Canoo (GOEV) 10-K 1 Apr 24 2023 FY Annual report Financial data

Cover Page

Cover Page - USD ($)	12 Months Ended
	Dec. 31, 2023	Mar. 25, 2024	Jun. 30, 2023
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2023
Current Fiscal Year End Date	--12-31
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 Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
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
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 205,501,379
Entity Common Stock, Shares Outstanding		64,397,326
Entity Central Index Key	0001750153
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2023
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 $264.50 per share
Trading Symbol	GOEVW
Security Exchange Name	NASDAQ

Audit Information

Audit Information	12 Months Ended
	Dec. 31, 2023
Audit Information [Abstract]
Auditor Firm Id	34
Auditor Name	Deloitte & Touche LLP
Auditor Location	Austin, Texas

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 6,394	$ 36,589
Restricted cash, current	3,905	3,426
Inventory	6,153
Prepaids and other current assets	16,099	9,350
Total current assets	32,551	52,319
Property and equipment, net	377,100	311,400
Restricted cash, non-current	10,600	10,600
Operating lease right-of-use assets	36,241	39,331
Deferred warrant asset	50,175	50,175
Deferred battery supplier cost	30,000	30,000
Other non-current assets	5,338	2,647
Total assets	542,005	496,472
Current liabilities
Accounts payable	65,306	103,187
Accrued expenses and other current liabilities	63,901	63,091
Convertible debt, current	51,180	34,829
Derivative liability, current	860	0
Financing liability, current	3,200	0
Warrant liability, current	0	17,171
Total current liabilities	184,447	218,278
Contingent earnout shares liability	41	3,013
Operating lease liabilities	35,722	38,608
Derivative liability, non-current	25,919	0
Financing liability, non-current	28,910	0
Warrant liability, non-current	17,390	0
Total liabilities	292,429	259,899
Commitments and contingencies (Note 12)
Redeemable preferred stock, $0.0001 par value; 10,000 shares authorized, 45 and no shares issued and outstanding as of December 31, 2023 and 2022, respectively	5,607	0
Stockholders’ equity
Common stock, $0.0001 par value; 2,000,000 and 500,000 shares authorized as of December 31, 2023 and 2022, respectively; 864,587 and 355,388 issued and outstanding as of December 31, 2023 and 2022, respectively	85	35
Additional paid-in capital	1,725,728	1,416,361
Accumulated deficit	(1,481,844)	(1,179,823)
Total preferred stock and stockholders’ equity	249,576	236,573
Total liabilities, preferred stock and stockholders’ equity	$ 542,005	$ 496,472

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 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)	45,000	0
Preferred stock, shares outstanding (in shares)	45,000	0
Common stock, par (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	2,000,000,000	500,000,000
Common stock, shares issued (in shares)	864,587,000	355,388,000
Common stock, shares outstanding (in shares)	864,587,000	355,388,000

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
Revenue	$ 886	$ 0
Cost of revenue	2,374	0
Gross margin	(1,488)	0
Operating Expenses
Research and development expenses, excluding depreciation	139,193	299,218
Selling, general and administrative expenses, excluding depreciation	113,295	196,029
Depreciation	13,843	11,554
Total operating expenses	266,331	506,801
Loss from operations	(267,819)	(506,801)
Other (expense) income
Interest expense	(5,537)	(2,249)
Gain on fair value change in contingent earnout shares liability	2,972	26,044
Gain on fair value change in warrant and derivative liability	68,689	0
Loss on fair value change in derivative asset	(5,966)	0
Loss on fair value change of convertible debt	(61,551)	0
Loss on extinguishment of debt	(30,717)	(4,626)
Other expense, net	(2,092)	(62)
Loss before income taxes	(302,021)	(487,694)
Provision for income taxes	0	0
Net loss and comprehensive loss attributable to Canoo	(302,021)	(487,694)
Net loss and comprehensive loss attributable to Canoo	(302,021)	(487,694)
Less: dividend on redeemable preferred stock	459	0
Less: additional deemed dividend on redeemable preferred stock	141	0
Net loss and comprehensive loss available to common shareholders	$ (302,621)	$ (487,694)
Per Share Data:
Net loss per share, basic (in dollars per share)	$ (0.53)	$ (1.81)
Net loss per share, diluted (in dollars per share)	$ (0.53)	$ (1.81)
Weighted-average shares outstanding, basic (in shares)	576,199	269,768
Weighted-average shares outstanding, diluted (in shares)	576,199	269,768

Consolidated Statements of Rede

Consolidated Statements of Redeemable Preferred Stock and Stockholders’ Equity - USD ($) $ in Thousands	Total	VDL Nedcar	Standby Equity Purchase Agreement	Private Placement	Pre Paid Advance Agreement	Sale Of Shares Under The Wainwright ATM Program	Legal Settlement Member	Walmart Agreement	Purchase and Sale Agreement	YA Warrants	Preferred Shares Agreement	Redeemable Preferred Stock	Redeemable Preferred Stock Preferred Shares Agreement	Common Stock	Common Stock VDL Nedcar	Common Stock Standby Equity Purchase Agreement	Common Stock Private Placement	Common Stock Pre Paid Advance Agreement	Common Stock Sale Of Shares Under The Wainwright ATM Program	Common Stock Legal Settlement Member	Common Stock YA Warrants	Additional paid-in capital	Additional paid-in capital VDL Nedcar	Additional paid-in capital Standby Equity Purchase Agreement	Additional paid-in capital Private Placement	Additional paid-in capital Pre Paid Advance Agreement	Additional paid-in capital Sale Of Shares Under The Wainwright ATM Program	Additional paid-in capital Legal Settlement Member	Additional paid-in capital Walmart Agreement	Additional paid-in capital Purchase and Sale Agreement	Additional paid-in capital YA Warrants	Additional paid-in capital Preferred Shares Agreement	Accumulated deficit
Balance as of beginning of period (in shares) at Dec. 31, 2021												0
Balance as of beginning of period (in shares) at Dec. 31, 2021														238,578,000
Balance as of beginning of period at Dec. 31, 2021	$ 343,999											$ 0		$ 24								$ 1,036,104											$ (692,129)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase of unvested shares - forfeitures (in shares)														(779,000)
Repurchase of unvested shares - forfeitures	(12)																					(12)
Issuance of shares for restricted stock units vested (in shares)														5,283,000
Issuance of shares for restricted stock units vested	0													$ 1								(1)
Issuance of shares upon early exercise of vested share options (in shares)														53,000
Issuance of shares upon exercise of vested stock options	1																					1
Issuance of shares under employee stock purchase plan (in shares)														1,489,000
Issuance of shares under employee stock purchase plan	2,923																					2,923
Vesting of early exercised stock options and restricted stock awards	21																					21
Issuance of common stock in connection with a SEPA, Private Placement, PPA & ATM (in shares)															972,000	14,236,000	22,708,000	34,465,000	36,349,000
Issuance of common stock in connection with a SEPA, Private Placement, PPA & ATM		$ 8,400	$ 33,083	$ 60,000	$ 92,542	$ 49,263										$ 1	$ 2	$ 3	$ 4				$ 8,400	$ 33,082	$ 59,998	$ 92,539	$ 49,259
Issuance of shares under legal settlement (in shares)																				2,034,000
Issuance of shares under legal settlement							$ 5,532																					$ 5,532
Recognition of vested Walmart warrants								$ 50,175																					$ 50,175
Offering costs for the issuance of shares	(1,233)																					(1,233)
Stock-based compensation	79,573																					79,573
Net loss and comprehensive loss attributable to Canoo	(487,694)																																(487,694)
Net loss and comprehensive loss	$ (487,694)																																(487,694)
Balance as of end of period (in shares) at Dec. 31, 2022	0											0
Balance as of end of period at Dec. 31, 2022	$ 236,573											$ 0		$ 35								1,416,361											(1,179,823)
Balance as of end of period (in shares) at Dec. 31, 2022	355,388,000													355,388,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase of unvested shares - forfeitures (in shares)														(65,000)
Repurchase of unvested shares - forfeitures	$ 0																					0
Issuance of shares for restricted stock units vested (in shares)														7,562,000
Issuance of shares for restricted stock units vested	0													$ 0								0
Issuance of shares upon early exercise of vested share options (in shares)														30,000
Issuance of shares upon exercise of vested stock options	0																					0
Issuance of shares under employee stock purchase plan (in shares)														2,423,000
Issuance of shares under employee stock purchase plan	989																					989
Vesting of early exercised stock options and restricted stock awards	31																					31
Proceeds from exercise of warrants (in shares)																					34,231,000
Proceeds from exercise of warrants										$ 21,223											$ 3										$ 21,220
Issuance of common stock in connection with a SEPA, Private Placement, PPA & ATM (in shares)													45,000	294,639,000		50,000,000	21,930,000	93,357,000	1,911,000
Issuance of common stock in connection with a SEPA, Private Placement, PPA & ATM	100,918		$ 10,161	$ 1,772	$ 77,074	$ 1,155			$ 1,600		$ 5,006		$ 5,006	$ 29		$ 5	$ 3	$ 10	$ 0			100,889		$ 10,156	$ 1,769	$ 77,064	$ 1,155			$ 1,600		$ 0
Accretion of preferred shares	0											$ 601										(601)
Reclassification of warrant liability to additional paid-in-capital	62,925																					62,925
Issuance of shares under I-40 financing arrangement (in shares)														2,320,000
Issuance of shares under I-40 financing arrangement	1,506																					1,506
Issuance of shares to vendor for services (in shares)														861,000
Issuance of shares to vendor for services	458																					458
Stock-based compensation	30,206																					30,206
Net loss and comprehensive loss attributable to Canoo	(302,021)																																(302,021)
Net loss and comprehensive loss	$ (302,021)																																(302,021)
Balance as of end of period (in shares) at Dec. 31, 2023	45,000											45,000
Balance as of end of period at Dec. 31, 2023	$ 249,576											$ 5,607		$ 85								$ 1,725,728											$ (1,481,844)
Balance as of end of period (in shares) at Dec. 31, 2023	864,587,000													864,587,000

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities:
Net loss	$ (302,021,000)	$ (487,694,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	13,843,000	11,554,000
Non-cash operating lease expense	3,362,000	2,355,000
Non-cash commitment fee under the SEPA	0	582,000
Inventory write-downs	2,182,000	0
Non-cash legal settlement	0	5,532,000
Stock-based compensation expense	30,206,000	79,573,000
Gain on fair value change of contingent earnout shares liability	(2,972,000)	(26,044,000)
Gain on fair value change in warrants liability	(57,816,000)	0
Gain on fair value change in derivative liability	(10,873,000)	0
Loss on extinguishment of debt	30,717,000	4,626,000
Loss on fair value change in derivative asset	5,966,000	0
Loss on fair value change in convertible debt	61,551,000	0
Non-cash debt discount	2,571,000	900,000
Non-cash interest expense	3,619,000	1,430,000
Other	1,046,000	0
Inventory	(5,381,000)	(2,954,000)
Prepaid expenses and other current assets	(6,750,000)	5,672,000
Other assets	(2,691,000)	879,000
Accounts payable & accrued expenses and other current liabilities	(17,693,000)	3,114,000
Net cash used in operating activities	(251,134,000)	(400,475,000)
Cash flows from investing activities:
Purchases of property and equipment	(67,064,000)	(97,270,000)
Return of prepayment from VDL Nedcar	0	30,440,000
Net cash used in investing activities	(67,064,000)	(66,830,000)
Cash flows from financing activities:
Repurchase of unvested shares	0	(12,000)
Payment of offering costs	(400,000)	(1,233,000)
Proceeds from the exercise of YA warrants	21,223,000	0
Proceeds from the purchase of shares and warrants by VDL Nedcar	0	8,400,000
Proceeds from issuance of shares under SEPA agreement	0	32,500,000
Proceeds from issuance of shares under PIPEs	11,750,000	60,000,000
Proceeds from the employee stock purchase plan	989,000	2,923,000
Proceeds from the exercise of stock options	0	1,000
Proceeds from issuance of shares under RDO, net of issuance costs	50,961,000	0
Proceeds from convertible debenture, net of issuance costs	107,545,000	0
Payment made on financing arrangement	(1,492,000)	0
Proceeds from the issuance of shares under ATM	1,155,000	49,263,000
Proceeds from PPA, net of issuance costs	51,751,000	141,100,000
Repayments on PPA	0	(2,514,000)
Proceeds from Preferred Shares transaction	45,000,000	0
Net cash provided by financing activities	288,482,000	290,428,000
Net decrease in cash, cash equivalents, and restricted cash	(29,716,000)	(176,877,000)
Cash, cash equivalents, and restricted cash
Cash, cash equivalents, and restricted cash, beginning of period	50,615,000	227,492,000
Cash, cash equivalents, and restricted cash, end of period	20,899,000	50,615,000
Reconciliation of cash, cash equivalents, and restricted cash to the Consolidated Balance Sheets
Cash and cash equivalents at end of period	6,394,000	36,589,000
Restricted cash, current at end of period	3,905,000	3,426,000
Restricted cash, non-current at end of period	10,600,000	10,600,000
Total cash, cash equivalents, and restricted cash at end of period shown in the Consolidated statements of Cash Flows	20,899,000	50,615,000
Supplemental non-cash investing and financing activities:
Acquisition of property and equipment included in current liabilities	53,873,000	75,881,000
Acquisition of property and equipment included in current liabilities during the period	45,217,000	71,189,000
Acquisition of property and equipment included in financing liabilities	34,275,000	0
Recognition of operating lease right of use asset	272,000	27,458,000
Reclassification of warrant liability to additional paid-in-capital	62,925,000	0
Issuance of shares for extinguishment of convertible debt under PPA agreement	77,064,000	92,542,000
Issuance of shares for extinguishment of convertible debt under convertible debenture	100,918,000	0
Recognition of warrant liability	118,279,000	17,171,000
Recognition of derivative liability	38,426,000	0
Recognition of derivative asset	5,966,000	0
Recognition of convertible debentures	71,438,000	0
Offering costs included in current liabilities	903,000	1,178,000
Accretion on preferred shares	$ 601,000	$ 0

State Incentive Arrangements

State Incentive Arrangements	12 Months Ended
	Dec. 31, 2023
Statement of Financial Position [Abstract]
State Incentive Arrangements	State Incentive Arrangements In February 2022, the Company was awarded a state incentive from the Oklahoma Governor's Quick Action Closing Fund which was amended to $7.5 million in August 2023 by the Oklahoma Department of Commerce ("ODOC"). The funding supports the location of a manufacturing facility, a tech hub, a customer service and financial center, and a software development center in Oklahoma ("Oklahoma Facilities"), and is payable to Canoo over time based on the Company's capital investment and hiring at the Oklahoma Facilities. As of December 31, 2023, no funding has been received. As of December 31, 2023, the Company met the first hiring condition and therefore entitled to receive $1.0 million in incentives from the ODOC.

Organization and Description of

Organization and Description of the Business	12 Months Ended
	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of the Business	Organization and Description of the Business Description of the Business Canoo Inc. (“Canoo” or the “Company”) is a high tech advanced mobility technology company with a proprietary modular electric vehicle platform and connected services initially focused on commercial fleet, government and military customers. The Company has developed a breakthrough EV platform that it believes will enable it to rapidly innovate, and bring new products addressing multiple use cases to market faster than its competition and at a lower cost.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 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 consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") on a going concern basis, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. The consolidated financial statements include the results of Canoo Inc. and its subsidiaries. The Company's comprehensive loss is the same as its net loss. All intercompany transactions and balances have been eliminated in the consolidation. Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current period financial statements. Reclassification adjustments had no impact on prior year net income (loss) or shareholders’ equity. Liquidity and Capital Resources The Company's consolidated financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of December 31, 2023, the Company’s principal sources of liquidity are its unrestricted cash balance of $6.4 million and its access to capital under the Yorkville facilities (as defined in Note 9). The Company has incurred losses since inception, has a working capital deficit and had negative cash flow from operating activities of $251.1 million for the year ended December 31, 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 consolidated 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, and 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. Segment and Geographic Information Our principal executive officer, as the chief operating decision maker, organizes the Company, manages resource allocations and measures performance on the basis of one operating segment. The Company’s property and equipment and right of use assets are located primarily in the United States of America. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Significant estimates and assumptions made in the accompanying financial statements include, but are not limited to, the determination of the useful lives of property and equipment, valuation of deferred income tax assets and uncertain tax positions, the valuation of equity securities and stock-based compensation, the recognition and disclosure of contingent liabilities, the fair value of financial instruments, inventory, and the estimated incremental borrowing rates used to assess lease liabilities. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company may engage third party valuation specialists to assist with estimates related to the valuation of the underlying value of its assets, liabilities and equity. Such estimates often require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Cash and Cash Equivalents Cash and cash equivalents consist of investments that are highly liquid, readily convertible to cash and which have an original maturity date within three months from the date of purchase as well as savings, checking and other bank accounts. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents. The Company, at times, maintains cash and cash equivalent balances at financial institutions in excess of amounts insured by United States government agencies or payable by the United States government directly. The Company places its cash with high credit quality financial institutions. Supplier Risk The Company is subject to risks related to its dependence on its suppliers, the majority of which are single-source providers of parts or components for the Company’s products. Any inability or unwillingness of the Company’s suppliers to deliver necessary input materials or product components, including semiconductors, at timing, prices, quality and volumes that are acceptable to the Company could have a material impact on Canoo’s business, prospects, financial condition, results of operations and cash flows. Fluctuations in the cost of input materials or product components and supply interruptions or shortages could materially impact the Company’s business. Restricted Cash The Company had restricted cash of $14.5 million as of December 31, 2023. The restricted cash represents a letter of credit under the Company's Bentonville lease of $9.5 million, refundable customer deposits on vehicles of $2.5 million, a letter of credit under the Company's Michigan lease of $1.1 million, and certain other individually immaterial restricted cash balances of $1.4 million. As of December 31, 2022, the Company had restricted cash of $14.0 million. The restricted cash represents the letter of credit under the Company's Bentonville lease of $9.5 million, refundable customer deposits of $1.9 million, the letter of credit under the Company's Michigan lease of $1.1 million, and certain other individually immaterial restricted cash balances of $1.5 million. Property and Equipment Property and equipment is stated at historical cost, less accumulated depreciation. Depreciation is provided on property and equipment over the estimated useful lives on a straight-line basis, the determination of which requires significant judgment. Expenditures for repairs and maintenance are expensed as incurred. 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. The Company generally uses the estimated useful lives for each asset category as follows: Assets category Years Leasehold improvements Shorter of lease term or estimated useful life Tooling 5 years Furniture and fixtures 5 years Machinery and equipment 3 - 15 years Computer hardware and software 3 years Vehicles 3 years Leases The Company determines if an arrangement is a lease at inception if the Company concludes that the contract is in the scope of Accounting Standards Codification ("ASC") 842 and the Company has the right to control the identified asset. Operating leases are included in operating lease right-of-use (“ROU”) assets, and operating lease liabilities are included in accrued expenses and operating lease liabilities in the consolidated balance sheet. The operating lease ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. The operating lease ROU assets and operating lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company estimates an incremental borrowing rate based on the estimated market rate of interest for a collateralized borrowing over a similar term of the lease payments at commencement date. The operating lease right-of-use asset also includes any lease payments made prior to the lease commencement date. Lease expense for operating leases is recognized on a straight-line basis over the lease term. The determination of the lease term includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company has elected to exclude short-term leases (i.e., leases with expected terms of 12 months or less) from the recognition requirements of ASC 842, and has elected to account for lease and certain non-lease components as a single component. Refer to Note 10 for additional information regarding the Company's leases. Impairment of Long-Lived Assets The Company assesses the carrying value of its long-lived assets, consisting primarily of property and equipment and lease ROU assets, annually or when there is evidence that events or changes in circumstances indicate that the carrying value of an asset or group of assets may not be recoverable. Such events or changes in circumstances may include a significant decrease in the market price of a long-lived asset, a significant change in the extent or manner in which an asset is used, a significant change in legal factors or in the business climate, a significant deterioration in the amount of revenue or cash flows expected to be generated from a group of assets, a current expectation that, more likely than not a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life, or any other significant adverse change that would indicate that the carrying value of an asset or group of assets may not be recoverable. The Company performs impairment testing at the asset group level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable and the expected undiscounted future cash flows attributable to the asset group are less than the carrying amount of the asset group, an impairment loss equal to the excess of the asset’s carrying value over its fair value is recorded. To date, the Company has not recorded any impairment losses on long-lived assets. Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on temporary differences between the financial statement carrying amounts and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company recognizes the tax benefit from uncertain tax positions only if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50.0% likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to income tax matters in income tax expense. 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. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. 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. 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 April Convertible Debenture (as defined in Note 9) 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 or premiums 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 assets or 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 consolidated statements of operations. The variable conversion feature of the convertible debenture is considered a derivative. Refer to Note 9 for further information. The Company has elected the fair value option to account for the July Convertible Debenture, the August Convertible Debenture and the September Convertible Debenture (each, as defined in Note 9). The Company recorded the Convertible Debentures (as defined in Note 9) at fair value upon issuance. The Company records changes in fair value in the consolidated statements of operations, with the exception of changes in fair value due to instrument-specific credit risk which, if present, will be recorded as a component of other comprehensive income. Interest expense related to the Convertible Debentures is included in the changes in fair value. As a result of applying the fair value option, direct costs and fees related to the Convertible Debentures were expensed as incurred. 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 Notes 16 for information regarding the warrants issued. Redeemable Preferred Stock Accounting for convertible or redeemable equity instruments in the Company’s own equity requires an evaluation of the hybrid security to determine if liability classification is required under ASC 480-10. Liability classification is required for freestanding financial instruments that are not debt in legal form and are: (1) subject to an unconditional obligation requiring the issuer to redeem the instrument by transferring assets (i.e. mandatorily redeemable), (2) instruments other than equity shares that embody an obligation of the issuer to repurchase its equity shares, or (3) certain types of instruments that obligate the issuer to issue a variable number of equity shares. Securities that do not meet the scoping criteria to be classified as a liability under ASC 480 are subject to redeemable equity guidance, which prescribes securities that may be subject to redemption upon an event not solely within the control of the issuer to be classified outside permanent equity (i.e., classified in temporary equity). Securities classified in temporary equity are initially measured at the proceeds received, net of issuance costs and excluding the fair value of bifurcated embedded derivatives (if any). Subsequent measurement of the carrying value is not required unless the instrument is probable of becoming redeemable or is currently redeemable. When the instruments are currently redeemable or probable of becoming redeemable, the Company will recognize changes in the redemption value immediately as they occur and adjust the carrying value of the security to equal the then current maximum redemption value at the end of each reporting period. Revenue Recognition The Company applies ASC 606, Revenue from Contracts with Customers ("ASC 606") which governs how the Company recognizes revenue. Under ASC 606, the Company recognizes revenue when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company recognizes revenue pursuant to the five-step framework contained in ASC 606: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) determine the transaction price, including the constraint on variable consideration; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligations. Revenues include vehicle revenues resulting from the delivery of our vehicles to our customers as well as revenues derived from other streams including battery modules, and engineering services to our customers. The Company recognizes revenue related to the vehicles at a point in time when the customer obtains control of the vehicle either upon completion of delivery or upon pick up of the vehicle by the customer. The Company recognizes revenue from the provision of consulting services on a project basis. The Company's fixed price contracts related to these services contain a single performance obligation. Revenue for these services is recognized at a point in time as different phases of the project are delivered. Cost of Revenue Cost of revenues primarily relates to the cost of production of vehicles and includes direct parts, material and labor costs, machinery and tooling depreciation, amortization of capitalized manufacturing costs, shipping and logistics costs, adjustments to write down the carrying value of inventory when it exceeds its estimated net realizable value (“LCNRV”) as needed, and adjustments for excess and obsolete inventory, as needed. Cost of revenue also includes materials, labor, and other direct costs related to the development of battery modules and provision of engineering services. Research and Development Expenses, excluding Depreciation Research and development expenses, excluding depreciation consists of salaries, employee benefits and expenses for design and engineering, stock-based compensation, as well as materials and supplies used in research and development. In addition, research and development expenses include fees for consulting and engineering services from third party vendors. Selling, General and Administrative Expenses, excluding Depreciation The principal components of our selling, general and administrative expenses are salaries, wages, benefits and bonuses paid to our employees; stock-based compensation; travel and other business expenses; and professional services fees including consulting, legal, audit and tax services. Depreciation Expense Depreciation is provided on property and equipment over the estimated useful lives on a straight-line basis. Upon retirement or disposal, the cost of the asset disposed of and the related accumulated depreciation are removed from the accounts and any gain or loss is reflected in the loss from operations. No depreciation expense is allocated to research and development and general and administrative expense. Loss Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs for loss contingencies are expensed as incurred. Stock-Based Compensation The Company accounts for stock-based compensation awards granted to employees and directors based on the awards’ estimated grant date fair value. The Company estimates the fair value of its Common Stock options using the black-scholes-merton option-pricing model. For stock-based awards that vest solely based on continued service (“service-only vesting conditions”), the resulting fair value is recognized under the graded vesting method over the requisite service period, which is usually the vesting period and generally four years. The Company recognizes the fair value of stock-based awards which contain performance conditions using the graded vesting method, when it is probable the performance condition will be met. The Company recognizes the fair value of stock-based awards which contain market conditions, such as stock price milestones, by simulating a range of possible future stock prices for the Company over the performance period using a Monte-Carlo simulation model to determine the grant date fair value. The Company accounts for forfeitures as they occur. The Company classifies stock-based compensation expense in its Consolidated Statement of Operations in the same manner in which the award recipient’s payroll costs are classified. For grants to nonemployees, an expense is recognized when the good or service is received. The Company estimates the fair value of RSUs based on the market price of our Common Stock underlying the awards on the grant date. Fair value for awards with our stock price performance metrics is calculated using the Monte Carlo simulation model, which incorporates stock price correlation and other variables over the time horizons matching the performance periods. 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	12 Months Ended
	Dec. 31, 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 consolidated financial position, results of operations, or cash flows. Recently Adopted Accounting Pronouncements 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 consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”) to enhance the transparency and decision usefulness of income tax disclosures, primarily related to the rate reconciliation and income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently assessing the provisions of this new pronouncement and evaluating any material impact that this guidance may have on our consolidated financial statements. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”) to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently assessing the provisions of this new pronouncement and evaluating any material impact that this guidance may have on our consolidated financial statements. On October 9, 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification (the “Codification”). The ASU was issued in response to the SEC’s August 2018 final rule that updated and simplified disclosure requirements that the SEC believed were “redundant, duplicative, overlapping, outdated, or superseded.” The new guidance is intended to align U.S. GAAP requirements with those of the SEC and to facilitate the application of U.S. GAAP for all entities. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The Company is currently assessing the provisions of this new pronouncement and evaluating any material impact that this guidance may have on our consolidated financial statements.. In March 2023, the FASB issued ASU No. 2023-01, Leases (Topic 842): Common Control Arrangements

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 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 December 31, 2023 and 2022 (in thousands): December 31, 2023 Fair Value Level 1 Level 2 Level 3 Liability Contingent earnout shares liability $ 41 $ — $ — $ 41 Derivative liability, current $ 860 $ — $ — $ 860 Convertible debt, current $ 16,052 $ — $ — $ 16,052 Derivative liability, non-current $ 25,919 $ — $ — $ 25,919 Warrant liability, non-current $ 17,390 $ — $ 17,390 $ — December 31, 2022 Fair Value Level 1 Level 2 Level 3 Liability Contingent earnout shares liability $ 3,013 $ — $ — $ 3,013 Warrant liability $ 17,171 $ — $ 17,171 $ — The Company’s Contingent Earnout liability, Convertible Debentures and derivative liabilities are considered “Level 3” fair value measurement. Refer to Note 2 for discussion of the Company’s methods for valuation. The Company issued Convertible Debentures with Yorkville as discussed in Note 9, whereby the Company elected to account for the transactions under the fair value option of accounting upon issuance. The Company estimated the fair value of the August and September Initial Loans, as defined in Note 9, based on assumptions used in the Monte Carlo simulation model using the following inputs as of the end of the reporting period: August Convertible Debenture September Convertible Debenture Expected term (in years) 0.75 0.90 Stock price $ 0.26 $ 0.26 Interest rate 3.0 % 3.0 % Expected volatility 121.3 % 121.0 % Expected dividend rate — — Risk free rate 5.0 % 4.8 % Following is a summary of the change in fair value of the Convertible debt accounted for under the fair value option for the years ended December 31, 2023 and 2022 (in thousands). Year Ended December 31, Convertible Debt 2023 2022 Beginning fair value $ — $ — Addition during the year 71,438 — Payments during the year (48,533) — Change in fair value during the year (6,853) — Ending fair value $ 16,052 $ — As the fair value of the freestanding instruments identified within the Convertible Debentures exceeded the proceeds, a loss on issuance on convertible debenture was recognized. Refer to Note 9 for further information. 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 $18.00 as of December 21, 2022. The second tranche will be issued if the share price reaches $25.00 within four years of the closing of the Earnout Date. The third tranche will be issued if the share price reaches $30.00 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 December 31, 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 years ended December 31, 2023 and 2022 (in thousands). Year Ended December 31, Earnout Shares Liability 2023 2022 Beginning fair value $ 3,013 $ 29,057 Change in fair value during the year (2,972) (26,044) Ending fair value $ 41 $ 3,013 The Company issued the April Convertible Debenture whose conversion feature meets the definition of a derivative liability which requires bifurcation. The remaining debt of $1.3 million remaining under this debenture was assumed by the August Convertible Debenture. 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 on the date the debt was assumed by the August Convertible Debenture: the price of the Company’s Common Stock of $0.63; a risk-free interest rate of 5.3%; expected volatility of the Company’s Common Stock of 130.4%; expected dividend yield of 0.0%; and simulation period of 0.89 years. The fair value of the conversion feature derivative was $3.7 million at issuance and $0.8 million when the remaining debt under the April Convertible Debenture was assumed by the August Convertible Debenture resulting in a gain 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 $0.26; shares subject to Market Value shortfall of 2.3 million shares; a risk-free interest rate of 5.3%; expected volatility of the Company’s Common Stock of 118.4%; expected dividend yield of 0.0%; and remaining term of 0.27 years. The fair value of the Market Value Shortfall derivative measured at issuance and as of December 31, 2023 was $0.5 million and $0.9 million respectively resulting in a loss of $0.4 million included within the Consolidated Statement of Operations. The Company entered into the Preferred Stock Purchase Agreement with the Preferred Stock Purchaser whose conversion feature meets the definition of a derivative liability which requires bifurcation. The Company estimated the fair value of the conversion feature derivative embedded in the Preferred Stock Purchase Agreement 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 $0.26 ; a risk-free interest rate of 3.8%; expected volatility of the Company’s Common Stock of 121.7%; expected dividend yield of 0.0%; and remaining term of 4.8 years. The fair value of the conversion feature derivative measured at issuance and as of December 31, 2023 was $34.1 million and $25.9 million, respectively, resulting in a gain of $8.2 million included within Consolidated Statement of Operations. Year Ended December 31, Derivative liability 2023 2022 Beginning fair value $ — $ — Addition during the year 38,427 — Change in fair value during the year (10,874) — Derecognition of liability upon extinguishment of convertible debt (774) — Ending fair value $ 26,779 $ — The Company entered into the Fifth Pre-Paid Advance whose conversion features meet the definition of a derivative asset 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 as of October 5, 2023 (date of the special meeting of Company stockholders): the price of the Company’s Common Stock of $0.49; a risk-free interest rate of 5.3%; expected volatility of the Company’s Common Stock of 111.2%; expected dividend yield of 0.0%; and simulation period of 1.20 years. The fair value of the conversion feature derivative at issuance was $6.0 million and was written off on October 5, 2023 when the special shareholder meeting approved the change in floor price, resulting in a loss of $6.0 million included within the Consolidated Statement of Operations for the year ended December 31, 2023. Year Ended December 31, Derivative asset 2023 — 2022 Beginning fair value $ — $ — Addition during the year 5,966 — Change in fair value during the year (5,966) — Ending fair value — —

Prepaids and Other Current Asse

Prepaids and Other Current Assets	12 Months Ended
	Dec. 31, 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): December 31, 2023 2022 Prepaid expense $ 9,300 $ 5,133 Short term deposits 6,312 3,755 Other current assets 487 462 Total prepaids and other current assets $ 16,099 $ 9,350

Inventory

Inventory	12 Months Ended
	Dec. 31, 2023
Inventory Disclosure [Abstract]
Inventory	Inventory As of December 31, 2023 and December 31, 2022, the inventory balance was $6.2 million and $3.0 million, respectively, which consisted primarily of raw materials related to the production of vehicles for sale. We write-down inventory for any excess or obsolete inventories or when we believe LCNRV adjustment is needed. During the year ended December 31, 2023, the Company recorded write-downs of $2.2 million, in Cost of revenues in the consolidated statements of operations. No write-downs were recorded for the year ended December 31, 2022.

Property and Equipment, net

Property and Equipment, net	12 Months Ended
	Dec. 31, 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): December 31, 2023 2022 Tooling, machinery, and equipment $ 44,025 $ 32,863 Computer hardware 8,921 8,850 Computer software 9,835 9,053 Vehicles 1,528 1,356 Building 28,475 — Land 5,800 — Furniture and fixtures 788 742 Leasehold improvements 17,470 14,956 Construction-in-progress 307,489 276,968 Total property and equipment 424,331 344,788 Less: Accumulated depreciation (47,231) (33,388) Total property and equipment, net $ 377,100 $ 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. Depreciation expense for property and equipment was $13.8 million and $11.6 million for the years ended December 31, 2023 and 2022, respectively.

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	12 Months Ended
	Dec. 31, 2023
Accrued Liabilities, Current [Abstract]
Accrued Expenses and Other Current Liabilities	Accrued Expenses and Other Current liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): December 31, 2023 2022 Accrued property and equipment purchases $ 29,433 $ 24,797 Accrued research and development costs 15,913 17,736 Accrued professional fees 6,623 8,112 Accrued other expenses 11,932 12,446 Total accrued expenses and other current liabilities $ 63,901 $ 63,091

Convertible Debt

Convertible Debt	12 Months Ended
	Dec. 31, 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 120.0% 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 95.0% 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 Pre-Paid Advance amended the purchase price to be the lower of 110.0% of the VWAP on Nasdaq as of the day immediately preceding the date a Pre-Paid Advance was made (“Amended Fixed Price”) or 95.0% of the VWAP on Nasdaq during the five trading 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 Company's stockholders further approved the Second Amended Floor Price (as defined below), which was proposed and voted on at the special meeting of Company stockholders held on October 5, 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 ("PPA Exchange Cap"). The Company's stockholders approved the issuance of shares of the Company’s Common Stock in excess of the PPA 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 5.0%, subject to an increase to 15.0% 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 1.0% 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 Side Letter, pursuant to 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 to 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. However, subsequent supplemental agreements to the PPA have restricted the Company's access to the ATM Offering without Yorkville's prior consent while amounts remain outstanding under the PPA. 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 (the "Third Pre-Paid Advance"). 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 (the "Fourth Pre-Paid Advance"). 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 Pre-Paid Advance . 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 16, Warrants, for further information on the warrants and the allocation of proceeds. As of December 31, 2023, the Third Pre-Paid Advance and Fourth Pre-Paid Advance were each fully paid off through the issuance of 66.8 million shares of Common Stock in the aggregate. The loss on extinguishment of debt from repaying the Third Pre-Paid Advance and Fourth Pre-Paid Advance was $26.7 million and interest expense incurred as a result of effective interest under the PPA was $0.5 million. On September 11, 2023, the Company received an aggregate of $12.5 million on account of the fifth Pre-Paid Advance in accordance with the PPA (the "Fifth Pre-Paid Advance"). The net proceeds received by the Company, after giving effect to the commitment fee and the purchase price discount provided for in the PPA, was $11.8 million. Of the aggregate proceeds, $6.0 million was allocated to derivative assets for an embedded conversion feature included in the Fifth Pre-Paid Advance. Any portion of the convertible debt settled using the Variable Price will be extinguished as a share settled redemption while any settlement using the Fixed Price or the applicable floor price of $0.50 will be settled via conversion accounting. As of December 31, 2023, the Fifth Pre-Paid Advance was fully paid off through the issuance of 26.6 million shares of Common Stock. The loss on extinguishment of debt from repaying the Fifth Pre-Paid Advance was $0.2 million and interest expense incurred as a result of effective interest under the PPA was nominal. The Company's stockholders approved an amendment to the PPA with Yorkville to lower the minimum price which shares may be sold from $0.50 per share to $0.10 per share (the "Second Amended Floor Price"), which was proposed and voted on at the special meeting of Company stockholders held on October 5, 2023 (the "October Special Meeting"). On November 21, 2023, the Company received an aggregate of $21.3 million on account of the sixth Pre-Paid Advance in accordance with the PPA (the "Sixth Pre-Paid Advance"). The net proceeds received by the Company, after giving effect to the commitment fee and the purchase price discount provided for in the PPA, was $20.0 million. Any portion of the convertible debt settled using the Variable Price will be extinguished as a share settled redemption. As of December 31, 2023, the full amount remains outstanding under the Sixth Pre-Paid Advance. On December 20, 2023, the Company received an aggregate of $16.0 million on account of the seventh Pre-Paid Advance in accordance with the PPA (the "Seventh Pre-Paid Advance"). The net proceeds received by the Company, after giving effect to the commitment fee and the purchase price discount provided for in the PPA, was $15.0 million. Any portion of the convertible debt settled using the Variable Price will be extinguished as a share settled redemption. As of December 31, 2023, the full amount remains outstanding under the Seventh Pre-Paid Advance. 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 (as amended) 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 PPA 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 PPA Exchange Cap no longer applies and the VWAP is greater than the Floor Price (as amended) 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 (as amended) 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 3.0% redemption premium (“PPA 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 PPA 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 Convertible Debentures On April 24, 2023, the Company entered into a securities purchase agreement with Yorkville in connection with the issuance and sale 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 included a 6.0% discount of the loan in accordance with the terms of the April Convertible Debenture. Of the aggregate net proceeds of $45.1 million, $41.4 million was allocated to convertible debt and $3.7 million was allocated to derivative liabilities to account 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 or 95.0% of the lowest daily VWAP on Nasdaq as of the five trading days immediately preceding the conversion date, which in no event would be less than $0.14 per share. Yorkville was not entitled to participate in any earnings distributions until the April Convertible Debenture is offset with shares of Common Stock. As of December 31, 2023, the April Convertible Debenture was fully paid off through the issuance of 95.4 million shares of Common Stock to Yorkville, resulting in a loss on extinguishment of debt of $3.5 million. During the year ended December 31, 2023, the Company incurred $0.1 million of interest expense and $5.5 million of amortization of debt discount. On June 30, 2023, the Company entered into a securities purchase agreement with Yorkville (the “July Convertible Debenture”) in connection with the issuance and sale by the Company of convertible debentures in an aggregate principal amount of $26.6 million (the “July Initial Loan”). The convertible debenture was initially recognized on the settlement date of July 3, 2023, and net proceeds received by the Company from Yorkville included a 6.0% discount of the July Initial Loan in accordance with the terms of the July Convertible Debenture. Yorkville had, but did not elect, the right and option (the “July Loan Option”) to purchase from the Company an additional convertible Loan in a principal amount of up to $53.2 million. In conjunction with the July Initial Loan, the Company issued to Yorkville an initial warrant (the “July Initial Warrant”) to purchase 49.6 million shares of Common Stock at an exercise price of $0.54. If Yorkville had exercised the July Loan Option, the Company would have issued to Yorkville an additional warrant (the “July 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 July Option Warrant, if issued, would have been issued on the same terms as the July Initial Warrant except that the exercise price of the June Option Warrant would have been $0.67 per share. Refer to Note 16, Warrants, for further information on the warrants. As of December 31, 2023, the July Convertible Debenture was fully paid off through the issuance of 101.6 million shares of Common Stock to Yorkville, resulting in a loss on extinguishment of debt of $1.4 million. During the year ended December 31, 2023, the Company incurred $0.3 million of interest expense. Additionally, Yorkville did not exercise the July Loan Option, as a result of which, the July Loan Option and the related July Option Warrant are no longer applicable. On August 2, 2023, the Company entered into a securities purchase agreement with Yorkville (the “August Convertible Debenture”) 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 Loan”). The net proceeds received by the Company from Yorkville included a 6.0% discount of the August Initial Loan in accordance with the terms of the August Convertible Debenture. Yorkville had, but did not elect, the right and option (the “August Loan Option”) to purchase additional convertible debentures in an aggregate principal amount of up to $53.2 million. In conjunction with the August Initial Loan, 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 per share. The August Initial Warrant is immediately exercisable and will expire on August 2, 2028. If Yorkville had exercised the August Loan Option, the Company would have issued 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 Option Warrant, if issued, would have been issued on the same terms as the August Initial Warrant except that the exercise price of the August Option Warrant would have been $0.67 per share. As of December 31, 2023, 97.6 million shares of Common Stock have been issued to Yorkville, resulting in a loss on extinguishment of debt of $1.2 million. During the year ended December 31, 2023, the Company incurred $0.3 million of interest expense. Additionally, Yorkville did not exercise the August Loan Option, as a result of which, the August Loan Option and the related August Option Warrant are no longer applicable. On August 2, 2023, the Company and Yorkville have agreed to transfer the outstanding balance of $1.3 million on the April Convertible Debenture to the August Convertible Debenture. Such outstanding balance is reflected in the aggregate principal amount issuable available under the August Initial Debenture. As a result of such transfer, as of August 2, 2023, no amounts remain outstanding under the April Convertible Debenture. The embedded redemption feature within the April Convertible Debenture was valued as of the August Initial Debenture settlement date at $0.8 million and then written off. On September 26, 2023, the Company entered into a securities purchase agreement with Yorkville (the “September Convertible Debenture”, together with the July Convertible Debenture and the August Convertible Debenture, collectively, the "Convertible Debentures"), receiving an aggregate of $15.0 million (the “September Initial Loan”). The net proceeds received by the Company from Yorkville included a 16.5% discount of the September Initial Loan in accordance with the September Convertible Debenture. Yorkville had, but did not elect, the right and option (the “September Loan Option”) to purchase additional convertible debentures in an aggregate principal amount of up to $30.0 million. In conjunction with the September Convertible Debenture, the Company issued to Yorkville an initial warrant (the “September Initial Warrant”) to purchase 28.0 million shares of Common Stock at an exercise price of $0.54. The September Initial Warrant is immediately exercisable and will expire on September 26, 2028. If Yorkville had exercised the September Loan Option, the Company would have issued to Yorkville an additional warrant (the “September Option Warrant”) for a number of shares of Common Stock determined by dividing the principal amount so exercised (up to $30.0 million) by $0.54 per share. The September Option Warrant, if issued, would have been issued on the same terms as the September Initial Warrant except that the exercise price of the August Option Warrant would have been $0.67 per share. As of December 31, 2023, no conversion on the September Initial Debenture has occurred. Additionally, Yorkville did not exercise the September Loan Option, as a result of which, the September Loan Option and the related September Option Warrant are no longer applicable. Amounts outstanding in the Convertible Debentures could be offset by the issuance of shares of Common Stock to Yorkville at a price per share calculated at the lower of $0.50 (the "Note Fixed Price") or 95.0% of the lowest daily VWAP on Nasdaq as of the five trading days immediately preceding the conversion date (“Variable Price”), which in no event would be less than $0.10 per share. The issuance of the shares of Common Stock under the Convertible Debentures are 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 ("Note Exchange Cap"). With respect to the April Convertible Debenture, July Convertible Debenture and August Convertible Debenture, the Company's stockholders approved the issuance of shares of the Company’s Common Stock in excess of the Note Exchange Cap, which was proposed and voted on at the October Special Meeting. Interest accrues on the outstanding balance of the April Convertible Debenture at an annual rate equal to 1.0%, subject to an increase to 15.0% upon events of default described in the April Convertible Debenture. Interest accrues on the outstanding balance of the July Convertible Debenture, the August Convertible Debenture and the September Convertible Debenture at an annual rate equal to 3.0%, subject to an increase to 15.0% upon events of default described in their respective agreements. The Convertible Debentures each have a maturity date of 14 months from their respective Convertible Debenture date. The Company elected to account for the July Convertible Debenture, the August Convertible Debenture and the September Convertible Debenture under the fair value option of accounting upon issuance. The proceeds were allocated to all freestanding instruments recorded at fair value. As the fair value of the freestanding instruments exceeded the proceeds, an aggregate loss of $69.6 million for the year ended December 31, 2023 was recognized in Loss on fair value change of convertible debt in the Consolidated Statements of Operations. As of December 31, 2023, the fair value of the Convertible Debentures was $16.1 million and are included in Convertible debt, current in the Consolidated Balance Sheets. The primary reason for electing the fair value option is for simplification of accounting for the Convertible Debentures at fair value in its entirety versus bifurcation of the embedded derivatives. The fair value was determined using a Monte Carlo valuation model. Refer to Note 4, Fair Value Measurements, for further information on the loans. The Convertible Debentures provides that if the VWAP of shares of Common Stock is less than the then-applicable 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 Note 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 applicable registration statement, then the Company is required to make monthly cash payments of amounts outstanding under the Convertible Debentures 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 Convertible Debentures balance has been paid or until the payment obligation ceases. Pursuant to the Convertible Debentures, the monthly payment obligation ceases if the Note Exchange Cap no longer applies and the VWAP is greater than the applicable 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 Convertible Debentures, provided that the VWAP of the Common Stock is less than the Note 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 ten trading days prior to the date on which the Company will make such payment. If elected, the early repayment amount is to include a 5.0% redemption premium (“Note Redemption Premium”). If any event of default has occurred, the full amount outstanding under the Loan plus the Note 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	12 Months Ended
	Dec. 31, 2023
Leases [Abstract]
Operating leases	Operating leases The Company has entered into various operating lease agreements for office and manufacturing spaces. Justin Texas Lease On January 31, 2023, the Company 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 of the Company ("CEO"). 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 16 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 150.0% 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 at inception was initially allocated to the warrants issued to I-40 valued at $0.9 million described in Note 16 and the derivative liability 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 10.0%. 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): 2024 $ 3,200 2025 3,635 2026 4,097 2027 4,302 2028 4,384 Thereafter 21,647 Total payments 41,265 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 6.7%. As of December 31, 2023 the remaining operating lease ROU asset and operating lease liability were approximately $36.2 million and $38.8 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 December 31, 2023 and December 31, 2022, $3.1 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 $0.6 million and $0.5 million for the years ended December 31, 2023 and 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 at December 31, 2023 and December 31, 2022 was 8.7 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 December 31, 2023 were as follows (in thousands): Operating 2024 $ 5,573 2025 5,728 2026 5,504 2027 5,532 2028 5,813 Thereafter 23,707 Total lease payments 51,857 Less: imputed interest (1) 13,049 Present value of operating lease liabilities 38,808 Current portion of operating lease liabilities (2) 3,086 Operating lease liabilities, net of current portion $ 35,722 __________________________ (1) Calculated using the incremental borrowing rate (2) Included within Accrued expenses and other current liabilities line item on the Consolidated Balance Sheet

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 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 December 31, 2023. The letters of credit have 5 and 13 years terms, respectively, and will not be drawn upon unless the Company fails to make its payments. 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. 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 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. The lead plaintiff filed a third amended consolidated complaint on September 8, 2023 and defendants subsequently filed a motion to dismiss the third amended consolidated complaint. On January 4, 2024, the lead plaintiff filed his opposition to the defendants’ motion to dismiss. On February 1, 2024, the defendants filed their reply in support of the motion to dismiss. On its own motion, the court continued the hearing date for the motion to dismiss to May 16, 2024. 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 $1.0 million in undisclosed executive compensation. Without admitting or denying the SEC's allegations, Kranz and Balciunas each consented to the entry of judgments against them. Kranz agreed to be permanently enjoined from violating the anti-fraud provision of Section 17(a)(3) of the Securities Act and the proxy solicitation provisions of Section 14(a) of the Exchange Act 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 $0.1 million 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 $1.5 million. 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 fewer 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. In September 2022, the Company filed an amended complaint and DDG filed a motion to dismiss the amended complaint. On September 21, 2023, the court issued a decision denying DDG's motion to dismiss. DDG's answer to the complaint was filed on October 19, 2023. An initial pretrial conference was held on January 12, 2024, and the court entered the case management order that day. The fact discovery deadline for the case is January 24, 2025. On January 16, 2024, the Company was named as a defendant in an action for damages and injunctive relief filed in the Southern District of New York by an affiliated party to DD Global Holdings Ltd., Champ Key Limited ("Champ Key"). The complaint alleges that the Company breached a registration rights agreement and violated Delaware law (6 Del. C. Section 8-401) when the Company refused in November 2022 to remove the restrictive legends on 17,189,210 shares of Common Stock owned by Champ Key, thereby preventing Champ Key from selling the shares of Common Stock. The complaint alleges claims for breach of contract, violation of Delaware law, and seeks injunctive relief, compensatory damages in excess of $23 million and punitive damages, interests, costs of suit and attorneys’ fees. On March 1, 2024, the Company filed an answer and affirmative defenses to the complaint. The final determinations of liability arising from these litigation matters will only be made following comprehensive investigations and litigation processes. 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	12 Months Ended
	Dec. 31, 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 $1.7 million and $1.3 million for years ended December 31, 2023 and 2022, respectively. In addition, certain AFV staff provided the Company with shared services support in its Justin, Texas corporate office facility. For the years ended December 31, 2023 and 2022, the Company incurred approximately $1.7 million and $1.1 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 Common Stock at a price of $3.65 per share for an aggregate purchase price of $50.0 million (the "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 November 9, 2022, the Company entered into Common Stock Subscription Agreement providing for the purchase of an aggregate of 9.0 million shares of Common Stock at a price of $1.11 per share for an aggregate purchase price of $10.0 million (the “November 2022 PIPE”). The purchasers of the shares are Mr. Aquila and a special purpose vehicle managed by entities affiliated with Mr. Aquila. The closing of the November 2022 PIPE occurred on November 18, 2022. During the year ended December 31, 2022, the Company incurred approximately $0.8 million for the usage and purchase of certain transport trucks and trailers with an entity controlled by the Executive Chair and Chief Executive Officer of the Company. No such expenses were incurred during the year ended December 31, 2023. 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 16. 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" and together with the June 2023 PIPE, collectively, the "PIPEs"). 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. The warrant issued is further discussed in Note 16.

Equity

Equity	12 Months Ended
	Dec. 31, 2023
Equity [Abstract]
Equity	Equity 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 of its shares of Common Stock, at the Company’s request any time during the 36 months following the execution of the SEPA. Under the SEPA, the Company issued 14.2 million shares of Common Stock to Yorkville for cash proceeds of $32.5 million with a portion of the shares issued as 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. 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. 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 terminated the ATM Sales Agreement with respect to itself, which became effective on that date. During the year ended December 31, 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. During the year ended December 31, 2022, the Company sold 36.3 million shares of Common Stock at prices ranging from $1.20 to $1.85 for net proceeds of $49.3 million under the ATM Offering and compensation paid to the agents for the period was $1.5 million. Other Issuances of Equity On February 5, 2023, the Company entered into a securities purchase agreement ("RDO SPA") with certain investors. The RDO SPA provided 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 “RDO 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 RDO SPA. The Placement Agent Warrants had the same terms as the warrants issued under the RDO SPA. These warrants are equity classified and were measured at fair value on the issuance date. As of December 31, 2023, $1.6 million is reflected on the 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 Convertible Debentures discussed in Note 9, the PIPEs discussed in Note 13, and warrants issued to various parties discussed in Note 16. Authorized Shares Amendment On October 5, 2023, at the October Special Meeting, the Company’s stockholders approved an amendment to Paragraph A of Article IV of the Company’s Second Amended and Restated Certificate of Incorporation to increase the Company’s number of shares of authorized Common Stock from 1.0 billion shares to 2.0 billion shares and the corresponding increase in the total number of authorized share of capital stock the Company may issue from 1.01 billion to 2.01 billion shares. Preferred Stock Purchase Agreement On September 29, 2023, the Company entered into a securities purchase agreement (the "Preferred Stock Purchase Agreement") with an institutional investor (the "Preferred Stock Purchaser") in connection with the issuance, sale and delivery by the Company of an aggregate of 45,000 shares (the "Preferred Shares") of the Company’s 7.5% Series B Cumulative Perpetual Redeemable Preferred Stock, par value 0.0001 per share (the "Preferred Stock") and a stated value of $1000 per share, which is convertible into shares of the Company’s Common Stock, and pursuant to which the Company issued warrants to purchase approximately 23.0 million shares of Common Stock (the "Preferred Warrants"), for a total purchase price of $45.0 million. On October 12, 2023, the Company closed the sale of the Preferred Shares and the Preferred Warrants to the Preferred Stock Purchaser and filed the certificate of designation for the Preferred Stock (the "Certificate of Designation"). The transaction is initially recognized on the settlement date of October 12, 2023. Refer to Note 16, Warrants, for further information on the Preferred Warrants. The Preferred Stock is convertible into shares of Common Stock at an initial conversion price of approximately $0.5612 per common share (“Conversion Price”), which is equal to 120% of the average Common Stock price of the Company for the ten consecutive trading days immediately preceding the closing of the transaction. The Conversion Price is subject to customary anti-dilution and price protective adjustments. The holders have the ability to exercise the conversion rights at any time, or upon a Change of Control event (as defined in the Series B Certificate of Designation). The Preferred Stock does not provide the holder with any voting rights. As of December 31, 2023, no conversion of the Preferred Stock has occurred. Upon the occurrence of certain contingent events, the Company may, at its option, redeem the Preferred Stock for cash at a redemption price equal to 103% of the Liquidation Preference, plus any accumulated and unpaid dividends. Additionally, on or after October 12, 2028 (“First Reset Date”), the Company may, at its option, redeem the Preferred Stock at any time for cash at a redemption price equal to 103% of the Liquidation Preference plus any accumulated and unpaid dividends. Upon any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, the Preferred Stock Purchaser will be entitled to payment out of the assets of the Company, prior and in preference to holders of Common Stock of the Company, in an amount per share equal to $1,000 (the “Liquidation Preference”) plus any accumulated and unpaid dividends thereon. As of December 31, 2023, the Liquidation Preference of the Preferred Stock was $45.5 million. Dividends on the Preferred Stock can be paid in either cash or in kind in the form of additional shares of Preferred Stock, at the option of the Company, subject to certain exceptions. The Company will pay dividends whether in cash or in kind at a rate of 7.5% per annum (“Dividend Rate”), subject to certain adjustments and exceptions. On and after the First Reset Date, the Dividend Rate on the Preferred Stock will increase by 1.50% per Payment Period. As of December 31, 2023, the accumulated but not declared or paid dividends on the Preferred Stock were $0.5 million. Based on an evaluation of the terms of the Preferred Stock, the Company determined that the Preferred Stock is not eligible for permanent equity classification. Under applicable US GAAP, the Company is required to assume cash-settlement of the Preferred Stock in a conversion scenario that requires delivery of shares in excess of the Exchange Cap. Accordingly, the Company presents the Preferred Stock outside of permanent equity (i.e., the Preferred Stock is presented in mezzanine equity). The Company determined that cash settlement or redemption of the Preferred Stock is unlikely; therefore, the Preferred Stock is not currently redeemable or probable of becoming redeemable. As a result of the increasing rate dividend described above, the Company uses the interest method to accrete the carrying value of the Preferred Stock from its initial recognized value to its expected settlement value on the expected redemption date.

Stock-based Compensation

Stock-based Compensation	12 Months Ended
	Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	Stock-based Compensation 2020 Equity Incentive Plan On December 21, 2020, the stockholders of the Company approved the 2020 Equity Incentive Plan (the "2020 Equity Plan”), authorizing 26.9 million common shares to be reserved for issuance of stock options, restricted stock units awards ("RSU") and other stock awards. Under the 2020 Equity Plan, employees are compensated through various forms of equity, including RSUs. Each RSU represents a contingent right to receive one share of the Company’s Common Stock. Performance stock unit awards ("PSU") represent the right to receive a share of the Company’s Common Stock if service, performance, and market conditions, or a combination thereof, are satisfied over a defined period. For the year ended December 31, 2023, 24.5 million RSUs and no PSUs were granted under the 2020 Equity Plan. For the year ended December 31, 2022, 15.3 million RSUs and 4.7 million PSUs were granted under the 2020 Equity Plan. Restricted Stock Awards From November 4, 2018 to May 6, 2019 , Legacy Canoo sold restricted shares to the founders, which include certain investors, subject to certain vesting conditions. The vesting conditions were amended on December 18, 2020 , of which the time-based portion was amended with cliff vesting on March 18, 2020 with the remaining shares vesting over 36 months thereafter. The compensation expense recognized for the restricted stock awards was $0.2 million and $4.0 million for the years ended December 31, 2023 and 2022, respectively. Restricted Stock Units The Company granted RSUs throughout 2023 and 2022 to compensate existing employees and attract top talent, primarily subject to time-based vesting. Shares Weighted- Average Grant-Date Fair Value Unvested at December 31, 2022 17,252 $ 4.87 Granted 24,524 0.64 Vested (7,562) 7.34 Forfeited (8,332) 5.21 Unvested at December 31, 2023 25,882 $ 5.69 The total fair value of restricted stock units granted during the years ended December 31, 2023 and 2022, were $14.3 million and $56.9 million, respectively. The compensation expense recognized for the restricted stock units was $16.4 million and $50.1 million for the years ended December 31, 2023 and 2022, respectively. Performance-Based Restricted Stock Units PSUs 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 zero PSUs to employees during the year ended December 31, 2023. The Company granted 4.7 million PSUs to employees during the year ended December 31, 2022 with a total grant date fair value of $14.5 million. As of December 31, 2023, the Company's analysis determined that these operational milestone events are probable of achievement and as such, compensation expense of $0.3 million and $6.9 million has been recognized for the year ended December 31, 2023 and 2022, respectively. There were no PSUs granted to the CEO during the years ended December 31, 2023 and 2022. The compensation expense recognized for previously awarded PSUs to the CEO was $12.8 million and $17.3 million for the years ended December 31, 2023 and 2022. The activity for performance-based restricted stock units in the year ended December 31, 2023 was as follows (in thousands, except weighted-average grant-date fair value amounts): Shares Weighted- Average Grant-Date Fair Value Unvested at December 31, 2022 14,160 $ 4.80 Granted — — Vested — — Forfeited (1,656) 3.00 Unvested at December 31, 2023 12,504 $ 2.67 The following table summarizes the Company’s total stock-based compensation expense by line item for the years ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 2022 Research and development $ 6,711 $ 31,083 Selling, general and administrative 23,495 48,490 Total $ 30,206 $ 79,573 The Company's total unrecognized compensation cost as of December 31, 2023 and 2022 was $21.0 million a nd $64.2 million , respectively . 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, with the first offering period commencing on grant date January 3, 2022 and a purchase date of April 1, 2022. The 2020 ESPP provides participating employees with the opportunity to purchase up to a maximum number of shares of Common Stock of 4.0 million, 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) 1.0% of the total number of shares of Common Stock outstanding on December 31st of the preceding calendar year, and (ii) 8.1 million shares of Common Stock. During the years ended December 31, 2023 and 2022, total employee withholding contributions for the 2020 ESPP were $1.0 million and $2.9 million, respectively. Approximately $0.4 million and $1.3 million of stock-based compensation expense was recognized for the 2020 ESPP during the years ended December 31, 2023 and 2022.

Warrants

Warrants	12 Months Ended
	Dec. 31, 2023
Equity [Abstract]
Warrants	Warrants Public Warrants As of December 31, 2023, the Company had 23.8 million 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 years ended December 31, 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 1.0 million shares of Common Stock upon execution of the agreement. The Company also issued a warrant to purchase an aggregate 1.0 million shares of Common Stock to VDL Nedcar at exercise prices ranging from $18.00 to $40.00 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 Consolidated Statement of Cash Flows for the year ended December 31, 2022. The shares of Common Stock issued to VDL Nedcar are included in the accompanying Consolidated Statement of Stockholders' Equity for the year ended December 31, 2022. None of the warrants have been exercised as of December 31, 2023. 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 20.0% ownership in the Company on a fully diluted basis as of the issuance date. As a result of the anti-dilution adjustments, as of December 31, 2023, the warrant is exercisable for an aggregate of 65.1 million shares of Common Stock at a per share exercise price of $2.02. The warrant has a term of ten 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 deferred warrant asset presented on the 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) 10.0 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 December 31, 2023, a total of 15.3 million warrants have vested, of which none have been exercised. Yorkville PPA Warrants In connection with the Yorkville PPA discussed in Note 9, on December 31, 2022, 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 its option to increase its 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 at 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 (years) 0.9 Expected volatility 116.4 % Dividend yield — % 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 not yet presently expect to pay dividends. As of December 31, 2023, the Company had issued warrants to Yorkville pursuant to the PPA 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. RDO SPA Warrants On February 5, 2023, the Company received net proceeds of $49.4 million in connection with the RDO SPA. The Company issued the RDO 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 was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 4.6 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.16 Exercise price $ 1.30 Stock price $ 0.26 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 December 31, 2023, was $8.2 million resulting in a gain of $31.8 million for the year ended December 31, 2023. None of the warrants have been exercised as of December 31, 2023. June 2023 PIPE Warrants On June 22, 2023, the Company received an aggregate of $8.8 million in connection with the June 2023 PIPE. 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 was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.0 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Exercise price $ 0.67 Stock price $ 0.26 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 December 31, 2023, the fair value of the warrants were $3.2 million resulting in a gain of $3.8 million for the year ended December 31, 2023. None of the warrants have been exercised as of December 31, 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 was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 4.8 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Stock Price $ 0.26 Exercise Price $ 0.65 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 $0.9 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 December 31, 2023, the fair value of the warrants were $0.4 million, resulting in a gain of $0.5 million for the year ended December 31, 2023. None of the warrants have been exercised as of December 31, 2023. August 2023 PIPE Warrants On August 4, 2023, the Company received an aggregate of $3.0 million in connection with the August 2023 PIPE. The Company issued warrants to multiple parties to purchase an aggregate of 5.6 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 was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.1 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Exercise price $ 0.67 Stock price $ 0.26 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 at issuance was $3.0 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 December 31, 2023, the fair value of the warrants was $1.1 million resulting in a gain of $1.9 million for the year ended December 31, 2023. None of the warrants have been exercised as of December 31, 2023. Yorkville Convertible Debentures Warrants In connection with the Convertible Debentures discussed in Note 9, the Company issued warrants to Yorkville to purchase an aggregate of 127.3 million shares of Common Stock, with an exercise price of $0.54 per share (collectively, the "Yorkville Debenture Warrants"). The Yorkville Debenture Warrants are immediately exercisable and will expire five years from the issuance date. The warrants were liability classified at the issuance date 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 warrants were reclassified to equity as a result of the special meeting of Company stockholders held on October 5, 2023. The key inputs used in the valuation on October 5, 2023 were as follows: July Convertible Debenture August Convertible Debenture September Convertible Debenture Expected term (years) 4.7 4.8 5.0 Expected volatility 108.0 % 108.0 % 108.0 % Expected dividend rate — % — % — % Risk free rate 4.6 % 4.6 % 4.6 % Estimated fair value per warrant $ 0.34 $ 0.34 $ 0.34 Exercise price $ 0.54 $ 0.54 $ 0.54 Stock price $ 0.44 $ 0.44 $ 0.44 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 Company elected to value the Convertible Debentures at fair value therefore the total proceeds from the transaction were allocated among the freestanding financial instruments. Refer to Note 9 for additional discussion. The total fair value of the warrants measured at issuance was $61.5 million. As of October 5, 2023, the fair value of the warrants was $43.4 million resulting in a gain of $18.1 million for the year ended December 31, 2023. None of the Yorkville Debenture Warrants have been exercised as of December 31, 2023. Preferred Stock Warrants On September 29, 2023, the Company entered into the Preferred Stock Purchase Agreement with the Preferred Stock Purchaser in connection with the issuance, sale and delivery by the Company of an aggregate of 45,000 Preferred Shares of the Preferred Stock, which is convertible into shares of the Company’s Common Stock, and pursuant to which the Company issued the Preferred Warrants to purchase approximately 23.0 million shares of Common Stock with an exercise price of $0.56 per share, for a total purchase price of $45.0 million. The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 4.8 Risk free rate 3.8 % Expected volatility 121.7 % Expected dividend rate — % Exercise price $ 0.56 Stock price $ 0.26 Estimated fair value per warrant $ 0.19 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 total fair value of the warrants measured at issuance was $5.9 million As of December 31, 2023, the fair value of the warrants was $4.5 million resulting in a gain of $1.4 million for the year ended December 31, 2023. None of the warrants have been exercised as of December 31, 2023.

Net Loss per Share

Net Loss per Share	12 Months Ended
	Dec. 31, 2023
Earnings Per Share [Abstract]
Net Loss per Share	Net Loss per Share The table below presents a reconciliation of the basic and diluted net loss per share that were computed for the following periods: Year ended December 31, 2023 2022 Numerator: Net loss attributable to Canoo $ (302,021) $ (487,694) Less: dividend on redeemable preferred stock 459 — Less: additional deemed dividend on redeemable preferred stock 141 — Net loss available to common shareholders $ (302,621) $ (487,694) Denominator: Weighted-average common shares outstanding: Basic and diluted 576,199 269,768 Net loss per common share: Basic and diluted $ (0.53) $ (1.81) 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. 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): December 31, 2023 2022 Convertible debt (Note 9) 217,935 46,988 Restricted and performance stock units 38,386 31,412 Warrants to purchase Common Stock (Note 16) 264,496 29,605 Restricted Common Stock shares — 2,842 Early exercise of unvested stock options — 593 Options to purchase Common Stock 88 195

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The components of the provision for income taxes consisted of the following (in thousands): Year ended December 31, 2023 2022 Provision for federal income taxes $ — $ — Provision for state income taxes — — Provision for income taxes $ — $ — The reconciliation of taxes at the statutory rate to our provision for income taxes was as follows (in thousands): Year ended December 31, 2023 2022 Tax at the statutory rate $ (63,374) $ (102,416) State tax – net of federal benefit (15,009) (25,118) Officer compensation — 6,750 Earnout Liability (624) (5,469) Stock Compensation 6,849 5,024 Warrants & Convertible Debt 8,228 — Provision to Return (5,052) (2,958) U.S. Tax Credits (7,975) (8,929) Other Rate Impacting Items (1,885) 2,328 Change in valuation allowance 78,842 130,788 Provision for income taxes $ — $ — Deferred tax assets and liabilities consisted of the following (in thousands): December 31, Deferred Tax Assets: 2023 2022 Net operating loss carry-forwards $ 284,514 $ 257,062 Capitalized research and development costs 72,364 35,295 Research and development credits 37,336 25,237 Stock-based compensation 10,809 10,167 Other 3,210 1,674 Total gross deferred income tax assets 408,233 329,435 Less: Valuation allowance (394,997) (316,155) Deferred tax assets, net of valuation allowance $ 13,236 $ 13,280 Deferred Tax Liabilities: Warrants $ (13,236) $ (13,280) Total deferred tax liabilities $ (13,236) $ (13,280) Total net deferred tax assets (liabilities): $ — $ — The Company recorded a full valuation allowance against its deferred income tax assets at December 31, 2023 and 2022. Based upon management’s assessment of all available evidence, the Company has concluded that it is more likely than not that the net deferred income tax assets will not be realized. The increase in the valuation allowance for the years ended December 31, 2023 and 2022 was $78.8 million and $130.8 million, respectively. The following table summarizes the activity recorded in the valuation allowance on the deferred income tax assets (in thousands): Valuation allowance at December 31, 2021 $ (185,367) Additions charged to income tax provision (130,788) Valuation allowance at December 31, 2022 (316,155) Additions charged to income tax provision (78,842) Valuation allowance at December 31, 2023 $ (394,997) At December 31, 2023, we had federal net operating loss carryforwards of approximately $958.2 million and state net operating loss carryforwards of $1.2 billion that may be carried forward indefinitely for federal income tax purposes and can offset 80.0% of taxable income in any given year except as amended by the CARES Act. NOL's can be carried forward to offset future taxable income for a period of twenty years for California state income tax purposes. The Company has research and development tax credits at December 31, 2023 and 2022 of approximately $37.3 million and $25.2 million, respectively, for both federal and state income tax purposes. If not utilized, the federal research and development tax credits will expire in various amounts beginning in 2039. State research and development credits can be carried forward indefinitely. Future utilization of the net operating loss carryforwards and tax-credit carryforwards may be subject to an annual limitation based on changes in ownership, as defined by Section 382 of the Internal Revenue Code. The aggregate changes in the balance of gross unrecognized tax benefits during the years ended December 31, 2023 and 2022 were as follows (in thousands): Balance at December 31, 2021 $ (40,258) Increases in balances related to tax provisions taken during current period (9,179) Increases related to changes in estimates (3,444) Other decreases 56 Balance at December 31, 2022 (52,825) Increases in balances related to tax positions taken during current period (10,701) Increases related to changes in estimates (1,647) Other decreases 250 Balance at December 31, 2023 $ (64,923) As of December 31, 2023, the Company has total uncertain tax positions of $64.9 million primarily related to research and development costs and tax basis in certain intangible assets which are recorded as a reduction of the deferred tax assets related to the research and development carryforwards and intangible assets. The Company's policy is to recognize interest and penalties, if any, related to uncertain tax positions as a component of income tax expense. For the years ended December 31, 2023 and 2022, the Company did not recognize any interest or penalties for uncertain tax positions. The Company is currently not under examination by the United States Internal Revenue Service or any other state, city, or local jurisdiction. The Company is subject to the standard statutes of limitations by the relevant tax authorities for federal and state purposes and all tax years since inception are open for examination. The Company does not anticipate any significant increases or decreases in its unrecognized tax benefits within the next twelve months.

Subsequent events

Subsequent events	12 Months Ended
	Dec. 31, 2023
Subsequent Events [Abstract]
Subsequent events	Subsequent events Yorkville PPA Sixth Supplemental Agreement On January 11, 2024, the Company entered into a sixth Supplemental Agreement (the “Sixth Supplemental Agreement”) with Yorkville to the PPA. Pursuant to the Sixth Supplemental Agreement, Yorkville agreed to advance $17.5 million to the Company (the “Sixth Supplemental Advance”) and waive certain terms and conditions set forth in the PPA with respect to such Supplemental Advance. After giving effect to the commitment fee and the purchase price discount provided for in the PPA, net proceeds of the Sixth Supplemental Advance to the Company were $16.5 million The Sixth Supplemental Agreement provides that solely with respect to the Sixth Supplemental Advance, the Purchase Price (as such term is used in the PPA) will be equal to the lower of (a) $0.24 per share, or (b) 95.0% of the lowest daily VWAP during five trading days immediately preceding each Purchase Notice Date (as such term is used in the PPA), but not lower than the Second Amended Floor Price. Further, the Company agreed to pay Yorkville a commitment fee of $0.9 million in connection with the Sixth Supplemental Agreement, which was deducted from the proceeds of the Sixth Supplemental Advance. Pursuant to the Eighth Supplemental Agreement, on March 12, 2024, all of the principal balance plus accrued interest of the Sixth Supplemental Advance was refinanced and redeemed by the Company. As such, none of the Sixth Supplemental Advance remains outstanding. Yorkville PPA Seventh Supplemental Agreement On January 31, 2024, the Company entered into a seventh Supplemental Agreement (the “Seventh Supplemental Agreement”) with Yorkville to the PPA. Pursuant to the Seventh Supplemental Agreement, Yorkville agreed to advance $20.0 million to the Company (the “Seventh Supplemental Advance”) and waive certain terms and conditions set forth in the PPA with respect to such Supplemental Advance. After giving effect to the commitment fee and the purchase price discount provided for in the PPA, net proceeds of the Seventh Supplemental Advance to the Company were $18.8 million. The Seventh Supplemental Agreement provides that solely with respect to the Seventh Supplemental Advance, the Purchase Price (as such term is used in the PPA) will be equal to the lower of (a) $0.18 per share, or (b) 95.0% of the lowest daily VWAP during five trading days immediately preceding each Purchase Notice Date (as such term is used in the PPA), but not lower than the Second Amended Floor Price. Further, the Company agreed to pay Yorkville a commitment fee of $1.0 million in connection with the Seventh Supplemental Agreement, which was deducted from the proceeds of the Seventh Supplemental Advance. Pursuant to the Eighth Supplemental Agreement, on March 12, 2024, all of the principal balance plus accrued interest of the Seventh Supplemental Advance was refinanced and redeemed by the Company. As such, none of the Seventh Supplemental Advance remains outstanding. January Warrant Cancellation and Exchange Agreement On January 31, 2024, the Company and Yorkville entered into a Warrant Cancellation and Exchange Agreement (the “January WC&E Agreement”). Pursuant to the January WC&E Agreement, Yorkville surrendered to the Company and the Company cancelled all outstanding Yorkville Debenture Warrants, which outstanding Yorkville Debenture Warrants represented the right to purchase an aggregate of 127.3 million shares of Common Stock, and in exchange, the Company issued to Yorkville (i) a warrant to purchase 110.8 million shares of Common Stock at an exercise price of $0.18, exercisable beginning on July 31, 2024 and with an expiration date of February 1, 2029 (the “January First Warrant”) and (ii) a warrant to purchase 127.3 million shares of Common Stock at an exercise price of $0.18, exercisable beginning on July 31, 2024 and with an expiration date of February 1, 2029 (the “January Second Warrant” and together with the January First Warrant, collectively, the “January Yorkville Warrants”). Pursuant to the March WC&E Agreement, all of the January Yorkville Warrants were cancelled and exchanged for the March Yorkville Warrants. Appointment and Departure of Certain Directors and Officers On February 1, 2024, Mr. Rainer Schmueckle tendered his resignation as a director of the Board and as a member of the Board’s Audit Committee, with such resignation becoming effective on such date. Mr. Schmueckle’s resignation was not due to any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies or practices. On February 5, 2024, the Board appointed Ms. Deborah Diaz and Mr. James Chen to the Board, effective immediately. The Board appointed Mr. Chen to fill the vacancy resulting from Mr. Greg Ethridge’s resignation from the Board and to serve as a Class I director of the Company until the Company’s 2024 meeting of stockholders and until his successor is duly elected and qualified, or until his earlier death, resignation or removal, effective immediately. The Board appointed Ms. Diaz to fill the vacancy resulting from Ms. Josette Sheeran’s resignation from the Board (as discussed below) and to serve as a Class III director of the Company until the Company’s 2026 meeting of stockholders and until her successor is duly elected and qualified, or until her earlier death, resignation or removal, effective immediately. On February 5, 2024, Ms. Josette Sheeran, the Company’s President and a director of the Board, tendered her resignation from her officer and board member positions with the Company, with such resignation becoming effective on such date. Ms. Sheeran’s resignation was not due to any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies and practices. Ms. Sheeran, pursuant to the terms of an agreement with the Company, will provide advisory services to the Company as a strategic advisor to the Chief Executive Officer of the Company. February Shareholders Special Meeting Results On February 29, 2024, the Company held a special meeting of its stockholders (the “February Special Meeting”) to (i) approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation, as amended from time to time (the “Restated Certificate”), to effect a reverse stock split of the Company's Common Stock at a reverse stock split ratio ranging from 1:2 to 1:30, and to authorize the Board to determine the timing of the amendment at its discretion at any time, if at all, but in any case prior to the one-year anniversary of the date on which the reverse stock split is approved by the Company’s stockholders at the February Special Meeting and the specific ratio of the reverse stock split (the “Reverse Stock Split Proposal”), and (ii) approve the issuance to Tony Aquila of (x) a performance-vesting restricted stock unit award (the “CEO PSU”) representing the right to receive 39,382,767 shares of the Company’s Common Stock, 50% of which may vest based on the achievement of certain cumulative Company revenue milestones for the twelve months ended December 31, 2024 and for the twenty-four months ended December 31, 2025, and 50% of which may vest based on certain thresholds relating to the volume weighted average trading price of the Company’s Common Stock any time during the twelve months ended December 31, 2024 and the twenty-four months ended December 31, 2025, subject to continuous services requirements through the applicable service vesting date (in each instance, subject to any adjustments to the Company’s stock price, including the effectuation of the reverse stock split contemplated by the Reverse Stock Split Proposal) and (y) a restricted stock unit award (the “CEO RSU” and, together with the “CEO PSU”, the “CEO Equity Awards”) representing the right to receive 78,765,530 shares of the Company’s Common Stock, the initial 50% of which will vest immediately and the latter 50% of which will vest in equal increments on January 1, 2025 and January 1, 2026 (the “CEO Equity Awards Proposal”). The stockholders approved each of the Reverse Stock Split Proposal and the CEO Equity Awards Proposal at the February Special Meeting. Reverse Stock Split On February 29, 2024, the Board approved and authorized the Company to implement a reverse stock split based on a final ratio of 1-for 23 of the Company’s Common Stock. Effective March 8, 2024, every 23 shares of Common Stock issued and outstanding, including shares of Common Stock held by the Company as treasury shares, were automatically combined into one share of Common Stock. The Company’s stockholders of record received a cash payment (without interest) in lieu of any fractional shares they would have otherwise been entitled to receive in the Reverse Stock Split. Under the terms of the applicable warrant agreement, the number of shares of Common Stock issuable on exercise of each warrant were proportionately decreased. Specifically, following effectiveness of the Reverse Stock Split, every 23 shares of Common Stock that may be purchased pursuant to the exercise of public warrants would represent one share of Common Stock that may be purchased pursuant to such warrants. Accordingly, every 23 warrants will be exercisable for one share of Common Stock at an exercise price of $264.50 per share of Common Stock. As of the Reverse Split Effective Time, the number of shares of Common Stock available for issuance under the Company’s equity incentive plans and issuable pursuant to equity awards immediately prior to the Reverse Stock Split were proportionately adjusted by the Reverse Stock Split. The exercise prices of the Company’s outstanding options and equity awards were adjusted in accordance with their respective terms. Yorkville PPA Eighth Supplemental Agreement On March 12, 2024, the Company entered into an eighth Supplemental Agreement (the “Eighth Supplemental Agreement”) with Yorkville to the PPA. Pursuant to the Eighth Supplemental Agreement, Yorkville agreed to advance $62.0 million to the Company (the “Eighth Supplemental Advance”) and waive certain terms and conditions set forth in the PPA with respect to such Supplemental Advance. The Eighth Supplemental Agreement provides that with respect to the Eighth Supplemental Advance, the Purchase Price (as such term is used in the PPA) will be equal to $2.30 per share. As of March 12, 2024, $32.0 million in principal amount and $47,123 of accrued and unpaid interest remained outstanding under all prior pre-paid advances pursuant to the PPA (such amounts, collectively, the “Outstanding Pre-Paid Advances Amount”). Pursuant to the Eighth Supplemental Agreement, the Company used a portion of the proceeds from the Eighth Supplemental Advance to repay all of the Outstanding Pre-Paid Advances Amount plus the Redemption Premium (as such term is used in the PPA) applicable to such repayment. After giving effect to the commitment fee, legal diligence fee and the purchase price discount provided for in the PPA, as well as the repayment of the Outstanding Pre-Paid Advances Amount and the applicable Redemption Premium, net proceeds of the Eighth Supplemental Advance to the Company was $15.0 million. March Warrant Cancellation and Exchange Agreement On March 12, 2024, the Company and Yorkville entered into a Warrant Cancellation and Exchange Agreement (the “March WC&E Agreement”). Pursuant to the March WC&E Agreement, on March 12, 2024, Yorkville surrendered to the Company and the Company cancelled all of the outstanding January Yorkville Warrants issued pursuant to the January WC&E Agreement, and in exchange, the Company issued to Yorkville (i) a warrant to purchase 10,351,032 shares of Common Stock at an exercise price of $1.37, exercisable beginning on September 12, 2024 and with an expiration date of March 13, 2029 and (ii) a warrant to purchase 10,948,905 shares of Common Stock at an exercise price of $1.37, exercisable beginning on September 12, 2024 and with an expiration date of March 13, 2029 (the warrants set forth in clauses (i) and (ii), collectively, the "March Yorkville Warrants"). Compliance with Nasdaq Continued Listing Standards On March 27, 2023, the Company received a letter from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market indicating that, based upon the closing bid price of the Common Stock for the prior 30 consecutive business days, the Company was not in compliance with the Bid Price Requirement. Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company was initially granted 180 calendar days, or until September 25, 2023, to regain compliance with the Bid Price Requirement. On August 23, 2023, the Company applied to transfer its securities from The Nasdaq Global Select Market to The Nasdaq Capital Market. On September 14, 2023, the Company received a letter from the Staff approving the Company’s application to list its securities on The Nasdaq Capital Market. The Company’s securities were transferred to The Nasdaq Capital Market on September 18, 2023. On September 26, 2023, the Company received a letter from the Staff granting the Company an additional 180 calendar days, or until March 25, 2024, to regain compliance with the Bid Price Requirement. On March 22, 2024, the Company received a letter from the Staff confirming that, based upon the closing bid price of the Common Stock from March 8 to March 22, 2024 being at $1.00 per share or greater, the Company has regained compliance with Nasdaq’s listing rules and that the Bid Price Requirement matter has been closed.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Pay vs Performance Disclosure
Net loss and comprehensive loss	$ (302,021)	$ (487,694)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Dec. 31, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") on a going concern basis, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. The consolidated financial statements include the results of Canoo Inc. and its subsidiaries. The Company's comprehensive loss is the same as its net loss. All intercompany transactions and balances have been eliminated in the consolidation. Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current period financial statements. Reclassification adjustments had no impact on prior year net income (loss) or shareholders’ equity.
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, and 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.
Segment and Geographic Information	Segment and Geographic Information Our principal executive officer, as the chief operating decision maker, organizes the Company, manages resource allocations and measures performance on the basis of one operating segment. The Company’s property and equipment and right of use assets are located primarily in the United States of America.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Significant estimates and assumptions made in the accompanying financial statements include, but are not limited to, the determination of the useful lives of property and equipment, valuation of deferred income tax assets and uncertain tax positions, the valuation of equity securities and stock-based compensation, the recognition and disclosure of contingent liabilities, the fair value of financial instruments, inventory, and the estimated incremental borrowing rates used to assess lease liabilities. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company may engage third party valuation specialists to assist with estimates related to the valuation of the underlying value of its assets, liabilities and equity. Such estimates often require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents consist of investments that are highly liquid, readily convertible to cash and which have an original maturity date within three months from the date of purchase as well as savings, checking and other bank accounts.
Concentration of Credit Risk and Supplier Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents. The Company, at times, maintains cash and cash equivalent balances at financial institutions in excess of amounts insured by United States government agencies or payable by the United States government directly. The Company places its cash with high credit quality financial institutions. Supplier Risk The Company is subject to risks related to its dependence on its suppliers, the majority of which are single-source providers of parts or components for the Company’s products. Any inability or unwillingness of the Company’s suppliers to deliver necessary input materials or product components, including semiconductors, at timing, prices, quality and volumes that are acceptable to the Company could have a material impact on Canoo’s business, prospects, financial condition, results of operations and cash flows. Fluctuations in the cost of input materials or product components and supply interruptions or shortages could materially impact the Company’s business.
Restricted Cash	Restricted Cash The Company had restricted cash of $14.5 million as of December 31, 2023. The restricted cash represents a letter of credit under the Company's Bentonville lease of $9.5 million, refundable customer deposits on vehicles of $2.5 million, a letter of credit under the Company's Michigan lease of $1.1 million, and certain other individually immaterial restricted cash balances of $1.4 million. As of December 31, 2022, the Company had restricted cash of $14.0 million. The restricted cash represents the letter of credit under the Company's Bentonville lease of $9.5 million, refundable customer deposits of $1.9 million, the letter of credit under the Company's Michigan lease of $1.1 million, and certain other individually immaterial restricted cash balances of $1.5 million.
Property and Equipment	Property and Equipment Property and equipment is stated at historical cost, less accumulated depreciation. Depreciation is provided on property and equipment over the estimated useful lives on a straight-line basis, the determination of which requires significant judgment. Expenditures for repairs and maintenance are expensed as incurred. 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. The Company generally uses the estimated useful lives for each asset category as follows: Assets category Years Leasehold improvements Shorter of lease term or estimated useful life Tooling 5 years Furniture and fixtures 5 years Machinery and equipment 3 - 15 years Computer hardware and software 3 years Vehicles 3 years
Leases	Leases The Company determines if an arrangement is a lease at inception if the Company concludes that the contract is in the scope of Accounting Standards Codification ("ASC") 842 and the Company has the right to control the identified asset. Operating leases are included in operating lease right-of-use (“ROU”) assets, and operating lease liabilities are included in accrued expenses and operating lease liabilities in the consolidated balance sheet. The operating lease ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. The operating lease ROU assets and operating lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company estimates an incremental borrowing rate based on the estimated market rate of interest for a collateralized borrowing over a similar term of the lease payments at commencement date. The operating lease right-of-use asset also includes any lease payments made prior to the lease commencement date. Lease expense for operating leases is recognized on a straight-line basis over the lease term. The determination of the lease term includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company has elected to exclude short-term leases (i.e., leases with expected terms of 12 months or less) from the recognition requirements of ASC 842, and has elected to account for lease and certain non-lease components as a single component. Refer to Note 10 for additional information regarding the Company's leases.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company assesses the carrying value of its long-lived assets, consisting primarily of property and equipment and lease ROU assets, annually or when there is evidence that events or changes in circumstances indicate that the carrying value of an asset or group of assets may not be recoverable. Such events or changes in circumstances may include a significant decrease in the market price of a long-lived asset, a significant change in the extent or manner in which an asset is used, a significant change in legal factors or in the business climate, a significant deterioration in the amount of revenue or cash flows expected to be generated from a group of assets, a current expectation that, more likely than not a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life, or any other significant adverse change that would indicate that the carrying value of an asset or group of assets may not be recoverable. The Company performs impairment testing at the asset group level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable and the expected undiscounted future cash flows attributable to the asset group are less than the carrying amount of the asset group, an impairment loss equal to the excess of the asset’s carrying value over its fair value is recorded. To date, the Company has not recorded any impairment losses on long-lived assets.
Income Taxes	Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on temporary differences between the financial statement carrying amounts and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company recognizes the tax benefit from uncertain tax positions only if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50.0% likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to income tax matters in income tax expense.
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. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.
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 and Contracts in an Entity’s Own Equity. Accordingly, the Company elected to classify the April Convertible Debenture (as defined in Note 9) 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 or premiums 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 assets or 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 consolidated statements of operations. The variable conversion feature of the convertible debenture is considered a derivative. Refer to Note 9 for further information. The Company has elected the fair value option to account for the July Convertible Debenture, the August Convertible Debenture and the September Convertible Debenture (each, as defined in Note 9). The Company recorded the Convertible Debentures (as defined in Note 9) at fair value upon issuance. The Company records changes in fair value in the consolidated statements of operations, with the exception of changes in fair value due to instrument-specific credit risk which, if present, will be recorded as a component of other comprehensive income. Interest expense related to the Convertible Debentures is included in the changes in fair value. As a result of applying the fair value option, direct costs and fees related to the Convertible Debentures were expensed as incurred.
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 Notes 16 for information regarding the warrants issued.
Redeemable Preferred Stock	Redeemable Preferred Stock Accounting for convertible or redeemable equity instruments in the Company’s own equity requires an evaluation of the hybrid security to determine if liability classification is required under ASC 480-10. Liability classification is required for freestanding financial instruments that are not debt in legal form and are: (1) subject to an unconditional obligation requiring the issuer to redeem the instrument by transferring assets (i.e. mandatorily redeemable), (2) instruments other than equity shares that embody an obligation of the issuer to repurchase its equity shares, or (3) certain types of instruments that obligate the issuer to issue a variable number of equity shares. Securities that do not meet the scoping criteria to be classified as a liability under ASC 480 are subject to redeemable equity guidance, which prescribes securities that may be subject to redemption upon an event not solely within the control of the issuer to be classified outside permanent equity (i.e., classified in temporary equity). Securities classified in temporary equity are initially measured at the proceeds received, net of issuance costs and excluding the fair value of bifurcated embedded derivatives (if any). Subsequent measurement of the carrying value is not required unless the instrument is probable of becoming redeemable or is currently redeemable. When the instruments are currently redeemable or probable of becoming redeemable, the Company will recognize changes in the redemption value immediately as they occur and adjust the carrying value of the security to equal the then current maximum redemption value at the end of each reporting period.
Revenue Recognition	Revenue Recognition The Company applies ASC 606, Revenue from Contracts with Customers ("ASC 606") which governs how the Company recognizes revenue. Under ASC 606, the Company recognizes revenue when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company recognizes revenue pursuant to the five-step framework contained in ASC 606: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) determine the transaction price, including the constraint on variable consideration; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligations. Revenues include vehicle revenues resulting from the delivery of our vehicles to our customers as well as revenues derived from other streams including battery modules, and engineering services to our customers. The Company recognizes revenue related to the vehicles at a point in time when the customer obtains control of the vehicle either upon completion of delivery or upon pick up of the vehicle by the customer. The Company recognizes revenue from the provision of consulting services on a project basis. The Company's fixed price contracts related to these services contain a single performance obligation. Revenue for these services is recognized at a point in time as different phases of the project are delivered.
Cost of Revenue	Cost of Revenue Cost of revenues primarily relates to the cost of production of vehicles and includes direct parts, material and labor costs, machinery and tooling depreciation, amortization of capitalized manufacturing costs, shipping and logistics costs, adjustments to write down the carrying value of inventory when it exceeds its estimated net realizable value (“LCNRV”) as needed, and adjustments for excess and obsolete inventory, as needed. Cost of revenue also includes materials, labor, and other direct costs related to the development of battery modules and provision of engineering services.
Research and Development Expenses, excluding Depreciation	Research and Development Expenses, excluding Depreciation
Selling, General and Administrative Expenses, excluding Depreciation	Selling, General and Administrative Expenses, excluding Depreciation The principal components of our selling, general and administrative expenses are salaries, wages, benefits and bonuses paid to our employees; stock-based compensation; travel and other business expenses; and professional services fees including consulting, legal, audit and tax services.
Depreciation Expense	Depreciation Expense Depreciation is provided on property and equipment over the estimated useful lives on a straight-line basis. Upon retirement or disposal, the cost of the asset disposed of and the related accumulated depreciation are removed from the accounts and any gain or loss is reflected in the loss from operations. No depreciation expense is allocated to research and development and general and administrative expense.
Loss Contingencies	Loss Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs for loss contingencies are expensed as incurred.
Stock-based compensation	Stock-Based Compensation The Company accounts for stock-based compensation awards granted to employees and directors based on the awards’ estimated grant date fair value. The Company estimates the fair value of its Common Stock options using the black-scholes-merton option-pricing model. For stock-based awards that vest solely based on continued service (“service-only vesting conditions”), the resulting fair value is recognized under the graded vesting method over the requisite service period, which is usually the vesting period and generally four years. The Company recognizes the fair value of stock-based awards which contain performance conditions using the graded vesting method, when it is probable the performance condition will be met. The Company recognizes the fair value of stock-based awards which contain market conditions, such as stock price milestones, by simulating a range of possible future stock prices for the Company over the performance period using a Monte-Carlo simulation model to determine the grant date fair value. The Company accounts for forfeitures as they occur. The Company classifies stock-based compensation expense in its Consolidated Statement of Operations in the same manner in which the award recipient’s payroll costs are classified. For grants to nonemployees, an expense is recognized when the good or service is received. The Company estimates the fair value of RSUs based on the market price of our Common Stock underlying the awards on the grant date. Fair value for awards with our stock price performance metrics is calculated using the Monte Carlo simulation model, which incorporates stock price correlation and other variables over the time horizons matching the performance periods.
Net loss per Share	Net loss per Share
Recently Adopted Accounting Pronouncements and Recently Adopted Accounting Pronouncements Not Yet Adopted	Recently Adopted Accounting Pronouncements 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 consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”) to enhance the transparency and decision usefulness of income tax disclosures, primarily related to the rate reconciliation and income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently assessing the provisions of this new pronouncement and evaluating any material impact that this guidance may have on our consolidated financial statements. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”) to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently assessing the provisions of this new pronouncement and evaluating any material impact that this guidance may have on our consolidated financial statements. On October 9, 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification (the “Codification”). The ASU was issued in response to the SEC’s August 2018 final rule that updated and simplified disclosure requirements that the SEC believed were “redundant, duplicative, overlapping, outdated, or superseded.” The new guidance is intended to align U.S. GAAP requirements with those of the SEC and to facilitate the application of U.S. GAAP for all entities. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The Company is currently assessing the provisions of this new pronouncement and evaluating any material impact that this guidance may have on our consolidated financial statements.. In March 2023, the FASB issued ASU No. 2023-01, Leases (Topic 842): Common Control Arrangements

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Schedule of useful lives by asset	The Company generally uses the estimated useful lives for each asset category as follows: Assets category Years Leasehold improvements Shorter of lease term or estimated useful life Tooling 5 years Furniture and fixtures 5 years Machinery and equipment 3 - 15 years Computer hardware and software 3 years Vehicles 3 years

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 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 December 31, 2023 and 2022 (in thousands): December 31, 2023 Fair Value Level 1 Level 2 Level 3 Liability Contingent earnout shares liability $ 41 $ — $ — $ 41 Derivative liability, current $ 860 $ — $ — $ 860 Convertible debt, current $ 16,052 $ — $ — $ 16,052 Derivative liability, non-current $ 25,919 $ — $ — $ 25,919 Warrant liability, non-current $ 17,390 $ — $ 17,390 $ — December 31, 2022 Fair Value Level 1 Level 2 Level 3 Liability Contingent earnout shares liability $ 3,013 $ — $ — $ 3,013 Warrant liability $ 17,171 $ — $ 17,171 $ —
Schedule of Fair Value of the Initial Loans Based on Assumptions	The Company estimated the fair value of the August and September Initial Loans, as defined in Note 9, based on assumptions used in the Monte Carlo simulation model using the following inputs as of the end of the reporting period: August Convertible Debenture September Convertible Debenture Expected term (in years) 0.75 0.90 Stock price $ 0.26 $ 0.26 Interest rate 3.0 % 3.0 % Expected volatility 121.3 % 121.0 % Expected dividend rate — — Risk free rate 5.0 % 4.8 % The following table summarizes the Company’s total stock-based compensation expense by line item for the years ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 2022 Research and development $ 6,711 $ 31,083 Selling, general and administrative 23,495 48,490 Total $ 30,206 $ 79,573 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) 10.0 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 at 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 (years) 0.9 Expected volatility 116.4 % Dividend yield — % Risk free rate 4.7 % Estimated fair value per warrant $ 0.57 Exercise price $ 1.05 Stock price $ 1.20 Expected term (years) 4.6 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.16 Exercise price $ 1.30 Stock price $ 0.26 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.0 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Exercise price $ 0.67 Stock price $ 0.26 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 4.8 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Stock Price $ 0.26 Exercise Price $ 0.65 Expected term (years) 5.1 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Exercise price $ 0.67 Stock price $ 0.26 July Convertible Debenture August Convertible Debenture September Convertible Debenture Expected term (years) 4.7 4.8 5.0 Expected volatility 108.0 % 108.0 % 108.0 % Expected dividend rate — % — % — % Risk free rate 4.6 % 4.6 % 4.6 % Estimated fair value per warrant $ 0.34 $ 0.34 $ 0.34 Exercise price $ 0.54 $ 0.54 $ 0.54 Stock price $ 0.44 $ 0.44 $ 0.44 Expected term (years) 4.8 Risk free rate 3.8 % Expected volatility 121.7 % Expected dividend rate — % Exercise price $ 0.56 Stock price $ 0.26 Estimated fair value per warrant $ 0.19
Schedule of Fair Value of Convertible Debt and Earnout Shares Liability	Following is a summary of the change in fair value of the Convertible debt accounted for under the fair value option for the years ended December 31, 2023 and 2022 (in thousands). Year Ended December 31, Convertible Debt 2023 2022 Beginning fair value $ — $ — Addition during the year 71,438 — Payments during the year (48,533) — Change in fair value during the year (6,853) — Ending fair value $ 16,052 $ — Following is a summary of the change in fair value of the Earnout Shares liability for the years ended December 31, 2023 and 2022 (in thousands). Year Ended December 31, Earnout Shares Liability 2023 2022 Beginning fair value $ 3,013 $ 29,057 Change in fair value during the year (2,972) (26,044) Ending fair value $ 41 $ 3,013
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation	Year Ended December 31, Derivative liability 2023 2022 Beginning fair value $ — $ — Addition during the year 38,427 — Change in fair value during the year (10,874) — Derecognition of liability upon extinguishment of convertible debt (774) — Ending fair value $ 26,779 $ — Year Ended December 31, Derivative asset 2023 — 2022 Beginning fair value $ — $ — Addition during the year 5,966 — Change in fair value during the year (5,966) — Ending fair value — —

Prepaids and Other Current As_2

Prepaids and Other Current Assets (Tables)	12 Months Ended
	Dec. 31, 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): December 31, 2023 2022 Prepaid expense $ 9,300 $ 5,133 Short term deposits 6,312 3,755 Other current assets 487 462 Total prepaids and other current assets $ 16,099 $ 9,350

Property and Equipment, net (Ta

Property and Equipment, net (Tables)	12 Months Ended
	Dec. 31, 2023
Property, Plant and Equipment, Net [Abstract]
Schedule of Property and Equipment, net	Property and equipment, net consisted of the following (in thousands): December 31, 2023 2022 Tooling, machinery, and equipment $ 44,025 $ 32,863 Computer hardware 8,921 8,850 Computer software 9,835 9,053 Vehicles 1,528 1,356 Building 28,475 — Land 5,800 — Furniture and fixtures 788 742 Leasehold improvements 17,470 14,956 Construction-in-progress 307,489 276,968 Total property and equipment 424,331 344,788 Less: Accumulated depreciation (47,231) (33,388) Total property and equipment, net $ 377,100 $ 311,400

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	12 Months Ended
	Dec. 31, 2023
Accrued Liabilities, Current [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	Accrued expenses and other current liabilities consisted of the following (in thousands): December 31, 2023 2022 Accrued property and equipment purchases $ 29,433 $ 24,797 Accrued research and development costs 15,913 17,736 Accrued professional fees 6,623 8,112 Accrued other expenses 11,932 12,446 Total accrued expenses and other current liabilities $ 63,901 $ 63,091

Operating leases (Tables)

Operating leases (Tables)	12 Months Ended
	Dec. 31, 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): 2024 $ 3,200 2025 3,635 2026 4,097 2027 4,302 2028 4,384 Thereafter 21,647 Total payments 41,265
Lessee, Operating Lease, Liability, Maturity	Maturities of the Company’s operating lease liabilities at December 31, 2023 were as follows (in thousands): Operating 2024 $ 5,573 2025 5,728 2026 5,504 2027 5,532 2028 5,813 Thereafter 23,707 Total lease payments 51,857 Less: imputed interest (1) 13,049 Present value of operating lease liabilities 38,808 Current portion of operating lease liabilities (2) 3,086 Operating lease liabilities, net of current portion $ 35,722 __________________________ (1) Calculated using the incremental borrowing rate (2) Included within Accrued expenses and other current liabilities line item on the Consolidated Balance Sheet

Stock-based Compensation (Table

Stock-based Compensation (Tables)	12 Months Ended
	Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]
Summary Of Activity For The Company's Restricted Shares	Shares Weighted- Average Grant-Date Fair Value Unvested at December 31, 2022 17,252 $ 4.87 Granted 24,524 0.64 Vested (7,562) 7.34 Forfeited (8,332) 5.21 Unvested at December 31, 2023 25,882 $ 5.69 The activity for performance-based restricted stock units in the year ended December 31, 2023 was as follows (in thousands, except weighted-average grant-date fair value amounts): Shares Weighted- Average Grant-Date Fair Value Unvested at December 31, 2022 14,160 $ 4.80 Granted — — Vested — — Forfeited (1,656) 3.00 Unvested at December 31, 2023 12,504 $ 2.67
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award	The Company estimated the fair value of the August and September Initial Loans, as defined in Note 9, based on assumptions used in the Monte Carlo simulation model using the following inputs as of the end of the reporting period: August Convertible Debenture September Convertible Debenture Expected term (in years) 0.75 0.90 Stock price $ 0.26 $ 0.26 Interest rate 3.0 % 3.0 % Expected volatility 121.3 % 121.0 % Expected dividend rate — — Risk free rate 5.0 % 4.8 % The following table summarizes the Company’s total stock-based compensation expense by line item for the years ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 2022 Research and development $ 6,711 $ 31,083 Selling, general and administrative 23,495 48,490 Total $ 30,206 $ 79,573 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) 10.0 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 at 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 (years) 0.9 Expected volatility 116.4 % Dividend yield — % Risk free rate 4.7 % Estimated fair value per warrant $ 0.57 Exercise price $ 1.05 Stock price $ 1.20 Expected term (years) 4.6 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.16 Exercise price $ 1.30 Stock price $ 0.26 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.0 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Exercise price $ 0.67 Stock price $ 0.26 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 4.8 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Stock Price $ 0.26 Exercise Price $ 0.65 Expected term (years) 5.1 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Exercise price $ 0.67 Stock price $ 0.26 July Convertible Debenture August Convertible Debenture September Convertible Debenture Expected term (years) 4.7 4.8 5.0 Expected volatility 108.0 % 108.0 % 108.0 % Expected dividend rate — % — % — % Risk free rate 4.6 % 4.6 % 4.6 % Estimated fair value per warrant $ 0.34 $ 0.34 $ 0.34 Exercise price $ 0.54 $ 0.54 $ 0.54 Stock price $ 0.44 $ 0.44 $ 0.44 Expected term (years) 4.8 Risk free rate 3.8 % Expected volatility 121.7 % Expected dividend rate — % Exercise price $ 0.56 Stock price $ 0.26 Estimated fair value per warrant $ 0.19

Warrants (Tables)

Warrants (Tables)	12 Months Ended
	Dec. 31, 2023
Equity [Abstract]
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award	The Company estimated the fair value of the August and September Initial Loans, as defined in Note 9, based on assumptions used in the Monte Carlo simulation model using the following inputs as of the end of the reporting period: August Convertible Debenture September Convertible Debenture Expected term (in years) 0.75 0.90 Stock price $ 0.26 $ 0.26 Interest rate 3.0 % 3.0 % Expected volatility 121.3 % 121.0 % Expected dividend rate — — Risk free rate 5.0 % 4.8 % The following table summarizes the Company’s total stock-based compensation expense by line item for the years ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 2022 Research and development $ 6,711 $ 31,083 Selling, general and administrative 23,495 48,490 Total $ 30,206 $ 79,573 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) 10.0 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 at 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 (years) 0.9 Expected volatility 116.4 % Dividend yield — % Risk free rate 4.7 % Estimated fair value per warrant $ 0.57 Exercise price $ 1.05 Stock price $ 1.20 Expected term (years) 4.6 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.16 Exercise price $ 1.30 Stock price $ 0.26 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 5.0 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Exercise price $ 0.67 Stock price $ 0.26 The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows: Expected term (years) 4.8 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Stock Price $ 0.26 Exercise Price $ 0.65 Expected term (years) 5.1 Expected volatility 121.7 % Expected dividend rate — % Risk free rate 3.8 % Estimated fair value per warrant $ 0.19 Exercise price $ 0.67 Stock price $ 0.26 July Convertible Debenture August Convertible Debenture September Convertible Debenture Expected term (years) 4.7 4.8 5.0 Expected volatility 108.0 % 108.0 % 108.0 % Expected dividend rate — % — % — % Risk free rate 4.6 % 4.6 % 4.6 % Estimated fair value per warrant $ 0.34 $ 0.34 $ 0.34 Exercise price $ 0.54 $ 0.54 $ 0.54 Stock price $ 0.44 $ 0.44 $ 0.44 Expected term (years) 4.8 Risk free rate 3.8 % Expected volatility 121.7 % Expected dividend rate — % Exercise price $ 0.56 Stock price $ 0.26 Estimated fair value per warrant $ 0.19

Net Loss per Share (Tables)

Net Loss per Share (Tables)	12 Months Ended
	Dec. 31, 2023
Earnings Per Share [Abstract]
Schedule of Reconciliation of the Basic and Diluted Net Loss Per Share	The table below presents a reconciliation of the basic and diluted net loss per share that were computed for the following periods: Year ended December 31, 2023 2022 Numerator: Net loss attributable to Canoo $ (302,021) $ (487,694) Less: dividend on redeemable preferred stock 459 — Less: additional deemed dividend on redeemable preferred stock 141 — Net loss available to common shareholders $ (302,621) $ (487,694) Denominator: Weighted-average common shares outstanding: Basic and diluted 576,199 269,768 Net loss per common share: Basic and diluted $ (0.53) $ (1.81)
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): December 31, 2023 2022 Convertible debt (Note 9) 217,935 46,988 Restricted and performance stock units 38,386 31,412 Warrants to purchase Common Stock (Note 16) 264,496 29,605 Restricted Common Stock shares — 2,842 Early exercise of unvested stock options — 593 Options to purchase Common Stock 88 195

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Schedule of the components of the provision for income taxes	The components of the provision for income taxes consisted of the following (in thousands): Year ended December 31, 2023 2022 Provision for federal income taxes $ — $ — Provision for state income taxes — — Provision for income taxes $ — $ —
Schedule of tax rate reconciliation	The reconciliation of taxes at the statutory rate to our provision for income taxes was as follows (in thousands): Year ended December 31, 2023 2022 Tax at the statutory rate $ (63,374) $ (102,416) State tax – net of federal benefit (15,009) (25,118) Officer compensation — 6,750 Earnout Liability (624) (5,469) Stock Compensation 6,849 5,024 Warrants & Convertible Debt 8,228 — Provision to Return (5,052) (2,958) U.S. Tax Credits (7,975) (8,929) Other Rate Impacting Items (1,885) 2,328 Change in valuation allowance 78,842 130,788 Provision for income taxes $ — $ —
Schedule of deferred income tax assets and liabilities	Deferred tax assets and liabilities consisted of the following (in thousands): December 31, Deferred Tax Assets: 2023 2022 Net operating loss carry-forwards $ 284,514 $ 257,062 Capitalized research and development costs 72,364 35,295 Research and development credits 37,336 25,237 Stock-based compensation 10,809 10,167 Other 3,210 1,674 Total gross deferred income tax assets 408,233 329,435 Less: Valuation allowance (394,997) (316,155) Deferred tax assets, net of valuation allowance $ 13,236 $ 13,280 Deferred Tax Liabilities: Warrants $ (13,236) $ (13,280) Total deferred tax liabilities $ (13,236) $ (13,280) Total net deferred tax assets (liabilities): $ — $ —
Schedule of valuation allowance on the deferred income tax assets	The following table summarizes the activity recorded in the valuation allowance on the deferred income tax assets (in thousands): Valuation allowance at December 31, 2021 $ (185,367) Additions charged to income tax provision (130,788) Valuation allowance at December 31, 2022 (316,155) Additions charged to income tax provision (78,842) Valuation allowance at December 31, 2023 $ (394,997)
Schedule of unrecognized tax benefits	The aggregate changes in the balance of gross unrecognized tax benefits during the years ended December 31, 2023 and 2022 were as follows (in thousands): Balance at December 31, 2021 $ (40,258) Increases in balances related to tax provisions taken during current period (9,179) Increases related to changes in estimates (3,444) Other decreases 56 Balance at December 31, 2022 (52,825) Increases in balances related to tax positions taken during current period (10,701) Increases related to changes in estimates (1,647) Other decreases 250 Balance at December 31, 2023 $ (64,923)

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Narrative (Details)	12 Months Ended
	Dec. 31, 2023 USD ($) segment	Dec. 31, 2022 USD ($)
Accounting Policies [Abstract]
Cash and cash equivalents	$ 6,394,000	$ 36,589,000
Cash flow from operating activities	$ 251,134,000	$ 400,475,000
Number of operating segments | segment	1
Impairment of long-lived assets	$ 0
Vesting period (in years)	4 years

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Restricted Cash (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	$ 14.5	$ 14
Letter of Credit
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	9.5	9.5
Demand Deposits
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	2.5	1.9
Standby Letters of Credit
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	1.1	1.1
Other Individually Immaterial Restricted Cash Balances
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	$ 1.4	$ 1.5

Basis of Presentation and Sum_6

Basis of Presentation and Summary of Significant Accounting Policies - Segments, Property and Equipment (Details)	Dec. 31, 2023
Tooling
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Computer hardware and software
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Vehicles
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Machinery and equipment | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Machinery and equipment | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	15 years

Fair Value Measurements - Sched

Fair Value Measurements - Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, current	$ 860	$ 0
Convertible debt, current	51,180	34,829
Derivative liability, non-current	25,919	0
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible debt, current	16,052
Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible debt, current	0
Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible debt, current	0
Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible debt, current	16,052
Earnout Shares Liability | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	41	3,013
Earnout Shares Liability | Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	0	0
Earnout Shares Liability | Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	0	0
Earnout Shares Liability | Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	41	3,013
Derivative liability, current | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, current	860
Derivative liability, non-current	25,919
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, non-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, non-current	0
Derivative liability, current | Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, current	860
Derivative liability, non-current	25,919
Warrant liability | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	17,390	17,171
Warrant liability | Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	0	0
Warrant liability | Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	17,390	17,171
Warrant liability | Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liability	$ 0	$ 0

Fair Value Measurements - Sch_2

Fair Value Measurements - Schedule of Fair Value of the Initial Loans Based on Assumptions (Details)	12 Months Ended
	Dec. 31, 2023 $ / shares
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Expected term (years)	10 months 20 days
Stock price (in dollars per share)	$ 0.63
Expected volatility	5.30%
Dividend yield	0%
Yorkville Warrants | August Convertible Debenture
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Expected term (years)	9 months
Stock price (in dollars per share)	$ 0.26
Interest rate	3%
Expected volatility	121.30%
Dividend yield	0%
Risk free interest rate	5%
Yorkville Warrants | September Convertible Debenture
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Expected term (years)	10 months 24 days
Stock price (in dollars per share)	$ 0.26
Interest rate	3%
Expected volatility	121%
Dividend yield	0%
Risk free interest rate	4.80%

Fair Value Measurements - Sch_3

Fair Value Measurements - Schedule of Fair Value of Convertible Debt and Earnout Shares Liability (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Convertible Debt
Fair Value Of The Earnout Shares And Private Placement Warrants [Roll Forward]
Beginning fair value	$ 0	$ 0
Addition during the year	71,438	0
Payments during the year	(48,533)	0
Change in fair value during the year	(6,853)	0
Ending fair value	16,052	0
Contingent earnout shares liability
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 year	(2,972)	(26,044)
Ending fair value	$ 41	$ 3,013

Fair Value Measurements - Narra

Fair Value Measurements - Narrative (Details) $ / shares in Units, $ in Thousands, shares in Millions							12 Months Ended
	Oct. 05, 2023 USD ($) $ / shares	Apr. 24, 2023 USD ($) $ / shares	Jul. 22, 2022 $ / shares	Jul. 21, 2022	Jul. 20, 2022 $ / shares	Dec. 21, 2020 item $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares	Aug. 02, 2023 USD ($)	Apr. 23, 2023 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of tranches for issuance | item						3,000
Number of shares issued or issuable (in shares) | shares							10
Purchase share price (in dollars per share) | $ / shares							$ 0.63
Expected volatility							5.30%
Purchase price of common stock, percent			110%	95%	120%		130.40%
Dividend yield							0%
Expected term (years)							10 months 20 days
Derivative, notional amount							$ 3,700
Loss on fair value change in derivative asset	$ 6,000						$ 5,966	$ 0
Derivative, Gain, Statement of Income or Comprehensive Income [Extensible Enumeration]							Gain on fair value change in contingent earnout shares liability
Convertible Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Purchase price of common stock, percent		95%
Derivative, notional amount	$ 6,000
Gain on fair value change in derivative asset							$ 2,900
Yorkville Warrants | Convertible Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term debt							1,300		$ 1,300
Y A I I P N Ltd
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Purchase share price (in dollars per share) | $ / shares		$ 0.14	$ 0.50		$ 1
Y A I I P N Ltd | Convertible Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Purchase share price (in dollars per share) | $ / shares		$ 0.10
Aggregate fair value		$ 41,400					800		$ 800	$ 45,100
Y A I I P N Ltd | Third Pre Paid Advance Agreement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Purchase share price (in dollars per share) | $ / shares	$ 0.49
Expected volatility	5.30%
Purchase price of common stock, percent	111.20%
Dividend yield	0%
Expected term (years)	1 year 2 months 12 days
Purchase and Sale Agreement | Convertible Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loss on fair value change in derivative asset							$ 400
Purchase and Sale 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							$ 0.26
Expected volatility							5.30%
Purchase price of common stock, percent							118.40%
Dividend yield							0%
Expected term (years)							3 months 7 days
Derivative, notional amount							$ 500
Money market funds, at carrying value							2,300
Purchase and Sale Agreement | Terex USA, LLC | Convertible Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate fair value							$ 900
Preferred Stock Purchase Agreement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Purchase share price (in dollars per share) | $ / shares							$ 0.26
Expected volatility							3.80%
Purchase price of common stock, percent							121.70%
Dividend yield							0%
Expected term (years)							4 years 9 months 18 days
Derivative, notional amount							$ 34,100
Preferred Stock Purchase Agreement | Convertible Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate fair value							25,900
Gain on fair value change in derivative asset							$ 8,200
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 earnout shares liability
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration number of earnout shares | shares						15
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

Fair Value Measurements - Deriv

Fair Value Measurements - Derivative Liability (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Beginning fair value	$ 0	$ 0
Addition during the year	38,427	0
Change in fair value during the year	(10,874)	0
Derecognition of liability upon extinguishment of convertible debt	(774)	0
Ending fair value	$ 26,779	$ 0

Fair Value Measurements - Der_2

Fair Value Measurements - Derivative Asset (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Beginning fair value	$ 0	$ 0
Addition during the year	38,427	0
Change in fair value during the year	(10,874)	0
Ending fair value	26,779	0
Y A I I P N Ltd | Third Pre Paid Advance Agreement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Beginning fair value	0	0
Addition during the year	5,966	0
Change in fair value during the year	(5,966)	0
Ending fair value	$ 0	$ 0

Prepaids and Other Current As_3

Prepaids and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid expense	$ 9,300	$ 5,133
Short term deposits	6,312	3,755
Other current assets	487	462
Total prepaids and other current assets	$ 16,099	$ 9,350

Inventory (Details)

Inventory (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Carrying value of inventory	$ 6,200,000	$ 2,954,000
Inventory write-downs	$ 2,182,000	$ 0

Property and Equipment, net (De

Property and Equipment, net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 424,331	$ 344,788
Less: Accumulated depreciation	(47,231)	(33,388)
Total property and equipment, net	377,100	311,400
Depreciation	(13,843)	(11,554)
Tooling, machinery, and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	44,025	32,863
Computer hardware
Property, Plant and Equipment [Line Items]
Total property and equipment	8,921	8,850
Computer software
Property, Plant and Equipment [Line Items]
Total property and equipment	9,835	9,053
Vehicles
Property, Plant and Equipment [Line Items]
Total property and equipment	1,528	1,356
Building
Property, Plant and Equipment [Line Items]
Total property and equipment	28,475	0
Land
Property, Plant and Equipment [Line Items]
Total property and equipment	5,800	0
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment	788	742
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	17,470	14,956
Construction-in-progress
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 307,489	$ 276,968

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Accrued Liabilities, Current [Abstract]
Accrued property and equipment purchases	$ 29,433	$ 24,797
Accrued research and development costs	15,913	17,736
Accrued professional fees	6,623	8,112
Accrued other expenses	11,932	12,446
Total accrued expenses and other current liabilities	$ 63,901	$ 63,091

Convertible Debt (Details)

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

12 Months Ended

Dec. 20, 2023 USD ($)

Nov. 21, 2023 USD ($)

Oct. 05, 2023 $ / shares

Sep. 26, 2023 USD ($) $ / shares shares

Sep. 11, 2023 USD ($) $ / shares

Aug. 02, 2023 USD ($) $ / shares shares

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

Jan. 13, 2023 USD ($)

Dec. 31, 2022 USD ($)

Nov. 11, 2022 USD ($) shares

Nov. 10, 2022 USD ($)

Sep. 06, 2022 shares

Aug. 26, 2022

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

Jul. 21, 2022

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

May 10, 2022 shares

Dec. 31, 2023 USD ($) $ / shares

Dec. 31, 2023 USD ($) $ / shares

Dec. 31, 2023 USD ($) $ / shares shares

Dec. 31, 2023 USD ($) $ / shares

Dec. 31, 2023 USD ($) d $ / shares

Dec. 31, 2023 USD ($) tradingDay $ / shares

Dec. 31, 2022 USD ($)

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

Apr. 23, 2023 USD ($)

Nov. 09, 2022 $ / shares

Oct. 05, 2022 USD ($)

Debt Conversion [Line Items]

Purchase price of common stock, percent

110%

95%

120%

130.40%

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

$ 0.63

$ 0.63

$ 0.63

$ 0.63

$ 0.63

$ 0.63

Repayments on pre-paid purchase agreement

$ 2,500,000

$ 0

$ 2,514,000

Loss on extinguishment of debt

30,717,000

4,626,000

Other noncash income (expense)

(1,046,000)

0

Non-cash debt discount

2,571,000

900,000

Common Stock

Debt Conversion [Line Items]

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

$ 1.11

Convertible Debt

Debt Conversion [Line Items]

Purchase price of common stock, percent

95%

Convertible Debt | Second Convertible Debentures and Warrants

Debt Conversion [Line Items]

Debt instrument exercise price (in dollars per share) | $ / shares

$ 0.67

Convertible Debt | Third Convertible Debentures and Warrants

Debt Conversion [Line Items]

Debt instrument exercise price (in dollars per share) | $ / shares

$ 0.67

Convertible Debt | Fourth Convertible Debentures and Warrants

Debt Conversion [Line Items]

Debt instrument exercise price (in dollars per share) | $ / shares

$ 0.67

Convertible Debt | Yorkville Warrants

Debt Conversion [Line Items]

Long-term debt

$ 1,300,000

$ 1,300,000

1,300,000

$ 1,300,000

$ 1,300,000

$ 1,300,000

$ 1,300,000

Loss on issuance of debt

(69,600,000)

Convertible debt, fair value

$ 16,100,000

16,100,000

$ 16,100,000

$ 16,100,000

$ 16,100,000

$ 16,100,000

Convertible Debt | Yorkville Warrants | Second Convertible Debentures and Warrants

Debt Conversion [Line Items]

Aggregate principal amount

$ 26,600,000

Percentage of original issue discount

6%

Convertible Debt | Yorkville Warrants | Third Convertible Debentures and Warrants

Debt Conversion [Line Items]

Aggregate principal amount

$ 27,900,000

Additional aggregate principal amount

$ 53,200,000

Unamortized discount, percent

6%

Convertible Debt | Yorkville Warrants | Fourth Convertible Debentures and Warrants

Debt Conversion [Line Items]

Aggregate principal amount

$ 15,000,000

Percentage of original issue discount

16.50%

Principal amount, exercised

$ 30,000,000

Convertible Debt | Yorkville Warrants | Common Stock | Third Convertible Debentures and Warrants

Debt Conversion [Line Items]

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

$ 0.54

Convertible Debt | Yorkville Warrants | Common Stock | Fourth Convertible Debentures and Warrants

Debt Conversion [Line Items]

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

$ 0.54

Convertible Debt | Yorkville Warrants | Common Stock | Minimum | Third Convertible Debentures and Warrants

Debt Conversion [Line Items]

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

49,600

Convertible Debt | Yorkville Warrants | Common Stock | Minimum | Fourth Convertible Debentures and Warrants

Debt Conversion [Line Items]

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

28,000

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

$ 0.14

$ 0.50

$ 1

Number of trading days | d

5

Pre-paid advance agreement, annual rate

5%

Pre-paid advance agreement, increase upon to default

15%

Maturity period (in months)

15 months

Loss on extinguishment of debt

(26,700,000)

Other noncash income (expense)

500,000

Interest expense

100,000

Non-cash debt discount

5,500,000

YA II PN, Ltd | Second Convertible Debentures and Warrants

Debt Conversion [Line Items]

Interest expense

300,000

YA II PN, Ltd | Third Convertible Debentures and Warrants

Debt Conversion [Line Items]

Interest expense

$ 300,000

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

Debt Conversion [Line Items]

Proceeds from PPA

$ 49,500,000

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

Debt Conversion [Line Items]

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

15,100

YA II PN, Ltd | Second Pre Paid Advance Agreement

Debt Conversion [Line Items]

Proceeds from PPA

$ 39,600,000

Prepaid advance agreement, discount percent

0.010

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

Debt Conversion [Line Items]

Pre-paid advance to minimum of settlement

$ 1,000,000

YA II PN, Ltd | Third Pre Paid Advance Agreement

Debt Conversion [Line Items]

Purchase price of common stock, percent

111.20%

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

$ 0.49

Proceeds from PPA

$ 20,000,000

YA II PN, Ltd | Fourth Pre Paid Advance Agreement

Debt Conversion [Line Items]

Proceeds from PPA

$ 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 | 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%

3%

3%

3%

3%

YA II PN, Ltd | Fifth Pre Paid Advance Agreement

Debt Conversion [Line Items]

Proceeds from PPA

$ 12,500,000

Amount allocated to convertible debt from option exercised

6,000,000

Loss on extinguishment of debt

$ 200,000

Proceed from commitment fee and the purchase price discount provided for prepaid advance agreement

$ 11,800,000

YA II PN, Ltd | Fifth Pre Paid Advance Agreement | Maximum

Debt Conversion [Line Items]

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

$ 0.50

YA II PN, Ltd | Fifth Pre Paid Advance Agreement | Minimum

Debt Conversion [Line Items]

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

$ 0.10

YA II PN, Ltd | Sixth Pre Paid Advance Agreement

Debt Conversion [Line Items]

Proceeds from PPA

$ 21,300,000

Proceed from commitment fee and the purchase price discount provided for prepaid advance agreement

$ 15,000,000

$ 20,000,000

YA II PN, Ltd | Seventh Pre Paid Advance Agreement

Debt Conversion [Line Items]

Proceeds from PPA

$ 16,000,000

YA II PN, Ltd | Convertible Debt

Debt Conversion [Line Items]

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

$ 0.10

Number of trading days

5

5

Aggregate fair value

$ 800,000

$ 41,400,000

$ 800,000

800,000

$ 800,000

$ 800,000

$ 800,000

$ 800,000

$ 45,100,000

Number of consecutive trading days | tradingDay

7

Option, number of consecutive trading days | tradingDay

3

Option, number of trading days | tradingDay

10

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%

Debt instrument, term (in years)

14 years

YA II PN, Ltd | April Convertible Debenture

Debt Conversion [Line Items]

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

$ 1

YA II PN, Ltd | July Convertible Debenture

Debt Conversion [Line Items]

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

$ 0.50

YA II PN, Ltd | July, August And September Convertible Debentures

Debt Conversion [Line Items]

Stated interest rate

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

14,200

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

Debt Conversion [Line Items]

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

19,400

66,800

YA II PN, Ltd | Common Stock | Fifth Pre Paid Advance Agreement

Debt Conversion [Line Items]

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

26,600

YA II PN, Ltd | Common Stock | Convertible Debt

Debt Conversion [Line Items]

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

95,400

Loss on extinguishment of debt

3,500,000

YA II PN, Ltd | Common Stock | Convertible Debt | Second Convertible Debentures and Warrants

Debt Conversion [Line Items]

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

101,600

Loss on extinguishment of debt

1,400,000

YA II PN, Ltd | Common Stock | Convertible Debt | Third Convertible Debentures and Warrants

Debt Conversion [Line Items]

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

97,600

Loss on extinguishment of debt

$ 1,200,000

YA II PN, Ltd | A75 Series B Cumulative Perpetual Redeemable Preferred Stock | Convertible Debt | Fourth Convertible Debentures and Warrants

Debt Conversion [Line Items]

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

0

Operating leases - Narrative (D

Operating leases - Narrative (Details) $ in Thousands			12 Months Ended
	Nov. 09, 2022 USD ($) ft² a	Nov. 01, 2022 option	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Apr. 07, 2023 USD ($)	Jan. 31, 2023 squareFoot
Lessee, Lease, Description [Line Items]
Number of options to extend the lease term | option		1
Operating lease renewal term (in years)		5 years
Lease not yet commenced, operating lease liability to be paid			$ 300		$ 44,300
Operating lease equity liability for fully non-refundable shares					$ 1,500
Lease premium over the original purchase price	1.500
Operating lease, weighted average discount rate, percent			6.70%
Operating lease right-of-use assets			$ 36,241	$ 39,331
Present value of operating lease liabilities			38,808	40,800
Current portion of operating lease liabilities			$ 3,086	$ 2,200
Weighted average remaining lease term (in years)			8 years 8 months 12 days	9 years 8 months 12 days
Derivative Liability, Statement of Financial Position [Extensible Enumeration]			Derivative liability, non-current
I-40 Warrants
Lessee, Lease, Description [Line Items]
Aggregate fair value			$ 900
Derivative liability			$ 600
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
Real Estate Facility In Justin, Texas
Lessee, Lease, Description [Line Items]
Number of square feet | squareFoot						8,000
Term of lease (in years)		3 years 5 months
OKLAHOMA | Purchase And Sale Agreement For Manufacturing Facility Member
Lessee, Lease, Description [Line Items]
Asset acquired, building, number of square feet | ft²	630,000
Area of land acquired (in acres) | a	121
Payments to acquire facility	$ 34,200
TEXAS | Related Party
Lessee, Lease, Description [Line Items]
Related party lease expense			$ 600	$ 500

Operating Leases - Schedule of

Operating Leases - Schedule of Failed Leaseback Liability and Interest Expense (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Leases [Abstract]
2024	$ 3,200
2025	3,635
2026	4,097
2027	4,302
2028	4,384
Thereafter	21,647
Total payments	$ 41,265

Operating leases - Maturity (De

Operating leases - Maturity (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Maturities of operating lease liabilities
2024	$ 5,573
2025	5,728
2026	5,504
2027	5,532
2027	5,813
Thereafter	23,707
Total lease payments	51,857
Less: imputed interest	13,049
Present value of operating lease liabilities	38,808	$ 40,800
Current portion of operating lease liabilities	3,086	2,200
Operating lease liabilities	$ 35,722	$ 38,608
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued expenses and other current liabilities	Accrued expenses and other current liabilities

State Incentive Arrangements (D

State Incentive Arrangements (Details) - Automotive Manufacturing Site In The Pryor, Oklahoma - USD ($)	Dec. 31, 2023	Aug. 31, 2023
Supplemental Income Statement Elements [Abstract]
Receivable from state incentive arrangements, oklahoma quick action closing fund, ear marked for automotive manufacturing facility	$ 0	$ 7,500,000
Incentive receivable from state incentive arrangements, oklahoma quick action closing fund, ear marked for automotive manufacturing facility	$ 1,000,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)			12 Months Ended
	Jan. 16, 2024	Aug. 04, 2023	Dec. 31, 2023	Dec. 31, 2022	May 09, 2022
Long-term Purchase Commitment [Line Items]
Restricted cash			$ 14,500,000	$ 14,000,000
Common stock, shares issued (in shares)			864,587,000	355,388,000
Settled Litigation | SEC Penalty Settlment
Long-term Purchase Commitment [Line Items]
Settlement amount		$ 1,000,000	$ 1,500,000
Settled Litigation | SEC Penalty Settlment | Chief Executive Officer
Long-term Purchase Commitment [Line Items]
Settlement amount		$ 100,000
Officer and Director bar (in years)		3 years
Settled Litigation | SEC Penalty Settlment | Chief Financial Officer
Long-term Purchase Commitment [Line Items]
Settlement amount		$ 50,000
Officer and Director bar (in years)		2 years
Settlement interest		$ 7,500
Pending Litigation | Subsequent Event | Champ Key
Long-term Purchase Commitment [Line Items]
Common stock, shares issued (in shares)	17,189,210
Loss contingency, damages sought, value	$ 23,000,000
Pending Litigation | DD Global Holdings Ltd
Long-term Purchase Commitment [Line Items]
Estimated possible recovery of Section 16(b) profits					$ 61,100,000
Minimum | Letter of Credit | Arkansas Lease
Long-term Purchase Commitment [Line Items]
Debt instrument, term (in years)			5 years
Maximum | Letter of Credit | Arkansas Lease
Long-term Purchase Commitment [Line Items]
Debt instrument, term (in years)			13 years
Letter of Credit
Long-term Purchase Commitment [Line Items]
Restricted cash			$ 9,500,000	$ 9,500,000
Standby Letters of Credit
Long-term Purchase Commitment [Line Items]
Restricted cash			$ 1,100,000	$ 1,100,000

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions					12 Months Ended
	Aug. 04, 2023	Jun. 22, 2023	Nov. 09, 2022	May 10, 2022	Dec. 31, 2023	Dec. 31, 2022	Feb. 05, 2023
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)					$ 0.63
Private Placement
Related Party Transaction [Line Items]
Issuance of shares under legal settlement			$ 10
Registered Direct Offering & Placement Agency Agreement | Warrant Agreement
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)							$ 1.05
Corresponding increase in the total number of authorized share (in shares)							50
Common Stock
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)			$ 1.11
Common Stock | Private Placement
Related Party Transaction [Line Items]
Issuance of shares - SEPA and PIPE (in shares)			9
Shared Services Support | Chief Executive Officer
Related Party Transaction [Line Items]
Related party transaction amount					$ 0	$ 0.8
Board of Directors Chairman | Related Party | Private Placement
Related Party Transaction [Line Items]
Issuance of shares under legal settlement				$ 50
Board of Directors Chairman | Related Party | Registered Direct Offering & Placement Agency Agreement | Warrant Agreement
Related Party Transaction [Line Items]
Corresponding increase in the total number of authorized share (in shares)		16.3
Board of Directors Chairman | Related Party | Registered Direct Offering & Placement Agency Agreement | Common Stock Subscription Agreement
Related Party Transaction [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	5.6
Board of Directors Chairman | Related Party | Purchase and Sale Agreement | Warrant Agreement
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)	$ 0.54	$ 0.54
Corresponding increase in the total number of authorized share (in shares)		16.3
Proceeds from issuance of warrants	$ 3	$ 8.8
Board of Directors Chairman | Related Party | Purchase and Sale Agreement | Common Warrant Subscription Agreement
Related Party Transaction [Line Items]
Corresponding increase in the total number of authorized share (in shares)	5.6
Board of Directors Chairman | Related Party | Common Stock
Related Party Transaction [Line Items]
Purchase share price (in dollars per share)				$ 3.65
Board of Directors Chairman | Related Party | Common Stock | Private Placement
Related Party Transaction [Line Items]
Issuance of shares - SEPA and PIPE (in shares)				13.7
Board of Directors Chairman | Related Party Aircraft Expense Reimbursement | Related Party
Related Party Transaction [Line Items]
Related party transaction amount					1.7	1.3
Board of Directors Chairman | Shared Services Support | Related Party
Related Party Transaction [Line Items]
Related party transaction amount					$ 1.7	$ 1.1

Equity (Details)

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

12 Months Ended

Nov. 15, 2023 USD ($) shares

Oct. 12, 2023 USD ($)

Sep. 29, 2023 USD ($) $ / shares shares

Feb. 05, 2023 USD ($) $ / shares shares

Oct. 05, 2022

Aug. 08, 2022 USD ($)

May 10, 2022 USD ($) shares

Dec. 31, 2023 USD ($) $ / shares shares

Dec. 31, 2022 USD ($) $ / shares shares

Oct. 05, 2023 shares

Apr. 24, 2023 $ / shares

Nov. 09, 2022 $ / shares

Jul. 22, 2022 $ / shares

Jul. 20, 2022 $ / shares

Jul. 11, 2022 shares

Subsidiary or Equity Method Investee [Line Items]

Share-based compensation expense

$ 30,206

$ 79,573

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

$ 0.63

Stock issued during period, value

$ 100,918

Preferred stock, shares authorized (in shares) | shares

10,000,000

10,000,000

Preferred stock dividends accumulated but not declared and unpaid

$ 500

Purchase and Sale Agreement

Subsidiary or Equity Method Investee [Line Items]

Warrants outstanding (in shares) | shares

2,000,000

Minimum

Subsidiary or Equity Method Investee [Line Items]

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

1,010,000,000

Maximum

Subsidiary or Equity Method Investee [Line Items]

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

2,010,000,000

Warrant Agreement

Subsidiary or Equity Method Investee [Line Items]

Warrants outstanding (in shares) | shares

50,000,000

61,200,000

Warrant Agreement | RDO SPA Warrants

Subsidiary or Equity Method Investee [Line Items]

Warrants outstanding (in shares) | shares

50,000,000

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

$ 0.26

Common Stock

Subsidiary or Equity Method Investee [Line Items]

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

$ 1.11

Stock issued during period, value

$ 29

Additional paid-in capital

Subsidiary or Equity Method Investee [Line Items]

Stock issued during period, value

100,889

Standby Equity Purchase Agreement

Subsidiary or Equity Method Investee [Line Items]

Stock issued during period, value

10,161

$ 33,083

Standby Equity Purchase Agreement | Common Stock

Subsidiary or Equity Method Investee [Line Items]

Stock issued during period, value

5

1

Standby Equity Purchase Agreement | Additional paid-in capital

Subsidiary or Equity Method Investee [Line Items]

Stock issued during period, value

$ 10,156

$ 33,082

At The Market Offering Agreement Member | Common Stock

Subsidiary or Equity Method Investee [Line Items]

Sale of stock consideration

$ 200,000

Side Letter To The Wainwright Sales Agreement

Subsidiary or Equity Method Investee [Line Items]

Manager commissions, percent of gross proceeds (in percentage)

3%

Sale of stock, percentage of additional fee (in percentage)

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) | shares

1,900,000

36,300,000

Share-based compensation expense

$ 1,500

Stock issued during period, value

$ 1,155

49,263

Sale Of Shares Under The Wainwright ATM Program | Common Stock

Subsidiary or Equity Method Investee [Line Items]

Sale of stock consideration

1,200

49,300

Stock issued during period, value

$ 0

$ 4

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

Subsidiary or Equity Method Investee [Line Items]

Sale of stock price (in dollars per share) | $ / shares

$ 0.60

$ 1.20

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

Subsidiary or Equity Method Investee [Line Items]

Sale of stock price (in dollars per share) | $ / shares

$ 0.71

$ 1.85

Sale Of Shares Under The Wainwright ATM Program | Additional paid-in capital

Subsidiary or Equity Method Investee [Line Items]

Stock issued during period, value

$ 1,155

$ 49,259

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) | shares

50,000,000

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

$ 1.05

Registered Direct Offering & Placement Agency Agreement | Warrant Agreement | RDO SPA Warrants

Subsidiary or Equity Method Investee [Line Items]

Proceeds from issuance of warrants

$ 49,400

Purchase and Sale Agreement

Subsidiary or Equity Method Investee [Line Items]

Stock issued during period, value

1,600

Purchase and Sale Agreement | Additional paid-in capital

Subsidiary or Equity Method Investee [Line Items]

Stock issued during period, value

$ 1,600

Preferred Stock Purchase Agreement | Warrant Agreement

Subsidiary or Equity Method Investee [Line Items]

Proceeds from issuance of warrants

$ 45,000

$ 45,000

Common Stock | Minimum

Subsidiary or Equity Method Investee [Line Items]

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

1,000,000,000

Common Stock | Maximum

Subsidiary or Equity Method Investee [Line Items]

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

2,000,000,000

Common Stock | Purchase and Sale Agreement | Warrant Agreement | Consulting Agreements

Subsidiary or Equity Method Investee [Line Items]

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

6,700,000

700,000

Gain on fair value change in warrants liability

$ 200

Common Stock | Preferred Stock Purchase Agreement | Warrant Agreement

Subsidiary or Equity Method Investee [Line Items]

Warrants outstanding (in shares) | shares

23,000,000

A75 Series B Cumulative Perpetual Redeemable Preferred Stock

Subsidiary or Equity Method Investee [Line Items]

Dividend rate (in percentage)

7.50%

Dividend rate increase after first reset date

0.0150

A75 Series B Cumulative Perpetual Redeemable Preferred Stock | Preferred Stock Purchase Agreement

Subsidiary or Equity Method Investee [Line Items]

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

$ 0.26

Preferred stock, shares authorized (in shares) | shares

45,000

Dividend rate (in percentage)

7.50%

Preferred stock, par value per share (in dollars per share) | $ / shares

$ 0.0001

Preferred stock, stated value per share (in dollars per share) | $ / shares

$ 1,000

A75 Series B Cumulative Perpetual Redeemable Preferred Stock | Preferred Stock Purchase Agreement | Warrant Agreement

Subsidiary or Equity Method Investee [Line Items]

Warrants outstanding (in shares) | shares

23,000,000

Preferred stock, convertible, conversion price (in dollars per share) | $ / shares

$ 0.5612

Preferred stock, convertible, conversion ratio

1.20

Preferred stock, liquidation preference (in percentage)

103%

Preferred stock, liquidation preference, value

$ 45,500

Y A I I P N Ltd

Subsidiary or Equity Method Investee [Line Items]

Agreement period (in months)

36 months

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

$ 0.14

$ 0.50

$ 1

Y A I I P N Ltd | Convertible Debt

Subsidiary or Equity Method Investee [Line Items]

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

$ 0.10

Y A I I P N Ltd | Common Stock

Subsidiary or Equity Method Investee [Line Items]

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

14,200,000

Y A I I P N Ltd | Common Stock | Convertible Debt

Subsidiary or Equity Method Investee [Line Items]

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

95,400,000

Y A I I P N Ltd | Common Stock | Standby Equity Purchase Agreement

Subsidiary or Equity Method Investee [Line Items]

Agreement to sell shares, value

$ 250,000

Issuance of shares under legal settlement

$ 32,500

Y A I I P N Ltd | A75 Series B Cumulative Perpetual Redeemable Preferred Stock | Fourth Convertible Debentures and Warrants | Convertible Debt

Subsidiary or Equity Method Investee [Line Items]

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

0

Stock-based Compensation - Narr

Stock-based Compensation - Narrative (Details) - USD ($) $ in Thousands			3 Months Ended	12 Months Ended
	Dec. 21, 2020	Mar. 18, 2020	Mar. 31, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)				4 years
Share-based compensation expense				$ 30,206	$ 79,573
Total fair value of shares granted					14,500
Total unrecognized compensation cost related to options				21,000	64,200
Selling, general and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense				23,495	48,490
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense				16,400	50,100
Total fair value of shares granted				$ 14,300	$ 56,900
Performance Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)				0	4,700,000
Share-based compensation expense				$ 300	$ 6,900
Performance Based Restricted Stock Units | Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)				0
Share-based compensation expense				$ 12,800	17,300
Restricted Common Stock shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)				24,524,000
Vesting period (in years)		36 months
Share-based compensation expense				$ 200	$ 4,000
2020 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)	26,900,000
2020 Equity Incentive Plan | RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)				24,500,000	15,300,000
2020 Equity Incentive Plan | Performance Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)				0	4,700,000
2020 Employee Stock Purchase Plan | Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense				$ 400	$ 1,300
Purchase periods	3 months
Shares available in ESPP (in shares)					8,100,000	4,000,000
Term of share increase to ESPP (in years)			10 years
Percent increase in shares						1%
Employee stock ownership plan (ESOP), cash contributions to ESOP				$ 1,000	$ 2,900

Stock-based Compensation - Summ

Stock-based Compensation - Summary of activity in restricted shares (Details) - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Restricted Common Stock shares
Shares
Unvested at December 31, 2022 (in shares)	17,252,000
Granted (in shares)	24,524,000
Vested (in shares)	(7,562,000)
Forfeited (in shares)	(8,332,000)
Unvested at December 31, 2023 (in shares)	25,882,000	17,252,000
Weighted- Average Grant-Date Fair Value
Unvested at December 31, 2022 (in dollars per share)	$ 4.87
Granted (in dollars per share)	0.64
Vested (in dollars per share)	7.34
Forfeited (in dollars per share)	5.21
Unvested at December 31, 2023 (in dollars per share)	$ 5.69	$ 4.87
Performance Based Restricted Stock Units
Shares
Unvested at December 31, 2022 (in shares)	14,160,000
Granted (in shares)	0	4,700,000
Vested (in shares)	0
Forfeited (in shares)	(1,656,000)
Unvested at December 31, 2023 (in shares)	12,504,000	14,160,000
Weighted- Average Grant-Date Fair Value
Unvested at December 31, 2022 (in dollars per share)	$ 4.80
Granted (in dollars per share)	0
Vested (in dollars per share)	0
Forfeited (in dollars per share)	3
Unvested at December 31, 2023 (in dollars per share)	$ 2.67	$ 4.80

Stock-based Compensation - Sche

Stock-based Compensation - Schedule of stock-based compensation expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 30,206	$ 79,573
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	6,711	31,083
Selling, general and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 23,495	$ 48,490

Warrants - Narrative (Details)

Warrants - Narrative (Details) $ / shares in Units, $ in Thousands

1 Months Ended

3 Months Ended

12 Months Ended

Oct. 12, 2023 USD ($)

Sep. 29, 2023 USD ($) shares

Aug. 04, 2023 USD ($) $ / shares shares

Jun. 22, 2023 USD ($) $ / shares shares

Feb. 05, 2023 USD ($) $ / shares shares

Jan. 31, 2023 USD ($)

Jan. 13, 2023 USD ($) shares

Nov. 09, 2022 USD ($) $ / shares

Jul. 11, 2022 USD ($) electricVehicle $ / shares shares

Feb. 28, 2022 USD ($) tranche $ / shares shares

Dec. 31, 2023 USD ($) $ / shares shares

Dec. 31, 2023 USD ($) $ / shares shares

Dec. 31, 2022 USD ($) $ / shares shares

Oct. 05, 2023 USD ($) shares

Aug. 02, 2023 USD ($)

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

Apr. 23, 2023 USD ($)

Feb. 09, 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

Warrant exercised, number of tranche | tranche

3

Earlier terminated (in years)

5 years

Gain on fair value change in warrant and derivative liability | $

$ (68,689)

$ 0

Reclassification of warrant liability to additional paid-in-capital | $

$ 62,925

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

$ 0.63

$ 0.63

Dividend yield

0%

Preferred stock, shares authorized (in shares) | shares

10,000,000

10,000,000

10,000,000

Preferred stock, par value (in dollars per share) | $ / shares

$ 0.0001

$ 0.0001

$ 0.0001

Private Placement

Class of Warrant or Right [Line Items]

Issuance of shares under legal settlement | $

$ 10,000

A75 Series B Cumulative Perpetual Redeemable Preferred Stock

Class of Warrant or Right [Line Items]

Dividend rate (in percentage)

7.50%

A75 Series B Cumulative Perpetual Redeemable Preferred Stock | Preferred Stock Purchase Agreement

Class of Warrant or Right [Line Items]

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

$ 0.26

$ 0.26

Dividend yield

0%

Aggregate fair value | $

$ 5,900

Warrants fair value | $

$ 4,500

$ 4,500

Unrealized gain (loss) | $

(1,400)

Preferred stock, shares authorized (in shares) | shares

45,000

Dividend rate (in percentage)

7.50%

Walmart Inc | Canoo Sales, LLC

Class of Warrant or Right [Line Items]

Ownership percentage

20%

Y A I I P N Ltd

Class of Warrant or Right [Line Items]

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

$ 0.14

$ 0.50

$ 1

Y A I I P N Ltd | Convertible Debt

Class of Warrant or Right [Line Items]

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

$ 0.10

Aggregate fair value | $

$ 800

800

$ 800

$ 41,400

$ 45,100

Y A I I P N Ltd | Common Stock | Yorkville Warrants

Class of Warrant or Right [Line Items]

Issuance of shares under legal settlement | $

$ 21,200

Minimum

Class of Warrant or Right [Line Items]

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

1,010,000,000

Minimum | Common Stock

Class of Warrant or Right [Line Items]

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

1,000,000,000

Maximum

Class of Warrant or Right [Line Items]

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

2,010,000,000

Maximum | Common Stock

Class of Warrant or Right [Line Items]

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

2,000,000,000

VDL Nedcar

Class of Warrant or Right [Line Items]

Payments to acquire other productive assets | $

$ 8,400

Walmart Warrants

Class of Warrant or Right [Line Items]

Class of warrant or right exercised (in share) | shares

0

0

Warrants vested (in shares) | shares

15,300,000

Walmart Warrants | Walmart Inc

Class of Warrant or Right [Line Items]

Number of electric vehicles | electricVehicle

4,500

Number of electric vehicles, additions | electricVehicle

5,500

Yorkville Warrants

Class of Warrant or Right [Line Items]

Warrants vested (in shares) | shares

34,200,000

June 2023 PIPE Warrants | Private Placement

Class of Warrant or Right [Line Items]

Aggregate fair value | $

$ 7,000

Warrants fair value | $

$ 3,200

$ 3,200

Unrealized gain (loss) | $

3,800

I-40 Warrants

Class of Warrant or Right [Line Items]

Aggregate fair value | $

900

900

Warrants fair value | $

400

400

Unrealized gain (loss) | $

500

August 2023 PIPE Warrants | Private Placement

Class of Warrant or Right [Line Items]

Aggregate fair value | $

$ 3,000

Warrants fair value | $

$ 1,100

1,100

Unrealized gain (loss) | $

$ 1,900

Warrant | VDL Nedcar

Class of Warrant or Right [Line Items]

Number of shares issued or issuable (in shares) | shares

1,000,000

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]

Issuance of shares upon early exercise of unvested share options (shares) | shares

30,000

53,000

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

$ 1.11

Common Stock | Yorkville Warrants

Class of Warrant or Right [Line Items]

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

23,800,000

23,800,000

Public Warrants | August 2023 PIPE Warrants | Private Placement

Class of Warrant or Right [Line Items]

Dividend yield

0%

Public Warrants | Warrant

Class of Warrant or Right [Line Items]

Issuance of shares upon early exercise of unvested share options (shares) | shares

0

0

Warrant Agreement

Class of Warrant or Right [Line Items]

Warrants outstanding (in shares) | shares

50,000,000

61,200,000

Warrant exercise price (in dollars per share) | $ / shares

$ 2.15

Warrant Agreement | Preferred Stock Purchase Agreement

Class of Warrant or Right [Line Items]

Proceeds from issuance of warrants | $

$ 45,000

$ 45,000

Warrant Agreement | Registered Direct Offering & Placement Agency Agreement

Class of Warrant or Right [Line Items]

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

50,000,000

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

$ 1.05

Warrant Agreement | Common Stock | Preferred Stock Purchase Agreement

Class of Warrant or Right [Line Items]

Warrants outstanding (in shares) | shares

23,000,000

Warrant Agreement | A75 Series B Cumulative Perpetual Redeemable Preferred Stock | Preferred Stock Purchase Agreement

Class of Warrant or Right [Line Items]

Warrants outstanding (in shares) | shares

23,000,000

Warrant Agreement | Walmart Warrants

Class of Warrant or Right [Line Items]

Warrant exercise price (in dollars per share) | $ / shares

$ 2.02

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

65,100,000

Vested of warrants (in years)

10 years

Revenues | $

$ 300,000

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

$ 3.63

$ 3.63

Dividend yield

0%

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

Gain on fair value change in warrant and derivative liability | $

$ (300)

Reclassification of warrant liability to additional paid-in-capital | $

$ 19,500

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

$ 1.20

$ 1.20

Dividend yield

0%

Warrant Agreement | Yorkville Warrants | Convertible Debt

Class of Warrant or Right [Line Items]

Warrants outstanding (in shares) | shares

127,300,000

127,300,000

Warrant exercise price (in dollars per share) | $ / shares

$ 0.54

$ 0.54

Aggregate fair value | $

$ 61,500

$ 61,500

Warrants fair value | $

$ 43,400

Initial exercise term

5 years

5 years

Unrealized gain (loss) | $

$ 18,100

Warrant Agreement | RDO SPA Warrants

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

Class of warrant or right exercised (in share) | shares

0

0

Earlier terminated (in years)

5 years

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

$ 0.26

$ 0.26

Dividend yield

0%

Warrant Agreement | RDO SPA Warrants | Private Placement

Class of Warrant or Right [Line Items]

Gain on fair value change in warrant and derivative liability | $

$ (31,800)

Aggregate fair value | $

40,000

$ 40,000

Warrants fair value | $

$ 8,200

$ 8,200

Warrant Agreement | RDO SPA Warrants | Registered Direct Offering & Placement Agency Agreement

Class of Warrant or Right [Line Items]

Proceeds from issuance of warrants | $

$ 49,400

Warrant Agreement | June 2023 PIPE Warrants

Class of Warrant or Right [Line Items]

Class of warrant or right exercised (in share) | shares

0

0

Warrant Agreement | June 2023 PIPE Warrants | Private Placement

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

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

$ 0.26

Proceeds from issuance of warrants | $

$ 8,800

Dividend yield

0%

0%

Initial exercise term

5 years

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

Class of warrant or right exercised (in share) | shares

0

0

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

$ 0.65

$ 0.65

Dividend yield

0%

Warrant Agreement | August 2023 PIPE Warrants

Class of Warrant or Right [Line Items]

Class of warrant or right exercised (in share) | shares

0

0

Warrant Agreement | August 2023 PIPE Warrants | Private Placement

Class of Warrant or Right [Line Items]

Warrants outstanding (in shares) | shares

5,600,000

Warrant exercise price (in dollars per share) | $ / shares

$ 0.67

Class of warrant or right exercised (in share) | shares

0

0

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

$ 0.26

Proceeds from issuance of warrants | $

$ 3,000

Dividend yield

0%

Initial exercise term

5 years

Warrants - Share-based Compensa

Warrants - Share-based Compensation Arrangements by Share-based Payment Award (Details) - $ / shares			12 Months Ended
	Aug. 04, 2023	Jun. 22, 2023	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			10 months 20 days
Expected volatility			5.30%
Dividend yield			0%
Stock price (in dollars per share)			$ 0.63
Preferred Stock Purchase Agreement | A75 Series B Cumulative Perpetual Redeemable Preferred Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			4 years 9 months 18 days
Expected volatility			121.70%
Dividend yield			0%
Risk free interest rate			3.80%
Estimated fair value per warrant (in dollars per share)			$ 0.19
Exercise price (in dollars per share)			0.56
Stock price (in dollars per share)			$ 0.26
Walmart Warrants | Warrant Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (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 | August Convertible Debenture
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			9 months
Expected volatility			121.30%
Dividend yield			0%
Risk free interest rate			5%
Stock price (in dollars per share)			$ 0.26
Yorkville Warrants | September Convertible Debenture
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			10 months 24 days
Expected volatility			121%
Dividend yield			0%
Risk free interest rate			4.80%
Stock price (in dollars per share)			$ 0.26
Yorkville Warrants | Warrant Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			10 months 24 days
Expected volatility			116.40%
Dividend yield			0%
Risk free interest rate			4.70%
Estimated fair value per warrant (in dollars per share)			$ 0.57
Exercise price (in dollars per share)			1.05
Stock price (in dollars per share)			$ 1.20
Yorkville Warrants | Warrant Agreement | July Convertible Debenture
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			4 years 8 months 12 days
Expected volatility			108%
Dividend yield			0%
Risk free interest rate			4.60%
Estimated fair value per warrant (in dollars per share)			$ 0.34
Exercise price (in dollars per share)			0.54
Stock price (in dollars per share)			$ 0.44
Yorkville Warrants | Warrant Agreement | August Convertible Debenture
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			4 years 9 months 18 days
Expected volatility			108%
Dividend yield			0%
Risk free interest rate			4.60%
Estimated fair value per warrant (in dollars per share)			$ 0.34
Exercise price (in dollars per share)			0.54
Stock price (in dollars per share)			$ 0.44
Yorkville Warrants | Warrant Agreement | September Convertible Debenture
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			5 years
Expected volatility			108%
Dividend yield			0%
Risk free interest rate			4.60%
Estimated fair value per warrant (in dollars per share)			$ 0.34
Exercise price (in dollars per share)			0.54
Stock price (in dollars per share)			$ 0.44
RDO SPA Warrants | Warrant Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			4 years 7 months 6 days
Expected volatility			121.70%
Dividend yield			0%
Risk free interest rate			3.80%
Estimated fair value per warrant (in dollars per share)			$ 0.16
Exercise price (in dollars per share)			1.30
Stock price (in dollars per share)			$ 0.26
June 2023 PIPE Warrants | Warrant Agreement | Private Placement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)		5 years
Expected volatility		121.70%
Dividend yield		0%	0%
Risk free interest rate		3.80%
Estimated fair value per warrant (in dollars per share)		$ 0.19
Exercise price (in dollars per share)		0.67
Stock price (in dollars per share)		$ 0.26
I-40 Warrants | Warrant Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)			4 years 9 months 18 days
Expected volatility			121.70%
Dividend yield			0%
Risk free interest rate			3.80%
Estimated fair value per warrant (in dollars per share)			$ 0.19
Exercise price (in dollars per share)			0.26
Stock price (in dollars per share)			$ 0.65
August 2023 PIPE Warrants | Warrant Agreement | Private Placement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)	5 years 1 month 6 days
Expected volatility	121.70%
Dividend yield	0%
Risk free interest rate	3.80%
Estimated fair value per warrant (in dollars per share)	$ 0.19
Exercise price (in dollars per share)	0.67
Stock price (in dollars per share)	$ 0.26

Net Loss per Share - Schedule o

Net Loss per Share - Schedule of Reconciliation of the Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net loss attributable to Canoo	$ 302,021	$ 487,694
Less: dividend on redeemable preferred stock	459	0
Less: additional deemed dividend on redeemable preferred stock	141	0
Net loss available to common shareholders	$ (302,621)	$ (487,694)
Weighted-average common shares outstanding:
Weighted-average shares outstanding, basic (in shares)	576,199	269,768
Weighted-average shares outstanding, diluted (in shares)	576,199	269,768
Net loss per common share:
Net loss per common share, basic (in dollars per share)	$ (0.53)	$ (1.81)
Net loss per common share, diluted (in dollars per share)	$ (0.53)	$ (1.81)

Net Loss per Share - Schedule_2

Net Loss per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Convertible debt (Note 9)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	217,935	46,988
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	38,386	31,412
Warrants to purchase Common Stock (Note 16)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	264,496	29,605
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	2,842
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	0	593
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	88	195

Income Taxes - Components of th

Income Taxes - Components of the provision (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Provision for federal income taxes	$ 0	$ 0
Provision for state income taxes	0	0
Provision for income taxes	$ 0	$ 0

Income Taxes - Tax rate reconci

Income Taxes - Tax rate reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Tax at the statutory rate	$ (63,374)	$ (102,416)
State tax – net of federal benefit	(15,009)	(25,118)
Officer compensation	0	6,750
Earnout Liability	(624)	(5,469)
Stock Compensation	6,849	5,024
Warrants & Convertible Debt	8,228	0
Provision to Return	(5,052)	(2,958)
U.S. Tax Credits	(7,975)	(8,929)
Other Rate Impacting Items	(1,885)	2,328
Change in valuation allowance	78,842	130,788
Provision for income taxes	$ 0	$ 0

Income Taxes - Net deferred inc

Income Taxes - Net deferred income tax assets and liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Components of Deferred Tax Assets [Abstract]
Net operating loss carry-forwards	$ 284,514	$ 257,062
Capitalized research and development costs	72,364	35,295
Research and development credits	37,336	25,237
Stock-based compensation	10,809	10,167
Other	3,210	1,674
Total gross deferred income tax assets	408,233	329,435
Less: Valuation allowance	(394,997)	(316,155)	$ (185,367)
Deferred tax assets, net of valuation allowance	13,236	13,280
Warrants	(13,236)	(13,280)
Total deferred tax liabilities	(13,236)	(13,280)
Total net deferred tax assets (liabilities):	$ 0	$ 0

Income Taxes - Valuation allowa

Income Taxes - Valuation allowance on the deferred income tax assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Beginning balance	$ (316,155)	$ (185,367)
Additions charged to income tax provision	(78,842)	(130,788)
Ending balance	$ (394,997)	$ (316,155)

Income Taxes - Gross unrecogniz

Income Taxes - Gross unrecognized tax benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Beginning balance	$ (52,825)	$ (40,258)
Increases in balances related to tax positions taken during current period	(10,701)	(9,179)
Increases related to changes in estimates	(1,647)	(3,444)
Other decreases	250	56
Ending balance	$ (64,923)	$ (52,825)

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Operating Loss Carryforwards [Line Items]
Additions charged to income tax provision	$ (78.8)	$ (130.8)
Uncertain tax positions	(64.9)
Income tax examination, interest	0	0
Income tax examination, penalties	0	0
Research and development
Operating Loss Carryforwards [Line Items]
Tax credits	37.3	$ 25.2
Federal
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	958.2
State and Local Jurisdiction
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	$ 1,200

Subsequent events (Details)

Subsequent events (Details)

Mar. 12, 2024 USD ($) $ / shares shares

Mar. 07, 2024

Feb. 29, 2024 $ / shares

Jan. 31, 2024 USD ($) $ / shares shares

Jan. 11, 2024 USD ($) $ / shares

Dec. 31, 2023 $ / shares

Oct. 05, 2023 shares

Apr. 24, 2023 $ / shares

Dec. 31, 2022 $ / shares

Nov. 09, 2022 $ / shares

Jul. 22, 2022 $ / shares

Jul. 20, 2022 $ / shares

Subsequent Event [Line Items]

Common stock, par (in dollars per share)

$ 0.0001

$ 0.0001

Warrant exercise price (in dollars per share)

11.50

Purchase share price (in dollars per share)

$ 0.63

Minimum

Subsequent Event [Line Items]

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

1,010,000,000

Minimum | Common Stock

Subsequent Event [Line Items]

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

1,000,000,000

Maximum

Subsequent Event [Line Items]

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

2,010,000,000

Maximum | Common Stock

Subsequent Event [Line Items]

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

2,000,000,000

Common Stock

Subsequent Event [Line Items]

Purchase share price (in dollars per share)

$ 1.11

Y A I I P N Ltd

Subsequent Event [Line Items]

Purchase share price (in dollars per share)

$ 0.14

$ 0.50

$ 1

Subsequent Event

Subsequent Event [Line Items]

Reverse stock split, conversion ratio

0.0434782609

Subsequent Event | Common Stock

Subsequent Event [Line Items]

Purchase share price (in dollars per share)

$ 264.50

Subsequent Event | Minimum

Subsequent Event [Line Items]

Reverse stock split, conversion ratio

0.5

Subsequent Event | Maximum

Subsequent Event [Line Items]

Reverse stock split, conversion ratio

0.033333333333

Subsequent Event | Sixth Supplemental Agreement | Y A I I P N Ltd

Subsequent Event [Line Items]

Proceeds from partial exercise prepaid advance agreement | $

$ 17,500,000

Net proceeds from exercise in prepaid advance agreement | $

$ 16,500,000

Supplemental purchase per share (in dollars per share)

$ 0.24

Supplemental purchase price percentage

0.950

Purchase commitment fee amount | $

$ 900,000

Subsequent Event | Seventh Supplemental Agreement | Y A I I P N Ltd

Subsequent Event [Line Items]

Proceeds from partial exercise prepaid advance agreement | $

$ 20,000,000

Net proceeds from exercise in prepaid advance agreement | $

$ 18,800,000

Supplemental purchase per share (in dollars per share)

$ 0.18

Supplemental purchase price percentage

0.950

Purchase commitment fee amount | $

$ 1,000,000

Subsequent Event | Warrant Cancellation and Exchange Agreement

Subsequent Event [Line Items]

Warrants outstanding (in shares) | shares

127,300,000

Subsequent Event | Warrant Cancellation and Exchange Agreement | First Warrant

Subsequent Event [Line Items]

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

10,351,032

110,800,000

Warrant exercise price (in dollars per share)

$ 1.37

$ 0.18

Subsequent Event | Warrant Cancellation and Exchange Agreement | Second Warrant

Subsequent Event [Line Items]

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

10,948,905

127,300,000

Warrant exercise price (in dollars per share)

$ 1.37

$ 0.18

Subsequent Event | Eigth Supplemental Agreement | Y A I I P N Ltd

Subsequent Event [Line Items]

Proceeds from partial exercise prepaid advance agreement | $

$ 62,000,000

Supplemental purchase per share (in dollars per share)

$ 2.30

Long-term debt | $

$ 32,000,000

Accrued interest | $

47,123

Proceeds From Partial Exercise Prepaid Advance Agreement, Net of Fees and Repayemnt of Pre-Paid Advances | $

$ 15,000,000