AppHarvest (APPHW) 10-Q 11 Aug 21 2021 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2021	Aug. 06, 2021
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2021
Document Transition Report	false
Entity File Number	001-39288
Entity Registrant Name	AppHarvest, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-5042965
Entity Address, Address Line One	500 Appalachian Way
Entity Address, City or Town	Morehead
Entity Address, State or Province	KY
Entity Address, Postal Zip Code	40351
City Area Code	606
Local Phone Number	653-6100
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		100,282,839
Entity Central Index Key	0001807707
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Common stock, $0.0001 par value per share
Document Information [Line Items]
Title of 12(b) Security	Common stock, $0.0001 par value per share
Trading Symbol	APPH
Security Exchange Name	NASDAQ
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share
Trading Symbol	APPHW
Security Exchange Name	NASDAQ

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Current Assets
Cash and cash equivalents	$ 273,071	$ 21,909
Accounts receivable, net	983	0
Inventories, net	1,342	3,387
Prepaid expenses and other current assets	4,341	481
Total current assets	279,737	25,777
Operating lease right-of-use assets, net	2,503	1,307
Property and equipment, net	240,304	152,645
Goodwill	50,885	0
Other intangible assets, net	9,543	0
Other assets, net	12,560	1,188
Total non-current assets	315,795	155,140
Total assets	595,532	180,917
Current Liabilities:
Accounts payable	4,429	1,342
Accrued expenses	14,817	5,184
Current portion of lease liabilities with a related party	0	59,217
Current portion of lease liabilities	548	166
Current portion of financing obligation with a related party	0	58,795
Current portion of long-term debt	1,815	0
Note payable with a related party	0	30,000
Other current liabilities	658	77
Total current liabilities	22,267	154,781
Long-term debt, net of current portion	72,529	0
Lease liabilities, net of current portion	2,449	1,370
Deferred income tax liabilities	1,950	0
Private Warrant liabilities	20,319	0
Other liabilities	2,879	0
Total non-current liabilities	100,126	1,370
Total liabilities	122,393	156,151
Commitments and contingencies
Stockholders’ equity
Preferred stock, par value $0.0001, 10,000 shares authorized, 0 issued and outstanding, as of June 30, 2021 and December 31, 2020, respectively	0	0
Common stock, par value $0.0001, 750,000 shares authorized, 100,275 and 44,461 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively	10	4
Additional paid-in capital	557,300	45,890
Accumulated deficit	(81,659)	(21,128)
Accumulated Other Comprehensive Income (Loss), Net of Tax	(2,512)	0
Total stockholders’ equity	473,139	24,766
Total liabilities and stockholders’ equity	$ 595,532	$ 180,917

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	750,000,000	750,000,000
Common stock, shares issued (in shares)	100,275,000	44,461,000
Common stock, shares outstanding (in shares)	100,275,000	44,461,000

CONDENSEDCONSOLIDATED STATEMENT

CONDENSEDCONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Statement [Abstract]
Net sales	$ 3,138,000	$ 0	$ 5,437,000	$ 0
Cost of goods sold	15,683,000	0	22,519,000	0
Gross profit (loss)	(12,545,000)	0	(17,082,000)	0
Operating expenses:
Selling, general and administrative expenses	27,467,000	1,713,000	58,956,000	2,693,000
Total operating expenses	27,467,000	1,713,000	58,956,000	2,693,000
Loss from operations	(40,012,000)	(1,713,000)	(76,038,000)	(2,693,000)
Other income (expense):
Development fee income from a related party	0	138,000	0	272,000
Interest expense from related parties	0	(24,000)	(658,000)	(26,000)
Interest expense	(88,000)	0	(88,000)	0
Change in fair value of Private Warrants	6,488,000	0	16,314,000	0
Other	105,000	(30,000)	461,000	0
Loss before income taxes	(33,507,000)	(1,629,000)	(60,009,000)	(2,447,000)
Income tax benefit (expense)	1,491,000	0	(522,000)	0
Net loss	(32,016,000)	(1,629,000)	(60,531,000)	(2,447,000)
Other comprehensive loss:
Net unrealized losses on derivatives contracts, net of tax	(1,843,000)	0	(2,512,000)	0
Comprehensive loss	$ (33,859,000)	$ (1,629,000)	$ (63,043,000)	$ (2,447,000)
Net loss per common share:
Net loss per common share, basic (in dollars per share)	$ (0.32)	$ (0.05)	$ (0.67)	$ (0.07)
Net loss per common share, diluted (in dollars per share)	$ (0.32)	$ (0.05)	$ (0.67)	$ (0.07)
Weighted average common shares outstanding:
Weighted-average common shares outstanding, basic (in shares)	100,084,000	33,106,000	90,460,000	33,085,000
Weighted-average common shares outstanding, diluted (in shares)	100,084,000	33,106,000	90,460,000	33,085,000

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss	Series A Preferred Stock	Series A-1 Preferred Stock	Series B Preferred Stock	Series C Preferred Stock	Previously Reported	Previously ReportedCommon Stock	Previously ReportedAdditional Paid-in Capital	Previously ReportedAccumulated Deficit	Previously ReportedAccumulated Other Comprehensive Loss	Previously ReportedSeries A Preferred Stock	Previously ReportedSeries A-1 Preferred Stock	Previously ReportedSeries B Preferred Stock	Previously ReportedSeries C Preferred Stock	Revision of Prior Period, Adjustment	Revision of Prior Period, AdjustmentCommon Stock	Revision of Prior Period, AdjustmentAdditional Paid-in Capital	Revision of Prior Period, AdjustmentAccumulated Deficit	Revision of Prior Period, AdjustmentAccumulated Other Comprehensive Loss	Revision of Prior Period, AdjustmentSeries A Preferred Stock	Revision of Prior Period, AdjustmentSeries A-1 Preferred Stock	Revision of Prior Period, AdjustmentSeries B Preferred Stock	Revision of Prior Period, AdjustmentSeries C Preferred Stock
Increase (Decrease) in Temporary Equity [Roll Forward]
Temporary equity, carrying amount, ending balance						$ 0	$ 0	$ 0							$ 5,203	$ 992	$ 6,063							$ (5,203)	$ (992)	$ (6,063)
Temporary equity, shares outstanding, beginning balance (in shares) at Dec. 31, 2019						0	0	0							2,770	392	1,483							(2,770)	(392)	(1,483)
Temporary equity, carrying amount, beginning balance at Dec. 31, 2019						$ 0	$ 0	$ 0							$ 5,203	$ 992	$ 6,063							$ (5,203)	$ (992)	$ (6,063)
Temporary equity, shares outstanding, ending balance (in shares) at Mar. 31, 2020						0	0	0
Beginning balance (in shares) at Dec. 31, 2019		30,800									9,677									21,123
Beginning balance at Dec. 31, 2019	$ 9,076	$ 3	$ 12,753	$ (3,680)						$ (3,182)	$ 1	$ 497	$ (3,680)						$ 12,258	$ 2	$ 12,256	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of preferred shares, net (in shares)		2,470
Issuance of preferred shares, net	4,880		4,880
Stock-based compensation	19		19
Net loss	(818)			(818)
Ending balance (in shares) at Mar. 31, 2020		33,270
Ending balance at Mar. 31, 2020	13,157	$ 3	17,652	(4,498)
Temporary equity, shares outstanding, beginning balance (in shares) at Dec. 31, 2019						0	0	0							2,770	392	1,483							(2,770)	(392)	(1,483)
Temporary equity, carrying amount, beginning balance at Dec. 31, 2019						$ 0	$ 0	$ 0							$ 5,203	$ 992	$ 6,063							$ (5,203)	$ (992)	$ (6,063)
Temporary equity, shares outstanding, ending balance (in shares) at Jun. 30, 2020						0	0	0
Beginning balance (in shares) at Dec. 31, 2019		30,800									9,677									21,123
Beginning balance at Dec. 31, 2019	9,076	$ 3	12,753	(3,680)						(3,182)	$ 1	497	(3,680)						12,258	$ 2	12,256	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(2,447)
Net unrealized losses on derivatives contracts, net of tax	0
Ending balance (in shares) at Jun. 30, 2020		33,418
Ending balance at Jun. 30, 2020	11,600	$ 3	17,724	(6,127)
Increase (Decrease) in Temporary Equity [Roll Forward]
Temporary equity, carrying amount, ending balance						$ 0	$ 0	$ 0
Temporary equity, shares outstanding, beginning balance (in shares) at Mar. 31, 2020						0	0	0
Temporary equity, carrying amount, beginning balance at Mar. 31, 2020						$ 0	$ 0	$ 0
Temporary equity, shares outstanding, ending balance (in shares) at Jun. 30, 2020						0	0	0
Beginning balance (in shares) at Mar. 31, 2020		33,270
Beginning balance at Mar. 31, 2020	13,157	$ 3	17,652	(4,498)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock option exercise (in shares)		148
Stock options exercised	32		32
Stock-based compensation	40		40
Net loss	(1,629)			(1,629)
Net unrealized losses on derivatives contracts, net of tax	0
Ending balance (in shares) at Jun. 30, 2020		33,418
Ending balance at Jun. 30, 2020	11,600	$ 3	17,724	(6,127)
Increase (Decrease) in Temporary Equity [Roll Forward]
Temporary equity, carrying amount, ending balance						$ 0	$ 0	$ 0
Temporary equity, carrying amount, ending balance						$ 0	$ 0	$ 0	$ 0						$ 5,203	$ 992	$ 10,942	$ 28,069						$ (5,203)	$ (992)	$ (10,942)	$ (28,069)
Temporary equity, shares outstanding, beginning balance (in shares) at Dec. 31, 2020						0	0	0	0						2,770	392	2,632	5,131						(2,770)	(392)	(2,632)	(5,131)
Temporary equity, carrying amount, beginning balance at Dec. 31, 2020						$ 0	$ 0	$ 0	$ 0						$ 5,203	$ 992	$ 10,942	$ 28,069						$ (5,203)	$ (992)	$ (10,942)	$ (28,069)
Temporary equity, shares outstanding, ending balance (in shares) at Mar. 31, 2021						0	0	0	0
Beginning balance (in shares) at Dec. 31, 2020		44,461									9,750									34,711
Beginning balance at Dec. 31, 2020	24,766	$ 4	45,890	(21,128)	$ 0					(20,441)	$ 1	686	(21,128)	$ 0					45,207	$ 3	45,204	0	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Business Combination and PIPE Shares, net (in shares)		53,361
Business Combination and PIPE Shares, net	433,527	$ 6	433,521
Conversion of Private Warrants	5,819		5,819
Stock option exercise (in shares)		103
Stock options exercised	35		35
Stock-based compensation	6,287		6,287
Net loss	(28,515)			(28,515)
Net unrealized losses on derivatives contracts, net of tax	(669)				(669)
Ending balance (in shares) at Mar. 31, 2021		97,925
Ending balance at Mar. 31, 2021	441,250	$ 10	491,552	(49,643)	(669)
Temporary equity, shares outstanding, beginning balance (in shares) at Dec. 31, 2020						0	0	0	0						2,770	392	2,632	5,131						(2,770)	(392)	(2,632)	(5,131)
Temporary equity, carrying amount, beginning balance at Dec. 31, 2020						$ 0	$ 0	$ 0	$ 0						$ 5,203	$ 992	$ 10,942	$ 28,069						$ (5,203)	$ (992)	$ (10,942)	$ (28,069)
Temporary equity, shares outstanding, ending balance (in shares) at Jun. 30, 2021						0	0	0	0
Beginning balance (in shares) at Dec. 31, 2020		44,461									9,750									34,711
Beginning balance at Dec. 31, 2020	24,766	$ 4	45,890	(21,128)	0					$ (20,441)	$ 1	$ 686	$ (21,128)	$ 0					$ 45,207	$ 3	$ 45,204	$ 0	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(60,531)
Net unrealized losses on derivatives contracts, net of tax	(2,512)				(2,512)
Ending balance (in shares) at Jun. 30, 2021		100,275
Ending balance at Jun. 30, 2021	473,139	$ 10	557,300	(81,659)	(2,512)
Increase (Decrease) in Temporary Equity [Roll Forward]
Temporary equity, carrying amount, ending balance						$ 0	$ 0	$ 0	$ 0
Temporary equity, shares outstanding, beginning balance (in shares) at Mar. 31, 2021						0	0	0	0
Temporary equity, carrying amount, beginning balance at Mar. 31, 2021						$ 0	$ 0	$ 0	$ 0
Temporary equity, shares outstanding, ending balance (in shares) at Jun. 30, 2021						0	0	0	0
Beginning balance (in shares) at Mar. 31, 2021		97,925
Beginning balance at Mar. 31, 2021	441,250	$ 10	491,552	(49,643)	(669)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of Private Warrants	3,114		3,114
Issuance of common stock for acquisition (in shares)		2,329
Issuance of common stock for acquisition	48,991		48,991
Issuance of stock options for acquisition	361		361
Conversion of restricted stock units (in shares)		21
Conversion of restricted stock units	(108)		(108)
Stock-based compensation	13,390		13,390
Net loss	(32,016)			(32,016)
Net unrealized losses on derivatives contracts, net of tax	(1,843)				(1,843)
Ending balance (in shares) at Jun. 30, 2021		100,275
Ending balance at Jun. 30, 2021	$ 473,139	$ 10	$ 557,300	$ (81,659)	$ (2,512)
Increase (Decrease) in Temporary Equity [Roll Forward]
Temporary equity, carrying amount, ending balance						$ 0	$ 0	$ 0	$ 0

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Operating Activities
Net loss	$ (60,531)	$ (2,447)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in fair value of Private Warrants	(16,314)	0
Deferred income tax provision	522	0
Depreciation and amortization	4,602	15
Stock-based compensation expense	19,677	59
Rent expense in excess of rent payments	6	(2)
Interest accrual with a related party	0	26
Amortization of development fee with a related party	0	(269)
Changes in operating assets and liabilities, net of acquisitions
Accounts receivable	(725)	0
Inventories, net	2,045	(185)
Prepaid expenses and other current assets	(3,744)	9
Other assets, net	(12,444)	(38)
Accounts payable	998	201
Accrued expenses	1,983	163
Other current liabilities	(24)	19
Other non-current liabilities	469	0
Net cash used in operating activities	(63,480)	(2,448)
Investing Activities
Purchases of property and equipment	(74,289)	(1,412)
Purchases of property and equipment from a related party	(122,911)	0
Cost of acquisition, net of cash acquired	(9,756)	0
Advances on equipment	916	(1,440)
Net cash used in investing activities	(206,040)	(2,852)
Financing Activities
Proceeds from debt to a related party	0	2,000
Proceeds from Business Combination and PIPE shares, net	448,500	0
Proceeds from debt	75,000	0
Debt issuance costs	(656)	0
Payments on financing obligation to a related party	(2,089)	0
Proceeds from stock options exercised	35	32
Payments of withholding taxes on restricted stock conversions	(108)	0
Issuance of preferred stock, net	0	4,880
Net cash provided by financing activities	520,682	6,912
Change in cash and cash equivalents	251,162	1,612
Cash and Cash Equivalents
Beginning of period	21,909	6,031
End of period	273,071	7,643
Non-cash Activities:
Fixed assets purchases in accounts payable	2,058	0
Fixed assets purchases in accrued liabilities	8,201	0
Operating lease right-of-use assets and liabilities	$ 1,055	$ 266

Description of Business

Description of Business	6 Months Ended
	Jun. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business AppHarvest was founded on January 19, 2018 and, together with its subsidiaries, is an applied technology company in Appalachia developing and operating some of the world’s largest high-tech indoor farms, designed to grow non-GMO, chemical pesticide-free produce, using primarily recycled rainwater while producing significantly higher yields than those of traditional agriculture on the same amount of land. AppHarvest combines conventional agricultural techniques with cutting-edge technology including artificial intelligence and robotics to improve access for all to nutritious food, farming more sustainably, building a domestic food supply, and increasing investment in Appalachia. Prior to October 2020, AppHarvest’s operations were limited to organizing and staffing, business planning, raising capital, and acquiring and developing properties for Controlled Environment Agriculture (“CEA”). In October 2020, AppHarvest partially opened its first CEA facility in Morehead, Kentucky. AppHarvest harvested its first crop of beefsteak tomatoes in January 2021 and began harvesting its first crop of tomatoes on the vine in March 2021. AppHarvest’s Morehead CEA facility has been fully operational since March 2021 and production of the full 60 acres began in the first week of May 2021. AppHarvest is currently building four more CEA facilities. Two of the facilities under construction are in Berea, Kentucky and Richmond, Kentucky—the Berea leafy green facility is approximately 37% complete, and the Richmond tomato facility is approximately 31% complete. Both facilities are expected to be fully operational by mid-2022. Groundbreakings for two more facilities occurred in June 2021 in Somerset, Kentucky and Morehead, Kentucky. The Somerset facility is expected to grow berries and the Morehead facility, which is adjacent to the company’s first facility, is expected to grow leafy greens. These two facilities are expected to be operational by the end of 2022. AppHarvest is organized as a single operating segment. Substantially all of the assets and operations of AppHarvest are located in the United States (“U.S.”). Basis of Presentation On January 29, 2021, (the “Closing Date”), Novus Capital Corporation (“Novus”), a special purpose acquisition company, consummated the business combination agreement and plan of reorganization (the “Business Combination Agreement”) dated September 2020, by and among ORGA, Inc., a wholly owned subsidiary of Novus (“Merger Sub”), and AppHarvest Operations, Inc., a Delaware corporation (f/k/a AppHarvest, Inc.) (“Legacy AppHarvest”). Pursuant to the terms of the Business Combination Agreement, a business combination between Novus and Legacy AppHarvest was effected through the merger of Merger Sub with and into Legacy AppHarvest, with Legacy AppHarvest surviving the merger as a wholly-owned subsidiary of Novus (the “Merger” and, collectively with the other transactions described in the Business Combination Agreement, the “Business Combination”). On the Closing Date, Novus changed its name to AppHarvest, Inc. (the “Company”, “we”, “our” or “AppHarvest”). Pursuant to the Business Combination Agreement, the Merger was accounted for as a reverse recapitalization (the “Reverse Recapitalization”) in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) . Under this method of accounting, Novus is treated as the “acquired” company and Legacy AppHarvest is treated as the acquirer for financial reporting purposes. The Reverse Recapitalization was treated as the equivalent of Legacy AppHarvest issuing stock for the net assets of Novus, accompanied by a recapitalization. The net assets of Novus are stated at historical cost, with no goodwill or other intangible assets recorded. Legacy AppHarvest was determined to be the accounting acquirer based on the following predominant factors: • Legacy AppHarvest stockholders have the largest portion of voting rights in the Company; • The Board and Management are primarily composed of individuals associated with Legacy AppHarvest; and • Legacy AppHarvest was the larger entity based on historical operating activity and Legacy AppHarvest had the larger employee base at the time of the Business Combination. The consolidated assets, liabilities and results of operations prior to the Reverse Recapitalization are those of Legacy AppHarvest. The shares and corresponding capital amounts and losses per share, prior to the Business Combination, have been retroactively restated based on shares reflecting the exchange ratio established in the Business Combination. Activity within the Statements of Stockholders’ Equity for the issuance and repurchases of Legacy AppHarvest redeemable convertible preferred stock were also retroactively converted to Legacy AppHarvest common stock. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial reporting and Securities and Exchange Commission regulations. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation have been included. Results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year ended December 31, 2021. A description of the Company’s significant accounting policies is included in the Company’s audited consolidated financial statements, as of and for the year ended December 31, 2020. These unaudited condensed consolidated financial statements should be read in conjunction with the Legacy AppHarvest December 31, 2020 audited consolidated financial statements and the accompanying notes. The unaudited condensed consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All significant intercompany accounts and transactions have been eliminated. Certain prior period balances have been reclassified to conform to the current period presentation in the unaudited condensed consolidated financial statements and the accompanying notes.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Use of Estimates in Condensed Consolidated Financial Statements In preparing the condensed consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Although these estimates are based on the Company’s knowledge of current events and actions the Company may undertake in the future, actual results could differ from those estimates and assumptions. Significant items subject to such estimates and assumptions include the recording of revenue, valuation of inventory, the valuation of stock-based compensation, the valuation of private warrants, lease accounting, accounting for business combinations, the useful life of fixed and intangible assets and income taxes. The Company’s results can also be affected by economic, political, legislative, regulatory, legal actions, and the global volatility and general market disruption resulting from the global COVID-19 pandemic. Economic conditions, such as recessionary trends, inflation, interest and monetary exchange rates, and government fiscal policies, can have a significant effect on operations. While the Company maintains reserves for anticipated liabilities and carries various levels of insurance, the Company could be affected by civil, criminal, environmental, regulatory or administrative actions, claims, or proceedings. Accounts Receivables Accounts receivable consist of amounts due from customers in connection with our normal business activities and are carried at sales value less allowance for doubtful accounts. The allowance for doubtful accounts is established to reflect the expected losses of accounts receivable based on past collection history, age, account payment status compared to invoice payment terms and specific individual risks identified. Write-offs are recorded against the allowance for doubtful accounts when all reasonable efforts for collection have been exhausted. The provision at June 30, 2021 and December 31, 2020 did not have a material impact on the condensed consolidated financial statements. Convertible Preferred Stock Prior to the Business Combination, the Company recorded shares of redeemable convertible preferred stock at their respective fair values on the dates of issuance, net of issuance costs. The Company applied the guidance in Accounting Standards Codification (“ASC”) 480-10-S99-3A, Accounting for Redeemable Equity Instruments, and therefore classified all of its outstanding redeemable convertible preferred stock as temporary equity. The redeemable convertible preferred stock was recorded outside of stockholders’ equity because, in the event of certain deemed liquidation events considered not solely within the Company’s control, such as a merger, acquisition and sale of all or substantially all of the Company’s assets, the preferred stock would become redeemable at the option of the holders. In the event of a change of control of the Company, proceeds received from the sale of such shares would be distributed in accordance with the liquidation preferences set forth in the Company’s Amended and Restated Certificate of Incorporation then in effect. All convertible preferred stock previously classified as temporary equity was retroactively adjusted and reclassified to permanent equity as a result of the Business Combination. As a result of the Business Combination, each share of redeemable convertible preferred stock that was then issued and outstanding was automatically converted into Legacy AppHarvest Common Stock, such that each converted share of preferred stock was no longer outstanding and ceased to exist. Each share of Legacy AppHarvest common stock, including the Legacy AppHarvest common stock issued upon conversion of Legacy AppHarvest preferred stock, was converted into and exchanged for 2.1504 (the “Exchange Ratio”) shares of the Company’s common stock (the “Common Stock”). The Exchange Ratio was established pursuant to the terms of the Business Combination Agreement. During the six months ended June 30, 2020, Legacy AppHarvest issued shares of Legacy AppHarvest Series B redeemable convertible preferred stock to new and existing investors for net proceeds of $4,880. Warrants At June 30, 2021, there were 13,250 warrants to purchase Common Stock outstanding, consisting of 10,871 public warrants (“Public Warrants”) and 2,379 private warrants (“Private Warrants”), (collectively, “Warrants”). The Private Warrants are held by the Novus initial stockholders. Each warrant entitles the registered holder to purchase one share of Common Stock at a price of $11.50 per share. The warrants expire on January 29, 2026, or earlier upon redemption or liquidation. The Company may redeem the Public Warrants: • In whole and not in part; • At a price of $0.01 per Warrant; • Upon not less than 30 days’ prior written notice of redemption; • If, and only if, the reported last sale price of the shares of Common Stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations), for any 20 trading days within a 30 trading day period commencing at any time after the warrants become exercisable and ending on the third business day prior to the notice of redemption to warrant holders; and • if, and only if, there is a current registration statement in effect with respect to the shares of Common Stock underlying the warrants. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The Public Warrants were determined to be equity classified in accordance with U.S. GAAP. The Private Warrants are identical to the Public Warrants except that the Private Warrants and the shares of Common Stock issuable upon the exercise of the Private Warrants will not be transferable, assignable or salable until after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Warrants will be exercisable for cash or on a cashless basis, at the holder’s option, and be non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. As a result of the provisions in the warrant agreement that provide for differences in the mechanics of a cashless exercise dependent upon the characteristics of the warrant holder, and because the holder of a warrant is not an input into the pricing of a fixed-for-fixed option on equity shares, such provisions preclude the Private Warrant from being classified in equity. Accordingly, the Private Warrants are classified as a liability and remeasured at fair value at each reporting date. Changes in fair value of the Private Warrants are recognized in the Company’s condensed consolidated statement of operations and comprehensive loss. The fair value of the Private Warrants is estimated at each measurement date using a Black-Scholes option pricing model. See Note 5 - Fair Value Measurements for inputs used in calculating the estimated fair value. Derivative Financial Instruments Derivative financial instruments are used to manage foreign currency, exchange, and interest rate risks. The financial instruments used by the Company are straight-forward, non-leveraged instruments. The counterparties to these financial instruments are financial institutions with strong credit ratings. The Company maintains control over the size of positions entered into with any one counterparty and regularly monitors the credit ratings of these institutions. For all transactions designated as hedges, the hedging relationships are formally documented at the inception and on an ongoing basis in offsetting changes in cash flows of the hedged transaction. The Company records derivative financial instruments on the condensed consolidated balance sheets as either an asset or liability measured at its fair value. Changes in a derivative's fair value (i.e. unrealized gains or losses) are recorded each period in earnings unless the derivative qualifies as a hedging instrument. Gains and losses related to a hedge are either recognized in income immediately to offset the gain or loss on the hedged item, or deferred and recorded in the stockholders' equity section of the condensed consolidated balance sheets as a component of accumulated other comprehensive loss (“AOCL”) and subsequently recognized in the condensed consolidated statements of operations and comprehensive loss when the hedged item affects net income. The ineffective portion of the change in fair value of a hedge, if any, is recognized in net loss immediately. For derivative instruments that are not designated as hedges, the gain or loss related to the change in fair value is also recorded to net loss immediately. Business Combinations The Company allocates the purchase price of its acquisitions to the assets acquired and liabilities assumed based upon their respective fair values at the acquisition date. The Company utilizes management estimates and an independent third-party valuation firm to assist in determining these fair values. The excess of the acquisition price over the estimated fair value of the net assets acquired is recorded as goodwill. Goodwill is adjusted for any changes to acquisition date fair value amounts made within the measurement period. Acquisition-related transaction costs are recognized separately from the business combination and expensed as incurred. Debt Issuance Costs Debt issuance costs are amortized into interest expense over the terms of the related loan agreements using the effective interest method or other methods which approximate the effective interest method. Debt issuance costs related to debt instruments other than lines of credit are presented on the consolidated balance sheets as a direct deduction from the carrying amount of that debt liability. Goodwill and Other Acquired Intangible Assets Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Intangible assets are stated at their historical cost and amortized on a straight-line basis over their expected useful lives. Through the acquisition of Root AI, Inc. (“Root AI”) the Company has acquired goodwill as well as certain technology and intellectual property for which the Company has determined the useful life to be ten years. Amortization expense related to the intangible assets was $211 for the three and six months ended June 30, 2021. See Note 3 - Business Combinations for more information on the acquisition of Root AI. The Company conducts annual impairment tests of goodwill on the first date of the fourth quarter and additional impairment reviews when events and circumstances indicate it is more likely than not that an impairment may have occurred. The Company assesses goodwill for impairment at the consolidated level, which represents its single reporting unit. If the fair value of the reporting unit is less than its carrying amount, the Company would record an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, but the loss recognized should not exceed the amount of goodwill allocated to the reporting unit. The Company reviews intangibles held and used for possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In evaluating the fair value and future benefits of its intangible assets, management performs an analysis of the anticipated undiscounted future net cash flow of the intangible assets over the remaining amortization period. The Company recognizes an impairment loss if the carrying value of the asset exceeds the expected future cash flows.There was no impairment during the six months ended June 30, 2021. New Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 is part of the FASB’s overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. ASU 2019-12 removes certain exceptions to the general principles of ASC 740, Income Taxes , (“ASU 740”) in order to reduce the cost and complexity of its application in the areas of intraperiod tax allocation, deferred tax liabilities related to outside basis differences, year-to-date losses in interim periods and other areas within ASC 740. The Company adopted ASU 2019-12 on January 1, 2021 and the adoption of ASU 2019-12 did not have a material impact on the Company’s condensed consolidated financial statements. No other new accounting pronouncement recently issued or newly effective had or is expected to have a material impact on the condensed consolidated financial statements .

Business Combinations

Business Combinations	6 Months Ended
	Jun. 30, 2021
Reverse Recapitalization, Business Combination And Asset Acquisition [Abstract]
Business Combinations	Business Combinations As discussed in Note 1 - Description of Business , on January 29, 2021, Novus completed the Business Combination with Legacy AppHarvest through the Merger, with Legacy AppHarvest surviving the Merger as a wholly-owned subsidiary of the Company. Upon the consummation of the Business Combination, each share of Legacy AppHarvest common stock issued and outstanding was canceled and converted into the right to receive 2.1504 shares of the Company’s Common Stock. Upon the closing of the Business Combination, the Company’s certificate of incorporation was amended and restated to, among other things, increase the total number of authorized shares of all classes of capital stock to 760,000 shares, of which 750,000 shares were designated Common Stock, $0.0001 par value per share, and 10,000 shares designated Preferred Stock, $0.0001 par value per share. Each option to purchase Legacy AppHarvest common stock that was outstanding immediately prior to the Business Combination, whether vested or unvested, was converted into an option to purchase a number of shares of the Company’s Common Stock equal to the product (rounded down to the nearest whole number) of (i) the number of shares of Legacy AppHarvest common stock subject to such Legacy AppHarvest option and (ii) the Exchange Ratio, at an exercise price per share (rounded up to the nearest whole cent) equal to (A) the exercise price per share of such Legacy AppHarvest option, divided by (B) the Exchange Ratio. Each restricted stock unit awarded by Legacy AppHarvest that was outstanding immediately prior to the Business Combination, whether vested or unvested, was converted into an award of restricted stock units to acquire a number shares of the Company’s Common Stock equal to the product (rounded down to the nearest whole number) of (1) the number of shares of Legacy AppHarvest common stock subject to the Legacy AppHarvest restricted stock unit award and (2) the Exchange Ratio. In connection with the execution of the Business Combination Agreement, the Company entered into separate subscription agreements (the “Subscription Agreements”) with certain investors (each a “Subscriber”), pursuant to which the Subscribers agreed to purchase, and the Company agreed to sell to the Subscribers, an aggregate of 37,500 shares of Common Stock (the “PIPE Shares”), for a purchase price of $10.00 per share and an aggregate purchase price of $375,000, in a private placement pursuant to the Subscription Agreements (the “PIPE”). The PIPE investment closed concurrently with the closing of the Business Combination. Prior to the Business Combination, Novus had outstanding 10,000 Public Warrants and 3,250 Private Warrants which were listed on the Nasdaq Capital Market under the symbol “NOVSW.” Upon the closing of the Business Combination, they became listed on the Nasdaq Global Select Market under the symbol “APPHW.” The Warrants remain subject to the same terms and conditions as prior to the Business Combination. Also immediately prior to the closing of the Business Combination, Novus assumed the Legacy AppHarvest convertible note (the “Convertible Note”). Upon completion of the Business Combination, the outstanding principal and unpaid accrued interest due on the Legacy AppHarvest Convertible Note was converted into an aggregate of 3,242 shares of Common Stock, and the converted note was no longer outstanding, and ceased to exist. See Note 9 - Note Payable with a Related Party. Upon consummation of the Business Combination and the closing of the PIPE, the most significant change in Legacy AppHarvest’s financial position and results of operations was a total net increase in cash and cash equivalents of approximately $435,239, including $375,000 in gross proceeds from the PIPE. The Business Combination is accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, Novus was treated as the “acquired” company for financial reporting purposes. See Note 1 - Description of Business for further details. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Legacy AppHarvest issuing stock for the net assets of Novus, accompanied by a recapitalization. The net assets of Novus are stated at historical cost, with no goodwill or other intangible assets recorded. The following table reconciles the elements of the Business Combination to the unaudited condensed consolidated statements of stockholders’ equity and cash flows for the six months ended June 30, 2021: Recapitalization Cash - Novus trust and cash, net of redemptions $ 99,896 Cash - PIPE financing 375,000 Non-cash Convertible Note conversion 30,808 Non-cash net liabilities assumed from Novus (2,850) Less: Fair value of assumed common stock Private Warrants (45,565) Less: transaction costs allocated to equity (23,762) Net impact on total stockholders’ equity 433,527 Less: cash payments for transaction costs at Closing (2,634) Less: non-cash Convertible Note conversion (30,808) Add: non-cash net liabilities assumed from Novus 2,850 Add: non-cash fair value of assumed common stock Private Warrants 45,565 Net impact on net cash provided by financing activities 448,500 Less: transaction costs included in net cash used in operating activities (a) (13,261) Total net increase in cash and cash equivalents $ 435,239 (a) Including transaction costs in the amount of $2,887 allocated to the Private Warrants. On April 7, 2021, the Company completed the acquisition of Root AI, an artificial intelligence farming startup that creates intelligent robots to help manage high-tech indoor farms. Total consideration, net of cash acquired, is as follows: Common Stock issued (2,329 shares at approximately $21.00 per share) $ 48,991 Stock options issued to replace unvested Root AI stock options 361 Total equity 49,352 Cash consideration paid for the settlement of vested Root AI stock options 230 Cash consideration paid to Root AI shareholders 9,512 Cash consideration paid to reimburse Root AI for seller transaction costs incurred 150 Cash acquired (136) Net cash $ 9,756 Net consideration paid $ 59,108 The Company accounted for Root AI using the acquisition method of accounting in accordance with applicable U.S. GAAP whereby the total purchase price was preliminarily allocated to tangible and intangible assets acquired and liabilities assumed based on respective fair values. The preliminary purchase price allocation for Root AI is as follows: Goodwill $ 50,885 Intangibles 9,754 Deferred taxes (1,420) Net operating assets and liabilities (111) Net assets acquired $ 59,108 As of June 30, 2021, the purchase price allocation for the acquisition was preliminary and subject to completion. Adjustments to the current fair value estimates in the above table may occur as the process conducted for various valuations and assessments is finalized, including intangible assets, tax assets, liabilities and other attributes. Goodwill is calculated as the excess of the consideration transferred over the net assets recognized and represents the estimated future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The factors contributing to the recognition of goodwill are based on several strategic and synergistic benefits that are expected to be realized from the Root AI acquisition. The acquisition of Root AI is expected to provide the Company with a baseline for harvesting support while helping evaluate crop health, predict yield, and optimize overall operations in existing CEA facilities. The benefits include fully developed technology, in the form of software and hardware, that can be programmed for utilization and optimization and a skilled workforce to assist with ongoing upgrades of the artificial intelligence. None of the goodwill is expected to be deductible for income tax purposes and was entirely allocated to the Company’s sole consolidated reporting unit. The preliminary fair value of the technology asset was determined using the income approach through a discounted cash flow analysis. The determination of the useful life was based upon consideration of market participant assumptions and transaction specific factors.

Revenue Recognition

Revenue Recognition	6 Months Ended
	Jun. 30, 2021
Revenue from Contract with Customer [Abstract]
Revenue Recognition	Revenue Recognition The Company recognized revenues of $3,138 and $5,437 for the three and six months ended June 30, 2021, respectively and generated no revenues in the comparable prior year periods. Substantially all of the Company’s revenues are generated from the sale of tomatoes under an agreement with one customer, Mastronardi Produce Limited (“Mastronardi”). On March 28, 2019, the Company entered into a Purchase and Marketing Agreement (the “Mastronardi Morehead Agreement”) with Mastronardi pursuant to which Mastronardi will be the sole and exclusive marketer and distributor of all tomatoes, cucumbers, peppers, berries and leafy greens produced at the Company’s CEA facility in Morehead, Kentucky that meet certain quality standards (collectively, the “Products”). Under the terms of the Mastronardi Morehead Agreement, the Company is responsible for growing, producing, packing, and delivering the Products to Mastronardi, and Mastronardi is responsible for marketing, branding and distributing the Products to its customers. Mastronardi will pay the Company market prices for the Products that are consistent with the best and highest prices available during the duration of the applicable growing season for like kind U.S. Department of Agriculture Grade No. 1 products. Mastronardi will set the market price for the Products and will pay the Company the gross sale price of the Product sold by Mastronardi, less a marketing fee and Mastronardi’s costs incurred in the sale and distribution of the Products. If Mastronardi rejects, returns or otherwise refuses Products for failure to meet certain quality standards, the Company has the right, at its cost and expense, to sell or otherwise dispose of the Products, subject to certain conditions. The Mastronardi Morehead Agreement has a term of 10 years. With respect to the Company’s CEA facility in Morehead Kentucky, the Company has a limited, one-time right to terminate the Mastronardi Morehead Agreement if certain conditions are satisfied. During the term of the Mastronardi Morehead Agreement, Mastronardi has a right of first refusal to enter into similar arrangements with regard to any additional growing facilities the Company establishes in Kentucky or West Virginia. The Company recognizes revenue at a point in time and at the amount it expects to be entitled to be paid when its performance obligation is complete, which is generally when control of the Products is transferred to its customers upon pick-up by the customer or the customer’s agent from the Company’s facilities. Prices for the Company’s Products are based on agreed upon rates with customers and do not include financing components or noncash consideration. Revenue is recorded net of variable consideration, such as commissions and other shipping, handling and marketing costs incurred as defined in the customer agreements. Revenue is also recorded net of provisions for returns and rejections for Products that do not meet quality specifications, with such provisions calculated using historical averages adjusted for any expected changes due to current business conditions. Payment terms are generally 30 days.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2021
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements The company categorizes its assets and liabilities into one of three levels based on the assumptions (inputs) used in determining their values, as defined below: • Level 1 : Unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2 : Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets that are not active; 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 : Unobservable inputs reflecting management’s assumptions about the inputs used in pricing the asset or liability. The table below presents the Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for each measurement: Fair Value as of June 30, 2021 Balance Sheet Account Level 1 Level 2 Level 3 Total Assets: Foreign currency contracts Other assets, net $ — $ 153 $ — $ 153 Total assets $ — $ 153 $ — $ 153 Liabilities: Foreign currency contracts Other current liabilities $ — $ 189 $ — $ 189 Interest rate swap Other liabilities — 2,421 — 2,421 Private Warrants Private Warrant liabilities — 20,319 — 20,319 Total liabilities $ — $ 22,929 $ — $ 22,929 The Company’s derivative contracts, including foreign currency forward and option contracts and an interest rate swap are measured at fair value using valuations based upon quoted prices for similar assets and liabilities in active markets (Level 2) and are valued by reference to similar financial instruments, adjusted for terms specific to the contracts. See Note 12 - Derivative Financial Instruments and Note 10 - Debt for more information on the Company’s use of financial instruments. The Private Warrant liabilities are determined using a Black-Scholes option pricing model, a Level 2 valuation. The significant inputs to the Private Warrant valuation are as follows: On the Closing Date of the Business Combination June 30, 2021 Exercise price $ 11.50 $ 11.50 Stock price $ 24.95 $ 16.00 Volatility 25.0 % 53.0 % Remaining term in years 5.00 4.58 Risk-free rate 0.45 % 0.87 % Dividend yield — — The following table summarizes the private warrant activity for the three and six months ended June 30, 2021: (In thousands) Fair value of Private Warrants on the Closing Date $ 45,565 Fair value of Private Warrants converted to Public Warrants (5,819) Change in fair value of Private Warrants (9,826) Fair value of Private Warrants outstanding as of March 31, 2021 $ 29,920 Fair value of Private Warrants converted to Public Warrants (3,113) Change in fair value of Private Warrants (6,488) Fair value of Private Warrants outstanding as of June 30, 2021 $ 20,319 The Company did not have any assets or liabilities subject to fair value measurements on a recurring basis as of December 31, 2020. The Warrants are deemed equity instruments for income tax purposes, and accordingly, there is no tax accounting relating to changes in the fair value of the Private Warrants recognized. The changes in the fair value of the Private Warrants may be material to our future operating results. The Company measures certain assets and liabilities at fair value on a non-recurring basis. Assets and liabilities that are measured at fair value on a non-recurring basis include long-lived assets which would generally be recorded at fair value as a result of an impairment charge. Assets acquired and liabilities assumed as part of a business combination are also measured at fair value on a non-recurring basis during the measurement period allowed by the ASC guidance for business combinations, when applicable, see Note 3 - Business Combinations.

Inventories

Inventories	6 Months Ended
	Jun. 30, 2021
Inventory Disclosure [Abstract]
Inventories	Inventories Inventories are valued at the lower of cost (first-in, first-out) or net realizable value. Finished goods inventories represent costs associated with boxed produce not yet sold. Growing crop inventories primarily represent the costs associated with growing produce within the Company’s CEA facilities. Materials and supplies primarily represent growing and packaging supplies. Inventory costs are comprised of the purchase and transportation cost plus production labor and overhead. Inventories consisted of the following: June 30, 2021 December 31, 2020 Raw materials $ 879 $ 781 Growing crops 390 2,606 Finished goods 73 — Total inventories, net $ 1,342 $ 3,387

Property and Equipment

Property and Equipment	6 Months Ended
	Jun. 30, 2021
Property, Plant and Equipment [Abstract]
Property and Equipment	Property and Equipment Property and equipment at cost and accumulated depreciation are as follows: June 30, 2021 December 31, 2020 Land $ 28,898 $ 7,277 Buildings 77,526 57,362 Machinery and equipment 45,970 9,581 Construction in progress 88,458 78,174 Leasehold improvements 2,960 871 Less: accumulated depreciation (3,508) (620) Total property and equipment, net $ 240,304 $ 152,645 Depreciation expense was $2,363 and $4,135 for the three and six months ended June 30, 2021, respectively, compared to $6 and $15 for the three and six months ended June 30, 2020, respectively. During the six months ended June 30, 2021, the Company continued construction on the two additional CEA facilities in Berea, Kentucky and Richmond, Kentucky, and announced the start of construction for the fourth and fifth CEA facilities, one in Somerset, Kentucky, which will grow berries, and the other in Morehead, Kentucky, which will focus on leafy greens and is adjacent to the first Morehead CEA facility. In March 2021 the Company acquired the Morehead CEA facility and related property from Equilibrium Controlled Environment Foods Fund, LLC and its affiliates (“Equilibrium”), a related party (See Note 11(a) - Commitments and Contingencies - Equilibrium Transaction

Accrued Expenses

Accrued Expenses	6 Months Ended
	Jun. 30, 2021
Payables and Accruals [Abstract]
Accrued Expenses	Accrued Expenses Accrued expenses are as follow: June 30, 2021 December 31, 2020 Payroll and related $ 1,962 $ 563 Professional service fees 2,222 693 Construction costs 7,596 2,574 Other accrued liabilities 905 352 Incentive compensation 1,721 — Utilities 411 384 Interest on convertible debt with a related party — 618 Total accrued expenses $ 14,817 $ 5,184

Notes Payable with a Related Pa

Notes Payable with a Related Party	6 Months Ended
	Jun. 30, 2021
Related Party Transactions [Abstract]
Note Payable with a Related Party	Note Payable with a Related PartyOn September 28, 2020, the Company entered into a convertible promissory note with Inclusive Capital Partners Spring Master Fund, L.P., a related party, to finance capital investments and operating needs. The Convertible Note had a principal balance of $30,000 and interest at 8.0% per annum. The outstanding principal amount of the Convertible Note and unpaid accrued interest was extinguished at a conversion price equal to $9.50 per share upon the successful closing of the Business Combination. The note principal of $30,000 and accrued interest of $618 were included as current liabilities at December 31, 2020. In connection with the Business Combination on January 29, 2021, the outstanding principal and unpaid accrued interest due was converted into an aggregate 3,242 shares of the Company’s Common Stock, such that the Convertible Note was no longer outstanding and ceased to exist.

Debt

Debt	6 Months Ended
	Jun. 30, 2021
Debt Disclosure [Abstract]
Debt	Debt On June 15, 2021, the Company entered into a master credit agreement with Rabo AgriFinance LLC for a real estate term loan in the original principal amount of $75,000 (the “Rabo Loan”). The Rabo Loan matures on April 1, 2031, with quarterly interest payments commencing on July 1, 2021 and quarterly principal payments, commencing on January 1, 2022, with the remaining balance of principal and interest due upon maturity. Payments are based on one month LIBOR plus 2.500% per annum. The Rabo Loan is collateralized by the business assets of the first Morehead CEA facility and requires compliance with financial covenants. As of June 30, 2021, the Company was in compliance with all covenants. On June 21, 2021, the Company entered into an interest rate swap with an affiliate of the lender to make a series of payments based on a fixed rate of 1.602% and receive a series of payments based on LIBOR. Both the fixed and floating payment streams are based on the initial notional amount of $75,000 and require quarterly payments under a twenty-year amortization schedule. As of June 30, 2021 , the net fixed interest rate on the combined Rabo Loan and related interest rate swap is 4.1%. A summary of the carrying value of the debt is as follows: June 30, 2021 Rabo Loan $ 75,000 Unamortized debt issuance costs (656) Debt, net of issuance costs 74,344 Less current portion (1,815) Long term, net $ 72,529 The Rabo Loan is recorded at cost, net of debt issuance costs. During the three and six months ended June 30, 2021, $2 of interest expense was recognized related to the amortization of the $656 of debt issuance costs incurred at the inception of the Rabo Loan. The fair value of the Rabo Loan is estimated using Level 2 inputs based on observable inputs, including quoted market prices . As of June 30, 2021, the carrying value of debt under the Rabo Loan approximates fair value due to such borrowings bearing variable interest rates that correspond to current market rates.

Commitment and Contingencies

Commitment and Contingencies	6 Months Ended
	Jun. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies (a) Equilibrium Transactions On March 1, 2021, the Company closed on the Membership Interest Purchase and Sale Agreement (the “MIPSA”) with Equilibrium that was entered into in December 2020, pursuant to which it purchased from Equilibrium 100% of its membership interests in its subsidiary, Morehead Farm LLC. The purchase price for Morehead Farm LLC (“Morehead Farm”) was $125,000 which was equal to a multiple of Equilibrium’s cost to acquire, develop and construct the Morehead Facility. At closing, Morehead Farm LLC, which owns the Morehead facility, became a wholly owned subsidiary of the Company. Concurrent with the closing of the MIPSA the Master Lease Agreement that the Company had entered into on May 13, 2019 with Morehead Farm LLC to lease the Morehead facility and ancillary agreements related thereto, were terminated. As a result, the closing date balances of $66,504 for the financing obligation related to construction in progress assets and $58,496 for the finance lease liability related to the completed portion of the Morehead facility were settled and de-recognized from the Company’s unaudited condensed consolidated balance sheet. On May 12, 2020, the Company entered into a loan agreement with Equilibrium, a related party, to finance the purchase of equipment to be used in the Company’s operations in Morehead, Kentucky. The loan agreement had an original principal balance of $2,000 and an interest rate of 9.5% per year. Upon establishment of the finance lease liability for the Morehead Facility lease in October, 2020, the principal balance of the loan was extinguished and added to the future base rent calculation to be paid over the term of the lease liability, which was settled and de-recognized as described above. The original proceeds from the loan are included in the financing section of the statement of cash flows as of June 30, 2020. (b) Other Leases The Company’s other lease portfolio is primarily comprised of operating leases for offices. At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on whether the contract conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. Leases are classified as operating or finance leases at the commencement date of the lease. Operating lease right-of-use assets, net and liabilities are recognized within the condensed consolidated balance sheets based on the present value of lease payments over the lease term. As the implicit rate is generally not readily determinable for most leases, the Company uses an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The incremental borrowing rate reflects the estimated rate of interest that the Company would pay to borrow on a collateralized basis over a similar term in a similar economic environment. Lease expense for operating leases is recognized on a straight-line basis over the lease term. Leases may include renewal options, and the renewal option is included in the lease term if the Company concludes that it is reasonably certain that the option will be exercised. A certain number of the Company’s leases contain rent escalation clauses, either fixed or adjusted periodically for inflation of market rates, that are factored into the calculation of lease payments to the extent they are fixed and determinable at lease inception. For the three and six months ended June 30, 2021, the Company recognized $118 and $215, respectively of operating lease expense in SG&A within the unaudited condensed consolidated statement of operations and comprehensive loss compared to $19 and $33 for the comparable prior year periods. The future minimum rental payments required under the leases for each year of the next five years and in the aggregate thereafter are as follows: Operating leases Remainder of 2021 $ 361 2022 715 2023 647 2024 529 2025 448 2026 and thereafter 849 Total minimum payments required 3,549 Less: imputed interest costs (1) (552) Present value of net minimum lease payments (2) $ 2,997 Weighted-average imputed interest rate 6.32 % Weighted-average remaining lease term 5.6 ____________________________ (1) Represents the amount necessary to reduce net minimum lease payments to present value using actual rate in the lease agreement or the Company’s incremental borrowing rate at lease inception. (2) Included in the unaudited condensed consolidated balance sheet as of June 30, 2021 as current and non-current lease liability of $548 and $2,449, respectively. Period Ended June 30, 2021 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 205 $ 33 Operating lease right-of-use assets obtained in exchange for new operating lease liabilities $ 1,055 $ 266 (c) Agreements with Dalsem The Company entered into agreements with Dalsem Greenhouse Technology, B.V. (“Dalsem”) for the construction of new CEA facilities in Richmond, Kentucky and Berea, Kentucky on November 20, 2020 and December 11, 2020, respectively. Under terms of the agreements, Dalsem will provide certain services related to the design, engineering, procurement, construction, startup and testing of a greenhouse and certain ancillary facilities at each site. Total costs under the agreements are based on actual costs incurred by Dalsem and payments are due upon the completion of certain established project milestones, with a portion of each payment due in Euros and a portion due in U.S. dollars. Either party is entitled to terminate the agreements upon the occurrence of certain events of default and the Company is entitled to terminate the agreements if Dalsem fails to meet certain performance requirements. The Company may also terminate the agreements without cause with written notice and a termination payment to Dalsem. (d) Purchase Commitments There were no purchase commitments that were unrecorded at June 30, 2021 and December 31, 2020, respectively.

Derivative Financial Instrument

Derivative Financial Instruments	6 Months Ended
	Jun. 30, 2021
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Financial Instruments	Derivative Financial Instruments During the six months ended June 30, 2021, the Company entered into foreign currency forward and option contracts to hedge certain cash flows related to anticipated expenditures related to the construction of its Berea, Kentucky and Richmond, Kentucky CEA facilities. These contracts, which have maturities ranging through December 2022, qualify as cash flow hedges and are used to hedge the Company’s foreign currency risk associated with the Euro denominated payments due upon the completion of established project milestones under the applicable CEA facility construction contracts. As of June 30, 2021, the total notional amount outstanding of foreign currency c ontracts designated as cash flow hedging instruments was €42,876. The Company maintains collateral of $5,000 for the hedge program which is included in other non-current assets and margin call deposits of $670 which are included in prepaid expenses and other current assets in the unaudited condensed consolidated balance sheet at June 30, 2021. The Company has elected to measure hedge effectiveness using the “spot method” under which the hedging relationship is considered perfectly effective and changes in the fair value of the forward and options contracts attributable to changes in the spot rate are recorded as a component of other AOCL. As the hedged items are ultimately capitalized as part of the CEA facility fixed assets, the AOCL amounts will be reclassified into earnings over the same periods as the future depreciation expense related to those assets. Consistent with the allocation of greenhouse facility fixed asset depreciation, the AOCL reclassification will also be allocated between cost of goods sold (“COGS”) and SG&A within the unaudited condensed consolidated statement of operations and comprehensive loss. Under the “spot method”, changes in the fair value of forward contracts attributable to changes in the difference between the forward rate and the spot rate (forward points) and the fair value of option contracts attributable to time and volatility values (up-front premium) will be excluded from the measure of hedge effectiveness and amortized as COGS and SG&A on a straight-line basis over the terms of the underlying contracts. During the three and six months ended June 30, 2021, the Company recognized amortization expense of $226 and $256, respectively, related to its foreign currency hedge contracts within its unaudited condensed consolidated statement of operations and comprehensive loss. As of June 30, 2021 , the Company had a net liability of $36 in foreign currency contracts designated as cash flow hedging instruments, which is included in other current and non-current liabilities according to the expected settlement dates of the related contracts. On June 21, 2021, the Company entered into an interest rate swap which has been designated as an effective cash flow hedge and marked to market every quarter with the unrealized gain/loss recognized in other comprehensive loss. See Note 10 - Debt for more information on the interest rate swap. The following table summarizes the before and after tax amounts for the various components of other comprehensive loss for the periods presented: Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 Before Tax Tax (Expense) After Tax Before Tax Tax (Expense) After Tax Foreign Currency $ 822 $ (244) $ 578 $ (91) $ — $ (91) Interest Rate Swap (2,421) — (2,421) (2,421) — (2,421) Total AOCL $ (1,599) $ (244) $ (1,843) $ (2,512) $ — $ (2,512)

Stock Compensation and Other Be

Stock Compensation and Other Benefit Plans	6 Months Ended
	Jun. 30, 2021
Share-based Payment Arrangement [Abstract]
Stock Compensation and Other Benefit Plans	Stock Compensation and Other Benefit Plans Equity Incentive Plan On January 29, 2021, stockholders approved the 2021 Equity Incentive Plan, (the “Plan”), replacing the 2018 Equity Incentive Plan, (the “2018 Plan”), pursuant to which the Company’s Board of Directors (the “Board”) may grant stock awards, including stock options, stock appreciation rights, restricted stock awards, restricted stock units and other stock-based awards, to officers, key employees, and directors. The Plan allows for non-employee director grants, which are accounted for in the same manner as employee awards. There are 10,027 registered shares of Common Stock reserved for issuance under the Plan. During the three and six months ended June 30, 2021, 6,230 awards were granted under the Plan, including 6,182 restricted stock units (“RSU’s”) and 48 stock options granted as consideration in the Root AI business combination (see Note 3 - Business Combinations for more information). The RSU’s granted under the P lan include 2,937 executive awards with market and performance-based vesting requirements in addition to the typical service-based vesting requirements. Ther e are 5,371 registered shares of Common Stock reserved for issuance upon exercise or settlement, as applicable, of awards made under the 2018 Plan. Wh ile no further awards may be granted under the 2018 Plan, that plan continues to govern all outstanding awards previously issued under it. Vesting of the restricted stock units issued under the 2018 Plan (“2018 RSUs”) was dependent on a liquidity event, the Business Combination, which occurred on January 29, 2021. Accordingly, the Company rec ognized a one-time stock-based compensation expense of $2,616 as of that date as a retroactive catch-up of cumulative stock-based compensation expense for such awards from their original grant dates. Total stock-based compensation expense related to 2018 RSU’s was $3,028 and $9,272 during the three and six months ended June 30, 2021, respectively. As of June 30, 2021, the Compan y had 2,321 gra nted but unvested 2018 RSU’s with unrecognized stock-based compensation expense of $12,769 remaining. Stock-based compensation is measured based on the grant date fair value of the Plan awards and subsequently recognized as expense ratably over their vesting periods. Stock-based compensation for awards with service or performance-based vesting requirements is adjusted to reflect actual vested awards, with forfeitures recorded as a reduction of expense at the time they occur. Stock-based compensation for unvested market-based awards is not reduced by forfeitures as the grant date fair value of such awards includes consideration that vesting of the awards may not occur. Total stock-based compensation expense was $13,390 and $19,677 for the three and six months ended June 30, 2021, compared to $40 and $59 for the three and six months ended June 30, 2020, respectively. Of these amounts, $12,345 and $18,372 were included in SG&A and $1,045 and $1,305 in COGS for the three and six months ended June 30, 2021, respectively. For the comparable prior year periods, $40 and $59 was recognized in SG&A and, none in COGS for the three and six months ended June 30, 2020, respectively, within the Company’s unaudited condensed consolidated statements of operations and comprehensive loss. Employee Stock Purchase Plan On January 29, 2021, stockholders approved the 2021 Employee Stock Purchase Plan, (the “ESPP”). The ESPP provides eligible employees with a means of acquiring equity in the Company at a discounted price using their own accumulated payroll deductions. Under the terms of the ESPP employees can elect to have amounts of their annual compensation withheld, up to a maximum set by the board, to purchase shares of Company Common Stock for a purchase price equal to 85% of the lower of the fair market value per share (at the end of the offering period) of Company Common Stock on (i) the offering date or (ii) the respective purchase date. There are 2,005 shares of Common Stock reserved for issuance under the ESPP. During the three and six month periods ending June 30, 2021, there were no shares purchased under the ESPP. The ESPP grants participating employees the right to acquire Company Common Stock in increments of 1% to 15% of eligible pay, with a maximum contribution of $25 of eligible pay, subject to applicable annual Internal Revenue Service, or IRS, limitations. The first offering period of the Company’s ESPP commenced on June 1, 2021 and is six months in duration. The Company uses a Black-Scholes option pricing model to value the Common Stock purchased as part of the Company’s ESPP. The fair value estimated by the option pricing model are affected by the price of the Common Stock as well as subjective variables that include assumed interest rates, our expected dividend yield, and our expected share price volatility over the term of the award. The Company records stock-based compensation expense, within SG&A or COGS related to the discount given to our participating employees. Total stock-based compensation expense recorded in the three and six month periods ending June 30, 2021 was immaterial. Employee Cash Incentive Plan On March 23, 2021, the Compensation Committee of the Board (the “Committee”) adopted an Employee Cash Incentive Plan (the “Cash Incentive Plan”) which will govern the terms of annual cash incentive awards granted to eligible employees of the Company, as determined by the Committee from time to time. The Company’s named executive officers are eligible to participate in the Cash Incentive Plan, except that the Company’s Chief Executive Officer, is not eligible to participate for the 2021 performance period. The Committee (or its delegate) will administer the Cash Incentive Plan and will have the authority to determine all of the awards granted under the Cash Incentive Plan. The Cash Incentive Plan provides for a cash incentive award determined based on the achievement of specified annual Company performance goals, which include net revenue, adjusted EBITDA and improvement in the Company’s benefit corporation certification score, as well as individual performance goals. The performance measures for the Company’s named executive officers for the Company’s fiscal year ending December 31, 2021 will be described in the Company’s annual proxy statement filed in 2022. Each eligible employee will be assigned an individual incentive target expressed as a percentage of the employee’s annual base salary. Following the end of each annual performance period, the Committee will determine achievement of the Company and individual performance goals. The Committee may modify and/or adjust the performance goals or the related level of achievement, in whole or in part, as it deems appropriate or equitable. Any cash incentive awards that become payable under the Cash Incentive Plan will generally be paid no later than 90 days following the end of the applicable performance period. In order to receive an award under the Cash Incentive Plan, the participant must generally remain employed and in good standing with the Company through the date of payment.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2021
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company’s effective income tax rate was (4.4)% and 0.9% for the three and six months ended June 30, 2021, respectively, and 0% for the three and six months ended June 30, 2020. The variance from the U.S. federal statutory rate of 21% for the three and six months ended June 30, 2021 was primarily attributable to a change in the Company’s valuation allowance. The income tax benefit for the three months ended June 30, 2021 was triggered by a reduction in the valuation allowance as a result of the assumption of the deferred tax liability on intangible assets included in the Root AI acquisition which will generate taxable income in future periods and allow the Company to utilize additional net operating loss carryforwards. The Company’s income tax provision is impacted by a valuation allowance on the Company’s net deferred tax assets, net of reversing taxable temporary differences and considering future annual limitations on net operating loss carryforward utilization enacted by U.S. tax reform legislation. The Company maintains a valuation allowance on its net deferred tax assets

Net Loss Per Common Share

Net Loss Per Common Share	6 Months Ended
	Jun. 30, 2021
Earnings Per Share [Abstract]
Net Loss Per Common Share	Net Loss Per Common Share Diluted net loss per common share is the same as basic net loss per common share for all periods presented because the effects of potentially dilutive items were anti-dilutive given the Company’s net loss. The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive: Anti-dilutive common share equivalents June 30, 2021 June 30, 2020 Stock options 2,889 2,159 Restricted Stock Units 8,429 — Warrants 13,250 — Total anti-dilutive common share equivalents 24,568 2,159 Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Net loss $ (32,016) $ (1,629) $ (60,531) $ (2,447) Denominator: Weighted-average common shares outstanding, basic and diluted 100,084 33,106 90,460 33,085 Net loss per common share, basic and diluted $ (0.32) $ (0.05) $ (0.67) $ (0.07)

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2021
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsOn July 23, 2021, the Company entered into a credit agreement with CEFF II AppHarvest Holdings, LLC, an affiliate of Equilibrium for a construction loan in the original principal amount of $91,000 (the “Construction Loan”) for the development of a CEA facility upon the Company’s real property in Richmond, Kentucky (the “Project”). The Construction Loan provides monthly disbursements to fund capital costs of the Project in excess of the Company’s required equity contribution of 34.5% of the capital costs of the Project . The Construction Loan requires monthly interest payments based on drawn capital at an initial interest rate of 8.0%. per annum, beginning two years after closing of the Construction Loan, through maturity which is expected to be three years from the Closing Date (as defined in the credit agreement), with no required principal payments until maturity. The Company expects the closing of the Construction Loan to occur in the third quarter of 2021. On July 2, 2021, the Company entered into a Keep It Simple Securities (“KISS”) Agreement, pursuant to which the Company agreed to invest $5,000 in Red Sea Farms Limited, an AgTech company based in the Middle East that specializes in sustainable farming in water-scarce areas by leveraging saltwater for both growing and cooling. This investment provides the Company with a local market partner for potential CEA development in the Middle East and access to key technologies such as saltwater evaporative cooling technology, solar radiation filtration glass, in-house seed breeding programs, additional automated farm operating system technologies and research support from associated science and technical universities.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial reporting and Securities and Exchange Commission regulations. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation have been included.
Consolidation	The unaudited condensed consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All significant intercompany accounts and transactions have been eliminated.
Reclassification	Certain prior period balances have been reclassified to conform to the current period presentation in the unaudited condensed consolidated financial statements and the accompanying notes.
Use of Estimates in Condensed Consolidated Financial Statements	In preparing the condensed consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Although these estimates are based on the Company’s knowledge of current events and actions the Company may undertake in the future, actual results could differ from those estimates and assumptions. Significant items subject to such estimates and assumptions include the recording of revenue, valuation of inventory, the valuation of stock-based compensation, the valuation of private warrants, lease accounting, accounting for business combinations, the useful life of fixed and intangible assets and income taxes. The Company’s results can also be affected by economic, political, legislative, regulatory, legal actions, and the global volatility and general market disruption resulting from the global COVID-19 pandemic. Economic conditions, such as recessionary trends, inflation, interest and monetary exchange rates, and government fiscal policies, can have a significant effect on operations. While the Company maintains reserves for anticipated liabilities and carries various levels of insurance, the Company could be affected by civil, criminal, environmental, regulatory or administrative actions, claims, or proceedings.
Accounts Receivables	Accounts receivable consist of amounts due from customers in connection with our normal business activities and are carried at sales value less allowance for doubtful accounts.
Allowance for Doubtful Accounts	The allowance for doubtful accounts is established to reflect the expected losses of accounts receivable based on past collection history, age, account payment status compared to invoice payment terms and specific individual risks identified. Write-offs are recorded against the allowance for doubtful accounts when all reasonable efforts for collection have been exhausted.
Convertible Preferred Stock	Prior to the Business Combination, the Company recorded shares of redeemable convertible preferred stock at their respective fair values on the dates of issuance, net of issuance costs. The Company applied the guidance in Accounting Standards Codification (“ASC”) 480-10-S99-3A, Accounting for Redeemable Equity Instruments, and therefore classified all of its outstanding redeemable convertible preferred stock as temporary equity. The redeemable convertible preferred stock was recorded outside of stockholders’ equity because, in the event of certain deemed liquidation events considered not solely within
Warrants	The Public Warrants were determined to be equity classified in accordance with U.S. GAAP.The Private Warrants are identical to the Public Warrants except that the Private Warrants and the shares of Common Stock issuable upon the exercise of the Private Warrants will not be transferable, assignable or salable until after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Warrants will be exercisable for cash or on a cashless basis, at the holder’s option, and be non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. As a result of the provisions in the warrant agreement that provide for differences in the mechanics of a cashless exercise dependent upon the characteristics of the warrant holder, and because the holder of a warrant is not an input into the pricing of a fixed-for-fixed option on equity shares, such provisions preclude the Private Warrant from being classified in equity. Accordingly, the Private Warrants are classified as a liability and remeasured at fair value at each reporting date. Changes in fair value of the Private Warrants are recognized in the Company’s condensed consolidated statement of operations and comprehensive loss. The fair value of the Private Warrants is estimated at each measurement date using a Black-Scholes option pricing model.
Derivative Financial Instruments	Derivative financial instruments are used to manage foreign currency, exchange, and interest rate risks. The financial instruments used by the Company are straight-forward, non-leveraged instruments. The counterparties to these financial instruments are financial institutions with strong credit ratings. The Company maintains control over the size of positions entered into with any one counterparty and regularly monitors the credit ratings of these institutions. For all transactions designated as hedges, the hedging relationships are formally documented at the inception and on an ongoing basis in offsetting changes in cash flows of the hedged transaction.The Company records derivative financial instruments on the condensed consolidated balance sheets as either an asset or liability measured at its fair value. Changes in a derivative's fair value (i.e. unrealized gains or losses) are recorded each period in earnings unless the derivative qualifies as a hedging instrument. Gains and losses related to a hedge are either recognized in income immediately to offset the gain or loss on the hedged item, or deferred and recorded in the stockholders' equity section of the condensed consolidated balance sheets as a component of accumulated other comprehensive loss (“AOCL”) and subsequently recognized in the condensed consolidated statements of operations and comprehensive loss when the hedged item affects net income. The ineffective portion of the change in fair value of a hedge, if any, is recognized in net loss immediately. For derivative instruments that are not designated as hedges, the gain or loss related to the change in fair value is also recorded to net loss immediately.
Business Combinations	The Company allocates the purchase price of its acquisitions to the assets acquired and liabilities assumed based upon their respective fair values at the acquisition date. The Company utilizes management estimates and an independent third-party valuation firm to assist in determining these fair values. The excess of the acquisition price over the estimated fair value of the net assets acquired is recorded as goodwill. Goodwill is adjusted for any changes to acquisition date fair value amounts made within the measurement period. Acquisition-related transaction costs are recognized separately from the business combination and expensed as incurred.
Debt Issuance Costs	Debt issuance costs are amortized into interest expense over the terms of the related loan agreements using the effective interest method or other methods which approximate the effective interest method. Debt issuance costs related to debt instruments other than lines of credit are presented on the consolidated balance sheets as a direct deduction from the carrying amount of that debt liability.
Goodwill and Other Acquired Intangible Assets	Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Intangible assets are stated at their historical cost and amortized on a straight-line basis over their expected useful lives. Through the acquisition of Root AI, Inc. (“Root AI”) the Company has acquired goodwill as well as certain technology and intellectual property for which the Company has determined the useful life to be ten years. Amortization expense related to the intangible assets was $211 for the three and six months ended June 30, 2021. See Note 3 - Business Combinations for more information on the acquisition of Root AI. The Company conducts annual impairment tests of goodwill on the first date of the fourth quarter and additional impairment reviews when events and circumstances indicate it is more likely than not that an impairment may have occurred. The Company assesses goodwill for impairment at the consolidated level, which represents its single reporting unit. If the fair value of the reporting unit is less than its carrying amount, the Company would record an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, but the loss recognized should not exceed the amount of goodwill allocated to the reporting unit.
New Accounting Pronouncements	In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 is part of the FASB’s overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. ASU 2019-12 removes certain exceptions to the general principles of ASC 740, Income Taxes
Fair Value Measurements	The company categorizes its assets and liabilities into one of three levels based on the assumptions (inputs) used in determining their values, as defined below: • Level 1 : Unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2 : Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets that are not active; 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 : Unobservable inputs reflecting management’s assumptions about the inputs used in pricing the asset or liability.

Business Combinations (Tables)

Business Combinations (Tables)	6 Months Ended
	Jun. 30, 2021
Reverse Recapitalization, Business Combination And Asset Acquisition [Abstract]
Schedule of Reconciliation of the elements of the Business Combination	The following table reconciles the elements of the Business Combination to the unaudited condensed consolidated statements of stockholders’ equity and cash flows for the six months ended June 30, 2021: Recapitalization Cash - Novus trust and cash, net of redemptions $ 99,896 Cash - PIPE financing 375,000 Non-cash Convertible Note conversion 30,808 Non-cash net liabilities assumed from Novus (2,850) Less: Fair value of assumed common stock Private Warrants (45,565) Less: transaction costs allocated to equity (23,762) Net impact on total stockholders’ equity 433,527 Less: cash payments for transaction costs at Closing (2,634) Less: non-cash Convertible Note conversion (30,808) Add: non-cash net liabilities assumed from Novus 2,850 Add: non-cash fair value of assumed common stock Private Warrants 45,565 Net impact on net cash provided by financing activities 448,500 Less: transaction costs included in net cash used in operating activities (a) (13,261) Total net increase in cash and cash equivalents $ 435,239 (a) Including transaction costs in the amount of $2,887 allocated to the Private Warrants.
Schedule of Total Consideration, Net of Cash Acquired	Total consideration, net of cash acquired, is as follows: Common Stock issued (2,329 shares at approximately $21.00 per share) $ 48,991 Stock options issued to replace unvested Root AI stock options 361 Total equity 49,352 Cash consideration paid for the settlement of vested Root AI stock options 230 Cash consideration paid to Root AI shareholders 9,512 Cash consideration paid to reimburse Root AI for seller transaction costs incurred 150 Cash acquired (136) Net cash $ 9,756 Net consideration paid $ 59,108
Summary of Preliminary Purchase Price Allocation for Root AI	The preliminary purchase price allocation for Root AI is as follows: Goodwill $ 50,885 Intangibles 9,754 Deferred taxes (1,420) Net operating assets and liabilities (111) Net assets acquired $ 59,108

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2021
Fair Value Disclosures [Abstract]
Schedule of Financial Assets and Liabilities Subject to Fair Value Measurements on a Recurring Basis	The table below presents the Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for each measurement: Fair Value as of June 30, 2021 Balance Sheet Account Level 1 Level 2 Level 3 Total Assets: Foreign currency contracts Other assets, net $ — $ 153 $ — $ 153 Total assets $ — $ 153 $ — $ 153 Liabilities: Foreign currency contracts Other current liabilities $ — $ 189 $ — $ 189 Interest rate swap Other liabilities — 2,421 — 2,421 Private Warrants Private Warrant liabilities — 20,319 — 20,319 Total liabilities $ — $ 22,929 $ — $ 22,929
Fair Value Measurement Inputs and Valuation Techniques	The Private Warrant liabilities are determined using a Black-Scholes option pricing model, a Level 2 valuation. The significant inputs to the Private Warrant valuation are as follows: On the Closing Date of the Business Combination June 30, 2021 Exercise price $ 11.50 $ 11.50 Stock price $ 24.95 $ 16.00 Volatility 25.0 % 53.0 % Remaining term in years 5.00 4.58 Risk-free rate 0.45 % 0.87 % Dividend yield — —
Summary of Private Warrant Activity	The following table summarizes the private warrant activity for the three and six months ended June 30, 2021: (In thousands) Fair value of Private Warrants on the Closing Date $ 45,565 Fair value of Private Warrants converted to Public Warrants (5,819) Change in fair value of Private Warrants (9,826) Fair value of Private Warrants outstanding as of March 31, 2021 $ 29,920 Fair value of Private Warrants converted to Public Warrants (3,113) Change in fair value of Private Warrants (6,488) Fair value of Private Warrants outstanding as of June 30, 2021 $ 20,319

Inventories (Tables)

Inventories (Tables)	6 Months Ended
	Jun. 30, 2021
Inventory Disclosure [Abstract]
Schedule of Inventory, Net	Inventories consisted of the following: June 30, 2021 December 31, 2020 Raw materials $ 879 $ 781 Growing crops 390 2,606 Finished goods 73 — Total inventories, net $ 1,342 $ 3,387

Property and Equipment (Tables)

Property and Equipment (Tables)	6 Months Ended
	Jun. 30, 2021
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment	Property and equipment at cost and accumulated depreciation are as follows: June 30, 2021 December 31, 2020 Land $ 28,898 $ 7,277 Buildings 77,526 57,362 Machinery and equipment 45,970 9,581 Construction in progress 88,458 78,174 Leasehold improvements 2,960 871 Less: accumulated depreciation (3,508) (620) Total property and equipment, net $ 240,304 $ 152,645

Accrued Expenses (Tables)

Accrued Expenses (Tables)	6 Months Ended
	Jun. 30, 2021
Payables and Accruals [Abstract]
Schedule of Accrued Expenses	Accrued expenses are as follow: June 30, 2021 December 31, 2020 Payroll and related $ 1,962 $ 563 Professional service fees 2,222 693 Construction costs 7,596 2,574 Other accrued liabilities 905 352 Incentive compensation 1,721 — Utilities 411 384 Interest on convertible debt with a related party — 618 Total accrued expenses $ 14,817 $ 5,184

Debt (Tables)

Debt (Tables)	6 Months Ended
	Jun. 30, 2021
Debt Disclosure [Abstract]
Schedule of Debt	A summary of the carrying value of the debt is as follows: June 30, 2021 Rabo Loan $ 75,000 Unamortized debt issuance costs (656) Debt, net of issuance costs 74,344 Less current portion (1,815) Long term, net $ 72,529

Commitment and Contingencies (T

Commitment and Contingencies (Tables)	6 Months Ended
	Jun. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Summary of Operating Lease Liability by Maturity	The future minimum rental payments required under the leases for each year of the next five years and in the aggregate thereafter are as follows: Operating leases Remainder of 2021 $ 361 2022 715 2023 647 2024 529 2025 448 2026 and thereafter 849 Total minimum payments required 3,549 Less: imputed interest costs (1) (552) Present value of net minimum lease payments (2) $ 2,997 Weighted-average imputed interest rate 6.32 % Weighted-average remaining lease term 5.6 ____________________________ (1) Represents the amount necessary to reduce net minimum lease payments to present value using actual rate in the lease agreement or the Company’s incremental borrowing rate at lease inception. (2) Included in the unaudited condensed consolidated balance sheet as of June 30, 2021 as current and non-current lease liability of $548 and $2,449, respectively.
Summary of Lease Cost	Period Ended June 30, 2021 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 205 $ 33 Operating lease right-of-use assets obtained in exchange for new operating lease liabilities $ 1,055 $ 266

Derivative Financial Instrume_2

Derivative Financial Instruments (Tables)	6 Months Ended
	Jun. 30, 2021
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Summary of Before and After Tax Amounts for the Various Components of Other Comprehensive Loss	The following table summarizes the before and after tax amounts for the various components of other comprehensive loss for the periods presented: Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 Before Tax Tax (Expense) After Tax Before Tax Tax (Expense) After Tax Foreign Currency $ 822 $ (244) $ 578 $ (91) $ — $ (91) Interest Rate Swap (2,421) — (2,421) (2,421) — (2,421) Total AOCL $ (1,599) $ (244) $ (1,843) $ (2,512) $ — $ (2,512)

Net Loss Per Common Share (Tabl

Net Loss Per Common Share (Tables)	6 Months Ended
	Jun. 30, 2021
Earnings Per Share [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive: Anti-dilutive common share equivalents June 30, 2021 June 30, 2020 Stock options 2,889 2,159 Restricted Stock Units 8,429 — Warrants 13,250 — Total anti-dilutive common share equivalents 24,568 2,159
Schedule of Earnings Per Share, Basic and Diluted	Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Net loss $ (32,016) $ (1,629) $ (60,531) $ (2,447) Denominator: Weighted-average common shares outstanding, basic and diluted 100,084 33,106 90,460 33,085 Net loss per common share, basic and diluted $ (0.32) $ (0.05) $ (0.67) $ (0.07)

Description of Business - Narra

Description of Business - Narrative (Details)	6 Months Ended
	Jun. 30, 2021afacility
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Number of facilities under construction	4
Morehead, Kentucky
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Area of land | a	60
Berea And Richmond, Kentucky
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Number of facilities under construction	2
Berea, Kentucky
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Facilities under construction, percentage complete	37.00%
Richmond, Kentucky
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Facilities under construction, percentage complete	31.00%
Somerset And Morehead, Kentucky
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Number of facilities under construction	2

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Narrative (Details)	3 Months Ended	6 Months Ended
	Jun. 30, 2021USD ($)$ / sharesshares	Jun. 30, 2021USD ($)day$ / sharesshares	Jun. 30, 2020USD ($)	Jan. 29, 2021	Jan. 28, 2021shares
Class of Warrant or Right [Line Items]
Exchange ratio				2.1504
Issuance of preferred stock, net | $		$ 0	$ 4,880,000
Amortization of intangible assets | $	$ 211,000	211,000
Impairment of intangible assets | $		$ 0
Intellectual Property And Technology-Based Intangible Assets
Class of Warrant or Right [Line Items]
Intangible asset, useful life		10 years
Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	13,250,000	13,250,000
Exercise price of warrants (in dollars per share) | $ / shares	$ 11.50	$ 11.50
Warrants | Common Stock
Class of Warrant or Right [Line Items]
Number of shares called by each warrant (in shares)	1	1
Public Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	10,871,000	10,871,000			10,000,000
Redemption price (in dollars per share) | $ / shares	$ 0.01	$ 0.01
Minimum notice of redemption, term		30 days
Common stock price threshold which triggers warrant redemption (in dollars per share) | $ / shares		$ 18
Consecutive trading days threshold (in days) | day		20
Trading day threshold (in days) | day		30
Private Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	2,379,000	2,379,000			3,250,000

Business Combinations - Narrati

Business Combinations - Narrative (Details) $ / shares in Units, $ in Thousands	Jan. 29, 2021USD ($)$ / sharesshares	Jun. 30, 2021USD ($)$ / sharesshares	Jun. 30, 2021USD ($)$ / sharesshares	Jun. 30, 2020USD ($)	Jan. 28, 2021shares	Dec. 31, 2020$ / sharesshares
Reverse Recapitalization [Line Items]
Exchange ratio	2.1504
Capital stock, shares authorized (in shares)	760,000,000
Common stock, shares authorized (in shares)	750,000,000	750,000,000	750,000,000			750,000,000
Common stock, par value (in dollars per share) | $ / shares	$ 0.0001	$ 0.0001	$ 0.0001			$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000	10,000,000			10,000,000
Preferred stock, par value (in dollars per share) | $ / shares	$ 0.0001	$ 0.0001	$ 0.0001			$ 0.0001
Number of shares issued (PIPE shares)	37,500,000
Share price (in dollars per share) | $ / shares	$ 10
Aggregate purchase price in private placement | $	$ 375,000
Increase in cash and cash equivalents as a result of the Business combination | $	435,239		$ 435,239
Gross proceeds from the PIPE | $	$ 375,000		$ 375,000
Root AI | SG&A
Reverse Recapitalization [Line Items]
Transaction cost | $		$ 625		$ 1,032
Common Stock | Convertible Debt
Reverse Recapitalization [Line Items]
Shares issued upon conversion (in shares)	3,242,000
Public Warrants
Reverse Recapitalization [Line Items]
Warrants outstanding (in shares)		10,871,000	10,871,000		10,000,000
Private Warrants
Reverse Recapitalization [Line Items]
Warrants outstanding (in shares)		2,379,000	2,379,000		3,250,000

Business Combinations - Reconci

Business Combinations - Reconciliation of the Business Combination (Details) - USD ($) $ in Thousands	Jan. 29, 2021	Jun. 30, 2021	Jun. 30, 2020
Schedule of Reverse Recapitalization [Line Items]
Cash - Novus trust and cash, net of redemptions		$ 99,896
Cash - PIPE financing	$ 375,000	375,000
Non-cash Convertible Note conversion		30,808
Non-cash net liabilities assumed from Novus		(2,850)
Less: Fair value of assumed common stock Private Warrants		(45,565)
Less: transaction costs allocated to equity		(23,762)
Net impact on total stockholders’ equity		433,527
Less: cash payments for transaction costs at Closing		(2,634)
Less: non-cash Convertible Note conversion		(30,808)
Add: non-cash net liabilities assumed from Novus		2,850
Add: non-cash fair value of assumed common stock Private Warrants		45,565
Net impact on net cash provided by financing activities		448,500	$ 0
Less: transaction costs included in net cash used in operating activities		(13,261)
Total net increase in cash and cash equivalents	$ 435,239	435,239
Private Warrants
Schedule of Reverse Recapitalization [Line Items]
Transaction costs recognized as operating expense		$ 2,887

Business Combinations - Total C

Business Combinations - Total Consideration, Net of Cash Acquired (Details) - USD ($) $ / shares in Units, $ in Thousands	Apr. 07, 2021	Jun. 30, 2021	Jun. 30, 2020
Business Acquisition, Equity Interests Issued or Issuable [Line Items]
Cost of acquisition, net of cash acquired		$ 9,756	$ 0
Root AI
Business Acquisition, Equity Interests Issued or Issuable [Line Items]
Common Stock issued (2,329 shares at approximately $21.00 per share)	$ 48,991
Stock options issued to replace unvested Root AI stock options	361
Total equity	49,352
Cash consideration paid for the settlement of vested Root AI stock options	230
Cash consideration paid to Root AI shareholders	9,512
Cash consideration paid to reimburse Root AI for seller transaction costs incurred	150
Cash acquired	(136)
Cost of acquisition, net of cash acquired	9,756
Net consideration paid	$ 59,108
Shares issued to acquire business (in shares)		2,329,000
Business acquisition, share price (in dollars per share)		$ 21

Business Combinations - Prelimi

Business Combinations - Preliminary Purchase Price Allocation for Root AI (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Apr. 07, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Goodwill	$ 50,885		$ 0
Root AI
Business Acquisition [Line Items]
Goodwill		$ 50,885
Intangibles		9,754
Deferred taxes		(1,420)
Net operating assets and liabilities		(111)
Net assets acquired		$ 59,108

Revenue Recognition - Narrative

Revenue Recognition - Narrative (Details) - USD ($) $ in Thousands	Mar. 28, 2019	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Revenue from Contract with Customer [Abstract]
Net sales		$ 3,138	$ 0	$ 5,437	$ 0
Term of contract	10 years

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Mar. 31, 2021	Jan. 29, 2021
Liabilities:
Private Warrants	$ 20,319	$ 29,920	$ 45,565
Fair Value, Recurring
Assets:
Total assets	153
Liabilities:
Total liabilities	22,929
Fair Value, Recurring | Foreign currency contracts
Assets:
Foreign currency contracts	153
Liabilities:
Derivative liability	189
Fair Value, Recurring | Interest rate swap
Liabilities:
Derivative liability	2,421
Level 1 | Fair Value, Recurring
Assets:
Total assets	0
Liabilities:
Private Warrants	0
Total liabilities	0
Level 1 | Fair Value, Recurring | Foreign currency contracts
Assets:
Foreign currency contracts	0
Liabilities:
Derivative liability	0
Level 1 | Fair Value, Recurring | Interest rate swap
Liabilities:
Derivative liability	0
Level 2 | Fair Value, Recurring
Assets:
Total assets	153
Liabilities:
Private Warrants	20,319
Total liabilities	22,929
Level 2 | Fair Value, Recurring | Foreign currency contracts
Assets:
Foreign currency contracts	153
Liabilities:
Derivative liability	189
Level 2 | Fair Value, Recurring | Interest rate swap
Liabilities:
Derivative liability	2,421
Level 3 | Fair Value, Recurring
Assets:
Total assets	0
Liabilities:
Private Warrants	0
Total liabilities	0
Level 3 | Fair Value, Recurring | Foreign currency contracts
Assets:
Foreign currency contracts	0
Liabilities:
Derivative liability	0
Level 3 | Fair Value, Recurring | Interest rate swap
Liabilities:
Derivative liability	$ 0

Fair Value Measurements - Signi

Fair Value Measurements - Significant Inputs to the Private Warrant Valuation (Details)	Jun. 30, 2021employee	Jan. 29, 2021yr$ / shares
Exercise price
Class of Warrant or Right [Line Items]
Warrant liability, measurement input	11.50	11.50
Stock price
Class of Warrant or Right [Line Items]
Warrant liability, measurement input	16	24.95
Volatility
Class of Warrant or Right [Line Items]
Warrant liability, measurement input	0.530	0.250
Remaining term in years
Class of Warrant or Right [Line Items]
Warrant liability, measurement input	4.58	5
Risk-free rate
Class of Warrant or Right [Line Items]
Warrant liability, measurement input	0.0087	0.0045
Dividend yield
Class of Warrant or Right [Line Items]
Warrant liability, measurement input	0	0

Fair Value Measurements - Priva

Fair Value Measurements - Private Warrant Activity (Details) - USD ($) $ in Thousands	2 Months Ended	3 Months Ended		6 Months Ended
	Mar. 31, 2021	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Jan. 29, 2021
Increase (Decrease) In Fair Value Of Warrants [Roll Forward]
Fair value of Private Warrants, beginning	$ 45,565	$ 29,920
Fair value of Private Warrants converted to Public Warrants	(3,113)					$ (5,819)
Change in fair value of Private Warrants	(9,826)	(6,488)	$ 0	$ (16,314)	$ 0
Fair value of Private Warrants, ending	$ 29,920	$ 20,319		$ 20,319

Inventories (Details)

Inventories (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Inventory Disclosure [Abstract]
Raw materials	$ 879	$ 781
Growing crops	390	2,606
Finished goods	73	0
Total inventories, net	$ 1,342	$ 3,387

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Less: accumulated depreciation	$ (3,508)	$ (620)
Total property and equipment, net	240,304	152,645
Land
Property, Plant and Equipment [Line Items]
Property and equipment, gross	28,898	7,277
Buildings
Property, Plant and Equipment [Line Items]
Property and equipment, gross	77,526	57,362
Machinery and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	45,970	9,581
Construction in progress
Property, Plant and Equipment [Line Items]
Property and equipment, gross	88,458	78,174
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 2,960	$ 871

Property and Equipment - Narrat

Property and Equipment - Narrative (Details) $ in Thousands	Mar. 01, 2021USD ($)	Mar. 31, 2021USD ($)	Jun. 30, 2021USD ($)	Jun. 30, 2020USD ($)	Jun. 30, 2021USD ($)facility	Jun. 30, 2020USD ($)	Dec. 31, 2020USD ($)
Property, Plant and Equipment [Line Items]
Depreciation			$ 2,363	$ 6	$ 4,135	$ 15
Number of additional facilities under construction | facility					2
Purchase price of Morehead CEA facility	$ 125,000	$ 125,000
Buildings
Property, Plant and Equipment [Line Items]
Right-to-use assets under finance lease related to Morehead CEA facility							$ 56,748

Accrued Expenses (Details)

Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Payables and Accruals [Abstract]
Payroll and related	$ 1,962	$ 563
Professional service fees	2,222	693
Construction costs	7,596	2,574
Other accrued liabilities	905	352
Incentive compensation	1,721	0
Utilities	411	384
Interest on convertible debt with a related party	0	618
Accrued expenses	$ 14,817	$ 5,184

Notes Payable with a Related _2

Notes Payable with a Related Party (Details) - USD ($) $ / shares in Units, shares in Thousands	Jan. 29, 2021	Jun. 30, 2021	Dec. 31, 2020	Sep. 28, 2020	May 12, 2020
Related Party Transactions [Line Items]
Interest on convertible debt with a related party		$ 0	$ 618,000
Affiliated Entity
Related Party Transactions [Line Items]
Principal amount					$ 2,000,000
Interest rate					9.50%
Convertible Debt
Related Party Transactions [Line Items]
Principal amount			30,000,000
Interest on convertible debt with a related party			$ 618,000
Convertible Debt | Affiliated Entity
Related Party Transactions [Line Items]
Principal amount				$ 30,000,000
Interest rate				8.00%
Conversion price (in dollars per share)	$ 9.50
Convertible Debt | Common Stock
Related Party Transactions [Line Items]
Shares issued upon conversion (in shares)	3,242

Debt - Narrative (Details)

Debt - Narrative (Details) - USD ($) $ in Thousands	Jun. 21, 2021	Jun. 15, 2021	Jun. 30, 2021	Jun. 30, 2021
Debt Instrument [Line Items]
Unamortized debt issuance costs			$ 656	$ 656
Interest Rate Swap
Debt Instrument [Line Items]
Derivative, fixed interest rate	1.602%
Notional amount	$ 75,000
Derivative, term of contract	20 years
RABO LOAN | Secured Debt
Debt Instrument [Line Items]
Principal amount		$ 75,000
Interest expense			$ 2	$ 2
Unamortized debt issuance costs		$ 656
RABO LOAN | Secured Debt | Interest Rate Swap
Debt Instrument [Line Items]
Interest rate			4.10%	4.10%
RABO LOAN | LIBOR | Secured Debt
Debt Instrument [Line Items]
Basis spread on variable rate		2.50%

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 15, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Unamortized debt issuance costs	$ (656)
Debt, net of issuance costs	74,344
Less current portion	(1,815)		$ 0
Long term, net	72,529		$ 0
RABO LOAN | Secured Debt
Debt Instrument [Line Items]
Long-term debt, gross	$ 75,000
Unamortized debt issuance costs		$ (656)

Commitment and Contingencies -

Commitment and Contingencies - Narrative (Details) - USD ($)	Mar. 01, 2021	Mar. 31, 2021	May 12, 2020
Long-term Purchase Commitment [Line Items]
Interests acquired	100.00%
Purchase price of Morehead CEA facility	$ 125,000,000	$ 125,000,000
Financing obligation related to construction in progress assets	66,504,000
Finance lease liability	$ 58,496,000
Affiliated Entity
Long-term Purchase Commitment [Line Items]
Principal amount			$ 2,000,000
Interest rate			9.50%

Commitment and Contingencies _2

Commitment and Contingencies - Operating Leases (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Operating lease expense	$ 118	$ 19	$ 215	$ 33
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
Remainder of 2021	361		361
2022	715		715
2023	647		647
2024	529		529
2025	448		448
2026 and thereafter	849		849
Total minimum payments required	3,549		3,549
Less: imputed interest costs	(552)		(552)
Present value of net minimum lease payments	$ 2,997		$ 2,997
Weighted-average imputed interest rate	6.32%		6.32%
Weighted-average remaining lease term	5 years 7 months 6 days		5 years 7 months 6 days
Current portion of lease liabilities	$ 548		$ 548		$ 166
Lease liabilities, net of current portion	$ 2,449		2,449		$ 1,370
Cash paid for amounts included in the measurement of operating lease liabilities			205	33
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities			$ 1,055	$ 266

Derivative Financial Instrume_3

Derivative Financial Instruments - Narrative (Details) € in Thousands, $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2021USD ($)	Jun. 30, 2021USD ($)	Jun. 30, 2021EUR (€)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amortization expense related to foreign currency hedge contracts	$ 226	$ 256
Deferred tax asset, other comprehensive loss	672	672
Accumulated Other Comprehensive Loss
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Balance of accumulated other comprehensive income (loss)		(2,512)
Foreign currency contracts | Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional amount | €			€ 42,876
Derivative collateral	5,000	5,000
Margin call deposits	670	670
Net derivative liability	$ (36)	$ (36)

Derivative Financial Instrume_4

Derivative Financial Instruments - Summary of Before and After Tax Amounts for the Various Components of Other Comprehensive Loss (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Derivative Instruments and Hedging Activities Disclosures [Line Items]
After Tax	$ (1,843)	$ (669)	$ 0	$ (2,512)	$ 0
Accumulated Other Comprehensive Loss
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Before Tax	(1,599)			(2,512)
Tax (Expense) Benefit	(244)			0
After Tax	(1,843)	$ (669)		(2,512)
Foreign currency contracts | Cash Flow Hedges
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Before Tax	822			(91)
Tax (Expense) Benefit	(244)			0
After Tax	578			(91)
Interest Rate Swap | Cash Flow Hedges
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Before Tax	(2,421)			(2,421)
Tax (Expense) Benefit	0			0
After Tax	$ (2,421)			$ (2,421)

Stock Compensation and Other _2

Stock Compensation and Other Benefit Plans (Details) - USD ($)	Jun. 29, 2021	Jan. 29, 2021	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted in period (in shares)			48		48
Share-based compensation expense			$ 13,390,000	$ 40,000	$ 19,677,000	$ 59,000
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for issuance (in shares)			2,005,000		2,005,000
Purchase price of common stock, percent		85.00%
Employee subscription rate, minimum			1.00%		1.00%
Employee subscription rate, maximum			15.00%		15.00%
Maximum employee contribution amount					$ 25,000
The 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for issuance (in shares)			10,027,000		10,027,000
Shares granted (in shares)			6,230,000		6,230,000
The 2021 Plan | Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted during period (in shares)					6,182
The 2021 Plan | Restricted Stock Units | Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted during period (in shares)	2,937
The 2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for issuance (in shares)			5,371,000		5,371,000
Share-based compensation expense		$ 2,616,000
The 2018 Plan | Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense			$ 3,028,000		$ 9,272,000
Number of shares granted (in shares)			2,321		2,321
Unrecognized stock-based compensation expense			$ 12,769,000		$ 12,769,000
SG&A
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense			12,345,000	40,000	18,372,000	59,000
COGS
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense			$ 1,045,000	$ 0	$ 1,305,000	$ 0

Income Taxes (Details)

Income Taxes (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Tax Disclosure [Abstract]
Effective income tax rate	(4.40%)	0.00%	0.90%	0.00%
Income tax expense	$ (1,491,000)	$ 0	$ 522,000	$ 0

Net Loss Per Common Share - Ant

Net Loss Per Common Share - Anti-dilutive Common Share Equivalents (Details) - shares shares in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	24,568	2,159
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	2,889	2,159
Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	8,429	0
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	13,250	0

Net Loss Per Common Share (Deta

Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021	Jun. 30, 2020
Numerator:
Net loss	$ (32,016)	$ (28,515)	$ (1,629)	$ (818)	$ (60,531)	$ (2,447)
Denominator:
Weighted-average common shares outstanding, basic (in shares)	100,084,000		33,106,000		90,460,000	33,085,000
Weighted-average common shares outstanding, diluted (in shares)	100,084,000		33,106,000		90,460,000	33,085,000
Net loss per common share, basic (in dollars per share)	$ (0.32)		$ (0.05)		$ (0.67)	$ (0.07)
Net loss per common share, diluted (in dollars per share)	$ (0.32)		$ (0.05)		$ (0.67)	$ (0.07)

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	Jul. 23, 2021	Jul. 02, 2021	May 12, 2020
Subsequent Event
Subsequent Event [Line Items]
KISS agreement, investment amount		$ 5,000,000
Affiliated Entity
Subsequent Event [Line Items]
Principal amount			$ 2,000,000
Interest rate			9.50%
Affiliated Entity | Subsequent Event | Construction Loans
Subsequent Event [Line Items]
Principal amount	$ 91,000,000
Capital costs in excess of equity stake percentage	34.50%
Interest rate	8.00%
Debt instrument, period of first required interest payment	2 years
Debt instrument, period of second required interest payment	3 years