Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 23, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Entity Information [Line Items] | ||
Entity Registrant Name | ALTERNUS CLEAN ENERGY, INC. | |
Entity Central Index Key | 0001883984 | |
Entity File Number | 001-41306 | |
Entity Tax Identification Number | 87-1431377 | |
Entity Incorporation, State or Country Code | DE | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Contact Personnel [Line Items] | ||
Entity Address, Address Line One | 360 Kingsley Park Drive | |
Entity Address, Address Line Two | Suite 250 | |
Entity Address, City or Town | Fort Mill | |
Entity Address, State or Province | SC | |
Entity Address, Postal Zip Code | 29715 | |
Entity Phone Fax Numbers [Line Items] | ||
City Area Code | (803) | |
Local Phone Number | 280-1468 | |
Entity Listings [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | ALCE | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 86,826,664 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current Assets | ||
Cash and cash equivalents | $ 1,088 | $ 4,618 |
Accounts receivable, net | 1,182 | 651 |
Unbilled energy incentives earned | 7,399 | 5,607 |
Prepaid expenses and other current assets | 4,179 | 3,344 |
Taxes recoverable | 696 | 631 |
Restricted cash | 5 | 19,161 |
Current discontinued assets held for sale | 80,943 | |
Total Current Assets | 14,549 | 114,955 |
Property and equipment, net | 63,590 | 61,302 |
Right of use asset | 1,274 | 1,330 |
Other receivable | 1,000 | 1,483 |
Capitalized development cost and other long-term assets, net | 6,198 | 6,216 |
Total Assets | 86,611 | 185,286 |
Current Liabilities | ||
Accounts payable | 10,776 | 5,084 |
Accrued liabilities | 22,589 | 24,410 |
Taxes payable | 84 | 14 |
Deferred income | 7,399 | 5,607 |
Operating lease liability | 182 | 175 |
Green bonds | 86,618 | 166,122 |
Convertible and non-convertible promissory notes, net of debt issuance costs | 30,924 | 31,420 |
Convertible Note measured at fair value | 2,321 | |
Warrant Liability | 809 | |
Due to affiliate | 595 | |
Current discontinued liabilities held for sale | 14,259 | |
Total Current Liabilities | 162,297 | 247,091 |
Operating lease liability, net of current portion | 1,185 | 1,252 |
Asset retirement obligations | 197 | 197 |
Total Liabilities | 163,679 | 248,540 |
Shareholders’ Deficit | ||
Preferred stock, $0.0001 par value, 1,000,000 authorized as of June 30, 2024 and December 31, 2023. 0 issued and outstanding as of June 30, 2024 and December 31, 2023. | ||
Common stock, $0.0001 par value, 150,000,000 authorized as of June 30, 2024 and December 31, 2023; 81,826,664 issued and outstanding as of June 30, 2024 and 71,905,363 issued and outstanding as of December 31, 2023. | 8 | 7 |
Additional paid in capital | 28,195 | 27,874 |
Foreign currency translation reserve | (3,644) | (2,924) |
Accumulated deficit | (101,627) | (88,211) |
Total Shareholders’ Deficit | (77,068) | (63,254) |
Total Liabilities and Shareholders’ Deficit | $ 86,611 | $ 185,286 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common shares, shares authorized | 150,000,000 | 150,000,000 |
Common shares, shares issued | 81,826,664 | 71,905,363 |
Common shares, shares outstanding | 81,826,664 | 71,905,363 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Revenues | $ 3,847 | $ 6,015 | $ 6,026 | $ 9,861 |
Operating Expenses | ||||
Cost of revenues | (1,644) | (1,044) | (2,478) | (2,060) |
Selling, general and administrative | (3,254) | (1,894) | (7,014) | (3,624) |
Depreciation, amortization, and accretion | (543) | (924) | (1,111) | (1,767) |
Development Costs | (644) | (7) | (755) | |
Total operating expenses | (5,441) | (4,506) | (10,610) | (8,207) |
Income/(loss) from operations | (1,594) | 1,509 | (4,584) | 1,654 |
Other income/(expense): | ||||
Interest expense | (4,106) | (4,408) | (8,265) | (7,856) |
Fair value movement of FPA Asset | (483) | |||
Fair value movement of convertible debt and warrant | (182) | (182) | ||
Loss on issuance of debt | (948) | (948) | ||
Gain on extinguishment of debt | 179 | |||
Other expense | (7) | (231) | (30) | |
Other income | 9 | 7 | ||
Total other expenses | (5,243) | (4,399) | (9,923) | (7,886) |
Loss before provision for income taxes | (6,837) | (2,890) | (14,507) | (6,232) |
Income taxes | ||||
Net loss from continuing operations | (6,837) | (2,890) | (14,507) | (6,232) |
Discontinued operations: | ||||
Gain/(loss) from operations of discontinued business component | 1,235 | (1,074) | (675) | |
Gain on sale of discontinued business components | 2,165 | |||
Net income/(loss) from discontinued operations | 1,235 | 1,091 | (675) | |
Net loss for the period | (6,837) | (1,655) | (13,416) | (6,907) |
Net loss from continuing operations attributable to common stockholders, basic | $ (6,837) | $ (2,890) | $ (14,507) | $ (6,232) |
Net loss from continuing operations per share attributable to common stockholders, basic (in Dollars per share) | $ (0.1) | $ (0.05) | $ (0.22) | $ (0.11) |
Weighted-average common stock outstanding, basic (in Shares) | 66,138,049 | 57,500,000 | 66,138,049 | 57,500,000 |
Weighted-average common stock outstanding, diluted (in Shares) | 66,138,049 | 57,500,000 | 66,138,049 | 57,500,000 |
Comprehensive loss: | ||||
Net loss | $ (6,837) | $ (1,655) | $ (13,416) | $ (6,907) |
Foreign currency translation adjustment | 512 | 3,378 | (720) | 3,274 |
Comprehensive income/(loss) | $ (6,325) | $ 1,723 | $ (14,136) | $ (3,633) |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Net loss from continuing operations attributable to common stockholders, diluted | $ (6,837) | $ (2,890) | $ (14,507) | $ (6,232) |
Net loss from continuing operations per share attributable to common stockholders, diluted | $ (0.10) | $ (0.05) | $ (0.22) | $ (0.11) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders’ Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Preferred Stock | Common Stock | Additional Paid-In Capital | Foreign Currency Translation Reserve | Accumulated Deficit | Total |
Balance at Dec. 31, 2022 | $ 6 | $ 19,797 | $ (3,638) | $ (18,747) | $ (2,582) | |
Balance (in Shares) at Dec. 31, 2022 | 57,500,000 | |||||
Distribution to stockholder | (8,826) | (8,826) | ||||
Contribution from stockholder | 8,882 | 8,882 | ||||
Foreign currency translation adjustment | 3,274 | 3,274 | ||||
Net Loss | (6,907) | (6,907) | ||||
Balance at Jun. 30, 2023 | $ 6 | 19,853 | (364) | (25,654) | (6,159) | |
Balance (in Shares) at Jun. 30, 2023 | 57,500,000 | |||||
Balance at Mar. 31, 2023 | $ 6 | 19,959 | (3,742) | (23,999) | (7,776) | |
Balance (in Shares) at Mar. 31, 2023 | 57,500,000 | |||||
Distribution to stockholder | (6,973) | (6,973) | ||||
Contribution from stockholder | 6,867 | 6,867 | ||||
Foreign currency translation adjustment | 3,378 | 3,378 | ||||
Net Loss | (1,655) | (1,655) | ||||
Balance at Jun. 30, 2023 | $ 6 | 19,853 | (364) | (25,654) | (6,159) | |
Balance (in Shares) at Jun. 30, 2023 | 57,500,000 | |||||
Balance at Dec. 31, 2023 | $ 7 | 27,874 | (2,924) | (88,211) | (63,254) | |
Balance (in Shares) at Dec. 31, 2023 | 71,905,363 | |||||
Settlement of Related Party Debt for Shares | $ 1 | 9,657 | 9,658 | |||
Settlement of Related Party Debt for Shares (in Shares) | 7,990,000 | |||||
Conversion of Debt | 1,029 | 1,029 | ||||
Conversion of Debt (in Shares) | 1,320,000 | |||||
Merger Costs – Settlement of Related Party Debt and Conversion of Debt | (10,633) | (10,633) | ||||
Stock Compensation for Third Party Services | 268 | 268 | ||||
Stock Compensation for Third Party Services (in Shares) | 611,301 | |||||
Foreign currency translation adjustment | (720) | (720) | ||||
Net Loss | (13,416) | (13,416) | ||||
Balance at Jun. 30, 2024 | $ 8 | 28,195 | (3,644) | (101,627) | (77,068) | |
Balance (in Shares) at Jun. 30, 2024 | 81,826,664 | |||||
Balance at Mar. 31, 2024 | $ 8 | 28,044 | (4,156) | (94,790) | (70,894) | |
Balance (in Shares) at Mar. 31, 2024 | 81,396,664 | |||||
Stock Compensation for Third Party Services | 151 | 151 | ||||
Stock Compensation for Third Party Services (in Shares) | 430,000 | |||||
Foreign currency translation adjustment | 512 | 512 | ||||
Net Loss | (6,837) | (6,837) | ||||
Balance at Jun. 30, 2024 | $ 8 | $ 28,195 | $ (3,644) | $ (101,627) | $ (77,068) | |
Balance (in Shares) at Jun. 30, 2024 | 81,826,664 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Cash Flows [Abstract] | ||
Net loss from continuing operations | $ (14,507) | $ (6,232) |
Adjustments to reconcile net (loss) to net cash provided/(used in) operations: | ||
Depreciation, amortization and accretion | 1,111 | 1,767 |
Amortization of debt discount | 1,312 | 3,232 |
Credit loss expense | 4 | |
Share-based compensation to third parties | 268 | |
Gain/(loss) on foreign currency exchange rates | 668 | (287) |
Fair value movement of FPA Asset | 483 | |
Fair value movement of convertible debt | 177 | |
Fair value movement in Warrant liability | 5 | |
Loss on issuance of debt | 948 | |
Gain on extinguishment of debt | (179) | |
Loss on disposal of asset | 1,336 | |
Non-cash operating lease assets | 17 | 58 |
Changes in assets and liabilities: | ||
Accounts receivable and other short-term receivables | (583) | 576 |
Prepaid expenses and other assets | (1,637) | (101) |
Accounts payable | 1,439 | 1,124 |
Accrued liabilities | 1,703 | 2,065 |
Operating lease liabilities | (42) | (40) |
Payable to affiliate | 590 | |
Net Cash provided by (used in) Operating Activities | (6,887) | 2,162 |
Net Cash provided by (used in) Operating Activities - Discontinued Operations | (2,064) | 2,508 |
Cash Flows from Investing Activities: | ||
Purchases of property and equipment | (1,504) | (2,091) |
Sales of property and equipment | 66,908 | 22 |
Capitalized cost | (103) | (498) |
Construction in process | (3,253) | 401 |
Net Cash provided by (used in) Investing Activities | 62,048 | (2,166) |
Net Cash provided by (used in) Investing Activities - Discontinued Operations | 0 | (37) |
Cash Flows from Financing Activities: | ||
Proceeds from debt | 2,684 | 956 |
Debt issuance cost | (2,392) | |
Payments of debt principal | (76,974) | |
Proceeds from issuance of share capital | 570 | |
Distributions to parent | (4,858) | |
Contributions from parent | 950 | 2,657 |
Net Cash provided by (used in) Financing Activities | (72,770) | (3,637) |
Net Cash provided by (used in) Financing Activities - Discontinued Operations | (3,121) | 2,824 |
Effect of exchange rate on cash | (676) | 28 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (23,470) | 1,682 |
Cash, cash equivalents, and restricted cash beginning of the year | 24,563 | 7,747 |
Cash, cash equivalents, and restricted cash end of the year | 1,093 | 9,429 |
Cash Reconciliation | ||
Cash and cash equivalents | 1,088 | 3,776 |
Restricted cash | 5 | 5,653 |
Cash, cash equivalents, and restricted cash end of the year | 1,093 | 9,429 |
Cash paid during the period for: | ||
Interest (net of capitalized interest of 2,372 and 152 respectively) | 4,397 | 1,371 |
Taxes | 524 | 796 |
Non-cash financing activities: | ||
Shares issued for settlement of debt | 9,836 | |
Shares issued for conversion of debt | 1,029 | |
Shares issued for stock compensation to third parties | $ 268 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Cash Flows [Abstract] | ||
Net of capitalized interest | $ 2,372 | $ 152 |
Organization and Formation
Organization and Formation | 6 Months Ended |
Jun. 30, 2024 | |
Organization and Formation [Abstract] | |
Organization and Formation | 1. Organization and Formation Alternus Clean Energy, Inc. (the “Company”) was incorporated in Delaware on May 14, 2021 and was originally known as Clean Earth Acquisitions Corp. (“Clean Earth”). On October 12, 2022, Clean Earth entered into a Business Combination Agreement, as amended by that certain First Amendment to the Business Combination Agreement, dated as of April 12, 2023 (the “First BCA Amendment”) (as amended by the First BCA Amendment, the “Initial Business Combination Agreement”), and as amended and restated by that certain Amended and Restated Business Combination Agreement, dated as of December 22, 2023 (the “A&R BCA”) (the Initial Business Combination Agreement, as amended and restated by the A&R BCA, the “Business Combination Agreement”), by and among Clean Earth, Alternus Energy Group Plc (“AEG”) and the Sponsor. Following the approval of the Initial Business Combination Agreement and the transactions contemplated thereby at the special meeting of the stockholders of Clean Earth held on December 4, 2023, the Company consummated the Business Combination on December 22, 2023. In accordance with the Business Combination Agreement, Clean Earth issued and transferred 57,500,000 shares of common stock of Clean Earth, par value $0.0001 per share, to AEG, and AEG transferred to Clean Earth, and Clean Earth received from AEG, all of the issued and outstanding equity interests in the Acquired Subsidiaries (as defined in the Business Combination Agreement) (the “Equity Exchange,” and together with the other transactions contemplated by the Business Combination Agreement, the “Business Combination”). In connection with the Closing, the Company changed its name from Clean Earth Acquisition Corp. to Alternus Clean Energy, Inc. Clean Earth’s only pre-combination assets were cash and investments and the SPAC did not meet the definition of a business in accordance with U.S. GAAP. Therefore, the substance of the transaction was a recapitalization of the target (AEG) rather than a business combination or an asset acquisition. In such a situation, the transaction is accounted for as though the target issued its equity for the net assets of the SPAC and, since a business combination has not occurred, no goodwill or intangible assets would be recorded. As such, AEG is considered the accounting acquirer and these consolidated financial statements represent a continuation of AEG’s financial statements. Assets and liabilities of AEG are presented at their historical carrying values. Alternus Clean Energy Inc. is a holding company that operates through the following forty-two operating subsidiaries as of June 30, 2024: Subsidiary Principal Date Acquired / ALCE Ownership Country of Power Clouds S.r.l. SPV 31 March 2015 Solis Bond Company DAC Romania F.R.A.N. Energy Investment S.r.l. SPV 31 March 2015 Solis Bond Company DAC Romania PC-Italia-01 S.r.l. Sub-Holding SPV 15 May 2015 AEG MH 02 Limited Italy PC-Italia-03 S.r.l. SPV 1 July 2020 AEG MH 02 Limited Italy PC-Italia-04 S.r.l. SPV 15 July 2020 AEG MH 02 Limited Italy Solis Bond Company DAC Holding Company 16 October 2020 AEG JD 03 Limited Ireland ALT US 03, LLC LLC 4 May 2022 ALT US 03 LLC USA Alternus Energy Americas Inc. Holding Company 10 May 2021 Alternus Energy Group Pl USA LJG Green Source Energy Beta S.r.l SPV 29 July 2021 Solis Bond Company DAC Romania Ecosfer Energy S.r.l. SPV 30 July 2021 Solis Bond Company DAC Romania Lucas EST S.r.l. SPV 30 July 2021 Solis Bond Company DAC Romania Risorse Solari I S.r.l. SPV 28 September 2019 AEG MH 02 Limited Italy Risorse Solari III S.r.l. SPV 3 August 2021 AEG MH 02 Limited Italy Alternus Iberia S.L. SPV 4 August 2021 AEG MH 02 Limited Spain AED Italia-01 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy AED Italia-02 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy AED Italia-03 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy AED Italia-04 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy AED Italia-05 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy ALT US 01 LLC SPV 6 December 2021 Alternus Energy Americas Inc. USA AEG MH 01 Limited Holding Company 8 March 2022 Alternus Lux 01 S.a.r.l. Ireland AEG MH 02 Limited Holding Company 8 March 2022 AEG JD 03 Limited Ireland ALT US 02 LLC Holding Company 8 March 2022 Alternus Energy Americas Inc. USA AEG JD 01 Limited Holding Company 16 March 2022 AEG MH 03 Limited Ireland Alternus Europe Limited (f/k/a AEG JD 03 Limited) Holding Company 21 March 2022 Alternus Lux 01 S.a.r.l. Ireland Alt Spain 03, S.L.U. SPV 31 May 2022 Alt Spain Holdco S.L. Spain AEG MH 03 Limited Holding Company 10 June 2022 AEG MH 01 Limited Ireland Lightwave Renewables, LLC SPV 29 June 2022 ALT US 02 LLC USA Alt Spain Holdco, S.L.U. Holding Company Acquired 14 July 2022 AEG MH 02 Limited Spain AED Italia-06 S.r.l. SPV 2 August 2022 AEG MH 02 Limited Italy AED Italia-07 S.r.l. SPV 2 August 2022 AEG MH 02 Limited Italy AED Italia-08 S.r.l. SPV 5 August 2022 AEG MH 02 Limited Italy ALT US 04 LLC Holding Company 14 September 2022 Alternus Energy Americas Inc. USA Alternus LUX 01 S.a.r.l. Holding Company 5 October 2022 Alternus Energy Group Plc Luxembourg Alt Spain 04, S.L.U. SPV May 2022 Alt Spain Holdco, S.L.U. Spain Alt Alliance LLC Holding Company September 2023 Alternus Energy Amercias Inc. USA ALT US 05 LLC Holding Company September 2023 Alternus Energy Americas Inc. USA ALT US 06 LLC Holding Company October 2023 Alternus Energy Americas Inc. USA ALT US 07 LLC Holding Company November 2023 Alternus Energy Americas Inc. USA AEG MH 04 Limited Holding Company January 2024 AEG MH 04 Limited Ireland ALT US 08 LLC Holding Company January 2024 Alternus Energy Americas Inc. USA ALT US AM LLC Holding Company March 2024 Alternus Energy Americas Inc. USA |
Going Concern and Management's
Going Concern and Management's Plans | 6 Months Ended |
Jun. 30, 2024 | |
Going Concern and Management’s Plans [Abstract] | |
Going Concern and Management’s Plans | 2. Going Concern and Management’s Plans The Company has evaluated whether there are certain conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the Condensed Consolidated Financial Statements are issued. Based on its recurring losses from operations since inception and continued cash outflows from operating activities (all as described below), the Company has concluded that there is substantial doubt about its ability to continue as a going concern for a period of one year from the date that these Condensed Consolidated Financial Statements were issued. The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements during the period ended June 30, 2024, the Company had net loss from continuing operations of ($13.4) million and a net loss of ($6.2) million for the six months ended June 30, 2024 and 2023. The Company had total shareholders’ equity/(deficit) of ($75.9) million as of June 30, 2024 and ($63.3) million at December 31, 2023. The Company had $1.1 million of unrestricted cash on hand as of June 30, 2024. Our operating revenues are insufficient to fund our operations and our assets already are pledged to secure our indebtedness to various third party secured creditors, respectively. The unavailability of additional financing could require us to delay, scale back, or terminate our acquisition efforts as well as our own business activities, which would have a material adverse effect on the Company and its viability and prospects. The terms of our indebtedness, including the covenants and the dates on which principal and interest payments on our indebtedness are due, increases the risk that we will be unable to continue as a going concern. To continue as a going concern over the next twelve months, we must make payments on our debt as they come due and comply with the covenants in the agreements governing our indebtedness or, if we fail to do so, to (i) negotiate and obtain waivers of or forbearances with respect to any defaults that occur with respect to our indebtedness, (ii) amend, replace, refinance, or restructure any or all of the agreements governing our indebtedness, and/or (iii) otherwise secure additional capital. However, we cannot provide any assurances that we will be successful in accomplishing any of these plans. As of June 30, 2024, Solis was in breach of the three financial covenants under Solis’ Bond terms: (i) the minimum Liquidity Covenant that requires the higher of €5.5 million or 5% of the outstanding Nominal Amount, (ii) the minimum Equity Ratio covenant of 25%, and (iii) the Leverage Ratio of NIBD/EBITDA to not be higher than 6.5 times for the year ended December 2021, 6.0 times for the year ended December 31, 2022 and 5.5 times for the period ending on the maturity date of the Bond. The Solis Bond carries a 3 month EURIBOR plus 6.5% per annum interest rate, and has quarterly interest payments, with a bullet payment to be paid on the Maturity Date. The Solis Bond is senior secured through a first priority pledge on the shares of Solis and its subsidiaries, a parent guarantee from Alternus Energy Group Plc, and a first priority assignment over any intercompany loans. Additionally, Solis bondholders hold a preference share in an Alternus holding company which holds certain development projects in Spain and Italy. The preference share gives the bondholders the right on any distributions up to EUR 10 million, and such assets will be divested to ensure repayment of up to EUR 10 million should it not be fully repaid by the Maturity Date. Additionally, because Solis was unable to fully repay the Solis Bonds by September 30, 2023, Solis’ bondholders have the right to immediately transfer ownership of Solis and all of its subsidiaries to the bondholders and proceed to sell Solis’ assets to recoup the full amount owed to the bondholders, which as of June 30, 2024 is currently €80.8 million (approximately $86.6 million). If the ownership of Solis and all of its subsidiaries were to be transferred to the Solis bondholders, the majority of the Company’s operating assets and related revenues and EBIDTA would be eliminated, and debt would be reduced by $86.6 million. On October 16 2023, bondholders approved to further extend the temporary waiver to December 16, 2023. On December 18, 2023, a representative group of the bondholders approved an extension of the temporary waivers and the maturity date of the Solis Bonds until January 31, 2024, with the right to further extend to February 29, 2024, at the Solis Bond trustee’s discretion, which was subsequently approved by a majority of the bondholders on January 3, 2024. On March 12, 2024, the Solis Bondholders approved resolutions to further extend the temporary waivers and the maturity date until April 30, 2024 with the right to further extend to May 31, 2024 at the Bond Trustee’s discretion, which it granted, and thereafter on a month-to-month basis to November 29, 2024 at the Bond Trustee’s discretion and approval from a majority of Bondholders. As such, the Solis bond debt is currently recorded as short-term debt. On December 28, 2023, Solis sold 100% of the share capital in its Italian subsidiaries for approximately €15.8 million (approximately $17.5 million). On January 18, 2024, Solis sold 100% of the share capital in its Polish subsidiaries for approximately €54.4 million (approximately $59.1 million), and on February 21, 2024 Solis sold 100% of the share capital of its Netherlands subsidiary for approximately €6.5 million (approximately $7 million). Additionally, on February 14, 2024, Solis exercised its call options to repay €59,100,000 million (approximately $68.5 million) of amounts outstanding under the bonds. Subsequently, on May 1, 2024 Solis made an interest payment of €1,000,000 (approx. $1,069,985.00) to the Bondholders, which is approximately 50% of the total interest due for the first quarter of 2024. The remaining interest amount from the first quarter and the interest amount due for the second quarter remain outstanding at the date of this report. Solis will incur a late payment penalty in accordance with the Bond Terms until such time as the full interest amount due is paid. The Company has made full provision for the unpaid interest and penalties as of June 30, 2024. On March 20, 2024, we received a letter from the Nasdaq Listing Qualifications Staff of The Nasdaq Stock Market LLC therein stating that for the 32 consecutive business day period between February 2, 2024 through March 19, 2024, the Common Stock had not maintained a minimum closing bid price of $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company was provided an initial period of 180 calendar days, or until September 16, 2024 (the “Compliance Period”), to regain compliance with the Bid Price Rule. If the Company does not regain compliance with the Bid Price Rule by September 16, 2024, the Company may be eligible for an additional 180-day period to regain compliance. If the Company cannot regain compliance during the Compliance Period or any subsequently granted compliance period, the Common Stock will be subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq hearings panel. The notice from Nasdaq has no immediate effect on the listing of the Common Stock and the Common Stock will continue to be listed on The Nasdaq Capital Market under the symbol “ALCE.” The Company is currently evaluating its options for regaining compliance. There can be no assurance that the Company will regain compliance with the Bid Price Rule or maintain compliance with any of the other Nasdaq continued listing requirements. On May 6, 2024, the Company received a letter from the listing qualifications department staff of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that for the last 30 consecutive business days, the Company’s minimum Market Value of Listed Securities (“MVLS”) was below the minimum of $35 million required for continued listing on the Nasdaq Capital Market pursuant to Nasdaq listing rule 5550(b)(2). The notice has no immediate effect on the listing of the Company’s common stock, and the Company’s common stock continues to trade on the Nasdaq Capital Market under the symbol “ALCE.” In accordance with Nasdaq listing rule 5810(c)(3)(C), the Company has 180 calendar days, or until November 4, 2024, to regain compliance. The notice states that to regain compliance, the Company’s MVLS must close at $35 million or more for a minimum of ten consecutive business days (or such longer period of time as the Nasdaq staff may require in some circumstances, but generally not more than 20 consecutive business days) during the compliance period ending November 4, 2024. If the Company does not regain compliance by November 4, 2024, Nasdaq staff will provide written notice to the Company that its securities are subject to delisting. At that time, the Company may appeal any such delisting determination to a Hearings Panel. The Company intends to actively monitor the Company’s MVLS between now and November 4, 2024 and may, if appropriate, evaluate available options to resolve the deficiency and regain compliance with the MVLS rule. While the Company is exercising diligent efforts to maintain the listing of its common stock on Nasdaq, there can be no assurance that the Company will be able to regain or maintain compliance with Nasdaq listing standards. The Company is currently working on several processes to address the going concern issue. The Company is working with shareholders, investment funds and multiple global banks and funds to secure necessary project financing to execute on our transatlantic business plan. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies Basis of Presentation The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The results of subsidiaries acquired or disposed of during the respective periods are included in the consolidated financial statements from the effective date of acquisition or up to the effective date of disposal, as appropriate. The consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the related notes for the year ended December 31, 2023, contained in the Company’s Annual Report on Form 10-K as filed with the Securities and Exchange Commission (“SEC”). Recent Accounting Pronouncements In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures to enhance the transparency of income tax disclosures relating to the rate reconciliation, disclosure of income taxes paid, and certain other disclosures. The ASU should be applied prospectively and is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact on the related disclosures; however, it does not expect this update to have an impact on its financial condition or results of operations. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve the disclosures about reportable segments and include more detailed information about a reportable segment’s expenses. This ASU also requires that a public entity with a single reportable segment, provide all of the disclosures required as part of the amendments and all existing disclosures required by Topic 280. The ASU should be applied retrospectively to all prior periods presented in the financial statements and is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact on the financial statements and related disclosures. |
Business Combination
Business Combination | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination [Abstract] | |
Business Combination | 4. Business Combination As discussed in Note 1 – Organization and Formation, on December 22, 2023, Clean Earth Acquisitions Corp. (“CLIN”), Alternus Energy Group Plc (“AEG”) and Clean Earth Acquisition Sponsor LLC (the “Sponsor”) completed the Business Combination. Upon the Closing of the Business Combination, the following occurred: ● In connection with the Business Combination, AEG transferred to CLIN all issued and outstanding AEG interests in certain of its subsidiaries (the “Acquired Subsidiaries”) in exchange for the issuance by CLIN at the Closing of 57,500,000 shares of common stock of CLIN. At Closing, CLIN changed its name to Alternus Clean Energy, Inc. (“ALCE” or the “Company”). ● In connection with the Business Combination, 23,000,000 rights to receive one-tenth (1/10) of one share of Class A common stock was exchanged for 2,300,000 shares of the Company’s common stock. ● In addition to shares issued to AEG noted above, 225,000 shares of Common Stock were issued at Closing to the Sponsor to settle a CLIN convertible promissory note held by the Sponsor at Closing. ● Each share of CLIN Class A common stock held by the CLIN Sponsor prior to the closing of the Business Combination, which totaled 8,556,667 shares, was exchanged for, on a one-for-one basis for shares of the Company’s Common Stock. ● Each share of CLIN common stock subject to possible redemption that was not redeemed prior to the closing of the Business Combination, which totaled 127,142 shares, was exchanged for, on a one-for-one basis for shares of the Company’s Common Stock. ● In connection with the Business Combination, an investor that provided the Company funding through a promissory note, was due to receive warrants to purchase 300,000 shares of Common Stock at an exercise price of $0.01 per share and warrants to purchase 100,000 shares of Common Stock at an exercise price of $11.50 per share pursuant to the Secured Promissory Note Agreement dated October 3, 2023. Upon closing of the Business Combination, the investor received those warrants. ● In connection with the Business Combination, CLIN entered into a Forward Purchase Agreement (the “FPA”) with certain accredited investors (the “FPA Investors”) that gave the FPA Investors the right, but not an obligation, to purchase up to 2,796,554 shares of CLIN’s common stock. Of the 2,796,554 shares, the FPA Investors purchased 1,300,320 shares of Common Stock and the Company issued an aggregate of 1,496,234 shares of the Company’s common stock pursuant to the FPA. ● The proceeds received by the Company from the Business Combination, net of the FPA and transaction costs, totaled $5.1 million. The following table presents the total Common Stock outstanding immediately after the closing of the Business Combination: Number of Exchange of CLIN common stock subject to possible redemption that was not redeemed for Alternus Clean Energy Inc. common stock 127,142 Exchange of public share rights held by CLIN shareholders for Alternus Clean Energy Inc. common stock 2,300,000 Issuance of Alternus Clean Energy, Inc. common stock to promissory note holders 400,000 Exchange of CLIN Class A common stock held by CLIN Sponsor for Alternus Clean Energy Inc. common stock 8,556,667 Subtotal - Business Combination, net of redemptions 11,383,809 Issuance of shares under the FPA 1,496,234 Shares purchased by the accredited investor under the FPA 1,300,320 Issuance of Alternus Clean Energy Inc. common stock to Alternus Energy Group Plc. on the Closing Date 57,500,000 Issuance of Alternus Clean Energy Inc. common stock to the CLIN Sponsor as a holder of CLIN convertible notes on the Closing Date 225,000 Total – Alternus Clean Energy Inc. common stock outstanding as a result of the Business Combination, FPA, exchange of Acquired Subsidiaries’ shares for shares of Alternus Clean Energy Inc. and issuance of Alternus Clean Energy Inc. common stock the holder of CLIN convertible notes. 71,905,363 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 5. Fair Value Measurements 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 at the measurement date. Inputs used to measure fair value are prioritized within a three-level fair value hierarchy. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; 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 and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. As of March 31, 2024, the Forward Purchase Agreement value was $0 Fair Value Measurement Level 1 Level 2 Level 3 Total Forward Purchase Agreement - - - - Total $ - $ - $ - $ - As of June 30, 2024, the summary of the fair value instruments held by the Company were as follows at June 30, 2024, in thousands: Fair Value Measurement Level 1 Level 2 Level 3 Total Forward Purchase Agreement - - - - Convertible Loan Note - - 2,321 2,321 Warrant Liability - - 809 809 Total $ - $ - $ 3,130 $ 3,130 Forward Purchase Agreement On December 3, 2023, the Company entered into an agreement with (i) Meteora Capital Partners, LP, (ii) Meteora Select Trading Opportunities Master, LP, and (iii) Meteora Strategic Capital, LLC (collectively “Meteora”) for OTC Equity Prepaid Forward Transactions (the “FPA”). The purpose of the FPA was to decrease the amount of redemptions in connection with the Company’s Special Meeting and potentially increase the working capital available to the Company following the Business Combination. Pursuant to the terms of the FPA, Meteora purchased 2,796,554 (the “Purchased Amount”) shares of common stock concurrently with the Business Combination Closing pursuant to Meteora’s FPA Funding Amount PIPE Subscription Agreement, less the 1,300,320 shares of common stock separately purchased from third parties through a broker in the open market (“Recycled Shares”). Following the consummation of the Business Combination, Meteora delivered a Pricing Date Notice dated December 10, 2023 which included 1,300,320 Recycled Shares, 1,496,234 additional shares and 2,796,554 total number of shares. The FPA provides for a prepayment shortfall in an amount in U.S. dollars equal to $500,000. Meteora in its sole discretion may sell Recycled Shares at any time following the Trade Date at prices (i) at or above $10.00 during the first three months following the Closing Date and (ii) at any sales price thereafter, without payment by Meteora of any Early Termination Obligation until such time as the proceeds from such sales equal 100% of the Prepayment Shortfall. The number of shares subject to the Forward Purchase Agreement is subject to reduction following a termination of the FPA with respect to such shares as described under “Optional Early Termination” in the FPA. The reset price is set at $10.00. Commencing from June 22, 2024 the reset price is subject to reduction upon the occurrence of a Dilutive Offering. The Company holds various financial instruments that are not required to be recorded at fair value. For cash, restricted cash, accounts receivable, accounts payable, and short-term debt the carrying amounts approximate fair value due to the short maturity of these instruments. The fair value of the Company’s recorded forward purchase agreement (“FPA”) is determined based on unobservable inputs that are not corroborated by market data, which require a Level 3 classification. A Monte Carlo simulation model was used to determine the fair value. The Company records the forward purchase agreement at fair value on the consolidated balance sheets with changes in fair value recorded in the consolidated statements of operation. The following table presents changes of the forward purchase agreement with significant unobservable inputs (Level 3) as of June 30, 2024, in thousands: Forward Purchase Agreement Balance at January 1, 2023 $ - Recognition of Forward Purchase Agreement Asset 17,125 Change in fair value (16,642 ) Balance at December 31, 2023 483 Change in fair value (483 ) Balance at March 31, 2024 - Change in fair value - Balance at June 30, 2024 $ - The Company measures forward purchase agreement Forward Purchase Agreement Risk-free rate 4.7 % Underlying stock price $ 0.37 Expected volatility 96.9 % Term 2.73 years Dividend yield 0 % Convertible Loan Note & Private Placement Warrants On April 19, 2024, the Company issued to an accredited investor a senior convertible note in the principal amount of $2,160,000, issued with an eight percent (8.0%) original issue discount, and a warrant to purchase up to 2,411,088 shares of the Company’s common stock at an exercise price of $0.480 per share. Maxim Group LLC (“Maxim”) acted as placement agent for the Convertible Note issuance and also received a warrant to purchase 241,109 shares of common stock with an exercise price of $0.527 per share for their role as placement agent. The Convertible Note matures on April 20, 2025 (unless accelerated due to an event of default or accelerated up to six installments by the Investor), bears interest at a rate of 7% per annum, which shall automatically be increased to 12.0% per annum in the event of default, and ranks senior to the Company’s existing and future unsecured indebtedness. The convertible note is convertible in whole or in part at the option of the investor into shares of Common Stock (the “Conversion Shares”) at the Conversion Price (as defined below) at any time following the date of issuance of the convertible cote. The convertible note is payable monthly on each Installment Date (as defined in the Convertible Note) commencing on the earlier of July 18, 2024 and the effective date of the initial registration statement required to be filed pursuant to the Registration Rights Agreement (as defined below) in an amount equal the sum of (A) the lesser of (x) $216,000 and (y) the outstanding principal amount of the Convertible Note, (B) interest due and payable under the Convertible Note and (C) other amounts specified in the Convertible Note (such sum being the “Installment Amount”); provided, however, if on any Installment Date, no failure to meet the Equity Conditions (as defined in the Convertible Note) exits pursuant to the Convertible Note, the Company may pay all or a portion of the Installment Amount with shares of its common stock. The portion of the Installment Amount paid with common stock shall be based on the Installment Conversion Price. “Installment Conversion Price” means the lower of (i) the Conversion Price (defined below) and (ii) the greater of (x) 92% of the average of the two (2) lowest daily VWAPs (as defined in the Convertible Note) in the ten (10) trading days immediately prior to each conversion date and (y) $0.07. “Equity Conditions Failure” means that on any day during the period commencing twenty (20) trading days prior to the applicable Installment Notice Date or Interest Date (each as defined in the Convertible Note) through the later of the applicable Installment Date or Interest Date and the date on which the applicable shares of Common Stock are actually delivered to the Holder, the Equity Conditions have not been satisfied (or waived in writing by the Holder). The Convertible Note is convertible, at the option of the Investor, at any time, into such number of shares of Common Stock of the Company equal to the principal amount of the Convertible Note plus all accrued and unpaid interest at a conversion price equal to $0.480 (the “Conversion Price”). The Conversion Price is subject to full ratchet antidilution protection, subject to a floor conversion price of $0.07 per share (the “Floor Price”), a limitation required by the rules and regulations of the Nasdaq Stock Market LLC (“Nasdaq”), and certain exceptions upon any subsequent transaction at a price lower than the Conversion Price then in effect and standard adjustments in the event of stock dividends, stock splits, combinations or similar events. Alternatively, in the event of an event of default continuing for 20 trading days and ending with Event of Default Redemption Right Period (as defined in the Convertible Note), the Conversion Price may be converted to an “Alternate Conversion Price”, which is defined as the lower of (i) the applicable Conversion Price as in effect on the applicable Conversion Date of the applicable Alternate Conversion (as defined in the Convertible Note), and (ii) the greater of (x) the Floor Price and (y) 90% of the lowest VWAP of the Common Stock during the fifteen (15) consecutive trading day period ending on and including the trading day immediately preceding the delivery or deemed delivery of the applicable Conversion Notice. These conversions shall be further subject to Redemption Premiums, as is further described in the Convertible Note. The Convertible Note may not be converted and shares of Common Stock may not be issued under the Convertible Note if, after giving effect to the conversion or issuance, the Investor together with its affiliates would beneficially own in excess of 4.99% (or, upon election of the Investor, 9.99%) of the outstanding Common Stock. In addition to the beneficial ownership limitations in the Convertible Note, the sum of the number of shares of Common Stock that may be issued under that certain Purchase Agreement (including the Convertible Note and Warrant and Common Stock issued thereunder) is limited to 19.99% of the outstanding Common Stock as of April 19, 2024 (the “Exchange Cap”, which is equal to 16,007,325 shares of Common Stock, subject to adjustment as described in the Purchase Agreement), unless shareholder approval (as defined in the Purchase Agreement) (“Stockholder Approval”) is obtained by the Company to issue more than the Exchange Cap. The Exchange Cap shall be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction. The Company adopted ASU 2020-06 as of January 1, 2023. This ASU removes the concepts of a beneficial conversion feature and cash conversion feature from the ASC guidance. Management considered the guidance from ASC 825-10-15-4, noting that an entity may elect the fair value option for “a recognized financial liability” that is not “a firm commitment that would otherwise not be recognized at inception”. As the Convertible Note is an outstanding loan (a “recognized financial liability”), and this financial liability would need to be recognized at inception, the Convertible Note meets the criteria for the fair value option under this guidance. The Convertible Notes have a principal value of $2,160,000 and were issued at an 8% discount, thus the Convertible Notes resulted in gross cash proceeds of $2,000,000 prior to any other fees paid to the lender. The issuance of a warrant to the lender further increases the discount on this debt. As the Convertible Notes were issued at a discount, and not a premium, they are eligible for the fair value option. Management identified various features that would likely require separate accounting as derivatives if the fair value option were not taken; specifically, the various features that allow the Company or counterparty to settle the debt for a quantity of shares that is calculated as a percentage of VWAP. Even if no bifurcatable features were identified, the Company would still be eligible for the fair value option under ASC 825. Accordingly, the Company elected the fair value option. The remaining unpaid principal as of June 30, 2024 amounted to $2,160,000. The Company measures the convertible loan and private placement warrants using a Monte Carlo simulation valuation model using the following assumptions as of June 30, 2024: Convertible Loan Note Warrant Liability Risk-free rate 4.3 % 4.3 % Underlying stock price $ 0.37 $ 0.37 Expected volatility 50 % 50 % Term 0.8 years 5.3 years Dividend yield 0 % 0 % The following table presents changes of the forward purchase agreement with significant unobservable inputs (Level 3) as of June 30, 2024, in thousand: Convertible Note Issuance of convertible loan note at April 19, 2024 $ - Fair value of convertible loan note 2,144 Balance at April 19, 2024 2,144 Change in fair value 176 Balance at June 30, 2024 $ 2,321 Principal Balance as of June 30, 2024 $ 2,160 Warrant Liability Issuance of convertible loan note & placement warrants at April 19, 2024 $ - Fair value of warrant liability 803 Balance at April 19, 2024 803 Change in fair value 5 Balance at June 30, 2024 $ 808 |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Jun. 30, 2024 | |
Accounts Receivable [Abstract] | |
Accounts Receivable | 6. Accounts Receivable Accounts receivable relate to amounts due from customers for services that have been performed and invoices that have been sent. Unbilled energy incentives relate to Green Certificates from Romania that have been received for energy generated and delivered but not yet sold. This amount is offset against deferred income. Accounts receivables and unbilled energy incentives consist of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Accounts receivable $ 1,182 $ 651 Unbilled energy incentives earned 7,399 5,607 Total $ 8,581 $ 6,258 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 2024 | |
Prepaid Expenses and Other Current Assets [Abstract] | |
Prepaid Expenses and Other Current Assets | 7. Prepaid Expenses and Other Current Assets Prepaid and other current expenses generally consist of amounts paid to vendors for services that have not yet been performed. repaid expenses, and other current assets consist of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Prepaid expenses and other current assets $ 2,043 $ 2,602 Accrued revenue - 6 Other receivable 2,136 736 Total $ 4,179 $ 3,344 |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2024 | |
Property and Equipment, Net [Abstract] | |
Property and Equipment, Net | 8. Property and Equipment, Net The components of property and equipment, net were as follows at June 30, 2024 and December 31, 2023 (in thousands): June 30 December 31 2024 2023 (in thousands) Solar energy facilities $ 55,285 $ 55,318 Land 496 511 Software and computers 23 - Furniture and fixtures 206 210 Asset retirement 163 168 Construction in progress 15,600 12,421 Total property and equipment 71,773 68,628 Less: Accumulated depreciation (8,183 ) (7,326 ) Total $ 63,590 $ 61,302 Construction in progress refers to projects that have been secured and are currently under construction. As of June 30, 2024, the Company has active construction projects in the U.S. of $12.9 million and in Europe of $2.7 million. |
Capitalized Development Cost an
Capitalized Development Cost and Other Long-Term Assets | 6 Months Ended |
Jun. 30, 2024 | |
Capitalized Development Cost and Other Long-Term Assets [Abstract] | |
Capitalized development cost and other long-term assets | 9. Capitalized development cost and other long-term assets Capitalized development costs are amounts paid to vendors that are related to the purchase and construction of solar energy facilities. Other receivables consist of amounts owed to the Company as well as amounts paid to vendors for services that have yet to be received by the Company. Capitalized cost and other long-term assets consisted of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Capitalized development cost $ 6,198 $ 6,216 Other receivables 1,000 1,483 Total $ 7,198 $ 7,699 Capitalized development cost relates to various projects that are under development for the period. As the Company closes either the purchase or development of new solar parks, these development costs are added to the final asset displayed in Property and Equipment. If the Company does not close on the prospective project, these costs are written off to Development Cost on the Consolidated Statement Operations and Comprehensive Loss. Capitalized Development Costs as of June 30, 2024 consist of $2.1 million of active development in the U.S. and $4.1 million across Europe. Other Receivables as of June 30, 2024 relates to a security deposit of $1.0 million in relation to the Power Purchase Agreement for a development project in Tennessee. |
Deferred Income
Deferred Income | 6 Months Ended |
Jun. 30, 2024 | |
Deferred Income [Abstarct] | |
Deferred Income | 10. Deferred Income Deferred income relates to income related to Green Certificates from Romania that have been received but not sold. Deferred income consists of the following (in thousands): Activity Deferred income – Balance January 1, 2023 $ 4,954 Green certificates received 10,663 Green certificates sold (10,169 ) Foreign exchange gain/(loss) 159 Deferred income – Balance December 31, 2023 $ 5,607 Green certificates received 5,289 Green certificates sold (3,302 ) Foreign exchange gain/(loss) (195 ) Deferred income – Balance June 30, 2024 $ 7,399 |
Accrued Liabilities
Accrued Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | 11. Accrued Liabilities Accrued expenses relate to various accruals for the Company. Accrued interest represents the interest in debt not paid in the six months ended June 30, 2024 and in the year ended December 31, 2023. Accrued liabilities consist of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Accrued legal $ 7,359 $ 8,684 Accrued interest 9,399 5,516 Accrued financing cost 3,481 3,537 Accrued construction expense 363 2,134 Accrued transaction cost - business combination 261 1,527 Accrued audit fees 150 800 Accrued payroll 309 148 Other accrued expenses 1,267 2,064 Total $ 22,589 $ 24,410 |
Taxes Recoverable and Payable
Taxes Recoverable and Payable | 6 Months Ended |
Jun. 30, 2024 | |
Taxes Recoverable and Payable [Abstract] | |
Taxes Recoverable and Payable | 12. Taxes Recoverable and Payable Taxes recoverable and payable consist of VAT taxes payable and receivable from various European governments through group transactions in these countries. Taxes recoverable consist of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Taxes recoverable $ 696 $ 631 Less: Taxes payable (84 ) (14 ) Total $ 612 $ 617 |
Green Bonds, Convertible and No
Green Bonds, Convertible and Non-convertible Promissory Notes | 6 Months Ended |
Jun. 30, 2024 | |
Green Bonds, Convertible and Non-convertible Promissory Notes [Abstract] | |
Green Bonds, Convertible and Non-convertible Promissory Notes | 13. Green Bonds, Convertible and Non-convertible Promissory Notes The following table reflects the total debt balances of the Company as June 30, 2024 and December 31, 2023 (in thousands): As of As of 2024 2023 (in thousands) Senior Secured Green Bonds $ 86,618 $ 166,122 Senior Secured debt and promissory notes secured 33,538 32,312 Total debt 120,156 198,434 Less current maturities (120,156 ) (198,434 ) Long term debt, net of current maturities $ - $ - Current Maturities $ 120,156 $ 198,434 Less unamortized debt discount (614 ) (892 ) Current Maturities net of debt discount $ 119,542 $ 197,542 The Company incurred debt issuance costs of $0.6 million during the six-month period ended June 30, 2024. Debt issuance costs are recorded as a debt discount and are amortized to interest expense over the life of the debt, upon the close of the related debt transaction, in the Consolidated Balance Sheet. Interest expense stemming from amortization of debt discounts for continuing operations for the six months ended June 30, 2024 was $1.3 million and for the year ended December 31, 2023 was $4.9 million. There was no interest expense stemming from amortization of debt discounts for discontinued operations for the six months ended June 30, 2024 and 2023, respectively. All outstanding debt for the company is considered short-term based on their respective maturity dates and are to be repaid within the year 2024. Senior secured debt: In May 2022, AEG MH02 entered into a loan agreement with a group of private lenders of approximately $10.8 million with an initial stated interest rate of 8% and a maturity date of May 31, 2023. In February 2023, the loan agreement was amended stating a new interest rate of 16% retroactive to the date of the first draw in June 2022. In May 2023, the loan was extended and the interest rate was revised to 18% from June 1, 2023. In July 2023, the loan agreement was further extended to October 31, 2023. In November 2023, the loan agreement was further extended to May 31, 2024. As of the date of this report this loan is in default, however management is in active discussions with the lender to renegotiate the terms. Due to these addendums, $1.6 million of interest was recognized in the six months ended June 30, 2024. The Company had principal outstanding of $10.7 million and $11.0 million as of June 30, 2024 and December 31, 2023, respectively. In June 2022, Alt US 02, a subsidiary of Alternus Energy Americas, and indirect wholly owned subsidiary of the Company, entered into an agreement as part of the transaction with Lightwave Renewables, LLC to acquire rights to develop a solar park in Tennessee. The Company entered into a construction promissory note of $5.9 million with a variable interest rate of prime plus 2.5% and an original maturity date of June 29, 2023. On January 26, 2024, the loan was extended to June 29, 2024 due to logistical issues that caused construction delays. As of the date of this report this loan is currently in default. Management is in active discussions with the lender to renegotiate the terms. The Company had principal outstanding of $5.4 million and $4.3 million as of June 30, 2024 and December 31, 2023, respectively. On February 28, 2023, Alt US 03, a subsidiary of Alternus Energy Americas, and indirect wholly owned subsidiary of the Company, entered into an agreement as part of the transaction to acquire rights to develop a solar park in Tennessee. Alt US 03 entered into a construction promissory note of $920 thousand with a variable interest rate of prime plus 2.5% and due May 31, 2024. This note had a principal outstanding balance of $717 thousand as of June 30, 2024 and December 31, 2023, respectively. On July 2, 2024, management renegotiated the terms with the lender to a revised interest rate of 11% and to extend the maturity date to November 30, 2024. In July 2023, one of the Company’s US subsidiaries acquired a 32 MWp solar PV project in Tennessee for $2.4 million financed through a bank loan having a six-month term, 24% APY, and an extended maturity date of February 29, 2024. The project is expected to start operating in Q1 2026. 100% of offtake is already secured by 30-year power purchase agreements with two regional utilities. The Company had a principal outstanding balance of $7.0 million as of June 30, 2024 and December 31, 2023, respectively. On July 3, 2024, management renegotiated the terms with the lender to extend the maturity date to October 1, 2024. In July 2023, Alt Spain Holdco, one of the Company’s Spanish subsidiaries acquired the project rights for a 32 MWp portfolio of Solar PV projects in Valencia, Spain, with an initial payment of $1.9 million, financed through a €3.0 million ($3.3 million) bank facility having a six-month term and accruing ’Six Month Euribor’ plus 2% margin. On January 24, 2024, the maturity date was extended to July 28, 2024. On July 28, 2024 the loan was further extended to January 28 , In October 2023, Alternus Energy Americas, one of the Company’s US subsidiaries secured a working capital loan in the amount of $3.2 million with a 0% interest until a specified date and a maturity date of March 31, 2024. In February 2024, the loan was further extended to February 28, 2025 and the principal amount was increased to $3.6 million. In March 2024, the Company began accruing interest at a rate of 10%. Additionally, on February 5, 2024 the Company issued the noteholder warrants to purchase up to 90,000 shares of restricted common stock, exercisable at $0.01 per share having a 5 year term and fair value of $86 thousand. The Company had a principal outstanding balance of $1.8 million as of June 30, 2024 and $3.2 million as of December 31, 2023. As of the date of this report this loan is currently in default. Management is in active discussions with the lender to further extend the note. In December 2023, Alt US 07, one of the Company’s US subsidiaries acquired the project rights to a 14 MWp solar PV project in Alabama for $1.1 million financed through a bank loan having a six-month term, 24% APY, and a maturity date of May 28, 2024. The project is expected to start operating in Q2 2025. 100% of offtake is already secured by 30-year power purchase agreements with two regional utilities. This note had a principal outstanding balance of $1.1 million as of June 30, 2024 and December 31, 2023, respectively. On July 3, 2024, management renegotiated the terms with the lender to extend the maturity date to October 1, 2024. For the year ended December 31, 2023, 225,000 shares of Common Stock were issued at Closing to the Sponsor of Clean Earth to settle CLIN promissory notes of $1.6 million. The note has a 0% interest rate until perpetuity. The shares were issued at the closing price of $5 per share for $1.1 million. The difference of $0.5 million was recognized as an addition to Additional Paid in Capital. The Company had a principal outstanding balance of $1.4 million as of June 30, 2024 and $1.6 million as of December 31, 2023. Management determined the extinguishment of this note is the result of a Troubled Debt Restructuring. Convertible Promissory Notes: In January 2024, the Company assumed a $938 thousand (€850 thousand) convertible promissory note from AEG PLC, a related party. The note had a 10% interest maturing in March 2025. The note was assumed as part of the Business Combination that was completed in December 2023. On January 3, 2024, the noteholder converted all of the principal and accrued interest owed under the note, equal to $1.0 million, into 1,320,000 shares of restricted common stock. In April 2024, the Company issued to an institutional investor a senior convertible note in the principal amount of $2,160,000, issued with an 8.0% original issue discount, and a warrant to purchase up to 2,411,088 shares of the Company’s common stock at an exercise price of $0.480 per share. Maxim Group LLC (“Maxim”) acted as placement agent for the Convertible Note issuance and also received a warrant to purchase 241,109 shares of common stock with an exercise price of $0.527 per share for their role as placement agent. The Company also paid Maxim a cash placement agency fee of $140,000, and reimbursed certain out of pocket fees up to $50,000. The Company received gross proceeds of $2,000,000, before fees and other expenses associated with the transaction. The Convertible Note matures on April 20, 2025 (unless accelerated due to an event of default or accelerated up to six installments by the Investor), bears interest at a rate of 7% per annum, which shall automatically be increased to 12.0% per annum in the event of default, and ranks senior to the Company’s existing and future unsecured indebtedness. The Convertible Note is convertible in whole or in part at the option of the Investor into shares of Common Stock (the “Conversion Shares”) at the Conversion Price (as defined below) at any time following the date of issuance of the Convertible Note. The Convertible Note is payable monthly on each Installment Date (as defined in the Convertible Note) commencing on the earlier of July 18, 2024 and the effective date of the initial registration statement required to be filed pursuant to the Registration Rights Agreement (as defined below) in an amount equal the sum of (A) the lesser of (x) $216,000 and (y) the outstanding principal amount of the Convertible Note, (B) interest due and payable under the Convertible Note and (C) other amounts specified in the Convertible Note (such sum being the “Installment Amount”); provided, however, if on any Installment Date, no failure to meet the Equity Conditions (as defined in the Convertible Note) exits pursuant to the Convertible Note, the Company may pay all or a portion of the Installment Amount with shares of its common stock. The portion of the Installment Amount paid with common stock shall be based on the Installment Conversion Price. “Installment Conversion Price” means the lower of (i) the Conversion Price (defined below) and (ii) the greater of (x) 92% of the average of the two (2) lowest daily VWAPs (as defined in the Convertible Note) in the ten (10) trading days immediately prior to each conversion date and (y) $0.07. “Equity Conditions Failure” means that on any day during the period commencing twenty (20) trading days prior to the applicable Installment Notice Date or Interest Date (each as defined in the Convertible Note) through the later of the applicable Installment Date or Interest Date and the date on which the applicable shares of Common Stock are actually delivered to the Holder, the Equity Conditions have not been satisfied (or waived in writing by the Holder). The Convertible Note is convertible, at the option of the Investor, at any time, into such number of shares of Common Stock of the Company equal to the principal amount of the Convertible Note plus all accrued and unpaid interest at a conversion price equal to $0.48 (the “Conversion Price”). The Conversion Price is subject to full ratchet antidilution protection, subject to a floor conversion price of $0.07 per share. The Convertible Note may not be converted and shares of Common Stock may not be issued under the Convertible Note if, after giving effect to the conversion or issuance, the Investor together with its affiliates would beneficially own in excess of 4.99% (or, upon election of the Investor, 9.99%) of the outstanding Common Stock. In addition to the beneficial ownership limitations in the Convertible Note, the sum of the number of shares of Common Stock that may be issued under that certain Purchase Agreement (including the Convertible Note and Warrant and Common Stock issued thereunder) is limited to 19.99% of the outstanding Common Stock as of April 19, 2024 (the “Exchange Cap”, which is equal to 16,007,325 shares of Common Stock, subject to adjustment as described in the Purchase Agreement), unless shareholder approval (as defined in the Purchase Agreement) (“Stockholder Approval”) is obtained by the Company to issue more than the Exchange Cap. The Exchange Cap shall be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction. The Company adopted ASU 2020-06 as of January 1, 2023. This ASU removes the concepts of a beneficial conversion feature and cash conversion feature from the ASC guidance. The Company recorded a loss on debt issuance of $0.9 million. As at June 30, 2024 the outstanding principal was $2.16 million with fair value of $2.32 million at that date. The Company also recorded a $0.2 million loss on movement in fair value in the three months to June 30, 2024. Other Debt: The Solis Bonds In January 2021, the Company approved the issuance by one of its subsidiaries, Solis, of a series of 3-year senior secured green bonds in the maximum amount of $242.0 million (€200.0 million) with a stated coupon rate of 6.5% + EURIBOR and quarterly interest payments. The bond agreement is for repaying existing facilities of approximately $40.0 million (€33 million), and funding acquisitions of approximately $87.2 million (€72.0 million). The bonds are secured by the Solis Bond Company’s underlying assets. The Company raised approximately $125.0 million (€110.0 million) in the initial funding. In November 2021, Solis Bond Company DAC, completed an additional issue of $24.0 million (€20.0 million). The additional issue was completed at an issue price of 102% of par value, corresponding to a yield of 5.5%. The Company raised $11.1 million (€10.0 million) in March 2022 at 97% for an effective yield of 9.5%. In connection with the bond agreement the Company incurred approximately $11.8 million in debt issuance costs. The Company recorded these as a discount on the debt and they are being amortized as interest expense over the contractual period of the bond agreement. As of June 30, 2024 and December 31, 2023, there was $87.3 million and $166.1 million outstanding on the Bond, respectively. As of June 30, 2024, Solis was in breach of the three financial covenants under Solis’ Bond terms: (i) the minimum Liquidity Covenant that requires the higher of €5.5 million or 5% of the outstanding Nominal Amount, (ii) the minimum Equity Ratio covenant of 25%, and (iii) the Leverage Ratio of NIBD/EBITDA to not be higher than 6.5 times for the year ended December 2021, 6.0 times for the year ended December 31, 2022 and 5.5 times for the period ending on the maturity date of the Bond. The Solis Bond carries a 3 months EURIBOR plus 6.5% per annum interest rate, and has quarterly interest payments, with a bullet payment to be paid on the Maturity Date. The Solis Bond is senior secured through a first priority pledge on the shares of Solis and its subsidiaries, a parent guarantee from Alternus Energy Group Plc, and a first priority assignment over any intercompany loans. Additionally, Solis bondholders hold a preference share in an Alternus holding company which holds certain development projects in Spain and Italy. The preference share gives the bondholders the right on any distributions up to EUR 10 million, and such assets will be divested to ensure repayment of up to EUR 10 million should it not be fully repaid by the Maturity Date. Additionally, because Solis was unable to fully repay the Solis Bonds by September 30, 2023, Solis’ bondholders have the right to immediately transfer ownership of Solis and all of its subsidiaries to the bondholders and proceed to sell Solis’ assets to recoup the full amount owed to the bondholders which as of June 30, 2024 is currently €80.8 million (approximately $86.6 million). If the ownership of Solis and all of its subsidiaries were to be transferred to the Solis bondholders, the majority of the Company’s operating assets and related revenues and EBIDTA would be eliminated. On October 16 2023, bondholders approved to further extend the temporary waiver to December 16, 2023. On December 18, 2023, a representative group of the bondholders approved an extension of the temporary waivers and the maturity date of the Solis Bonds until January 31, 2024, with the right to further extend to February 29, 2024, at the Solis Bond trustee’s discretion. The bondholders further extended the bonds monthly and which was subsequently approved by a majority of the bondholders on January 3, 2024. On March 12, 2024, the Solis Bondholders approved resolutions to further extend the temporary waivers and the maturity date until April 30, 2024 with the right to further extend to May 31, 2024 at the Bond Trustee’s discretion, which it granted, and thereafter on a month-to-month basis to November 29, 2024 at the Bond Trustee’s discretion and approval from a majority of Bondholders. Subsequently, the Solis bondholders have approved monthly resolutions to further extend the temporary waivers and the maturity date of the Solis Bonds to August 31, 2024. As such, the Solis bond debt is currently recorded as short-term debt. On December 28, 2023, Solis sold 100% of the share capital in its Italian subsidiaries for approximately €15.8 million (approximately $17.5 million). On January 18, 2024, Solis sold 100% of the share capital in its Polish subsidiaries for approximately €54.4 million (approximately $59.1 million), and on February 21, 2024 Solis sold 100% of the share capital of its Netherlands subsidiary for approximately €6.5 million (approximately $7 million). Additionally, on February 14, 2024, Solis exercised its call options to repay €59,100,000 million (approximately $68.5 million) of amounts outstanding under the bonds. Subsequently, on May 1, 2024 Solis made an interest payment of €1,000,000 (approx. $1,069,985.00) to the Bondholders, which is approximately 50% of the total interest due for the first quarter of 2024. The remaining interest amount from the first quarter and the interest amount due for the second quarter remain outstanding at the date of this report. Solis will incur a late payment penalty in accordance with the Bond Terms until such time as the full interest amount due is paid. The Company has made full provision for the unpaid interest as of June 30, 2024. On December 21, 2022, the Company’s wholly owned Irish subsidiaries, AEG JD 01 LTD and AEG MH 03 LTD entered in a financing facility with Deutsche Bank AG (“Lender”). This is an uncommitted revolving debt financing of €500,000,000 to finance eligible project costs for the acquisition, construction, and operation of installation/ready to build solar PV plants across Europe (the “Warehouse Facility”). The Warehouse Facility, which matures on the third anniversary of the closing date of the Credit Agreement (the “Maturity Date”), bears interest at Euribor plus an aggregate margin at a market rate for such facilities, which steps down by 0.5% once the underlying non-Euro costs financed reduces below 33.33% of the overall costs financed. The Warehouse Facility is not currently drawn upon, but a total of approximately €1,800,000 in arrangement and commitment fees is currently owed to the Lender. Once drawn, the Warehouse Facility capitalizes interest payments until projects reach their commercial operations dates through to the Maturity Date; it also provides for mandatory prepayments in certain situations. On March 21, 2024, ALCE and the Sponsor of Clean Earth (“CLIN”) agreed to a settlement of a $1.2 million note assumed by ALCE as part of the Business Combination that was completed in December 2023. The note had a maturity date of whenever CLIN closes its Business Combination Agreement and accrued interest of 25%. ALCE issued 225,000 shares to the Sponsor in March 21, 2024 and a payment plan of the rest of the outstanding balance was agreed to with payments to commence on July 15, 2024. The closing stock price of the Company was $0.47 on the date of issuance. Payments have not commenced as of the date of this and management is in active discussions to extend the July 15 date. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Leases | 14. Leases The Company determines if an arrangement is a lease or contains a lease at inception or acquisition when the Company acquires a new park. The Company has operating leases for corporate offices and land with remaining lease terms of 4 to 28 years. Operating lease assets and operating lease liabilities are recognized based on the present value of the future lease payments over the lease term at the commencement date. As most of the Company’s leases do not provide an implicit rate, the Company estimates its incremental borrowing rate based on information available at the commencement date in determining the present value of future payments. Lease expense related to the net present value of payments is recognized on a straight-line basis over the lease term. The key components of the company’s operating leases were as follows (in thousands): June 30, December 31, 2024 2023 Operating Lease - Operating Cash Flows (Fixed Payments) 115 189 Operating Lease - Operating Cash Flows (Liability Reduction) 87 129 New ROU Assets - Operating Leases - 409 Weighted Average Lease Term - Operating Leases (years) 12.74 13.24 Weighted Average Discount Rate - Operating Leases 7.65 % 7.65 % The Company’s operating leases generally relate to the rent of office building space as well as land and rooftops upon which the Company’s solar parks are built. These leases include those that have been assumed in connection with the Company’s asset acquisitions and business combinations. The Company’s leases are for varying terms and expire between 2027 and 2051. In October 2023, the Company entered a new lease for land in Madrid, Spain where solar parks are planned to be built. The lease term is 35 years with an estimated annual cost of $32 thousand. Maturities of lease liabilities as of June 30, 2024 were as follows: (in thousands) Five-year lease schedule: 2024 Jul 1 – Dec 31 $ 118 2025 238 2026 244 2027 250 2028 219 Thereafter 2,009 Total lease payments 3,078 Less imputed interest (1,711 ) Total $ 1,367 The Company had no finance leases as of June 30, 2024. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 15. Commitments and Contingencies Litigation The Company recognizes a liability for loss contingencies when it believes it is probable a liability has occurred, and the amount can be reasonably estimated. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, the Company accrues that amount. When no amount within the range is a better estimate than any other amount, the Company accrues the minimum amount in the range. The Company has established an accrual for those legal proceedings and regulatory matters for which a loss is both probable and the amount can be reasonably estimated. On May 4, 2023 Alternus received notice that Solartechnik, an international group specializing in solar installations, filed an arbitration claim against Alternus Energy Group PLC, Solis Bond Company DAC, and ALT POL HC 01 SP. Z.o.o. in the Court of Arbitration at the Polish Chamber of Commerce, claiming that PLN 24,980,589 (approximately $5.8 million) is due and owed to Solartechnik pursuant to a preliminary share purchase agreement by and among the parties that did not ultimately close, plus costs, expenses, legal fees and interest. The Company has accrued a liability for this loss contingency in the amount of approximately $6.8 million, which represents the contractual amount allegedly owed. It is reasonably possible that the potential loss may exceed our accrued liability due to costs, expenses, legal fees, and interest that are also alleged by Solartechnik as owed, but at the time of filing this report, we are unable to determine an estimate of that possible additional loss in excess of the amount accrued. The Company is vigorously defending itself in this action. Contingencies On April 30, 2024, ALT US 01 LLC (“ALT”), a company incorporated under the laws of Delaware and indirect wholly owned subsidiary of Alternus Clean Energy, Inc. entered into a Membership Interest Purchase and Sale Agreement (the “MIPA”) by and among ALT and C2 Taiyo Fund I, LP, a Delaware limited partnership (“C2”). Pursuant to the MIPA, among other things, C2 will sell to ALT, and ALT will purchase from C2, 100% of the membership interests in Taiyo Holding LLC (“Target”). The Target owns a portfolio of special purchase vehicles (SPVs) which own and operate a portfolio of solar parks across the United States, with a maximum total production capacity of approximately 80.7 MWp. In exchange, ALT will pay to C2 a Purchase Price (as defined in the MIPA) of approximately $60.2 million, minus debt, for a net purchase price of approximately $15 million, plus net working capital, and which may be further subject to adjustments pursuant to the terms and conditions of the MIPA, and subject to meeting all of the conditions precedent and other applicable terms and conditions of the MIPA. While the MIPA contemplated that closing of the acquisition would take place by no later than June 30, 2024 or such later date as the Parties to the MIPA may agree in writing, the conditions precedent to closing are such that there can be no assurance that the acquisition will be completed in that time or at all. The MIPA contains certain conditions precedent including, but not limited to, restructuring of the existing debt and lender’s consent to the assumption of such debt. The MIPA also contains customary representations, warranties and covenants for transactions of its size and type. The representations, warranties and covenants set forth in the MIPA have been made only for the purposes of the MIPA and solely for the benefit of ALT and C2, respectively, and may be subject to limitations agreed upon by such parties, including being qualified by confidential disclosures made for the purposes of allocating contractual risk between the such parties under the MIPA, instead of establishing these matters as facts. In addition, such representations and warranties were made only as of the dates specified in the MIPA, and information regarding the subject matter thereof may change after the date of the MIPA. As of the date of this filing, all of the conditions precedent and other applicable terms and conditions of the MIPA have not been achieved and the MIPA remains valid. |
Asset Retirement Obligations
Asset Retirement Obligations | 6 Months Ended |
Jun. 30, 2024 | |
Asset Retirement Obligations [Abstract] | |
Asset Retirement Obligations | 16. Asset Retirement Obligations The Company’s AROs mostly relate to the retirement of solar park land or buildings. The discount rate used to estimate the present value of the expected future cash flows for the six months ended June 30, 2024 and the year ended December 31, 2023 was 7.7%. Activity ARO Liability - Balance January 1, 2023 $ 397 Additional obligations incurred - Disposals (235 ) Accretion expense 24 Foreign exchange gain/(loss) 11 ARO Liability - Balance December 31, 2023 $ 197 Additional obligations incurred - Disposals - Accretion expense 6 Foreign exchange gain/(loss) (6 ) ARO Liability – June 30, 2024 $ 197 |
Development Costs
Development Costs | 6 Months Ended |
Jun. 30, 2024 | |
Development Costs [Abstract] | |
Development Costs | 17. Development Costs The Company depends heavily on government policies that support our business and enhance the economic feasibility of developing and operating solar energy projects in regions in which we operate or plan to develop and operate renewable energy facilities. The Company can decide to abandon a project if it becomes uneconomic due to various factors, for example, a change in market conditions leading to higher costs of construction, lower energy rates, political factors or otherwise where governments from time to time may review their laws and policies that support renewable energy and consider actions that would make the laws and policies less conducive to the development and operation of renewable energy facilities, or other factors that change the expected returns on the project. Any reductions or modifications to, or the elimination of, governmental incentives or policies that support renewable energy or the imposition of additional taxes or other assessments on renewable energy could result in, among other items, the lack of a satisfactory market for the development and/or financing of new renewable energy projects, our abandoning the development of renewable energy projects, a loss of our investments in the projects, and reduced project returns, any of which could have a material adverse effect on our business, financial condition, results of operations, and prospects. Development costs related to abandoned projects for the six months ended June 30, 2024 and 2023 were as follows: Six Months Ended 2024 2023 (in thousands) Miscellaneous development cost $ 7 $ 755 Total $ 7 $ 755 Miscellaneous development cost relates to cost associated with projects abandoned during various phases, due to lack of technical, legal, or financial feasibility. |
Discontinued Operations Sold
Discontinued Operations Sold | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations Sold [Abstract] | |
Discontinued Operations Sold | 18. Discontinued Operations Sold In July 2023, the Company engaged multiple parties to market the Polish and Netherlands assets to potential buyers. In the fourth quarter of 2023, the Company decided to proceed with the sales of the 6 PV parks in Poland and 1 park in the Netherlands. As the exit of these two markets represented a strategic shift for the Company, the assets were classified as discontinued operations in accordance with ASC 205-20. As of December 31, 2023, the Polish and Netherlands assets were classified as disposal groups held for sale. The balances and results of the Polish and Netherlands disposal groups are presented below. The sale of the Polish assets was finalized January 19, 2024 with a cash consideration of $59.4 million for all operating assets. In accordance with ASC 360, the company removed the disposal group and recognized a gain of $3.5 million upon the sale, of which $0.8 million were costs associated with the sale. The sale of the Netherlands assets was finalized February 21, 2024 with a cash consideration of $7.1 million for all operating assets. In accordance with ASC 360, the company removed the disposal group and recognized a loss of $1.3 million upon the sale, of which $0.5 million were costs associated with the sale. As of As of Poland 2024 2023 (in thousands) Assets: Cash & cash equivalents $ 630 $ 630 Other current assets 442 443 Property, plant, and equipment, net 63,107 63,107 Operating leases, non-current - assets 5,923 5,923 Total assets held for sale $ 70,102 $ 70,103 Liabilities: Accounts payable $ 2,933 $ 2,935 Operating leases, current – liabilities 281 281 Other current liabilities 25 1,549 Operating leases, non-current - liabilities 5,798 5,798 Other non-current liabilities 985 985 Total liabilities to be disposed of $ 10,022 $ 11,548 Net assets held for sale $ 60,080 $ 58,555 Three Months Ended June 30 Six Months Ended Poland 2024 2023 2024 2023 (in thousands) (in thousands) Revenues $ - $ 3,059 $ 106 $ 4,164 Operating Expenses Cost of revenues - (1,065 ) (101 ) (2,001 ) Depreciation, amortization, and accretion - (652 ) (123 ) (1,261 ) Gain on disposal of asset - - 3,484 - Total operating expenses - (1,717 ) 3,260 (3,262 ) Income/(loss) from discontinued operations - 1,342 3,366 902 Other income/(expense): Interest expense - (1,371 ) (688 ) (2,604 ) Other expense - (85 ) - (85 ) Total other expenses $ - $ (1,456 ) $ (688 ) $ (2,689 ) Income/(Loss) before provision for income taxes $ - $ (114 ) $ 2,678 $ (1,787 ) Net income/(loss) from discontinued operations $ - $ (114 ) $ 2,678 $ (1,787 ) Impact of discontinued operations on EPS Net income/(loss) attributable to common stockholders, basic and diluted $ - $ (114 ) $ 2,678 $ (1,787 ) Net income/(loss) per share attributable to common stockholders, basic and diluted $ - $ (0.00 ) $ 0.04 $ (0.03 ) Weighted-average common stock outstanding, basic - 57,500,000 66,138,049 57,500,000 Weighted-average common stock outstanding, diluted - 57,500,000 66,138,049 57,500,000 As of As of Netherlands 2024 2023 (in thousands) Assets: Cash & cash equivalents $ 75 $ 155 Accounts receivable, net - 99 Other current assets 178 58 Property, plant, and equipment, net 7,669 7,845 Operating leases, non-current – assets 1,441 1,469 Other non-current assets 1,192 1,214 Total assets held for sale $ 10,555 $ 10,840 Liabilities: Accounts payable $ 945 $ 925 Operating leases, current – liabilities 55 55 Other current liabilities 95 430 Operating leases, non-current – liabilities 1,273 1,301 Total liabilities to be disposed of $ 2,368 $ 2,711 Net assets held for sale $ 8,187 $ 8,129 Three Months Ended June 30 Six Months Ended Netherlands 2024 2023 2024 2023 (in thousands) (in thousands) Revenues - $ 1,979 $ 16 $ 2,180 Operating Expenses Cost of revenues - (190 ) (115 ) (251 ) Depreciation, amortization, and accretion - (110 ) (57 ) (235 ) Loss on disposal of asset - - (1,334 ) - Total operating expenses - (300 ) (1,506 ) (486 ) Income/(loss) from discontinued operations - 1,679 (1,490 ) 1,694 Other income/(expense): Interest expense - (272 ) (113 ) (521 ) Other expense - (61 ) - (61 ) Total other expenses - $ (333 ) $ (113 ) $ (582 ) Loss before provision for income taxes - $ 1,346 $ (1,603 ) $ 1,112 Net loss from discontinued operations - $ 1,346 $ (1,603 ) $ 1,112 Impact of discontinued operations on EPS Net loss attributable to common stockholders, basic and diluted - $ 1,346 $ (1,603 ) $ 1,112 Net loss per share attributable to common stockholders, basic and diluted - $ 0.02 $ (0.02 ) $ 0.02 Weighted-average common stock outstanding, basic - 57,500,000 66,138,049 57,500,000 Weighted-average common stock outstanding, diluted - 57,500,000 66,138,049 57,500,000 |
Italy Sale Disclosure
Italy Sale Disclosure | 6 Months Ended |
Jun. 30, 2024 | |
Italy Sale Disclosure [Abstract] | |
Italy Sale Disclosure | 19. Italy Sale Disclosure In June 2023 the Company engaged an Italian firm to market the Company’s operating assets in Italy. During the fourth quarter of 2023 a buyer was identified, and the sale of the assets was finalized on December 28, 2023. The Company received a cash consideration of $17.5 million for all operating assets. In accordance with ASC 360, the Company removed the disposal group and recognized a loss of $5.5 million upon sale on December 28, 2023, of which $0.6 million were cost associated with the sale. The remaining balances and results of the Italian assets not disposed are presented below: As of Year Ended Italy 2024 2023 (in thousands) Assets: Cash & cash equivalents $ 31 $ 100 Other current assets 318 338 Other non-current assets – projects in development 3,807 3,819 Total assets $ 4,156 $ 4,257 Liabilities: Accounts payable $ 4 $ 21 Other current liabilities 309 578 Total liabilities $ 313 $ 599 Net assets $ 3,843 $ 3,658 Three Months Ended June 30 Six Months Ended Italy 2024 2023 2024 2023 (in thousands) (in thousands) Revenues $ - $ 1,040 $ - $ 1,695 Operating Expenses Cost of revenues - (217 ) - (479 ) Selling, general, and administrative - (16 ) (7 ) (58 ) Depreciation, amortization, and accretion - (420 ) - (830 ) Total operating expenses - (653 ) (7 ) (1,367 ) Loss from discontinued operations - 387 (7 ) 328 Other income/(expense): Other income - 19 - - Other expense - - - (18 ) Total other expenses $ - $ 19 $ - $ (18 ) Loss before provision for income taxes $ - $ 406 $ (7 ) $ 310 Income taxes - - - - Net loss from discontinued operations $ - $ 406 $ (7 ) $ 310 Impact on EPS Net loss attributable to common stockholders, basic and diluted $ - $ 406 $ (7 ) $ 310 Net loss per share attributable to common stockholders, basic and diluted 0.00 $ 0.01 $ 0.00 $ 0.01 Weighted-average common stock outstanding, basic 66,138,049 57,500,000 66,138,049 57,500,000 Weighted-average common stock outstanding, diluted 66,138,049 57,500,000 66,138,049 57,500,000 |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2024 | |
Shareholders’ Equity [Abstract] | |
Shareholders’ Equity | 20. Shareholders’ Equity Common Stock As of December 31, 2023, the Company had a total of 150,000,000 shares of common stock authorized with 71,905,363 shares issued and outstanding. As of June 30, 2024, the Company had a total of 150,000,000 shares of common stock authorized with 81,826,664 shares issued and outstanding. On January 23, 2024, the Company entered into a six-month marketing services agreement. The Company issued 81,301 shares at a market value of $1.01 in exchange for marketing services provided. On May 8, 2024, this agreement was extended another six months with an additional 330,000 shares issued. On February 20, 2024, the Company entered into a two-month marketing services agreement. The Company issued 100,000 shares at a market value of $0.35 for marketing services provided. This agreement has the potential of renewal for an additional three months upon mutual written consent. On May 8, 2024, the Company entered into a five-month digital marketing services agreement. The Company issued 100,000 shares at a market value of $0.35 per share for digital marketing advisory services provided. Preferred Stock As of June 30, 2024 and December 31, 2023, the Company also had a total of 1,000,000 shares of preferred stock authorized. There were no preferred shares issued or outstanding as of June 30, 2024 and December 31, 2023. The board of directors of the Company has the authority to establish one or more series of preferred stock, fix the voting rights, if any, designations, powers, preferences and any other rights, if any, of each such series and any qualifications, limitations and restrictions thereof. Warrants As of December 31, 2023, warrants to purchase up to 12,345,000 shares of common stock were issued and outstanding. These warrants were related to financing activities. As inducement to extend the maturity of an existing note with warrants, on February 5, 2024 the Company issued 90,000 additional penny warrants with a five-year term to the noteholder with a five year term. On April 19, 2024, the Company entered into a Purchase Agreement with an institutional investor pursuant to which we sold, and the investor purchased a warrant to purchase an aggregate of 2,411,088 As of June 30, 2024, warrants to purchase up to 15,087,197 shares of common stock were issued and outstanding. Warrants Weighted Weighted Outstanding - December 31, 2022 11,945,000 $ 11.50 5.98 Issued during the period - - - Expired during the period - - - Outstanding – June 30, 2023 11,945,000 11.50 5.98 Exercisable – June 30, 2023 11,945,000 $ 11.50 5.98 Warrants Weighted Weighted Outstanding - December 31, 2023 12,345,000 $ 11.22 4.93 Issued during the period 2,742,197 0.50 5.07 Expired during the period - - - Outstanding – June 30, 2024 15,087,197 9.27 4.59 Exercisable – June 30, 2024 15,087,197 $ 9.27 4.59 |
Segment and Geographic Informat
Segment and Geographic Information | 6 Months Ended |
Jun. 30, 2024 | |
Segment and Geographic Information [Abstract] | |
Segment and Geographic Information | 21. Segment and Geographic Information The Company has two reportable segments that consist of PV operations by geographical region, U.S. Operations and European Operations. European operations represent our most significant business. The Chief Operating Decision-Maker (CODM) is the CEO. The European Segment derives revenues from three sources, Country Renewable Programs, Green Certificates and Long-term Offtake Agreements. The US Segment revenues are derived from Long-term Offtake Agreements. In evaluating financial performance, we focus on EBITDA, a non-GAAP measure, as a segment’s measure of profit or loss. EBITDA is defined as earnings before interest expense, income tax expense, depreciation and amortization. The Company uses EBITDA because management believes that it can be a useful financial metric in understanding the Company’s earnings from operations. EBITDA is not a measures of the Company’s financial performance under GAAP and should not be considered as an alternative to net income or any other performance measure derived in accordance with GAAP. As a trans-Atlantic independent solar power provider, we evaluate many of our capital expenditure decisions at a regional level. Accordingly, expenditures on property, plant and equipment and associated debt by segment are presented. The following tables present information related to the Company’s reportable segments. Three Months Ended June 30 Six Months Ended Revenue by Segment 2024 2023 2024 2023 (in thousands) (in thousands) Europe $ 3,754 $ 5,982 $ 5,840 $ 9,811 Europe – Discontinued Operations - 5,037 123 6,344 United States 93 33 187 50 Total for the period $ 3,847 $ 11,052 $ 6,150 $ 16,205 Three Months Ended June 30 Six Months Ended Operating Loss by Segment 2024 2023 2024 2023 (in thousands) (in thousands) Europe $ (3,018 ) $ (607 ) $ (5,924 ) $ (4,917 ) United States (3,819 ) (1,048 ) (7,492 ) (1,990 ) Total for the period $ (6,837 ) $ (1,655 ) $ (13,416 ) $ (6,907 ) As of As of Assets by Segment 2024 2023 (in thousands) Europe Fixed Assets $ 41,335 $ 125,600 Other Assets 21,295 36,728 Total for Europe $ 62,630 $ 162,328 United States Fixed Assets $ 6,524 $ 5,119 Other Assets 17,457 17,839 Total for US $ 23,981 $ 22,958 As of As of Liabilities by Segment 2024 2023 (in thousands) Europe Debt $ 100,547 $ 180,294 Other Liabilities 29,873 39,378 Total for Europe $ 130,420 $ 219,672 United States Debt $ 20,125 $ 17,247 Other Liabilities 13,134 11,621 Total for US $ 33,259 $ 28,868 Three Months Ended June 30 Six Months Ended Revenue by Product Type 2024 2023 2024 2023 (in thousands) (in thousands) Country Renewable Programs (FIT) Europe $ - $ 2,566 $ 29 $ 2,522 US 93 33 187 50 Total for the period $ 93 $ 2,599 $ 216 $ 2,572 Green Certificates (FIT) Europe $ 2,021 $ 3,046 $ 3,596 $ 4,926 US - - - - Total for the period $ 2,021 $ 3,046 $ 3,596 $ 4,926 Energy Offtake Agreements (PPA) Europe $ 1,733 $ 5,408 $ 2,338 $ 8,707 United States - - - - Total for the period $ 1,733 $ 5,048 $ 2,338 $ 8,707 Three Months Ended June 30, Six Months Ended EBITDA by Segment 2024 2023 2024 2023 (in thousands) (in thousands) Europe $ 993 $ 7,024 $ 3,253 $ 9,139 US (2,052 ) (946 ) (4,878 ) (1,803 ) Total for the period $ (1,059 ) $ 6,078 $ (1,625 ) $ 7,336 Below is a reconciliation of net income to EBITDA and adjusted EBITDA for the periods presented: Three Months Ended Six Months Ended EBITDA Reconciliation to Net Loss 2024 2023 2024 2023 (in thousands) (in thousands) Europe EBITDA $ 993 $ 7,024 $ 3,253 $ 9,139 Depreciation, amortization, and accretion (493 ) (1,634 ) (1,192 ) (3,209 ) Interest expense (3,518 ) (5,996 ) (7,985 ) (10,847 ) Income taxes - - - - Net Loss $ (3,018 ) $ (606 ) $ (5,924 ) $ (4,917 ) US EBITDA $ (2,052 ) $ (946 ) $ (4,878 ) $ (1,803 ) Depreciation, amortization, and accretion (49 ) (52 ) (99 ) (55 ) Interest expense (588 ) (51 ) (1,081 ) (132 ) Income taxes - - - - Fair value movement of FPA Asset - - (483 ) - Fair value movement of convertible debt and warrant (182 ) - (182 ) - Loss on issuance of debt (948 ) - (948 ) - Gain on extinguishment of debt - - 179 - Net Loss $ (3,819 ) $ (1,049 ) $ (7,492 ) $ (1,990 ) Consolidated Net Loss $ (6,837 ) $ (1,655 ) $ (13,416 ) $ (6,907 ) |
Income Tax Provision
Income Tax Provision | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Provision [Abstract] | |
Income Tax Provision | 22. Income Tax Provision The Company’s provision from income taxes for interim periods is determined using its effective tax rate expected to be applied for the full year. The Company’s effective tax rate was 0.0% for the six months ended June 30, 2024 and 0.0% the six months ended June 30, 2023 respectively, as it maintains a full valuation allowance against its net deferred tax assets. The Company assesses the realizability of the deferred tax assets at each reporting date. The Company continues to maintain a full valuation allowance for its net deferred tax assets. If certain substantial changes in the entity’s ownership occur, there may be an annual limitation on the amount of the carryforwards that can be utilized. The Company will continue to assess the need for a valuation allowance on its deferred tax assets. |
Related Party
Related Party | 6 Months Ended |
Jun. 30, 2024 | |
Related Party [Abstract] | |
Related Party | 23. Related Party Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instrument. AEG: Alternus Energy Group Plc (“AEG”) was an eighty percent (80%) shareholder of the Company as of December 22, 2023 and as of December 31, 2023. On October 12, 2022 AEG entered into the Business Combination Agreement with the Company and Clean Earth Acquisition Sponsor LLC (the “Sponsor”) which closed on December 22, 2023 (See FN 1).In conjunction with the Business Combination Agreement, AEG also entered into an Investor Rights Agreement. The Investor Rights Agreement provides for certain governance requirements, registration rights and a lockup agreement under which AEG is restricted from selling its shares in the Company for one year, or until December 22, 2024, other than 1,437,500 shares after March 22, 2024 and an additional 1,437,500 after June 22, 2024, provided the shares are registered under a registration statement on SEC Form S-1. On July 31, 2024 these shares were registered. In January 2024, the Company assumed a $938 thousand (€850 thousand) convertible promissory note from AEG. The note had a 10% interest maturing in March 2025. On January 3, 2024, the noteholder converted all of the principal and accrued interest owed under the note, equal to $1.0 million, into 1,320,000 shares of restricted common stock. Nordic ESG In January of 2024, the Company issued 7,765,000 shares of restricted common stock valued at $1.23 per share to Nordic ESG and Impact Fund SCSp (“Nordic ESG”) as settlement of AEG’s €8m note. This resulted in Nordic ESG becoming a related party and resulted in a decrease of AEG’s ownership of the Company from 80% to 72%. Sponsor: Clean Earth Acquisitions Sponsor LLC (“Sponsor”) was the founder and controlling shareholder of the Company during the year ended December 31, 2023 and up to the Business Combination Closing Date, December 22, 2023, when Sponsor became an 11% shareholder of the Company. The Sponsor entered into the Business Combination Agreement with the Company and AEG, and also entered into the Investor Rights Agreement and the Sponsor Support Agreement, The Sponsor agreed, pursuant to the Sponsor Support Agreement, to vote all of their shares of capital stock (and any securities convertible or exercisable into capital stock) in favor of the approval of the Business Combination and against any other transactions, as well as to waive its redemption rights, agree to not transfer securities of the Company, and waive any anti-dilution or similar protections with respect to founder shares. In order to fund working capital deficiencies or finance transaction costs in connection with a business combination, the Sponsor initially loaned $350,000 to the Company, in accordance with an unsecured promissory note (the “WC Note”) issued on September 26, 2022, under which up to $850,000 may be advanced. On August 8, 2023, the Company issued an additional $650,000 promissory note to the Sponsor to fund the Second WC Note. The Second WC Note is non-interest bearing and payable on the date which the Company consummates its initial Business Combination. Both of these notes were settled on the Business Combination closing date in exchange for 225,000 shares of the Company’s common stock. On December 18, 2023, the Sponsor entered into a non-redemption agreement (the “NRA”) with the Company and the investor named therein (the “Investor”). Pursuant to the terms of the NRA, among other things, the Investor agreed to withdraw redemptions in connection with the Business Combination on any Common Stock, held by the Investor and to purchase additional Common Stock from redeeming stockholders of the Company such that the Investor will be the holder of no fewer than 277,778 shares of Common Stock. On March 19, 2024 we entered into a settlement agreement with the Sponsor and SPAC Sponsor Capital Access (“SCA”) pursuant to which, among other things, we agreed to repay Sponsor’s debt to SCA, related to the CLIN SPAC entity extensions, in the amount of $1.4 million and issue 225,000 shares of restricted common stock valued at $0.47 per share to SCA. D&O: In connection with the Business Combination Closing, the Company entered into indemnification agreements (each, an “Indemnification Agreement”) with its directors and executive officers. Each Indemnification Agreement provides for indemnification and advancements by the Company of certain expenses and costs if the basis of the indemnitee’s involvement in a matter was by reason of the fact that the indemnitee is or was a director, officer, employee, or agent of the Company or any of its subsidiaries or was serving at the Company’s request in an official capacity for another entity, in each case to the fullest extent permitted by the laws of the State of Delaware. On April 25, 2024 Joseph E. Duey, the Company’s Chief Financial Officer, resigned, effective as of April 30, 2024. Mr. Duey advised the Company that his decision to step down from the role of Chief Financial Officer was not based on any disagreement with the Company on any matter relating to its operations, policies or practices. Mr. Duey is pursuing outside interests not in the renewable energy industry. Vincent Browne, the Company’s Chief Executive Officer, is acting as interim Chief Financial Officer. The Company will be seeking a suitable replacement in due course. On May 15, 2024, Mohammed Javade Chaudhri, a Class I director of the Company, resigned from the Company’s Board of Directors (the “Board”) effective immediately. Mr. Chaudhri’s decision to resign from the Board is solely for personal reasons and is not the result of any disagreement with the Company’s operations, policies or procedures, or any disagreements in respect of accounting principles, financial statement disclosure, or any issue impacting on the committees of the Board on which he served. Consulting Agreements: On May 15, 2021 VestCo Corp., a company owned and controlled by our Chairman and CEO, Vincent Browne, entered into a Professional Consulting Agreement with one of our US subsidiaries under which it pays VestCo a monthly fee of $16,000. This agreement has a five year initial term and automatically extends for additional one year terms unless otherwise unilaterally terminated. In July of 2023, John Thomas, one of our directors, entered into a Consulting Services Agreement with one of our US subsidiaries under which it pays Mr. Thomas a monthly fee of $11,000. This agreement has a five year initial term and automatically extends for additional one year terms unless otherwise unilaterally terminated. Six Months Ended Transactions with Directors 2024 2023 (in thousands) Loan from Vestco, a related party to Board member and CEO Vincent Browne $ - $ 210 Total $ - $ 210 Six Months Ended Director’s remuneration 2024 2023 (in thousands) Remuneration in respect of services as directors $ - $ 138 Remuneration in respect to long term incentive schemes - - Total $ - $ 138 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | 24. Subsequent Events Management has evaluated subsequent events that have occurred through August 23, 2024, which is the date the financial statements were available to be issued and has determined that there were no subsequent events that required recognition or disclosure in the financial statements as of and for the period ended June 30, 2024, except as disclosed below. On July 23 2024, AEG and Solis, an indirect wholly owned subsidiary and related party, announced that the Bond Trustee has granted a technical extension of the Maturity Date until 30 August 2024. As was previously disclosed on 26 February 2024, the Bond Trustee, with approval from a majority of the Bondholders, may further extend the Bonds on a month to month basis to 29 November 2024. On July 31, 2024 the Company received two Notices of Effectiveness from the Securities and Exchange Commission (SEC) in relation to the filing of the Company’s two registration statements on SEC Form S-1. On August 7, 2024, the “Company entered into a ‘Heads of Terms’ for Joint Business Venture (the “Agreement”) with Hover Energy LLC and its affiliates (“Hover”) to establish a joint venture (the “Joint Venture”) for the financing, development, management and operation of ‘Microgrid Projects’ utilizing Hover Wind-Powered Microgrid™ technology, as required. On August 22, 2024, in accordance with the terms of the Agreement, five million shares of restricted common stock were issued to Hover. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ (6,837) | $ (1,655) | $ (13,416) | $ (6,907) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Basis of Consolidation | Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The results of subsidiaries acquired or disposed of during the respective periods are included in the consolidated financial statements from the effective date of acquisition or up to the effective date of disposal, as appropriate. The consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the related notes for the year ended December 31, 2023, contained in the Company’s Annual Report on Form 10-K as filed with the Securities and Exchange Commission (“SEC”). |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures to enhance the transparency of income tax disclosures relating to the rate reconciliation, disclosure of income taxes paid, and certain other disclosures. The ASU should be applied prospectively and is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact on the related disclosures; however, it does not expect this update to have an impact on its financial condition or results of operations. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve the disclosures about reportable segments and include more detailed information about a reportable segment’s expenses. This ASU also requires that a public entity with a single reportable segment, provide all of the disclosures required as part of the amendments and all existing disclosures required by Topic 280. The ASU should be applied retrospectively to all prior periods presented in the financial statements and is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact on the financial statements and related disclosures. |
Organization and Formation (Tab
Organization and Formation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Organization and Formation [Abstract] | |
Schedule of Operating Subsidiaries | Alternus Clean Energy Inc. is a holding company that operates through the following forty-two operating subsidiaries as of June 30, 2024: Subsidiary Principal Date Acquired / ALCE Ownership Country of Power Clouds S.r.l. SPV 31 March 2015 Solis Bond Company DAC Romania F.R.A.N. Energy Investment S.r.l. SPV 31 March 2015 Solis Bond Company DAC Romania PC-Italia-01 S.r.l. Sub-Holding SPV 15 May 2015 AEG MH 02 Limited Italy PC-Italia-03 S.r.l. SPV 1 July 2020 AEG MH 02 Limited Italy PC-Italia-04 S.r.l. SPV 15 July 2020 AEG MH 02 Limited Italy Solis Bond Company DAC Holding Company 16 October 2020 AEG JD 03 Limited Ireland ALT US 03, LLC LLC 4 May 2022 ALT US 03 LLC USA Alternus Energy Americas Inc. Holding Company 10 May 2021 Alternus Energy Group Pl USA LJG Green Source Energy Beta S.r.l SPV 29 July 2021 Solis Bond Company DAC Romania Ecosfer Energy S.r.l. SPV 30 July 2021 Solis Bond Company DAC Romania Lucas EST S.r.l. SPV 30 July 2021 Solis Bond Company DAC Romania Risorse Solari I S.r.l. SPV 28 September 2019 AEG MH 02 Limited Italy Risorse Solari III S.r.l. SPV 3 August 2021 AEG MH 02 Limited Italy Alternus Iberia S.L. SPV 4 August 2021 AEG MH 02 Limited Spain AED Italia-01 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy AED Italia-02 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy AED Italia-03 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy AED Italia-04 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy AED Italia-05 S.r.l. SPV 22 October 2021 AEG MH 02 Limited Italy ALT US 01 LLC SPV 6 December 2021 Alternus Energy Americas Inc. USA AEG MH 01 Limited Holding Company 8 March 2022 Alternus Lux 01 S.a.r.l. Ireland AEG MH 02 Limited Holding Company 8 March 2022 AEG JD 03 Limited Ireland ALT US 02 LLC Holding Company 8 March 2022 Alternus Energy Americas Inc. USA AEG JD 01 Limited Holding Company 16 March 2022 AEG MH 03 Limited Ireland Alternus Europe Limited (f/k/a AEG JD 03 Limited) Holding Company 21 March 2022 Alternus Lux 01 S.a.r.l. Ireland Alt Spain 03, S.L.U. SPV 31 May 2022 Alt Spain Holdco S.L. Spain AEG MH 03 Limited Holding Company 10 June 2022 AEG MH 01 Limited Ireland Lightwave Renewables, LLC SPV 29 June 2022 ALT US 02 LLC USA Alt Spain Holdco, S.L.U. Holding Company Acquired 14 July 2022 AEG MH 02 Limited Spain AED Italia-06 S.r.l. SPV 2 August 2022 AEG MH 02 Limited Italy AED Italia-07 S.r.l. SPV 2 August 2022 AEG MH 02 Limited Italy AED Italia-08 S.r.l. SPV 5 August 2022 AEG MH 02 Limited Italy ALT US 04 LLC Holding Company 14 September 2022 Alternus Energy Americas Inc. USA Alternus LUX 01 S.a.r.l. Holding Company 5 October 2022 Alternus Energy Group Plc Luxembourg Alt Spain 04, S.L.U. SPV May 2022 Alt Spain Holdco, S.L.U. Spain Alt Alliance LLC Holding Company September 2023 Alternus Energy Amercias Inc. USA ALT US 05 LLC Holding Company September 2023 Alternus Energy Americas Inc. USA ALT US 06 LLC Holding Company October 2023 Alternus Energy Americas Inc. USA ALT US 07 LLC Holding Company November 2023 Alternus Energy Americas Inc. USA AEG MH 04 Limited Holding Company January 2024 AEG MH 04 Limited Ireland ALT US 08 LLC Holding Company January 2024 Alternus Energy Americas Inc. USA ALT US AM LLC Holding Company March 2024 Alternus Energy Americas Inc. USA |
Business Combination (Tables)
Business Combination (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination [Abstract] | |
Schedule of Common Stock Outstanding Immediately After the Closing of the Business Combination | The following table presents the total Common Stock outstanding immediately after the closing of the Business Combination: Number of Exchange of CLIN common stock subject to possible redemption that was not redeemed for Alternus Clean Energy Inc. common stock 127,142 Exchange of public share rights held by CLIN shareholders for Alternus Clean Energy Inc. common stock 2,300,000 Issuance of Alternus Clean Energy, Inc. common stock to promissory note holders 400,000 Exchange of CLIN Class A common stock held by CLIN Sponsor for Alternus Clean Energy Inc. common stock 8,556,667 Subtotal - Business Combination, net of redemptions 11,383,809 Issuance of shares under the FPA 1,496,234 Shares purchased by the accredited investor under the FPA 1,300,320 Issuance of Alternus Clean Energy Inc. common stock to Alternus Energy Group Plc. on the Closing Date 57,500,000 Issuance of Alternus Clean Energy Inc. common stock to the CLIN Sponsor as a holder of CLIN convertible notes on the Closing Date 225,000 Total – Alternus Clean Energy Inc. common stock outstanding as a result of the Business Combination, FPA, exchange of Acquired Subsidiaries’ shares for shares of Alternus Clean Energy Inc. and issuance of Alternus Clean Energy Inc. common stock the holder of CLIN convertible notes. 71,905,363 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Measurements [Abstract] | |
Schedule of Forward Purchase Agreement | As of March 31, 2024, the Forward Purchase Agreement value was $0 Fair Value Measurement Level 1 Level 2 Level 3 Total Forward Purchase Agreement - - - - Total $ - $ - $ - $ - As of June 30, 2024, the summary of the fair value instruments held by the Company were as follows at June 30, 2024, in thousands: Fair Value Measurement Level 1 Level 2 Level 3 Total Forward Purchase Agreement - - - - Convertible Loan Note - - 2,321 2,321 Warrant Liability - - 809 809 Total $ - $ - $ 3,130 $ 3,130 |
Schedule of Changes of the Forward Purchase Agreement with Significant Unobservable Inputs | The following table presents changes of the forward purchase agreement with significant unobservable inputs (Level 3) as of June 30, 2024, in thousands: Forward Purchase Agreement Balance at January 1, 2023 $ - Recognition of Forward Purchase Agreement Asset 17,125 Change in fair value (16,642 ) Balance at December 31, 2023 483 Change in fair value (483 ) Balance at March 31, 2024 - Change in fair value - Balance at June 30, 2024 $ - The following table presents changes of the forward purchase agreement with significant unobservable inputs (Level 3) as of June 30, 2024, in thousand: Convertible Note Issuance of convertible loan note at April 19, 2024 $ - Fair value of convertible loan note 2,144 Balance at April 19, 2024 2,144 Change in fair value 176 Balance at June 30, 2024 $ 2,321 Principal Balance as of June 30, 2024 $ 2,160 Warrant Liability Issuance of convertible loan note & placement warrants at April 19, 2024 $ - Fair value of warrant liability 803 Balance at April 19, 2024 803 Change in fair value 5 Balance at June 30, 2024 $ 808 |
Schedule of the Forward Purchase Agreement Using a Monte Carlo Simulation Valuation Model | The Company measures forward purchase agreement Forward Purchase Agreement Risk-free rate 4.7 % Underlying stock price $ 0.37 Expected volatility 96.9 % Term 2.73 years Dividend yield 0 % Convertible Loan Note Warrant Liability Risk-free rate 4.3 % 4.3 % Underlying stock price $ 0.37 $ 0.37 Expected volatility 50 % 50 % Term 0.8 years 5.3 years Dividend yield 0 % 0 % |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounts Receivable [Abstract] | |
Schedule of Accounts Receivables and Unbilled Energy Incentives | Accounts receivables and unbilled energy incentives consist of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Accounts receivable $ 1,182 $ 651 Unbilled energy incentives earned 7,399 5,607 Total $ 8,581 $ 6,258 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Prepaid Expenses and Other Current Assets [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid and other current expenses generally consist of amounts paid to vendors for services that have not yet been performed. repaid expenses, and other current assets consist of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Prepaid expenses and other current assets $ 2,043 $ 2,602 Accrued revenue - 6 Other receivable 2,136 736 Total $ 4,179 $ 3,344 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Property and Equipment, Net [Abstract] | |
Schedule of Property and Equipment | The components of property and equipment, net were as follows at June 30, 2024 and December 31, 2023 (in thousands): June 30 December 31 2024 2023 (in thousands) Solar energy facilities $ 55,285 $ 55,318 Land 496 511 Software and computers 23 - Furniture and fixtures 206 210 Asset retirement 163 168 Construction in progress 15,600 12,421 Total property and equipment 71,773 68,628 Less: Accumulated depreciation (8,183 ) (7,326 ) Total $ 63,590 $ 61,302 |
Capitalized Development Cost _2
Capitalized Development Cost and Other Long-Term Assets (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Capitalized Development Cost and Other Long-Term Assets [Abstract] | |
Schedule of Capitalized Cost and Other Long-Term Assets | Capitalized cost and other long-term assets consisted of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Capitalized development cost $ 6,198 $ 6,216 Other receivables 1,000 1,483 Total $ 7,198 $ 7,699 |
Deferred Income (Tables)
Deferred Income (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Deferred Income [Abstarct] | |
Schedule of Deferred Income | Deferred income relates to income related to Green Certificates from Romania that have been received but not sold. Deferred income consists of the following (in thousands): Activity Deferred income – Balance January 1, 2023 $ 4,954 Green certificates received 10,663 Green certificates sold (10,169 ) Foreign exchange gain/(loss) 159 Deferred income – Balance December 31, 2023 $ 5,607 Green certificates received 5,289 Green certificates sold (3,302 ) Foreign exchange gain/(loss) (195 ) Deferred income – Balance June 30, 2024 $ 7,399 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accrued Liabilities [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses relate to various accruals for the Company. Accrued interest represents the interest in debt not paid in the six months ended June 30, 2024 and in the year ended December 31, 2023. Accrued liabilities consist of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Accrued legal $ 7,359 $ 8,684 Accrued interest 9,399 5,516 Accrued financing cost 3,481 3,537 Accrued construction expense 363 2,134 Accrued transaction cost - business combination 261 1,527 Accrued audit fees 150 800 Accrued payroll 309 148 Other accrued expenses 1,267 2,064 Total $ 22,589 $ 24,410 |
Taxes Recoverable and Payable (
Taxes Recoverable and Payable (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Taxes Recoverable and Payable [Abstract] | |
Schedule of Taxes Recoverable and Payable | Taxes recoverable and payable consist of VAT taxes payable and receivable from various European governments through group transactions in these countries. Taxes recoverable consist of the following (in thousands): June 30 December 31 2024 2023 (in thousands) Taxes recoverable $ 696 $ 631 Less: Taxes payable (84 ) (14 ) Total $ 612 $ 617 |
Green Bonds, Convertible and _2
Green Bonds, Convertible and Non-convertible Promissory Notes (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Green Bonds, Convertible and Non-convertible Promissory Notes [Abstract] | |
Schedule of Debt Balances | The following table reflects the total debt balances of the Company as June 30, 2024 and December 31, 2023 (in thousands): As of As of 2024 2023 (in thousands) Senior Secured Green Bonds $ 86,618 $ 166,122 Senior Secured debt and promissory notes secured 33,538 32,312 Total debt 120,156 198,434 Less current maturities (120,156 ) (198,434 ) Long term debt, net of current maturities $ - $ - Current Maturities $ 120,156 $ 198,434 Less unamortized debt discount (614 ) (892 ) Current Maturities net of debt discount $ 119,542 $ 197,542 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Schedule of Key Components of the Company's Operating Leases | The key components of the company’s operating leases were as follows (in thousands): June 30, December 31, 2024 2023 Operating Lease - Operating Cash Flows (Fixed Payments) 115 189 Operating Lease - Operating Cash Flows (Liability Reduction) 87 129 New ROU Assets - Operating Leases - 409 Weighted Average Lease Term - Operating Leases (years) 12.74 13.24 Weighted Average Discount Rate - Operating Leases 7.65 % 7.65 % |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of June 30, 2024 were as follows: (in thousands) Five-year lease schedule: 2024 Jul 1 – Dec 31 $ 118 2025 238 2026 244 2027 250 2028 219 Thereafter 2,009 Total lease payments 3,078 Less imputed interest (1,711 ) Total $ 1,367 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Asset Retirement Obligations [Abstract] | |
Schedule of Asset Retirement Obligations | The Company’s AROs mostly relate to the retirement of solar park land or buildings. The discount rate used to estimate the present value of the expected future cash flows for the six months ended June 30, 2024 and the year ended December 31, 2023 was 7.7%. Activity ARO Liability - Balance January 1, 2023 $ 397 Additional obligations incurred - Disposals (235 ) Accretion expense 24 Foreign exchange gain/(loss) 11 ARO Liability - Balance December 31, 2023 $ 197 Additional obligations incurred - Disposals - Accretion expense 6 Foreign exchange gain/(loss) (6 ) ARO Liability – June 30, 2024 $ 197 |
Development Costs (Tables)
Development Costs (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Development Costs [Abstract] | |
Schedule of Development Costs | Development costs related to abandoned projects for the six months ended June 30, 2024 and 2023 were as follows: Six Months Ended 2024 2023 (in thousands) Miscellaneous development cost $ 7 $ 755 Total $ 7 $ 755 |
Discontinued Operations Sold (T
Discontinued Operations Sold (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations Sold [Abstract] | |
Schedule of Sale of the Netherlands Assets | In accordance with ASC 360, the company removed the disposal group and recognized a loss of $1.3 million upon the sale, of which $0.5 million were costs associated with the sale. As of As of Poland 2024 2023 (in thousands) Assets: Cash & cash equivalents $ 630 $ 630 Other current assets 442 443 Property, plant, and equipment, net 63,107 63,107 Operating leases, non-current - assets 5,923 5,923 Total assets held for sale $ 70,102 $ 70,103 Liabilities: Accounts payable $ 2,933 $ 2,935 Operating leases, current – liabilities 281 281 Other current liabilities 25 1,549 Operating leases, non-current - liabilities 5,798 5,798 Other non-current liabilities 985 985 Total liabilities to be disposed of $ 10,022 $ 11,548 Net assets held for sale $ 60,080 $ 58,555 As of As of Netherlands 2024 2023 (in thousands) Assets: Cash & cash equivalents $ 75 $ 155 Accounts receivable, net - 99 Other current assets 178 58 Property, plant, and equipment, net 7,669 7,845 Operating leases, non-current – assets 1,441 1,469 Other non-current assets 1,192 1,214 Total assets held for sale $ 10,555 $ 10,840 Liabilities: Accounts payable $ 945 $ 925 Operating leases, current – liabilities 55 55 Other current liabilities 95 430 Operating leases, non-current – liabilities 1,273 1,301 Total liabilities to be disposed of $ 2,368 $ 2,711 Net assets held for sale $ 8,187 $ 8,129 |
Schedule of Recognized in Discontinued Operations in the Statement of Profit or Loss | Three Months Ended June 30 Six Months Ended Poland 2024 2023 2024 2023 (in thousands) (in thousands) Revenues $ - $ 3,059 $ 106 $ 4,164 Operating Expenses Cost of revenues - (1,065 ) (101 ) (2,001 ) Depreciation, amortization, and accretion - (652 ) (123 ) (1,261 ) Gain on disposal of asset - - 3,484 - Total operating expenses - (1,717 ) 3,260 (3,262 ) Income/(loss) from discontinued operations - 1,342 3,366 902 Other income/(expense): Interest expense - (1,371 ) (688 ) (2,604 ) Other expense - (85 ) - (85 ) Total other expenses $ - $ (1,456 ) $ (688 ) $ (2,689 ) Income/(Loss) before provision for income taxes $ - $ (114 ) $ 2,678 $ (1,787 ) Net income/(loss) from discontinued operations $ - $ (114 ) $ 2,678 $ (1,787 ) Impact of discontinued operations on EPS Net income/(loss) attributable to common stockholders, basic and diluted $ - $ (114 ) $ 2,678 $ (1,787 ) Net income/(loss) per share attributable to common stockholders, basic and diluted $ - $ (0.00 ) $ 0.04 $ (0.03 ) Weighted-average common stock outstanding, basic - 57,500,000 66,138,049 57,500,000 Weighted-average common stock outstanding, diluted - 57,500,000 66,138,049 57,500,000 Three Months Ended June 30 Six Months Ended Netherlands 2024 2023 2024 2023 (in thousands) (in thousands) Revenues - $ 1,979 $ 16 $ 2,180 Operating Expenses Cost of revenues - (190 ) (115 ) (251 ) Depreciation, amortization, and accretion - (110 ) (57 ) (235 ) Loss on disposal of asset - - (1,334 ) - Total operating expenses - (300 ) (1,506 ) (486 ) Income/(loss) from discontinued operations - 1,679 (1,490 ) 1,694 Other income/(expense): Interest expense - (272 ) (113 ) (521 ) Other expense - (61 ) - (61 ) Total other expenses - $ (333 ) $ (113 ) $ (582 ) Loss before provision for income taxes - $ 1,346 $ (1,603 ) $ 1,112 Net loss from discontinued operations - $ 1,346 $ (1,603 ) $ 1,112 Impact of discontinued operations on EPS Net loss attributable to common stockholders, basic and diluted - $ 1,346 $ (1,603 ) $ 1,112 Net loss per share attributable to common stockholders, basic and diluted - $ 0.02 $ (0.02 ) $ 0.02 Weighted-average common stock outstanding, basic - 57,500,000 66,138,049 57,500,000 Weighted-average common stock outstanding, diluted - 57,500,000 66,138,049 57,500,000 |
Italy Sale Disclosure (Tables)
Italy Sale Disclosure (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Italy Sale Disclosure [Abstract] | |
Schedule of Remaining Balances and Results of the Italian Assets | The remaining balances and results of the Italian assets not disposed are presented below: As of Year Ended Italy 2024 2023 (in thousands) Assets: Cash & cash equivalents $ 31 $ 100 Other current assets 318 338 Other non-current assets – projects in development 3,807 3,819 Total assets $ 4,156 $ 4,257 Liabilities: Accounts payable $ 4 $ 21 Other current liabilities 309 578 Total liabilities $ 313 $ 599 Net assets $ 3,843 $ 3,658 Three Months Ended June 30 Six Months Ended Italy 2024 2023 2024 2023 (in thousands) (in thousands) Revenues $ - $ 1,040 $ - $ 1,695 Operating Expenses Cost of revenues - (217 ) - (479 ) Selling, general, and administrative - (16 ) (7 ) (58 ) Depreciation, amortization, and accretion - (420 ) - (830 ) Total operating expenses - (653 ) (7 ) (1,367 ) Loss from discontinued operations - 387 (7 ) 328 Other income/(expense): Other income - 19 - - Other expense - - - (18 ) Total other expenses $ - $ 19 $ - $ (18 ) Loss before provision for income taxes $ - $ 406 $ (7 ) $ 310 Income taxes - - - - Net loss from discontinued operations $ - $ 406 $ (7 ) $ 310 Impact on EPS Net loss attributable to common stockholders, basic and diluted $ - $ 406 $ (7 ) $ 310 Net loss per share attributable to common stockholders, basic and diluted 0.00 $ 0.01 $ 0.00 $ 0.01 Weighted-average common stock outstanding, basic 66,138,049 57,500,000 66,138,049 57,500,000 Weighted-average common stock outstanding, diluted 66,138,049 57,500,000 66,138,049 57,500,000 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Shareholders’ Equity [Abstract] | |
Schedule of Common Stock were Issued and Outstanding | As of June 30, 2024, warrants to purchase up to 15,087,197 shares of common stock were issued and outstanding. Warrants Weighted Weighted Outstanding - December 31, 2022 11,945,000 $ 11.50 5.98 Issued during the period - - - Expired during the period - - - Outstanding – June 30, 2023 11,945,000 11.50 5.98 Exercisable – June 30, 2023 11,945,000 $ 11.50 5.98 Warrants Weighted Weighted Outstanding - December 31, 2023 12,345,000 $ 11.22 4.93 Issued during the period 2,742,197 0.50 5.07 Expired during the period - - - Outstanding – June 30, 2024 15,087,197 9.27 4.59 Exercisable – June 30, 2024 15,087,197 $ 9.27 4.59 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment and Geographic Information [Abstract] | |
Schedule of Reportable Segments | The following tables present information related to the Company’s reportable segments. Three Months Ended June 30 Six Months Ended Revenue by Segment 2024 2023 2024 2023 (in thousands) (in thousands) Europe $ 3,754 $ 5,982 $ 5,840 $ 9,811 Europe – Discontinued Operations - 5,037 123 6,344 United States 93 33 187 50 Total for the period $ 3,847 $ 11,052 $ 6,150 $ 16,205 Three Months Ended June 30 Six Months Ended Operating Loss by Segment 2024 2023 2024 2023 (in thousands) (in thousands) Europe $ (3,018 ) $ (607 ) $ (5,924 ) $ (4,917 ) United States (3,819 ) (1,048 ) (7,492 ) (1,990 ) Total for the period $ (6,837 ) $ (1,655 ) $ (13,416 ) $ (6,907 ) As of As of Assets by Segment 2024 2023 (in thousands) Europe Fixed Assets $ 41,335 $ 125,600 Other Assets 21,295 36,728 Total for Europe $ 62,630 $ 162,328 United States Fixed Assets $ 6,524 $ 5,119 Other Assets 17,457 17,839 Total for US $ 23,981 $ 22,958 As of As of Liabilities by Segment 2024 2023 (in thousands) Europe Debt $ 100,547 $ 180,294 Other Liabilities 29,873 39,378 Total for Europe $ 130,420 $ 219,672 United States Debt $ 20,125 $ 17,247 Other Liabilities 13,134 11,621 Total for US $ 33,259 $ 28,868 Three Months Ended June 30 Six Months Ended Revenue by Product Type 2024 2023 2024 2023 (in thousands) (in thousands) Country Renewable Programs (FIT) Europe $ - $ 2,566 $ 29 $ 2,522 US 93 33 187 50 Total for the period $ 93 $ 2,599 $ 216 $ 2,572 Green Certificates (FIT) Europe $ 2,021 $ 3,046 $ 3,596 $ 4,926 US - - - - Total for the period $ 2,021 $ 3,046 $ 3,596 $ 4,926 Energy Offtake Agreements (PPA) Europe $ 1,733 $ 5,408 $ 2,338 $ 8,707 United States - - - - Total for the period $ 1,733 $ 5,048 $ 2,338 $ 8,707 Three Months Ended June 30, Six Months Ended EBITDA by Segment 2024 2023 2024 2023 (in thousands) (in thousands) Europe $ 993 $ 7,024 $ 3,253 $ 9,139 US (2,052 ) (946 ) (4,878 ) (1,803 ) Total for the period $ (1,059 ) $ 6,078 $ (1,625 ) $ 7,336 Three Months Ended Six Months Ended EBITDA Reconciliation to Net Loss 2024 2023 2024 2023 (in thousands) (in thousands) Europe EBITDA $ 993 $ 7,024 $ 3,253 $ 9,139 Depreciation, amortization, and accretion (493 ) (1,634 ) (1,192 ) (3,209 ) Interest expense (3,518 ) (5,996 ) (7,985 ) (10,847 ) Income taxes - - - - Net Loss $ (3,018 ) $ (606 ) $ (5,924 ) $ (4,917 ) US EBITDA $ (2,052 ) $ (946 ) $ (4,878 ) $ (1,803 ) Depreciation, amortization, and accretion (49 ) (52 ) (99 ) (55 ) Interest expense (588 ) (51 ) (1,081 ) (132 ) Income taxes - - - - Fair value movement of FPA Asset - - (483 ) - Fair value movement of convertible debt and warrant (182 ) - (182 ) - Loss on issuance of debt (948 ) - (948 ) - Gain on extinguishment of debt - - 179 - Net Loss $ (3,819 ) $ (1,049 ) $ (7,492 ) $ (1,990 ) Consolidated Net Loss $ (6,837 ) $ (1,655 ) $ (13,416 ) $ (6,907 ) |
Related Party (Tables)
Related Party (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Related Party [Abstract] | |
Schedule of Transaction with Directors | This agreement has a five year initial term and automatically extends for additional one year terms unless otherwise unilaterally terminated. Six Months Ended Transactions with Directors 2024 2023 (in thousands) Loan from Vestco, a related party to Board member and CEO Vincent Browne $ - $ 210 Total $ - $ 210 |
Schedule of Director's Renumeration | Six Months Ended Director’s remuneration 2024 2023 (in thousands) Remuneration in respect of services as directors $ - $ 138 Remuneration in respect to long term incentive schemes - - Total $ - $ 138 |
Organization and Formation (Det
Organization and Formation (Details) - Common Stock [Member] - Business Combination [Member] | Oct. 12, 2022 $ / shares shares |
Organization and Formation [Line Items] | |
Shares issued | shares | 57,500,000 |
Share price par value | $ / shares | $ 0.0001 |
Organization and Formation (D_2
Organization and Formation (Details) - Schedule of Operating Subsidiaries | 6 Months Ended |
Jun. 30, 2024 | |
Power Clouds S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 31 March 2015 |
ALCE Ownership | Solis Bond Company DAC |
Country of Operations | Romania |
F.R.A.N. Energy Investment S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 31 March 2015 |
ALCE Ownership | Solis Bond Company DAC |
Country of Operations | Romania |
PC-Italia-01 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Sub-Holding SPV |
Date Acquired / Established | 15 May 2015 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
PC-Italia-03 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 1 July 2020 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
PC-Italia-04 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 15 July 2020 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
Solis Bond Company DAC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 16 October 2020 |
ALCE Ownership | AEG JD 03 Limited |
Country of Operations | Ireland |
ALT US 03, LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | LLC |
Date Acquired / Established | 4 May 2022 |
ALCE Ownership | ALT US 03 LLC |
Country of Operations | USA |
Alternus Energy Americas Inc. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 10 May 2021 |
ALCE Ownership | Alternus Energy Group Pl |
Country of Operations | USA |
LJG Green Source Energy Beta S.r.l [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 29 July 2021 |
ALCE Ownership | Solis Bond Company DAC |
Country of Operations | Romania |
Ecosfer Energy S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 30 July 2021 |
ALCE Ownership | Solis Bond Company DAC |
Country of Operations | Romania |
Lucas EST S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 30 July 2021 |
ALCE Ownership | Solis Bond Company DAC |
Country of Operations | Romania |
Risorse Solari I S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 28 September 2019 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
Risorse Solari III S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 3 August 2021 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
Alternus Iberia S.L. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 4 August 2021 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Spain |
AED Italia-01 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 22 October 2021 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
AED Italia-02 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 22 October 2021 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
AED Italia-03 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 22 October 2021 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
AED Italia-04 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 22 October 2021 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
AED Italia-05 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 22 October 2021 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
ALT US 01 LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 6 December 2021 |
ALCE Ownership | Alternus Energy Americas Inc. |
Country of Operations | USA |
AEG MH 01 Limited [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 8 March 2022 |
ALCE Ownership | Alternus Lux 01 S.a.r.l. |
Country of Operations | Ireland |
AEG MH 02 Limited [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 8 March 2022 |
ALCE Ownership | AEG JD 03 Limited |
Country of Operations | Ireland |
ALT US 02 LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 8 March 2022 |
ALCE Ownership | Alternus Energy Americas Inc. |
Country of Operations | USA |
AEG JD 01 Limited [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 16 March 2022 |
ALCE Ownership | AEG MH 03 Limited |
Country of Operations | Ireland |
Alternus Europe Limited (f/k/a AEG JD 03 Limited) [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 21 March 2022 |
ALCE Ownership | Alternus Lux 01 S.a.r.l. |
Country of Operations | Ireland |
Alt Spain 03, S.L.U. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 31 May 2022 |
ALCE Ownership | Alt Spain Holdco S.L. |
Country of Operations | Spain |
AEG MH 03 Limited [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 10 June 2022 |
ALCE Ownership | AEG MH 01 Limited |
Country of Operations | Ireland |
Lightwave Renewables, LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 29 June 2022 |
ALCE Ownership | ALT US 02 LLC |
Country of Operations | USA |
Alt Spain Holdco, S.L.U. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | Acquired 14 July 2022 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Spain |
AED Italia-06 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 2 August 2022 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
AED Italia-07 S.r.l.[Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 2 August 2022 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
AED Italia-08 S.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | 5 August 2022 |
ALCE Ownership | AEG MH 02 Limited |
Country of Operations | Italy |
ALT US 04 LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 14 September 2022 |
ALCE Ownership | Alternus Energy Americas Inc. |
Country of Operations | USA |
Alternus LUX 01 S.a.r.l. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | 5 October 2022 |
ALCE Ownership | Alternus Energy Group Plc |
Country of Operations | Luxembourg |
Alt Spain 04, S.L.U. [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | SPV |
Date Acquired / Established | May 2022 |
ALCE Ownership | Alt Spain Holdco, S.L.U. |
Country of Operations | Spain |
Alt Alliance LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | September 2023 |
ALCE Ownership | Alternus Energy Amercias Inc. |
Country of Operations | USA |
ALT US 05 LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | September 2023 |
ALCE Ownership | Alternus Energy Americas Inc. |
Country of Operations | USA |
ALT US 06 LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | October 2023 |
ALCE Ownership | Alternus Energy Americas Inc. |
Country of Operations | USA |
ALT US 07 LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | November 2023 |
ALCE Ownership | Alternus Energy Americas Inc. |
Country of Operations | USA |
AEG MH 04 Limited [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | January 2024 |
ALCE Ownership | AEG MH 04 Limited |
Country of Operations | Ireland |
ALT US 08 LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | January 2024 |
ALCE Ownership | Alternus Energy Americas Inc. |
Country of Operations | USA |
ALT US AM LLC [Member] | |
Schedule of Operating Subsidiaries [Line Items] | |
Principal Activity | Holding Company |
Date Acquired / Established | March 2024 |
ALCE Ownership | Alternus Energy Americas Inc. |
Country of Operations | USA |
Going Concern and Management'_2
Going Concern and Management's Plans (Details) | 3 Months Ended | 6 Months Ended | |||||||||||||||||
May 01, 2024 USD ($) | May 01, 2024 EUR (€) | Feb. 14, 2024 USD ($) | Feb. 14, 2024 EUR (€) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2024 EUR (€) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 EUR (€) | May 06, 2024 USD ($) | Mar. 20, 2024 $ / shares | Feb. 21, 2024 USD ($) | Feb. 21, 2024 EUR (€) | Jan. 18, 2024 USD ($) | Jan. 18, 2024 EUR (€) | Dec. 31, 2023 USD ($) | Dec. 28, 2023 USD ($) | Dec. 28, 2023 EUR (€) | |
Going Concern and Management’s Plans [Line Items] | |||||||||||||||||||
Net loss from continuing operations | $ (6,837,000) | $ (2,890,000) | $ (14,507,000) | $ (6,232,000) | |||||||||||||||
Shareholders’ equity/(deficit) | (75,900,000) | (75,900,000) | $ 63,300,000 | ||||||||||||||||
Unrestricted cash | 1,100,000 | $ 1,100,000 | |||||||||||||||||
Owned subsidiary, description | (i) the minimum Liquidity Covenant that requires the higher of €5.5 million or 5% of the outstanding Nominal Amount, (ii) the minimum Equity Ratio covenant of 25%, and (iii) the Leverage Ratio of NIBD/EBITDA to not be higher than 6.5 times for the year ended December 2021, 6.0 times for the year ended December 31, 2022 and 5.5 times for the period ending on the maturity date of the Bond. The Solis Bond carries a 3 month EURIBOR plus 6.5% per annum interest rate, and has quarterly interest payments, with a bullet payment to be paid on the Maturity Date. | (i) the minimum Liquidity Covenant that requires the higher of €5.5 million or 5% of the outstanding Nominal Amount, (ii) the minimum Equity Ratio covenant of 25%, and (iii) the Leverage Ratio of NIBD/EBITDA to not be higher than 6.5 times for the year ended December 2021, 6.0 times for the year ended December 31, 2022 and 5.5 times for the period ending on the maturity date of the Bond. The Solis Bond carries a 3 month EURIBOR plus 6.5% per annum interest rate, and has quarterly interest payments, with a bullet payment to be paid on the Maturity Date. | |||||||||||||||||
Distribution amount (in Euro) | € | € 10,000,000 | ||||||||||||||||||
Divested repayment (in Euro) | € | € 10,000,000 | ||||||||||||||||||
Owned amount | 86,600,000 | $ 86,600,000 | € 80,800,000 | ||||||||||||||||
Debt amount | $ 86,600,000 | $ 86,600,000 | |||||||||||||||||
Exercised options | $ 1,069,985 | € 1,000,000 | $ 68,500,000 | € 59,100,000,000,000 | |||||||||||||||
Total interest | 50% | 50% | |||||||||||||||||
Common stock closing bid price (in Dollars per share) | $ / shares | $ 1 | ||||||||||||||||||
Market value | $ 35,000,000 | ||||||||||||||||||
Solis Bond [Member] | |||||||||||||||||||
Going Concern and Management’s Plans [Line Items] | |||||||||||||||||||
Share capital percentage | 100% | 100% | 100% | 100% | 100% | 100% | |||||||||||||
Share capital amount | $ 7,000,000 | € 6,500,000 | $ 59,100,000 | € 54,400,000 | $ 17,500,000 | € 15,800,000 | |||||||||||||
Market Value of Listed Securities [Member] | |||||||||||||||||||
Going Concern and Management’s Plans [Line Items] | |||||||||||||||||||
Market value | $ 35,000,000 | ||||||||||||||||||
Alternus Energy Group Plc [Member] | |||||||||||||||||||
Going Concern and Management’s Plans [Line Items] | |||||||||||||||||||
Percentage of Interest rate | 6.50% | 6.50% | 6.50% | ||||||||||||||||
Continuing Operations [Member] | |||||||||||||||||||
Going Concern and Management’s Plans [Line Items] | |||||||||||||||||||
Net loss from continuing operations | $ (13,400,000) |
Business Combination (Details)
Business Combination (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Business Combination [Line Items] | ||
Business combination, consideration of right to receive of shares | 23,000,000 | |
Shares issued | 81,826,664 | 71,905,363 |
Forward Purchase Agreement [Member] | ||
Business Combination [Line Items] | ||
Business combination, consideration of share issued | 1,496,234 | |
Proceeds received from business combination (in Dollars) | $ 5.1 | |
Promissory Note [Member] | ||
Business Combination [Line Items] | ||
Number of warrant purchase | 300,000 | |
Exercise price (in Dollars per share) | $ 0.01 | |
Secured Promissory Note Agreement [Member] | ||
Business Combination [Line Items] | ||
Number of warrant purchase | 100,000 | |
Exercise price (in Dollars per share) | $ 11.5 | |
Forward Purchase Agreement [Member] | ||
Business Combination [Line Items] | ||
Business Combination, Consideration Obligation of share purchase | 2,796,554 | |
Business Combination, Consideration maximum limit of share purchase | 2,796,554 | |
Number of share purchased | 1,300,320 | |
Common Stock [Member] | ||
Business Combination [Line Items] | ||
Closing shares | 57,500,000 | |
Shares issued | 225,000 | |
Class A Common Stock [Member] | ||
Business Combination [Line Items] | ||
Business combination, consideration of right to receive of shares | 1 | |
Business combination, consideration exchanged for shares | 2,300,000 | |
Common Stock Subject to Possible Redemption [Member] | ||
Business Combination [Line Items] | ||
Business combination, consideration exchanged for shares | 127,142 | |
Sponsor [Member] | Class A Common Stock [Member] | ||
Business Combination [Line Items] | ||
Business combination, consideration exchanged for shares | 8,556,667 |
Business Combination (Details)
Business Combination (Details) - Schedule of Common Stock Outstanding Immediately After the Closing of the Business Combination | Jun. 30, 2024 shares |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 71,905,363 |
Exchange of CLIN common stock subject to possible redemption that was not redeemed for Alternus Clean Energy Inc. common stock [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 127,142 |
Exchange of public share rights held by CLIN shareholders for Alternus Clean Energy Inc. common stock [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 2,300,000 |
Issuance of Alternus Clean Energy, Inc. common stock to promissory note holders [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 400,000 |
Exchange of CLIN Class A common stock held by CLIN Sponsor for Alternus Clean Energy Inc. common stock [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 8,556,667 |
Subtotal - Business Combination, net of redemptions [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 11,383,809 |
Issuance of shares under the FPA [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 1,496,234 |
Shares purchased by the accredited investor under the FPA [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 1,300,320 |
Issuance of Alternus Clean Energy Inc. common stock to Alternus Energy Group Plc. on the Closing Date [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 57,500,000 |
Issuance of Alternus Clean Energy Inc. common stock to the CLIN Sponsor as a holder of CLIN convertible notes on the Closing Date [Member] | |
Schedule of Common Stock Outstanding After the Closing of the Business Combination [Line Items] | |
Total common stock outstanding | 225,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | 6 Months Ended | |||||
Jun. 30, 2024 | Apr. 19, 2024 | Mar. 31, 2024 | Dec. 10, 2023 | Jun. 30, 2024 | Apr. 30, 2024 | |
Fair Value Measurements [Line Items] | ||||||
Forward purchase agreement | ||||||
Recycled shares | 1,300,320 | |||||
Additional shares | 1,496,234 | |||||
Total number of shares | 2,796,554 | |||||
Prepayment shortfall | $ 500,000 | |||||
Closing price per share | $ 0.527 | |||||
Proceeds from sales | 100% | |||||
Reset price | $ 10 | |||||
Remaining unpaid principal | $ 2,160,000 | |||||
FPA, Meteora [Member] | ||||||
Fair Value Measurements [Line Items] | ||||||
Purchase shares | 2,796,554 | |||||
Convertible Loan Note [Member] | ||||||
Fair Value Measurements [Line Items] | ||||||
Convertible note principal issued | $ 2,160,000 | |||||
Debt discount percent | 8% | |||||
Convertible note description | The Convertible Note matures on April 20, 2025 (unless accelerated due to an event of default or accelerated up to six installments by the Investor), bears interest at a rate of 7% per annum, which shall automatically be increased to 12.0% per annum in the event of default, and ranks senior to the Company’s existing and future unsecured indebtedness. The convertible note is convertible in whole or in part at the option of the investor into shares of Common Stock (the “Conversion Shares”) at the Conversion Price (as defined below) at any time following the date of issuance of the convertible cote. The convertible note is payable monthly on each Installment Date (as defined in the Convertible Note) commencing on the earlier of July 18, 2024 and the effective date of the initial registration statement required to be filed pursuant to the Registration Rights Agreement (as defined below) in an amount equal the sum of (A) the lesser of (x) $216,000 and (y) the outstanding principal amount of the Convertible Note, (B) interest due and payable under the Convertible Note and (C) other amounts specified in the Convertible Note (such sum being the “Installment Amount”); provided, however, if on any Installment Date, no failure to meet the Equity Conditions (as defined in the Convertible Note) exits pursuant to the Convertible Note, the Company may pay all or a portion of the Installment Amount with shares of its common stock. The portion of the Installment Amount paid with common stock shall be based on the Installment Conversion Price. “Installment Conversion Price” means the lower of (i) the Conversion Price (defined below) and (ii) the greater of (x) 92% of the average of the two (2) lowest daily VWAPs (as defined in the Convertible Note) in the ten (10) trading days immediately prior to each conversion date and (y) $0.07. “Equity Conditions Failure” means that on any day during the period commencing twenty (20) trading days prior to the applicable Installment Notice Date or Interest Date (each as defined in the Convertible Note) through the later of the applicable Installment Date or Interest Date and the date on which the applicable shares of Common Stock are actually delivered to the Holder, the Equity Conditions have not been satisfied (or waived in writing by the Holder). | |||||
Convertible Note One [Member] | ||||||
Fair Value Measurements [Line Items] | ||||||
Convertible note description | The Convertible Note is convertible, at the option of the Investor, at any time, into such number of shares of Common Stock of the Company equal to the principal amount of the Convertible Note plus all accrued and unpaid interest at a conversion price equal to $0.480 (the “Conversion Price”). The Conversion Price is subject to full ratchet antidilution protection, subject to a floor conversion price of $0.07 per share (the “Floor Price”), a limitation required by the rules and regulations of the Nasdaq Stock Market LLC (“Nasdaq”), and certain exceptions upon any subsequent transaction at a price lower than the Conversion Price then in effect and standard adjustments in the event of stock dividends, stock splits, combinations or similar events. | |||||
Convertible Note Two [Member] | ||||||
Fair Value Measurements [Line Items] | ||||||
Convertible note description | a warrant to purchase up to 2,411,088 shares of the Company’s common stock at an exercise price of $0.480 per share. Maxim Group LLC (“Maxim”) acted as placement agent for the Convertible Note issuance and also received a warrant to purchase 241,109 shares of common stock with an exercise price of $0.527 per share for their role as placement agent. | |||||
Convertible Note Three [Member] | ||||||
Fair Value Measurements [Line Items] | ||||||
Convertible note description | The Convertible Note may not be converted and shares of Common Stock may not be issued under the Convertible Note if, after giving effect to the conversion or issuance, the Investor together with its affiliates would beneficially own in excess of 4.99% (or, upon election of the Investor, 9.99%) of the outstanding Common Stock. In addition to the beneficial ownership limitations in the Convertible Note, the sum of the number of shares of Common Stock that may be issued under that certain Purchase Agreement (including the Convertible Note and Warrant and Common Stock issued thereunder) is limited to 19.99% of the outstanding Common Stock as of April 19, 2024 (the “Exchange Cap”, which is equal to 16,007,325 shares of Common Stock, subject to adjustment as described in the Purchase Agreement), unless shareholder approval (as defined in the Purchase Agreement) (“Stockholder Approval”) is obtained by the Company to issue more than the Exchange Cap. | |||||
Convertible Note Four [Member] | ||||||
Fair Value Measurements [Line Items] | ||||||
Convertible note description | As the Convertible Note is an outstanding loan (a “recognized financial liability”), and this financial liability would need to be recognized at inception, the Convertible Note meets the criteria for the fair value option under this guidance. The Convertible Notes have a principal value of $2,160,000 and were issued at an 8% discount, thus the Convertible Notes resulted in gross cash proceeds of $2,000,000 prior to any other fees paid to the lender. | |||||
PIPE Subscription Agreement [Member] | ||||||
Fair Value Measurements [Line Items] | ||||||
Purchase shares | 1,300,320 | |||||
Closing price per share | $ 10 | $ 10 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details) - Schedule of Forward Purchase Agreement - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value Measurements (Details) - Schedule of Forward Purchase Agreement [Line Items] | |||
Forward Purchase Agreement | |||
Convertible Loan Note | 2,321 | ||
Warrant Liability | 809 | ||
Total | 3,130 | ||
Level 1 [Member] | |||
Fair Value Measurements (Details) - Schedule of Forward Purchase Agreement [Line Items] | |||
Forward Purchase Agreement | |||
Convertible Loan Note | |||
Warrant Liability | |||
Total | |||
Level 2 [Member] | |||
Fair Value Measurements (Details) - Schedule of Forward Purchase Agreement [Line Items] | |||
Forward Purchase Agreement | |||
Convertible Loan Note | |||
Warrant Liability | |||
Total | |||
Level 3 [Member] | |||
Fair Value Measurements (Details) - Schedule of Forward Purchase Agreement [Line Items] | |||
Forward Purchase Agreement | |||
Convertible Loan Note | 2,321 | ||
Warrant Liability | 809 | ||
Total | $ 3,130 |
Fair Value Measurements (Deta_3
Fair Value Measurements (Details) - Schedule of Changes of the Forward Purchase Agreement with Significant Unobservable Inputs - Level 3 [Member] - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2024 | Apr. 19, 2024 | Jun. 30, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | |
Forward Purchase Agreement [Member] | ||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||
Balance at | $ 483 | |||||
Recognition of Forward Purchase Agreement Asset | 17,125 | |||||
Change in fair value | (483) | (16,642) | ||||
Balance | $ 483 | |||||
Convertible Note [Member] | ||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||
Balance at | $ 2,144 | 2,144 | ||||
Change in fair value | 2,144 | 176 | ||||
Issuance of convertible loan note at April 19, 2024 | ||||||
Balance | 2,321 | 2,321 | 2,321 | |||
Principal Balance as of June 30, 2024 | 2,160 | |||||
Warrant Liability [Member] | ||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||
Balance at | 803 | 803 | ||||
Change in fair value | 803 | 5 | ||||
Issuance of convertible loan note at April 19, 2024 | ||||||
Balance | $ 808 | $ 808 | $ 808 |
Fair Value Measurements (Deta_4
Fair Value Measurements (Details) - Schedule of the Forward Purchase Agreement Using a Monte Carlo Simulation Valuation Model | Jun. 30, 2024 |
Forward Purchase Agreement [Member] | Rik-free rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 4.7 |
Forward Purchase Agreement [Member] | Underlying stock price [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 0.37 |
Forward Purchase Agreement [Member] | Expected volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 96.9 |
Forward Purchase Agreement [Member] | Dividend yield [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 0 |
Convertible Loan Note [Member] | Rik-free rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 4.3 |
Convertible Loan Note [Member] | Underlying stock price [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 0.37 |
Convertible Loan Note [Member] | Expected volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 50 |
Convertible Loan Note [Member] | Dividend yield [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 0 |
Warrant Liability [Member] | Rik-free rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 4.3 |
Warrant Liability [Member] | Underlying stock price [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 0.37 |
Warrant Liability [Member] | Expected volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 50 |
Warrant Liability [Member] | Dividend yield [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Valuation model assumptions | 0 |
Accounts Receivable (Details) -
Accounts Receivable (Details) - Schedule of Accounts Receivables and Unbilled Energy Incentives - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Schedule of Accounts Receivables and Unbilled Energy Incentives [Abstract] | ||
Accounts receivable | $ 1,182 | $ 651 |
Unbilled energy incentives earned | 7,399 | 5,607 |
Total | $ 8,581 | $ 6,258 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - Schedule of Prepaid Expenses and Other Current Assets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Schedule of Prepaid Expenses and Other Current Assets [Abstract] | ||
Prepaid expenses and other current assets | $ 2,043 | $ 2,602 |
Accrued revenue | 6 | |
Other receivable | 2,136 | 736 |
Total | $ 4,179 | $ 3,344 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) $ in Millions | Jun. 30, 2024 USD ($) |
United States [Member] | |
Property and Equipment, Net [Line Items] | |
Construction progress | $ 12.9 |
Europe [Member] | |
Property and Equipment, Net [Line Items] | |
Construction progress | $ 2.7 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Property and Equipment - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Schedule of Property and Equipment [Line Items] | ||
Total property and equipment | $ 71,773 | $ 68,628 |
Less: Accumulated depreciation | (8,183) | (7,326) |
Total | 63,590 | 61,302 |
Solar energy facilities [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Total property and equipment | 55,285 | 55,318 |
Building [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Total property and equipment | 496 | 511 |
Land [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Total property and equipment | 23 | |
Furniture and fixtures [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Total property and equipment | 206 | 210 |
Asset retirement [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Total property and equipment | 163 | 168 |
Construction in progress [Member] | ||
Schedule of Property and Equipment [Line Items] | ||
Total property and equipment | $ 15,600 | $ 12,421 |
Capitalized Development Cost _3
Capitalized Development Cost and Other Long-Term Assets (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Capitalized Development Cost and Other Long-Term Assets [Line Items] | |
Security deposits | $ 1 |
United States [Member] | |
Capitalized Development Cost and Other Long-Term Assets [Line Items] | |
Capitalized development cost | 2.1 |
Europe [Member] | |
Capitalized Development Cost and Other Long-Term Assets [Line Items] | |
Capitalized development cost | $ 4.1 |
Capitalized Development Cost _4
Capitalized Development Cost and Other Long-Term Assets (Details) - Schedule of Capitalized Cost and Other Long-Term Assets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Schedule of Capitalized Cost and Other Long-Term Assets [Abstract] | ||
Capitalized development cost | $ 6,198 | $ 6,216 |
Other receivables | 1,000 | 1,483 |
Total | $ 7,198 | $ 7,699 |
Deferred Income (Details) - Sch
Deferred Income (Details) - Schedule of Deferred Income - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Schedule of Deferred Income [Abstract] | ||
Deferred income balance | $ 5,607 | $ 4,954 |
Green certificates received | 5,289 | 10,663 |
Green certificates sold | (3,302) | (10,169) |
Foreign exchange gain/(loss) | (195) | 159 |
Deferred income balance | $ 7,399 | $ 5,607 |
Accrued Liabilities (Details) -
Accrued Liabilities (Details) - Schedule of Accrued Liabilities - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Schedule of Accrued Liabilities [Abstract] | ||
Accrued legal | $ 7,359 | $ 8,684 |
Accrued interest | 9,399 | 5,516 |
Accrued financing cost | 3,481 | 3,537 |
Accrued construction expense | 363 | 2,134 |
Accrued transaction cost - business combination | 261 | 1,527 |
Accrued audit fees | 150 | 800 |
Accrued payroll | 309 | 148 |
Other accrued expenses | 1,267 | 2,064 |
Total | $ 22,589 | $ 24,410 |
Taxes Recoverable and Payable_2
Taxes Recoverable and Payable (Details) - Schedule of Taxes Recoverable and Payable - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Schedule of Taxes Recoverable and Payable [Abstract] | ||
Taxes recoverable | $ 696 | $ 631 |
Less: Taxes payable | (84) | (14) |
Total | $ 612 | $ 617 |
Green Bonds, Convertible and _3
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||
Jul. 02, 2024 | May 01, 2024 USD ($) | May 01, 2024 EUR (€) | Mar. 21, 2024 USD ($) shares | Feb. 14, 2024 USD ($) | Feb. 14, 2024 EUR (€) | Jan. 03, 2024 USD ($) shares | Oct. 31, 2023 USD ($) | Aug. 08, 2023 USD ($) | Feb. 28, 2023 USD ($) | Dec. 21, 2022 EUR (€) | Jun. 30, 2022 USD ($) | Apr. 30, 2024 USD ($) $ / shares shares | Jan. 24, 2024 | Jul. 31, 2023 USD ($) | May 31, 2022 USD ($) | Nov. 30, 2021 USD ($) | Nov. 30, 2021 EUR (€) | Jan. 31, 2021 USD ($) | Jan. 31, 2021 EUR (€) | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2024 EUR (€) | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2024 EUR (€) | Jun. 30, 2023 USD ($) | Jun. 30, 2023 EUR (€) | Dec. 31, 2023 USD ($) $ / shares shares | Jun. 30, 2024 EUR (€) shares | May 08, 2024 shares | Apr. 19, 2024 shares | Feb. 21, 2024 USD ($) | Feb. 21, 2024 EUR (€) | Feb. 20, 2024 shares | Feb. 05, 2024 | Jan. 31, 2024 USD ($) | Jan. 31, 2024 EUR (€) | Jan. 23, 2024 shares | Jan. 18, 2024 USD ($) | Jan. 18, 2024 EUR (€) | Dec. 28, 2023 USD ($) | Dec. 28, 2023 EUR (€) | Jul. 31, 2023 EUR (€) | May 31, 2023 | Jan. 31, 2021 EUR (€) | |
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Amortization of debt discounts | $ 1,300,000 | $ 4,900,000 | ||||||||||||||||||||||||||||||||||||||||||
Effective interest rate | 12% | |||||||||||||||||||||||||||||||||||||||||||
Repayment of other debt | $ 3,300,000 | |||||||||||||||||||||||||||||||||||||||||||
Margin rate | 0.50% | |||||||||||||||||||||||||||||||||||||||||||
Increased principal amount | $ 2,800,000 | € 2,600,000 | ||||||||||||||||||||||||||||||||||||||||||
Warrants term | 5 years | |||||||||||||||||||||||||||||||||||||||||||
Shares issued (in Shares) | shares | 100,000 | 100,000 | 81,301 | |||||||||||||||||||||||||||||||||||||||||
Closing price (in Dollars per share) | $ / shares | $ 5 | |||||||||||||||||||||||||||||||||||||||||||
Convertible promissory note | $ 216,000 | |||||||||||||||||||||||||||||||||||||||||||
Principal amount | $ 86,600,000 | 86,600,000 | ||||||||||||||||||||||||||||||||||||||||||
Warrant to purchase shares (in Shares) | shares | 241,109 | |||||||||||||||||||||||||||||||||||||||||||
Exercise price per share (in Dollars per share) | $ / shares | $ 0.527 | |||||||||||||||||||||||||||||||||||||||||||
Agency fee | $ 140,000 | |||||||||||||||||||||||||||||||||||||||||||
Pocket fees | 50,000 | |||||||||||||||||||||||||||||||||||||||||||
Gross proceeds | $ 2,000,000 | |||||||||||||||||||||||||||||||||||||||||||
Conversion price description | the Conversion Price (defined below) and (ii) the greater of (x) 92% of the average of the two (2) lowest daily VWAPs (as defined in the Convertible Note) in the ten (10) trading days immediately prior to each conversion date and (y) $0.07. “Equity Conditions Failure” means that on any day during the period commencing twenty (20) trading days prior to the applicable Installment Notice Date or Interest Date (each as defined in the Convertible Note) through the later of the applicable Installment Date or Interest Date and the date on which the applicable shares of Common Stock are actually delivered to the Holder, the Equity Conditions have not been satisfied (or waived in writing by the Holder). The Convertible Note is convertible, at the option of the Investor, at any time, into such number of shares of Common Stock of the Company equal to the principal amount of the Convertible Note plus all accrued and unpaid interest at a conversion price equal to $0.48 (the “Conversion Price”). The Conversion Price is subject to full ratchet antidilution protection, subject to a floor conversion price of $0.07 per share. The Convertible Note may not be converted and shares of Common Stock may not be issued under the Convertible Note if, after giving effect to the conversion or issuance, the Investor together with its affiliates would beneficially own in excess of 4.99% (or, upon election of the Investor, 9.99%) of the outstanding Common Stock. In addition to the beneficial ownership limitations in the Convertible Note, the sum of the number of shares of Common Stock that may be issued under that certain Purchase Agreement (including the Convertible Note and Warrant and Common Stock issued thereunder) is limited to 19.99% of the outstanding Common Stock as of April 19, 2024 (the “Exchange Cap”, which is equal to 16,007,325 shares of Common Stock, subject to adjustment as described in the Purchase Agreement), unless shareholder approval (as defined in the Purchase Agreement) (“Stockholder Approval”) is obtained by the Company to issue more than the Exchange Cap. | the Conversion Price (defined below) and (ii) the greater of (x) 92% of the average of the two (2) lowest daily VWAPs (as defined in the Convertible Note) in the ten (10) trading days immediately prior to each conversion date and (y) $0.07. “Equity Conditions Failure” means that on any day during the period commencing twenty (20) trading days prior to the applicable Installment Notice Date or Interest Date (each as defined in the Convertible Note) through the later of the applicable Installment Date or Interest Date and the date on which the applicable shares of Common Stock are actually delivered to the Holder, the Equity Conditions have not been satisfied (or waived in writing by the Holder). The Convertible Note is convertible, at the option of the Investor, at any time, into such number of shares of Common Stock of the Company equal to the principal amount of the Convertible Note plus all accrued and unpaid interest at a conversion price equal to $0.48 (the “Conversion Price”). The Conversion Price is subject to full ratchet antidilution protection, subject to a floor conversion price of $0.07 per share. The Convertible Note may not be converted and shares of Common Stock may not be issued under the Convertible Note if, after giving effect to the conversion or issuance, the Investor together with its affiliates would beneficially own in excess of 4.99% (or, upon election of the Investor, 9.99%) of the outstanding Common Stock. In addition to the beneficial ownership limitations in the Convertible Note, the sum of the number of shares of Common Stock that may be issued under that certain Purchase Agreement (including the Convertible Note and Warrant and Common Stock issued thereunder) is limited to 19.99% of the outstanding Common Stock as of April 19, 2024 (the “Exchange Cap”, which is equal to 16,007,325 shares of Common Stock, subject to adjustment as described in the Purchase Agreement), unless shareholder approval (as defined in the Purchase Agreement) (“Stockholder Approval”) is obtained by the Company to issue more than the Exchange Cap. | ||||||||||||||||||||||||||||||||||||||||||
Loss on debt issuance | 900,000 | |||||||||||||||||||||||||||||||||||||||||||
Outstanding principal | $ 2,160,000 | 2,160,000 | ||||||||||||||||||||||||||||||||||||||||||
Fair value | 2,320,000 | $ 2,320,000 | ||||||||||||||||||||||||||||||||||||||||||
Owned subsidiary, description | (i) the minimum Liquidity Covenant that requires the higher of €5.5 million or 5% of the outstanding Nominal Amount, (ii) the minimum Equity Ratio covenant of 25%, and (iii) the Leverage Ratio of NIBD/EBITDA to not be higher than 6.5 times for the year ended December 2021, 6.0 times for the year ended December 31, 2022 and 5.5 times for the period ending on the maturity date of the Bond. The Solis Bond carries a 3 month EURIBOR plus 6.5% per annum interest rate, and has quarterly interest payments, with a bullet payment to be paid on the Maturity Date. | (i) the minimum Liquidity Covenant that requires the higher of €5.5 million or 5% of the outstanding Nominal Amount, (ii) the minimum Equity Ratio covenant of 25%, and (iii) the Leverage Ratio of NIBD/EBITDA to not be higher than 6.5 times for the year ended December 2021, 6.0 times for the year ended December 31, 2022 and 5.5 times for the period ending on the maturity date of the Bond. The Solis Bond carries a 3 month EURIBOR plus 6.5% per annum interest rate, and has quarterly interest payments, with a bullet payment to be paid on the Maturity Date. | ||||||||||||||||||||||||||||||||||||||||||
Distribution amount (in Euro) | € | € 10,000,000 | |||||||||||||||||||||||||||||||||||||||||||
Proceed to transfer ownership | $ 17,500,000 | € 15,800,000 | ||||||||||||||||||||||||||||||||||||||||||
Share capital percentage | 100% | 100% | ||||||||||||||||||||||||||||||||||||||||||
Outstanding amount | $ 1,069,985 | € 1,000,000 | $ 68,500,000 | € 59,100,000,000,000 | ||||||||||||||||||||||||||||||||||||||||
Interest due percentage | 50% | 50% | ||||||||||||||||||||||||||||||||||||||||||
Revolving debt financing (in Euro) | € | € 500,000,000 | |||||||||||||||||||||||||||||||||||||||||||
Finance reduces cost rate | 33.33% | |||||||||||||||||||||||||||||||||||||||||||
Commitment fees (in Euro) | € | € 1,800,000 | |||||||||||||||||||||||||||||||||||||||||||
Warrant [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Warrants to purchase (in Shares) | shares | 12,345,000 | 15,087,197 | ||||||||||||||||||||||||||||||||||||||||||
Promissory Note [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Debt issuance cost | 600,000 | $ 600,000 | ||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 2.50% | 2.50% | 0% | |||||||||||||||||||||||||||||||||||||||||
Maturity date | May 31, 2024 | Jun. 29, 2023 | ||||||||||||||||||||||||||||||||||||||||||
Senior secured debt, principal outstanding | $ 5,400,000 | $ 5,400,000 | $ 4,300,000 | |||||||||||||||||||||||||||||||||||||||||
Loan amount | $ 920,000 | $ 5,900,000 | ||||||||||||||||||||||||||||||||||||||||||
Exercisable price per share (in Dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||||||||||||||||||||||||||||||||
Repayment amount | 1,600,000 | |||||||||||||||||||||||||||||||||||||||||||
Additional paid in capital | 500,000 | |||||||||||||||||||||||||||||||||||||||||||
Principal issued | $ 650,000 | |||||||||||||||||||||||||||||||||||||||||||
Senior Secured Debt [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 16% | 18% | ||||||||||||||||||||||||||||||||||||||||||
Recognized interest | $ 1,600,000 | |||||||||||||||||||||||||||||||||||||||||||
Solis Bond [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Senior secured debt, principal outstanding | $ 10,700,000 | 10,700,000 | 11,000,000 | |||||||||||||||||||||||||||||||||||||||||
Distribution amount (in Euro) | € | € 10,000,000 | |||||||||||||||||||||||||||||||||||||||||||
Interest payment | $ 1,069,985 | € 1,000,000 | ||||||||||||||||||||||||||||||||||||||||||
32 MWp Solar PV Project [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 24% | 24% | ||||||||||||||||||||||||||||||||||||||||||
Maturity date | Feb. 29, 2024 | |||||||||||||||||||||||||||||||||||||||||||
Senior secured debt, principal outstanding | $ 7,000,000 | $ 7,000,000 | 7,000,000 | |||||||||||||||||||||||||||||||||||||||||
Loan amount | $ 2,400,000 | |||||||||||||||||||||||||||||||||||||||||||
Percentage of power purchase agreements | 100% | |||||||||||||||||||||||||||||||||||||||||||
Working Capital Loan [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 0% | 10% | 10% | 10% | ||||||||||||||||||||||||||||||||||||||||
Maturity date | Mar. 31, 2024 | |||||||||||||||||||||||||||||||||||||||||||
Senior secured debt, principal outstanding | $ 1,800,000 | $ 1,800,000 | $ 3,200,000 | |||||||||||||||||||||||||||||||||||||||||
Loan amount | $ 3,200,000 | |||||||||||||||||||||||||||||||||||||||||||
Increased principal amount | $ 3,600,000 | |||||||||||||||||||||||||||||||||||||||||||
Working Capital Loan [Member] | Warrant [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Warrants to purchase (in Shares) | shares | 90,000 | 90,000 | 90,000 | |||||||||||||||||||||||||||||||||||||||||
Exercisable price per share (in Dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||||||||||||||||||||||||||||||||
Warrants term | 5 years | 5 years | 5 years | |||||||||||||||||||||||||||||||||||||||||
Fair value of warrants | $ 86,000 | $ 86,000 | ||||||||||||||||||||||||||||||||||||||||||
14 MWp Solar PV Project [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 24% | |||||||||||||||||||||||||||||||||||||||||||
Maturity date | May 28, 2024 | |||||||||||||||||||||||||||||||||||||||||||
Senior secured debt, principal outstanding | 1,100,000 | 1,100,000 | $ 1,100,000 | |||||||||||||||||||||||||||||||||||||||||
Loan amount | $ 1,100,000 | |||||||||||||||||||||||||||||||||||||||||||
Percentage of power purchase agreements | 100% | |||||||||||||||||||||||||||||||||||||||||||
Convertible Promissory Note [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 10% | 10% | ||||||||||||||||||||||||||||||||||||||||||
Convertible promissory note | $ 938,000 | € 850,000 | ||||||||||||||||||||||||||||||||||||||||||
Conversion of debt | $ 1,000,000 | |||||||||||||||||||||||||||||||||||||||||||
Convertible Promissory Notes [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Effective interest rate | 7% | |||||||||||||||||||||||||||||||||||||||||||
Principal amount | $ 2,160,000 | |||||||||||||||||||||||||||||||||||||||||||
Original issue discount percentage | 8% | |||||||||||||||||||||||||||||||||||||||||||
Warrant to purchase shares (in Shares) | shares | 2,411,088 | |||||||||||||||||||||||||||||||||||||||||||
Exercise price per share (in Dollars per share) | $ / shares | $ 0.48 | |||||||||||||||||||||||||||||||||||||||||||
Loss on movement in fair value | 200,000 | |||||||||||||||||||||||||||||||||||||||||||
Other Secured Debt [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Debt issuance cost | 11,800,000 | $ 11,800,000 | ||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 6.50% | 97% | 97% | 6.50% | ||||||||||||||||||||||||||||||||||||||||
Loan amount | $ 242,000,000 | € 200,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Effective interest rate | 9.50% | 9.50% | ||||||||||||||||||||||||||||||||||||||||||
Repayment of other debt | 40,000,000 | € 33,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Funding acquisitions | 87,200,000 | 72,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Principal issued | $ 24,000,000 | € 20,000,000 | $ 125,000,000 | € 110,000,000 | $ 11,100,000 | € 10,000,000 | ||||||||||||||||||||||||||||||||||||||
Percentage of par value | 102% | 102% | ||||||||||||||||||||||||||||||||||||||||||
Owned subsidiary, description | (i) the minimum Liquidity Covenant that requires the higher of €5.5 million or 5% of the outstanding Nominal Amount, (ii) the minimum Equity Ratio covenant of 25%, and (iii) the Leverage Ratio of NIBD/EBITDA to not be higher than 6.5 times for the year ended December 2021, 6.0 times for the year ended December 31, 2022 and 5.5 times for the period ending on the maturity date of the Bond. The Solis Bond carries a 3 months EURIBOR plus 6.5% per annum interest rate, and has quarterly interest payments, with a bullet payment to be paid on the Maturity Date. | (i) the minimum Liquidity Covenant that requires the higher of €5.5 million or 5% of the outstanding Nominal Amount, (ii) the minimum Equity Ratio covenant of 25%, and (iii) the Leverage Ratio of NIBD/EBITDA to not be higher than 6.5 times for the year ended December 2021, 6.0 times for the year ended December 31, 2022 and 5.5 times for the period ending on the maturity date of the Bond. The Solis Bond carries a 3 months EURIBOR plus 6.5% per annum interest rate, and has quarterly interest payments, with a bullet payment to be paid on the Maturity Date. | ||||||||||||||||||||||||||||||||||||||||||
Private Lenders [Member] | Senior Secured Debt [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Maximum borrowing amount | $ 10,800,000 | |||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 8% | |||||||||||||||||||||||||||||||||||||||||||
Maturity date | May 31, 2023 | |||||||||||||||||||||||||||||||||||||||||||
Restricted Common Stock [Member] | Convertible Promissory Note [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Debt converted into shares (in Shares) | shares | 1,320,000 | |||||||||||||||||||||||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Shares issued (in Shares) | shares | 225,000 | |||||||||||||||||||||||||||||||||||||||||||
Sponsor [Member] | Promissory Note [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Senior secured debt, principal outstanding | $ 1,400,000 | $ 1,400,000 | $ 1,600,000 | |||||||||||||||||||||||||||||||||||||||||
Sponsor [Member] | Solis Bond [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Stated interest rate | 25% | |||||||||||||||||||||||||||||||||||||||||||
Shares issued (in Shares) | shares | 225,000 | |||||||||||||||||||||||||||||||||||||||||||
Repayment amount | $ 1,200,000 | |||||||||||||||||||||||||||||||||||||||||||
Closing price (in Dollars per share) | $ / shares | $ 0.47 | $ 0.47 | ||||||||||||||||||||||||||||||||||||||||||
Bondholders [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Proceed to transfer ownership | $ 86,600,000 | $ 86,600,000 | € 80,800,000 | |||||||||||||||||||||||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Maturity date | Nov. 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||
Effective interest rate | 11% | |||||||||||||||||||||||||||||||||||||||||||
Other Debt Obligations [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Repayment terms | 3-year | 3-year | ||||||||||||||||||||||||||||||||||||||||||
Percentage of par value | 5.50% | 5.50% | ||||||||||||||||||||||||||||||||||||||||||
Bond [Member] | Other Secured Debt [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Outstanding balance | 87,300,000 | $ 87,300,000 | 166,100,000 | |||||||||||||||||||||||||||||||||||||||||
Alternus Energy Americas [Member] | Promissory Note [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Senior secured debt, principal outstanding | 717,000 | 717,000 | 717,000 | |||||||||||||||||||||||||||||||||||||||||
Alt Spain Holdco [Member] | 32 MWp Solar PV Project [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Maturity date | Jul. 28, 2024 | |||||||||||||||||||||||||||||||||||||||||||
Senior secured debt, principal outstanding | $ 3,200,000 | $ 3,200,000 | 3,200,000 | |||||||||||||||||||||||||||||||||||||||||
Initial payment | $ 1,900,000 | |||||||||||||||||||||||||||||||||||||||||||
Repayment of other debt | € | € 3,000,000 | |||||||||||||||||||||||||||||||||||||||||||
Margin rate | 2% | |||||||||||||||||||||||||||||||||||||||||||
Polish Subsidiaries [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Proceed to transfer ownership | $ 59,100,000 | € 54,400,000 | ||||||||||||||||||||||||||||||||||||||||||
Share capital percentage | 100% | 100% | ||||||||||||||||||||||||||||||||||||||||||
Netherlands Subsidiary [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Proceed to transfer ownership | $ 7,000,000 | € 6,500,000 | ||||||||||||||||||||||||||||||||||||||||||
Share capital percentage | 100% | 100% | ||||||||||||||||||||||||||||||||||||||||||
Sponsor [Member] | ||||||||||||||||||||||||||||||||||||||||||||
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||
Promissory note | $ 1,100,000 |
Green Bonds, Convertible and _4
Green Bonds, Convertible and Non-convertible Promissory Notes (Details) - Schedule of Debt Balances - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Schedule of Debt Balances [Abstract] | ||
Total debt | $ 120,156 | $ 198,434 |
Less current maturities | (120,156) | (198,434) |
Long term debt, net of current maturities | ||
Current Maturities | 120,156 | 198,434 |
Less unamortized debt discount | (614) | (892) |
Current Maturities net of debt discount | 119,542 | 197,542 |
Senior Secured Green Bonds [Member] | ||
Schedule of Debt Balances [Abstract] | ||
Total debt | 86,618 | 166,122 |
Senior Secured debt and promissory notes secured [Member] | ||
Schedule of Debt Balances [Abstract] | ||
Total debt | $ 33,538 | $ 32,312 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 1 Months Ended | |
Oct. 31, 2023 | Jun. 30, 2024 | |
Leases [Line Items] | ||
Lease cost (in Dollars) | $ 32 | |
Spain [Member] | ||
Leases [Line Items] | ||
Lease term | 35 years | |
Minimum [Member] | ||
Leases [Line Items] | ||
Remaining lease terms | 4 years | |
Maximum [Member] | ||
Leases [Line Items] | ||
Remaining lease terms | 28 years |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Key Components of the Company's Operating Leases - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Schedule of Key Components of the Company's Operating Leases [Abstract] | ||
Operating Lease - Operating Cash Flows (Fixed Payments) | $ 115 | $ 189 |
Operating Lease - Operating Cash Flows (Liability Reduction) | 87 | 129 |
New ROU Assets - Operating Leases | $ 409 | |
Weighted Average Lease Term - Operating Leases (years) | 12 years 8 months 26 days | 13 years 2 months 26 days |
Weighted Average Discount Rate - Operating Leases | 7.65% | 7.65% |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of Maturities of Lease Liabilities $ in Thousands | Jun. 30, 2024 USD ($) |
Five-year lease schedule: | |
2024 Jul 1 – Dec 31 | $ 118 |
2025 | 238 |
2026 | 244 |
2027 | 250 |
2028 | 219 |
Thereafter | 2,009 |
Total lease payments | 3,078 |
Less imputed interest | (1,711) |
Total | $ 1,367 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Apr. 30, 2024 USD ($) | May 04, 2023 USD ($) | May 04, 2023 PLN (zł) | May 01, 2024 |
Commitments and Contingencies [Line Items] | ||||
Litigation claim settlement | $ 5.8 | zł 24,980,589 | ||
Loss contingency | $ 6.8 | |||
Percentage of membership interest | 50% | |||
Purchase price | $ 60.2 | |||
Net working capital | $ 15 | |||
Taiyo Holding LLC [Member] | ||||
Commitments and Contingencies [Line Items] | ||||
Percentage of membership interest | 100% |
Asset Retirement Obligations (D
Asset Retirement Obligations (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Asset Retirement Obligations [Line Items] | ||
Discount rate percentage | 7.70% | 7.70% |
Asset Retirement Obligations _2
Asset Retirement Obligations (Details) - Schedule of Asset Retirement Obligations - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Schedule of Asset Retirement Obligations [Abstract] | ||
ARO Liability - Beginning Balance | $ 197 | $ 397 |
Additional obligations incurred | ||
Disposals | (235) | |
Accretion expense | 6 | 24 |
Foreign exchange gain/(loss) | (6) | 11 |
ARO Liability - Ending Balance | $ 197 | $ 197 |
Development Costs (Details) - S
Development Costs (Details) - Schedule of Development Costs - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Schedule of Development Costs [Abstract] | ||
Miscellaneous development cost | $ 7 | $ 755 |
Total | $ 7 | $ 755 |
Discontinued Operations Sold (D
Discontinued Operations Sold (Details) - USD ($) $ in Millions | 1 Months Ended | |
Feb. 21, 2024 | Jan. 19, 2024 | |
Discontinued Operations Sold [Abstract] | ||
Cash consideration | $ 7.1 | $ 59.4 |
Recognized gain | 1.3 | 3.5 |
Cost amont | $ 0.5 | $ 0.8 |
Discontinued Operations Sold _2
Discontinued Operations Sold (Details) - Schedule of Sale of the Netherlands Assets - USD ($) $ in Thousands | Feb. 21, 2024 | Jan. 19, 2024 | Dec. 31, 2023 |
Poland [Member] | |||
Assets: | |||
Cash & cash equivalents | $ 630 | $ 630 | |
Other current assets | 442 | 443 | |
Property, plant, and equipment, net | 63,107 | 63,107 | |
Operating leases, non-current – assets | 5,923 | 5,923 | |
Total assets held for sale | 70,102 | 70,103 | |
Liabilities: | |||
Accounts payable | 2,933 | 2,935 | |
Operating leases, current – liabilities | 281 | 281 | |
Other current liabilities | 25 | 1,549 | |
Operating leases, non-current – liabilities | 5,798 | 5,798 | |
Other non-current liabilities | 985 | 985 | |
Total liabilities to be disposed of | 10,022 | 11,548 | |
Net assets held for sale | $ 60,080 | 58,555 | |
Netherlands [Member] | |||
Assets: | |||
Cash & cash equivalents | $ 75 | 155 | |
Accounts receivable, net | 99 | ||
Other current assets | 178 | 58 | |
Property, plant, and equipment, net | 7,669 | 7,845 | |
Operating leases, non-current – assets | 1,441 | 1,469 | |
Other non-current assets | 1,192 | 1,214 | |
Total assets held for sale | 10,555 | 10,840 | |
Liabilities: | |||
Accounts payable | 945 | 925 | |
Operating leases, current – liabilities | 55 | 55 | |
Other current liabilities | 95 | 430 | |
Operating leases, non-current – liabilities | 1,273 | 1,301 | |
Total liabilities to be disposed of | 2,368 | 2,711 | |
Net assets held for sale | $ 8,187 | $ 8,129 |
Discontinued Operations Sold _3
Discontinued Operations Sold (Details) - Schedule of Recognized in Discontinued Operations in the Statement of Profit or Loss - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Operating Expenses | ||||
Gain (Loss) on disposal of asset | $ (1,336) | |||
Other income/(expense): | ||||
Other expense | $ (85) | $ (85) | ||
Impact of discontinued operations on EPS | ||||
Weighted-average common stock outstanding, basic (in Shares) | 66,138,049 | 57,500,000 | 66,138,049 | 57,500,000 |
Weighted-average common stock outstanding, diluted (in Shares) | 66,138,049 | 57,500,000 | 66,138,049 | 57,500,000 |
Poland [Member] | ||||
Schedule of Recognized in Discontinued Operations in the Statement of Profit or Loss [Line Items] | ||||
Revenues | $ 3,059 | $ 106 | $ 4,164 | |
Operating Expenses | ||||
Cost of revenues | (1,065) | (101) | (2,001) | |
Depreciation, amortization, and accretion | (652) | (123) | (1,261) | |
Gain (Loss) on disposal of asset | 3,484 | |||
Total operating expenses | (1,717) | 3,260 | (3,262) | |
Income/(loss) from discontinued operations | 1,342 | 3,366 | 902 | |
Other income/(expense): | ||||
Interest expense | (1,371) | (688) | (2,604) | |
Total other expenses | (1,456) | (688) | (2,689) | |
Income/(Loss) before provision for income taxes | (114) | 2,678 | (1,787) | |
Net income/(loss) from discontinued operations | (114) | 2,678 | (1,787) | |
Impact of discontinued operations on EPS | ||||
Net income/(loss) attributable to common stockholders, basic | $ (114) | $ 2,678 | $ (1,787) | |
Net income/(loss) per share attributable to common stockholders, basic (in Dollars per share) | $ 0 | $ 0.04 | $ (0.03) | |
Weighted-average common stock outstanding, basic (in Shares) | 57,500,000 | 66,138,049 | 57,500,000 | |
Weighted-average common stock outstanding, diluted (in Shares) | 57,500,000 | 66,138,049 | 57,500,000 | |
Netherlands [Member] | ||||
Schedule of Recognized in Discontinued Operations in the Statement of Profit or Loss [Line Items] | ||||
Revenues | $ 1,979 | $ 16 | $ 2,180 | |
Operating Expenses | ||||
Cost of revenues | (190) | (115) | (251) | |
Depreciation, amortization, and accretion | (110) | (57) | (235) | |
Gain (Loss) on disposal of asset | (1,334) | |||
Total operating expenses | (300) | (1,506) | (486) | |
Income/(loss) from discontinued operations | 1,679 | (1,490) | 1,694 | |
Other income/(expense): | ||||
Interest expense | (272) | (113) | (521) | |
Other expense | (61) | (61) | ||
Total other expenses | (333) | (113) | (582) | |
Income/(Loss) before provision for income taxes | 1,346 | (1,603) | 1,112 | |
Net income/(loss) from discontinued operations | 1,346 | (1,603) | 1,112 | |
Impact of discontinued operations on EPS | ||||
Net income/(loss) attributable to common stockholders, basic | $ 1,346 | $ (1,603) | $ 1,112 | |
Net income/(loss) per share attributable to common stockholders, basic (in Dollars per share) | $ 0.02 | $ (0.02) | $ 0.02 | |
Weighted-average common stock outstanding, basic (in Shares) | 57,500,000 | 66,138,049 | 57,500,000 | |
Weighted-average common stock outstanding, diluted (in Shares) | 57,500,000 | 66,138,049 | 57,500,000 |
Discontinued Operations Sold _4
Discontinued Operations Sold (Details) - Schedule of Recognized in Discontinued Operations in the Statement of Profit or Loss (Parentheticals) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Poland [Member] | ||||
Schedule of Recognized in Discontinued Operations in the Statement of Profit or Loss [Line Items] | ||||
Net income/(loss) attributable to common stockholders, diluted | $ (114) | $ 2,678 | $ (1,787) | |
Net income/(loss) per share attributable to common stockholders, diluted | $ 0 | $ 0.04 | $ (0.03) | |
Netherlands [Member] | ||||
Schedule of Recognized in Discontinued Operations in the Statement of Profit or Loss [Line Items] | ||||
Net income/(loss) attributable to common stockholders, diluted | $ 1,346 | $ (1,603) | $ 1,112 | |
Net income/(loss) per share attributable to common stockholders, diluted | $ 0.02 | $ (0.02) | $ 0.02 |
Italy Sale Disclosure (Details)
Italy Sale Disclosure (Details) $ in Millions | Dec. 28, 2023 USD ($) |
Italy Sale Disclosure [Line Items] | |
Cash consideration | $ 17.5 |
Disposal group loss | 5.5 |
Sale cost | $ 0.6 |
Italy Sale Disclosure (Detail_2
Italy Sale Disclosure (Details) - Schedule of Remaining Balances and Results of the Italian Assets - ITALY - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Italy Sale Disclosure (Details) - Schedule of Remaining Balances and Results of the Italian Assets [Line Items] | |||||
Cash & cash equivalents | $ 31 | $ 31 | $ 100 | ||
Other current assets | 318 | 318 | 338 | ||
Other non-current assets – projects in development | 3,807 | 3,807 | 3,819 | ||
Total assets | 4,156 | 4,156 | 4,257 | ||
Accounts payable | 4 | 4 | 21 | ||
Other current liabilities | 309 | 309 | 578 | ||
Total liabilities | 313 | 313 | 599 | ||
Net assets | 3,843 | 3,843 | $ 3,658 | ||
Revenues | $ 1,040 | $ 1,695 | |||
Operating Expenses | |||||
Cost of revenues | (217) | (479) | |||
Selling, general, and administrative | (16) | (7) | (58) | ||
Depreciation, amortization, and accretion | (420) | (830) | |||
Total operating expenses | (653) | (7) | (1,367) | ||
Loss from discontinued operations | 387 | (7) | 328 | ||
Other income/(expense): | |||||
Other income | 19 | ||||
Other expense | (18) | ||||
Total other expenses | 19 | (18) | |||
Loss before provision for income taxes | 406 | (7) | 310 | ||
Income taxes | |||||
Net loss from discontinued operations | 406 | (7) | 310 | ||
Impact on EPS | |||||
Net loss attributable to common stockholders, basic and diluted | $ 406 | $ (7) | $ 310 | ||
Net loss per share attributable to common stockholders, basic and diluted (in Dollars per share) | $ 0 | $ 0.01 | $ 0 | $ 0.01 | |
Weighted-average common stock outstanding, basic (in Shares) | 66,138,049 | 57,500,000 | 66,138,049 | 57,500,000 | |
Weighted-average common stock outstanding, diluted (in Shares) | 66,138,049 | 57,500,000 | 66,138,049 | 57,500,000 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - $ / shares | Apr. 19, 2024 | Jun. 30, 2024 | May 08, 2024 | Feb. 20, 2024 | Feb. 05, 2024 | Jan. 23, 2024 | Dec. 31, 2023 |
Shareholders’ Equity [Line Items] | |||||||
Common shares, shares authorized | 150,000,000 | 150,000,000 | |||||
Common shares, shares issued | 81,826,664 | 71,905,363 | |||||
Common shares, shares outstanding | 81,826,664 | 71,905,363 | |||||
Shares issued | 100,000 | 100,000 | 81,301 | ||||
Market value price per share (in Dollars per share) | $ 0.35 | $ 0.35 | $ 1.01 | ||||
Warrants issued | 330,000 | 90,000 | |||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||
Preferred stock, shares issued | 0 | 0 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Warrants term | 5 years | ||||||
Purchase shares of common stock | 2,411,088 | ||||||
Exercise Price (in Dollars per share) | $ 0.48 | ||||||
Warrant [Member] | |||||||
Shareholders’ Equity [Line Items] | |||||||
Warrants to purchase | 15,087,197 | 12,345,000 | |||||
Purchase shares of common stock | 241,109 | ||||||
Exercise Price (in Dollars per share) | $ 0.527 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - Schedule of Common Stock were Issued and Outstanding - Warrant [Member] - $ / shares | 6 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2024 | Jun. 30, 2023 | |
Shareholders' Equity (Details) - Schedule of Common Stock were Issued and Outstanding [Line Items] | ||||
Warrants, Outstanding Balance | 12,345,000 | 11,945,000 | 15,087,197 | 11,945,000 |
Weighted Average Exercise Price, Outstanding Balance | $ 11.22 | $ 11.5 | $ 9.27 | $ 11.5 |
Weighted Average Remaining Contractual Term (Years), Outstanding Balance | 4 years 11 months 4 days | 5 years 11 months 23 days | 4 years 7 months 2 days | 5 years 11 months 23 days |
Warrants, Exercisable | 15,087,197 | 11,945,000 | ||
Weighted Average Exercise Price, Exercisable | $ 9.27 | $ 11.5 | ||
Weighted Average Remaining Contractual Term (Years), Exercisable | 4 years 7 months 2 days | 5 years 11 months 23 days | ||
Warrants, Issued during the quarter | 2,742,197 | |||
Weighted Average Exercise Price, Issued during the quarter | $ 0.5 | |||
Weighted Average Remaining Contractual Term (Years), Issued during the quarter | 5 years 25 days | |||
Warrants, Expired during the quarter | ||||
Weighted Average Exercise Price, Expired during the quarter | ||||
Weighted Average Remaining Contractual Term (Years), Expired during the quarter |
Segment and Geographic Inform_3
Segment and Geographic Information (Details) | 6 Months Ended |
Jun. 30, 2024 | |
Segment and Geographic Information [Line Items] | |
Number of reportable segments | 2 |
Segment and Geographic Inform_4
Segment and Geographic Information (Details) - Schedule of Reportable Segments - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Schedule of Reportable Segments [Line Items] | |||||
Depreciation, amortization, and accretion | $ 1,111 | $ 1,767 | |||
Interest expense | $ (4,106) | $ (4,408) | (8,265) | (7,856) | |
Income taxes | |||||
Fair value movement of convertible debt and warrant | (177) | ||||
Loss on issuance of debt | 948 | 948 | |||
Gain on extinguishment of debt | 179 | ||||
Net Loss | (6,837) | (1,655) | (13,416) | (6,907) | |
Green Certificates (FIT) | |||||
Operating Loss by Segment | (1,594) | 1,509 | (4,584) | 1,654 | |
Europe | |||||
Assets by Segment | 86,611 | 86,611 | $ 185,286 | ||
Europe | |||||
Liabilities by Segment | 163,679 | 163,679 | 248,540 | ||
Europe [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 3,847 | 11,052 | 6,150 | 16,205 | |
EBITDA by Segment | 993 | 7,024 | 3,253 | 9,139 | |
Depreciation, amortization, and accretion | (493) | (1,634) | (1,192) | (3,209) | |
Interest expense | (3,518) | (5,996) | (7,985) | (10,847) | |
Income taxes | |||||
Net Loss | (3,018) | (606) | (5,924) | (4,917) | |
United States [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
EBITDA by Segment | (2,052) | (946) | (4,878) | (1,803) | |
Depreciation, amortization, and accretion | (49) | (52) | (99) | (55) | |
Interest expense | (588) | (51) | (1,081) | (132) | |
Income taxes | |||||
Fair value movement of FPA Asset | (483) | ||||
Fair value movement of convertible debt and warrant | (182) | (182) | |||
Loss on issuance of debt | (948) | (948) | |||
Gain on extinguishment of debt | 179 | ||||
Net Loss | (3,819) | (1,049) | (7,492) | (1,990) | |
Revenue by Segment [Member] | Europe [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 3,754 | 5,982 | 5,840 | 9,811 | |
Revenue by Segment [Member] | United States [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 93 | 33 | 187 | 50 | |
Revenue by Segment [Member] | Discontinued Operations [Member] | Europe [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 5,037 | 123 | 6,344 | ||
Operating Loss [Member] | |||||
Green Certificates (FIT) | |||||
Operating Loss by Segment | (6,837) | (1,655) | (13,416) | (6,907) | |
Operating Loss [Member] | Europe [Member] | |||||
Green Certificates (FIT) | |||||
Operating Loss by Segment | (3,018) | (607) | (5,924) | (4,917) | |
Operating Loss [Member] | United States [Member] | |||||
Green Certificates (FIT) | |||||
Operating Loss by Segment | (3,819) | (1,048) | (7,492) | (1,990) | |
Assets by Segment [Member] | Europe [Member] | |||||
Europe | |||||
Assets by Segment | 62,630 | 62,630 | 162,328 | ||
Assets by Segment [Member] | Europe [Member] | Fixed Assets [Member] | |||||
Europe | |||||
Assets by Segment | 41,335 | 41,335 | 125,600 | ||
Assets by Segment [Member] | Europe [Member] | Other Assets [Member] | |||||
Europe | |||||
Assets by Segment | 21,295 | 21,295 | 36,728 | ||
Assets by Segment [Member] | United States [Member] | |||||
Europe | |||||
Assets by Segment | 23,981 | 23,981 | 22,958 | ||
Assets by Segment [Member] | United States [Member] | Fixed Assets [Member] | |||||
Europe | |||||
Assets by Segment | 6,524 | 6,524 | 5,119 | ||
Assets by Segment [Member] | United States [Member] | Other Assets [Member] | |||||
Europe | |||||
Assets by Segment | 17,457 | 17,457 | 17,839 | ||
Liabilities by Segment [Member] | Europe [Member] | |||||
Europe | |||||
Liabilities by Segment | 130,420 | 130,420 | 219,672 | ||
Liabilities by Segment [Member] | Europe [Member] | Debt [Member] | |||||
Europe | |||||
Liabilities by Segment | 100,547 | 100,547 | 180,294 | ||
Liabilities by Segment [Member] | Europe [Member] | Other Liabilities [Member] | |||||
Europe | |||||
Liabilities by Segment | 29,873 | 29,873 | 39,378 | ||
Liabilities by Segment [Member] | United States [Member] | |||||
Europe | |||||
Liabilities by Segment | 33,259 | 33,259 | 28,868 | ||
Liabilities by Segment [Member] | United States [Member] | Debt [Member] | |||||
Europe | |||||
Liabilities by Segment | 20,125 | 20,125 | 17,247 | ||
Liabilities by Segment [Member] | United States [Member] | Other Liabilities [Member] | |||||
Europe | |||||
Liabilities by Segment | 13,134 | 13,134 | $ 11,621 | ||
EBITDA [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
EBITDA by Segment | (1,059) | 6,078 | (1,625) | 7,336 | |
Country Renewable Programs [Member] | Revenue by Product Type [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 93 | 2,599 | 216 | 2,572 | |
Country Renewable Programs [Member] | Revenue by Product Type [Member] | Europe [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 2,566 | 29 | 2,522 | ||
Country Renewable Programs [Member] | Revenue by Product Type [Member] | United States [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 93 | 33 | 187 | 50 | |
Green Certificates [Member] | Revenue by Product Type [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 2,021 | 3,046 | 3,596 | 4,926 | |
Green Certificates [Member] | Revenue by Product Type [Member] | Europe [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 2,021 | 3,046 | 3,596 | 4,926 | |
Green Certificates [Member] | Revenue by Product Type [Member] | United States [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | |||||
Energy Offtake Agreements [Member] | Revenue by Product Type [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 1,733 | 5,048 | 2,338 | 8,707 | |
Energy Offtake Agreements [Member] | Revenue by Product Type [Member] | Europe [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment | 1,733 | 5,408 | 2,338 | 8,707 | |
Energy Offtake Agreements [Member] | Revenue by Product Type [Member] | United States [Member] | |||||
Schedule of Reportable Segments [Line Items] | |||||
Revenue by Segment |
Income Tax Provision (Details)
Income Tax Provision (Details) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Income Tax Provision [Line Items] | ||
Effective tax rate, percentage | 0% | 0% |
Related Party (Details)
Related Party (Details) $ / shares in Units, € in Thousands | 1 Months Ended | 6 Months Ended | ||||||||||||||||
Jun. 22, 2024 shares | Mar. 22, 2024 shares | Mar. 19, 2024 USD ($) $ / shares shares | Jan. 31, 2024 EUR (€) shares | Jan. 03, 2024 USD ($) shares | Dec. 18, 2023 shares | Aug. 08, 2023 USD ($) | Sep. 26, 2022 USD ($) | May 15, 2021 USD ($) | Jul. 31, 2023 USD ($) | Jun. 30, 2024 $ / shares shares | Apr. 30, 2024 USD ($) | Jan. 31, 2024 USD ($) $ / shares | Jan. 31, 2024 EUR (€) | Dec. 31, 2023 $ / shares | Dec. 22, 2023 | Feb. 28, 2023 | Jun. 30, 2022 | |
Related Party [Line Items] | ||||||||||||||||||
Percentage of shareholder | 80% | |||||||||||||||||
Shares other than restricted from selling (in Shares) | shares | 1,437,500 | |||||||||||||||||
Convertible promissory note | $ | $ 216,000 | |||||||||||||||||
Restricted common stock (in Shares) | shares | 7,765,000 | |||||||||||||||||
Common stock pare value (in Dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||||||||||
Payments settlements | € | € 8 | |||||||||||||||||
Sponsor loan | $ | $ 350,000 | |||||||||||||||||
Exchange for shares of the company’s common stock (in Shares) | shares | 225,000 | |||||||||||||||||
Monthly fee | $ | $ 16,000 | $ 11,000 | ||||||||||||||||
Restricted Common Stock [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Convertible promissory note | $ 938,000 | € 850 | ||||||||||||||||
Stated interest rate | 10% | 10% | ||||||||||||||||
Conversion of debt | $ | $ 1,000,000 | |||||||||||||||||
Unsecured Promissory Note [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Promissory note issued | $ | $ 850,000 | |||||||||||||||||
Promissory Note [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Stated interest rate | 0% | 2.50% | 2.50% | |||||||||||||||
Promissory note issued | $ | $ 650,000 | |||||||||||||||||
Common Stock [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Shares of common stock (in Shares) | shares | 277,778 | 7,990,000 | ||||||||||||||||
Restricted Stock [Member] | Restricted Common Stock [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Debt converted into shares (in Shares) | shares | 1,320,000 | |||||||||||||||||
Nordic ESG [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Common stock pare value (in Dollars per share) | $ / shares | $ 1.23 | |||||||||||||||||
Alternus Energy Group Plc [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Percentage of shareholder | 80% | |||||||||||||||||
Shares other than restricted from selling (in Shares) | shares | 1,437,500 | |||||||||||||||||
Impact Fund SCSp [Member] | Maximum [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Ownership percentage | 80% | |||||||||||||||||
Impact Fund SCSp [Member] | Minimum [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Ownership percentage | 72% | |||||||||||||||||
Sponsor [Member] | ||||||||||||||||||
Related Party [Line Items] | ||||||||||||||||||
Percentage of shareholder | 11% | |||||||||||||||||
Restricted common stock (in Shares) | shares | 225,000 | |||||||||||||||||
Common stock pare value (in Dollars per share) | $ / shares | $ 0.47 | |||||||||||||||||
Payments settlements | $ | $ 1,400,000 |
Related Party (Details) - Sched
Related Party (Details) - Schedule of Transaction with Directors - Related Party [Member] - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Related Party Transaction [Line Items] | ||
Loan from Vestco, a related party to Board member and CEO Vincent Browne | $ 210 | |
Total | $ 210 |
Related Party (Details) - Sch_2
Related Party (Details) - Schedule of Director's Remuneration - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Related Party (Details) - Schedule of Director's Remuneration [Line Items] | ||
Total | $ 138 | |
Remuneration in respect of services as directors [Member] | ||
Related Party (Details) - Schedule of Director's Remuneration [Line Items] | ||
Total | 138 | |
Remuneration in respect to long term incentive schemes [Member] | ||
Related Party (Details) - Schedule of Director's Remuneration [Line Items] | ||
Total |
Subsequent Events (Details)
Subsequent Events (Details) shares in Millions | Aug. 07, 2024 shares |
Subsequent Event [Member] | Restricted Common Stock [Member] | |
Subsequent Event [Line Items] | |
Shares of restricted common stock | 5 |