Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 02, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
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 | 94,472,655 | |
Entity Central Index Key | 0001899287 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
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 | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 39,045 | $ 45,761 |
Accounts receivable | 1,442 | 1,265 |
Inventories | 858 | 730 |
Deferred costs | 927 | 779 |
Prepaid expenses and other current assets | 3,351 | 1,987 |
Total current assets | 45,623 | 50,522 |
Non-current assets: | ||
Property, plant and equipment, net | 22,938 | 21,760 |
Operating lease right-of-use assets, net | 34,660 | 35,149 |
Other assets | 1,466 | 305 |
Total assets | 104,687 | 107,736 |
Current liabilities: | ||
Accounts payable | 1,992 | 3,341 |
Accrued and other current liabilities | 3,431 | 5,594 |
Deferred revenue | 3,243 | 3,434 |
Operating lease liabilities | 1,096 | 1,088 |
Total current liabilities | 9,762 | 13,457 |
Non-current liabilities: | ||
Operating lease liabilities | 34,990 | 34,479 |
Total liabilities | 44,752 | 47,936 |
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; 92,274,165 and 88,869,463 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively | 9 | 9 |
Additional paid-in capital | 199,475 | 189,454 |
Accumulated deficit | (139,549) | (129,663) |
Total stockholders’ equity | 59,935 | 59,800 |
Total liabilities and stockholders’ equity | $ 104,687 | $ 107,736 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 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 (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) | 92,274,165 | 88,869,463 |
Common stock, outstanding (in shares) | 92,274,165 | 88,869,463 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Revenue | $ 2,336 | $ 679 |
Cost of revenue | 6,781 | 4,196 |
Gross loss | (4,445) | (3,517) |
Operating expenses: | ||
Research and development | 1,581 | 800 |
Selling, general and administrative | 4,293 | 5,434 |
Total operating expenses | 5,874 | 6,234 |
Loss from operations | (10,319) | (9,751) |
Other income | 433 | 649 |
Net loss | $ (9,886) | $ (9,102) |
Weighted-average common shares outstanding: | ||
Weighted-average common shares outstanding, basic (in shares) | 90,029,320 | 84,645,097 |
Weighted-average common shares outstanding, diluted (in shares) | 90,029,320 | 84,645,097 |
Net loss per share of common stock: | ||
Net loss per share of common stock, basic (in dollars per share) | $ (0.11) | $ (0.11) |
Net loss per share of common stock, diluted (in dollars per share) | $ (0.11) | $ (0.11) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Beginning Balance (in shares) at Dec. 31, 2022 | 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 an At Market Issuance Sales Agreement/stock purchase agreement, net of issuance cost (in shares) | 331,351 | |||
Issuance of common stock in connection with an At Market Issuance Sales Agreement/stock purchase agreement, net of issuance cost | 2,376 | 2,376 | ||
Issuance of common stock upon exercise of stock options and vesting of restricted stock units (in shares) | 30,000 | |||
Issuance of common stock upon exercise of stock options and vesting of restricted stock units | 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, 2023 | 88,869,463 | 88,869,463 | ||
Beginning Balance at Dec. 31, 2023 | $ 59,800 | $ 9 | 189,454 | (129,663) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Issuance of common stock in connection with an At Market Issuance Sales Agreement/stock purchase agreement, net of issuance cost (in shares) | 2,853,266 | |||
Issuance of common stock in connection with an At Market Issuance Sales Agreement/stock purchase agreement, net of issuance cost | 8,746 | 8,746 | ||
Issuance of common stock upon exercise of stock options and vesting of restricted stock units (in shares) | 551,436 | |||
Issuance of common stock upon exercise of stock options and vesting of restricted stock units | 28 | 28 | ||
Stock-based compensation | 1,247 | 1,247 | ||
Net loss | $ (9,886) | (9,886) | ||
Ending Balance (in shares) at Mar. 31, 2024 | 92,274,165 | 92,274,165 | ||
Ending Balance at Mar. 31, 2024 | $ 59,935 | $ 9 | $ 199,475 | $ (139,549) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (9,886) | $ (9,102) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 1,247 | 726 |
Depreciation and amortization | 1,017 | 416 |
Amortization of deferred costs | 0 | 134 |
Non-cash operating lease expense | 1,286 | 202 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (177) | 131 |
Inventories | (128) | (345) |
Deferred costs | (148) | (864) |
Prepaid expenses and other current assets | (719) | 553 |
Other assets | 9 | 0 |
Accounts payable | 352 | 59 |
Accrued and other current liabilities | (2,163) | 1,120 |
Deferred revenue | (191) | 657 |
Operating lease liabilities | (278) | (179) |
Net cash used in operating activities | (9,779) | (6,492) |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (3,896) | (1,140) |
Net cash used in investing activities | (3,896) | (1,140) |
Cash flows from financing activities: | ||
Payment of equity financing costs | 0 | (268) |
Proceeds from exercise of stock options | 28 | 2 |
Net cash provided by financing activities | 8,159 | 2,123 |
Net decrease in cash, cash equivalents and restricted cash equivalents | (5,516) | (5,509) |
Cash, cash equivalents and restricted cash equivalents, beginning of period | 45,817 | 69,752 |
Cash, cash equivalents and restricted cash equivalents, end of period | 40,301 | 64,243 |
Reconciliation of cash, cash equivalents and restricted cash equivalents shown on the condensed consolidated balance sheets: | ||
Cash and cash equivalents | 39,045 | 64,187 |
Restricted cash equivalents | 1,256 | 56 |
Total cash, cash equivalents and restricted cash equivalents | 40,301 | 64,243 |
At Market Issuance Sales Agreement | ||
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 8,131 | 0 |
Stock Purchase Agreement | ||
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | $ 0 | $ 2,389 |
Nature of Operations and Organi
Nature of Operations and Organization | 3 Months Ended |
Mar. 31, 2024 | |
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”) develops, manufactures and markets lithium-ion batteries for mobility applications, including the aviation and electric vehicle (“EV”) industries. We have been in commercial battery production since 2018 and our disruptive 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. Liquidity and Capital Resources As of March 31, 2024, we had cash and cash equivalents of $39.0 million. We believe that our cash and cash equivalents will be sufficient to fund our obligations over twelve months from the date these condensed consolidated financial statements are issued. In addition, we may receive additional funds from the offering and sale of our shares of our common stock, from time to time, from warrant exercises and under the At Market Issuance Sales Agreement (the “Sales Agreement”), which we entered with B. Riley Securities, Inc., Cantor Fitzgerald & Co. and H.C. Wainwright & Co., LLC, as sales agents (the “Sales Agents”) on October 2, 2023. Under the Sales Agreement, we may offer and sell, from time to time, shares of our common stock for an aggregate offering price of not more than $100.0 million. During the three months ended March 31, 2024 and from the date of the Sales Agreement through March 31, 2024, the aggregate net proceeds from the sale of shares of common stock under the Sales Agreement were approximately $8.8 million and $9.1 million, respectively. Subsequent to March 31, 2024 and through May 3, 2024, we have raised net proceeds of $2.1 million through the sale of 1.0 million shares. Since our inception, we have incurred recurring losses and negative cash flows from operations. During the three months ended March 31, 2024, we incurred a net loss of $9.9 million and at March 31, 2024, our accumulated deficit was $139.5 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 complete the design and build-out of a GWh-scale manufacturing facility in Brighton, Colorado. We may need to raise additional funds in order to meet our future operating and capital expenditure requirements, and 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. Other Risks and Uncertainties We face risks related to abrupt political change, terrorist activity, and armed conflict such as the military conflicts between Russia and Ukraine and in the Middle East. These military conflicts have led to significant volatility in the global economy, and may contribute to inflation, volatility in the credit and capital markets, and interruption in the global supply chain. Although these military conflicts did not have an adverse impact on us to-date, the future outcome of such conflicts is highly unpredictable and uncertain and may adversely affect our future financial condition, results of operations and cash flows. The COVID-19 pandemic has been unpredictable and unprecedented and resulted in significant national and global economic disruption. The extent to which public health emergencies such as the COVID-19 pandemic may impact our business, financial condition, prospects and results of operations is highly uncertain and cannot be predicted. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
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. Unaudited Interim Condensed Consolidated Financial Statements The condensed consolidated balance sheet as of December 31, 2023, 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 (the “SEC”) on March 28, 2024, 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 March 31, 2024 and our results of operations and cash flows during the three months ended March 31, 2024 and 2023. 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 months ended March 31, 2024 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 on our prior period consolidated balance sheet, net loss and cash flows. Emerging Growth Company We are an emerging growth company as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS 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. Furthermore, the JOBS Act exempts an emerging growth company 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; incremental borrowing rate used in calculating lease obligations and right-of-use assets; and certain inputs used to measure fair value of stock option grants using the Black-Scholes option-pricing model. Fair Value Measurements We had money market funds totaling $22.2 million and $36.7 million as of March 31, 2024 and December 31, 2023, respectively, which were measured at Level 1 fair value based on the active market price of the instruments and included in cash and cash equivalents and in other assets in the accompanying condensed consolidated balance sheets. We did not have assets or liabilities measured at fair value on a recurring basis using Level 2 or Level 3 inputs as of March 31, 2024 and December 31, 2023. There were no transfers of financial instruments between Level 1, Level 2 and Level 3 during the three months ended March 31, 2024 and 2023. Restricted Cash Equivalents Restricted cash equivalents pertain to the amount of cash deposits required by our lessors to satisfy letters of credit requirements under our lease agreements. Restricted cash equivalents, which are included in other assets in the accompanying condensed consolidated balance sheets, were $1.3 million and $56 thousand as of March 31, 2024 and December 31, 2023, respectively. Concentration of Credit Risk Financial instruments that potentially subject us to concentration of credit risk include cash, cash equivalents, restricted cash equivalents and accounts receivable. Through March 31, 2024, we have not experienced losses on our financial assets held in financial institutions and on our accounts receivable. As of March 31, 2024 and December 31, 2023, three customers represented 70% and 80%, respectively, of our total accounts receivable. During the three months ended March 31, 2024, three customers represented 22%, 20% and 13% of our revenue. During the three months ended March 31, 2023, three customers represented 34%, 23% and 19% of our revenue. Many of our customers are in the aviation industry though our batteries have applications across all segments of electric mobility. An adverse impact on the aviation industry may affect our relationship with our customers, which could affect our future financial condition, results of operations and cash flows. 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 As of March 31, 2024, 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, 2023. Recent Accounting Pronouncements Not Yet Adopted In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . This ASU requires entities to disclose, among others, (i) specific categories in the rate reconciliation table (ii) additional information for reconciling items that meet a quantitative threshold and (iii) the amount of income taxes paid on a disaggregated level. This ASU is required to be adopted on a prospective basis. As an emerging growth company, this ASU is effective starting on our annual reporting for the year ending December 31, 2026. Early adoption is permitted. We are currently evaluating this ASU. We believe that the impact of the additional required disclosures will enhance our current financial statement disclosure. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This ASU requires entities to disclose, among others, (i) significant segment expenses that are regularly provided to the CODM for measuring segment profit or loss, (ii) amounts for other significant items by reportable segment and (iii) an explanation of how the CODM uses the reported measures of segment profit or loss in assessing segment performance and deciding resource allocation. This ASU is required to be adopted on a retrospective basis starting on our annual reporting for the year ending December 31, 2024. Early adoption is permitted. We are currently evaluating this ASU. We believe that the impact of the additional required disclosures will enhance our financial statement disclosure. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue We disaggregate our revenue from customers by the type of arrangement as this depicts how the nature, amount, timing, and uncertainty of our revenue and cash flows are affected by economic factors. The table below shows the composition of revenue from customers, which consisted mainly of sale of battery products, 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 March 31, 2024 2023 Revenue from customers – sale of battery products $ 2,336 $ 470 Other revenue – government grant — 209 Total revenue $ 2,336 $ 679 Revenue from the sale of battery products includes bill-and-hold arrangements, which were $0.2 million during the three months ended March 31, 2024 and none during the three months ended March 31, 2023. 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 $1.4 million, $1.3 million and $0.7 million as of March 31, 2024, December 31, 2023 and January 1, 2023, 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 March 31, 2024 and December 31, 2023, 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 $3.2 million, $3.4 million and $3.4 million as of March 31, 2024, December 31, 2023 and January 1, 2023, respectively. During the three months ended March 31, 2024 and 2023, revenue recognized from the prior year deferred revenue balance was $0.5 million and $0.1 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 March 31, 2024, 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 $14.0 million. Given the applicable contract terms, approximately $12.6 million is expected to be recognized as revenue within one year and approximately $1.4 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 | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following (in thousands): March 31, December 31, 2024 2023 Raw materials $ 172 $ 172 Work in process 196 113 Finished goods 490 445 Inventories $ 858 $ 730 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 3 Months Ended |
Mar. 31, 2024 | |
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): March 31, December 31, 2024 2023 Production equipment $ 6,407 $ 6,253 Lab equipment 2,536 2,502 Leasehold improvements 11,179 11,152 Furniture, fixtures and other equipment 376 376 Construction in progress 12,507 10,527 Property, plant and equipment, at cost 33,005 30,810 Less: accumulated depreciation and amortization (10,067) (9,050) Property, plant and equipment, net $ 22,938 $ 21,760 |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2024 | |
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): March 31, December 31, 2024 2023 Accrued professional fees $ 1,663 $ 1,703 Accrued compensation and benefits 1,452 3,070 Accrued purchases of finished goods for resale 70 447 Other 246 374 Total accrued and other current liabilities $ 3,431 $ 5,594 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common and Preferred Stock As of March 31, 2024, 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 March 31, 2024. 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 March 31, 2024, the total number of shares reserved for issuance under the 2022 Plan was 14,199,512, which includes the increase in shares reserved pursuant to the evergreen provisions contained in the 2022 Plan and the assumed awards that were withheld for payment of an exercise price or were forfeited 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”) 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 March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested stock options was approximately $4.8 million, which we expect to recognize over a weighted-average period of 2.0 years. Restricted Stock Units (“RSUs”) 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 March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested RSUs was approximately $13.6 million, which we expect to recognize over a weighted-average period of 3.6 years. Amprius, Inc. (“Amprius Holdings”) 2008 Stock Plan The stock-based compensation costs under the Amprius Holdings 2008 Stock Plan, which were associated with grants to certain individuals who provided services to our company, were already fully recognized and included in the accompanying condensed consolidated statements of operations, with a corresponding increase in additional paid-in capital. Employee Stock Purchase Plan We adopted the 2022 Employee Stock Purchase Plan (“ESPP”) effective September 14, 2022. As of March 31, 2024, the total number of shares reserved for issuance was 2,724,333, 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 March 31, 2024. 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 March 31, 2024, there were no awards granted under the Executive Incentive Compensation Plan. Common Stock Warrants Outstanding stock warrants consisted of the following as of March 31, 2024: 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 of 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 New York Stock Exchange 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 are not redeemable. Holders of 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. At Market Issuance Sales Agreement On October 2, 2023, we entered into the Sales Agreement with the Sales Agents, pursuant to which we may offer and sell, from time to time, through or to any Sales Agent, shares of our common stock with an aggregate offering price of not more than $100.0 million. From the date of the Sales Agreement through March 31, 2024, the aggregate net proceeds from the sale of shares of common stock under the Sales Agreement were approximately $9.1 million. Costs incurred related to the Sales Agreement, which were initially deferred and included in other assets in the accompanying condensed consolidated balance sheets, will be charged proportionally against the proceeds from the issuance of shares. The balance of unamortized deferred stock issuance costs was $0.2 million as of March 31, 2024. Common Stock Purchase Agreement On September 27, 2022, we entered into a Common Stock Purchase Agreement (the “Stock Purchase Agreement”) with B. Riley Principal Capital II, LLC (“BRPC II”), pursuant to which BRPC II committed to purchase shares of our common stock. We and BRPC II mutually agreed to terminate the Stock Purchase Agreement effective October 10, 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 March 31, 2024 2023 Cost of revenue $ 167 $ 169 Research and development 170 20 Selling, general and administrative 910 537 Total stock-based compensation expense $ 1,247 $ 726 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
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 | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | Leases As of March 31, 2024, we had non-cancelable operating leases for our corporate headquarters and manufacturing facilities located in Fremont, California and in Brighton, Colorado. Our Fremont lease, which expires in June 2027, provides us an option to extend the term for one additional 5-year period. Our Brighton lease, which expires in May 2039, provides us an option to extend the term for two additional 5-year periods. We determined with reasonable certainty that we will exercise our option to extend the lease term of the Fremont lease, but not the Brighton lease. Our operating leases do not contain any material residual value guarantees. We had no leases that were classified as finance leases as of March 31, 2024. The components of lease expense during the three months ended March 31, 2024 and 2023 are shown in the table below (in thousands). Three months ended March 31, 2024 2023 Operating lease expense $ 1,286 $ 202 Variable lease expense 111 53 Short-term lease expense 22 19 Total lease expense $ 1,419 $ 274 Other information about our operating leases during the three months ended March 31, 2024 and 2023 are shown in the table below (amounts in thousands). Three months ended March 31, 2024 2023 Cash paid for amounts included in the measurement of operating lease $ 278 $ 179 Right-of-use assets obtained in exchange for new operating lease liabilities $ — $ 5,241 Weighted-average remaining lease term 14.2 years 9.3 years Weighted-average discount rate 9.4 % 7.9 % Future operating lease payments as of March 31, 2024 are as follows (in thousands): Year ending December 31: Amount Remainder of 2024 $ 849 2025 1,794 2026 4,377 2027 5,025 2028 5,185 2029 5,344 Thereafter 48,440 Gross lease payments 71,014 Less - present value adjustments (34,928) Total operating lease liabilities $ 36,086 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies From 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 | 3 Months Ended |
Mar. 31, 2024 | |
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 March 31, 2024 2023 Numerator: Net loss $ (9,886) $ (9,102) Denominator: Weighted-average number of common shares outstanding 90,029,320 84,645,097 Basic and diluted net loss per common share $ (0.11) $ (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: March 31, 2024 2023 Stock warrants 47,720,736 47,720,836 Stock options 12,237,297 13,971,079 RSUs 4,447,698 295,000 Total 64,405,731 61,986,915 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net loss | $ (9,886) | $ (9,102) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Jonathan Bornstein [Member] | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | On April 24, 2024, Jonathan Bornstein, our President of Amprius Lab, terminated his Rule 10b5-1 trading arrangement, which had been adopted on May 12, 2023. |
Name | Jonathan Bornstein |
Title | President of Amprius Lab |
Rule 10b5-1 Arrangement Terminated | true |
Termination Date | April 24, 2024 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
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. |
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. |
Unaudited Interim Condensed Consolidated Financial Statements | Unaudited Interim Condensed Consolidated Financial Statements The condensed consolidated balance sheet as of December 31, 2023, 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 (the “SEC”) on March 28, 2024, 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 March 31, 2024 and our results of operations and cash flows during the three months ended March 31, 2024 and 2023. 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 months ended March 31, 2024 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 | 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 on our prior period consolidated balance sheet, net loss and cash flows. |
Emerging Growth Company | Emerging Growth Company We are an emerging growth company as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS 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. Furthermore, the JOBS Act exempts an emerging growth company 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 | 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; incremental borrowing rate used in calculating lease obligations and right-of-use assets; and certain inputs used to measure fair value of stock option grants using the Black-Scholes option-pricing model. |
Restricted Cash Equivalents | Restricted Cash Equivalents |
Concentration of Credit Risk | Concentration of Credit Risk |
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. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . This ASU requires entities to disclose, among others, (i) specific categories in the rate reconciliation table (ii) additional information for reconciling items that meet a quantitative threshold and (iii) the amount of income taxes paid on a disaggregated level. This ASU is required to be adopted on a prospective basis. As an emerging growth company, this ASU is effective starting on our annual reporting for the year ending December 31, 2026. Early adoption is permitted. We are currently evaluating this ASU. We believe that the impact of the additional required disclosures will enhance our current financial statement disclosure. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This ASU requires entities to disclose, among others, (i) significant segment expenses that are regularly provided to the CODM for measuring segment profit or loss, (ii) amounts for other significant items by reportable segment and (iii) an explanation of how the CODM uses the reported measures of segment profit or loss in assessing segment performance and deciding resource allocation. This ASU is required to be adopted on a retrospective basis starting on our annual reporting for the year ending December 31, 2024. Early adoption is permitted. We are currently evaluating this ASU. We believe that the impact of the additional required disclosures will enhance our financial statement disclosure. |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Composition of Revenue | The table below shows the composition of revenue from customers, which consisted mainly of sale of battery products, 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 March 31, 2024 2023 Revenue from customers – sale of battery products $ 2,336 $ 470 Other revenue – government grant — 209 Total revenue $ 2,336 $ 679 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following (in thousands): March 31, December 31, 2024 2023 Raw materials $ 172 $ 172 Work in process 196 113 Finished goods 490 445 Inventories $ 858 $ 730 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment, Net | Property, plant and equipment, net consisted of the following (in thousands): March 31, December 31, 2024 2023 Production equipment $ 6,407 $ 6,253 Lab equipment 2,536 2,502 Leasehold improvements 11,179 11,152 Furniture, fixtures and other equipment 376 376 Construction in progress 12,507 10,527 Property, plant and equipment, at cost 33,005 30,810 Less: accumulated depreciation and amortization (10,067) (9,050) Property, plant and equipment, net $ 22,938 $ 21,760 |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consisted of the following (in thousands): March 31, December 31, 2024 2023 Accrued professional fees $ 1,663 $ 1,703 Accrued compensation and benefits 1,452 3,070 Accrued purchases of finished goods for resale 70 447 Other 246 374 Total accrued and other current liabilities $ 3,431 $ 5,594 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Summary of Outstanding Stock Warrants | Outstanding stock warrants consisted of the following as of March 31, 2024: 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 March 31, 2024 2023 Cost of revenue $ 167 $ 169 Research and development 170 20 Selling, general and administrative 910 537 Total stock-based compensation expense $ 1,247 $ 726 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense during the three months ended March 31, 2024 and 2023 are shown in the table below (in thousands). Three months ended March 31, 2024 2023 Operating lease expense $ 1,286 $ 202 Variable lease expense 111 53 Short-term lease expense 22 19 Total lease expense $ 1,419 $ 274 Other information about our operating leases during the three months ended March 31, 2024 and 2023 are shown in the table below (amounts in thousands). Three months ended March 31, 2024 2023 Cash paid for amounts included in the measurement of operating lease $ 278 $ 179 Right-of-use assets obtained in exchange for new operating lease liabilities $ — $ 5,241 Weighted-average remaining lease term 14.2 years 9.3 years Weighted-average discount rate 9.4 % 7.9 % |
Schedule of Future Maturing Operating Lease Payments | Future operating lease payments as of March 31, 2024 are as follows (in thousands): Year ending December 31: Amount Remainder of 2024 $ 849 2025 1,794 2026 4,377 2027 5,025 2028 5,185 2029 5,344 Thereafter 48,440 Gross lease payments 71,014 Less - present value adjustments (34,928) Total operating lease liabilities $ 36,086 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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 March 31, 2024 2023 Numerator: Net loss $ (9,886) $ (9,102) Denominator: Weighted-average number of common shares outstanding 90,029,320 84,645,097 Basic and diluted net loss per common share $ (0.11) $ (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: March 31, 2024 2023 Stock warrants 47,720,736 47,720,836 Stock options 12,237,297 13,971,079 RSUs 4,447,698 295,000 Total 64,405,731 61,986,915 |
Nature of Operations and Orga_2
Nature of Operations and Organization - Narrative (Details) - USD ($) $ in Thousands, shares in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Oct. 02, 2023 | May 03, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||||
Cash and cash equivalents | $ 39,045 | $ 64,187 | $ 39,045 | $ 45,761 | ||
Net loss | (9,886) | $ (9,102) | ||||
Accumulated deficit | (139,549) | (139,549) | $ (129,663) | |||
At Market Issuance Sales Agreement | ||||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||||
Aggregate offering price | $ 100,000 | |||||
Proceeds from the sale of shares of common stock | $ 8,800 | $ 9,100 | ||||
At Market Issuance Sales Agreement | Subsequent events | ||||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||||
Proceeds from the sale of shares of common stock | $ 2,100 | |||||
New shares issued (in shares) | 1 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Restricted cash equivalents | $ 1,256 | $ 56 | $ 56 |
Accounts receivable | Customer concentration risk | Three customers | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk percentage | 70% | 80% | |
Revenue benchmark | Customer concentration risk | Customer one | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk percentage | 22% | 34% | |
Revenue benchmark | Customer concentration risk | Customer two | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk percentage | 20% | 23% | |
Revenue benchmark | Customer concentration risk | Customer three | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk percentage | 13% | 19% | |
Level 1 | Money Market Funds | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Cash equivalents | $ 22,200 | $ 36,700 |
Revenue - Schedule of Compositi
Revenue - Schedule of Composition of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 2,336 | $ 679 |
Revenue from customers – sale of battery products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 2,336 | 470 |
Other revenue – government grant | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 0 | $ 209 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Jan. 01, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 2,336,000 | $ 679,000 | ||
Accounts receivable | 1,442,000 | $ 1,265,000 | $ 700,000 | |
Contract asset | 0 | 0 | ||
Contract liability | 3,200,000 | $ 3,400,000 | $ 3,400,000 | |
Revenue recognized | 500,000 | 100,000 | ||
Bill-and-hold | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 200,000 | $ 0 |
Revenue - Performance Obligatio
Revenue - Performance Obligation (Details) $ in Millions | Mar. 31, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 14 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 12.6 |
Revenue, remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 1.4 |
Revenue, remaining performance obligation, period | 4 years |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 172 | $ 172 |
Work in process | 196 | 113 |
Finished goods | 490 | 445 |
Inventories | $ 858 | $ 730 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 33,005 | $ 30,810 |
Less: accumulated depreciation and amortization | (10,067) | (9,050) |
Property, plant and equipment, net | 22,938 | 21,760 |
Production equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 6,407 | 6,253 |
Lab equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 2,536 | 2,502 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 11,179 | 11,152 |
Furniture, fixtures and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 376 | 376 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 12,507 | $ 10,527 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 1 | $ 0.4 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accrued professional fees | $ 1,663 | $ 1,703 |
Accrued compensation and benefits | 1,452 | 3,070 |
Accrued purchases of finished goods for resale | 70 | 447 |
Other | 246 | 374 |
Total accrued and other current liabilities | $ 3,431 | $ 5,594 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Oct. 02, 2023 USD ($) | Sep. 14, 2022 day $ / shares | Mar. 31, 2024 USD ($) $ / shares shares | Mar. 31, 2024 USD ($) $ / shares shares | Dec. 31, 2023 $ / shares shares | Mar. 01, 2022 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Number of securities called by each warrant (in shares) | shares | 1 | 1 | 1 | |||
Shares authorized (in shares) | shares | 1,000,000,000 | 1,000,000,000 | ||||
Common stock, authorized (in shares) | shares | 950,000,000 | 950,000,000 | 950,000,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Preferred stock, shares authorized (in shares) | shares | 50,000,000 | 50,000,000 | 50,000,000 | |||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Unrecognized compensation expense | $ | $ 4.8 | $ 4.8 | ||||
Exercise price (in dollars per share) | $ / shares | $ 11.50 | |||||
Unamortized deferred stock issuance costs | $ | 0.2 | |||||
At Market Issuance Sales Agreement | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Aggregate offering price | $ | $ 100 | |||||
Proceeds from the sale of shares of common stock | $ | $ 8.8 | $ 9.1 | ||||
Public warrants | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price (in dollars per share) | $ / shares | $ 11.50 | $ 11.50 | ||||
Average price per share of redeemable warrants (in dollars per share) | $ / shares | $ 18 | |||||
Warrants, redeem, threshold trading days | day | 20 | |||||
Warrants, redeem, threshold consecutive trading days | day | 30 | |||||
PIPE warrants | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price (in dollars per share) | $ / shares | $ 12.50 | $ 12.50 | ||||
Average price per share of redeemable warrants (in dollars per share) | $ / shares | $ 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 7 months 6 days | |||||
Unrecognized compensation cost | $ | $ 13.6 | $ 13.6 | ||||
Stock options | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Weighted average period to be recognized | 2 years | |||||
2022 Plan | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares available for future issuance (in shares) | shares | 14,199,512 | 14,199,512 | ||||
Equity Incentive Plans | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Exercise price as a percentage of fair value | 100% | |||||
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 | 2,724,333 | 2,724,333 | ||||
Executive Incentive Compensation Plan | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Granted (in shares) | shares | 0 |
Stockholders' Equity - Stock Wa
Stockholders' Equity - Stock Warrant (Details) - $ / shares | Mar. 31, 2024 | 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 | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 1,247 | $ 726 |
Cost of revenue | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 167 | 169 |
Research and development | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 170 | 20 |
Selling, general and administrative | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 910 | $ 537 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Income Tax Disclosure [Abstract] | |
Income tax expense | $ 0 |
Leases - Narrative (Details)
Leases - Narrative (Details) | Mar. 31, 2024 extensionOption | Dec. 31, 2023 lease |
Lessee, Lease, Description [Line Items] | ||
Number of finance leases (in leases) | lease | 0 | |
Fremont, California Lease | Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Number of extension options | 1 | |
Fremont, California Lease | Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Lease term (in years) | 5 years | |
Brighton, Colorado | Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Number of extension options | 2 | |
Brighton, Colorado | Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Lease term (in years) | 5 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Operating lease expense | $ 1,286 | $ 202 |
Variable lease expense | 111 | 53 |
Short-term lease expense | 22 | 19 |
Total lease expense | $ 1,419 | $ 274 |
Leases - Schedule of Lease Term
Leases - Schedule of Lease Term and Discount Rate (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Leases [Abstract] | |||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 278 | $ 179 | |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 0 | $ 5,241 | |
Weighted-average remaining lease term | 14 years 2 months 12 days | 9 years 3 months 18 days | |
Weighted-average discount rate | 9.40% | 7.90% |
Leases - Schedule of Future Mat
Leases - Schedule of Future Maturing Operating Lease Payments (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Leases [Abstract] | |
Remainder of 2024 | $ 849 |
2025 | 1,794 |
2026 | 4,377 |
2027 | 5,025 |
2028 | 5,185 |
2029 | 5,344 |
Thereafter | 48,440 |
Gross lease payments | 71,014 |
Less - present value adjustments | (34,928) |
Total operating lease liabilities | $ 36,086 |
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 | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator: | ||
Net loss | $ (9,886) | $ (9,102) |
Net loss | $ (9,886) | $ (9,102) |
Denominator: | ||
Weighted-average number of common shares outstanding, basic (in shares) | 90,029,320 | 84,645,097 |
Weighted-average number of common shares outstanding, diluted (in shares) | 90,029,320 | 84,645,097 |
Basic net loss per common share (in dollars per share) | $ (0.11) | $ (0.11) |
Diluted net loss per common share (in dollars per share) | $ (0.11) | $ (0.11) |
Net Loss Per Share - Potentiall
Net Loss Per Share - Potentially Dilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
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) | 64,405,731 | 61,986,915 |
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 | 47,720,836 |
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) | 12,237,297 | 13,971,079 |
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) | 4,447,698 | 295,000 |