| Summary of Significant Policies (Policies) | 12 Months Ended |
| Dec. 31, 2022 |
| Accounting Policies [Abstract] | |
| Basis of Presentation | The accompanying audited consolidated financial statements for the year ended December 31, 2022, include the accounts of the Company, and its subsidiaries, based upon information of Wejo Group Limited after giving effect to the transaction with Virtuoso completed on November 18, 2021. The comparative financial information for the year ended December 31, 2021 includes information of Legacy Wejo for the period prior to giving effect to the Virtuoso Business Combination. Prior to the Virtuoso Business Combination, Wejo Group Limited had no material operations, assets or liabilities. Upon closing of the Virtuoso Business Combination, outstanding capital stock of legacy shareholders of Legacy Wejo was converted to Wejo Group Limited’s common shares, in an amount determined by application of the respective exchange ratio (“Exchange Ratio”) for each share class, which was based on Legacy Wejo’s implied price per share prior to the Virtuoso Business Combination. For periods prior to the Virtuoso Business Combination, the reported share and per share amounts have been retroactively converted by applying the Exchange Ratio. The Company has summarized certain non-operating income (expense) lines in its Consolidated Statements of Operations and Comprehensive Loss for the year ended December 31, 2021 into a single line, Other expense, net in order to conform to the current year presentation. These non-operating income (expense) lines include: Loss on issuance of convertible loan notes, Loss on extinguishment of convertible loan notes, Gain on fair value of derivative liability, Gain on fair value of public warrant liabilities, Loss on fair value of Forward Purchase Agreement, Gain on fair value of Exchangeable Right liability, Loss on issuance of Forward Purchase Agreement, Gain on settlement of Forward Purchase Agreement, Loss on fair value of Advanced Subscription Agreements, and Other income, net (see Note 11). The Company has also summarized certain non-operating (gain) loss lines in its Consolidated Statements of Cash Flows for the year ended December 31, 2021 into two lines, Loss on issuance on financial instruments measured at fair value and Change in estimated fair value on financial instruments measured at fair value. The Loss on issuance on financial instruments measured at fair value line includes Loss on issuance of convertible loans and Loss on issuance of Forward Purchase Agreement. The Change in estimated fair value on financial instruments measured at fair value line includes Loss on fair value of Advanced Subscription Agreements, Gain on fair value of derivative liability, Gain on fair value of public warrant liabilities, Loss on fair value of Forward Purchase Agreement, and Gain on fair value of Exchangeable Right liability. These reclassifications for the year ended December 31, 2021 presented for a comparative purpose have no impact on the historical operating income, net income, total assets, liabilities, shareholders’ (deficit) equity or cash flows as previously reported by the Company. The accompanying audited consolidated financial statements have been prepared in accordance with U.S. GAAP and include the accounts of the Company and its subsidiaries. All intercompany transactions have been eliminated upon consolidation. |
| Foreign Currency Translation | The functional currency of Wejo Group Limited is in US dollars (“US $”). The functional currency of the Company’s main operating subsidiary, Legacy Wejo, is British pounds sterling. The determination of the respective functional currency is based on the criteria stated in ASC 830, Foreign Currency Matters . Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Non-monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the date of the transaction. Exchange gains or losses arising from foreign currency transactions are included in Other expense, net in the audited |
| Use of Estimates | The preparation of audited consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the audited consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these audited consolidated financial statements include, but are not limited to, the fair value of the common shares, derivative liability, Advanced Subscription Agreements, Forward Purchase Agreement, Exchangeable Right Liability, GM Securities Purchase Agreement, warrant liabilities, income taxes, software development costs and the estimate of useful lives with respect to developed software, warrants, accounting for share-based payments, and timing of contractual obligations. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results could differ materially from those estimates. |
| Concentrations of Credit Risk | Financial instruments that subject the Company to credit risk consist of accounts receivable and cash. The Company places cash in established financial institutions. The Company controls credit risk related to accounts receivable through credit approvals, credit limits and monitoring procedures. The Company periodically assesses the financial strength of its customers and, based upon factors surrounding the credit risk, establishes an allowance, if required, for uncollectible accounts and, as a consequence, believes that its accounts receivable credit risk exposure beyond such allowance is limited. The Company has no significant off-balance-sheet risk or concentration of credit risk, such as foreign exchange contracts, options contracts, or other foreign hedging arrangements. |
| Off-Balance-Sheet Risk | Financial instruments that subject the Company to credit risk consist of accounts receivable and cash. The Company places cash in established financial institutions. The Company controls credit risk related to accounts receivable through credit approvals, credit limits and monitoring procedures. The Company periodically assesses the financial strength of its customers and, based upon factors surrounding the credit risk, establishes an allowance, if required, for uncollectible accounts and, as a consequence, believes that its accounts receivable credit risk exposure beyond such allowance is limited. The Company has no significant off-balance-sheet risk or concentration of credit risk, such as foreign exchange contracts, options contracts, or other foreign hedging arrangements. |
| Cash | Cash consists of cash on hand, which is unrestricted as to withdrawal or use, and which have original maturities of three months or less when purchased. |
| Accounts Receivable | The Company records accounts receivable at the invoiced amount and in some cases charge interest on past due invoices. The Company reviews its accounts receivable from customers that are past due to identify specific accounts with known disputes or collectability issues. In determining the amount of the reserve, the Company makes judgments about the creditworthiness of customers based on ongoing credit evaluations. |
| Property and Equipment | Property and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful lives of the respective assets, which are as follows: Estimated Useful Life Office equipment and computers 3 years Furniture and fixtures 5 years |
| Intangible Assets | In December 2018, the Company acquired a multi-year license to access vehicle data from GM through a Data Sharing Agreement that represents a contract-based intangible asset in accordance with ASC 805, Business Combinations . The Company’s data sharing agreement was recognized at its fair value and is being amortized over its contract life of 7 years using the straight-line method as a finite-lived identifiable intangible asset in accordance with ASC 350, Intangible Assets |
| Internally Developed Software Costs | The Company amortizes internally developed software on a straight-line basis over three years once the software testing is complete and certain costs incurred for the internal development of software are capitalized. Internally developed software includes the Company’s proprietary portal software and related applications and various applications used in the management of the Company’s portals. Costs incurred during the preliminary project stage for internal software programs are expensed as incurred. External and internal costs incurred during the application development stage of new software development, as well as for upgrades and enhancements for software programs that result in additional functionality are capitalized. Software development costs capitalized for the internal development of software are amortized over the estimated useful life of the applicable software. Impairment charges are taken as a result of circumstances that indicate that the carrying values of the assets were not fully recoverable. |
| Impairment of Long-Lived Assets | The Company regularly evaluates whether events and circumstances have occurred that indicate the carrying amount of Property, and equipment and finite-lived Intangible assets may not be recoverable. When factors indicate that these long-lived assets should be evaluated for possible impairment, the Company assesses the potential impairment by determining whether the carrying amount of such long-lived assets will be recovered through the future undiscounted cash flows expected from use of the asset and its eventual disposition. If the carrying amount of the asset is determined not to be recoverable, a write-down to fair value is recorded in the audited Consolidated Statements of Operations and Comprehensive Loss. Fair values are determined based on quoted market prices or discounted cash flow analysis as applicable. The Company also regularly evaluates whether events and circumstances have occurred that indicate the useful lives of property and equipment and finite-lived intangible assets may warrant revision. |
| Revenue Recognition | The Company recognizes revenue under ASC 606. The core principle of the revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: • Step 1: Identify the contract with the customer • Step 2: Identify the performance obligations in the contract • Step 3: Determine the transaction price • Step 4: Allocate the transaction price to the performance obligations in the contract • Step 5: Recognize revenue when the company satisfies a performance obligation The Company applies the five-step model to contracts only when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. As part of the accounting for these arrangements, the Company must use its judgment to determine: (a) the number of performance obligations based on the determination under step (2) above; (b) the transaction price under step (3) above; (c) the stand-alone selling price for each performance obligation identified in the contract for the allocation of transaction price in step (4) above; and (d) the contract term and pattern of satisfaction of the performance obligations under step (5) above. The Company works with the world’s leading automotive manufacturers to standardize connected vehicle data through a proprietary cloud software and analytics platform. These data points include, but are not limited to: traffic intelligence, high frequency vehicle movements, and common driving events and trends. This data is obtained from OEMs through license agreements. These contracts are referred to internally as “Ingress Agreements.” Wejo Neural Edge is hosted by cloud data centers, and as a function of this central hosting, the Wejo Neural Edge platform operates in a multi-tenancy environment, whereby all customers share the same standardized raw vehicle data. The end users of the Wejo Neural Edge platform can only access the data through a licensing agreement and do not have the ability to take possession of the software itself. These contracts are referred to internally as “Egress Agreements.” The Company also has a limited number of “Data Management Agreements” in which customers have engaged Wejo to configure a single-tenant instance of Wejo’s Neural Edge platform. Once deployed, these platforms will be offered on a SaaS basis, meaning that the customer cannot take possession of the software and can only utilize the platform in conjunction with the hosting services provided by Wejo. Revenue is measured net based on the amount of consideration the Company expects to receive, reduced by associated revenue share due to certain OEMs under data license arrangements and related taxes. The Company applied the practical expedient in ASC 606 to expense as incurred those costs to obtain a contract with a customer for which the amortization period would have been one year or less. See Note 5, Revenue from Customers, for further discussion on revenue. |
| Cost of Revenue | Cost of revenue consists of data acquisition costs and hosting service expenses for the Company’s connected platform, including employee salaries and other employee costs that are related to the Company’s connected platform as well as revenue share and minimum fees for certain OEMs. |
| Technology and Development Expenses | Technology and development expenses consist primarily of compensation-related expenses to the Company’s technology and development personnel incurred for the research and development of, enhancements to, and maintenance and operation of the Company’s products, equipment and related infrastructure, as well as data acquisition costs. |
| Sales and Marketing Expenses | Sales and marketing expenses consist primarily of compensation-related expenses to the Company’s direct sales and marketing personnel, as well as costs related to advertising, industry conferences, promotional materials, and other sales and marketing programs. Advertising costs are expensed as incurred. |
| General and Administrative Expenses | General and administrative expenses consist primarily of compensation related expenses for executive management, finance, accounting, human resources, legal, and corporate information and technology, professional fees and facilities costs. |
| Share-Based Compensation | The Company grants equity awards under its share-based compensation programs, pursuant to the Company’s 2021 Equity Incentive Plan in the form of options and restricted share units. The Company recognizes compensation expense for option awards and restricted share units based on the grant date fair value of the award. For equity awards with a service condition only, the Company recognizes non-cash share-based compensation costs over the requisite service period, which is the vesting period, on a straight-line basis. For equity awards without a substantive service condition, the Company recognizes non-cash share-based compensation costs upon the grant date in full. For equity awards with a combination of service and performance conditions, the Company recognizes non-cash share-based compensation expense on a straight-line basis over the requisite service period when the achievement of a performance-based milestone is probable of being met, based on the relative satisfaction of the performance condition as of the reporting date. The Company accounts for forfeitures as they occur. The Company uses the intrinsic value to determine the fair value of restricted share units granted to employees. The fair value of each share option grant is estimated on the date of grant using the Black-Scholes option pricing model. See Note 18 for the Company’s assumptions used in connection with option grants made during the periods covered by these audited consolidated financial statements. Assumptions used in the option pricing model include the following: Expected volatility — The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected share volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded share price. Expected term — For those options granted and that become exercisable upon a performance condition, the Company uses the contractual term of the award to estimate its fair value and in the event that the option does not have a contractual expiration date, the Company uses an expected term determined by the expected timing of the performance condition. For those options granted by the Company, the expected term of the Company’s share options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. Risk-free interest rate — The risk-free interest rate is determined by reference to the UK and U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to either the expected or contractual term of the award. Expected dividend — Expected dividend yield of zero is based on the fact that the Company has never paid cash dividends on common shares and does not expect to pay any cash dividends in the foreseeable future. Fair value of common shares — Given the absence of an active market for the Company’s common shares prior to the Virtuoso Business Combination, the Company calculated the fair value of its common shares in accordance with the guidelines in the American Institute of Certified Public Accountants’ Accounting and Valuation Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation . The Company’s valuations of common shares were prepared using a market approach, based on precedent transactions in the shares, to estimate the Company’s total equity value using the Option Pricing Model (“OPM”), which used a combination of market approaches and an income approach to estimate the Company’s enterprise value. After the Virtuoso Business Combination, the fair value of common shares is determined by reference to the closing price of common shares on the NASDAQ on the date of grant. The OPM derives an equity value such that the value indicated is consistent with the investment price, and it provides an allocation of this equity value to each class of the Company’s securities. The OPM treats the various classes of stock as call options on the total equity value of a company, with exercise prices based on the value thresholds at which the allocation among the various holders of a company’s securities changes. Under this method, each class of stock has value only if the funds available for distribution to shareholders exceed the value of the share liquidation preferences of the class or classes of stock with senior preferences at the time of the liquidity event. A discount of lack of marketability of the common shares is then applied to arrive at an indication of value for the common shares. Key inputs and assumptions used in the OPM calculation include the following: Expected volatility. The Company applied re-levered equity volatility based on the historical unlevered and re-levered equity volatility of publicly traded peer companies. Expected dividend. Expected dividend yield of zero is based on the fact that the Company has never paid cash dividends on common shares and does not expect to pay any cash dividends in the foreseeable future. Expected term . The expected term of the option or the estimated time until a liquidation event. Risk-free interest rate . The risk-free interest rate is determined by reference to the UK Treasury yield curve for the period commensurate with the expected timing of the exit event. In addition, the Company’s Board of Directors considered various objective and subjective factors to determine the fair value of its common shares as of each grant date, including: • the prices at which the Company sold common shares; • the Company’s stage of development and business strategy; • external market conditions affecting the industry, and trends within the industry; • the Company’s financial position, including cash on hand, and its historical and forecasted performance and operating results; • the lack of an active public market for its common shares; • the likelihood of achieving a liquidity event, such as an IPO or a sale of the company in light of prevailing market conditions; and • the analysis of IPOs and the market performance of similar companies in the industry. The assumptions underlying the Company’s valuations represented management’s best estimates, which involved inherent uncertainties and the application of management’s judgment. As a result, if the Company had used significantly different assumptions or estimates, the fair value of its common shares could be materially different. Market-Based Restricted Stock Unit In order to value awards with market conditions, the Company uses a lattice model or a Monte Carlo simulation model because different share price paths or share price realizations result in different values for the award. Key inputs and assumptions used in the Monte Carlo simulation include the following: Estimated Volatility: The Company considered its own historical volatility, implied historical volatility of the Public Warrants and the historical volatility of comparable companies. Risk-free interest rate : The risk-free interest rate is determined by reference to the US Government Bond yield curve as of the valuation date. Expected dividend: Expected dividend yield of zero is based on the fact that the Company has never paid cash dividends on common shares and does not expect to pay any cash dividends in the foreseeable future. |
| Legacy Wejo Warrants and Public Warrants | The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to Derivatives and Hedging — Contracts in Entity’s Own Equity (ASC 815-40). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. The Company accounts for the 11,500,000 |
| Exchangeable Right Liability | The Exchangeable Rights are accounted for as a derivative liability under ASC 815-40 as they are freestanding instruments with provisions that preclude them from being indexed to the Company’s common shares. The Exchangeable Rights were initially recorded at fair value on the closing date of the Virtuoso Business Combination (November 18, 2021) and was subsequently remeasured at the balance sheet date with the changes in fair value recognized within its respective line in the audited |
| Benefit from Research and Development Tax Credit | The Company files corporate income tax returns in the UK, US and other foreign jurisdictions. Due to the start-up nature of the business, the Company has generated significant taxable losses since its inception. The benefit from research and development tax credits is recognized in the audited Consolidated Statements of Operations and Comprehensive Loss as a component of Other expense, net, and represents the sum of the research and development tax credits recoverable in the UK. As a company that carries out research and development activities, the Company submits tax credit claims under the UK Research and Development Expenditure Credit (“RDEC”) program. Qualifying expenditures largely comprise of employment costs for research staff, consumables and certain internal overhead costs incurred as part of research projects for which the Company does not receive income. Each reporting period, the Company evaluates whether it is expected to be eligible for the tax relief program and records the amount in other income (expense) for the portion of the expense that it expects to qualify under the programs. A submission is made to HM Revenue and Customs (“HMRC”), which has a reasonable assurance that the amount will be realized. The Company follows the criteria established by HMRC and expects a proportion of expenditures to be eligible for the RDEC programs for the years ended December 31, 2022 and 2021. The RDEC credits are not dependent on the Company generating future taxable income or on its ongoing tax status. The Company has assessed its research and development activities and expenditures to determine whether if this activity qualifies for credit under the tax relief programs established by the UK government. which are subject to interpretation. At the end of each period, the Company estimates the reimbursement calculation based on information available at the time. The Company recognizes credits from the research and development incentives when the relevant expenditure has been incurred and there is reasonable assurance that the reimbursement will be received. The Company makes estimates of the research and development tax credit receivable as of each balance sheet date, based upon facts known at the time. Although the Company does not expect its estimates to be materially different from the amounts ultimately recognized, its estimates could differ from actual results. To date, there have not been any material adjustments to the Company’s prior estimates of the RDEC tax credit receivable. The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the audited consolidated financial statements or in its tax returns. Deferred tax assets and liabilities are determined on the basis of the differences between the audited consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that deferred tax assets will be recovered in the future to the extent management believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes in the audited consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed as the amount of benefit to recognize in the audited consolidated financial statements. The amount of benefits that may be used is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate, as well as the related net interest and penalties. As of December 31, 2022 and 2021 , the Company has not identified any uncertain tax positions. The Company recognizes interest and penalties related to unrecognized tax benefits on the Income tax expense line in the accompanying audited Consolidated Statements of Operations and Comprehensive Loss. As of December 31, 2022 and 2021 , no accrued interest or penalties are included on the related tax liability line in the audited Consolidated Balance Sheets. |
| Income Taxes | The Company files corporate income tax returns in the UK, US and other foreign jurisdictions. Due to the start-up nature of the business, the Company has generated significant taxable losses since its inception. The benefit from research and development tax credits is recognized in the audited Consolidated Statements of Operations and Comprehensive Loss as a component of Other expense, net, and represents the sum of the research and development tax credits recoverable in the UK. As a company that carries out research and development activities, the Company submits tax credit claims under the UK Research and Development Expenditure Credit (“RDEC”) program. Qualifying expenditures largely comprise of employment costs for research staff, consumables and certain internal overhead costs incurred as part of research projects for which the Company does not receive income. Each reporting period, the Company evaluates whether it is expected to be eligible for the tax relief program and records the amount in other income (expense) for the portion of the expense that it expects to qualify under the programs. A submission is made to HM Revenue and Customs (“HMRC”), which has a reasonable assurance that the amount will be realized. The Company follows the criteria established by HMRC and expects a proportion of expenditures to be eligible for the RDEC programs for the years ended December 31, 2022 and 2021. The RDEC credits are not dependent on the Company generating future taxable income or on its ongoing tax status. The Company has assessed its research and development activities and expenditures to determine whether if this activity qualifies for credit under the tax relief programs established by the UK government. which are subject to interpretation. At the end of each period, the Company estimates the reimbursement calculation based on information available at the time. The Company recognizes credits from the research and development incentives when the relevant expenditure has been incurred and there is reasonable assurance that the reimbursement will be received. The Company makes estimates of the research and development tax credit receivable as of each balance sheet date, based upon facts known at the time. Although the Company does not expect its estimates to be materially different from the amounts ultimately recognized, its estimates could differ from actual results. To date, there have not been any material adjustments to the Company’s prior estimates of the RDEC tax credit receivable. The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the audited consolidated financial statements or in its tax returns. Deferred tax assets and liabilities are determined on the basis of the differences between the audited consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that deferred tax assets will be recovered in the future to the extent management believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes in the audited consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed as the amount of benefit to recognize in the audited consolidated financial statements. The amount of benefits that may be used is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate, as well as the related net interest and penalties. As of December 31, 2022 and 2021 , the Company has not identified any uncertain tax positions. The Company recognizes interest and penalties related to unrecognized tax benefits on the Income tax expense line in the accompanying audited Consolidated Statements of Operations and Comprehensive Loss. As of December 31, 2022 and 2021 , no accrued interest or penalties are included on the related tax liability line in the audited Consolidated Balance Sheets. |
| Comprehensive Loss | Comprehensive loss includes net loss as well as other changes in shareholders’ (deficit) equity that result from transactions and economic events other than those with shareholders. |
| Net Loss per Share | The Company has reported losses since inception and has computed basic net loss per share attributable to common shareholders by dividing net loss attributable to common shareholders by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. The Company computes diluted net loss per ordinary share after giving consideration to all potentially dilutive common shares, including warrants and share options, outstanding during the period determined using the treasury-share and if-converted methods, except where the effect of including such securities would be antidilutive. Because the Company has reported net losses since inception, these potential common shares have been anti-dilutive and basic and diluted loss per share were the same for all periods presented. |
| Segment Information | Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, our Chief Executive Officer, in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business as one operating and reportable segment, which is the business of delivering connected vehicle data and related insights. The Company provides vehicle data to customers, the significant majority of whom are in the U.S., and its headquarters are located in the UK. The majority of the Company’s tangible assets are held in the UK. |
| Fair Value of Financial Instruments | Financial instruments include cash, accounts receivable, accounts payable and accrued expenses, which approximate fair value because of their short-term maturities. Certain assets of the Company are carried at fair value under U.S. GAAP. “Fair value” is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3 — Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. |
| Convertible Loans | The Company accounted for its convertible loans in accordance with ASC Topic 470-20, Debt with Conversion and Other Options . Convertible loans were classified as liabilities measured at amortized cost, net of debt discounts from the allocation of proceeds. Interest expense was recognized using the effective interest method over the expected term of the debt instrument pursuant to ASC Topic 835, Interest . |
| Derivative Liability | The Company’s convertible loans (see Note 13) before the conversion contained redemption features that met the definition of a derivative instrument. The Company classified these instruments as a liability on its audited Consolidated Balance Sheets because the redemption features were not clearly and closely related to its host instrument and met the definition of a derivative. The derivative liability was initially recorded at fair value upon issuance of the convertible loans and was subsequently remeasured to fair value at each reporting date. Changes in the fair value of the derivative liability were recognized within Other expense, net on the audited Consolidated Statements of Operations and Comprehensive Loss. |
| Forward Purchase Agreement | On November 10, 2021, Apollo and the Company entered into the Forward Purchase Agreement, which is a freestanding financial instrument. The Company accounts for the Forward Purchase Agreement in accordance with ASC 815-40, under which the Forward Purchase Agreement does not meet the criteria for equity classification and must be recorded as an asset. Prior to the FPA Amendment, which occurred on August 22, 2022, the value of the Forward Purchase Agreement was measured by an option pricing approach considering Apollo's rights to retain proceeds in excess of $10 per share, or the “Forward Price”. As a result of the amendment to the FPA, the Company’s share price at December 31, 2022 approximates the fair value of the FPA most closely as the $10 per share ceiling is not probable to be triggered. Accordingly, the Company recognized the Forward Purchase Agreement within current assets on the audited Consolidated Balance Sheets as well as Other expense, net on the audited Consolidated Statements of Operations and Comprehensive Loss with regards to changes in the fair value (see Note 6). |
| Securities Purchase Agreement | On December 16, 2022, the Company entered into a Securities Purchase Agreement with GM and pursuant to the GM Securities Purchase Agreement, issued and sold to GM the SCN and the GM Warrants to acquire common shares (see Note 14). As allowed under ASC 825, Financial Instruments |
| Recently Issued Accounting Pronouncements Adopted and Not Yet Adopted | In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 requires lessees to recognize most leases in their balance sheet as a right-of-use asset and a lease liability. Leases will be classified as either operating or finance, and classification will be based on criteria similar to current lease accounting, but without explicit bright lines. As an EGC, the Company has adopted the guidance for nonpublic entities during the interim and annual reporting periods beginning after December 15, 2021. On January 1, 2022, the Company adopted ASU 2016-02, using the modified retrospective method for lease accounting. The Company recognized an operating lease right-of-use asset of $3.3 million, a current operating lease liability of $0.6 million, and a long term operating lease liability of $2.6 million in the audited Consolidated Balance Sheets as a result of the implementation of this standard. As a part of management’s measurable actions taken to significantly reduce expenses, the Company has exercised an option to modify its Manchester lease to change the lease termination date to June 29, 2023 (see Note 21). On January 1, 2022, the Company adopted ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) , using the modified retrospective method for accounting for convertible instruments and contracts in an entity’s own equity. The standard simplifies the accounting for convertible instruments by removing major separation models required under current guidance. ASU 2020-06 also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and simplifies the diluted EPS calculation in certain areas. ASU 2020-06 is effective for annual reporting periods beginning after December 15, 2021, including interim periods within those annual reporting periods, with early adoption permitted. In applying this standard, the accounting for convertible instruments became less complex and improves the decision usefulness and relevance of the information provided to financial statement users. The adoption eliminated the presentation of the beneficial conversion feature on the consolidated statement of operations and had no other impact to the Company’s audited consolidated financial statements in the current period or comparative periods. In December 2019, the FASB issued ASU 2019-12 (“Topic 740”), Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which is intended to simplify the accounting for income taxes. This update removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The Company adopted this standard during the second quarter of fiscal 2022 with an effective date of April 1, 2022 using the prospective method of adoption. The adoption of this standard did not have a material effect in the Company’s audited consolidated financial statements. In June 2016, the FASB issued ASU 2016-13 (“Topic 326”), Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), to introduce a new impairment model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. Topic 326 requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions and reasonable and supportable forecasts that affect the collectability of the reported amounts. An entity must use judgment in determining the relevant information and estimation methods that are appropriate in its circumstances. As an EGC, Topic 326 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. On January 1, 2023, the Company adopted ASU 2016-13 (“Topic 326”). The adoption of ASU 2016-13 (“Topic 326”) will not have a material impact on its audited consolidated financial statements and related disclosures. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”), which clarifies that an acquirer of a business should recognize and measure contract assets and contract liabilities in a business combination in accordance with ASC Topic 606, Revenue from Contracts with Customers . As an EGC, Topic 805 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. On January 1, 2023, the Company adopted ASU 2021-08. The adoption of this standard did not have an impact for periods prior to adoption; however, the impact in future periods will be dependent upon the contract assets and contract liabilities acquired in future business combinations. |
