Gogoro(US:GGR)2024-03-29 13:32Introduction This section introduces Gogoro Inc., a Cayman Islands holding company, and details its April 2022 merger and Nasdaq listing Company Overview and Merger Gogoro Inc., a Cayman Islands holding company, completed a merger with Poema Global in April 2022, leading to its Nasdaq listing and U.S. dollar financial reporting - Gogoro Inc. is a Cayman Islands exempted holding company, with consolidated financial statements presented in U.S. dollars11 - Gogoro completed a merger with Poema Global Holdings Corp. on April 4, 2022, and its ordinary shares began trading on the Nasdaq Stock Exchange on April 5, 202212 Cautionary Statement Regarding Forward-Looking Information This section highlights that the annual report contains forward-looking statements subject to known and unknown risks and uncertainties Forward-Looking Statements and Risk Factors This section highlights that the annual report contains forward-looking statements subject to known and unknown risks and uncertainties, which may cause actual results to differ materially - The report contains forward-looking statements subject to known and unknown risks, uncertainties, and other factors, which may cause actual results to differ materially1314 - Important factors that could cause differences include future financial and operating results, business growth, production capabilities, market expansion (India, Indonesia, PRC), dependence on vendors, and ability to develop new products15 - Investors are cautioned against placing undue reliance on forward-looking statements and advised to consult the 'Item 3. Key Information—D. Risk Factors' section for detailed risk discussions161718 Part I This part covers key information, company details, operating and financial review, and market risk disclosures Item 3. Key Information This section provides essential information about the company, including a comprehensive overview of its risk factors D. Risk Factors This section provides a comprehensive overview of the material risks facing Gogoro, categorized into business, ePTW market, technology/IP/privacy, regulatory environment, doing business in Taiwan and India, and ownership of ordinary shares - Gogoro has historically incurred operating losses and expects continued losses in the near and medium term, with a net loss of $76 million in 2023 and an accumulated deficit of $426 million as of December 31, 202324 - Future success is highly dependent on expanding into new geographic markets (e.g., India, Indonesia, PRC) and successful strategic collaborations, which carry risks of underperformance or failure2829 - The company relies on a limited number of vendors and suppliers for critical components like battery cells and semiconductors, making it vulnerable to supply chain disruptions and cost increases5051526263 - The ePTW market is characterized by rapid technological change and strong competition, requiring continuous product innovation and adaptation to maintain market share35103105119120121 - Operations in Taiwan and India are subject to significant economic, political, and regulatory risks, including geopolitical tensions with mainland China, changes in government subsidies (e.g., FAME subsidy), and evolving environmental and data protection laws175176177191192195196197 - The price of Gogoro Ordinary Shares may be volatile due to various factors, and sales of substantial numbers of shares by existing shareholders could cause the market price to fall203204205208 Item 4. Information on the Company This section provides an overview of Gogoro's history, business model, organizational structure, and property, plant, and equipment A. History and Development of the Company Gogoro Inc. was incorporated in the Cayman Islands on April 27, 2011, with a mission to accelerate the shift to sustainable urban life through electric fuel adoption - Gogoro Inc. was incorporated as a Cayman Islands exempted company on April 27, 2011, with a mission to accelerate the shift to sustainable urban life by eliminating barriers to electric fuel adoption250 - The company's principal place of business is located in Taipei City, Taiwan251 B. Business Overview Gogoro is an innovative company focused on transforming urban transportation through its Smart & Go battery swapping platform and Smartscooter vehicles, generating revenue from hardware sales and recurring battery subscription services - Gogoro's mission is to accelerate the mass market shift to sustainable urban life by providing smart, convenient, and accessible portable power through its Swap & Go battery swapping platform and Smartscooter vehicles253254 - As of December 31, 2023, Gogoro had over 587 thousand monthly subscribers and more than 2 million GoShare riders, with over 2,540 battery swapping locations in Taiwan, delivering over 520 million battery swaps to date256 - The company's business model generates two inter-linked revenue streams: (i) Hardware sales (Gogoro-branded Smartscooters, enabling hardware, battery packs, GoStations) and (ii) recurring battery subscription revenues from Swap & Go services258259 - Gogoro's battery swapping network addresses key barriers to ePTW adoption: eliminating range anxiety, saving time, removing the need for dedicated charging locations, prioritizing safety, and making electric riding affordable257258 - In Taiwan, Gogoro and its PBGN OEM partners captured 81.9% of the ePTW market share as of December 31, 2023, with ePTWs growing to 11.9% of total PTWs since 2015261267 - The company is expanding internationally, having introduced its first locally made vehicle in India, opened an Experience Center in the Philippines, and deepened cooperation in South Korea and Singapore287 - Gogoro is recognized for its innovation, including being named one of the Top 15 Climate Companies globally by MIT Technology Review in 2023 and Frost & Sullivan's 2023 Global Company of the Year for battery swapping270 C. Organizational Structure Gogoro Inc. operates as a holding company with several significant subsidiaries and branches, including Gogoro Taiwan Limited (manufacturing), Gogoro Network, Taiwan Branch (battery swap services in Taiwan), and Gogoro Network Pte. Ltd. (SaaS licensor and battery swap services outside Taiwan) - Gogoro Inc. is a holding company with key operating entities including Gogoro Taiwan Limited (manufacturing), Gogoro Network, Taiwan Branch (Taiwan battery swap services), Gogoro Network Pte. Ltd. (international SaaS and battery swap services), Gogoro India Private Limited (India sales), Gogoro Taiwan Sales and Services Limited (Taiwan sales), and GoShare Taiwan Limited (Taiwan scooter sharing)291293 D. Property, Plant and Equipment Gogoro's primary facilities are in Taoyuan, Taiwan, housing offices, labs, vehicle manufacturing, and battery pack/motor production, with plans for continued investment in its battery swapping solutions and manufacturing capacity - Gogoro's main facilities are in Taoyuan, Taiwan, covering offices, labs, vehicle manufacturing, and battery/motor production. Additional manufacturing and office spaces were added in India in 2023294 Property, Plant and Equipment (as of December 31, 2023) | Asset Category | Value (in thousands of U.S. Dollars) | | :--------------- | :----------------------------------- | | Batteries | $380,273 | | Machinery equipment | $63,083 | | Construction in progress | $46,225 | | Total | $501,876 | - The company plans to invest over $20 million in capital expenditure for battery manufacturing facilities in 2024 and expects capital expenditure to remain at historical levels for the next few years to support battery swapping solutions and network expansion[298](index=298&