internal control over financial reporting; the concentration of ownership among our existing executive officers, directors and their affiliates may prevent new investors from influencing significant corporate decisions; we have never paid cash dividends on our capital stock and do not anticipate paying dividends in the foreseeable future; the price of our Common Stock may be subject to wide fluctuations; the coverage of our business or our securities by securities or industry analysts or the absence thereof could adversely affect the trading price and volume of our Common Stock and other securities; sales of a substantial number of shares of our Common Stock by our existing stockholders could cause the price of the Common Stock to decline; our warrants accounted for as a warrant liability; our limited operating history as a public company; our dependence on widespread acceptance and adoption of EVs and increased installation of charging stations at home, at work and on-route; 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; supply chain interruptions; our ability to expand internationally; the need to attract additional fleet operators as customers; potential adverse effects on our revenue 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; and the risk that our technology could have undetected defects or errors.
Although we have attempted to identify important risk factors, there may be other risk factors not presently known to us or that we presently believe are not material that could cause actual results and developments to differ materially from those made in or suggested by the forward-looking statements contained in this press release. If any of these risks materialize, or if any of the above assumptions underlying forward-looking statements prove incorrect, actual results and developments may differ materially from those made in or suggested by the forward-looking statements contained in this press release.
Any forward-looking statement made by us in this press release speaks only as of the date on which we make it. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless specifically expressed as such, and should be viewed as historical data.
- Patrick Hamer
- VP, Capital Markets and Investor Relations
Switchback is a special purpose acquisition company and was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses in the energy value chain. Switchback is sponsored by NGP Switchback, LLC, which is owned by a private investment fund advised by NGP Energy Capital Management, L.L.C. and the management team of Switchback. Switchback began trading on the NYSE in July 2019 and its common stock, units and warrants trade under the ticker symbols SBE, SBE.U and SBE.WS, respectively. For more information, please visit www.switchback-energy.com.
About Braemar Energy Ventures
Braemar Energy Ventures is a venture capital firm focused on making investments in the energy technology sector. The firm's principals have invested in more than 60 companies in the sector and have more than 100 years of combined technical, operational and financial experience in energy and energy-related industries. Braemar partners with exceptional companies and management teams, in both alternative and traditional energy markets, which can contribute to a more profitable and efficient energy landscape through innovation and marketplace expertise. Additional information is available at braemarenergy.com.