Canoo (GOEVQ) 10-Q 14 Aug 23 2023 Q2 Quarterly report Financial data

Cover Page

Cover Page - shares	6 Months Ended
	Jun. 30, 2023	Aug. 07, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-38824
Entity Registrant Name	CANOO INC
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-1476189
Entity Address, Address Line One	19951 Mariner Avenue
Entity Address, City or Town	Torrance
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90503
City Area Code	424
Local Phone Number	271-2144
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		628,341,678
Entity Central Index Key	0001750153
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false
Common stock
Document Information [Line Items]
Title of 12(b) Security	Common stock, $0.0001 par value per share
Trading Symbol	GOEV
Security Exchange Name	NASDAQ
Warrant
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share
Trading Symbol	GOEVW
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 4,993	$ 36,589
Restricted cash, current	3,788	3,426
Inventory	5,312	2,954
Prepaids and other current assets	11,410	9,350
Total current assets	25,503	52,319
Property and equipment, net	362,612	311,400
Restricted cash, non-current	10,600	10,600
Operating lease right-of-use assets	37,945	39,331
Deferred warrant asset	50,175	50,175
Deferred battery supplier cost	30,000	30,000
Other non-current assets	5,261	2,647
Total assets	522,096	496,472
Current liabilities
Accounts payable	84,425	103,187
Accrued expenses and other current liabilities	80,962	63,091
Convertible debt, current	24,979	34,829
Derivative liability, current	4,359	0
Financing liability, current	7,633	0
Warrant liability, current	0	17,171
Total current liabilities	202,358	218,278
Contingent earnout shares liability	449	3,013
Operating lease liabilities	37,308	38,608
Warrant liability, non-current	25,269	0
Financing liability, non-current	23,967	0
Total liabilities	289,351	259,899
Commitments and contingencies (Note 11)
Stockholders’ equity
Preferred stock, $0.0001 par value; 10,000 authorized, no shares issued and outstanding at June 30, 2023 and December 31, 2022	0	0
Common stock, $0.0001 par value; 1,000,000 and 500,000 authorized as of June 30, 2023 and December 31, 2022, respectively; 568,904 and 355,388 issued and outstanding at June 30, 2023 and December 31, 2022, respectively	56	35
Additional paid-in capital	1,574,114	1,416,361
Accumulated deficit	(1,341,425)	(1,179,823)
Total stockholders’ equity	232,745	236,573
Total liabilities and stockholders’ equity	$ 522,096	$ 496,472

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	1,000,000,000	500,000,000
Common stock, shares issued (in shares)	568,904,000	355,388,000
Common stock, shares outstanding (in shares)	568,904,000	355,388,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Revenue	$ 0	$ 0	$ 0	$ 0
Costs and Operating Expenses
Cost of revenue, excluding depreciation	0	0	0	0
Research and development expenses, excluding depreciation	38,582	115,460	85,686	197,946
Selling, general and administrative expenses, excluding depreciation	30,421	55,152	60,270	110,773
Depreciation	4,562	2,892	9,137	5,570
Total costs and operating expenses	73,565	173,504	155,093	314,289
Loss from operations	(73,565)	(173,504)	(155,093)	(314,289)
Other (expense) income
Interest (expense) income	(2,264)	19	(2,560)	(9)
Gain on fair value change in contingent earnout shares liability	59	9,471	2,564	24,936
Gain on fair value change in warrant and derivative liability	5,623	0	22,965	0
Loss on extinguishment of debt	(949)	0	(27,688)	0
Other income (expense), net	226	(378)	(1,790)	(395)
Loss before income taxes	(70,870)	(164,392)	(161,602)	(289,757)
Provision for income taxes	0	0	0	0
Net loss and comprehensive loss	(70,870)	(164,392)	(161,602)	(289,757)
Net loss and comprehensive loss	$ (70,870)	$ (164,392)	$ (161,602)	$ (289,757)
Per Share Data:
Net loss per share, basic (in dollars per share)	$ (0.14)	$ (0.68)	$ (0.35)	$ (1.22)
Net loss per share, diluted (in dollars per share)	$ (0.14)	$ (0.68)	$ (0.35)	$ (1.22)
Weighted-average shares outstanding, basic (in shares)	505,576	242,772	462,303	238,242
Weighted-average shares outstanding, diluted (in shares)	505,576	242,772	462,303	238,242

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Shareholder's Equity - USD ($) shares in Thousands, $ in Thousands	Total	Pre Paid Advance Agreement	Securities Purchase Agreement	PIPE	Sale Of Shares Under The Wainwright ATM Program	Standby Equity Purchase Agreement	VDL Nedcar	Common stock	Common stock Pre Paid Advance Agreement	Common stock PIPE	Common stock Sale Of Shares Under The Wainwright ATM Program	Common stock Standby Equity Purchase Agreement	Common stock VDL Nedcar	Additional paid-in capital	Additional paid-in capital Pre Paid Advance Agreement	Additional paid-in capital Securities Purchase Agreement	Additional paid-in capital PIPE	Additional paid-in capital Sale Of Shares Under The Wainwright ATM Program	Additional paid-in capital Standby Equity Purchase Agreement	Additional paid-in capital VDL Nedcar	Accumulated deficit
Balance at the beginning of the period (in shares) at Dec. 31, 2021								238,578
Balance as of beginning of period at Dec. 31, 2021	$ 343,999							$ 24						$ 1,036,104							$ (692,129)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase of unvested shares - forfeitures (shares)								(296)
Repurchase of unvested shares – forfeitures	(3)													(3)
Issuance of shares for restricted stock units vested (in shares)								584
Issuance of shares for restricted stock units vested	0
Issuance of shares upon exercise of vested stock options (in shares)								20
Issuance of shares upon exercise of vested stock options	0
Issuance of shares under the PPA , SPA, SEPA and PIPE (in shares)													972
Issuance of shares under the PPA, SPA , ATM, SEPA and PIPE							$ 8,400													$ 8,400
Stock-based compensation	20,680													20,680
Net loss and comprehensive loss	(125,367)																				(125,367)
Net loss and comprehensive loss	(125,367)																				(125,367)
Balance at the end of the period (in shares) at Mar. 31, 2022								239,858
Balance as of end of period at Mar. 31, 2022	247,709							$ 24						1,065,181							(817,496)
Balance at the beginning of the period (in shares) at Dec. 31, 2021								238,578
Balance as of beginning of period at Dec. 31, 2021	343,999							$ 24						1,036,104							(692,129)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Reclassification of warrant liability to additional paid-in capital	0
Net loss and comprehensive loss	(289,757)
Net loss and comprehensive loss	(289,757)
Balance at the end of the period (in shares) at Jun. 30, 2022								268,896
Balance as of end of period at Jun. 30, 2022	188,345							$ 26						1,170,207							(981,888)
Balance at the beginning of the period (in shares) at Mar. 31, 2022								239,858
Balance as of beginning of period at Mar. 31, 2022	247,709							$ 24						1,065,181							(817,496)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase of unvested shares - forfeitures (shares)								(175)
Repurchase of unvested shares – forfeitures	(3)													(3)
Issuance of shares for restricted stock units vested (in shares)								1,017
Issuance of shares for restricted stock units vested	0
Issuance of shares upon exercise of vested stock options (in shares)								7
Issuance of shares upon exercise of vested stock options	0																				0
Issuance of shares under employee stock purchase plan (in shares)								254
Issuance of shares under employee stock purchase plan	1,175													1,175
Issuance of shares under the PPA , SPA, SEPA and PIPE (in shares)										13,699		14,236
Issuance of shares under the PPA, SPA , ATM, SEPA and PIPE				$ 50,000		$ 33,083				$ 1		$ 1					$ 49,999		$ 33,082
Stock-based compensation	20,773													20,773
Net loss and comprehensive loss	(164,392)																				(164,392)
Net loss and comprehensive loss	(164,392)																				(164,392)
Balance at the end of the period (in shares) at Jun. 30, 2022								268,896
Balance as of end of period at Jun. 30, 2022	$ 188,345							$ 26						1,170,207							(981,888)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock, shares issued (in shares)	355,388
Balance at the beginning of the period (in shares) at Dec. 31, 2022	355,388							355,388
Balance as of beginning of period at Dec. 31, 2022	$ 236,573							$ 35						1,416,361							(1,179,823)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase of unvested shares - forfeitures (shares)								(22)
Repurchase of unvested shares – forfeitures	0													0
Issuance of shares for restricted stock units vested (in shares)								2,768
Issuance of shares for restricted stock units vested	0
Issuance of shares upon exercise of vested stock options (in shares)								2
Issuance of shares upon exercise of vested stock options	0
Issuance of shares under employee stock purchase plan (in shares)								701
Issuance of shares under employee stock purchase plan	389													389
Vesting of early exercised stock options and restricted stock awards	26													26
Issuance of shares under the PPA , SPA, SEPA and PIPE (in shares)								50,000	66,761
Issuance of shares under the PPA, SPA , ATM, SEPA and PIPE	10,161	$ 64,389	$ 1,600					$ 5	$ 7					10,156	$ 64,382	$ 1,600
Reclassification of warrant liability to additional paid-in capital	19,510													19,510
Stock-based compensation	9,836													9,836
Net loss and comprehensive loss	(90,732)																				(90,732)
Net loss and comprehensive loss	(90,732)																				(90,732)
Balance at the end of the period (in shares) at Mar. 31, 2023								475,598
Balance as of end of period at Mar. 31, 2023	$ 251,752							$ 47						1,522,260							(1,270,555)
Balance at the beginning of the period (in shares) at Dec. 31, 2022	355,388							355,388
Balance as of beginning of period at Dec. 31, 2022	$ 236,573							$ 35						1,416,361							(1,179,823)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of shares under the PPA, SPA , ATM, SEPA and PIPE			$ 1,600
Reclassification of warrant liability to additional paid-in capital	19,510
Net loss and comprehensive loss	(161,602)
Net loss and comprehensive loss	$ (161,602)
Balance at the end of the period (in shares) at Jun. 30, 2023	568,904							568,904
Balance as of end of period at Jun. 30, 2023	$ 232,745							$ 56						1,574,114							(1,341,425)
Balance at the beginning of the period (in shares) at Mar. 31, 2023								475,598
Balance as of beginning of period at Mar. 31, 2023	251,752							$ 47						1,522,260							(1,270,555)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase of unvested shares - forfeitures (shares)								(27)
Repurchase of unvested shares – forfeitures	0													0
Issuance of shares for restricted stock units vested (in shares)								2,028
Issuance of shares for restricted stock units vested	0
Issuance of shares upon exercise of vested stock options (in shares)								2
Issuance of shares upon exercise of vested stock options	0
Issuance of shares under employee stock purchase plan (in shares)								604
Issuance of shares under employee stock purchase plan	246													246
Vesting of early exercised stock options and restricted stock awards	2													2
Issuance of shares under the PPA , SPA, SEPA and PIPE (in shares)										16,331	1,911
Issuance of shares under the PPA, SPA , ATM, SEPA and PIPE				$ 1,753	$ 1,155					$ 2							$ 1,751	$ 1,155
Stock-based compensation	6,707													6,707
Net loss and comprehensive loss	(70,870)																				(70,870)
Net loss and comprehensive loss	(70,870)																				(70,870)
Proceeds from exercise of YA warrants (in shares)								34,231
Proceeds from exercise of YA warrants	21,223							$ 3						21,220
Issuance of shares under YA convertible debenture (in shares)								35,699
Issuance of shares under YA convertible debenture	19,021							$ 4						19,017
Issuance of shares under I-40 financing arrangement (in shares)								2,320
Issuance of shares under I-40 financing arrangement	1,506													1,506
Issuance of shares to vendor for services (in shares)								207
Issuance of shares to vendor for services	$ 250													250
Balance at the end of the period (in shares) at Jun. 30, 2023	568,904							568,904
Balance as of end of period at Jun. 30, 2023	$ 232,745							$ 56						$ 1,574,114							$ (1,341,425)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock, shares issued (in shares)	568,904

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities:
Net loss	$ (161,602)	$ (289,757)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	9,137	5,570
Non-cash operating lease expense	1,658	966
Non-cash commitment fee under SEPA	0	582
Stock-based compensation expense	16,543	41,453
Gain on fair value change of contingent earnout shares liability	(2,564)	(24,936)
Gain on fair value change in warrants liability	23,015	0
Loss on fair value change in derivative liability	50	0
Loss on extinguishment of debt	27,688	0
Non-cash debt discount	1,538	0
Non-cash interest expense	1,386	0
Non-cash offering cost associated with the warrant liability	800	0
Common shares issued to vendor for services	250
Inventory	(2,358)	0
Prepaid expenses and other current assets	(2,060)	136
Other assets	(2,614)	574
Accounts payable, accrued expenses and other current liabilities	5,619	27,847
Net cash used in operating activities	(129,544)	(237,565)
Cash flows from investing activities:
Purchases of property and equipment	(33,905)	(65,420)
Return of prepayment from VDL Nedcar	0	30,440
Net cash (used in) investing activities	(33,905)	(34,980)
Cash flows from financing activities:
Repurchase of unvested shares	0	(6)
Payment of offering costs	(400)	(250)
Proceeds from exercise of YA warrants	21,223	0
Proceeds from the purchase of shares and warrants by VDL Nedcar	0	8,400
Proceeds from issuance of shares under SEPA agreement	0	32,500
Proceeds from issuance of shares under PIPE	8,750	50,000
Proceeds from employee stock purchase plan	635	1,986
Proceeds from issuance of shares under RDO, net of issuance cost	50,961	0
Proceeds from convertible debenture	45,120	0
Payment of transaction costs	25	0
Payment made on financing arrangement	(205)	0
Proceeds for issuance of shares under ATM	1,155	0
Proceeds from PPA	5,001	0
Net cash provided by financing activities	132,215	92,630
Net decrease in cash, cash equivalents, and restricted cash	(31,234)	(179,915)
Cash, cash equivalents, and restricted cash
Cash, cash equivalents, and restricted cash, beginning of period	50,615	227,492
Cash, cash equivalents, and restricted cash, end of period	19,381	47,577
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets
Cash and cash equivalents at end of period	4,993	33,799
Restricted cash, current at end of period	3,788	3,528
Restricted cash, non-current at end of period	10,600	10,250
Total cash, cash equivalents, and restricted cash at end of period shown in the condensed consolidated statements of cash flows	19,381	47,577
Supplemental non-cash investing and financing activities
Acquisition of property and equipment included in current liabilities	68,050	66,075
Acquisition of property and equipment included in current liabilities during the period	58,459	53,703
Acquisition of property and equipment included in financing liabilities	34,275	0
Offering costs included in current liabilities	903	932
Recognition of operating lease right-of-use asset	272	13,058
Reclassification of warrant liability to additional paid-in capital	19,510	0
Issuance of shares for extinguishment of convertible debt under PPA agreement	64,389	0
Issuance of shares for extinguishment of convertible debt under convertible debenture	19,021	0
Recognition of warrant liability	47,942	0
Recognition of derivative liability	4,310	0
Supplemental disclosures of cash flow information
Cash paid for interest	$ 0	$ 0

Organization and Description of

Organization and Description of the Business	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of the Business	Organization and Description of the BusinessCanoo Inc. (“Canoo” or the “Company”) is a high-tech advanced mobility technology company with a mission to bring electric vehicles ("EVs") to everyone. We have developed a breakthrough EV platform that we believe will enable us to rapidly innovate and bring new products addressing multiple use cases to market faster than our competition and at a lower cost

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The Company's unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the SEC and accounting principles generally accepted in the United States of America (“GAAP”) for interim reporting. Accordingly, certain notes or other information that are normally required by GAAP have been omitted if they substantially duplicate the disclosures contained in the Company’s annual audited consolidated financial statements. Accordingly, the unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and related notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 30, 2023 (“Annual Report on Form 10-K”). Results of operations reported for interim periods are not necessarily indicative of results for the entire year. In the opinion of management, the Company has made all adjustments necessary to present fairly its condensed consolidated financial statements for the periods presented. Such adjustments are of a normal, recurring nature. The Company’s financial statements have been prepared under the assumption that the Company will continue as a going concern, which contemplates the realization of assets and discharge of liabilities in the normal course of business for the foreseeable future. The accompanying unaudited condensed consolidated financial statements include the results of the Company and its subsidiaries. The Company’s comprehensive loss is the same as its net loss. Except for any updates below, no material changes have occurred with respect to the Company’s significant accounting policies disclosed in Note 2 of the Notes to the Consolidated Financial Statements in Part II, Item 8 of the Annual Report on Form 10-K. Liquidity and Capital Resources As of June 30, 2023, the Company’s principal sources of liquidity are its unrestricted cash balance of $5.0 million and its access to capital under the ATM Offering (as defined in Note 13) and Yorkville facilities (as defined in Note 9). The Company has incurred losses since inception and had negative cash flow from operating activities of $129.5 million for the six months ended June 30, 2023. The Company expects to continue to incur net losses and negative cash flows from operating activities in accordance with its operating plan and expects that both capital and operating expenditures will increase significantly in connection with its ongoing activities. These conditions and events raise substantial doubt about the Company’s ability to continue as a going concern. As an early-stage growth company, the Company’s ability to access capital is critical. Although management continues to explore raising additional capital through a combination of debt financing, other non-dilutive financing and/or equity financing to supplement the Company’s capitalization and liquidity, management cannot conclude as of the date of this filing that its plans are probable of being successfully implemented. The condensed consolidated interim financial information does not include any adjustments that might result from the outcome of this uncertainty. The Company believes substantial doubt exists about the Company’s ability to continue as a going concern for twelve months from the date of issuance of our financial statements. Macroeconomic Conditions Current adverse macroeconomic conditions, including but not limited to heightened inflation, slower growth or recession, changes to fiscal and monetary policy, higher interest rates, currency fluctuations, challenges in the supply chain could negatively affect our business. Ultimately, the Company cannot predict the impact of current or worsening macroeconomic conditions. The Company continues to monitor macroeconomic conditions to remain flexible and to optimize and evolve its business as appropriate. To do this, the Company is working on projecting demand and infrastructure requirements and deploying its workforce and other resources accordingly. Property and Equipment, net Construction-in-progress is stated at historical cost and is transferred to its respective depreciable asset class once the underlying asset is ready for its intended use. Depreciation of construction-in-progress begins only once placed into service, over the estimated useful life on a straight-line basis. Useful life determination requires significant judgment. Fair Value of Financial Instruments The Company applies the provisions of ASC 820, Fair Value Measurements and Disclosures , which provides a single authoritative definition of fair value, sets out a framework for measuring fair value and expands on required disclosures about fair value measurement. Fair value represents the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses the following hierarchy in measuring the fair value of the Company’s assets and liabilities, focusing on the most observable inputs when available: • Level 1 Quoted prices in active markets for identical assets or liabilities. • Level 2 Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active for identical or similar assets and liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 Valuations are based on inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company's financial assets and liabilities not measured at fair value on a recurring basis include cash and cash equivalents, restricted cash, short-term debt, accounts payable, and other current liabilities and are reflected in the financial statements at cost. Cost approximates fair value for these items due to their short-term nature. Contingent Earnout Shares Liability The Company has a contingent obligation to issue shares of Common Stock to certain stockholders and employees upon the achievement of certain market share price milestones within specified periods (the “Earnout Shares”). The Company determined that the right to Earnout Shares represents a contingent liability that meets the definition of a derivative and recognized it on the balance sheet at its fair value upon the grant date. The right to Earnout Shares is remeasured at fair value each period through earnings. The fair value is determined using Level 3 inputs, since estimating the fair value of this contingent liability requires the use of significant and subjective inputs that may and are likely to change over the duration of the liability with related changes in internal and external market factors. The tranches were valued using a Monte Carlo simulation of the stock prices using an expected volatility assumption based on the historical volatility of the price of the Company’s stock and implied volatility derived from the price of exchange traded options on the Company’s stock. Upon the occurrence of a bankruptcy or liquidation, any unissued Earnout Shares would be fully issued regardless of whether the share price target has been met. Convertible Debt The Company accounts for convertible debt that does not meet the criteria for equity treatment in accordance with the guidance contained in ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) : Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. Accordingly, the Company elected to classify the convertible debt as a liability at amortized cost using the effective interest method. The Company classifies convertible debt based on the re-payment terms and conditions. Any discounts on the convertible debt and costs incurred upon issuance of the convertible debt are amortized to interest expense over the terms of the related convertible debt. Convertible debt is also analyzed for the existence of embedded derivatives, which may require bifurcation from the convertible debt and separate accounting treatment. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the condensed consolidated statements of operations. The variable conversion feature of the convertible debenture is considered a derivative. Refer to Note 9 for further information. Warrants The Company determines the accounting classification of warrants it issues as either liability or equity classified by first assessing whether the warrants meet liability classification in accordance with ASC 480-10, Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity ("ASC 480"), then in accordance with ASC 815-40 ("ASC 815"), Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock . Under ASC 480, warrants are considered liability classified if the warrants are mandatorily redeemable, obligate the Company to settle the warrants or the underlying shares by paying cash or other assets, or warrants that must or may require settlement by issuing variable number of shares. If warrants do not meet liability classification under ASC 480, the Company assesses the requirements under ASC 815, which states that contracts that require or may require the issuer to settle the contract for cash are liabilities recorded at fair value, irrespective of the likelihood of the transaction occurring that triggers the net cash settlement feature. If the warrants do not require liability classification under ASC 815, and in order to conclude equity classification, the Company also assesses whether the warrants are indexed to its common stock and whether the warrants are classified as equity under ASC 815 or other applicable GAAP. After all relevant assessments, the Company concludes whether the warrants are classified as liability or equity. Liability classified warrants require fair value accounting at issuance and subsequent to initial issuance with all changes in fair value after the issuance date recorded in the statements of operations. Equity classified warrants only require fair value accounting at issuance with no changes recognized subsequent to the issuance date. Refer to Note 15 for information regarding the warrants issued. Net loss per Share Basic and diluted net loss per share is computed by dividing net loss by the weighted-average number of the Company's common shares outstanding during the period, without consideration for potential dilutive securities. As the Company is in a loss position for the periods presented, diluted net loss per share is the same as basic net loss per share, since the effects of potentially dilutive securities are antidilutive.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	6 Months Ended
	Jun. 30, 2023
Accounting Standards Update and Change in Accounting Principle [Abstract]
Recent Accounting Pronouncements	Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”), in the form of ASUs, to the FASB’s Accounting Standards Codification. The Company considers the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have immaterial impact on the Company’s condensed consolidated financial position, results of operations or cash flows. Recently Issued Accounting Pronouncements Adopted In September 2022, the FASB issued ASU No. 2022-04, Liabilities—Supplier Finance Programs (Topic 405-50): Disclosure of Supplier Finance Program Obligations ("ASU 2022-04"), which adds certain disclosure requirements for a buyer in a supplier finance program. The amendments require that a buyer in a supplier finance program disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, activity during the period, changes from period to period, and potential magnitude. The amendments are expected to improve financial reporting by requiring new disclosures about the programs, thereby allowing financial statement users to better consider the effect of the programs on an entity’s working capital, liquidity, and cash flows. The amendments are effective for fiscal years beginning after December 15, 2022 on a retrospective basis, including interim periods within those fiscal years, except for the requirement to disclose roll forward information, which is effective prospectively for fiscal years beginning after December 15, 2023. The adoption of ASU 2022-04 did not have a material impact on our unaudited condensed consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In March 2023, the FASB issued ASU No. 2023-01, Leases (Topic 842): Common Control Arrangements ("ASU 2023-01"), which amends certain provisions of ASC 842 that apply to arrangements between related parties under common control. Specifically, it amends the accounting for leasehold improvements. The amendments requires a lessee in a common-control lease arrangement to amortize leasehold improvements that it owns over the improvements’ useful life to the common control group, regardless of the lease term, if the lessee continues to control the use of the underlying asset through a lease. The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted in any annual or interim period as of the beginning of the related fiscal year. The Company is currently assessing the provisions of this new pronouncement and evaluating any material impact that this guidance may have on our condensed consolidated financial statements.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements The following table summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis as required by ASC 820, by level, within the fair value hierarchy as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Fair Value Level 1 Level 2 Level 3 Liability Contingent earnout shares liability $ 449 $ — $ — $ 449 Derivative liability, current $ 4,359 $ — $ — $ 4,359 Warrant liability, non-current $ 25,269 $ — $ 25,269 $ — December 31, 2022 Fair Value Level 1 Level 2 Level 3 Liability Contingent earnout shares liability $ 3,013 $ — $ — $ 3,013 Warrant liability, current $ 17,171 $ — $ 17,171 $ — The Company’s Contingent Earnout liability and derivative liability are considered “Level 3” fair value measurement. Refer to Note 2 for discussion of the Company’s methods for valuation. The Company has a contingent obligation to issue shares of Common Stock to certain stockholders and employees upon the achievement of certain market share price milestones within specified periods. Issuances are made in three tranches of 5.0 million shares, for a total of 15.0 million shares, each upon reaching share price targets within specified time frames from December 21, 2020 ("Earnout Date"). The first tranche was not issued given the share price did not reach $18 as of December 21, 2022. The second tranche will be issued if the share price reaches $25 within four years of the closing of the Earnout Date. The third tranche will be issued if the share price reaches $30 within five years of the Earnout Date. The tranches may also be issued upon a change of control transaction that occurs within the respective timeframes and results in per share consideration exceeding the respective share price target. As of June 30, 2023, the Company has a remaining contingent obligation to issue 10.0 million shares of Common Stock. Following is a summary of the change in fair value of the Earnout Shares liability for the six months ended June 30, 2023 and June 30, 2022 (in thousands). Six Months Ended June 30, Earnout Shares Liability 2023 2022 Beginning fair value $ 3,013 $ 29,057 Change in fair value during the period $ (2,564) $ (24,936) Ending fair value $ 449 $ 4,121 The Company issued convertible debt whose conversion features meet the definition of a derivative liability which requires bifurcation. The Company estimated the fair value of the conversion feature derivative embedded in the convertible debt based on assumptions used in the Monte Carlo simulation model using the following inputs: the price of the Company’s common stock of $0.48; a risk-free interest rate of 5.3%; expected volatility of the Company’s common stock of 128.2%; expected dividend yield of 0%; and simulation period period of 0.98 years. The fair value of the conversion feature derivative measured at issuance and as of June 30, 2023 was $3.7 million resulting in a nominal amount reflected as a loss within the condensed consolidated statement of operations. The Company entered into a Lease Agreement ("Lease Agreement") with I-40 OKC Partners LLC ("I-40") which contained a "Market Value Shortfall" provision that meets the definition of a derivative. The Company estimated the fair value of the Market Value Shortfall based on assumptions used in the Monte Carlo simulation model using the following inputs as of the end of the reporting period: the price of the Company’s common stock of $0.48; shares subject to Market Value shortfall of 2.3 million shares; a risk-free interest rate of 5.4%; expected volatility of the Company’s common stock of 121.9%; expected dividend yield of 0%; and remaining term of 0.77 years. The fair value of the Market Value Shortfall derivative measured at issuance and as of June 30, 2023 was $0.6 million resulting in a nominal amount reflected as a loss within the condensed consolidated statement of operations. Six months ended June 30, 2023 Derivative liability 2023 2022 Beginning fair value — — Change in fair value during the period $ 4,359 — Ending fair value $ 4,359 —

Prepaids And Other Current Asse

Prepaids And Other Current Assets	6 Months Ended
	Jun. 30, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaids and Other Current Assets	Prepaids and Other Current Assets Prepaids and other current assets consisted of the following (in thousands): June 30, 2023 December 31, 2022 Short term deposits $ 3,493 $ 3,755 Prepaid expense 7,710 5,133 Other current assets 207 462 Prepaids and other current assets $ 11,410 $ 9,350

Inventory

Inventory	6 Months Ended
	Jun. 30, 2023
Inventory Disclosure [Abstract]
Inventory	Inventory    As of June 30, 2023 and December 31, 2022, the inventory balance was $5.3 million and $3.0 million respectively, which consisted primarily of raw materials related to the production of vehicles for sale. No write-downs were recorded for the three and six months ended June 30, 2023 and year ended December 31, 2022.

Property and Equipment, net

Property and Equipment, net	6 Months Ended
	Jun. 30, 2023
Property, Plant and Equipment, Net [Abstract]
Property and Equipment, net	Property and Equipment, net Property and equipment, net consisted of the following (in thousands): June 30, December 31, Tooling, machinery, and equipment 61,630 32,863 Computer hardware 8,921 8,850 Computer software 9,128 9,053 Building 28,475 — Land 5,800 — Vehicles 1,527 1,356 Furniture and fixtures 742 742 Leasehold improvements 15,246 14,956 Construction-in-progress 273,668 276,968 Total property and equipment 405,137 344,788 Less: Accumulated depreciation (42,525) (33,388) Property and equipment, net $ 362,612 $ 311,400 Construction-in-progress is primarily related to the development of manufacturing lines as well as equipment and tooling necessary in the production of the Company’s vehicles. Completed tooling assets are transferred to their respective asset classes and depreciation begins when an asset is ready for its intended use.

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	6 Months Ended
	Jun. 30, 2023
Accrued Liabilities, Current [Abstract]
Accrued Expenses and Other Current Liabilities	Accrued Expenses and Other Current liabilities Accrued expenses consisted of the following (in thousands): June 30, December 31, Accrued property and equipment purchases $ 33,463 $ 24,797 Accrued research and development costs 20,196 17,736 Accrued professional fees 12,232 8,112 Other accrued expenses 15,071 12,446 Total accrued expenses $ 80,962 $ 63,091

Convertible Debt

Convertible Debt	6 Months Ended
	Jun. 30, 2023
Debt Disclosure [Abstract]
Convertible Debt	Convertible Debt Yorkville PPA On July 20, 2022, the Company entered into a Pre-Paid Advance Agreement (the "PPA") with YA II PN, Ltd. ("Yorkville") pursuant to which the Company could request advances of up to $50.0 million in cash from Yorkville, with an aggregate limit of $300.0 million (the "Pre-Paid Advance"). Amounts outstanding under Pre-Paid Advances could be offset by the issuance of shares of Common Stock to Yorkville at a price per share calculated pursuant to the PPA as the lower of 120% of the daily volume-weighted average price (“VWAP”) on Nasdaq as of the day immediately preceding the date a Pre-Paid Advance was made (“Fixed Price”) or 95% of the VWAP on Nasdaq as of the day immediately preceding the conversion date, which in no event would be less than $1.00 per share (“Floor Price”). The third PPA amended the purchase price to be the lower of 110% of the VWAP on Nasdaq as of the day immediately preceding the date a Pre-Paid Advance was made (“Amended Fixed Price”) or 95% of the VWAP on Nasdaq during the five days immediately preceding the conversion date, which in no event would be less than $0.50 per share (“Amended Floor Price”). The Company's stockholders approved the Amended Floor Price, which was proposed and voted on at the special meeting of Company stockholders held on January 24, 2023. The issuance of the shares of Common Stock under the PPA is subject to certain limitations, including that the aggregate number of shares of Common Stock issued pursuant to the PPA (including the aggregation with the issuance of shares of Common Stock under Standby Equity Purchase Agreement entered into by the Company with Yorkville on May 10, 2022 (the “SEPA”), which was terminated effective August 26, 2022) cannot exceed 19.9% of the Company's outstanding shares of Common Stock as of May 10, 2022 ("Exchange Cap"). The Company's stockholders approved the issuance of shares of the Company’s Common Stock in excess of the Exchange Cap, which was proposed and voted on at the special meeting of Company stockholders held on January 24, 2023. Interest accrues on the outstanding balance of any Pre-Paid Advance at an annual rate equal to 5%, subject to an increase to 15% upon events of default described in the PPA. Each Pre-Paid Advance has a maturity date of 15 months from the Pre-Paid Advance Date. Yorkville is not entitled to participate in any earnings distributions until a Pre-Paid Advance is offset with shares of Common Stock. On July 22, 2022, the Company received an aggregate of $49.5 million on account of the first Pre-Paid Advance in accordance with the PPA. On August 26, 2022, the Company received an aggregate of $39.6 million on account of the second Pre-Paid Advance in accordance with the PPA. The net proceeds received by the Company from Yorkville include a 1% discount of the Pre-Paid Advance in accordance with the PPA. As of September 6, 2022, the first Pre-Paid Advance was fully paid off through the issuance of 15.1 million shares of Common Stock to Yorkville. As of November 11, 2022, the second Pre-Paid Advance was paid off primarily through the issuance of 19.4 million shares of Common Stock to Yorkville, in addition to $2.5 million in cash. On October 5, 2022, the Company entered into the PPA pursuant to a Side Letter in which the parties agreed that the Company will be permitted to submit sales orders, and consummate sales pursuant to such orders, for the ATM Offering beginning on October 5, 2022 for so long as the Company pays Yorkville the sum of $1.0 million per calendar week to be applied in the order of priority set forth in the PPA Side Letter. Failure to make timely payments under the PPA Side Letter will automatically result in the reinstatement of restrictions on the Company’s ability to consummate sales under the ATM Sales Agreement and will be deemed an event of default. On November 10, 2022, the Company received an aggregate of $20.0 million on account of the third Pre-Paid Advance in accordance with the PPA. On December 31, 2022, the Company received an aggregate of $32.0 million on account of the fourth Pre-Paid Advance in accordance with the PPA ("Yorkville facilities"). In accordance with the second supplemental agreement, the fourth Pre-Paid Advance may, at the sole option of Yorkville, be increased by up to an additional $8.5 million (the "YA PPA Option"). On January 13, 2023, Yorkville partially exercised their option, and increased their investment amount by $5.3 million, which resulted in net proceeds of $5.0 million, and was applied to the fourth PPA. Pursuant to the second supplemental agreement, the fourth Pre-Paid Advance included issuances of warrants to Yorkville. Of the aggregate fourth Pre-Paid Advance proceeds, $14.8 million was allocated to convertible debt presented in the consolidated balance sheets as of December 31, 2022, and an additional $2.3 million was allocated to convertible debt as a result of Yorkville exercising the YA PPA Option. Refer to Note 15, Warrants, for further information on the warrants and the allocation of proceeds. As of June 30, 2023, 66.8 million shares of Common Stock have been issued to Yorkville under the third and fourth Pre-Paid Advance. The loss on extinguishment of debt from repaying the Yorkville facilities was $26.7 million and interest expense incurred as a result of effective interest under the PPA was $0.5 million. Other than the balance to be paid pursuant to the PPA Side Letter, the PPA provides that in respect of any Pre-Paid Advance, if the VWAP of shares of Common Stock is less than the Floor Price for at least five trading days during a period of seven consecutive trading days or the Company has issued substantially all of the shares of Common Stock available under the Exchange Cap, then the Company is required to make monthly cash payments of amounts outstanding under any Pre-Paid Advance beginning on the 10th calendar day and continuing on the same day of each successive calendar month until the entire amount of such Pre-Paid Advance balance has been paid or until the payment obligation ceases. Pursuant to the PPA, the monthly payment obligation ceases if the Exchange Cap no longer applies and the VWAP is greater than the Floor Price for a period of five consecutive trading days, unless a subsequent triggering date occurs. The Company, at its option, has the right, but not the obligation, to repay early in cash a portion or all amounts outstanding under any Pre-Paid Advance, provided that the VWAP of the Common Stock is less than the Fixed Price during a period of three consecutive trading days immediately prior to the date on which the Company delivers a notice to Yorkville of its intent and such notice is delivered at least 10 trading days prior to the date on which the Company will make such payment. If elected, the early repayment amount is to include a 3% redemption premium (“Redemption Premium”). If any Pre-Paid Advances are outstanding and any event of default has occurred, the full amount outstanding under the Pre-Paid Advances plus the Redemption Premium, together with interest and other amounts owed in respect thereof, will become, at Yorkville’s election, immediately due and payable in cash. Yorkville April Convertible Debenture On April 24, 2023, the Company entered into a Securities Purchase Agreement with Yorkville, in connection with the issuance and sale by the Company of convertible debentures in an aggregate principal amount of $48.0 million (the "April Convertible Debenture"). The net proceeds received by the Company from Yorkville includes a 6% discount of the Loan in accordance with the April Convertible Debenture. Of the aggregate proceeds, $41.4 million was allocated to convertible debt presented in the consolidated balance sheets as of June 30, 2023, and $3.7 million was allocated to derivative liabilities for an embedded redemption feature included in the April Convertible Debenture. Amounts outstanding under the April Convertible Debenture could be offset by the issuance of shares of Common Stock to Yorkville at a price per share calculated pursuant to the April Convertible Debenture as the lower of $1.00 (“Fixed Price”) or 95% of the lowest daily VWAP on Nasdaq as of the five days immediately preceding the conversion date (“Variable Price”), which in no event would be less than $0.14 per share (“Floor Price”). The issuance of the shares of Common Stock under the April Convertible Debenture is subject to certain limitations, including that the aggregate number of shares of Common Stock issued pursuant to the Convertible Debenture cannot exceed 95.4 million ("Exchange Cap"). Interest accrues on the outstanding balance of the April Convertible Debenture at an annual rate equal to 1%, subject to an increase to 15% upon events of default described in the April Convertible Debenture. The April Convertible Debenture has a maturity date of June 24, 2024. Yorkville is not entitled to participate in any earnings distributions until the April Convertible Debenture is offset with shares of Common Stock. As of June 30, 2023, 35.7 million shares of Common Stock have been issued to Yorkville resulting in a loss on extinguishment of debt of $0.9 million. During the three and six months ended June 30, 2023, the Company incurred $0.1 million of interest expense and $1.5 million of amortization of debt discount. The April Convertible Debenture provides that if the VWAP of shares of Common Stock is less than the Floor Price for at least five trading days during a period of seven consecutive trading days (“Trigger Date”) or the Company has issued substantially all of the shares of Common Stock available under the Exchange Cap, or the Company is unable to issue Common Stock to Yorkville which may be freely resold by Yorkville without any limitations or restrictions, including, without limitation, due to a stop order or suspension of the effectiveness of the Registration Statement, then the Company is required to make monthly cash payments of amounts outstanding under the April Convertible Debenture beginning on the 10th Trading Day after the Trigger Date and continuing on the same day of each successive calendar month until the entire amount of the April Convertible Debenture balance has been paid or until the payment obligation ceases. Pursuant to the April Convertible Debenture, the monthly payment obligation ceases if the Exchange Cap no longer applies and the VWAP is greater than the Floor Price for a period of five consecutive trading days, unless a subsequent triggering date occurs. The Company, at its option, has the right, but not the obligation, to repay early in cash a portion or all amounts outstanding under the April Convertible Debenture, provided that the VWAP of the Common Stock is less than the Fixed Price during a period of three consecutive trading days immediately prior to the date on which the Company delivers a notice to Yorkville of its intent and such notice is delivered at least 10 trading days prior to the date on which the Company will make such payment. If elected, the early repayment amount is to include a 5% redemption premium (“Redemption Premium”). If any event of default has occurred, the full amount outstanding under the Loan plus the Redemption Premium, together with interest and other amounts owed in respect thereof, will become, at Yorkville’s election, immediately due and payable in cash.

Operating Leases

Operating Leases	6 Months Ended
	Jun. 30, 2023
Leases [Abstract]
Operating Leases	Operating leases Michigan Lease On October 20, 2021, the Company entered into a real estate lease for office space ("Michigan office lease") and research and development space ("Michigan R&D lease") located in Auburn Hills, Michigan (collectively the “Michigan lease”). The Michigan lease contains one option to extend the term for an additional five years. At the inception of the lease, it was not reasonably certain we would exercise the option to extend the term of the lease. The Company gained control of the underlying assets under the Michigan lease in 2022. The Michigan lease expires on January 31, 2033 and is classified as an operating lease. Arkansas Facility Lease On January 21, 2022, the Company entered into a real estate lease for its industrialization facility in Bentonville, Arkansas ("Bentonville lease"). The original lease term is 10 years and commenced on February 1, 2022. The Bentonville lease contains an option to extend the term for 10 years and is classified as an operating lease. At the inception of the lease, it was not reasonably certain we would exercise any of the options to extend the term of the leases. Oklahoma Battery Manufacturing Facility Lease On November 1, 2022, the Company entered into a commercial lease of an approximately 100,000 square foot manufacturing facility located in the MidAmerica Industrial Park in Pryor, Oklahoma with the Oklahoma Ordnance Works Authority for the assembly of its proprietary battery modules. The lease term is approximately 10 years with lessee's right to terminate after 5 years. Justin Texas Lease On January 31, 2023, Canoo Technologies Inc. entered into a real estate lease for an approximately 8,000 square foot facility in Justin, Texas with an entity owned by Tony Aquila, Executive Chair and Chief Executive Officer ("CEO") of the Company. The initial lease term is three years, five months, commencing on November 1, 2022 and terminating on March 31, 2026, with one option to extend the term of the lease for an additional five years. Prior to execution, the contract was a month-to-month arrangement. The total minimum lease payments over the initial lease term is $0.3 million. Oklahoma Manufacturing Facility Lease On November 9, 2022, the Company entered into a PSA with Terex for the purchase of approximately 630,000 square foot vehicle manufacturing facility on approximately 121 acres in Oklahoma City, Oklahoma. On April 7, 2023, pursuant to the assignment of real estate purchase agreement, the Company assigned the right to purchase the Property to I-40 Partners, a special purpose vehicle managed by entities affiliated with the CEO. The Company then entered into a lease agreement with I-40 Partners commencing April 7, 2023. The lease term is approximately ten years with a five year renewal option and the minimum aggregate lease payment over the initial term is expected to be approximately $44.3 million, which includes equity portion of rent composed of $1.5 million fully vested non-refundable shares. Refer to Note 15 on warrants issued in conjunction with this lease. The lease was evaluated as a sale and leaseback of real estate because the Company was deemed to control the asset once the rights under the PSA were assigned to I-40 Partners. We accounted for the transaction as a financing lease since the lease agreement contains a repurchase option which precludes sale and leaseback accounting. The purchase option is exercisable between the third and fourth anniversary of the lease commencement in the greater of the fair value or a 150% of the amounts incurred by Landlord for the purchase price for the Property, the construction allowance, and expenses incurred with the purchase of the Property. The lease did not qualify for sale-leaseback accounting and was accounted for as a financing obligation. Under a failed sale-leaseback transaction, the real estate assets generally recorded on the consolidated balance sheet and are depreciated over their useful lives while a failed sale and leaseback financing obligation is recognized for the proceeds. As a result, the Company recorded an asset and a corresponding finance liability in the amount of the purchase price of $34.2 million. The financing liability was initially allocated to the warrants issued to I-40 valued at $0.9 million described in Note 15 and the derivative liability valued at $0.6 million described in Note 4. As described above, for the failed sale and leaseback transaction, we reflect the real estate asset on our Balance Sheets in Property and equipment, net as if we were the legal owner, and we continue to recognize depreciation expense over the estimated useful life. We do not recognize rent expense related to the lease, but we have recorded a liability for the failed sale and leaseback obligation and monthly interest expense. The Company could not readily determine the implicit rate in the lease, as such the Company imputed an interest rate of approximately 10%. There have been no gains or losses recorded in connection with the transactions described above. Future minimum payments under the failed sale leaseback are as follows (in thousands): 2023 (excluding the six months ended June 30, 2023) 1,087 2024 3,200 2025 3,635 2026 4,097 2027 4,302 Thereafter 26,031 Total payments 42,352 Lease Portfolio The Company uses an estimated incremental borrowing rate based on information available at lease commencement to determine the present value of lease payments when the rate implicit in the lease is not readily determinable. The weighted average discount rate used was 6.70%. As of June 30, 2023, the remaining operating lease ROU asset and operating lease liability were approximately $37.9 million and $40.2 million, respectively. As of December 31, 2022, the operating lease ROU asset and operating lease liability were approximately $39.3 million and $40.8 million, respectively. As of June 30, 2023 and December 31, 2022, $2.9 million and $2.2 million, respectively, of the lease liability was determined to be short term and was included in accrued expenses Related party lease expense related to the Company's leases in Justin, Texas was $0.2 million and $0.3 million for the three and six months ended June 30, 2023, respectively. Related party lease expense related to the Company's leases in Justin, Texas was $0.2 million and $0.3 million for the three and six months ended June 30, 2022, respectively. Certain lease agreements also provide the Company with the option to renew for additional periods. These renewal options are not considered in the remaining lease term unless its reasonably certain that the Company will exercise such options. The weighted average remaining lease term as of June 30, 2023 and December 31, 2022 was 9.2 years and 9.7 years, respectively. Throughout the term of the lease agreements, the Company is responsible for paying certain operating costs, in addition to rent, such as common area maintenance, taxes, utilities, and insurance. These additional charges are considered variable lease costs and are recognized in the period in which costs are incurred. Maturities of the Company’s operating lease liabilities at June 30, 2023 were as follows (in thousands): Operating 2023 (excluding the six months ended June 30, 2023) $ 2,681 2024 5,573 2025 5,728 2026 5,504 2027 5,532 Thereafter 29,520 Total lease payments 54,538 Less: imputed interest (1) 14,366 Present value of operating lease liabilities 40,172 Current portion of operating lease liabilities (2) 2,864 Operating lease liabilities, net of current portion $ 37,308 __________________________ (1) Calculated using the incremental borrowing rate (2) Included within Accrued expenses and other current liabilities line item on the Condensed Consolidated Balance Sheet.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments In connection with the commencement of the Company's Bentonville, Arkansas and Michigan leases in 2022, the Company issued standby letters of credit of $9.5 million and $1.1 million, respectively which are included in restricted cash within the accompanying consolidated balance sheet as of June 30, 2023. Refer to Note 10 for information regarding operating lease commitments. Legal Proceedings From time to time, the Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. Some of these claims, lawsuits and other proceedings may involve highly complex issues that are subject to substantial uncertainties, and could result in damages, fines, penalties, non-monetary sanctions or relief. On April 2, 2021 and April 9, 2021, the Company was named as a defendant in putative class action complaints filed in California on behalf of individuals who purchased or acquired shares of the Company’s stock during a specified period. Through the complaint, plaintiffs are seeking, among other things, compensatory damages. The Company has filed a pending motion to dismiss the complaints. On February 28, 2023, the court granted the Company’s motion to dismiss with leave to amend. On March 10, 2023, the lead plaintiff filed a second amended consolidated complaint. On March 23, 2023, the court entered a stipulated order setting a briefing schedule on the Company’s anticipated motion to dismiss the second amended consolidated complaint. On April 10, 2023, the court entered a stipulated order granting the lead plaintiff leave to file a third amended consolidated complaint and relieving defendants of any obligation to respond to the second amended consolidated complaint. Under the April 10, 2023 order, within 14 days of the release of any order regarding a settlement between the Company and the SEC, the parties shall confer and jointly submit a proposed schedule for the filing of any third amended consolidated complaint and for the filing of the defendant's response to the third amended consolidated complaint. The final determinations of liability arising from these litigation matters will only be made following comprehensive investigations and litigation processes. On August 4, 2023, the SEC announced settled charges against the Company, its former Chief Executive Officer, Ulrich Kranz, and its former Chief Financial Officer, Paul Balciunas, for making inaccurate revenue projections. The SEC also charged Canoo and Kranz with misconduct related to nearly $1 million in undisclosed executive compensation. Without admitting or denying the SEC's allegations, Kranz and Balciunas have each consented to the entry of judgments against them, which are subject to court approval. Kranz agreed to be permanently enjoined from violating the anti-fraud provision of Section 17(a)(3) of the Securities Act of 1933 and the proxy solicitation provisions of Section 14(a) of the Securities Exchange Act of 1934 and Rules 14a-3 and 14a-9 thereunder, as well as from aiding and abetting violations of the reporting provisions of Section 13(a) of the Exchange Act and Rules 12b-20, 13a-1, and 13a-11 thereunder. Kranz also consented to a three-year officer and director bar and payment of a $125,000 civil penalty. Balciunas agreed to be permanently enjoined from violating Section 14(a) of the Exchange Act and Rule 14a-3 thereunder, as well as from aiding and abetting violations of Section 13(a) of the Exchange Act and Rule 13a-11 thereunder. Balciunas further consented to a two-year officer and director bar, payment of $7,500 in disgorgement and prejudgment interest, and a $50,000 civil penalty. The SEC also instituted a related settled administrative proceeding against the Company. Without admitting or denying the findings, the Company agreed to the entry of a cease-and-desist order prohibiting further violations of Sections 17(a)(2) and (3) of the Securities Act, Sections 13(a) and 14(a) of the Exchange Act and Rules 12b-20, 13a-1, 13a-11, 14a-3 and 14a-9 thereunder. The company also agreed to pay a civil penalty of $1,500,000. In March 2022, the Company received demand letters on behalf of shareholders of the Company identifying purchases and sales of the Company’s securities within a period of less than six months by DD Global Holdings Ltd. (“DDG”) that resulted in profits in violation of Section 16(b) of the Exchange Act. On May 9, 2022, the Company brought an action against DDG in the Southern District of New York seeking the disgorgement of the Section 16(b) profits obtained by DDG from such purchases and sales. In the action, the Company seeks to recover an estimated $61.1 million of Section 16(b) profits. Oral argument has not been scheduled and discovery has not yet commenced. At this time, the Company does not consider any such claims, lawsuits or proceedings that are currently pending, individually or in the aggregate, including the matters referenced above, to be material to the Company’s business or likely to result in a material adverse effect on its future operating results, financial condition or cash flows should such proceedings be resolved unfavorably. Indemnifications In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to vendors, lessors, investors, directors, officers, employees and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company’s breach of such agreements, services to be provided by the Company, or from intellectual property infringement claims made by third-parties. These indemnifications may survive termination of the underlying agreement and the maximum potential amount of future payments the Company could be required to make under these indemnification provisions may not be subject to maximum loss clauses. The Company provided indemnifications to certain of its officers and employees with respect to claims filed by a former employee.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions On November 25, 2020, Canoo Holdings Ltd., prior to the Company's merger with HCAC ("Legacy Canoo") entered into an agreement, which remains in effect, with the CEO of the Company to reimburse Mr. Aquila for certain air travel expenses based on certain agreed upon criteria (“aircraft reimbursement”). The total aircraft reimbursement to Mr. Aquila for the use of an aircraft owned by Aquila Family Ventures, LLC (“AFV"), an entity controlled by Mr. Aquila, for the purposes related to the business of the Company was $0.9 million and $1.4 million for the three and six months ended June 30, 2023, respectively. The reimbursement was approximately $0.2 million and $0.6 million for the three and six months ended June 30, 2022, respectively. In addition, certain AFV staff provided the Company with shared services support in its Justin, Texas corporate office facility. For the three and six months ended June 30, 2023, the Company paid AFV approximately $0.5 million and $1.0 million, respectively, for these services. For the three and six months ended June 30, 2022, the Company paid AFV approximately $0.3 million and $0.5 million, respectively, for these services. On May 10, 2022, the Company entered into Common Stock Subscription Agreement providing for the purchase of an aggregate of $13.7 million shares of the Company’s Common Stock at a price of $3.65 per share for an aggregate purchase price of $50.0 million ("May 2022 PIPE"). The purchasers of the shares are special purpose vehicles managed by entities affiliated with Mr. Aquila. The closing of the May 2022 PIPE occurred on May 20, 2022. On June 22, 2023, the Company entered into a Common Stock and Common Warrant Subscription Agreement with certain special purpose vehicles managed by entities affiliated with Mr. Aquila ("June 2023 PIPE"). The Subscription Agreement provides for the sale and issuance by the Company of 16.3 million shares of the Company’s Common Stock, together with warrants to purchase up to 16.3 million shares of Common Stock at a combined purchase price of $0.54 per share and accompanying warrants. The total net proceeds from the transaction was $8.8 million. The warrant issued is further discussed in Note 15.

Equity

Equity	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
Equity	Equity At-The-Market Offering Program On August 8, 2022, the Company entered into an Equity Distribution Agreement (as supplemented by side letters entered into on August 8, 2022 and on October 5, 2022, the “ATM Sales Agreement”) with Evercore Group L.L.C. ("Evercore") and H.C. Wainwright & Co., LLC (collectively, the "agents"), to sell shares of Common Stock having an aggregate sales price of up to $200.0 million, from time to time, through an “at-the-market offering” program under which the agents act as sales agents (the “ATM Offering”). The sales are made by any method permitted by law deemed to be an “at-the-market offering” as defined in Rule 415 promulgated under the Securities Act of 1933, as amended. The Company is not obligated to sell any shares of Common Stock under the ATM Sales Agreement and may at any time suspend solicitation and offers thereunder. On October 5, 2022, the Company entered into a Side Letter to the ATM Sales Agreement, pursuant to which, notwithstanding the existence of outstanding balances under the PPA (refer to Note 9) as of October 5, 2022, but only for so long as any portion of such balance is outstanding, the agents agreed to allow the Company to submit orders to sell Common Stock of the Company under the ATM Sales Agreement beginning on October 5, 2022. In addition, pursuant to the Side Letter to the ATM Sales Agreement, during the period from October 5, 2022 until the beginning of the third business day after the Company files its Annual Report on Form 10-K for the fiscal year ended December 31, 2022: (i) only H.C. Wainwright may be designated as a Designated Manager under the ATM Sales Agreement and receive the entire compensation payable thereunder (equal to 3.0% of the gross proceeds of the shares of Common Stock sold), and (ii) for so long as H.C. Wainwright acts as the sole Designated Manager, H.C. Wainwright agreed to waive the additional fee of 1.5% of the gross proceeds from any sales under the ATM Sales Agreement. On February 28, 2023, Evercore delivered to us a notice to terminate the ATM Sales Agreement with respect to itself, which termination became effective on February 28, 2023. During the three and six months ended June 30, 2023, the Company sold 1.9 million shares of Common Stock at prices ranging from $0.60 to $0.71 for net proceeds of $1.2 million under the ATM Offering. Yorkville Standby Equity Purchase Agreement On May 10, 2022, the Company entered into the SEPA with Yorkville. Pursuant to the SEPA, the Company could sell to Yorkville up to $250.0 million o f its shares of Common Stock, at the Company’s request any time during the 36 months following the execution of the SEPA. Under the agreement, the Company issued 14.2 million shares of Common Stock to Yorkville, respectively, for cash proceeds of $32.5 million with a portion of the shares issued a s non-cash stock purchase discount under the SEPA. Effective August 26, 2022, the Company terminated the SEPA. At the time of termination, there were no outstanding borrowings, advance notices, shares of Common Stock to be issued or fees due under the SEPA. Other Issuances of Equity On February 5, 2023, the Company entered into a securities purchase agreement ("SPA") with certain investors. The SPA provides for the sale and issuance by the Company of 50.0 million shares of the Company's Common Stock, together with warrants to purchase up to 50.0 million shares of Common Stock (the “SPA Warrants”) at a combined purchase price of $1.05 per share and accompanying warrants. The total net proceeds from the transaction was $49.4 million. On February 5, 2023, the Company also issued warrants to purchase 2.0 million shares of our Common Stock (the “Placement Agent Warrants”) to our placement agent as part of the compensation payable for acting as our exclusive placement agent in connection with the SPA. The Placement Agent Warrants had the same terms as the warrants issued under the SPA. These warrants are equity classified and was measured at fair value on the issuance date. As of June 30, 2023, $1.6 million is reflected on the condensed consolidated statement of stockholders' equity as it relates to the issuance of these warrants. The Company entered into other equity agreements including the Yorkville PPA and April Convertible Debenture discussed in Note 9, the May 2022 PIPE and June 2023 PIPE discussed in Note 12, and warrants issued to various parties discussed in Note 15.

Stock-based Compensation

Stock-based Compensation	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	Stock-based Compensation Restricted Stock Units The Company granted stock to compensate existing employees and attract top talent, primarily through various forms of equity, including restricted stock unit awards (“RSU”). Each RSU represents a contingent right to receive one share of Common Stock. During the three and six months ended June 30, 2023, 7.8 million and 9.5 million RSUs were granted subject to time-based vesting, respectively. During the three and six months ended June 30, 2022, 8.9 million and 11.7 million RSUs were granted subject to time-based vesting, respectively. The total fair value of restricted stock units granted during the three and six months ended June 30, 2023 were $5.5 million and $6.7 million, respectively. The total fair value of restricted stock units granted during the three and six months ended June 30, 2022 were $30.3 million and $47.1 million, respectively. Performance-Based Restricted Stock Units Performance stock unit awards (“PSU”) represent the right to receive a share of Common Stock if service, performance, and market conditions, or a combination thereof, are met over a defined period. PSUs that contain a market condition, such as stock price milestones, are subject to a Monte Carlo simulation model to determine the grant date fair value by simulating a range of possible future stock prices for the Company over the performance period. The grant date fair value of the market condition PSUs is recognized as compensation expense over the greater of the Monte Carlo simulation model’s derived service period and the arrangement’s explicit service period, assuming both conditions must be met. PSUs subject to performance conditions, such as operational milestones, are measured on the grant date, the total fair value of which is calculated as the product of the number of PSUs and the grant date stock price. Compensation expense for PSUs with a performance condition is recorded each period based upon a probability assessment of the expected outcome of the performance metric with a final adjustment upon measurement at the end of the performance period. The PSUs vest based on the Company's achievement of certain specified operational milestones by various dates through December 2025. The Company granted no PSUs to employees during the three and six months ended June 30, 2023, respectively. The Company granted 4.2 million PSUs to employees during the three and six months ended June 30, 2022, with a total grant date fair value of $13.8 million. As of June 30, 2023, the Company's analysis determined that these operational milestone events are probable of achievement and as such, compensation expense excluding the impact of forfeitures of $1.1 million and $2.3 million has been recognized for previously awarded PSUs to employees during the three and six months ended June 30, 2023, respectively. The compensation expense was recognized during the three and six months ended June 30, 2022 was $1.6 million. There were no PSUs granted to the CEO during the three and six months ended June 30, 2023 and 2022. The compensation expense recognized for previously awarded PSUs to the CEO was $3.6 million and $7.1 million for the three and six months ended June 30, 2023, respectively. The compensation expense recognized for previously awarded PSUs to the CEO was $4.4 million and $9.1 million for the three and six months ended June 30, 2022, respectively. The following table summarizes the Company’s stock-based compensation expense by line item for the three and six months ended June 30, 2023 and 2022 (in thousands): Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Research and development $ 209 $ 8,190 $ 4,344 $ 15,126 Selling, general and administrative 6,498 12,583 12,199 26,327 Total $ 6,707 $ 20,773 $ 16,543 $ 41,453 The Company’s total unrecognized compensation cost as of June 30, 2023 was $37.4 million 2020 Employee Stock Purchase Plan The 2020 Employee Stock Purchase Plan (the “2020 ESPP”) was adopted by the board of directors on September 18, 2020, approved by the stockholders on December 18, 2020, and became effective on December 21, 2020 with the merger between HCAC and Legacy Canoo. On December 21, 2020, the board of directors delegated its authority to administer the 2020 ESPP to the Compensation Committee. The Compensation Committee determined that it is in the best interests of the Company and its stockholders to implement successive three-month purchase periods. The 2020 ESPP provides participating employees with the opportunity to purchase up to a maximum number of shares of Common Stock of 4,034,783, plus the number of shares of Common Stock that are automatically added on January 1st of each year for a period of ten years, in an amount equal to the lesser of (i) 1% of the total number of shares of Common Stock outstanding on December 31st of the preceding calendar year, and (ii) 8,069,566 shares of Common Stock. During the three and six months ended June 30, 2023, total employee withholding contributions for the 2020 ESPP was $0.2 million and $0.6 million, respectively. During the three and six months ended June 30, 2022, total employee withholding contributions for the 2020 ESPP was $0.8 million and $2.0 million, respectively. Approximately $0.1 million and $0.3 million of stock-based compensation expense was recognized for the 2020 ESPP during the three and six months ended June 30, 2023, respectively, and $0.5 million and $0.9 million of stock-based compensation expense was recognized for the 2020 ESPP during the three and six months ended June 30, 2022, respectively.

Warrants

Warrants	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
Warrants	Warrants Public Warrants As of June 30, 2023, the Company had 23,755,069 public warrants outstanding. Each public warrant entitles the registered holder to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The public warrants will expire on December 21, 2025, or earlier upon redemption or liquidation. There were no public warrants exercised for the three and six months ended June 30, 2023 and 2022. VDL Nedcar Warrants In February 2022, the Company and a company related to VDL Nedcar entered into an investment agreement, under which the VDL Nedcar-related company agreed to purchase shares of Common Stock for an aggregate value of $8.4 million, at the market price of Common Stock as of December 14, 2021. As a result, the Company issued 972,222 shares of Common Stock upon execution of the agreement. The Company also issued a warrant to purchase an aggregate 972,222 shares of Common Stock to VDL Nedcar at exercise prices ranging from $18 to $40 per share, which are classified as equity. The exercise period is from November 1, 2022 to November 1, 2025 ("Exercise Period"). The warrant can be exercised in whole or in part during the Exercise Period but can only be exercised in three equal tranches and after the stock price per Common Stock has reached at least the relevant exercise price. The $8.4 million received from VDL Nedcar is included as a financing cash inflow in the accompanying condensed consolidated statement of cash flows for the six months ended June 30, 2022. The shares of Common Stock issued to VDL Nedcar are included in the accompanying condensed consolidated statement of stockholders' equity for the six months ended June 30, 2022. Walmart Warrants On July 11, 2022, Canoo Sales, LLC, a wholly-owned subsidiary of the Company, entered into an Electric Vehicle Fleet Purchase Agreement (the “Walmart EV Fleet Purchase Agreement") with Walmart. Pursuant to the Walmart EV Fleet Purchase Agreement, subject to certain acceptance and performance criteria, Walmart agreed to purchase at least 4,500 EVs, with an option to purchase up to an additional 5,500 EVs, for an agreed upon capped price per unit determined based on the EV model. The Walmart EV Fleet Purchase Agreement (excluding any work order or purchase order as a part thereof) has a five-year term, unless earlier terminated. In connection with the Walmart EV Fleet Purchase Agreement, the Company entered into a Warrant Issuance Agreement with Walmart pursuant to which the Company issued to Walmart a Warrant to purchase an aggregate of 61.2 million shares of Common Stock, subject to certain anti-dilutive adjustments, at an exercise price of $2.15 per share, which represented approximately 20% ownership in the Company on a fully diluted basis as of the issuance date. As a result of the anti-dilution adjustments, the Warrant is currently exercisable for an aggregate of 62.1 million shares of Common Stock at a per share exercise price of $2.12. The Warrant has a term of 10 years and is vested with respect to 15.3 million shares of Common Stock. Thereafter, the Warrant will vest quarterly in amounts proportionate with the net revenue realized by the Company from transactions with Walmart or its affiliates under the Walmart EV Fleet Purchase Agreement or enabled by any other agreement between the Company and Walmart, and any net revenue attributable to any products or services offered by Walmart or its affiliates related to the Company, until such net revenue equals $300.0 million, at which time the Warrant will have vested fully. Since the counterparty is also a customer, the issuance of the Warrant was determined to be consideration payable to a customer within the scope of ASC 606, Revenue from Contracts with Customers , and was measured at fair value on the Warrant’s issuance date. Warrants that vested immediately resulted in a corresponding other asset presented on the condensed consolidated balance sheets under ASC 606 and amortized on a pro-rata basis, commencing upon initial performance, over the term of the Walmart EV Fleet Purchase Agreement. The fair value of the Warrants at the issuance date was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 10 Risk free interest rate 3.0 % Expected volatility 91.3 % Dividend yield — % Exercise price $ 2.15 Stock price $ 3.63 Estimates were determined as follows: (i) expected term based on the warrant’s contractual term, (ii) based on the blended volatilities of historical and implied market volatility of the Company, (iii) risk-free interest rates based on US Treasury yield for the expected term, and (iv) an expected dividend yield of zero percent was used since we did not yet and not yet presently expect to pay dividends. As of June 30, 2023, a total of 15.3 million warrants have vested, of which none have been exercised. Yorkville Warrants In connection with the Yorkville PPA discussed in Note 9, the Company issued warrants to Yorkville to purchase an aggregate of 29.6 million shares of Common Stock, with an exercise price of $1.15 per share and expiration date of December 31, 2023. On January 13, 2023 Yorkville partially exercised their option to increase their investment and the Company issued warrants to Yorkville to purchase an additional 4.6 million shares of Common Stock. Upon the expiration of the option on January 31, 2023, a $0.3 million gain was recognized as a result of remeasuring the warrant liability and $19.5 million was reclassified from liability to additional paid in capital. The exercise price of the warrants was adjusted to $1.05 per share on February 9, 2023 and subsequently adjusted to $0.62 per share on April 24, 2023. The fair value of the warrants upon the expiration of the option period was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (year) 0.9 Expected volatility 116.4 % Expected dividend rate — % Risk free rate 4.7 % Estimated fair value per warrant $ 0.57 Exercise price $ 1.05 Stock price $ 1.20 Estimates were determined as follows: (i) expected term based on the warrant’s contractual term, (ii) based on the blended volatilities of historical and implied market volatility of the Company, (iii) risk-free interest rates based on US Treasury yield for the expected term, and (iv) an expected dividend yield of zero percent was used since we did not yet and do not presently expect to pay dividends. As of June 30, 2023 the Company had issued warrants to Yorkville to purchase an aggregate of 34.2 million shares of Common Stock, of which all of the warrants have been exercised at a price of $0.62 per share, for gross cash proceeds of $21.2 million. SPA Warrants On February 5, 2023, the Company received net proceeds of $49.4 million in connection with the SPA. The Company issued warrants ("SPA warrants") to multiple parties to purchase an aggregate of 50.0 million shares of Common Stock, with an exercise price of $1.30 per share and will be initially exercisable beginning six months following the date of issuance and will expire five years from the initial exercise date. The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants at the issuance date was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 4.61 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.16 % Estimated fair value per warrant $ 0.35 Exercise price $ 1.30 Stock price $ 0.48 Estimates were determined as follows: (i) expected term based on the warrant’s contractual term, (ii) based on the blended volatilities of historical and implied market volatility of the Company, (iii) risk-free interest rates based on US Treasury yield for the expected term, and (iv) an expected dividend yield of zero percent was used since we did not yet and not yet presently expect to pay dividends. As the common stock and warrants were issued in a single transaction, the total proceeds from the transaction were allocated among the freestanding instruments. The fair value of the warrants measured at issuance was $40.0 million, with the remaining proceeds allocated to the common stock, which is included in additional paid-in capital presented in the consolidated balance sheets. The fair value as of June 30, 2023 was $17.7 million resulting in a gain of $22.3 million for the six months ended June 30, 2023. None of the warrants have been exercised as of June 30, 2023. June 2023 PIPE On June 22, 2023, the Company received an aggregate of $8.8 million in connection with the Common Stock and Common Warrant Subscription Agreement. The Company issued warrants to multiple parties to purchase an aggregate of 16.3 million shares of Common Stock, with an exercise price of $0.67 per share and will be initially exercisable beginning six months following the date of issuance and will expire five years from the initial exercise date. The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants at the issuance date was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.48 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.05 % Estimated fair value per warrant $0.41 Exercise price $0.67 Stock price $0.48 Estimates were determined as follows: (i) expected term based on the warrant’s contractual term, (ii) based on the blended volatilities of historical and implied market volatility of the Company, (iii) risk-free interest rates based on US Treasury yield for the expected term, and (iv) an expected dividend yield of zero percent was used since we did not yet and not yet presently expect to pay dividends. The fair value of the warrants measured at issuance was $7.0 million, with the remaining proceeds allocated to the common stock, which is included in additional paid-in capital presented in the consolidated balance sheets. As of June 30, 2023, the fair value of the warrants were $6.6 million resulting in a gain of $0.4 million for the three and six months ended June 30, 2023. None of the warrants have been exercised as of June 30, 2023. I-40 Warrants In connection with the lease agreement entered into with I-40 Partners discussed in Note 10, the Company issued warrants to I-40 Partners to purchase an aggregate of 2.3 million shares of Common Stock, with an exercise price of $0.65 per share and expiration date of October 7, 2028. The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants at the issuance date was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.27 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.07 % Estimated fair value per warrant $0.40 Exercise Price $0.65 Stock Price $0.48 Estimates were determined as follows: (i) expected term based on the warrant’s contractual term, (ii) based on the blended volatilities of historical and implied market volatility of the Company, (iii) risk-free interest rates based on US

Net Loss per Share

Net Loss per Share	6 Months Ended
	Jun. 30, 2023
Earnings Per Share [Abstract]
Net Loss per Share	Net Loss per Share For all periods presented, the shares included in computing basic net loss per share exclude restricted shares and shares issued upon the early exercise of share options where the vesting conditions have not been satisfied. Diluted net income per share adjusts basic net income per share for the impact of potential Common Stock shares. As the Company has reported net losses for all periods presented, all potential Common Stock shares are antidilutive, and accordingly, basic net loss per share equals diluted net loss per share. Net loss per share is presented in conformity with the two-class method required for participating securities. The following table presents the outstanding potentially dilutive shares that have been excluded from the computation of diluted net loss per share, because including them would have an anti-dilutive effect (in thousands): June 30, 2023 2022 Convertible debt (Note 9) 59,749 — Restricted and performance stock units 32,871 35,498 Restricted common stock shares — 3,197 Early exercise of unvested stock options 245 1,277 Options to purchase common stock 117 221

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income TaxesAs the Company has not generated any taxable income since inception, the cumulative deferred tax assets remain fully offset by a valuation allowance, and no benefit from federal or state income taxes has been included in the condensed consolidated financial statements.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Second Convertible Debentures and Warrants On June 30, 2023, the Company entered into a Securities Purchase Agreement with Yorkville (the "June SPA") in connection with the issuance and sale by the Company of convertible debentures in an aggregate principal amount of $26.6 million (the “June Initial Debenture”) and pursuant to which the Company granted Yorkville an option (the “June Option”) to purchase additional convertible debentures in an aggregate principal amount of up to $53.2 million. In conjunction with the June SPA, the Company issued to Yorkville an initial warrant (the “June Initial Warrant”) to purchase 49.6 million shares of Common Stock at an exercise price of $0.54. If Yorkville exercises the June Option, the Company will issue to Yorkville an additional warrant (the “June Option Warrant”) for a number of shares of Common Stock determined by dividing the principal amount so exercised (up to $53.2 million) by $0.54. The June Initial Warrant is immediately exercisable and will expire on June 30, 2028. The June Option Warrant, to the extent issued, will be issued on the same terms as the June Initial Warrant except that the exercise price of the June Option Warrant will be $0.67 per share. The convertible debenture is initially recognized on the settlement date of July 3, 2023. August PIPE On August 4, 2023, the Company entered into a Common Stock and Common Warrant Subscription Agreement with certain special purpose vehicles managed by entities affiliated with Mr. Aquila ("August 2023 PIPE"). The Subscription Agreement provides for the sale and issuance by the Company of 5.6 million shares of the Company’s Common Stock, together with warrants to purchase up to 5.6 million shares of Common Stock at a combined purchase price of $0.54 per share and accompanying warrants. The total net proceeds from the transaction was $3.0 million. Third Convertible Debentures and Warrants On August 2, 2023, the Company entered into a Securities Purchase Agreement with Yorkville (the "August SPA") in connection with the issuance and sale by the Company of convertible debentures in an aggregate principal amount of $27.9 million (the “August Initial Debenture”) and pursuant to which the Company granted Yorkville an option (the “August Option”) to purchase additional convertible debentures in an aggregate principal amount of up to $53.2 million. In conjunction with the August SPA, the Company issued to Yorkville an initial warrant (the “August Initial Warrant”) to purchase 49.6 million shares of Common Stock at an exercise price of $0.54. If Yorkville exercises the August Option, the Company will issue to Yorkville an additional warrant (the “August Option Warrant”) for a number of shares of Common Stock determined by dividing the principal amount so exercised (up to $53.2 million) by $0.54. The August Initial Warrant is immediately exercisable and will expire on August 2, 2028. The August Option Warrant, to the extent issued, will be issued on the same terms as the August Initial Warrant except that the exercise price of the August Option Warrant will be $0.67 per share. The convertible debenture is initially recognized on the settlement date of August 2, 2023. On August 2, 2023, the Company and Yorkville agreed to transfer the outstanding balance on the April Convertible Debenture to the August Initial Debenture. Such outstanding balance is reflected in the aggregate principal amount issuable available under the August Initial Debenture. As a result of such transfer, no amounts remain outstanding under the April Convertible Debenture. All amounts under the August Initial Debenture, including amounts assumed in respect of the April Convertible Debenture, are to be governed by the terms of the August SPA and the August Convertible Debenture. State of Oklahoma Incentives As of August 13, 2023, Canoo has signed all contracts and completed all approvals necessary to begin realizing incentives offered by the State of Oklahoma for Canoo’s facilities in Oklahoma City and Pryor, Oklahoma. The incentives, which are available to all investors in the state that meet statutory criteria, include payroll rebates, tax credits, tax exemptions and support for workforce training. The company estimates the maximum value of the incentives at up to $113.2 million. Oklahoma’s economic development incentives are performance-based and designed to deliver a net benefit to state taxpayers. To benefit from incentives, Canoo must meet investment and job creation milestones. The Company has analyzed its operations subsequent to June 30, 2023, through the date these financial statements were issued and has determined that it does not have any additional material subsequent events to disclose.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The Company's unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the SEC and accounting principles generally accepted in the United States of America (“GAAP”) for interim reporting. Accordingly, certain notes or other information that are normally required by GAAP have been omitted if they substantially duplicate the disclosures contained in the Company’s annual audited consolidated financial statements. Accordingly, the unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and related notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 30, 2023 (“Annual Report on Form 10-K”). Results of operations reported for interim periods are not necessarily indicative of results for the entire year. In the opinion of management, the Company has made all adjustments necessary to present fairly its condensed consolidated financial statements for the periods presented. Such adjustments are of a normal, recurring nature. The Company’s financial statements have been prepared under the assumption that the Company will continue as a going concern, which contemplates the realization of assets and discharge of liabilities in the normal course of business for the foreseeable future.
Consolidation	The accompanying unaudited condensed consolidated financial statements include the results of the Company and its subsidiaries. The Company’s comprehensive loss is the same as its net loss.
Material Changes	Except for any updates below, no material changes have occurred with respect to the Company’s significant accounting policies disclosed in Note 2 of the Notes to the Consolidated Financial Statements in Part II, Item 8 of the Annual Report on Form 10-K.
Macroeconomic Conditions	Macroeconomic Conditions Current adverse macroeconomic conditions, including but not limited to heightened inflation, slower growth or recession, changes to fiscal and monetary policy, higher interest rates, currency fluctuations, challenges in the supply chain could negatively affect our business.
Property and Equipment, net	Property and Equipment, netConstruction-in-progress is stated at historical cost and is transferred to its respective depreciable asset class once the underlying asset is ready for its intended use. Depreciation of construction-in-progress begins only once placed into service, over the estimated useful life on a straight-line basis. Useful life determination requires significant judgment.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company applies the provisions of ASC 820, Fair Value Measurements and Disclosures , which provides a single authoritative definition of fair value, sets out a framework for measuring fair value and expands on required disclosures about fair value measurement. Fair value represents the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses the following hierarchy in measuring the fair value of the Company’s assets and liabilities, focusing on the most observable inputs when available: • Level 1 Quoted prices in active markets for identical assets or liabilities. • Level 2 Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active for identical or similar assets and liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 Valuations are based on inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company's financial assets and liabilities not measured at fair value on a recurring basis include cash and cash equivalents, restricted cash, short-term debt, accounts payable, and other current liabilities and are reflected in the financial statements at cost. Cost approximates fair value for these items due to their short-term nature. Contingent Earnout Shares Liability The Company has a contingent obligation to issue shares of Common Stock to certain stockholders and employees upon the achievement of certain market share price milestones within specified periods (the “Earnout Shares”). The Company determined that the right to Earnout Shares represents a contingent liability that meets the definition of a derivative and recognized it on the balance sheet at its fair value upon the grant date. The right to Earnout Shares is remeasured at fair value each period through earnings. The fair value is determined using Level 3 inputs, since estimating the fair value of this contingent liability requires the use of significant and subjective inputs that may and are likely to change over the duration of the liability with related changes in internal and external market factors. The tranches were valued using a Monte Carlo simulation of the stock prices using an expected volatility assumption based on the historical volatility of the price of the Company’s stock and implied volatility derived from the price of exchange traded options on the Company’s stock. Upon the occurrence of a bankruptcy or liquidation, any unissued Earnout Shares would be fully issued regardless of whether the share price target has been met.
Convertible Debt	Convertible Debt The Company accounts for convertible debt that does not meet the criteria for equity treatment in accordance with the guidance contained in ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) : Accounting for Convertible Instruments
Warrants	Warrants The Company determines the accounting classification of warrants it issues as either liability or equity classified by first assessing whether the warrants meet liability classification in accordance with ASC 480-10, Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity ("ASC 480"), then in accordance with ASC 815-40 ("ASC 815"), Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock . Under ASC 480, warrants are considered liability classified if the warrants are mandatorily redeemable, obligate the Company to settle the warrants or the underlying shares by paying cash or other assets, or warrants that must or may require settlement by issuing variable number of shares. If warrants do not meet liability classification under ASC 480, the Company assesses the requirements under ASC 815, which states that contracts that require or may require the issuer to settle the contract for cash are liabilities recorded at fair value, irrespective of the likelihood of the transaction occurring that triggers the net cash settlement feature. If the warrants do not require liability classification under ASC 815, and in order to conclude equity classification, the Company also assesses whether the warrants are indexed to its common stock and whether the warrants are classified as equity under ASC 815 or other applicable GAAP. After all relevant assessments, the Company concludes whether the warrants are classified as liability or equity. Liability classified warrants require fair value accounting at issuance and subsequent to initial issuance with all changes in fair value after the issuance date recorded in the statements of operations. Equity classified warrants only require fair value accounting at issuance with no changes recognized subsequent to the issuance date. Refer to Note 15 for information regarding the warrants issued.
Net loss per Share	Net loss per Share Basic and diluted net loss per share is computed by dividing net loss by the weighted-average number of the Company's common shares outstanding during the period, without consideration for potential dilutive securities. As the Company is in a loss position for the periods presented, diluted net loss per share is the same as basic net loss per share, since the effects of potentially dilutive securities are antidilutive.
Recently Issued Accounting Pronouncements Adopted and Not Yet Adopted	Recently Issued Accounting Pronouncements Adopted In September 2022, the FASB issued ASU No. 2022-04, Liabilities—Supplier Finance Programs (Topic 405-50): Disclosure of Supplier Finance Program Obligations ("ASU 2022-04"), which adds certain disclosure requirements for a buyer in a supplier finance program. The amendments require that a buyer in a supplier finance program disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, activity during the period, changes from period to period, and potential magnitude. The amendments are expected to improve financial reporting by requiring new disclosures about the programs, thereby allowing financial statement users to better consider the effect of the programs on an entity’s working capital, liquidity, and cash flows. The amendments are effective for fiscal years beginning after December 15, 2022 on a retrospective basis, including interim periods within those fiscal years, except for the requirement to disclose roll forward information, which is effective prospectively for fiscal years beginning after December 15, 2023. The adoption of ASU 2022-04 did not have a material impact on our unaudited condensed consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In March 2023, the FASB issued ASU No. 2023-01, Leases (Topic 842): Common Control Arrangements ("ASU 2023-01"), which amends certain provisions of ASC 842 that apply to arrangements between related parties under common control. Specifically, it amends the accounting for leasehold improvements. The amendments requires a lessee in a common-control lease arrangement to amortize leasehold improvements that it owns over the improvements’ useful life to the common control group, regardless of the lease term, if the lessee continues to control the use of the underlying asset through a lease. The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted in any annual or interim period as of the beginning of the related fiscal year. The Company is currently assessing the provisions of this new pronouncement and evaluating any material impact that this guidance may have on our condensed consolidated financial statements.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis	The following table summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis as required by ASC 820, by level, within the fair value hierarchy as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Fair Value Level 1 Level 2 Level 3 Liability Contingent earnout shares liability $ 449 $ — $ — $ 449 Derivative liability, current $ 4,359 $ — $ — $ 4,359 Warrant liability, non-current $ 25,269 $ — $ 25,269 $ — December 31, 2022 Fair Value Level 1 Level 2 Level 3 Liability Contingent earnout shares liability $ 3,013 $ — $ — $ 3,013 Warrant liability, current $ 17,171 $ — $ 17,171 $ —
Schedule of Fair Value of Earnout Shares and Private Placement Warrants	Following is a summary of the change in fair value of the Earnout Shares liability for the six months ended June 30, 2023 and June 30, 2022 (in thousands). Six Months Ended June 30, Earnout Shares Liability 2023 2022 Beginning fair value $ 3,013 $ 29,057 Change in fair value during the period $ (2,564) $ (24,936) Ending fair value $ 449 $ 4,121
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation	Six months ended June 30, 2023 Derivative liability 2023 2022 Beginning fair value — — Change in fair value during the period $ 4,359 — Ending fair value $ 4,359 —

Prepaids and Other Current As_2

Prepaids and Other Current Assets (Tables)	6 Months Ended
	Jun. 30, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule Of Prepaids And Other Current Assets	Prepaids and other current assets consisted of the following (in thousands): June 30, 2023 December 31, 2022 Short term deposits $ 3,493 $ 3,755 Prepaid expense 7,710 5,133 Other current assets 207 462 Prepaids and other current assets $ 11,410 $ 9,350

Property and Equipment, net (Ta

Property and Equipment, net (Tables)	6 Months Ended
	Jun. 30, 2023
Property, Plant and Equipment, Net [Abstract]
Schedule of Property and Equipment, net	Property and equipment, net consisted of the following (in thousands): June 30, December 31, Tooling, machinery, and equipment 61,630 32,863 Computer hardware 8,921 8,850 Computer software 9,128 9,053 Building 28,475 — Land 5,800 — Vehicles 1,527 1,356 Furniture and fixtures 742 742 Leasehold improvements 15,246 14,956 Construction-in-progress 273,668 276,968 Total property and equipment 405,137 344,788 Less: Accumulated depreciation (42,525) (33,388) Property and equipment, net $ 362,612 $ 311,400

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	6 Months Ended
	Jun. 30, 2023
Accrued Liabilities, Current [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	Accrued expenses consisted of the following (in thousands): June 30, December 31, Accrued property and equipment purchases $ 33,463 $ 24,797 Accrued research and development costs 20,196 17,736 Accrued professional fees 12,232 8,112 Other accrued expenses 15,071 12,446 Total accrued expenses $ 80,962 $ 63,091

Operating Leases (Tables)

Operating Leases (Tables)	6 Months Ended
	Jun. 30, 2023
Leases [Abstract]
Schedule of Liability and Interest Expense for Failed Leaseback Transaction	Future minimum payments under the failed sale leaseback are as follows (in thousands): 2023 (excluding the six months ended June 30, 2023) 1,087 2024 3,200 2025 3,635 2026 4,097 2027 4,302 Thereafter 26,031 Total payments 42,352
Schedule of Future Minimum Rental Payments for Operating Leases	Maturities of the Company’s operating lease liabilities at June 30, 2023 were as follows (in thousands): Operating 2023 (excluding the six months ended June 30, 2023) $ 2,681 2024 5,573 2025 5,728 2026 5,504 2027 5,532 Thereafter 29,520 Total lease payments 54,538 Less: imputed interest (1) 14,366 Present value of operating lease liabilities 40,172 Current portion of operating lease liabilities (2) 2,864 Operating lease liabilities, net of current portion $ 37,308 __________________________ (1) Calculated using the incremental borrowing rate (2) Included within Accrued expenses and other current liabilities line item on the Condensed Consolidated Balance Sheet.

Stock-based Compensation (Table

Stock-based Compensation (Tables)	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Schedule of Share-based Compensation Arrangements by Share-based Payment Award	The following table summarizes the Company’s stock-based compensation expense by line item for the three and six months ended June 30, 2023 and 2022 (in thousands): Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Research and development $ 209 $ 8,190 $ 4,344 $ 15,126 Selling, general and administrative 6,498 12,583 12,199 26,327 Total $ 6,707 $ 20,773 $ 16,543 $ 41,453 The fair value of the Warrants at the issuance date was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 10 Risk free interest rate 3.0 % Expected volatility 91.3 % Dividend yield — % Exercise price $ 2.15 Stock price $ 3.63 The fair value of the warrants upon the expiration of the option period was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (year) 0.9 Expected volatility 116.4 % Expected dividend rate — % Risk free rate 4.7 % Estimated fair value per warrant $ 0.57 Exercise price $ 1.05 Stock price $ 1.20 Expected term (years) 4.61 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.16 % Estimated fair value per warrant $ 0.35 Exercise price $ 1.30 Stock price $ 0.48 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants at the issuance date was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.48 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.05 % Estimated fair value per warrant $0.41 Exercise price $0.67 Stock price $0.48 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants at the issuance date was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.27 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.07 % Estimated fair value per warrant $0.40 Exercise Price $0.65 Stock Price $0.48

Warrants (Tables)

Warrants (Tables)	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
Schedule of Share-based Compensation Arrangements by Share-based Payment Award	The following table summarizes the Company’s stock-based compensation expense by line item for the three and six months ended June 30, 2023 and 2022 (in thousands): Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Research and development $ 209 $ 8,190 $ 4,344 $ 15,126 Selling, general and administrative 6,498 12,583 12,199 26,327 Total $ 6,707 $ 20,773 $ 16,543 $ 41,453 The fair value of the Warrants at the issuance date was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 10 Risk free interest rate 3.0 % Expected volatility 91.3 % Dividend yield — % Exercise price $ 2.15 Stock price $ 3.63 The fair value of the warrants upon the expiration of the option period was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (year) 0.9 Expected volatility 116.4 % Expected dividend rate — % Risk free rate 4.7 % Estimated fair value per warrant $ 0.57 Exercise price $ 1.05 Stock price $ 1.20 Expected term (years) 4.61 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.16 % Estimated fair value per warrant $ 0.35 Exercise price $ 1.30 Stock price $ 0.48 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants at the issuance date was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.48 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.05 % Estimated fair value per warrant $0.41 Exercise price $0.67 Stock price $0.48 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants at the issuance date was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.27 Expected volatility 124.9 % Expected dividend rate — % Risk free rate 4.07 % Estimated fair value per warrant $0.40 Exercise Price $0.65 Stock Price $0.48

Net Loss per Share (Tables)

Net Loss per Share (Tables)	6 Months Ended
	Jun. 30, 2023
Earnings Per Share [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following table presents the outstanding potentially dilutive shares that have been excluded from the computation of diluted net loss per share, because including them would have an anti-dilutive effect (in thousands): June 30, 2023 2022 Convertible debt (Note 9) 59,749 — Restricted and performance stock units 32,871 35,498 Restricted common stock shares — 3,197 Early exercise of unvested stock options 245 1,277 Options to purchase common stock 117 221

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Accounting Policies [Abstract]
Cash and cash equivalents	$ 4,993	$ 33,799	$ 36,589
Cash flow from operating activities	$ (129,544)	$ (237,565)

Fair Value Measurements - Sched

Fair Value Measurements - Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, current	$ 4,359	$ 0
Contingent earnout shares liability | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	449	3,013
Contingent earnout shares liability | Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	0	0
Contingent earnout shares liability | Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	0	0
Contingent earnout shares liability | Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	449	3,013
Derivative liability, current | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, current	4,359
Derivative liability, current | Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, current	0
Derivative liability, current | Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, current	0
Derivative liability, current | Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, current	4,359
Warrant liability, non-current | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	25,269	17,171
Warrant liability, non-current | Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	0	0
Warrant liability, non-current | Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	25,269	17,171
Warrant liability, non-current | Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	$ 0	$ 0

Fair Value Measurements - Narra

Fair Value Measurements - Narrative (Details) $ / shares in Units, shares in Millions, $ in Millions		6 Months Ended
	Dec. 21, 2020 shares item $ / shares	Jun. 30, 2023 USD ($) $ / shares shares
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of tranches for issuance | item	3
Number of shares issued or issuable (in shares) | shares		10
Purchase share price (in dollars per share) | $ / shares		$ 0.48
Expected volatility		5.30%
Purchase price of common stock, percent		128.20%
Dividend yield		0%
Expected term (in years)		11 months 23 days
Derivative, notional amount | $		$ 3.7
Securities Purchase Agreement | Terex USA, LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Purchase share price (in dollars per share) | $ / shares		$ 0.48
Expected volatility		5.40%
Purchase price of common stock, percent		121.90%
Dividend yield		0%
Expected term (in years)		9 months 7 days
Derivative, notional amount | $		$ 0.6
Money market funds, at carrying value | $		$ 2.3
Contingent Consideration, Earnout Shares, Tranche 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration number of earnout shares | shares	5
Earnout share price target | $ / shares	$ 18
Contingent Consideration, Earnout Shares, Tranche 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration number of earnout shares | shares	5
Earnout share price target | $ / shares	$ 25
Share price target period	4 years
Contingent Consideration, Earnout Shares, Tranche 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration number of earnout shares | shares	5
Earnout share price target | $ / shares	$ 30
Share price target period	5 years
Earnout Shares Liability
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration number of earnout shares | shares	15

Fair Value Measurements - Summa

Fair Value Measurements - Summary Of The Change In Fair Value Of Contingent Earnout Shares Liability (Details) - Earnout Shares Liability - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Fair Value Of The Earnout Shares And Private Placement Warrants [Roll Forward]
Beginning fair value	$ 3,013	$ 29,057
Change in fair value during the period	(2,564)	(24,936)
Ending fair value	$ 449	$ 4,121

Fair Value Measurements - Deriv

Fair Value Measurements - Derivative Liability (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Beginning fair value	$ 0	$ 0
Change in fair value during the period	(4,359)	0
Ending fair value	$ 4,359	$ 0

Prepaids and Other Current As_3

Prepaids and Other Current Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Short term deposits	$ 3,493	$ 3,755
Prepaid expense	7,710	5,133
Other current assets	207	462
Prepaids and other current assets	$ 11,410	$ 9,350

Inventory (Details)

Inventory (Details) - USD ($)	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Carrying value of inventory	$ 5,300,000	$ 5,300,000	$ 3,000,000
Write-down	$ 0	$ 0	$ 0

Property and Equipment, net (De

Property and Equipment, net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 405,137		$ 405,137		$ 344,788
Less: Accumulated depreciation	(42,525)		(42,525)		(33,388)
Property and equipment, net	362,612		362,612		311,400
Depreciation	4,562	$ 2,892	9,137	$ 5,570
Tooling, machinery, and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	61,630		61,630		32,863
Computer hardware
Property, Plant and Equipment [Line Items]
Total property and equipment	8,921		8,921		8,850
Computer software
Property, Plant and Equipment [Line Items]
Total property and equipment	9,128		9,128		9,053
Building
Property, Plant and Equipment [Line Items]
Total property and equipment	28,475		28,475		0
Land
Property, Plant and Equipment [Line Items]
Total property and equipment	5,800		5,800		0
Vehicles
Property, Plant and Equipment [Line Items]
Total property and equipment	1,527		1,527		1,356
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment	742		742		742
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	15,246		15,246		14,956
Construction-in-progress
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 273,668		$ 273,668		$ 276,968

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Accrued Liabilities, Current [Abstract]
Accrued property and equipment purchases	$ 33,463	$ 24,797
Accrued research and development costs	20,196	17,736
Accrued professional fees	12,232	8,112
Other accrued expenses	15,071	12,446
Total accrued expenses	$ 80,962	$ 63,091

Convertible Debt (Details)

Convertible Debt (Details) $ / shares in Units, shares in Millions

3 Months Ended

6 Months Ended

Apr. 24, 2023 USD ($) $ / shares

Jan. 13, 2023 USD ($)

Dec. 31, 2022 USD ($)

Nov. 11, 2022 shares

Nov. 10, 2022 USD ($)

Sep. 06, 2022 shares

Aug. 26, 2022 USD ($)

Jul. 22, 2022 USD ($) $ / shares

Jul. 21, 2022

Jul. 20, 2022 USD ($) $ / shares

May 10, 2022

Jun. 30, 2023 USD ($) $ / shares

Jun. 30, 2022 USD ($)

Jun. 30, 2023 USD ($) tradingDay $ / shares shares

Jun. 30, 2022 USD ($)

Oct. 05, 2022 USD ($)

Debt Conversion [Line Items]

Purchase price of common stock, percent

128.20%

Purchase share price (in dollars per share) | $ / shares

$ 0.48

$ 0.48

Proceeds from prepaid advance agreement

$ 5,001,000

$ 0

Loss on extinguishment of debt

$ (949,000)

$ 0

(27,688,000)

0

Amortization of debt issuance costs and non-cash interest expense

$ 1,386,000

$ 0

Convertible Debt

Debt Conversion [Line Items]

Purchase price of common stock, percent

95%

Common stock

Debt Conversion [Line Items]

Purchase share price (in dollars per share) | $ / shares

$ 0.62

$ 0.62

YA II PN, Ltd

Debt Conversion [Line Items]

Pre-paid advance agreement, in cash advances

$ 50,000,000

Pre-paid advance agreement, in commitment amount

$ 300,000,000

Purchase price of common stock, percent

110%

95%

120%

Purchase share price (in dollars per share) | $ / shares

$ 0.14

$ 0.50

$ 1

Measurement period (in days)

5 days

Pre-paid advance agreement, annual rate

5%

Pre-paid advance agreement, increase upon to default

15%

Maturity period (in months)

15 months

Repayments on pre-paid purchase agreement

$ 2,500,000

Loss on extinguishment of debt

(26,700,000)

Other noncash income (expense)

$ 500,000

Number of trading days | tradingDay

5

Number of consecutive trading days | tradingDay

7

Option, number of trading days | tradingDay

10

Option, number of consecutive trading days | tradingDay

3

Amortization of debt issuance costs and non-cash interest expense

$ 100,000

$ 1,500,000

YA II PN, Ltd | Convertible Debt

Debt Conversion [Line Items]

Purchase share price (in dollars per share) | $ / shares

$ 1

Measurement period (in days)

5 days

Aggregate fair value

41,400,000

$ 41,400,000

Number of trading days | tradingDay

5

Number of consecutive trading days | tradingDay

7

Option, number of trading days | tradingDay

10

Option, number of consecutive trading days | tradingDay

3

Redemption premium

5%

Aggregate principal amount

$ 48,000,000

Percentage of original issue discount

6%

Standby equity purchase agreement, exchange cap, maximum ownership amount

$ 95,400,000

Stated interest rate

1%

Debt instrument, interest rate, increase (decrease)

15%

VWAP greater than floor price, number of consecutive trading days

5

YA II PN, Ltd | Additional paid-in capital

Debt Conversion [Line Items]

Amount allocated to convertible debt from option exercised

$ 3,700,000

YA II PN, Ltd | First Pre Paid Advance Agreement Member

Debt Conversion [Line Items]

Proceeds from prepaid advance agreement

$ 49,500,000

YA II PN, Ltd | First Pre Paid Advance Agreement Member | Common stock

Debt Conversion [Line Items]

Issuance of shares - SEPA and PIPE (in shares) | shares

15.1

YA II PN, Ltd | Second Pre Paid Advance Agreement Member

Debt Conversion [Line Items]

Proceeds from prepaid advance agreement

$ 39,600,000

Prepaid advance agreement, discount percent

0.01

YA II PN, Ltd | Side Letter To Pre Paid Advance Agreement Member

Debt Conversion [Line Items]

Pre-paid advance to minimum of settlement

$ 1,000,000

YA II PN, Ltd | Third Pre Paid Advance Agreement Member

Debt Conversion [Line Items]

Proceeds from prepaid advance agreement

$ 20,000,000

YA II PN, Ltd | Fourth Pre Paid Advance Agreement Member

Debt Conversion [Line Items]

Proceeds from prepaid advance agreement

$ 32,000,000

Proceeds from additional amount of prepaid advance agreement

8,500,000

Proceeds from partial exercise prepaid advance agreement

$ 5,300,000

Net proceeds from exercise in prepaid advance agreement

$ 5,000,000

Aggregate fair value

$ 14,800,000

$ 14,800,000

YA II PN, Ltd | Fourth Pre Paid Advance Agreement Member | Additional paid-in capital

Debt Conversion [Line Items]

Amount allocated to convertible debt from option exercised

$ 2,300,000

YA II PN, Ltd | Pre Paid Advance Agreement

Debt Conversion [Line Items]

Redemption premium

3%

3%

YA II PN, Ltd | Common stock

Debt Conversion [Line Items]

Exchange cap, maximum ownership percent

19.90%

Issuance of shares - SEPA and PIPE (in shares) | shares

14.2

YA II PN, Ltd | Common stock | Convertible Debt

Debt Conversion [Line Items]

Issuance of shares - SEPA and PIPE (in shares) | shares

35.7

Loss on extinguishment of debt

$ (900,000)

YA II PN, Ltd | Common stock | Second Pre Paid Advance Agreement Member

Debt Conversion [Line Items]

Issuance of shares - SEPA and PIPE (in shares) | shares

19.4

YA II PN, Ltd | Common stock | Pre Paid Advance Agreement

Debt Conversion [Line Items]

Issuance of shares - SEPA and PIPE (in shares) | shares

66.8

Operating leases - Narrative (D

Operating leases - Narrative (Details) shares in Thousands			3 Months Ended		6 Months Ended
	Nov. 09, 2022 USD ($) ft² a	Nov. 01, 2022 squareFoot option	Jun. 30, 2023 USD ($) shares	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) shares	Jun. 30, 2022 USD ($)	Apr. 07, 2023 USD ($)	Jan. 31, 2023 squareFoot	Dec. 31, 2022 USD ($) shares	Jan. 21, 2022
Lessee, Lease, Description [Line Items]
Number of options to extend the lease term | option		1
Operating lease renewal term (in years)		5 years
Number of square feet | squareFoot		100,000
Lease term (in years)		10 years
Lease, option to terminate (in years)		5 years
Lease not yet commenced, operating lease liability to be paid			$ 300,000		$ 300,000		$ 44,300,000
Operating lease equity liability for fully non-refundable shares							$ 1,500,000
Common stock, shares issued (in shares) | shares			568,904		568,904				355,388
Lease premium over the original purchase price	1.50
Operating lease, weighted average discount rate, percent			6.70%		6.70%
Operating lease right-of-use assets			$ 37,945,000		$ 37,945,000				$ 39,331,000
Operating lease liability			40,172,000		40,172,000				40,800,000
Current portion of operating lease liabilities			$ 2,864,000		$ 2,864,000				$ 2,200,000
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]			Accrued expenses and other current liabilities		Accrued expenses and other current liabilities				Accrued expenses and other current liabilities
Weighted average remaining lease term (in years)			9 years 2 months 12 days		9 years 2 months 12 days				9 years 8 months 12 days
I-40 Warrants
Lessee, Lease, Description [Line Items]
Aggregate fair value			$ 900,000		$ 900,000
Derivative liability, current			$ 600,000		$ 600,000
Imputed interest rate					10%
Maximum
Lessee, Lease, Description [Line Items]
Lease term (in years)							10 years
Minimum
Lessee, Lease, Description [Line Items]
Lease term (in years)							5 years
Industrialization Facility In Bentonville Arkansas
Lessee, Lease, Description [Line Items]
Operating lease renewal term (in years)			10 years		10 years
Term of lease (in years)										10 years
Real Estate Facility In Justin, Texas
Lessee, Lease, Description [Line Items]
Term of lease (in years)		3 years 5 months
Number of square feet | squareFoot								8,000
MICHIGAN
Lessee, Lease, Description [Line Items]
Number of options to extend the lease term					1
Operating lease renewal term (in years)			5 years		5 years
OKLAHOMA | Purchase And Sale Agreement For Manufacturing Facility
Lessee, Lease, Description [Line Items]
Asset acquired, building, number of square feet | ft²	630,000
Area of land (in acres) | a	121
Payments to acquire facility	$ 34,200,000
TEXAS | Related Party
Lessee, Lease, Description [Line Items]
Related party lease expense			$ 200,000	$ 200,000	$ 300,000	$ 300,000

Operating Leases - Schedule of

Operating Leases - Schedule of Failed Leaseback Liability and Interest Expense (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Leases [Abstract]
2023 (excluding the six months ended June 30, 2023)	$ 1,087
2024	3,200
2025	3,635
2026	4,097
2027	4,302
Thereafter	26,031
Total payments	$ 42,352

Operating Leases - Maturity (De

Operating Leases - Maturity (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Operating Lease
2023 (excluding the six months ended June 30, 2023)	$ 2,681
2024	5,573
2025	5,728
2026	5,504
2027	5,532
Thereafter	29,520
Total lease payments	54,538
Less: imputed interest	14,366
Present value of operating lease liabilities	40,172	$ 40,800
Current portion of operating lease liabilities	2,864	2,200
Operating lease liabilities, net of current portion	$ 37,308	$ 38,608
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accrued expenses and other current liabilities	Accrued expenses and other current liabilities

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	Aug. 04, 2023	Apr. 10, 2023	Jun. 30, 2023	May 09, 2022
Long-term Purchase Commitment [Line Items]
Amended complaint filing period (in days)		14 days
Pending Litigation | DD Global Holdings Ltd
Long-term Purchase Commitment [Line Items]
Estimated possible recovery of Section 16(b) profits				$ 61,100,000
Letter of Credit
Long-term Purchase Commitment [Line Items]
Restricted cash			$ 9,500,000
Standby Letters of Credit
Long-term Purchase Commitment [Line Items]
Restricted cash			$ 1,100,000
Subsequent Event | SEC Penalty Settlment | Settled Litigation
Long-term Purchase Commitment [Line Items]
Settlement amount	$ 1,500,000
Subsequent Event | Chief Executive Officer | SEC Penalty Settlment | Settled Litigation
Long-term Purchase Commitment [Line Items]
Settlement amount	$ 125,000
Officer and Director bar (in years)	3 years
Subsequent Event | Chief Financial Officer | SEC Penalty Settlment | Settled Litigation
Long-term Purchase Commitment [Line Items]
Settlement amount	$ 50,000
Settlement interest	$ 7,500
Officer and Director bar (in years)	2 years

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions			3 Months Ended		6 Months Ended
	Jun. 22, 2023	May 10, 2022	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Feb. 05, 2023
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)			$ 0.48		$ 0.48
Common stock
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)			$ 0.62		$ 0.62
Common stock | Board of Directors Chairman | Related Party
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)		$ 3.65
PIPE | Board of Directors Chairman | Related Party
Related Party Transaction [Line Items]
Issuance of shares		$ 50
PIPE | Common stock | Board of Directors Chairman | Related Party
Related Party Transaction [Line Items]
Issuance of shares - SEPA and PIPE (in shares)		13.7
Warrant Agreement | PIPE
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)	$ 0.48
Warrant Agreement | Registered Direct Offering & Placement Agency Agreement
Related Party Transaction [Line Items]
Corresponding increase in the total number of authorized share (in shares)							50
Warrant Agreement | Registered Direct Offering & Placement Agency Agreement | Board of Directors Chairman | Related Party
Related Party Transaction [Line Items]
Corresponding increase in the total number of authorized share (in shares)	16.3
Warrant Agreement | Securities Purchase Agreement | Board of Directors Chairman | Related Party
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)	$ 0.54
Corresponding increase in the total number of authorized share (in shares)	16.3
Proceeds from issuance of warrants	$ 8.8
Related Party Aircraft Expense Reimbursement | Board of Directors Chairman | Related Party
Related Party Transaction [Line Items]
Related party transaction amount			$ 0.9	$ 0.2	$ 1.4	$ 0.6
Shared Services Support | Board of Directors Chairman | Related Party
Related Party Transaction [Line Items]
Related party transaction amount			$ 0.5	$ 0.3	$ 1	$ 0.5

Equity (Details)

Equity (Details) - USD ($) $ / shares in Units, $ in Thousands

3 Months Ended

6 Months Ended

Feb. 05, 2023

Oct. 05, 2022

Aug. 08, 2022

May 10, 2022

Jun. 30, 2023

Mar. 31, 2023

Jun. 30, 2022

Jun. 30, 2023

Apr. 24, 2023

Jul. 22, 2022

Jul. 20, 2022

Jul. 11, 2022

Subsidiary or Equity Method Investee [Line Items]

Purchase share price (in dollars per share)

$ 0.48

$ 0.48

Issuance of warrants

$ 10,161

Yorkville

Subsidiary or Equity Method Investee [Line Items]

Agreement period (in months)

36 months

Purchase share price (in dollars per share)

$ 0.14

$ 0.50

$ 1

Yorkville | Common stock

Subsidiary or Equity Method Investee [Line Items]

Issuance of shares - SEPA and PIPE (in shares)

14,200,000

Securities Purchase Agreement

Subsidiary or Equity Method Investee [Line Items]

Warrants outstanding (in shares)

2,000,000

Warrant Agreement

Subsidiary or Equity Method Investee [Line Items]

Warrants outstanding (in shares)

61,200,000

Warrant Agreement | Securities Purchase Agreement

Subsidiary or Equity Method Investee [Line Items]

Warrants outstanding (in shares)

50,000,000

Purchase share price (in dollars per share)

$ 1.05

$ 0.48

$ 0.48

Proceeds from issuance of warrants

$ 49,400

Side Letter to the Wainwright Sales Agreement

Subsidiary or Equity Method Investee [Line Items]

Manager commissions, percent of gross proceeds

3%

Sale of stock, percentage of additional fee

1.50%

Sale Of Shares Under The Wainwright ATM Program

Subsidiary or Equity Method Investee [Line Items]

Sale of stock, number of shares issued in transaction (in shares)

1,900,000

1,900,000

Issuance of warrants

$ 1,155

Standby Equity Purchase Agreement

Subsidiary or Equity Method Investee [Line Items]

Issuance of warrants

$ 33,083

Standby Equity Purchase Agreement | Yorkville | Common stock

Subsidiary or Equity Method Investee [Line Items]

Agreement to sell shares, value

$ 250,000

Issuance of shares

$ 32,500

Registered Direct Offering & Placement Agency Agreement | Warrant Agreement

Subsidiary or Equity Method Investee [Line Items]

Corresponding increase in the total number of authorized share (in shares)

50,000,000

Securities Purchase Agreement

Subsidiary or Equity Method Investee [Line Items]

Issuance of warrants

1,600

$ 1,600

Common stock

Subsidiary or Equity Method Investee [Line Items]

Purchase share price (in dollars per share)

$ 0.62

$ 0.62

Issuance of warrants

$ 5

Common stock | At The Market Offering Agreement

Subsidiary or Equity Method Investee [Line Items]

Sale of stock consideration

$ 200,000

Common stock | Sale Of Shares Under The Wainwright ATM Program

Subsidiary or Equity Method Investee [Line Items]

Sale of stock consideration

$ 1,200

$ 1,200

Common stock | Sale Of Shares Under The Wainwright ATM Program | Minimum

Subsidiary or Equity Method Investee [Line Items]

Sale of stock price (in USD per share)

$ 0.60

$ 0.60

Common stock | Sale Of Shares Under The Wainwright ATM Program | Maximum

Subsidiary or Equity Method Investee [Line Items]

Sale of stock price (in USD per share)

$ 0.71

$ 0.71

Common stock | Standby Equity Purchase Agreement

Subsidiary or Equity Method Investee [Line Items]

Issuance of warrants

$ 1

Stock-based Compensation - Narr

Stock-based Compensation - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
	Dec. 21, 2020	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total fair value of shares granted			$ 13,800			$ 13,800
Share-based compensation expense		$ 6,707	$ 20,773		$ 16,543	$ 41,453
Total unrecognized compensation cost related to options		$ 37,400			$ 37,400
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		7,800,000	8,900,000		9,500,000	11,700,000
Total fair value of shares granted		$ 5,500	$ 30,300		$ 6,700	$ 47,100
Performance-Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		0	4,200,000		0	4,200,000
Share-based compensation expense		$ 1,100	$ 1,600		$ 2,300	$ 1,600
Performance-Based Restricted Stock Units | Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		0	0		0	0
Share-based compensation expense		$ 3,600	$ 4,400		$ 7,100	$ 9,100
Employee Stock | 2020 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		100	500		300	900
Purchase periods (in months)	3 months
Shares available in ESPP (in shares)							8,069,566	4,034,783
Term of share increase to ESPP (in years)				10 years
Percent increase in shares								1%
Contributions to ESPP		$ 200	$ 800		$ 600	$ 2,000

Stock-based Compensation - Sche

Stock-based Compensation - Schedule Of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 6,707	$ 20,773	$ 16,543	$ 41,453
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	209	8,190	4,344	15,126
Selling, general and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 6,498	$ 12,583	$ 12,199	$ 26,327

Warrants - Narrative (Details)

Warrants - Narrative (Details)					1 Months Ended	3 Months Ended				6 Months Ended
	Jun. 22, 2023 USD ($) $ / shares shares	Feb. 05, 2023 USD ($) $ / shares shares	Jan. 31, 2023 USD ($)	Jul. 11, 2022 USD ($) $ / shares shares	Feb. 28, 2022 USD ($) tranche $ / shares shares	Jun. 30, 2023 USD ($) $ / shares shares	Mar. 31, 2023 USD ($) shares	Jun. 30, 2022 USD ($) shares	Mar. 31, 2022 shares	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($) shares	Apr. 24, 2023 $ / shares	Feb. 09, 2023 $ / shares	Jan. 13, 2023 shares	Jul. 22, 2022 $ / shares	Jul. 20, 2022 $ / shares
Class of Warrant or Right [Line Items]
Shares of common stock per warrant (shares per warrant) | shares						1				1
Warrant exercise price (in dollars per share) | $ / shares						$ 11.50				$ 11.50
Number of tranches | tranche					3
Earlier terminated (in years)										5 years
Loss on extinguishment of debt						$ (5,623,000)		$ 0		$ (22,965,000)	$ 0
Reclassification of warrant liability to additional paid-in capital							$ 19,510,000			$ 19,510,000	$ 0
Purchase share price (in dollars per share) | $ / shares						$ 0.48				$ 0.48
Yorkville
Class of Warrant or Right [Line Items]
Purchase share price (in dollars per share) | $ / shares												$ 0.14			$ 0.50	$ 1
Yorkville | Common stock | Yorkville Warrants
Class of Warrant or Right [Line Items]
Issuance of shares										$ 21,200,000
Walmart Warrants
Class of Warrant or Right [Line Items]
Warrants vested (in shares) | shares				15,300,000
Walmart Warrants | Walmart Inc
Class of Warrant or Right [Line Items]
Number of electric vehicles				4,500
Number of electric vehicles, additions				5,500
Yorkville Warrants
Class of Warrant or Right [Line Items]
Warrants vested (in shares) | shares										34,200,000
Securities Purchase Agreement
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares) | shares		2,000,000
I-40 Warrants
Class of Warrant or Right [Line Items]
Aggregate fair value						$ 900,000				$ 900,000
June 2023 PIPE | PIPE
Class of Warrant or Right [Line Items]
Aggregate fair value	$ 7,000,000
Warrants fair value						6,600,000				6,600,000
Unrealized loss						$ (400,000)				$ (400,000)
Manufacturing Services Agreement With VDL Nedcar
Class of Warrant or Right [Line Items]
Payments to acquire other productive assets					$ 8,400,000
Warrant | VDL Nedcar
Class of Warrant or Right [Line Items]
Number of shares issued or issuable (in shares) | shares					972,222
Warrant | VDL Nedcar | Minimum
Class of Warrant or Right [Line Items]
Share price (in dollars per share) | $ / shares					$ 18
Warrant | VDL Nedcar | Maximum
Class of Warrant or Right [Line Items]
Share price (in dollars per share) | $ / shares					$ 40
Common stock
Class of Warrant or Right [Line Items]
Warrants exercised in the period (in shares) | shares						2,000	2,000	7,000	20,000
Purchase share price (in dollars per share) | $ / shares						$ 0.62				$ 0.62
Public Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares) | shares						23,755,069				23,755,069
Public Warrants | Warrant
Class of Warrant or Right [Line Items]
Warrants exercised in the period (in shares) | shares						0		0		0	0
Warrant Agreement
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares) | shares				61,200,000
Warrant exercise price (in dollars per share) | $ / shares				$ 2.15
Vested of warrants (in years)				10 years
Warrant Agreement | PIPE
Class of Warrant or Right [Line Items]
Purchase share price (in dollars per share) | $ / shares	$ 0.48
Warrant Agreement | Walmart Inc | Canoo Sales, LLC
Class of Warrant or Right [Line Items]
Ownership percentage				20%
Warrant Agreement | Walmart Warrants
Class of Warrant or Right [Line Items]
Warrant exercise price (in dollars per share) | $ / shares				$ 2.12
Corresponding increase in the total number of authorized share (in shares) | shares				62,100,000
Purchase share price (in dollars per share) | $ / shares						$ 3.63				$ 3.63
Warrant Agreement | Walmart Warrants | Related Party
Class of Warrant or Right [Line Items]
Revenue covenant to the purchase agreement				$ 300,000,000
Warrant Agreement | Yorkville Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares) | shares						29,600,000				29,600,000
Warrant exercise price (in dollars per share) | $ / shares						$ 1.15				$ 1.15			$ 1.05
Class of additional warrant or right, outstanding (in shares) | shares														4,600,000
Loss on extinguishment of debt			$ (300,000)
Reclassification of warrant liability to additional paid-in capital			$ 19,500,000
Purchase share price (in dollars per share) | $ / shares						1.20				1.20
Warrant Agreement | Securities Purchase Agreement
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares) | shares		50,000,000
Warrant exercise price (in dollars per share) | $ / shares		$ 1.30
Purchase share price (in dollars per share) | $ / shares		$ 1.05				$ 0.48				$ 0.48
Proceeds from issuance of warrants		$ 49,400,000
Warrant Agreement | Securities Purchase Agreement | PIPE
Class of Warrant or Right [Line Items]
Loss on extinguishment of debt										$ (22,300,000)
Aggregate fair value						$ 40,000,000				40,000,000
Warrants fair value						$ 17,700,000				$ 17,700,000
Warrant Agreement | I-40 Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares) | shares						2,300,000				2,300,000
Warrant exercise price (in dollars per share) | $ / shares						$ 0.65				$ 0.65
Purchase share price (in dollars per share) | $ / shares						$ 0.48				$ 0.48
Warrant Agreement | June 2023 PIPE | PIPE
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares) | shares	16,300,000
Warrant exercise price (in dollars per share) | $ / shares	$ 0.67
Proceeds from issuance of warrants	$ 8,800,000

Warrants - Share-based Compensa

Warrants - Share-based Compensation Arrangements by Share-based Payment Award (Details) - $ / shares		6 Months Ended
	Jun. 22, 2023	Jun. 30, 2023	Feb. 05, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		11 months 23 days
Expected volatility		5.30%
Dividend yield		0%
Stock price (in dollars per share)		$ 0.48
Warrant Agreement | PIPE
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	5 years 5 months 23 days
Expected volatility	124.90%
Dividend yield	0%
Risk free interest rate	4.05%
Estimated fair value per warrant	$ 0.41
Exercise price (in dollars per share)	0.67
Stock price (in dollars per share)	$ 0.48
Walmart Warrants | Warrant Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		10 years
Expected volatility		91.30%
Dividend yield		0%
Risk free interest rate		3%
Exercise price (in dollars per share)		$ 2.15
Stock price (in dollars per share)		$ 3.63
Yorkville Warrants | Warrant Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		10 months 24 days
Expected volatility		116.40%
Dividend yield		0%
Risk free interest rate		4.70%
Estimated fair value per warrant		$ 0.57
Exercise price (in dollars per share)		1.05
Stock price (in dollars per share)		$ 1.20
Securities Purchase Agreement | Warrant Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		4 years 7 months 9 days
Expected volatility		124.90%
Dividend yield		0%
Risk free interest rate		4.16%
Estimated fair value per warrant		$ 0.35
Exercise price (in dollars per share)		1.30
Stock price (in dollars per share)		$ 0.48	$ 1.05
I-40 Warrants | Warrant Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		5 years 3 months 7 days
Expected volatility		124.90%
Dividend yield		0%
Risk free interest rate		4.07%
Estimated fair value per warrant		$ 0.40
Exercise price (in dollars per share)		0.65
Stock price (in dollars per share)		$ 0.48

Net Loss per Share (Details)

Net Loss per Share (Details) - shares shares in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Convertible debt
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	59,749	0
Restricted and performance stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	32,871	35,498
Restricted common stock shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	0	3,197
Early exercise of unvested stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	245	1,277
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	117	221

Income Taxes (Details)

Income Taxes (Details) - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Current Federal, State and Local, Tax Expense (Benefit) [Abstract]
Income tax expense	$ 0	$ 0

Subsequent Events (Details)

Subsequent Events (Details) - USD ($) $ / shares in Units, shares in Millions	Aug. 04, 2023	Jun. 30, 2023	Aug. 13, 2023	Aug. 02, 2023
Subsequent Event [Line Items]
Purchase share price (in dollars per share)		$ 0.48
Subsequent Event | OKLAHOMA
Subsequent Event [Line Items]
State of Oklahoma Economic Development Incentives, Estimated Benefits			$ 113,200,000
Common stock
Subsequent Event [Line Items]
Purchase share price (in dollars per share)		0.62
August 2023 PIPE | Common stock | Subsequent Event
Subsequent Event [Line Items]
Issuance of shares - SEPA and PIPE (in shares)	5.6
Purchase share price (in dollars per share)	$ 0.54
Proceeds from issuance of warrants	$ 3,000,000
Second Convertible Debentures and Warrants | Yorkville Warrants | Common stock
Subsequent Event [Line Items]
Purchase share price (in dollars per share)		$ 0.54
Second Convertible Debentures and Warrants | Yorkville Warrants | Minimum | Common stock
Subsequent Event [Line Items]
Issuance of shares - SEPA and PIPE (in shares)		49.6
Second Convertible Debentures and Warrants | Yorkville Warrants | Maximum | Common stock
Subsequent Event [Line Items]
Issuance of shares - SEPA and PIPE (in shares)		53.2
Second Convertible Debentures and Warrants | Convertible Debt
Subsequent Event [Line Items]
Debt instrument exercise price (in dollars per share)		$ 0.67
Second Convertible Debentures and Warrants | Convertible Debt | Yorkville Warrants
Subsequent Event [Line Items]
Aggregate principal amount		$ 26,600,000
Additional aggregate principal amount		$ 53,200,000
Second Convertible Debentures and Warrants | Convertible Debt | Yorkville Warrants | Subsequent Event
Subsequent Event [Line Items]
Additional aggregate principal amount				$ 53,200,000
Third Convertible Debentures and Warrants | Convertible Debt | Yorkville Warrants | Subsequent Event
Subsequent Event [Line Items]
Aggregate principal amount				$ 27,900,000