Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 04, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-04321 | |
Entity Registrant Name | AMPRIUS TECHNOLOGIES, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 98-1591811 | |
Entity Address, Address Line One | 1180 Page Avenue | |
Entity Address, City or Town | Fremont | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94538 | |
City Area Code | 800 | |
Local Phone Number | 425-8803 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 86,274,697 | |
Entity Central Index Key | 0001899287 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common stock, $0.0001 par value | |
Trading Symbol | AMPX | |
Security Exchange Name | NYSE | |
Redeemable warrants | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Redeemable warrants, each exercisable for one share of common stock at an exercise price of $11.50 | |
Trading Symbol | AMPX.W | |
Security Exchange Name | NYSE |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets, Current [Abstract] | ||
Cash and cash equivalents | $ 65,010 | $ 69,696 |
Accounts receivable | 1,130 | 686 |
Inventories | 503 | 500 |
Deferred costs | 2,578 | 1,897 |
Prepaid expenses and other current assets | 1,479 | 2,394 |
Total current assets | 70,700 | 75,173 |
Non-current assets: | ||
Property, plant and equipment, net | 6,903 | 4,236 |
Operating lease right-of-use assets, net | 7,744 | 2,751 |
Deferred costs | 588 | 367 |
Other assets | 702 | 644 |
Total assets | 86,637 | 83,171 |
Current liabilities: | ||
Accounts payable | 597 | 1,028 |
Accrued and other current liabilities | 7,141 | 2,708 |
Deferred revenue | 3,198 | 2,660 |
Operating lease liabilities | 1,070 | 521 |
Total current liabilities | 12,006 | 6,917 |
Non-current liabilities: | ||
Deferred revenue | 943 | 720 |
Operating lease liabilities | 6,998 | 2,501 |
Total liabilities | 19,947 | 10,138 |
Commitments and contingencies (Note 10) | ||
Stockholders’ equity: | ||
Preferred stock; $0.0001 par value; 50,000,000 shares authorized; no shares issued and outstanding. | 0 | 0 |
Common stock; $0.0001 par value; 950,000,000 shares authorized; 85,993,560 and 84,610,114 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 9 | 8 |
Additional paid-in capital | 178,118 | 165,912 |
Accumulated deficit | (111,437) | (92,887) |
Total stockholders’ equity | 66,690 | 73,033 |
Total liabilities and stockholders’ equity | $ 86,637 | $ 83,171 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 950,000,000 | 950,000,000 |
Common stock, issued (in shares) | 85,993,560 | 85,993,560 |
Common stock, outstanding (in shares) | 84,610,114 | 84,610,114 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 1,632 | $ 691 | $ 2,311 | $ 2,801 |
Cost of revenue | 4,664 | 2,055 | 8,860 | 5,266 |
Gross loss | (3,032) | (1,364) | (6,549) | (2,465) |
Operating expenses: | ||||
Research and development | 772 | 478 | 1,572 | 849 |
Selling, general and administrative | 6,279 | 2,319 | 11,713 | 3,757 |
Total operating expenses | 7,051 | 2,797 | 13,285 | 4,606 |
Loss from operations | (10,083) | (4,161) | (19,834) | (7,071) |
Other income, net | 635 | 7 | 1,284 | 39 |
Net loss | $ (9,448) | $ (4,154) | $ (18,550) | $ (7,032) |
Weighted-average common shares outstanding: | ||||
Weighted-average common shares outstanding, basic (in shares) | 85,216,827 | 65,776,550 | 84,932,542 | 65,775,545 |
Weighted-average common shares outstanding, diluted (in shares) | 85,216,827 | 65,776,550 | 84,932,542 | 65,775,545 |
Net loss per share of common stock: | ||||
Net loss per share of common stock, basic (in dollars per share) | $ (0.11) | $ (0.06) | $ (0.22) | $ (0.11) |
Net loss per share of common stock, diluted (in dollars per share) | $ (0.11) | $ (0.06) | $ (0.22) | $ (0.11) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Previously Reported | Revision of Prior Period, Adjustment | Adjustment | Common Stock | Common Stock Previously Reported | Common Stock Revision of Prior Period, Adjustment | Additional Paid-in Capital | Additional Paid-in Capital Previously Reported | Additional Paid-in Capital Revision of Prior Period, Adjustment | Accumulated Deficit | Accumulated Deficit Previously Reported | Accumulated Deficit Adjustment |
Beginning Balance (in shares) at Dec. 31, 2021 | 65,772,001 | 45,176,145 | 20,595,856 | ||||||||||
Beginning Balance at Dec. 31, 2021 | $ 13,858 | $ 13,858 | $ 0 | $ (154) | $ 7 | $ 1 | $ 6 | $ 89,252 | $ 89,258 | $ (6) | $ (75,401) | $ (75,401) | $ (154) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Exercise of stock options (in shares) | 4,549 | ||||||||||||
Exercise of stock options | 8 | 8 | |||||||||||
Capital contributions from Amprius Holdings | 247 | 247 | |||||||||||
Stock-based compensation | 456 | 456 | |||||||||||
Net loss | (2,878) | (2,878) | |||||||||||
Ending Balance (in shares) at Mar. 31, 2022 | 65,776,550 | ||||||||||||
Ending Balance at Mar. 31, 2022 | 11,537 | $ 7 | 89,963 | (78,433) | |||||||||
Beginning Balance (in shares) at Dec. 31, 2021 | 65,772,001 | 45,176,145 | 20,595,856 | ||||||||||
Beginning Balance at Dec. 31, 2021 | 13,858 | $ 13,858 | $ 0 | $ (154) | $ 7 | $ 1 | $ 6 | 89,252 | $ 89,258 | $ (6) | (75,401) | $ (75,401) | $ (154) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net loss | (7,032) | ||||||||||||
Ending Balance (in shares) at Jun. 30, 2022 | 65,776,550 | ||||||||||||
Ending Balance at Jun. 30, 2022 | 8,531 | $ 7 | 91,111 | (82,587) | |||||||||
Beginning Balance (in shares) at Mar. 31, 2022 | 65,776,550 | ||||||||||||
Beginning Balance at Mar. 31, 2022 | 11,537 | $ 7 | 89,963 | (78,433) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Capital contributions from Amprius Holdings | 258 | 258 | |||||||||||
Stock-based compensation | 890 | 890 | |||||||||||
Net loss | (4,154) | (4,154) | |||||||||||
Ending Balance (in shares) at Jun. 30, 2022 | 65,776,550 | ||||||||||||
Ending Balance at Jun. 30, 2022 | $ 8,531 | $ 7 | 91,111 | (82,587) | |||||||||
Beginning Balance (in shares) at Dec. 31, 2022 | 84,610,114 | 84,610,114 | |||||||||||
Beginning Balance at Dec. 31, 2022 | $ 73,033 | $ 8 | 165,912 | (92,887) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Issuance of common stock in connection with a stock purchase agreement, net of issuance cost (in shares) | 331,351 | ||||||||||||
Issuance of common stock in connection with a stock purchase agreement, net of issuance cost | 2,376 | 2,376 | |||||||||||
Exercise of stock options (in shares) | 30,000 | ||||||||||||
Exercise of stock options | 2 | 2 | |||||||||||
Stock-based compensation | 726 | 726 | |||||||||||
Net loss | (9,102) | (9,102) | |||||||||||
Ending Balance (in shares) at Mar. 31, 2023 | 84,971,465 | ||||||||||||
Ending Balance at Mar. 31, 2023 | $ 67,035 | $ 8 | 169,016 | (101,989) | |||||||||
Beginning Balance (in shares) at Dec. 31, 2022 | 84,610,114 | 84,610,114 | |||||||||||
Beginning Balance at Dec. 31, 2022 | $ 73,033 | $ 8 | 165,912 | (92,887) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net loss | $ (18,550) | ||||||||||||
Ending Balance (in shares) at Jun. 30, 2023 | 84,610,114 | 85,993,560 | |||||||||||
Ending Balance at Jun. 30, 2023 | $ 66,690 | $ 9 | 178,118 | (111,437) | |||||||||
Beginning Balance (in shares) at Mar. 31, 2023 | 84,971,465 | ||||||||||||
Beginning Balance at Mar. 31, 2023 | 67,035 | $ 8 | 169,016 | (101,989) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Issuance of common stock in connection with a stock purchase agreement, net of issuance cost (in shares) | 875,772 | ||||||||||||
Issuance of common stock in connection with a stock purchase agreement, net of issuance cost | 8,177 | $ 1 | 8,176 | ||||||||||
Exercise of stock options (in shares) | 146,223 | ||||||||||||
Exercise of stock options | 1 | 1 | |||||||||||
Exercise of stock warrants (in shares) | 100 | ||||||||||||
Exercise of stock warrants | 1 | 1 | |||||||||||
Stock-based compensation | 924 | 924 | |||||||||||
Net loss | $ (9,448) | (9,448) | |||||||||||
Ending Balance (in shares) at Jun. 30, 2023 | 84,610,114 | 85,993,560 | |||||||||||
Ending Balance at Jun. 30, 2023 | $ 66,690 | $ 9 | $ 178,118 | $ (111,437) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (18,550) | $ (7,032) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 1,650 | 1,346 |
Depreciation and amortization | 856 | 748 |
Amortization of deferred costs | 402 | 1,252 |
Non-cash operating lease expense | 506 | 280 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (444) | (228) |
Inventories | (3) | 171 |
Deferred costs | (1,304) | (1,045) |
Prepaid expenses and other current assets | 915 | 7 |
Other assets | (9) | 0 |
Accounts payable | (305) | (94) |
Accrued and other current liabilities | 3,903 | 75 |
Deferred revenue | 761 | (754) |
Operating lease liabilities | (453) | (218) |
Net cash used in operating activities | (12,075) | (5,492) |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (2,868) | (194) |
Net cash used in investing activities | (2,868) | (194) |
Cash flows from financing activities: | ||
Issuance of common stock in connection with a stock purchase agreement | 10,507 | 0 |
Payment of financing costs in connection with a stock purchase agreement | (254) | 0 |
Proceeds from exercise of stock options | 3 | 8 |
Proceeds from exercise of stock warrants | 1 | 0 |
Payment of transaction and issuance costs in connection with Business Combination and PIPE investment | 0 | (740) |
Capital contributions from Amprius Holdings | 0 | 505 |
Net cash provided by (used in) financing activities | 10,257 | (227) |
Net decrease in cash, cash equivalents and restricted cash | (4,686) | (5,913) |
Cash, cash equivalents and restricted cash, beginning of period | 69,752 | 11,489 |
Cash, cash equivalents and restricted cash, end of period | 65,066 | 5,576 |
Reconciliation of cash, cash equivalents and restricted cash shown on the condensed consolidated balance sheets: | ||
Cash and cash equivalents | 65,010 | 5,243 |
Restricted cash included in other assets | 56 | 333 |
Total cash, cash equivalents and restricted cash | $ 65,066 | $ 5,576 |
Nature of Operations and Organi
Nature of Operations and Organization | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Organization | Nature of Operations and Organization Nature of Operations Amprius Technologies, Inc. (hereafter referred to as the “Company,” “we,” “us,” or “our”) has developed, and since 2018, been in commercial production of lithium-ion batteries for mobility applications leveraging a disruptive silicon anode. Our silicon anode technology is intended to enable batteries with higher energy density, higher power density and fast charging capabilities over a wide range of operating temperatures. Our headquarters is located in Fremont, California. Business Combination During fiscal year 2022, on September 14, 2022 (the “Closing Date”), we completed a business combination pursuant to the Business Combination Agreement, dated May 11, 2022 (the “Business Combination Agreement”), by and among the Company, Amprius Technologies Operating, Inc. (formerly known as Amprius Technologies, Inc. or "Legacy Amprius"), Kensington Capital Acquisition Corp. IV, and Kensington Capital Merger Sub Corp. (“Merger Sub”). Pursuant to the terms of the Business Combination Agreement, Kensington Capital Acquisition Corp. IV changed its jurisdiction of incorporation by domesticating as a corporation incorporated under the laws of the State of Delaware (the “Domestication”), upon which it changed its name to “Amprius Technologies, Inc.,” and a business combination between Kensington Capital Acquisition Corp. IV and Legacy Amprius was effected through the merger of Merger Sub with and into Legacy Amprius, with Legacy Amprius surviving as a wholly owned subsidiary of the Company (together with the Domestication and the other transactions contemplated by the Business Combination Agreement, the “Business Combination”). Unless the context otherwise provides, the “Company” refers (i) prior to the Closing Date, to Legacy Amprius and (ii) on and after the Closing Date, to Amprius Technologies, Inc. and its subsidiaries, including Legacy Amprius. Prior to the Business Combination, Kensington Capital Acquisition Corp. IV is referred to herein as “Kensington.” The Business Combination was treated as a reverse recapitalization. Legacy Amprius was determined as the accounting acquirer and Kensington as the accounting acquiree for financial reporting purposes. Merger with Amprius, Inc. (“Amprius Holdings”) On May 9, 2023, we entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with, among others, Amprius Holdings. Under the Merger Agreement, through a series of transactions that are intended to qualify as a tax-free reorganization for U.S. income tax purposes, Amprius Holdings will become our wholly owned subsidiary and then be merged into another wholly owned subsidiary, with such other subsidiary surviving. Subject to the terms and conditions in the Merger Agreement, the shares of our common stock currently owned by Amprius Holdings will be cancelled, and we will issue to the stockholders of Amprius Holdings new shares of our common stock or shares of our non-voting common stock based on a negotiated and discounted exchange ratio. Furthermore, the options in Amprius Holdings, whether vested or unvested, to purchase Amprius Holdings stock shall be converted into options to purchase shares of our common stock and the warrants to purchase Amprius Holdings stock shall automatically be replaced with warrants representing the right to receive shares of our common stock on a net-exercise basis. The transactions contemplated by the Merger Agreement are conditioned on, among other items, the approval of a majority of shares held by our stockholders that are not affiliated with either Amprius Holdings or held by any of our directors or officers. A special meeting of our stockholders had originally been scheduled for July 26, 2023, for the purpose of voting on the merger with Amprius Holdings and other matters; however, it was mutually agreed to reschedule the special meeting to a later date to be determined by the special committee of our board of directors. Liquidity and Capital Resources Since our inception, we have incurred recurring losses and negative cash flows from operations. During the three and six months ended June 30, 2023, we incurred a net loss of $9.4 million and $18.6 million, respectively, and at June 30, 2023, our accumulated deficit was $111.4 million. We expect to incur additional losses in the future as we scale our business and increase our operating expenditures, such as increasing our research and development spend and headcount. Additionally, we expect to increase our capital expenditures as we plan to build a GWh-scale manufacturing facility in the future. We may need to raise funds in order to meet our future operating and capital expenditure requirements. We may be unable to raise additional funds or enter into such other agreements when needed on favorable terms or at all. If sufficient funding is not raised, we may need to reduce our spending activities, which may negatively affect our ability to achieve our operating goals. To the extent that we raise additional funds by issuing equity securities, our stockholders may experience additional dilution. We had cash and cash equivalents of $65.0 million as of June 30, 2023. We believe that our cash and cash equivalents will be sufficient to fund our operating and capital expenditure requirements over twelve months from the date these condensed consolidated financial statements are issued. On September 27, 2022, we entered into a Common Stock Purchase Agreement (“Purchase Agreement”) with B. Riley Principal Capital II, LLC (“BRPC II”), pursuant to which BRPC II committed to purchase up to $200.0 million of our common stock until January 1, 2025, subject to certain contractual terms (the “Committed Equity Financing”). As of June 30, 2023, approximately $189.4 million remained available under the Committed Equity Financing. There can be no assurance that we will be able to raise such amount over the remaining period as the Committed Equity Financing contains certain limitations and conditions. On June 2, 2023, we and the U.S. Department of Energy’s Office of Manufacturing and Energy Supply Chains mutually agreed to end the negotiation for a $50.0 million cost-sharing grant demonstration project under the Bipartisan Infrastructure Law. Other Risk and Uncertainties We face risks related to the war between Russia and Ukraine, which has led to significant volatility in the global economy, resulting in inflation, volatility in the credit and capital markets, and interruption in the supply chain. Although this war did not have an adverse impact to us to-date, its future outcome is highly unpredictable and uncertain and may adversely affect our future financial condition, results of operations and cash flows. We also faced risks related to the COVID-19 pandemic, which created significant volatility in the global economy, led to business disruptions, reduced economic activities, and imposition of travel restrictions. Even after the COVID-19 pandemic has subsided, our company and our customers may continue to experience its negative effect, which may adversely affect our future financial condition, results of operations and cash flows. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intercompany accounts and transactions have been eliminated. The significant accounting policies described below, together with Note 1 and other notes that follow, are an integral part of the condensed consolidated financial statements. In connection with the closing of the Business Combination, whereby Legacy Amprius was determined as the accounting acquirer for accounting and reporting purposes, the historical financial statements of Legacy Amprius became the historical financial statements of the combined company and no goodwill or other intangible assets were recorded. As a result, the accompanying condensed consolidated financial statements reflect (i) the assets and liabilities of Legacy Amprius at their historical cost; (ii) the historical operating results of Legacy Amprius prior to the Business Combination; and (iii) Legacy Amprius’ equity structure, which has been retroactively restated in the comparative period to reflect the number of shares of the Compa ny’s common stock issued to Legacy Amprius stockholders. As such, the shares, corresponding capital amounts, and net loss per share related to Legacy Amprius common stock have been retroactively restated to reflect the effect of the exchange ratio of 1.45590 (the “Exchange Ratio”) established in the Business Combination. Prior to the Business Combination, our financial statements were presented on a carve-out basis using our historical results of operations and historical basis of assets and liabilities derived from the accounting records of Amprius Holdings, adjusted as necessary to conform with U.S. GAAP. The underlying assumptions in our presentation of our financial statements prior to the Business Combination include: • Balance sheet includes all of our owned assets, assets assigned or contributed by Amprius Holdings, and liabilities incurred by Amprius Holdings on our behalf. • Statement of operations reflects all activities directly attributable to us, which include an allocation of certain general and administrative expenses of Amprius Holdings. • Certain general and administrative expenses of Amprius Holdings, such as the payroll-related expenses for two executive employees, legal, tax, insurance and accounting fees, were shared between us, Amprius Holdings and its other subsidiaries. Since those two executive employees provided us and Amprius Holdings' other subsidiaries with governance and management oversight, those shared expenses were allocated between us and Amprius Holdings' other subsidiaries. The level of effort spent by Amprius Holdings' executives was not correlated with the level of our business activity, revenue or other financial operating metrics and of Amprius Holdings' other subsidiaries. As a result, those shared expenses were allocated equally between us and Amprius Holdings' other subsidiaries. • Prior to the distribution of Amprius Holdings' other subsidiaries in early 2022, the shared expenses of Amprius Holdings were allocated equally between us and Amprius Holdings' other subsidiaries. After February 2022, those expenses were fully allocated to us. Management believes that the assumptions described above, including the allocation of certain shared expenses, are reasonable and consistently applied for all periods presented prior to the Business Combination. However, the financial statements of that were presented prior to the Business Combination may not be indicative of our future performance and do not necessarily reflect what the financial position, results of operations and cash flows would have been had we operated as a separate and standalone entity. Unaudited Interim Condensed Consolidated Financial Statements The condensed consolidated balance sheet as of December 31, 2022, which has been derived from our audited consolidated financial statements as filed in our Annual Report on Form 10-K with the Securities and Exchange Commission (“SEC”) on March 30, 2023, and the unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. GAAP and applicable rules and regulations of the SEC regarding interim financial reporting. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”), and Accounting Standards Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements have been prepared on a basis consistent with the audited financial statements. In management’s opinion, all adjustments made were normal or recurring in nature and necessary for the fair statement of our financial position as of June 30, 2023 and our results of operations and cash flows during the three and six months ended June 30, 2023 and 2022. The financial data and other financial information disclosed in the notes to these condensed consolidated financial statements are also unaudited. The results of operations during the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the full fiscal year or any other period. Certain information and note disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the information presented not misleading. Reclassification Certain accounts in the prior period condensed consolidated statements of operations were reclassified to conform with the current period presentation. The reclassification had no impact to our net loss and cash flows in those periods. Emerging Growth Company We are an emerging growth company as defined in Section 2(a) of the Securities Act of 1933 (as amended) (“Securities Act”), and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised accounting standards until private companies are required to comply with such standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. We have elected to not opt out of such extended transition period. This means that when a standard is issued or revised and it has different application dates for public or private companies, we, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt such new or revised standard unless we are no longer deemed an emerging growth company. As a result, the accompanying condensed consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances; the results of which form the basis for making judgements that are not readily apparent from other sources. Actual results could materially differ from management estimates using different assumptions or under different conditions. Our significant accounting estimates include useful lives of property, plant and equipment; valuation of deferred taxes; lower of cost or net realizable adjustment of inventory; carve-out of financial statements including the allocation of assets, liabilities and expenses prior to the Business Combination; incremental borrowing rate used in calculating lease obligations and right-of-use assets; and fair value of common stock prior to the Business Combination and other inputs used to value stock-based compensation awards. Fair Value Measurements We had a money market fund amounting to $36.5 million and $69.4 million as of June 30, 2023 and December 31, 2022, respectively, which was measured at Level 1 fair value based on the active market price of such instrument. We did not have assets or liabilities measured at fair value on a recurring basis using Level 2 or Level 3 inputs as of June 30, 2023 and December 31, 2022. There were no transfers of financial instruments between Level 1, Level 2 and Level 3 during the three and six months ended June 30, 2023 and 2022. Restricted Cash Restricted cash pertains to cash collateral required by our lessor to satisfy a letter of credit requirement under a lease agreement. Restricted cash, which is included in other assets in the accompanying condensed consolidated balance sheets, was $56 thousand as of June 30, 2023 and December 31, 2022. Concentration of Credit Risk Accounts receivable mainly consist of amounts due from U.S. government agencies or sponsored entities and large public entities which limits our credit risk. Through June 30, 2023, we have not experienced any credit losses. During the three months ended June 30, 2023, five customers represented 21%, 18%, 18%, 13% and 11% of our revenue. During the three months ended June 30, 2022, two customers represented 48% and 12% of our revenue. During the six months ended June 30, 2023, three customers represented 21%, 16% and 14% of our revenue. During the six months ended June 30, 2022, four customers represented 30%, 24%, 16% and 14% of our revenue. As of June 30, 2023 and December 31, 2022, three customers represented 73% and 88%, respectively, of our total accounts receivable. Segment Reporting We have determined that the Chief Executive Officer is our Chief Operating Decision Maker (“CODM”). The CODM reviews financial information presented on an aggregate basis for the purposes of assessing our performance and making decisions on how to allocate resources. Accordingly, we have determined that we operate in a single operating and reportable segment. All of our revenues are geographically earned in the United States and our property, plant and equipment are located in the United States. Significant Accounting Policies There have been no changes to our significant accounting policies described in the Annual Report on Form 10-K for the year ended December 31, 2022, other than the new accounting policy that was implemented as a result of the adoption of a new accounting standard as described below. Recently Adopted Accounting Standard On January 1, 2023, we adopted FASB ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and related amendment under ASU 2019-10, which requires that credit losses on financial assets, such as trade and other receivables, be recognized as allowance for losses. Credit losses on trade and other receivables will reflect the current estimate of the expected credit losses that generally will result in the earlier recognition of allowances for losses. The adoption of this ASU did not have a material impact on our condensed consolidated financial statements. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue Revenue from customers consists mainly of customized design services arrangements and sale of battery products. Revenue from customized design services arrangements, which may include a requirement to achieve certain agreed upon milestones, is recognized when the battery design is completed and the final prototype batteries are delivered. Revenue from the sale of battery products is recognized upon shipment. We disaggregate our revenue from customers by the type of arrangement, either as customization design services or as sale of battery products, as this depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The table below shows the composition of revenue from customers, as disaggregated by type of arrangement in accordance with Topic 606, and other revenue from a government grant accounted for using the analogy from International Accounting Standards 20, Accounting for Government Grants and Disclosure of Government Assistance (in thousands). Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Revenue from customers: Sale of battery products $ 1,292 $ 688 $ 1,762 $ 1,293 Customized design services 287 3 287 1,508 Total revenue from customers 1,579 691 2,049 2,801 Other revenue – government grant 53 — 262 — Total revenue $ 1,632 $ 691 $ 2,311 $ 2,801 Revenue from the sale of battery products includes bill-and-hold arrangements, which were $0.3 million during the three and six months ended June 30, 2023, and $0.3 million and $0.4 million during the three and six months ended June 30, 2022, respectively. Contract Balances The timing of revenue recognition, billings and cash collections can result in accounts receivable, contract assets recorded as unbilled receivables, and contract liabilities recorded as deferred revenue. Accounts receivable represents our right to consideration that is unconditional. A right to consideration is unconditional if only the passage of time is required before payment of that consideration is due. Accounts receivable was $1.1 million, $0.7 million and $0.3 million as of June 30, 2023, December 31, 2022 and January 1, 2022, respectively. Contract assets primarily relate to the rights to consideration for progress on contractual requirements performed but not billed at the reporting date. The contract assets are transferred to accounts receivable when the rights become unconditional. As of June 30, 2023 and December 31, 2022, we had no contract assets. Contract liabilities consist primarily of deferred revenue, w hich is the amount of progress payments received or billed in advance of revenue recognition. Deferred revenue is subsequently recognized as revenue when the performance obligation is satisfied. Deferred revenue was $4.1 million, $3.4 million and $2.9 million as of June 30, 2023, December 31, 2022 and January 1, 2022, respectively. Deferred revenue as of June 30, 2023 and December 31, 2022 increased compared to the deferred revenue as of December 31, 2022 and January 1, 2022, respectively, primarily due to progress payments for certain customer contracts that have not been recognized as revenue as of the end of those periods. During the three and six months ended June 30, 2023, revenue recognized from the prior year deferred revenue balance was $0.4 million and $0.5 million, respectively. During the three and six months ended June 30, 2022, revenue recognized from the prior year deferred revenue balance was $0.1 million and $1.4 million, respectively. Remaining Performance Obligations We have performance obligations associated with commitments in customer contracts for future services that have not yet been recognized as revenue. As of June 30, 2023, the aggregate amount of the transaction price allocated to the remaining performance obligations related to customer contracts that were unsatisfied or partially unsatisfied, including deferred revenue, was approximately $10.4 million. Given the applicable contract terms, approximately $7.8 million is expected to be recognized as revenue within one year and approximately $2.6 million is expected to be recognized between two to five years. This amount does not include contracts to which the customer is not committed. The estimated timing of the recognition of remaining unsatisfied performance obligations is subject to change and is affected by changes to scope, changes in timing of delivery of products and services, or contract modifications. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following (in thousands): June 30, December 31, 2023 2022 Raw materials $ 131 $ 180 Work in process 56 218 Finished goods 316 102 Inventories $ 503 $ 500 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Property, Plant and Equipment, Net Property, plant and equipment, net consisted of the following (in thousands): June 30, December 31, 2023 2022 Production equipment $ 5,365 $ 4,488 Lab equipment 2,490 2,304 Leasehold improvements 4,086 3,525 Furniture, fixtures and other equipment 360 206 Construction in progress 2,702 957 Property, plant and equipment, at cost 15,003 11,480 Less: accumulated depreciation and amortization (8,100) (7,244) Property, plant and equipment, net $ 6,903 $ 4,236 Depreciation and amortization expense was $0.5 million and $0.9 million during the three and six months ended June 30, 2023, respectively . Depreciation and amortization expense was $0.3 million and $0.7 million during the three and six months ended June 30, 2022, respectively |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accrued and Other Current Liabilities | Accrued and Other Current Liabilities Accrued and other current liabilities consisted of the following (in thousands): June 30, December 31, 2023 2022 Accrued professional fees $ 3,979 $ 481 Accrued compensation and benefits 1,828 1,840 Accrued purchases of property and equipment 712 — Accrued purchases of inventory 417 — Accrued financing costs 12 194 Other 193 193 Accrued and other current liabilities $ 7,141 $ 2,708 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common and Preferred Stock As of June 30, 2023, we had a total of 1,000,000,000 shares of stock authorized to be issued, of which 950,000,000 shares are designated as common stock, $0.0001 par value per share, and 50,000,000 shares are designated as preferred stock, $0.0001 par value per share. Holders of common stock are entitled to one vote for each share held and entitled to receive dividends when and if declared by the board of directors. We have not declared any dividends through June 30, 2023. Equity Incentive Plans We adopted the 2022 Equity Incentive Plan (“2022 Plan”) effective September 14, 2022. The 2022 Plan authorizes awards in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, or performance awards and may be granted to directors, employees or consultants. As of June 30, 2023, the total number of shares reserved for issuance under the 2022 Plan was 13,733,248, which includes the increase in shares reserved pursuant to the evergreen provisions contained in the 2022 Plan and the assumed awards that were cancelled, expired or otherwise terminated without having been exercised in full, were tendered to or withheld for payment of an exercise price or for tax withholding obligations, or were forfeited to or repurchased due to failure to vest. The number of shares available for issuance under the 2022 Plan may be increased annually at the beginning of the fiscal year, subject to certain limitations. The Amprius Technologies, Inc. 2016 Equity Incentive Plan (“2016 Plan”), which we maintained prior to the Business Combination, was terminated concurrently with the adoption of the 2022 Plan. However, the 2016 Plan continues to govern the terms and conditions of the outstanding awards previously granted under the 2016 Plan. The 2022 Plan and 2016 Plan are collectively referred to as the “Equity Incentive Plans.” Stock Options Stock options granted under the Equity Incentive Plans provided an exercise price not less than 100% of the fair value at the grant date, unless the optionee is a 10% stockholder, in which case the option price will not be less than 110% of such fair market value. Options granted generally have a maximum term of 10 years from grant date or 90 days from the termination of the optionee, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a period of four years. As of June 30, 2023, the total unrecognized stock-based compensation expense related to the unvested stock options was approximately $7.0 million, which we expect to recognize over a weighted-average period of 2.7 years. Restricted Stock Units (“RSU”) The fair value of RSUs is determined based upon the market closing price of our common stock on the date of grant. RSUs generally vest over a period of approximately four years from the date of grant, subject to the continued employment or services of the grantee . As of June 30, 2023, the total unrecognized stock-based compensation expense related to the unvested RSUs was approximately $3.8 million, which we expect to recognize over a weighted-average period of 3.0 years. Amprius Holdings 2008 Stock Plan The stock-based compensation costs associated with grants to certain individuals who provided services to our company under the Amprius Holdings 2008 Stock Plan were included in the accompanying condensed consolidated statements of operations, with a corresponding increase in additional paid-in capital. The remaining unrecognized compensation cost as of June 30, 2023 was not material. Employee Stock Purchase Plan (“ESPP”) We adopted the 2022 Employee Stock Purchase Plan (“ESPP”) effective September 14, 2022. As of June 30, 2023, the total number of shares reserved for issuance was 1,836,101, which may be increased annually at the beginning of the fiscal year, subject to certain limitations. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code of 1986 (as amended) and will provide eligible employees an opportunity to purchase our common stock at a discount through payroll deductions. We have not established an offering under the ESPP as of June 30, 2023. Executive Incentive Compensation Plan On September 14, 2022, our board of directors approved our Executive Incentive Compensation Plan, which will allow us to grant incentive awards to certain executive employees, generally payable in cash, based upon achieving specified goals. We have the right to settle the award by granting an equity award, which may be subject to vesting conditions. All awards under the Executive Incentive Compensation Plan will be subject to reduction, cancellation, forfeiture, or recoupment in accordance with any clawback policy that we are required to adopt pursuant to applicable laws. As of June 30, 2023, there were no awards granted under the Executive Incentive Compensation Plan. Common Stock Warrants Outstanding stock warrants consisted of the following as of June 30, 2023: Number of Exercise Price Expiration Date Public warrants 29,268,236 $ 11.50 September 14, 2027 Private warrants 16,400,000 $ 11.50 September 14, 2027 PIPE warrants 2,052,500 $ 12.50 September 14, 2027 Total warrants 47,720,736 Holders of the public warrants and private warrants are entitled to purchase one share our common stock at a price of $11.50 per share subject to adjustment pursuant to the Warrant Agreement, dated as of March 1, 2022. The public warrants are listed on the NYSE and are redeemable by us when the price per share of our common stock equals or exceeds $18.00 per share for at least 20 trading days during a period of 30 consecutive trading days prior to the redemption date. The private warrants are not listed on any securities exchange and not redeemable. The warrants issued as part of units in a private placement in connection with the Business Combination (the “PIPE warrants”) are substantially identical to the public warrants, except that the exercise price of each PIPE warrant is $12.50 per share. In addition, the PIPE warrants are redeemable by us if the price per share of our common stock equals or exceeds $20.00 per share for at least 20 trading days during a period of 30 consecutive trading days prior to the redemption date. The PIPE warrants are also not listed on any securities exchange. The warrants described above are classified as equity in accordance with the guidance under ASC 815-40, Derivatives and Hedging–Contracts in Entity’s Own Equity . Equity-classified contracts, such as stock warrants, are initially measured at fair value or allocated value. Any subsequent changes in fair value are not recognized as long as the contracts continue to be classified in equity. Stock Purchase Agreement On September 27, 2022, we entered into the Purchase Agreement with BRPC II, pursuant to which we, at our option, have the right to sell to BRPC II up to $200.0 million of our common stock until January 1, 2025, subject to certain contractual terms. The purchase price will be determined by reference to the volume weighted average price of our common stock (as defined in the Purchase Agreement), less a discount of 3%. We cannot issue to BRPC II more than 19.99% of the aggregate number of shares of the common stock issued and outstanding immediately prior to the execution of the Purchase Agreement, except in limited circumstances. Proceeds from the sale of our common stock to BRPC II will depend upon the frequency and the market price of our common stock on the date of sale. During the six months ended June 30, 2023, we issued a total of 1,207,123 shares of common stock to BRPC II with proceeds totaling $10.6 million. The unamortized deferred stock issuance cost, which is included in other assets in the accompanying condensed consolidated balance sheets and will be charged proportionally against the proceeds from issuance of shares to BRPC II under the Purchase Agreement, was $0.6 million as of June 30, 2023. Stock-Based Compensation Stock-based compensation from stock options and RSUs under the Equity Incentive Plans and from stock options under the Amprius Holdings 2008 Stock Plan that we recorded were included in the following lines in the accompanying condensed consolidated statements of operations during the periods presented (in thousands) : Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Cost of revenue $ 244 $ 119 $ 413 $ 232 Research and development 27 7 47 13 Selling, general and administrative 653 764 1,190 1,101 Total stock-based compensation expense $ 924 $ 890 $ 1,650 $ 1,346 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesWe have no income tax expense as a result of the continued generation of net operating losses (“NOLs”) offset by a full valuation allowance recorded on such NOLs, as we determined it is not more-likely-than-not that our NOLs will be utilized. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases We have a non-cancelable operating lease for our corporate headquarters and facilities in Fremont, California. On January 4, 2023, we entered into an amendment of such lease, which includes the lease of additional space in the same building and extending the lease term to end on June 30, 2027, with an option to extend for an additional five-year term. Our operating lease does not contain any material residual value guarantees. We had no leases that were classified as a financing lease as of June 30, 2023. On April 15, 2023, we have also entered into an operating lease agreement to lease a space for our GWh-scale manufacturing facility in Brighton, Colorado. However, as of June 30, 2023, this lease has not commenced as our occupancy is reliant upon the completion of the re-zoning of the site. The current zoning for this site does not allow for manufacturing our batteries. As such, the property owner is in the process of applying to re-zone the site for our planned development and use. Until the re-zoning is complete, we will not be able to apply for permits required to repurpose the facility for manufacturing. This lease expires in May 2039, with an option to extend for two additional five-year terms. If the re-zoning application is not approved, this lease agreement will automatically be terminated. As of June 30, 2023, the weighted-average remaining term of the operating lease, which excludes the Colorado lease, was 9.0 years and the weighted-average discount rate used to estimate the net present value of the operating lease liabilities was 7.9%. During the six months ended June 30, 2023, the total amount of right-of-use assets obtained in exchange for operating lease liabilities, which exclude the Colorado lease, was $5.2 million. The total amount paid for amounts included in the measurement of operating lease liabilities was $0.5 million and $0.3 million during the six months ended June 30, 2023 and 2022, respectively. The components of lease expense during the three and six months ended June 30, 2023 and 2022 are shown in the table below (in thousands). Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Operating lease expense $ 304 $ 139 $ 506 $ 278 Variable lease expense 79 40 132 80 Short-term lease expense 23 16 42 39 Total lease expense $ 406 $ 195 $ 680 $ 397 Future operating lease payments as of June 30, 2023, which exclude future payments from the Colorado lease, were as follows (in thousands): Year ending December 31: Amount Remainder of 2023 $ 548 2024 1,126 2025 1,158 2026 1,193 2027 1,241 2028 1,278 Thereafter 4,729 Gross lease payments 11,273 Less - present value adjustments (3,205) Total operating lease liabilities $ 8,068 |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesFrom time to time, we may be involved in lawsuits, claims or legal proceedings that arise in the ordinary course of business. We accrue a contingent liability when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Management believes that there are no claims against us for which the outcome is expected to have a material effect on our financial position, results of operations or cash flows . |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts) : Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Numerator: Net loss $ (9,448) $ (4,154) $ (18,550) $ (7,032) Denominator: Weighted-average number of 85,216,827 65,776,550 84,932,542 65,775,545 Basic and diluted net loss per common share $ (0.11) $ (0.06) $ (0.22) $ (0.11) The following table summarizes the outstanding shares of potentially dilutive securities that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive: June 30, 2023 2022 Stock warrants 47,720,736 — Stock options 13,822,769 14,095,402 RSUs 479,646 — Total 62,023,151 14,095,402 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intercompany accounts and transactions have been eliminated. The significant accounting policies described below, together with Note 1 and other notes that follow, are an integral part of the condensed consolidated financial statements. In connection with the closing of the Business Combination, whereby Legacy Amprius was determined as the accounting acquirer for accounting and reporting purposes, the historical financial statements of Legacy Amprius became the historical financial statements of the combined company and no goodwill or other intangible assets were recorded. As a result, the accompanying condensed consolidated financial statements reflect (i) the assets and liabilities of Legacy Amprius at their historical cost; (ii) the historical operating results of Legacy Amprius prior to the Business Combination; and (iii) Legacy Amprius’ equity structure, which has been retroactively restated in the comparative period to reflect the number of shares of the Compa ny’s common stock issued to Legacy Amprius stockholders. As such, the shares, corresponding capital amounts, and net loss per share related to Legacy Amprius common stock have been retroactively restated to reflect the effect of the exchange ratio of 1.45590 (the “Exchange Ratio”) established in the Business Combination. Prior to the Business Combination, our financial statements were presented on a carve-out basis using our historical results of operations and historical basis of assets and liabilities derived from the accounting records of Amprius Holdings, adjusted as necessary to conform with U.S. GAAP. The underlying assumptions in our presentation of our financial statements prior to the Business Combination include: • Balance sheet includes all of our owned assets, assets assigned or contributed by Amprius Holdings, and liabilities incurred by Amprius Holdings on our behalf. • Statement of operations reflects all activities directly attributable to us, which include an allocation of certain general and administrative expenses of Amprius Holdings. • Certain general and administrative expenses of Amprius Holdings, such as the payroll-related expenses for two executive employees, legal, tax, insurance and accounting fees, were shared between us, Amprius Holdings and its other subsidiaries. Since those two executive employees provided us and Amprius Holdings' other subsidiaries with governance and management oversight, those shared expenses were allocated between us and Amprius Holdings' other subsidiaries. The level of effort spent by Amprius Holdings' executives was not correlated with the level of our business activity, revenue or other financial operating metrics and of Amprius Holdings' other subsidiaries. As a result, those shared expenses were allocated equally between us and Amprius Holdings' other subsidiaries. • Prior to the distribution of Amprius Holdings' other subsidiaries in early 2022, the shared expenses of Amprius Holdings were allocated equally between us and Amprius Holdings' other subsidiaries. After February 2022, those expenses were fully allocated to us. Management believes that the assumptions described above, including the allocation of certain shared expenses, are reasonable and consistently applied for all periods presented prior to the Business Combination. However, the financial statements of that were presented prior to the Business Combination may not be indicative of our future performance and do not necessarily reflect what the financial position, results of operations and cash flows would have been had we operated as a separate and standalone entity. |
Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intercompany accounts and transactions have been eliminated. The significant accounting policies described below, together with Note 1 and other notes that follow, are an integral part of the condensed consolidated financial statements. In connection with the closing of the Business Combination, whereby Legacy Amprius was determined as the accounting acquirer for accounting and reporting purposes, the historical financial statements of Legacy Amprius became the historical financial statements of the combined company and no goodwill or other intangible assets were recorded. As a result, the accompanying condensed consolidated financial statements reflect (i) the assets and liabilities of Legacy Amprius at their historical cost; (ii) the historical operating results of Legacy Amprius prior to the Business Combination; and (iii) Legacy Amprius’ equity structure, which has been retroactively restated in the comparative period to reflect the number of shares of the Compa ny’s common stock issued to Legacy Amprius stockholders. As such, the shares, corresponding capital amounts, and net loss per share related to Legacy Amprius common stock have been retroactively restated to reflect the effect of the exchange ratio of 1.45590 (the “Exchange Ratio”) established in the Business Combination. Prior to the Business Combination, our financial statements were presented on a carve-out basis using our historical results of operations and historical basis of assets and liabilities derived from the accounting records of Amprius Holdings, adjusted as necessary to conform with U.S. GAAP. The underlying assumptions in our presentation of our financial statements prior to the Business Combination include: • Balance sheet includes all of our owned assets, assets assigned or contributed by Amprius Holdings, and liabilities incurred by Amprius Holdings on our behalf. • Statement of operations reflects all activities directly attributable to us, which include an allocation of certain general and administrative expenses of Amprius Holdings. • Certain general and administrative expenses of Amprius Holdings, such as the payroll-related expenses for two executive employees, legal, tax, insurance and accounting fees, were shared between us, Amprius Holdings and its other subsidiaries. Since those two executive employees provided us and Amprius Holdings' other subsidiaries with governance and management oversight, those shared expenses were allocated between us and Amprius Holdings' other subsidiaries. The level of effort spent by Amprius Holdings' executives was not correlated with the level of our business activity, revenue or other financial operating metrics and of Amprius Holdings' other subsidiaries. As a result, those shared expenses were allocated equally between us and Amprius Holdings' other subsidiaries. • Prior to the distribution of Amprius Holdings' other subsidiaries in early 2022, the shared expenses of Amprius Holdings were allocated equally between us and Amprius Holdings' other subsidiaries. After February 2022, those expenses were fully allocated to us. Management believes that the assumptions described above, including the allocation of certain shared expenses, are reasonable and consistently applied for all periods presented prior to the Business Combination. However, the financial statements of that were presented prior to the Business Combination may not be indicative of our future performance and do not necessarily reflect what the financial position, results of operations and cash flows would have been had we operated as a separate and standalone entity. |
Unaudited Interim Condensed Consolidated Financial Statements | Unaudited Interim Condensed Consolidated Financial Statements The condensed consolidated balance sheet as of December 31, 2022, which has been derived from our audited consolidated financial statements as filed in our Annual Report on Form 10-K with the Securities and Exchange Commission (“SEC”) on March 30, 2023, and the unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. GAAP and applicable rules and regulations of the SEC regarding interim financial reporting. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”), and Accounting Standards Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements have been prepared on a basis consistent with the audited financial statements. In management’s opinion, all adjustments made were normal or recurring in nature and necessary for the fair statement of our financial position as of June 30, 2023 and our results of operations and cash flows during the three and six months ended June 30, 2023 and 2022. The financial data and other financial information disclosed in the notes to these condensed consolidated financial statements are also unaudited. The results of operations during the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the full fiscal year or any other period. Certain information and note disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the information presented not misleading. |
Reclassification | ReclassificationCertain accounts in the prior period condensed consolidated statements of operations were reclassified to conform with the current period presentation. The reclassification had no impact to our net loss and cash flows in those periods. |
Emerging Growth Company | Emerging Growth Company We are an emerging growth company as defined in Section 2(a) of the Securities Act of 1933 (as amended) (“Securities Act”), and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised accounting standards until private companies are required to comply with such standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. We have elected to not opt out of such extended transition period. This means that when a standard is issued or revised and it has different application dates for public or private companies, we, as an emerging growth company, can adopt the new or revised standard at the time private companies |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances; the results of which form the basis for making judgements that are not readily apparent from other sources. Actual results could materially differ from management estimates using different assumptions or under different conditions. |
Restricted Cash | Restricted CashRestricted cash pertains to cash collateral required by our lessor to satisfy a letter of credit requirement under a lease agreement. |
Concentration of Credit Risk | Concentration of Credit RiskAccounts receivable mainly consist of amounts due from U.S. government agencies or sponsored entities and large public entities which limits our credit risk. Through June 30, 2023, we have not experienced any credit losses. |
Segment Reporting | Segment Reporting We have determined that the Chief Executive Officer is our Chief Operating Decision Maker (“CODM”). The CODM reviews financial information presented on an aggregate basis for the purposes of assessing our performance and making decisions on how to allocate resources. Accordingly, we have determined that we operate in a single operating and reportable segment. All of our revenues are geographically earned in the United States and our property, plant and equipment are located in the United States. |
Recently Adopted Accounting Standard | Recently Adopted Accounting Standard On January 1, 2023, we adopted FASB ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and related amendment under ASU 2019-10, which requires that credit losses on financial assets, such as trade and other receivables, be recognized as allowance for losses. Credit losses on trade and other receivables will reflect the current estimate of the expected credit losses that generally will result in the earlier recognition of allowances for losses. The adoption of this ASU did not have a material impact on our condensed consolidated financial statements. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Composition of Revenue | The table below shows the composition of revenue from customers, as disaggregated by type of arrangement in accordance with Topic 606, and other revenue from a government grant accounted for using the analogy from International Accounting Standards 20, Accounting for Government Grants and Disclosure of Government Assistance (in thousands). Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Revenue from customers: Sale of battery products $ 1,292 $ 688 $ 1,762 $ 1,293 Customized design services 287 3 287 1,508 Total revenue from customers 1,579 691 2,049 2,801 Other revenue – government grant 53 — 262 — Total revenue $ 1,632 $ 691 $ 2,311 $ 2,801 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following (in thousands): June 30, December 31, 2023 2022 Raw materials $ 131 $ 180 Work in process 56 218 Finished goods 316 102 Inventories $ 503 $ 500 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property, plant and equipment, net consisted of the following (in thousands): June 30, December 31, 2023 2022 Production equipment $ 5,365 $ 4,488 Lab equipment 2,490 2,304 Leasehold improvements 4,086 3,525 Furniture, fixtures and other equipment 360 206 Construction in progress 2,702 957 Property, plant and equipment, at cost 15,003 11,480 Less: accumulated depreciation and amortization (8,100) (7,244) Property, plant and equipment, net $ 6,903 $ 4,236 |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consisted of the following (in thousands): June 30, December 31, 2023 2022 Accrued professional fees $ 3,979 $ 481 Accrued compensation and benefits 1,828 1,840 Accrued purchases of property and equipment 712 — Accrued purchases of inventory 417 — Accrued financing costs 12 194 Other 193 193 Accrued and other current liabilities $ 7,141 $ 2,708 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Summary of Outstanding Stock Warrants | Outstanding stock warrants consisted of the following as of June 30, 2023: Number of Exercise Price Expiration Date Public warrants 29,268,236 $ 11.50 September 14, 2027 Private warrants 16,400,000 $ 11.50 September 14, 2027 PIPE warrants 2,052,500 $ 12.50 September 14, 2027 Total warrants 47,720,736 |
Summary of Stock-Based Compensation Expense | Stock-based compensation from stock options and RSUs under the Equity Incentive Plans and from stock options under the Amprius Holdings 2008 Stock Plan that we recorded were included in the following lines in the accompanying condensed consolidated statements of operations during the periods presented (in thousands) : Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Cost of revenue $ 244 $ 119 $ 413 $ 232 Research and development 27 7 47 13 Selling, general and administrative 653 764 1,190 1,101 Total stock-based compensation expense $ 924 $ 890 $ 1,650 $ 1,346 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense during the three and six months ended June 30, 2023 and 2022 are shown in the table below (in thousands). Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Operating lease expense $ 304 $ 139 $ 506 $ 278 Variable lease expense 79 40 132 80 Short-term lease expense 23 16 42 39 Total lease expense $ 406 $ 195 $ 680 $ 397 |
Schedule of Future Maturing Operating Lease Payments | Future operating lease payments as of June 30, 2023, which exclude future payments from the Colorado lease, were as follows (in thousands): Year ending December 31: Amount Remainder of 2023 $ 548 2024 1,126 2025 1,158 2026 1,193 2027 1,241 2028 1,278 Thereafter 4,729 Gross lease payments 11,273 Less - present value adjustments (3,205) Total operating lease liabilities $ 8,068 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Basic and Diluted Net Loss Per Share | The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts) : Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Numerator: Net loss $ (9,448) $ (4,154) $ (18,550) $ (7,032) Denominator: Weighted-average number of 85,216,827 65,776,550 84,932,542 65,775,545 Basic and diluted net loss per common share $ (0.11) $ (0.06) $ (0.22) $ (0.11) |
Schedule of Potentially Dilutive Securities | The following table summarizes the outstanding shares of potentially dilutive securities that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive: June 30, 2023 2022 Stock warrants 47,720,736 — Stock options 13,822,769 14,095,402 RSUs 479,646 — Total 62,023,151 14,095,402 |
Nature of Operations and Orga_2
Nature of Operations and Organization - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 02, 2023 | Dec. 31, 2022 | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||||||
Net loss | $ 9,448 | $ 9,102 | $ 4,154 | $ 2,878 | $ 18,550 | $ 7,032 | ||
Accumulated deficit | 111,437 | 111,437 | $ 92,887 | |||||
Cash and cash equivalents | 65,010 | $ 5,243 | 65,010 | $ 5,243 | $ 69,696 | |||
Committed equity financing balance | $ 189,400 | 189,400 | ||||||
Project grant, value | $ 50,000 | |||||||
Common Stock Purchase Agreement | ||||||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||||||
Common stock, purchase agreement, potential maximum consideration | $ 200,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) executiveEmployee | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Sep. 14, 2022 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Recapitalization exchange ratio | 1.45590 | |||||
Number of executive employees of parent sharing facilities costs (in executive employees) | executiveEmployee | 2 | |||||
Restricted cash included in other assets | $ 56 | $ 333 | $ 56 | $ 333 | $ 56 | |
Level 1 | Money Market Funds | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Cash equivalents | $ 36,500 | $ 36,500 | $ 69,400 | |||
Revenue benchmark | Customer concentration risk | Customer one | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk percentage | 21% | 48% | 21% | 30% | ||
Revenue benchmark | Customer concentration risk | Customer two | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk percentage | 18% | 12% | 16% | 24% | ||
Revenue benchmark | Customer concentration risk | Customer three | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk percentage | 18% | 14% | 16% | |||
Revenue benchmark | Customer concentration risk | Customer four | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk percentage | 13% | 14% | ||||
Revenue benchmark | Customer concentration risk | Customer five | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk percentage | 11% | |||||
Accounts receivable | Customer concentration risk | Three customers | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk percentage | 73% | 88% |
Revenue - Schedule of Compositi
Revenue - Schedule of Composition of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,632 | $ 691 | $ 2,311 | $ 2,801 |
Total revenue from customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,579 | 691 | 2,049 | 2,801 |
Sale of battery products | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,292 | 688 | 1,762 | 1,293 |
Customized design services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 287 | 3 | 287 | 1,508 |
Other revenue – government grant | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 53 | $ 0 | $ 262 | $ 0 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Jan. 01, 2022 | |
Disaggregation of Revenue [Line Items] | ||||||
Revenue | $ 1,632,000 | $ 691,000 | $ 2,311,000 | $ 2,801,000 | ||
Accounts receivable | 1,130,000 | 1,130,000 | $ 686,000 | $ 300,000 | ||
Contract asset | 0 | 0 | 0 | |||
Contract liability | 4,100,000 | 4,100,000 | $ 3,400,000 | $ 2,900,000 | ||
Revenue recognized | 400,000 | 100,000 | 500,000 | 1,400,000 | ||
Bill-and-hold | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue | $ 300,000 | $ 300,000 | $ 300,000 | $ 400,000 |
Revenue - Performance Obligatio
Revenue - Performance Obligation (Details) $ in Millions | Jun. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 10.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 7.8 |
Revenue, remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 2.6 |
Revenue, remaining performance obligation, period | 4 years |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 131 | $ 180 |
Work in process | 56 | 218 |
Finished goods | 316 | 102 |
Inventories | $ 503 | $ 500 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 15,003 | $ 11,480 |
Less: accumulated depreciation and amortization | (8,100) | (7,244) |
Property, plant and equipment, net | 6,903 | 4,236 |
Production equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 5,365 | 4,488 |
Lab equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 2,490 | 2,304 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 4,086 | 3,525 |
Furniture, fixtures and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 360 | 206 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 2,702 | $ 957 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization | $ 500 | $ 300 | $ 856 | $ 748 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued professional fees | $ 3,979 | $ 481 |
Accrued compensation and benefits | 1,828 | 1,840 |
Accrued purchases of property and equipment | 712 | 0 |
Accrued purchases of inventory | 417 | 0 |
Accrued financing costs | 12 | 194 |
Other | 193 | 193 |
Accrued and other current liabilities | $ 7,141 | $ 2,708 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | |||||
Sep. 27, 2022 USD ($) | Sep. 14, 2022 day $ / shares | Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) | Dec. 31, 2022 $ / shares shares | Mar. 01, 2022 $ / shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares authorized (in shares) | shares | 1,000,000,000 | |||||
Common stock, authorized (in shares) | shares | 950,000,000 | 950,000,000 | ||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, shares authorized (in shares) | shares | 50,000,000 | 50,000,000 | ||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Unrecognized compensation expense | $ | $ 7,000 | |||||
Exercise price (in dollars per share) | $ 11.50 | |||||
Issuance of common stock in connection with a stock purchase agreement | $ | 10,507 | $ 0 | ||||
Common Stock Purchase Agreement | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, purchase agreement, potential maximum consideration | $ | $ 200,000 | |||||
BRPC II | Common Stock Purchase Agreement | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, purchase agreement, potential maximum consideration | $ | $ 200,000 | |||||
Discount on sale of stock (percentage) | 3% | |||||
Maximum shares available for sale as a percentage of aggregate shares issued and outstanding (percentage) | 19.99% | |||||
Number of shares issued in transaction (in shares) | shares | 1,207,123 | |||||
Issuance of common stock in connection with a stock purchase agreement | $ | $ 10,600 | |||||
Deferred stock issuance costs | $ | $ 600 | |||||
Public warrants | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price (in dollars per share) | $ 11.50 | |||||
Average price per share of redeemable warrants (in dollars per share) | $ 18 | |||||
Warrants, redeem, threshold trading days | day | 20 | |||||
Warrants, redeem, threshold consecutive trading days | day | 30 | |||||
Private warrants | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price (in dollars per share) | 11.50 | |||||
PIPE warrants | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price (in dollars per share) | $ 12.50 | |||||
Average price per share of redeemable warrants (in dollars per share) | $ 20 | |||||
Warrants, redeem, threshold trading days | day | 20 | |||||
Warrants, redeem, threshold consecutive trading days | day | 30 | |||||
RSUs | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Award vesting period | 4 years | |||||
Weighted average period to be recognized | 3 years | |||||
Unrecognized compensation cost | $ | $ 3,800 | |||||
Stock options | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Weighted average period to be recognized | 2 years 8 months 12 days | |||||
Equity Incentive Plans | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price as a percentage of fair value | 100% | |||||
Stockholder Percentage Of Optionee For Option Price | 10% | |||||
Exercise price as a percentage of fair value, ten percent stockholders | 110% | |||||
Award expiration period | 10 years | |||||
Equity Incentive Plans | Employee stock | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Award vesting period | 4 years | |||||
Employee Stock Purchase Plan | Employee stock | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Reserved for issuance (Shares) | shares | 1,836,101 | |||||
Executive Incentive Compensation Plan | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Granted (in shares) | shares | 0 | |||||
2022 Plan | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares available for future issuance (in shares) | shares | 13,733,248 |
Stockholders' Equity - Stock Wa
Stockholders' Equity - Stock Warrant (Details) - $ / shares | Jun. 30, 2023 | Mar. 01, 2022 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Warrants outstanding (in shares) | 47,720,736 | |
Exercise price (in dollars per share) | $ 11.50 | |
Public warrants | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Warrants outstanding (in shares) | 29,268,236 | |
Exercise price (in dollars per share) | $ 11.50 | |
Private warrants | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Warrants outstanding (in shares) | 16,400,000 | |
Exercise price (in dollars per share) | $ 11.50 | |
PIPE warrants | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Warrants outstanding (in shares) | 2,052,500 | |
Exercise price (in dollars per share) | $ 12.50 |
Stockholders' Equity - Stock-Ba
Stockholders' Equity - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 924 | $ 890 | $ 1,650 | $ 1,346 |
Cost of revenue | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 244 | 119 | 413 | 232 |
Research and development | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 27 | 7 | 47 | 13 |
Selling, general and administrative | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 653 | $ 764 | $ 1,190 | $ 1,101 |
Income Taxes (Details)
Income Taxes (Details) | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Income Tax Disclosure [Abstract] | |
Income tax expense | $ 0 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Apr. 15, 2023 USD ($) term | Jun. 30, 2023 USD ($) lease | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) lease | Jun. 30, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | |||||
Lease renewal term (in years) | 5 years | 5 years | |||
Number of finance leases (in leases) | lease | 0 | 0 | |||
Weighted-average remaining term (in years) | 9 years | 9 years | |||
Net present value of operating lease liabilities | 7.90% | 7.90% | |||
Right-of-use asset obtained in exchange for operating lease liability | $ 5,200 | ||||
Operating lease payments | 500 | $ 300 | |||
Operating lease expense | $ 304 | $ 139 | 506 | $ 278 | |
Future lease payments | $ 11,273 | $ 11,273 | |||
Brighton, Colorado | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease renewal term (in years) | 5 years | ||||
Number of extension terms | term | 2 | ||||
Future lease payments | $ 62,900 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease expense | $ 304 | $ 139 | $ 506 | $ 278 |
Variable lease expense | 79 | 40 | 132 | 80 |
Short-term lease expense | 23 | 16 | 42 | 39 |
Total lease expense | $ 406 | $ 195 | $ 680 | $ 397 |
Leases - Schedule of Future Mat
Leases - Schedule of Future Maturing Operating Lease Payments (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Leases [Abstract] | |
Remainder of 2023 | $ 548 |
2024 | 1,126 |
2025 | 1,158 |
2026 | 1,193 |
2027 | 1,241 |
2028 | 1,278 |
Thereafter | 4,729 |
Gross lease payments | 11,273 |
Less - present value adjustments | (3,205) |
Total operating lease liabilities | $ 8,068 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator: | ||||
Net loss | $ (9,448) | $ (4,154) | $ (18,550) | $ (7,032) |
Net loss | $ (9,448) | $ (4,154) | $ (18,550) | $ (7,032) |
Denominator: | ||||
Weighted-average common shares outstanding, basic (in shares) | 85,216,827 | 65,776,550 | 84,932,542 | 65,775,545 |
Weighted-average common shares outstanding, diluted (in shares) | 85,216,827 | 65,776,550 | 84,932,542 | 65,775,545 |
Net loss per common shares, basic (in dollars per share) | $ (0.11) | $ (0.06) | $ (0.22) | $ (0.11) |
Net loss per common shares, diluted (in dollars per share) | $ (0.11) | $ (0.06) | $ (0.22) | $ (0.11) |
Net Loss Per Share - Potentiall
Net Loss Per Share - Potentially Dilutive Securities (Details) - shares | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computation of net loss per share (in shares) | 62,023,151 | 14,095,402 |
Stock warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computation of net loss per share (in shares) | 47,720,736 | 0 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computation of net loss per share (in shares) | 13,822,769 | 14,095,402 |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from the computation of net loss per share (in shares) | 479,646 | 0 |
Uncategorized Items - ampx-2023
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-02 [Member] |