Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Jun. 13, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-35561 | ||
Entity Registrant Name | IDEANOMICS, INC. | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Tax Identification Number | 20-1778374 | ||
Entity Address, Address Line One | 1441 Broadway | ||
Entity Address, Address Line Two | Suite 5116 | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10018 | ||
City Area Code | 212 | ||
Local Phone Number | 206-1216 | ||
Title of 12(b) Security | Common stock, $0.001 par value per share | ||
Trading Symbol | IDEX | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 0.1 | ||
Entity Common Stock, Shares Outstanding | 20,068,435 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive proxy statement for its 2023 Annual Meeting of Stockholders (the “Proxy Statement”), to be filed within 120 days of the registrant’s fiscal year ended December 31, 2023, are incorporated by reference in Part III of this Annual Report on Form 10-K. Except with respect to information specifically incorporated by reference in this Annual Report on Form 10-K, the Proxy Statement is not deemed to be filed as part of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0000837852 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 606 |
Auditor Name | Grassi & Co., CPAs, P.C. |
Auditor Location | Jericho, NY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 1,249 | $ 2,914 |
Accounts receivable, net | 1,037 | 2,107 |
Contract assets | 34 | 3,579 |
Amount due from related parties | 0 | 90 |
Notes receivable from third parties, net | 42 | 31,653 |
Inventory | 19,838 | 29,309 |
Prepaid expenses | 3,481 | 9,569 |
Other current assets | 1,882 | 5,096 |
Current assets of discontinued operations | 5,036 | 33,703 |
Total current assets | 32,599 | 118,020 |
Property and equipment, net | 12,904 | 7,845 |
Intangible assets, net | 23,667 | 43,622 |
Goodwill | 35,894 | 37,775 |
Operating lease right of use assets | 6,117 | 10,533 |
Long-term investments | 0 | 7,500 |
Other non-current assets | 2,861 | 2,276 |
Non-current assets of discontinued operations | 2,842 | 19,212 |
Total assets | 116,884 | 246,783 |
Current liabilities | ||
Accounts payable | 55,208 | 25,224 |
Deferred revenue (including customer deposits of $1,891 and $1,786 as of December 31, 2023 and 2022, respectively) | 2,537 | 2,186 |
Accrued salaries | 5,347 | 6,851 |
Accrued expenses | 3,784 | 2,669 |
Current portion of operating lease liabilities | 3,222 | 2,031 |
Current contingent consideration | 727 | 867 |
Convertible promissory note due to third-parties | 7,524 | 3,928 |
Current liabilities of discontinued operations | 7,721 | 14,244 |
Total current liabilities | 117,633 | 80,813 |
Promissory note-long term | 3,943 | 1,957 |
Operating lease liability-long term | 10,890 | 8,566 |
Deferred tax liabilities | 1,946 | 2,509 |
Other long-term liabilities | 1,071 | 1,131 |
Non-current liabilities of discontinued operations | 1,672 | 5,212 |
Total liabilities | 137,155 | 100,188 |
Commitments and contingencies (Note 19) | ||
Equity: | ||
Common stock - $0.001 par value; 1,500,000,000 shares authorized, 11,985,268 and 4,781,930 shares issued and outstanding as of December 31, 2023 and 2022, respectively | 1,499 | 597 |
Additional paid-in capital | 1,071,520 | 1,004,082 |
Accumulated deficit | (1,090,579) | (866,418) |
Accumulated other comprehensive (income) loss | (4,553) | (6,104) |
Total Ideanomics, Inc. shareholder's equity | (22,113) | 132,157 |
Non-controlling interest | (6,108) | 4,326 |
Total equity | (28,221) | 136,483 |
Total liabilities, convertible redeemable preferred stock and equity | 116,884 | 246,783 |
Series A Preferred Stock | ||
Convertible redeemable preferred stock: | ||
Series A - 7,000,000 shares issued and outstanding, liquidation and deemed liquidation preference of $3,500,000 as of December 31, 2023 and 2022, respectively | 1,262 | 1,262 |
Series B Preferred Stock | ||
Convertible redeemable preferred stock: | ||
Series A - 7,000,000 shares issued and outstanding, liquidation and deemed liquidation preference of $3,500,000 as of December 31, 2023 and 2022, respectively | 1,863 | 8,850 |
Series C Preferred Stock | ||
Convertible redeemable preferred stock: | ||
Series A - 7,000,000 shares issued and outstanding, liquidation and deemed liquidation preference of $3,500,000 as of December 31, 2023 and 2022, respectively | 4,825 | 0 |
Related Party | ||
Current liabilities | ||
Other current liabilities | 1,419 | 1,927 |
Promissory note due | 2,348 | 2,021 |
Nonrelated Party | ||
Current liabilities | ||
Deferred revenue (including customer deposits of $1,891 and $1,786 as of December 31, 2023 and 2022, respectively) | 2,186 | |
Other current liabilities | 13,181 | 9,287 |
Promissory note due | $ 14,615 | $ 9,578 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Current liabilities | ||
Deferred revenue, customer deposits | $ 1,891,000 | $ 1,786,000 |
Equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 1,500,000,000 | 1,500,000,000 |
Common stock, shares issued (in shares) | 11,985,268 | 4,781,930 |
Common stock, shares outstanding (in shares) | 11,985,268 | 4,781,930 |
Series A Preferred Stock | ||
Convertible redeemable preferred stock: | ||
Convertible redeemable preferred stock, issued (in shares) | 7,000,000 | 7,000,000 |
Convertible preferred shares outstanding (in shares) | 7,000,000 | 7,000,000 |
Convertible redeemable preferred stock, Series A liquidation and deemed liquidation preference | $ 3,500,000,000 | $ 3,500,000,000 |
Series B Preferred Stock | ||
Convertible redeemable preferred stock: | ||
Convertible redeemable preferred stock, shares authorized (in shares) | 60,000,000 | 60,000,000 |
Convertible redeemable preferred stock, issued (in shares) | 20,000,000 | 10,000,000 |
Convertible preferred shares outstanding (in shares) | 2,105,200 | 10,000,000 |
Series C Preferred Stock | ||
Convertible redeemable preferred stock: | ||
Convertible redeemable preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Convertible redeemable preferred stock, issued (in shares) | 1,159,210 | 0 |
Convertible preferred shares outstanding (in shares) | 613,039 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Total revenue | $ 15,459 | $ 19,015 |
Total cost of revenue | 18,173 | 22,373 |
Gross profit | (2,714) | (3,358) |
Operating expenses: | ||
Selling, general and administrative expenses | 83,780 | 113,573 |
Research and development expense | 10,191 | 3,792 |
Asset impairments | 163,984 | 63,847 |
Goodwill impairments | 13,712 | 22,662 |
Change in fair value of contingent consideration, net | (73,768) | (131) |
Litigation settlements | 89 | 225 |
Depreciation and amortization | 16,752 | 5,308 |
Total operating expenses | 214,740 | 209,276 |
Loss from operations | (217,454) | (212,634) |
Interest and other income (expense): | ||
Interest income | 316 | 3,449 |
Interest expense | (4,307) | (2,909) |
Loss on disposal of subsidiaries, net | (1,152) | (217) |
Gain on remeasurement of investment | 0 | 10,965 |
Other income, net | 12,505 | 865 |
Loss before income taxes and non-controlling interest | (210,092) | (200,481) |
Income tax benefit | 5,242 | 1,574 |
Impairment of and equity in loss of equity method investees | 0 | (14,726) |
Net loss from continuing operations | (204,850) | (213,633) |
Net loss from discontinued operations, net of tax | (29,276) | (68,452) |
Net loss | (234,126) | (282,085) |
Net loss attributable to common shareholders | (234,126) | (282,085) |
Net loss attributable to non-controlling interest | 10,297 | 21,425 |
Net loss attributable to Ideanomics, Inc. common shareholders | $ (223,829) | $ (260,660) |
Basic loss per share from continuing operations (in dollars per share) | $ (20.59) | $ (52.10) |
Diluted loss per share from continuing operations (in dollars per share) | (20.59) | (52.10) |
Basic loss per share from discontinued operations (in dollars per share) | (2.94) | (16.69) |
Diluted loss per share from discontinued operations (in dollars per share) | (2.94) | (16.69) |
Basic loss per share (in dollars per share) | (23.53) | (68.79) |
Diluted loss per share (in dollars per share) | $ (23.53) | $ (68.79) |
Weighted average shares outstanding: | ||
Basic (in shares) | 9,971,038 | 4,101,624 |
Diluted (in shares) | 9,971,038 | 4,101,624 |
Product | ||
Total revenue | $ 13,710 | $ 14,754 |
Total cost of revenue | 17,765 | 20,257 |
Service | ||
Total revenue | 985 | 3,917 |
Total cost of revenue | 58 | 1,742 |
Other revenue | ||
Total revenue | 764 | 344 |
Total cost of revenue | $ 350 | $ 374 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (234,126) | $ (282,085) |
Other comprehensive loss, net of nil tax | ||
Foreign currency translation adjustments, net of nil tax | 1,677 | (7,591) |
Comprehensive loss | (232,449) | (289,676) |
Comprehensive loss attributable to non-controlling interest | 10,171 | 22,689 |
Comprehensive loss attributable to Ideanomics, Inc. common shareholders | $ (222,278) | $ (266,987) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parentheticals) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Other comprehensive income (loss), tax | $ 0 | $ 0 |
CONSOLIDATED STATEMENT OF EQUIT
CONSOLIDATED STATEMENT OF EQUITY - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Ideanomics Shareholders' equity | Ideanomics Shareholders' equity Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss | Non-controlling Interest |
Beginning balance (in shares) at Dec. 31, 2021 | 3,978,180 | |||||||||
Beginning balance at Dec. 31, 2021 | $ 365,368 | $ 363,027 | $ 497 | $ 968,066 | $ (605,758) | $ 222 | $ 2,341 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Share-based compensation | 10,603 | 10,603 | 10,603 | |||||||
Re-acquired shares (in shares) | (53,021) | |||||||||
Re-acquired shares | (1) | (1) | $ (7) | 6 | ||||||
Acquisition of subsidiaries | 24,827 | 24,827 | ||||||||
Common stock issuance for professional fee (in shares) | 21,672 | |||||||||
Common stock issuance for professional fee | 1,458 | 1,458 | $ 3 | 1,455 | ||||||
Common stock issued under employee Stock Incentive Plan (in shares) | 1,000 | |||||||||
Common stock issued under employee Stock Incentive Plan | 66 | 66 | 66 | |||||||
Common stock issuance for conversions (in shares) | 537,031 | |||||||||
Common stock issuance for conversions | 16,789 | 16,789 | $ 67 | 16,722 | ||||||
Common stock issuance (in shares) | 138,400 | |||||||||
Common stock issuance | 2,886 | 2,886 | $ 17 | 2,869 | ||||||
Employee termination option repurchase | (11) | (11) | (11) | |||||||
Preferred stock warrants | 1,150 | 1,150 | 1,150 | |||||||
Accrued dividend for preferred stock | (56) | (56) | (56) | |||||||
Investments from noncontroller shareholders | 264 | 264 | ||||||||
Share issuance pertinent to SEPA (in shares) | 158,667 | |||||||||
Share issuance pertinent to SEPA | 3,315 | 3,315 | $ 20 | 3,295 | ||||||
Deconsolidation of subsidiary | (417) | (417) | ||||||||
Tax withholding paid for net share settlement of equity awards | (83) | (83) | (83) | |||||||
Net income (loss) | (282,084) | (260,660) | (260,660) | (21,424) | ||||||
Foreign currency translation adjustments, net of nil tax | $ (7,591) | (6,326) | (6,326) | (1,265) | ||||||
Ending balance (in shares) at Dec. 31, 2022 | 4,781,930 | 4,781,929 | ||||||||
Ending balance at Dec. 31, 2022 | $ 136,483 | $ (332) | 132,157 | $ (332) | $ 597 | 1,004,082 | (866,418) | $ (332) | (6,104) | 4,326 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Cumulative effect of changes in accounting principle | Accounting Standards Update 2016-13 [Member] | |||||||||
Share-based compensation | $ 5,387 | 5,387 | 5,387 | |||||||
Common stock issuance for professional fee (in shares) | 407,781 | |||||||||
Common stock issuance for professional fee | 4,435 | 4,435 | $ 51 | 4,384 | ||||||
Common stock issuance for conversions (in shares) | 1,400,635 | |||||||||
Common stock issuance for conversions | 15,837 | 15,837 | $ 175 | 15,662 | ||||||
Preferred stock warrants (in shares) | 3,191,555 | |||||||||
Preferred stock warrants | 17,516 | 17,516 | $ 399 | 17,117 | ||||||
Accrued dividend for preferred stock | (481) | (481) | (481) | |||||||
Preferred stock warrants | (17,402) | (17,402) | (17,402) | |||||||
Share issuance pertinent to SEPA (in shares) | 1,053,333 | |||||||||
Share issuance pertinent to SEPA | 16,054 | 16,054 | $ 132 | 15,922 | ||||||
Tax withholding paid for net share settlement of equity awards (in shares) | 21,359 | |||||||||
Tax withholding paid for net share settlement of equity awards | (354) | (354) | $ 3 | (357) | ||||||
Warrants expiration | 1,037 | 1,037 | 1,037 | |||||||
Common stock issuance for preferred stock conversion | 0 | |||||||||
Common stock issuance for acquisition (in shares) | 1,011,372 | |||||||||
Common stock issuance for acquisition | 24,838 | 24,838 | $ 126 | 24,712 | ||||||
RSU issued to employees (in shares) | 224,800 | |||||||||
RSU issued to employees | 1,738 | 1,738 | $ 16 | 1,722 | ||||||
Non-controlling shareholders withdraw | (263) | (263) | ||||||||
Common stock cancellation | (265) | (265) | (265) | |||||||
Net income (loss) | (234,126) | (223,829) | (223,829) | (10,297) | ||||||
Foreign currency translation adjustments, net of nil tax | $ 1,677 | 1,551 | 1,551 | 126 | ||||||
Ending balance (in shares) at Dec. 31, 2023 | 11,985,268 | 11,985,267 | ||||||||
Ending balance at Dec. 31, 2023 | $ (28,221) | $ (22,113) | $ 1,499 | $ 1,071,520 | $ (1,090,579) | $ (300) | $ (4,553) | $ (6,108) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Foreign currency translation adjustments, tax | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (234,126) | $ (282,085) |
Net loss from discontinued operations, net of tax | (29,276) | (68,452) |
Net loss from continuing operations | (204,850) | (213,633) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Share-based compensation expense | 6,886 | 10,604 |
Depreciation and amortization | 17,745 | 5,780 |
Obsolescence of inventory | 219 | 490 |
Noncash lease expense | 2,184 | 1,919 |
Non-cash interest expense (income) | 2,955 | (1,909) |
Allowance for doubtful accounts | 1,427 | 606 |
Income tax benefit | (5,242) | (1,574) |
Issuance of common stock for professional fees | 4,436 | 1,647 |
Other income (forgiveness of liabilities) | 70 | 404 |
Change in fair value of contingent consideration, net | (73,767) | (131) |
Impairment of and equity in loss of equity method investees | 0 | 15,310 |
Loss on disposal of fixed assets | 0 | 5 |
Asset impairments | 177,696 | 86,509 |
Foreign currency exchange losses | 34 | 1,081 |
Loss (gain) on disposal of subsidiaries, net | 1,152 | 67 |
Gain on remeasurement of investment | 0 | (10,965) |
Change in assets and liabilities, net of acquisitions: | ||
Accounts receivable | (606) | (47) |
Inventory | 9,301 | (15,949) |
Prepaid expenses and other assets | 4,616 | (7,328) |
Accounts payable | 15,388 | 17,676 |
Deferred revenue | 249 | (78) |
Amount due to related parties (interest) | (419) | 38 |
Accrued expenses, salary and other current liabilities | 2,931 | (1,349) |
Net cash used in operating activities from continuing operations | (37,595) | (110,827) |
Net cash used in operating activities from discontinued operations | (15,062) | (19,162) |
Net cash used in operating activities | (52,657) | (129,989) |
Cash flows from investing activities: | ||
Acquisition of property and equipment | 0 | (6,221) |
Acquisition of intangible assets | 0 | (560) |
Proceeds from disposal of fixed asset | 0 | 28 |
Disposal of subsidiaries, net of cash disposed | 0 | (417) |
Acquisition of subsidiaries, net of cash acquired | 831 | (54,889) |
Investment in debt securities | (2,900) | (31,932) |
Investments in long-term investment | 0 | (401) |
Proceed from long term investment | 0 | 659 |
Loans to related-party | 0 | (1,000) |
Proceeds from loan repayment | 0 | 400 |
Proceeds from selling available for sales securities | 5,240 | 4,032 |
Investment in available for sales securities | 0 | (165) |
Net cash provided by (used in) investing activities from continuing operations | 3,171 | (90,466) |
Net cash used in investing activities from discontinued operations | (1,348) | (4,256) |
Net cash used in investing activities | 1,823 | (94,722) |
Cash flows from financing activities | ||
Proceeds from exercise of options and warrants and issuance of common stock | 4,026 | 589 |
Proceeds from issuance of convertible notes | 7,650 | 4,875 |
Proceeds from issuance of preferred stock and warrants | 9,850 | 10,000 |
Borrowings from related parties | 2,000 | 2,000 |
Borrowings from third parties | 8,700 | 485 |
Proceeds from revolving line of credit | 6,060 | 5,090 |
Repayments to third parties | (1,439) | (128) |
Principal payments on revolving line of credit | (7,077) | (3,906) |
Repayment of convertible notes | 0 | (40,833) |
Proceeds from noncontrolling interest shareholder | 0 | 49 |
Tax withholding paid for net share settlement of equity awards | 0 | (84) |
Proceeds (repayments) due from/to related parties | (2,000) | 0 |
Payment of finance lease obligations | (36) | (132) |
Net cash provided by (used in) financing activities from continuing operations | 27,734 | (21,995) |
Net cash provided by financing activities from discontinued operations | 4,198 | 971 |
Net cash provided by (used in) financing activities | 31,932 | (21,024) |
Effect of exchange rate changes on cash | (598) | (2,199) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (19,500) | (247,934) |
Cash, beginning of period - continuing operations | 2,914 | 232,982 |
Cash, beginning of period - discontinued operations | 19,015 | 36,881 |
Total cash, beginning of period | 21,929 | 269,863 |
Cash, end of period - continuing operations | 1,249 | 2,914 |
Cash, end of period - discontinued operations | 1,180 | 19,015 |
Total cash, end of period | 2,429 | 21,929 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income tax | 0 | 191 |
Cash paid for interest | 485 | 1,578 |
Issuance of shares for acquisition | 26,308 | 0 |
Issuance of shares for convertible notes conversion | 16,054 | 16,789 |
Issuance of shares for preferred stock conversion | 15,837 | 0 |
Issuance of shares for repayment of convertible note and accrued interest | 0 | 2,153 |
Issuance of shares for SEPA inducement | 0 | 754 |
Issuance of shares for notes receivable | 0 | 2,786 |
Purchases of property and equipment with unpaid costs accrued in accounts payable | 876 | 541 |
Purchases of intangibles with unpaid costs accrued in accounts payable | 40 | 136 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | 0 | 6,773 |
Finance leases | $ 422 | $ 1,134 |
Organization and Principal Acti
Organization and Principal Activities | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Principal Activities | Organization and Principal Activities Ideanomics, Inc. (Nasdaq: IDEX) is a Nevada corporation that primarily operates in Asia, Europe and the United States through its subsidiaries. Unless the context otherwise requires, the use of the terms "we," "us," "our" and the “Company” in these notes to consolidated financial statements refers to Ideanomics, its consolidated subsidiaries. The Company’s chief operating decision maker has been identified as the chief executive officer, who reviews consolidated results when making decisions about allocating resources and assessing performance of the Company. Therefore, the Company operates in one segment with two business units, Ideanomics Mobility and Ideanomics Capital. Ideanomics China is a subsidiary which holds the Company’s China based vehicle operations. Ideanomics Mobility’s mission is to use EVs and EV battery sales and financing to attract commercial fleet operators that will generate large scale demand for energy, energy storage systems, and energy management contracts. Ideanomics Mobility operates as an end-to-end solutions provider for the procurement, financing, charging and energy management needs for fleet operators of commercial EVs. Ideanomics Capital is the Company's fintech business unit, which focuses on leveraging technology and innovation to improve efficiency, transparency, and profitability for the financial services industry. Liquidity and Going Concern The accompanying consolidated financial statements of the Company have been prepared assuming the Company will continue as a going concern. The going concern basis of presentation assumes that the Company will continue in operation one year after the date these financial statements are issued and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. Pursuant to the requirements of the ASC 205, management must evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year from the date these financial statements are issued. This evaluation does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented or are not within control of the Company as of the date the financial statements are issued. When substantial doubt exists under this methodology, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. As of December 31, 2023, the Company had cash and cash equivalents of approximately $1.2 million. Approximately $1.2 million was held in accounts outside of the United States, primarily in Italy. The Company also had accounts payable and accrued expenses of $64.3 million, other current liabilities of $13.2 million, current contingent consideration of $0.7 million, lease payments due within the next twelve months of $3.2 million, and payments of short-term and long-term debt due within the next twelve months of $24.5 million. The Company had a net loss from continuing operation of $204.9 million for the year ended December 31, 2023, and an accumulated deficit of $1,090.6 million. The Company believes that its current level of cash and cash equivalents are not sufficient to fund continuing operations. The Company will need to bring in new capital to support its growth and, as evidenced from its successful capital raising activities in 2020 and 2021, believes it has the ability to continue to do so. However, there can be no assurance that this will occur. The Company has various vehicles through which it could raise a limited amount of equity funding, however, these are subject to market conditions which are not within management’s control. Management continues to seek to raise additional funds through the issuance of equity, mezzanine or debt securities. As we seek additional sources of financing, there can be no assurance that such financing would be available to us on favorable terms or at all. Our ability to obtain additional financing in the debt and equity capital markets is subject to several factors, including market and economic conditions, our performance and investor sentiment with respect to us and our business and industry. These factors individually and collectively raise substantial doubt about the Company’s ability to continue as a going concern. The Company has experienced greater net losses and negative cash flows from operating and investing activities in the year ended December 31, 2023, consistent with its business plan for ongoing activities and planned acquisitions. As of the date of the filing of this Form 10-K, securing additional financing is in progress, and as such management has limited the extent to which it is taking actions to delay, scale back, or abandon future expenditures. As such, management’s actions to preserve an adequate level of liquidity for a period extending twelve months from the date of the filing of this Form 10-K are no longer sufficient on their own without additional financing, to mitigate the conditions raising substantial doubt about the Company’s ability to continue as a going concern. We currently do not have adequate cash to meet our short or long-term needs. In the event additional capital is raised, it may have a dilutive effect on our existing stockholders. The Company’s ability to raise capital is critical. The Company has raised approximately $30 million, since the beginning of the first quarter 2023, including the sale of preferred shares, issuance of a convertible note, the sale of financial assets and the sale of shares under the SEPA. Although management continues to use these facilities and other opportunities to raise additional capital through a combination of debt financing, other non-dilutive financing and/or equity financing to supplement the Company’s capitalization and liquidity, management cannot conclude as of the date of this filing that its plans are probable of being successfully implemented. The accompanying consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. We believe substantial doubt exists about the Company’s ability to continue as a going concern for twelve months from the date of issuance of our financial statements. Wind Down of PRC Operations On September 12, 2022, the Board authorized management to pursue a plan to restructure the current electric vehicle resale activities in China. In 2023, the Board authorized the management to completely wind down all operational activities in China. Discontinued Operations During the year ended December 31, 2023, our business components Timios, US Hybrid, Tree Technologies, Justly and China met the criteria for classification as discontinued operations and are no longer presented as continuing operations. Assets and liabilities associated with these components are presented in our consolidated balance sheets as Discontinued Operations. The results of operations related to these components are included in the consolidated statements of operations as "Loss from discontinued operations, net of tax." The cash flows of these components are also presented separately in our consolidated statements of cash flows. All corresponding prior year periods presented in our financial statements and related information in the accompanying notes have been reclassified to reflect the Discontinued Operations presentation. Please refer to Note 4 to our Consolidated Financial Statements of this Annual Report for additional information regarding these specific matters. |
Immaterial Corrections of Prior
Immaterial Corrections of Prior Period Financial Statements | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Immaterial Corrections of Prior Period Financial Statements | Immaterial Corrections of Prior Period Financial Statements The Company has determined that there were immaterial errors in the consolidated financial statements as of and for the year ended December 31, 2022 related to Solectrac's revenue recognition. Previously, revenue was recognized upon dealer financing of e-tractors through Mitsubishi floor plan, resulting in an increase in accounts receivable and a decrease in inventory. The Company has determined that there was an oversight in assessing current information, leading to an underestimation of the high probability of returns and incomplete disclosure of contractual terms in the Dealership Agreements, Funding Agreement and Floor Plan Agreement. As a result, previously recognized revenue is being restated, and going forward, revenue is recognized upon delivery of products to end-customers. Inventory held by the dealer and the finance debt are now recognized on the balance sheet. The Company assessed the materiality of these errors in accordance with Staff Accounting Bulletin No. 99, Materiality, and the Company determined that, qualitatively, the amounts, individually and in the aggregate, would have no bearing on the decision-making process of a reasonable investor. Accordingly, the Company is correcting the relevant consolidated financial statements and related footnotes as of and for the year ended December 31, 2022 within these consolidated financial statements. The former management team at Solectrac failed to communicate the high probability of dealers cancelling contracts due to lack of sales and failed to disclose the full nature of the contractual language (Dealership Agreements, Funding Agreement, Floor Plan Agreement). The probability was assumed lower than actually occurred, due to the Ideanomics team only relying upon the Solectrac CEO’s communications and did not take into account the full contractual relationship. Due to the cancellation of contracts, all revenue in relation to the sales to dealers was reversed, and only revenue related to sales to a direct customer, or sales from a dealer to an end customer was recognized. The Company intends to revise its condensed consolidated financial statements for the periods ended March 31, 2023, June 30, 2023, and September 30, 2023 through subsequent periodic filings. The following table reflects the impact of the immaterial corrections discussed above on the Company’s previously reported consolidated balance sheet as of December 31, 2022 (in thousands): Previously Reported Adjustments As Revised Assets Accounts receivable, net $ 4,242 $ (2,135) $ 2,107 Inventory 23,192 6,117 29,309 Liabilities Deferred revenue 1,999 187 2,186 Promissory note due to third parties-short term 5,814 3,764 9,578 Stockholders’ Equity Accumulated deficit $ (866,450) $ 32 $ (866,418) The following table reflects the impact of the immaterial corrections discussed above on the Company’s previously reported consolidated statement of operations for the year ended December 31, 2022 (in thousands, except per share amounts): Previously Reported Adjustments As Revised Revenue from sales of products $ 20,839 $ (6,085) $ 14,754 Total revenue 25,100 (6,085) 19,015 Cost of revenue from sales of products 26,374 (6,117) 20,257 Total cost of revenue 28,490 (6,117) 22,373 Gross profit (3,390) 32 (3,358) Loss from operations (212,666) 32 (212,634) Net loss $ (282,117) $ 32 $ (282,085) The following table reflects the impact of the immaterial corrections discussed above on the Company’s previously reported consolidated statement of comprehensive loss for the year ended December 31, 2022 (in thousands, except per share amounts): Previously Reported Adjustments As Revised Net loss $ (282,117) $ 32 $ (282,085) Comprehensive loss (289,708) 32 (289,676) Comprehensive loss attributable to Ideanomics, Inc. shareholders $ (267,019) $ 32 $ (266,987) The following table reflects the impact of the immaterial corrections discussed above on the Company’s previously reported consolidated statement of cash flows for the year ended December 31, 2022 (in thousands): Previously Reported Adjustments As Revised Net loss $ (282,117) $ 32 $ (282,085) Net loss from continuing operations (213,665) 32 (213,633) Accounts receivable (2,182) 2,135 (47) Inventory (9,832) (6,117) (15,949) Accrued expenses, salary and other current liabilities $ (5,113) $ 3,764 $ (1,349) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies (a) Basis of Presentation The consolidated financial statements of Ideanomics, its subsidiaries were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenues and expenses of the subsidiaries over which the Company exercises control and, when applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. Intercompany transactions and balances are eliminated in consolidation. (b) Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, as well as the related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the credit losses, collectability of notes receivable, sales returns, fair values of financial instruments, equity investments, stock-based compensation, intangible assets, and goodwill, useful lives of intangible assets and property and equipment, asset retirement obligations, income taxes, and contingent liabilities, among others. The Company bases its estimates on assumptions, both historical and forward looking, that are believed to be reasonable, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities. (c) Cash and Cash Equivalents Cash consists of cash on hand, demand deposits, time deposits, and other highly liquid instruments with an original maturity of three months or less when purchased. Investments in money market or similar funds are evaluated in order to determine if the fund meets the definition of cash equivalents. The factors evaluated include the weighted-average maturity date of the fund's underlying securities, the fund's redemption policies, and if the fund's investment attributes are consistent with the investment attributes of an SEC-registered money market fund. Refer to Note 21 for additional information on our credit and foreign currency risks. (d) Accounts Receivable, net Accounts receivable are recognized at invoiced amounts and do not bear interest. The Company maintains an allowance for for estimated credit losses resulting from the inability of its customers to make required payments. The Company reviews its allowance for credit loss an ongoing basis. In establishing the required allowance, management considers any historical losses, the customer’s financial condition, the accounts receivable aging, and the customer’s payment patterns. After all attempts to collect a receivable have failed and the potential for recovery is remote, the receivable is written off against the allowance. During the year ended 2023, the Company reviewed accounts receivable aging and noticed the extended payment period from the customer. Accordingly the Company increased the loss rate from 5% yo 50%, and the allowance for expected credit loss at December 31 2023 is $1.6 million. (e) Notes receivable, net The Company had elected the fair value option for notes receivable. The convertible notes receivable were recorded at fair value at the reporting period and any changes to fair value and foreign currency were recorded in earnings. Refer to Note 6 for additional information. Similar to accounts receivable, each reporting period the Company evaluates the collectability of outstanding notes receivable balances and records an allowance for credit losses if the Company determines if the risk of non-payment of the loan is probable and estimable. (f) Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation. Expenditures for major renewals and improvements, which extend the original estimated economic useful lives of applicable assets, are capitalized. Expenditures for normal repairs and maintenance are charged to expense as incurred. The costs and related accumulated depreciation of assets sold or retired are removed from the accounts and any gain or loss thereon is recognized in the consolidated statement of operations. Depreciation is provided for on a straight-line basis over the estimated useful lives of the respective assets. The estimated useful life is 3 to 10 years for furniture and electronic equipment, 3 to 5 years for vehicles, 5 years for shop equipment and the lesser of lease terms or 10 years for leasehold improvements. Construction in progress is stated at the lower of cost or fair value, which includes the cost of construction and other direct costs attributable to the construction. No provision for depreciation is made on construction in progress until such time as the relevant assets are completed and put into use. (g) Business Combinations The Company includes the results of operations of the businesses that are acquired as of the acquisition date. The Company allocates the purchase price of the acquisitions to the assets acquired and liabilities assumed based on their estimated fair values. The excess of the purchase price over the fair values of identifiable assets and liabilities is recorded as goodwill. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred. Contingent consideration in a business combination is included as part of the acquisition cost and is recognized at fair value as of the acquisition date. Fair value is generally estimated by using a probability-weighted discounted cash flow approach, Monte-Carlo simulation model, or scenario-based method. Any liability resulting from contingent consideration is remeasured to fair value at each reporting date until the contingency is resolved, and any changes in fair value are recognized in earnings. (h) Intangible Assets and Goodwill The Company accounts for intangible assets and goodwill in accordance with ASC 350. ASC 350 requires that goodwill and intangible assets with indefinite useful lives no longer be amortized, but instead be evaluated for impairment at least annually. In accordance with ASC 350, goodwill is allocated to reporting units, which are either the operating segment or one reporting level below the operating segment. On an annual basis and more frequently based on triggering events, as of October 1 of each year, management reviews goodwill for impairment by first assessing qualitative factors to determine whether the existence of events or circumstances makes it more-likely-than-not that the fair value of a reporting unit is less than its carrying amount. If it is determined that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount, goodwill is further tested for impairment by comparing the carrying amount to the estimated fair value of its reporting units, determined using externally quoted prices (if available) or a discounted cash flow model and, when deemed necessary, a market approach. Goodwill impairment, if any, is measured as the amount by which a reporting unit’s carrying amount exceeds its fair value. Application of goodwill impairment tests requires significant management judgment, including the identification of reporting units, assigning assets, liabilities, and goodwill to reporting units and determination of fair value of each reporting unit. Judgment applied when performing the qualitative analysis includes consideration of macroeconomic, industry and market conditions, overall financial performance of the reporting unit, composition, personnel or strategy changes affecting the reporting unit and recoverability of asset groups within a reporting unit. Judgments applied when performing the quantitative analysis includes estimating future cash flows, determining appropriate discount rates, and making other assumptions. Changes in these judgments, estimates and assumptions could materially affect the determination of fair value for each reporting unit. Intangible assets, excluding goodwill, consist primarily of patents, trademarks, brands, and land use rights, which are generally recorded in connection with acquisitions at their fair value. Intangible assets with estimable lives are amortized, generally on a straight-line basis, over their respective estimated useful lives to their estimated residual values and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. (i) Inventory Inventories, which include the costs of material, labor and overhead, are stated at the lower of cost or net realizable value, with cost generally computed on a first-in, first-out basis excluding electronic motorcycles. Electronic motorcycle inventories are stated on a specific identification method. Estimated losses from obsolete and slow-moving inventories are recorded to reduce inventory values to their estimated net realizable value and are charged to costs of revenue. At the point of loss recognition, a new cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in a recovery in carrying value. The majority of the inventory represents finished assemblies and sub assemblies to be used in delivering electric powertrain components, electric tractors and electric motorcycles to customers. The composition of inventory is as follows (in thousands): December 31, December 31, Raw materials $ 6,807 $ 4,147 Work in progress 9,429 10,775 Finished goods 11,937 17,454 Inventory Reserve (8,335) (3,067) Total $ 19,838 $ 29,309 The following table summarizes the movement in the inventory reserve (in thousands): December 31, December 31, Balance at the beginning of the year $ (3,067) $ (476) Increases (5,268) (2,591) Decreases — — Balance at the end of the year $ (8,335) $ (3,067) The carrying amount of inventories serving as collateral for short-term borrowing agreements is $2.0 million, and $1.8 million for years ending December 31, 2022 and December 31, 2023, respectively. (j) Long-term Investments The Company accounts for equity investments through which management exercises significant influence but does not have control over the investee under the equity method. Under the equity method, the investment is initially recorded at cost and adjusted for the Company’s share of undistributed earnings or losses of the investee. The Company’s share of losses is not recognized when the investment is reduced to zero unless the Company guarantees the investees’ obligations or has committed to providing additional funding. The equity investments which are not consolidated or accounted for under the equity method are either carried at fair value or under the measurement alternative upon the adoption of the ASU No. 2016-1. The Company utilizes the measurement alternative for equity investments that do not have readily determinable fair values and measures these investments at cost less impairment plus or minus observable price changes in orderly transactions for an identical or similar investment of the same issuer. The Company classifies its long-term investments as non-current assets on the consolidated balance sheets. Impairment of Investments Management periodically reviews long-term investments for impairment whenever events or changes in business circumstances indicate that the carrying amount of the investment may not be fully recoverable. Management considers impairment indicators such as negative changes in industry and market conditions, financial performance, business prospects, and other relevant events and factors. If indicators exist and the fair value of the investment is below the carrying amount, an impairment loss is recorded to record the investment at fair value. The Company recorded impairment losses of $6.9 million and $11.8 million in the years ended December 31, 2023 and 2022, respectively, for investments accounted for as equity method investments. (k) Leases The Company leases certain facilities, vehicles and equipment from third-parties. Leases with an initial term of 12 months or less are not recorded on the balance sheet and lease expense is recognized on a straight-line basis over the lease term. For leases beginning in 2019 and later, at the inception of a contract management assesses whether the contract is, or contains, a lease. The assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether the right to substantially all the economic benefit from the use of the asset throughout the period is obtained, and (3) whether the Company has the right to direct the use of the asset. At the inception of a lease, management allocates the consideration in the contract to each lease component based on its relative stand-alone price to determine the lease payments. The Company accounts for lease components (e.g., fixed payments including rent, real estate taxes and insurance costs) separately from the non-lease components (e.g., common-area maintenance costs). Leases may include one or more options to renew, with renewal terms that can extend the lease term from one year or more. Renewal periods are included in the lease term only when renewal is reasonably certain, which is a high threshold and requires management to apply judgment to determine the appropriate lease term. The Company’s leases do not include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term. Certain lease agreements include rental payments adjusted periodically for inflation. The majority of the Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The majority of the Company’s leases are classified as operating leases. The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a term of 12 months or less. The effect of short-term leases and initial direct costs on our right-of-use asset and lease liability was not material. ASC 842 requires the Company to make certain assumptions and judgments in applying the guidance, including determining whether an arrangement includes a lease, determining the term of a lease when the contract has renewal or cancellation provisions, and determining the discount rate. As the rate implicit in the lease is not usually available, the Company used an incremental borrowing rate based on the information available at the adoption date of ASC 842 in determining the present value of lease payments for existing leases. The Company uses information available at the lease commencement date, or in the event of leases assumed in a business combination, the acquisition date, to determine the discount rate for any new leases. (l) Product Warranties Certain of the Company’s products are sold subject to standard product warranty terms, which generally include post-sales support and repairs or replacement of a product at no additional charge for a specified period of time. Accruals for estimated expenses related to product warranties are made at the time revenue is recognized and are recorded as a component of costs of revenue. The Company estimates the liability for warranty claims based on standard warranties, the historical frequency of claims and the cost to replace or repair products under warranty. Factors that influence the warranty liability include the number of units sold, the length of warranty term, historical and anticipated rates of warranty claims and the cost per claim. The warranty liability as of December 31, 2023 and 2022 is $0.4 million and $0.6 million, respectively, and is included in “Other current liabilities” within the consolidated balance sheet. (m) Convertible Promissory Notes The Company accounts for its convertible notes at issuance by allocating the proceeds received among freestanding instruments according to ASC 470, based upon their relative fair values. The fair value of debt and common stock is determined based on the closing price of the common stock on the date of the transaction, and the fair value of warrants, if any, is determined using the Black-Scholes Merton option-pricing model. Convertible notes are subsequently carried at amortized cost. The fair value of warrants is recorded as additional paid-in capital, with a corresponding debt discount from the face amount of the convertible note. The discounts on the convertible notes, consisting of amounts ascribed to warrants are amortized to interest expense, using the effective interest method, over the terms of the related convertible notes. Each convertible note is also analyzed for the existence of embedded derivatives, which may require bifurcation from the convertible note and separate accounting treatment. The Company also analyzes the features of its convertible notes which, when triggered, mandate a downward adjustment to the instrument’s strike price (or conversion price) if equity shares are issued at a lower price (or equity-linked financial instruments are issued at a lower strike price) than the instrument’s then-current strike price. The purpose of the feature is typically to protect the instrument’s counterparty from future issuances of equity shares at a more favorable price. (n) Preferred Stock Preferred Shares are classified within permanent equity on the Company’s consolidated balance sheet as they do not meet the criteria that would require presentation outside of permanent equity under ASC 480 Distinguishing Liabilities from Equity. (n) Fair Value Measurements Our financial instruments that are not re-measured at fair value include cash and cash equivalents, accounts receivable, net, notes receivable, net, accounts payable and other current liabilities. The carrying values of theses financials instruments approximate their fair values with the exception of contingent consideration. Refer to Note 24 for additional information. Our non-financial assets that are measured at fair value on a nonrecurring basis include goodwill and other intangible assets, and adjustment in carrying amount of equity securities for which the measurement alternative of cost less impairment plus or minus observable price changes is used. (o) Assets and Liabilities Held for Sale The Company classifies assets and liabilities (disposal group) to be sold as held for sale in the period in which all of the following criteria are met: (1) management, having the authority to approve the action, commits to a plan to sell the disposal groups; (2) the disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such disposal group; (3) an active program to locate a buyer and other actions required to complete the plan to sell the disposal group have been initiated; (4) the sale of the disposal group is probable, and (5) transfer of the disposal group is expected to qualify as a completed sale within one year, except if events or circumstances beyond the Company’s control extend the period of time required to sell the disposal group beyond one year; (6) the disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (7) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The Company initially measures a disposal group that is classified as held for sale at the lower of its carrying amount or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Gains are not recognized on the sale of a disposal group until the date of sale. The Company assesses the fair value of a disposal group, less any costs to sell, each reporting period it remains classified as held for sale and reports any subsequent losses as an adjustment to the carrying amount of the disposal group. As part of this assessment, the Company also evaluates the criteria for reporting the disposal group as a discontinued operation. Factors which the Company considers includes, but is not limited to, the level of continuing involvement, if any, whether the disposal constitutes a strategic shift, and the relative magnitude of revenue, net income or loss, and total assets. (p) Foreign Currency Translation The Company uses the United States dollar as its reporting currency. The Company’s worldwide operations utilize the local currency or USD as the functional currency, where applicable. For certain foreign subsidiaries, USD is used as the functional currency. This occurs when the subsidiary is considered an extension of the parent. The functional currency of subsidiaries located worldwide are either in RMB, HKD or the EURO. In the consolidated financial statements, the financial information of the entities which use RMB and HKD as their functional currency has been translated into USD: assets and liabilities are translated at the exchange rates on the balance sheet date, equity amounts are translated at the historical exchange rates, and revenues, expenses, gains and losses are translated using the average rate for the period. Translation adjustments arising from these are reported as foreign currency translation adjustments and are shown as a component of “Accumulated other comprehensive loss” in the equity section of the consolidated balance sheets. Transactions denominated in currencies other than functional currency are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated in the functional currency at the applicable rates of exchange in effect at the balance sheet date. Foreign currency (gains) losses of $0.0 million and $4.1 million were recorded in "Selling, general and administrative expenses" on the Consolidated Statements of Operations in the years ended December 31, 2023 and 2022, respectively. (q) Escrow and Trust Deposits In providing escrow services, the Company holds funds for others in a fiduciary capacity, pending completion of real estate transactions. A separate, self-balancing set of accounting records is maintained to record escrow transactions. Escrow trust funds held for others are not the Company’s and, therefore, are excluded from the consolidated balance sheet, however, the Company remains contingently liable for the disposition of these deposits. It is a common industry practice for financial institutions where escrow funds are deposited to either reimburse or to directly provide for certain costs related to the delivery of escrow services. The Company follows the practice of non-recognition of costs borne by the financial institution where escrow funds are deposited. Escrow trust balances at December 31, 2022 were $9.3 million There were no escrow trust balances as of December 31, 2023 as Timios was sold in 2023. (r) Revenue Recognition General The Company recognizes revenue when its customer obtains control of promised goods or services in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. For most of the Company’s customer arrangements, control transfers to customers at a point in time, as that is generally when legal title, physical possession and risk and rewards of goods/services transfer to the customer. In certain arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits as the Company completes the performance obligations. Our contracts with customers may include multiple performance obligations. For such arrangements, revenue is allocated to each performance obligation based on its relative standalone selling price. Standalone selling prices are based on the observable prices charged to customers or adjusted market assessment or using expected cost-plus margin when one is available. Adjusted market assessment price is determined based on overall pricing objectives taking into consideration market conditions and entity specific factors. The Company has a floor plan loan agreement for new inventory which involves three parties: Solectrac, the supplier of the goods, the dealer, and Mitsubishi, the loan facilitator. Floor plan is a method of financing inventory purchases, where a lender pays for assets that have been ordered by a retailer and is paid back from the proceeds from the sale of these items. The dealer purchases inventory from Solectrac through Mitsubishi’s guarantee of payments to Solectrac. The loan agreement facilitates the arrangement, resulting in all assets acquired through the floor planning arrangement being documented on Solectrac's balance sheet, along with the corresponding floor plan liability. Revenue is recognized when the dealer sells the inventory, and the loan agreement is satisfied. The Company performs an analysis of the relevant terms of its sales contracts, including whether or not it controls the product prior to sale, whether or not it incurs inventory risk, and other factors in order to determine if revenue should be recorded as a principal or agent. Revenues recognized in a Principal capacity are reported gross, while revenues recognized as an Agent are reported net. Certain customers may receive discounts or rebates, which are accounted for as variable consideration. Variable consideration is estimated based on the expected amount to be provided to customers, and initially reduces revenues recognized. The Company records deferred revenues when cash payments are received or due before performance, including refundable amounts. The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. The Company expenses as incurred any commissions or other fees which, if capitalizable, would have an amortization period of less than one year. Title, Closing and Appraisal Revenue Premiums from title insurance policies written by independent agencies are recognized net of commission costs when the policies are reported to the Company upon the closing of a transaction and not before the effective date of the policy. Regulation of title insurance rates varies by state. Premiums are charged to customers based on rates predetermined in coordination with each states’ respective Department of Insurance. A closing or escrow is a transaction pursuant to an agreement of a buyer, seller, borrower, or lender wherein an impartial third-party, such as the Company, acts in a fiduciary capacity on behalf of the parties in accordance with the terms of such agreement in order to accomplish the directions stated therein. Services provided include, among others, acting as escrow or other fiduciary agent, obtaining releases, and conducting the actual closing or settlement. Closing and escrow fees are recognized upon closing of the escrow, which is generally at the same time of the closing of the related real estate transaction. Revenue from appraisal services are primarily related to establishing the ownership, legal status and valuation of the property in a real estate transaction. In these cases, the Company does not issue a title insurance policy or perform duties of an escrow agent. Revenues from these services are recognized upon delivery of the service to the customer. EV and Related Revenue For product sales, the Company considers practical and contractual limitations in determining whether there is an alternative use for the product. For example, long-term design and build contracts are typically highly customized to a customer’s specifications. For contracts with no alternative use and an enforceable right to payment for work performed to date, including a reasonable profit if the contract were terminated at the customer’s convenience for reason other than nonperformance, the Company recognizes revenue over time. All other product sales are recognized at a point in time. For contracts recognized over time, revenue is determined each quarter, on the basis of accumulated project expenses in relation to estimated accumulated project expenses upon completion. For contracts recognized at a point in time, the Company recognizes revenue when control passes to the customer, which is generally based on shipping terms that address when title and risk and rewards pass to the customer. However, the Company also considers certain customer acceptance provisions as certain contracts with customers include installation, testing, certification or other acceptance provisions. In instances where contractual terms include a provision for customer acceptance, the Company considers whether it has previously demonstrated that the product meets objective criteria specified by either the seller or customer in assessing whether control has passed to the customer. In instances where there is a contingent liability associated with sales, the Company defers recognition of revenue until product is delivered to a retail customer. For service contracts, the Company recognizes revenue as the services are rendered if the customer is benefiting from the service as it is performed, or otherwise upon completion of the service. Separately priced extended warranties are recognized as a separate performance obligation over the warranty period. The transaction price in the contracts consists of fixed consideration and the impact of variable consideration including returns, rebates and allowances, and penalties. Variable consideration is generally estimated using a probability-weighted approach based on historical experience, known trends, and current factors including market conditions and status of negotiations. For design and build contracts, the Company may at times collect progress payments from the customer throughout the term of the contract, resulting in contract assets or liabilities depending on the timing of the payments. Contract assets consist of unbilled amounts when revenue recognized exceeds customer billings. Contract liabilities consist of advance payments and billings in excess of revenue recognized. Costs to obtain a contract (e.g., commissions) for contracts greater than one year are deferred and amortized in a manner consistent with revenue recognition of the related contract. The Company enters into contracts with governmental agencies for services and products. These contracts are analyzed in order to determine if they should be accounted for under a revenue recognition model pursuant to ASC 606 or a grant model pursuant to ASC 958. If accounted for pursuant to a grant model, the Company must determine if the grant is conditional or unconditional, and if conditional any barriers exist which must be overcome. If unconditional, the grant is recognized as revenue immediately, and if conditional, the grant is recognized as revenue as and when the barriers are overcome. The significant barrier to the current conditional grants are that the expenses incurred must meet the qualifications as established by the respective governmental agencies, so that the grant revenue is recognized as the qualified expenses are incurred. Revenue recorded pursuant to a grant model are recorded as “Other revenue.” (s) Advertising and Marketing Costs Advertising and marketing costs are expensed as incurred. Advertising and marketing costs were $2.3 million and $6.1 million in the years ended December 31, 2023 and 2022, respectively. (t) Research and Development Costs The Company expenses research and development costs, which may be incurred for the design, development, experimentation and testing of products related to the automotive industry. Research and Development costs were $10.2 million and $3.8 million in the years ended December 31, 2023 and 2022, respectively. (u) Share-Based Compensation The Company awards share options and other equity-based instruments to its employees, directors and consultants (collectively “share-based payments.”) Compensation cost related to such awards is measured based on the fair value of the instrument on the grant date. The Company recognizes the compensation cost over the period the individual is required to provide service in exchange for the award, which generally is the vesting period. The amount of cost recognized is adjusted to reflect the effect of forfeiture as they occur. When no future services are required to be performed by the individual in exchange for an award of equity instruments, and if such award does not |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations During the year ended December 31, 2023, our business components Timios, US Hybrid, Tree Technologies, Justly and China met the criteria for classification as discontinued operations and are no longer presented as continuing operations. Assets and liabilities associated with these components are presented in our consolidated balance sheets as Discontinued Operations. The results of operations related to these components are included in the consolidated statements of operations as "Loss from discontinued operations, net of tax." The cash flows of these components are also presented separately in our consolidated statements of cash flows. All corresponding prior year periods presented in our financial statements and related information in the accompanying notes have been reclassified to reflect the Discontinued Operations presentation. On July 25, 2023, we completed the sale of the Timios Operations for cash proceeds of $0.5 million (net of $0.2 million in transactions costs paid for by the buyer) and the extinguishment of outstanding payables to YA PN II of $2.4 million. There was no material gain or loss on the sale of the Timios operations. On November 7, 2023, the Company received the deposit of $0.5 million from a potential buyer of US Hybrid, the details of this transaction are included as a subsequent event in our Note 25. As of December 31, 2023, the China business component completed all commercial vehicle resale activities and does not expect to generate material revenues prior to the wind up of the legal entities in China. The following table summarizes the operating results of the discontinued operations for the periods indicated: Years ended December 31, 2023 December 31, 2022 Total revenue $ 16,412 $ 75,835 Cost of revenue 15,418 73,261 Gross profit 994 2,574 Selling and administrative expenses 20,219 35,105 Depreciation and amortization 455 2,409 Asset impairments 10,519 43,694 Other operating costs 31 1,233 Operating loss (30,230) (79,867) Non-operating income (expense) 814 5,278 Income tax benefit 140 6,137 Loss from discontinued operations, net of tax $ (29,276) $ (68,452) The following table summarizes the assets and liabilities of the Discontinued Operations included in the consolidated balance sheets for the periods indicated: December 31, 2023 December 31, 2022 Cash and cash equivalents $ 1,180 $ 19,015 Accounts Receivables, net 382 1,614 Inventory, net 2,667 5,054 Prepaid expenses and other current assets 807 8,020 Current assets of discontinued operations $ 5,036 $ 33,703 Property and equipment, net 177 1,227 Intangible assets, net 6 9,147 Operating lease right of use assets 2,232 5,446 Other noncurrent assets 428 3,392 Noncurrent assets of discontinued operations $ 2,843 $ 19,212 Accounts payable and accrued expenses $ 2,947 $ 8,970 Current portion of operating lease liabilities 941 469 Other current liabilities 3,834 4,805 Current liabilities of discontinued operations $ 7,722 $ 14,244 Operating lease liabilities – long term 1,317 — Deferred tax liabilities 355 454 Other noncurrent liabilities — 4,758 Noncurrent liabilities of discontinued operations $ 1,672 $ 5,212 Assets Held for Sale During the year ended December 31, 2023, our business components Energica, Solectrac and IDEX Spain (the “held for sale businesses”) met the criteria for classification as assets held for sale and discontinued operations. However, as the held for sale businesses comprise the substantial majority of assets, liabilities, revenues and operating costs of the Company’s continuing operations and the period of time over which the disposal events are expected to occur, we have continued to present these operations as continuing operations. We believe this provides more relevant information in the primary financial statements. While these assets are classified as held for sale as we assess active third-party interest, we do not anticipate the sale of all of these businesses. For those that we do decide to sell, it is expected that the majority of the balances attributable to the held for sale businesses will not be divested until the second half of 2024. The following table summarizes the operating results of the held for sale businesses for the periods indicated: Years ended December 31, 2023 December 31, 2022 Total revenue $ 11,732 $ 16,341 Cost of revenue 15,284 19,128 Gross profit (3,552) (2,787) Selling and administrative expenses 21,738 21,199 Depreciation and amortization 4,954 4,173 Asset impairments 20,001 22,673 Other operating costs 2,270 3,449 Operating loss $ (52,515) $ (54,281) The following table summarizes the assets and liabilities of the held for sale businesses included in the consolidated balance sheets for the periods indicated: December 31, 2023 December 31, 2022 Cash and cash equivalents $ 1,221 $ 2,168 Accounts Receivables, net 408 1,741 Inventory, net 17,349 25,000 Prepaid expenses and other current assets 2,288 7,482 Current assets of businesses held for sale $ 21,266 $ 36,391 Property and equipment, net 5,616 5,671 Intangible assets, net 23,512 43,471 Goodwill 35,894 37,775 Operating lease right of use assets 6,095 6,533 Other noncurrent assets 2,262 1,818 Noncurrent assets of businesses held for sale $ 73,379 $ 95,268 Accounts payable and accrued expenses 14,703 16,339 Current portion of operating lease liabilities 808 768 Other current liabilities 22,096 18,335 Current liabilities of businesses held for sale $ 37,607 $ 35,442 Operating lease liabilities – long term 5,415 5,846 Deferred tax liabilities 1,007 2,648 Other noncurrent liabilities 4,786 2,773 Noncurrent liabilities of businesses held for sale $ 11,208 $ 11,267 Balance Sheet View if Excluding the Held for Sale Businesses Noted Above While the sale of the businesses noted above is contingent on the ability to reach a mutually acceptable price with an unrelated arms-length buyer, in the event these business components are divested in the next twelve months, the Company will experience a material change in the assets its owns and operates. The following table presents a balance sheet as of December 31, 2023 as if the sale of Energica, Wave Technologies, and Solectrac were complete and such businesses were presented as discontinued operations. In this event, the balance sheet below would reflect the assets and liabilities of the parent company Ideanomics, Inc. and VIA Motors as the sole remaining continuing operations in that hypothetical situation. However, the balance sheet below presents historical financial information and does not include cash or other assets we would receive from the sale of the businesses held for sale, nor does it show any liabilities that may be reduced or discharged with cash received. Additionally, as described above, we may decide not to sell one or more of the businesses held for sale. December 31, 2023 December 31, 2022 Cash and cash equivalents $ 28 $ 746 Accounts Receivables, net 629 366 Inventory, net 2,489 4,309 Prepaid expenses and other current assets 3,148 42,505 Current assets of discontinued operation and businesses held for sale 26,302 70,095 Total current assets 32,596 118,021 Property and equipment, net 7,288 2,174 Intangible assets, net 155 151 Goodwill — — Operating lease right of use assets 22 4,000 Other noncurrent assets 601 8,098 Noncurrent assets of discontinued operation and businesses held for sale 76,222 114,481 Total assets $ 116,884 $ 246,925 Accounts payable and accrued expenses $ 49,634 $ 18,405 Current portion of operating lease liabilities 2,415 1,264 Other current liabilities 20,256 11,457 Current liabilities of discontinued operation and businesses held for sale 45,329 49,687 Total current liabilities 117,634 80,813 Operating lease liabilities – long term 5,474 2,720 Deferred tax liabilities 938 — Non current contingent Liabilities — — Other noncurrent liabilities 229 321 Noncurrent liabilities of discontinued operation and businesses held for sale 12,880 16,476 Total liabilities 137,155 100,330 Series A 1,262 1,262 Series B 1,863 8,850 Series C 4,825 — Equity: Common stock 1,499 597 Additional paid-in capital 1,071,520 1,004,082 Accumulated deficit (1,090,579) (866,418) Accumulated other comprehensive loss (4,553) (6,104) Total Ideanomics, Inc. shareholder’s equity (22,113) 132,157 Non-controlling interest (6,108) 4,326 Total equity (28,221) 136,483 Total liabilities, convertible redeemable preferred stock and equity $ 116,884 $ 246,925 |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The following table summarizes the Company's revenues disaggregated by revenue source, geography (based on the Company's business locations), and timing of revenue recognition (in thousands): Year Ended December 31, December 31, Geographic Markets North America $ 9,574 $ 7,497 Europe 5,885 11,518 Total $ 15,459 $ 19,015 Product or Service Electric vehicle products $ 3,328 $ 4,830 Electric vehicle services 72 — Electric motorcycle products and services 7,590 10,435 Electric motorcycle sponsorship services 743 1,075 Charging, battery and powertrain products 2,932 849 Charging, battery and powertrain services 30 1,482 Other 764 344 Total $ 15,459 $ 19,015 The following table provides information about client receivables, contract liabilities and contract assets from contracts with customers: Year ended Balances from contracts with customers: December 31, 2023 December 31, 2022 December 31, 2021 Accounts receivable, net $ 1,037 $ 2,107 $ 895 Deferred revenue 2,537 2,186 1,241 Contract assets 34 3,579 2,172 In the years ended December 31, 2023 and 2022, the Company recorded grant revenue of $1.0 million and $0.3 million, respectively, in "Other revenue" in the consolidated statements of operations. For the years ended December 31, 2023 and 2022, the Company recorded a contract assets of $0.0 million and $3.6 million, respectively. The following table reflects the Company’s deferred revenue balance as of December 31, 2023 and 2022 (in thousands): Year ended Deferred revenue from contracts with customers: December 31, 2023 December 31, 2022 Beginning balance $ 2,186 $ 1,241 Revenue recognized, included in beginning balance (1,600) (996) Additions, net of revenue recognized during period, and other 1,951 1,941 Ending Balance $ 2,537 $ 2,186 In the years ended December 31, 2023 and 2022 the Company recognized revenue of $1.6 million and $1.0 million respectively, recorded in deferred revenue as of the beginning of the period. |
Notes Receivable from Third Par
Notes Receivable from Third Parties | 12 Months Ended |
Dec. 31, 2023 | |
Receivables [Abstract] | |
Notes Receivable from Third Parties | Notes Receivable from Third Parties The following table provides certain information related to n otes receivable consists of the following (in thousands): As of December 31, 2023 Cost Repayment Unrealized Gains Unrealized Losses Impairment Estimated Fair Value Green Power Motor Company (d) 45 (3) — — — 42 Total notes receivable $ 45 $ (3) $ — $ — $ — $ 42 As of December 31, 2022 Cost Interest Unrealized Gains Unrealized Losses Impairment Estimated Fair Value VIA Note (a) $ 63,218 $ 2,603 $ — $ — $ (34,213) $ 31,608 VIA Note 2 (a) 14,468 233 — — (14,701) — Inobat Note (b) 11,819 863 — (1,083) (11,599) — Green Power Motor Company (d) 45 — — — — 45 Total notes receivable $ 89,550 $ 3,699 $ — $ (1,083) $ (60,513) $ 31,653 (a) VIA Secured Promissory Notes On August 30, 2021, the Company invested $42.5 million in VIA, in the form of a convertible promissory note. With a few amendments, the principal amount of the convertible promissory note was $63.2 million as of December 31, 2022. The note was secured by the certain assets and rights of VIA, bore interest at an annual rate of 4.0% and the scheduled maturity date was the earlier of the closing date of the acquisition or one year after the agreement is terminated according to its terms. The convertible promissory note contained certain customary events of default and other rights and obligations of the parties. The Company expects to convert this promissory note in conjunction with the closing of the acquisition of VIA. Management assessed the probability of closing the acquisition in determining the recoverability of the promissory note. The Company entered into a secured promissory note (VIA Note-2) of $2.2 million with VIA on May 20, 2022. With a few amendments, the principal amount of the convertible promissory note was 14.5 million as of December 31, 2022, including the Company issuing 0.1 millions shares to settle the debt owed by VIA Motors and recording as notes receivable due from VIA. The Company entered into an amendment of the secured promissory note during the second quarter of 2022 to provide a note that was secured by the certain assets and rights of VIA, bore interest at an annual rate of 4.0%. The principal and interest is due and payable in the event of the termination of the merger agreement. The following table summarizes the activity related to the notes receivable reserve (in thousands): Balance at December 31, 2021 $ — Addition 60,513 Balance at December 31, 2022 60,513 Write-offs (60,857) Effect of change in foreign currency exchange rates 344 Balance at December 31 2023 $ — During year ended December 31, 2022, the Company experienced significant delays in the closing of the acquisition of VIA and in the fourth quarter of 2022 withdrew the S-4 resulting in an inability to close the acquisition in the manner originally contemplated. Consequently, the outstanding balances were re-evaluated as to recovery and the balances adjusted to estimated recovery values inclusive of the risks associated with the consummation of the acquisition and the credit risks in the event of an unsuccessful closing. During the year ended December 31, 2023, the Company completed the VIA acquisition as of January 31, 2023 and the notes value extended to VIA Motors prior to the closing of the acquisition were written off against the notes receivable reserve at the time of the acquisition to reflect the value attributable to the credits included in the closing statement, VIA notes including additional funding of $0.8 million on January 17, 2023, were settled and included in the consideration transferred at fair value. An additional impairment of $27.4 million was recorded in "Asset impairments" in the consolidated statement of operations for the three months ended March 31, 2023 upon settlement. (b) Inobat Convertible Promissory Note On December 24, 2021, the Company invested €10.0 million ($11.4 million) in Inobat via a convertible promissory note, was due December 24, 2022. Inobat specializes in the research, development, manufacture, and provision of innovative electric batteries custom-designed to meet the specific requirements of global mainstream and specialist OEMs within the automotive, commercial vehicle, motorsport, and aerospace sectors. Inobat is a European based battery manufacturer, that has a battery research and development facility and pilot line under development in Slovakia. The principal amount of the convertible promissory note is €10.0 million ($11.4 million) is unsecured, bears interest at an annual rate of 8.0%, and the scheduled maturity date was December 28, 2022. The convertible promissory note contains certain customary events of default and other rights and obligations of the parties. The loan due from Inobat matured in December 2022 without any receipt of payment, in March 2023, the Company extended the maturity date of the loan to May 2023 the Company determined that the Inobat note was fully impaired and recorded an impairment loss of $11.6 million recorded in "Asset impairments" in the year ended December 31, 2022. The Company entered into a settlement with Inobat in the year ended December 31, 2023 and received $5.3 million and wrote off the note against notes receivable reserve. (c) Green Power Motor Company On July 29, 2022, the Company loaned $45.0 thousand to Green Power Motor Company. Interest will accrue on the outstanding principal at a rate of fixed interest rate per annum equal to 7.50%. Borrower will make 80 consecutive monthly payments commencing on September 1, 2022. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures The Company continually evaluates potential acquisitions that align with the Company’s strategy of accelerating the adoption of electric vehicles. The Company has completed a number of acquisitions that have been accounted for as purchases and have resulted in the recognition of goodwill in the Company’s Consolidated Financial Statements. This goodwill arises because the purchase prices for these businesses exceeds the fair value of acquired identifiable net assets due to the purchase prices reflecting a number of factors including the future earnings and cash flow potential of these businesses, the multiple to earnings, cash flow and other factors at which similar businesses have been purchased by other acquirers, the competitive nature of the processes by which the Company acquired the businesses and the complementary strategic fit and resulting synergies these businesses bring to existing operations. For all acquisitions, the Company makes an initial allocation of the purchase price at the date of acquisition based upon its understanding of the fair value of the acquired assets and assumed liabilities. The Company obtains the information used for the purchase price allocation during due diligence and through other sources. In the months after closing, as the Company obtains additional information about the acquired assets and liabilities, including through tangible and intangible asset appraisals, and learns more about the newly acquired business, it is able to refine the estimates of fair value and more accurately allocate the purchase price. The fair values of acquired intangibles are determined based on estimates and assumptions that are deemed reasonable by the Company. Significant assumptions include the discount rates and certain assumptions that form the basis of the forecasted results of the acquired business including earnings before interest, taxes, depreciation and amortization, revenue, revenue growth rates, royalty rates and technology obsolescence rates. These assumptions are forward looking and could be affected by future economic and market conditions. The Company engages third-party valuation specialists who review the Company’s critical assumptions and calculations of the fair value of acquired intangible assets in connection with significant acquisitions. Only facts and circumstances that existed as of the acquisition date are considered for subsequent adjustment. the Company will make appropriate adjustments to the purchase price allocation prior to completion of the measurement period, as required. The Company has included tables for the respective acquisitions by calendar year below. Where a purchase price allocation is considered final this has been disclosed respectively. In addition to evaluating potential acquisitions, the Company may divest certain businesses from time to time based upon review of the Company’s portfolio considering, among other items, factors relative to the extent of strategic and technological alignment and optimization of capital deployment, in addition to considering if selling the businesses results in the greatest value creation for the Company and for shareholders. Details and the impacts of any dispositions are noted below. 2023 Acquisitions and Divestitures VIA Acquisition On January 31, 2023, the Company closed the acquisition of VIA, pursuant to the terms of the Amended and Restated Merger Agreement. In closing, the Company acquired all outstanding shares of VIA in exchange for the issuance of 1.1 million common shares, and 1.2 million convertible preferred shares (at a ratio of 0.16:1 to common) and the settlement of loans advanced to VIA prior to closing with a settlement value of $5.7 million. As of September 30, 2023, the Company has issued 1.0 million common shares and 1.2 million convertible preferred shares. During the three months ended September 30, 2023, the Company determined it does not have the obligation to issue the remaining RSU shares and reversed liabilities of $2.3 million against goodwill. In the meantime, the Company identified there are $1.5 million worth of common shares that were previously reserved, but may be paid in cash; the Company recorded $1.5 million in "other current liabilities". The Company had the notes receivable $31.6 million due from VIA as of December 31, 2022 and increased to $32.6 million before the acquisition. The Company wrote off $27.4 million at the time of the acquisition to reflect the value attributable to the credits included in the closing statement. The remaining balance $5.2 million were included the VIA acquisition consideration. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date. The recorded amounts for assets acquired and liabilities assumed are provisional and subject to change during the measurement period for certain items including the valuation of separately identified intangibles (Dollars in thousands) December 31, 2023 Fair value of consideration transferred: Common shares $ 28,617 Preferred shares 4,825 SAFE note 581 Secured convertible note 5,165 Contingent consideration 73,627 Purchase price $ 112,815 Allocated to: Current assets 1,757 Property and equipment, net 2,315 Operating lease right of use assets 5,064 Intangible assets – development technology 104,200 Intangible assets – trademark and tradename 11,410 Goodwill 13,020 Other assets — Current liabilities (16,940) Deferred tax liability (4,227) Other liabilities (3,784) Fair value of assets acquired, less liabilities assumed $ 112,815 The useful lives of the intangible assets acquired is as follows: December 31, 2023 Intangible assets – development technology 20 Intangible assets – trademark and tradename 20 Weighted average 20 Amortization expense related to intangible assets created as a result of the VIA acquisition for the year ended December 31, 2023 was $11.2 million. The Company wrote down the remaining intangible assets to zero in the year ended December 31, 2023. The goodwill from the VIA acquisition represents future economic benefits that we expect to achieve as a result of the VIA acquisition. Goodwill is calculated as the excess of the consideration transferred over the net assets acquired and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The goodwill is not expected to be deductible for tax purposes. Goodwill will not be amortized but instead will be tested for impairment at least annually and more frequently if certain indicators of impairment are present. The Company wrote down the goodwill to zero in the year ended December 31, 2023. Revenue of 0.1 million and net loss 139.1 million for the year ended December 31, 2023 have been included in the consolidated financial statements. Unaudited Pro forma Financial Information The unaudited pro forma results presented below include the effects of the Company’s acquisitions as if the acquisitions had occurred on January 1, 2022. The Company filed an Amended Form 8-K on July 3, 2023 to disclose unaudited pro forma financial information, and explanatory notes, related to the acquisition of VIA as it met the criteria of a significant acquisition. The Energica acquisition did not meet the criteria of a significant acquisition, in aggregate or individually. The pro forma adjustments are based on historically reported transactions by the acquired companies. The pro forma results do not include any material, nonrecurring adjustments directly attributable to the 2021 Acquisitions or the Energica acquisition. The pro forma results do not include any anticipated synergies or other expected benefits of the acquisitions. The unaudited pro forma financial information below is not necessarily indicative of either future results of operations or results that might have been achieved had the acquisitions occurred on January 1, 2022. Years Ended December 31, 2023 December 31, 2022 (Amounts in thousands, except per share and share data) Total revenue $ 14,502 $ 19,278 Net loss attributable to Ideanomics, Inc. common shareholders $ (199,767) $ (257,130) Fiducia (wholly owned subsidiary of Timios) Stock Purchase Agreement On July 25, 2023, the Company closed the Fiducia Stock Purchase Agreement as executed on May 1, 2023, at which time $0.45 million in cash was received by the Company (net of $0.15 million in transaction expenses) paid for by YA II PN and $2.40 million convertible notes owed by the Company to YA II PN were extinguished. The Company recognized $1.7 million gain in the year ended December 31, 2023. Timios was classified as discontinued operations, please refer to Note 1 " Discontinued Operations" for further information. 2022 Acquisitions and Divestitures The Company has completed the below acquisition in the year ended December 31, 2022. The accompanying consolidated financial statements include the operations of the acquired entities from their respective acquisition dates. All of the acquisitions have been accounted for as business combinations. Energica Acquisition On March 3, 2021, the Company entered into an investment agreement with Energica to acquire 20.0% of Energica share capital. On September 15, 2021, the Company announced it had entered into an agreement to launch a voluntary conditional tender offer in concert with the founders of Energica for shares of Energica, pursuant to which Ideanomics plans to increase its investment from 20.0% in Energica to 72.4%. The Energica founders shall continue to own approximately 27.6% of Energica. On February 9, 2022, the Company wired €52.5 million (approximately $60.3 million) to an escrow account in order to facilitate and fund the conditional tender offer. On March, 7, 2022, the Company announced that it had achieved the 90.0% threshold for the conditional tender offer. The transaction received final approval from Italian regulatory authorities and closed on March 14, 2022. Acquisition Method Accounting Estimates The final purchase price allocation for Energica was $58.1 million including $2.0 million in cash obtained through the acquisition. The purchase price was paid in cash and funded from available cash resources. The table below summarizes the fair value of identifiable assets acquired and liabilities assumed in the acquisition of Energica. In conjunction with the acquisition of Energica, the Company remeasured the 20.0% previously accounted for as an equity method investment. The fair value measurement is based on significant inputs to include discounted cash flow analyses that are not observable in the market and thus represents a Level 3 measurement as defined in ASC 820. The Company determined the enterprise value using external specialists in support of the preliminary purchase price allocation referenced in the table below. The Company used this enterprise value to remeasure the previous equity investment by stepping up the value of the 20.0% equity ownership to reflect the proceeds paid to gain control of Energica. This remeasurement resulted in a gain of $11.0 million recorded in the year ended December 31, 2023, this was recorded in Gain on remeasurement of investment, in our consolidated statement of operations. The fair value of the 27.6% non-controlling interest in Energica is estimated to be $24.8 million. The fair value measurement is based on significant inputs to include discounted cash flow analyses that are not observable in the market and thus represents a Level 3 measurement as defined in ASC 820. The Company determined the enterprise value using external specialists in support of the preliminary purchase price allocation referenced in the table below. The Company used this enterprise value to remeasure the previous non-controlling interest by stepping up the value of the non-controlling interest less a discount for lack of marketability. The discount for the lack of marketability was calculated by external specialists using the Finnerty model. (Dollars in thousands) Cash paid at closing $ 58,140 Fair value of previously held interest 22,183 Fair value of non-controlling interest 24,778 Purchase price $ 105,101 Allocated to: Current assets $ 19,708 Property and equipment, net 1,927 Intangible assets –Customer relationships 14,226 Intangible assets – Development technology 18,603 Intangible assets – Trademark and trade name 14,496 Goodwill 60,394 Other assets 1,024 Current liabilities (16,894) Other liabilities (8,383) Fair value of assets acquired, less liabilities assumed $ 105,101 The useful lives of the intangible assets acquired is as follows: Energica Intangible assets – customer relationships 13.0 Intangible assets – development technology 8.0 Intangible assets – trademark and tradename 25.0 Weighted average 14.7 The estimated amortization expense related to these intangible assets for each of the years subsequent to December 31, 2023, is as follows (amounts in thousands): 2024 4,180 2025 4,180 2026 4,050 2027 4,034 2028 and beyond 24,066 Total 40,510 Amortization expense related to intangible assets created as a result of the Energica acquisition for the year ended December 31, 2023 and December 31, 2022 was $4.2 million and $3.2 million, respectively. The goodwill from the Energica acquisition represents future economic benefits that we expect to achieve as a result of the Energica acquisition, Goodwill is calculated as the excess of the consideration transferred over the net assets acquired and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The goodwill is not deductible for tax purposes. Goodwill will not be amortized but instead will be tested for impairment at least annually and more frequently if certain indicators of impairment are present. Revenue of $8.3 million and net loss of $15.4 million for the year ended December 31, 2023 have been included in the consolidated financial statements. Revenue of $11.5 million and net loss of $35.1 million for the year ended December 31, 2022 have been included in the consolidated financial statements. Refer to Note 11 for information related to an impairment charge recognized for the Energica reporting unit during the year ended December 31, 2022. Dispositions Seven Stars Energy Pte. Ltd. On February 9, 2022, the Company transferred its 51.0% interest in Seven Starts Energy Pte. Ltd. to Fan Yurong, a current shareholder of SSE, for a nominal amount. The Company recognized a disposal loss of $0.2 million as a result of the deconsolidation of SSE and such loss was recorded in “Loss on disposal of subsidiaries, net” in the consolidated statements of operations for the year ended December 31, 2022. Ideanomics Shengtong New Energy Co., Ltd. On Nove mber 29, 2022, the Company sold its 80% ownership on Shandong to the entity’s minority shareholder and its related party in amount of RMB 2.7 million($0.5 million), 70% to the entity’s minority shareholder in amount of RMB 2.4 million ($0.4 million) and 10% to a third party in amount of RMB 0.3 million ($0.1 million). The Company recognized a disposal loss of $0.1 million as a result of the deconsolidation and such loss was recorded in “Loss on disposal of subsidiaries, net” in the condensed consolidated statements of operations for the nine months ended December 31, 2022. 2023 and 2022 Transaction Costs Transaction costs describe the broad category of costs the Company incurs in connection with signed and/or closed acquisitions. Transaction costs include expenses associated with legal, accounting, regulatory, and other transition services rendered in connection with acquisition, travel expense, and other non-recurring direct expenses associated with acquisitions. • The Company incurred transaction costs of $11.7 million during the year ended December 31, 2023 related to VIA acquisition. • The Company incurred transaction costs of $0.6 million during the year ended December 31, 2022, related to the Energica acquisition. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2023 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable The following table summarizes the Company’s accounts receivable (in thousands): December 31, December 31, Accounts receivable, gross $ 2,587 $ 2,128 Less: allowance for doubtful accounts (1,550) (21) Accounts receivable, net $ 1,037 $ 2,107 The following table summarizes the movement of the allowance for credit losses (in thousands): December 31, December 31, Balance at the beginning of the year $ (21) $ — Increase in the allowance for credit losses (1,529) (21) Write offs of accounts receivable — — Effect of change in foreign currency exchange rates — — Balance at the end of the year $ (1,550) $ (21) |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring On September 12, 2022, the Board authorized management to pursue a plan to restructure the current EV resale activities in China. In 2023, the Company decided to completely wind down its China operations. In the second quarter of 2023, the Company decided to wind down Tree Technology business. The restructuring costs are mainly employee termination cost. Employee termination benefits were recorded based on statutory requirements, completed negotiations and Company policy. The following table summarizes the charges in connection with its employee termination cost (in thousands): Years ended December 31, 2023 December 31, 2022 Balance at the beginning of the period 1,056 — Increase/(decrease) 608 1,056 Payment (1,268) — Balance at the end of the period 396 1,056 As of December 31, 2023, China and Tree Technology had completed all expected run-off activities and consequently was classified as a discontinued operation. For further details, please refer to Note 1 |
Property and Equipment, net
Property and Equipment, net | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Property and Equipment, net The following table summarizes the Company’s property and equipment (in thousands): December 31, December 31, Furniture and office equipment $ 1,433 $ 1,605 Vehicles 832 1,028 Leasehold improvements 3,440 3,784 Shop equipment 4,614 3,129 Construction in progress 6,420 — Total property and equipment 16,739 9,546 Less: accumulated depreciation (3,835) (1,701) Property and equipment, net $ 12,904 $ 7,845 The Company recorded depreciation expense of $2.4 million and $1.2 million in the years ended December 31, 2023 and 2022, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets A reporting unit is the level at which goodwill is tested for impairment, and is defined as an operating segment or one level below an operating segment, if certain criteria are met. Under its current corporate structure, the Company has one operating segment and seven reporting units. Goodwill The following table summarizes changes in the carrying amount of goodwill for the years ended December 31, 2023 and 2022 (in thousands): Balance as of January 1, 2022 $ — Measurement period adjustments 1,234 Impairment (a) (22,662) Acquisitions 60,395 Effect of change in foreign currency exchange rates (1,192) Balance as of January 1, 2023 37,775 Measurement period adjustments (2,307) Impairment (b) (13,712) Acquisitions 13,020 Effect of change in foreign currency exchange rates 1,118 Balance as of December 31, 2023 $ 35,894 (a) While Energica significantly expanded the global dealer network and introduced product into the US market, the business did not meet its performance targets in 2022 and is expected to continue to miss business development targets in 2023. Consequently, updated projections reflecting the longer time period required for market development and sales expansion reflect a related decrease in the enterprise value. Based on the results of the annual quantitative impairment test, the fair value of the Energica reporting unit was below the carrying value of its net assets. The fair value of the Energica reporting unit was based on the income approach. Under the income approach, the Company estimated the fair value of the reporting unit based on the present value of estimated future cash flows which are Level 3 unobservable inputs in the fair value hierarchy. The Company prepared cash flow projections based on management's estimates of revenue growth rates and operating margins, taking into consideration the historical performance and the current macroeconomic industry and market conditions. The Company based the discount rate on the weighted-average cost of capital adjusted for the relevant risk associated with business-specific characteristics and the uncertainty related to the Energica’s ability to execute on the projected cash flows. The fair value of Energica’s reporting unit is based on management’s best estimates, and should actual results differ from those estimates, future impairment charges may be required in future periods. The quantitative analysis indicated that the carrying amount of the Energica reporting unit exceeded its fair value. As a result, the Company recorded a goodwill impairment charge of €21.1 million ($22.7 million) in the years ended December 31, 2022. (b) The goodwill from the VIA acquisition represents future economic benefits that we expect to achieve as a result of the VIA acquisition. Goodwill is calculated as the excess of the consideration transferred over the net assets acquired and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The goodwill is not expected to be deductible for tax purposes. Goodwill will not be amortized but instead will be tested for impairment at least annually and more frequently if certain indicators of impairment are present. Management has concluded that VIA will not achieve its previous production and sales goals as the business's engineering and operations functions have been temporarily paused due to a lack of capital to investment in the next phases of development and manufacturing. As a result, the Company fully impaired the goodwill to zero in the year ended December 31, 2023. The quantitative analysis indicated that the carrying amount of the Energica reporting unit exceeded its fair value. As a result, the Company recorded a goodwill impairment charge of €2.7 million ($3.0 million) in the years ended December 31, 2023. Intangible Assets The following table summarizes information regarding amortizing and indefinite lived intangible assets (in thousands): December 31, 2023 December 31, 2022 Weighted Gross Accumulated Impairment Loss Net Gross Accumulated Impairment Loss Net Amortizing Intangible Assets Patents, trademarks and brands 20.9 $ 26,621 $ (1,870) $ (19,530) $ 5,221 $ 14,734 $ (660) $ — $ 14,074 Customer relationships 12.7 14,349 (2,024) (8,501) 3,824 13,937 (824) — 13,113 Licenses 3.4 105 (33) — 72 141 (16) — 125 Software 2.3 132 (76) — 56 2,981 (667) (2,300) 14 Technology 6.2 122,969 (15,144) (93,356) 14,469 18,225 (1,954) — 16,271 164,176 (19,147) (121,387) 23,642 50,018 (4,121) (2,300) 43,597 Indefinite lived intangible assets Website name 25 — — 25 25 — — 25 Total $ 164,201 $ (19,147) $ (121,387) $ 23,667 $ 50,043 $ (4,121) $ (2,300) $ 43,622 *excludes intangible assets fully amortized or written off in prior period Management has concluded that VIA will not achieve its previous production and sales goals as the business's engineering and operations functions have been temporarily paused due to a lack of capital to investment in the next phases of development and manufacturing. As a result, the Company recorded an impairment charge The quantitative analysis indicated that the carrying amount of the Energica reporting unit exceeded its fair value. As a result, the Company recorded intangible assets impairment charge of $17.0 million in the years ended December 31, 2023. Amortization expense, excluding impairment losses of $121.4 million and $2.3 million for the years ended December 31, 2023 and 2022, respectively, relating to intangible assets was $15.4 million and $4.1 million for the years ended December 31, 2023 and 2022, respectively. The following table summarizes future expected amortization expense (in thousands): Years ending December 31, Amortization to be 2024 $ 3,059 2025 3,050 2026 2,908 2027 2,876 2028 2,864 2029 and thereafter 8,885 Total $ 23,642 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases The following tables provide the components of lease expense included within the Consolidated Statement of Comprehensive Income (Loss) for the years ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 December 31, 2022 Operating lease cost $ 3,015 $ 2,418 Short-term lease cost 700 357 Finance lease cost: Amortization of right-of-use assets 320 163 Interest on lease liabilities 42 16 Sublease income — — Total $ 4,077 $ 2,954 The following table provides the weighted average remaining lease term and the weighted average discount rate for the Company's leases as of December 31, 2023 and 2022: Year Ended December 31, 2023 December 31, 2022 Operating and Finance lease weighted average remaining lease term (in years): Operating leases 7.3 4.1 Finance leases 3.0 3.6 Year Ended December 31, 2023 December 31, 2022 Operating and Finance lease weighted average discount rate: Operating leases 11.9 % 5.4 % Finance leases 2.5 % 2.4 % As of December 31, 2023, the Company’s future maturities of operating and finance lease liabilities were as follows: Years ending December 31 Operating Leases Finance Leases 2024 $ 3,025 $ 364 2025 2,706 364 2026 2,561 279 2027 1,714 91 2028 1,549 — 2029 and thereafter 9,847 — Total undiscounted lease liabilities 21,402 1,098 Less: imputed interest (7,290) (81) Net lease liabilities $ 14,112 $ 1,017 The current finance lease liabilities and non-current finance lease liabilities are recorded in "Other current liabilities" and "Other long-term liabilities" The following table provides supplemental cash flow information related to leases for the ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 December 31, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,078 $ — Operating cash flows from finance leases 42 242 Right-of-use assets obtained in exchange for new operating lease liabilities — 6,773 Right-of-use assets obtained in exchange for new finance lease liabilities $ 422 $ 1,134 In the years ended December 31, 2023 and 2022, the Company recorded an impairment losses related to the right of use asset of $7.6 million and $0.0 million, respectively . |
Leases | Leases The following tables provide the components of lease expense included within the Consolidated Statement of Comprehensive Income (Loss) for the years ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 December 31, 2022 Operating lease cost $ 3,015 $ 2,418 Short-term lease cost 700 357 Finance lease cost: Amortization of right-of-use assets 320 163 Interest on lease liabilities 42 16 Sublease income — — Total $ 4,077 $ 2,954 The following table provides the weighted average remaining lease term and the weighted average discount rate for the Company's leases as of December 31, 2023 and 2022: Year Ended December 31, 2023 December 31, 2022 Operating and Finance lease weighted average remaining lease term (in years): Operating leases 7.3 4.1 Finance leases 3.0 3.6 Year Ended December 31, 2023 December 31, 2022 Operating and Finance lease weighted average discount rate: Operating leases 11.9 % 5.4 % Finance leases 2.5 % 2.4 % As of December 31, 2023, the Company’s future maturities of operating and finance lease liabilities were as follows: Years ending December 31 Operating Leases Finance Leases 2024 $ 3,025 $ 364 2025 2,706 364 2026 2,561 279 2027 1,714 91 2028 1,549 — 2029 and thereafter 9,847 — Total undiscounted lease liabilities 21,402 1,098 Less: imputed interest (7,290) (81) Net lease liabilities $ 14,112 $ 1,017 The current finance lease liabilities and non-current finance lease liabilities are recorded in "Other current liabilities" and "Other long-term liabilities" The following table provides supplemental cash flow information related to leases for the ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 December 31, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,078 $ — Operating cash flows from finance leases 42 242 Right-of-use assets obtained in exchange for new operating lease liabilities — 6,773 Right-of-use assets obtained in exchange for new finance lease liabilities $ 422 $ 1,134 In the years ended December 31, 2023 and 2022, the Company recorded an impairment losses related to the right of use asset of $7.6 million and $0.0 million, respectively . |
Supplementary Information
Supplementary Information | 12 Months Ended |
Dec. 31, 2023 | |
Disclosure Text Block Supplement [Abstract] | |
Supplementary Information | Supplementary Information Other Current Assets “Other current assets” were $1.9 million and $5.1 million as of December 31, 2023 and 2022, respectively. Components of “Other current assets” as of December 31, 2022 include a receivable of $3.3 million for Value-added tax credit. There were no components of "Other current assets" as of December 31, 2023 and 2022, which were more than 5 % of total current assets. Other Current Liabilities “Other current liabilities” were $13.2 million and $9.3 million as of December 31, 2023 and 2022, respectively. Components of "Other current liabilities" as of December 31, 2023 that were more than 5% of total current liabilities were other payables to third-parties in the amount of $8.5 million. Component of "Other current liabilities" as of December 31, 2022 that were more than 5% of total current liabilities were other payables to third-parties in the amount of $5.6 million |
Promissory Notes
Promissory Notes | 12 Months Ended |
Dec. 31, 2023 | |
Notes Payable, Current [Abstract] | |
Promissory Notes | Promissory Notes The following is the summary of outstanding promissory notes as of December 31, 2023 and 2022 (in thousands): December 31, December 31, Interest rate Principal Amount Carrying Amount* Principal Amount Carrying Amount* Convertible Debenture (a,b) 4.0% $ 7,218 $ 7,524 $ 4,442 $ 3,928 Small Business Association Paycheck Protection Program (c) 1.0% 133 133 219 219 Tillou Promissory note (d) 22% 2,000 2,348 2,000 2,021 Therese Promissory note (e) 22% 775 1,081 — — Commercial Insurance Premium Finance (f) 8.0% 352 352 992 992 Other lending agreements (g) 0.1% - 20.0% 8,445 16,992 10,325 10,325 Total $ 18,923 28,430 $ 17,978 17,485 Less: Current portion (24,487) (15,527) Long-term Note, less current portion $ 3,943 $ 1,958 *Carrying amount includes the accrued interest and approximates the fair value because of the short-term nature of these instruments. The weighted average interest rate for the short term borrowings is 10.9% and 8.1% as of December 31, 2023 and December 31, 2022, respectively. The Company defaults a few notes and breached at least two covenants, including making timely SEC filings and a minimum stock purchase from the Company’s officers or directors. Yorkville has not asserted either breach and has since extended additional loan amounts to the Company. (a) Convertible Debenture repaid in the year ended December 31 2022 On October 25, 2021, the Company executed a security purchase agreement with YA II PN, whereby the Company issued a convertible note of $75.0 million, and received aggregate gross proceeds of $75.0 million. The note is scheduled to mature on October 24, 2022 and bears interest at an annual rate of 4.0%, which would increase to 18.0% in the event of default. The note has a fixed conversion price of $1.88. The conversion price is not subject to adjustment except for subdivisions or combinations of common stock. The Company has the right, but not the obligation, to redeem a portion or all amounts outstanding under this note prior to the maturity date at a cash redemption price equal to the principal to be redeemed, plus accrued and unpaid interest. The note contained customary events of default, indemnification obligations of the Company and other obligations and rights of the parties. Commencing February 1, 2022, the Company has the obligation to redeem $8.3 million per month, against the unpaid principal. This amount may be reduced by any conversions by YA II PN or optional redemptions made by the Company. On August 30, 2022, the Company and YA II PN agreed to amend the terms of the outstanding convertible note and entered into an amendment agreement dated August 29, 2022. As of August 29, 2022, the outstanding principal balance of the original debenture was $16.7 million. The amendments to the original debenture amended the principal amount to reflect the outstanding balance as of August 29, 2022, change the maturity date to January 29, 2023 and adjust the conversion price to the lower of $1.50 or 85.0% of the lowest daily VWAP during the 7 consecutive trading days immediately preceding the conversion date or other date of determination, but not lower than $0.20 per share of common stock. The Company shall not have the right to prepay any amounts due under the amended debenture prior to the maturity date without the Investor’s prior written consent. During the year ended December 31, 2022, the Company converted principal and accrued and unpaid interest in the amount of $16.8 million into 67.1 million shares of common stock of the Company. The Company repaid principal and accrued and unpaid interest in the amount of $42.2 million in cash. Total interest expense recognized was $1.2 million for the year ended December 31, 2022. During the year ended December 31, 2021, the Company converted the principal and accrued and unpaid interest in the amount of $17.6 million was converted into 9.4 million shares of common stock of the Company. Total interest expense recognized was $0.6 million for the year ended December 31, 2021. The note was fully repaid in 2022. (b) Secured Convertible Debenture due February 24, 2023 – YA II PN On October 25, 2022, the Company executed a secured debenture purchase agreement with YA II PN, whereby the Company issued a convertible note of $6.5 million, and received net proceeds of $4.9 million. The note is scheduled to mature on February 24, 2023 and bears interest at an annual rate of 8.0%, which would increase to 18.0% in the event of default. The note can be converted at a variable conversion price of 95% of the lowest daily VWAP during the five consecutive trading days immediately preceding the conversion date or other date of determination, but not lower than $0.05 per share. The conversion price is not subject to adjustment except for subdivisions or combinations of common stock. The Company has the right, but not the obligation, to redeem a portion or all amounts outstanding under this note prior to the maturity date The note contained customary events of default, indemnification obligations of the Company and other obligations and rights of the parties. The note is secured by the pledged collateral defined in the pledge agreement. The Company, YA IIPN and certain of the Company’s subsidiaries also entered into an option agreement. The Company agreed to effect a spin-off within one year from the Closing. YA II PN has the option to purchase the common stocks of spin-off entities and the spin-off call right to purchase each spin-off entity the spin-off call shares at the call purchase price. On March 30, 2023, the Company entered into the first Amendment to the SDPA. YA II PN purchased an additional debenture with substantially the same terms in the principal amount of $1.4 million. The Company also entered the first amendment to the option agreement as a condition precedent to the purchase of $1.4 million of convertible securities under the SDPA, the Company and Timios have granted YA II PN an option, exercisable after May 30, 2023, to purchase from the Company an amount of shares of common stock of Timios representing seventy percent (70%) of the then issued and outstanding Timios Common Stock on a Fully-Diluted Basis at the time the Call Right is effected or seventy percent (70%) of the then issued and outstanding Fiducia Common Stock on a Fully-Diluted Basis at the time the Call Right is effected. Pursuant to the Amended Option Agreement, if YA II PN exercises the Call Right, the aggregate purchase price shall be $2.5 million. On April 17, 2023, the Company entered into the second amendment to the SDPA and option agreement. YA II PN purchased an additional debenture with substantially the same terms in the principal amount of $0.8 million. The Company also entered the second amendment to the option agreement as a condition precedent to the purchase of $0.8 million of convertible securities under the SDPA. The Company and Timios have granted YA II PN an option (the “Call Right”), exercisable after May 30, 2023, to purchase (a) from the Company an amount of shares of common stock of Timios representing one hundred percent (100%) of the then issued and outstanding common stock of Timios on a Fully-Diluted Basis (as defined therein) at the time the Call Right is effected, or (b) from Timios one hundred percent (100%) of the then issued and outstanding common stock of Fiducia on a Fully-Diluted Basis at the time the Call Right is effected. Pursuant to the Amended Option Agreement, if YA II PN exercises the Call Right, the aggregate purchase price shall be $3.5 million. On May 1, 2023, the Company entered into the third amendment to the SDPA. YA II PN purchased an additional debenture with substantially the same terms in the principal amount of $4.1 million for a purchase price of $3.5 million. On July 14, 2023, the Company entered into the fourth amendment to the SDPA. YA II PN purchased an additional debenture with substantially the same terms in the principal amount of $1.85 million or a purchase price of $1.55 million, payable on November 1, 2023. The amendment also added a Triggering Event repayment provision whereby if at any time the daily dollar volume-weighted average price (the “VWAP”) of the Company’s Common Stock is less than $1.25 per share for five seven ten ten accrued interest into shares of the Company’s Common Stock, at a conversion price per share equal to the lower of (i) $2.30 (subject to adjustment in certain circumstances as described in the debenture) or (ii) 90% of the lowest daily VWAP of the Common Stock during the ten On September 7, 2023, YA II PN purchased an additional debenture in the principal amount of $0.5 million for a purchase price of $0.45 million, due on October 6, 2023. The Company will pay no interest on the outstanding principal amount of this debenture, provided that the interest rate shall be 18% upon an event of default. Upon an event of default, the holder of the debenture is entitled to convert any portion of the outstanding principle and accrued interest into shares of the Company’s Common Stock, at a conversion price per share equal to the lower of (i) $2.46 (subject to adjustment in certain circumstances as described in the debenture) or (ii) 90% of the lowest daily VWAP of the Common Stock during the ten During the year ended December 31, 2022, the Company repaid principal and accrued and unpaid interest in the amount of $2.2 million using the proceeds received from SEPA. Total interest expense recognized was $1.2 million for the year ended December 31, 2022, including $1.1 million of debt discount amortization. During the year ended December 31, 2023, the Company repaid principal and accrued and unpaid interest in the amount of $4.2 million using the proceeds received from SEPA. YA II PN extinguished $2.4 million by purchasing Fiducia from the Company and extinguished $0.3 million as the reimbursement to the Company of the legal expense incurred related to the debenture agreements. Total interest expense recognized was $2.0 million for the year ended December 31, 2023 , including $1.6 million of debt discount amortization. The contracted due date of repaying the above debentures were by a subsequent event, noted below, extended to February 9, 2024. (c) Small Business Association Paycheck Protection Program On April 10, 2020, the Company borrowed $0.3 million at an annual rate of 1.0% from a commercial bank through the Small Business Association Paycheck Protection Program. The loan was originally payable in 18 installments of $18,993 commencing on November 10, 2020, with a final payment due on April 10, 2022. With several amendments, the loan is currently payable monthly commencing on September 10, 2021, with a final payment due on April 10, 2025. (d) Tillou promissory note due on demand after 4/20/2023 Refer to Note 16 for further discussion of this related party transaction. (e) Therese promissory note due on 6/6/2023 Refer to Note 16 for further discussion of this related party transaction. (f) Commercial insurance premium financing The Company entered one promissory notes of $1.0 million to finance insurance premium during the year ended December 31, 2022. The interest rate for the note was 6.16% and is payable in 9 installments of $0.1 million commencing on December 1 2022. The note was repaid in 2023. The Company entered one promissory note of $0.5 million to finance insurance premium during the year ended December 31, 2023 and the amount was reduced to $0.4 million due to the change of coverage. (g) Other lending agreements The Company also entered a few other short term and long term borrowing agreements. These instruments provide working capital for the operations through the combination of accounts receivable factoring, line of credits, vendor financing programs and other secured asset-based lending arrangements. The instruments bear interest rates ranging from 0.1% to 20%, with a weighted average interest rate of 9.9%. An amount of $12.9 million of the payable will be due within one year, and $3.9 million of the payable will due between 2026 and 2028. The total unused line of credit is $11.5 million as of December 31, 2023. Vendor Notes Payable Repaid in the Year Ended December 31, 2022 On May 13, 2020, DBOT entered into a settlement agreement with a vendor whereby the existing agreement with the vendor was terminated, the vendor ceased to provide services, and all outstanding amounts were settled. In connection with this agreement, DBOT paid an initial $30,000 and executed an unsecured promissory note in the amount of $60,000, bearing interest at 0.25% per annum, and payable in two installments of $30,000. The first installment was due on December 31, 2020 and was repaid, the remaining payment was due on August 31, 2021 and was repaid. |
Stockholders_ Equity and Conver
Stockholders’ Equity and Convertible Redeemable Preferred Stock | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders’ Equity and Convertible Redeemable Preferred Stock | Stockholders’ Equity and Convertible Redeemable Preferred Stock Convertible Preferred Stock Series A Our Board has authorized 60.0 million shares of convertible preferred stock, $0.001 par value, issuable in series. As of December 31, 2023 and 2022, 7.0 million shares of Series A redeemable and convertible preferred stock were issued and outstanding. The Series A preferred stock shall be entitled to one vote per common stock on an as-converted basis and is only entitled to receive dividends when and if declared by the Board. Each share of Series A Preferred Stock shall be convertible, at the option of the holder thereof, at any time, at the office of the Company or any transfer agent for such stock, into ten fully paid and nonassessable shares of Common Stock, and redeemable at a stated dollar amount upon a merger/consolidation/change in control. Upon the occurrence of a liquidation event, the holders of shares of Series A Preferred Stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders, whether from capital, surplus or earnings, an amount per share equal to $0.50, as may be adjusted from time to time plus all accrued, but unpaid dividends, whether declared or not. Convertible Preferred Stock Series B On November 14, 2022 , the Company entered into a Securities Purchase Agreement with Acuitas, pursuant to which Acuitas agreed to purchase (i) Series B Convertible Preferred Stock together with any additional preferred stock from the Company, such number of shares having an aggregate purchase price equal to $20.0 million convertible into shares of Common Stock; and (ii) warrants. The warrants are exercisable at a price of $0.2867 per share of Common Stock, have a five-year term, immediately exercisable (subject to a 9.99% beneficial ownership blocker provision), and contain cashless exercise provisions. The first Closing was held on November 14, 2022, at which 5.0 million shares of Preferred Stock and 5.0 million warrants for the First Closing were purchased and sold at the price of $5.0 million, the second Closing was held on December 27, 2022, at which 5.0 million shares of shares of Preferred Stock and 5.0 million warrants for the second closing were purchased and sold at the price $5.0 million, and the third closing were held on February 2, 2023, at which 10.0 million shares of Preferred Stock and 10.0 million warrants for the third closing were purchased and sold at the price of $10.0 million. The fair value of the warrants as of December 31, 2022 , is $1.2 million based on binomial lattice model and recorded on the " Additional paid-in capital" on the consolidated balance sheet. Between March 6, 2023 and May 2, 2023, Ideanomics received a total of 10 cashless exercise notices for a total of 96.7 million warrants requesting an aggregate number of 3.2 million common shares be issued pursuant to the cashless exercise notices. This is inconsistent with the 20 million warrants specified in the agreement. The Company has considered whether to pursue litigation on this matter and decided not to purse litigation but to try and complete the agreement and close the relationship with Acuitas considering the court issued a preliminary injunction order on March 31, 2023 requiring Ideanomics to comply with the cashless exercise notices received from Acuitas in March, As a result, the Company recorded $18.6 million warrant liabilities. During the nine months ended September 30, 2023, the Company issued 3.2 million shares for warrant cashless exercise, the remaining warrant liabilities $1.0 million was reversed to APIC because unexercised warrants were relinquished. On August 7, 2023, the Company and Acuitas entered into a settlement agreement and settled the disputes between two parties. On the same day, YA II PN agreed to acquire the remaining 6 million shares of preferred Stock Series B and accrued dividends from Acuitas. During the year ended December 31, 2023, 17.9 million shares of Preferred Stock Series B was converted into 1.4 million shares of common stock. Each share of Series B Conve rtible Preferred Stock will vote as a class with the common stock of the Company, and each share of Series B Convertible Preferred Stock will be convertible (subject to a 9.99% beneficial ownership blocker provision) into such number of Common Stock as is determined by dividing the Series B original issue price (plus all unpaid accrued and accumulated dividends thereon, as applicable, whether or not declared), by the Series B Conversion Price, in effect on the date the certificate is surrendered for conversion. The initial Series B Conversion Price shall be the Series B Original Issue Price; provided, however , that the Series B Conversion Price shall be subject to certain adjustments. In addition, the Series B Convertible Preferred Stock bears 8.0% dividend per annum and has liquidation preference. Convertible Preferred Stock Series C During the year ended December 31, 2023, the Board authorized 2.0 million shares of Preferred Stock Series C. Each share of Preferred Stock Series C shall be convertible, at the option of the holder thereof, at any time, at the office of the Company or any transfer agent for such stock, into 0.16 shares of common stock, and redeemable at a stated dollar amount upon a merger/consolidation/change in control. Upon the occurrence of a liquidation event, the holders of shares of Preferred Stock Series C then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders, whether from capital, surplus or earnings, an amount per share equal to $0.1804, as may be adjusted from time to time plus all accrued, but unpaid dividends, whether declared or not. On January 24, 2023 (the “Original Issue Date”), an Amended and Restated Agreement and Plan of Merger (the “VIA Merger Agreement”) was executed by and among Ideanomics, Inc., Longboard Merger Corp., VIA Motors International, Inc., and Shareholder Representative Services LLC, as the Stockholders’ Representative. Upon closing of the VIA Merger Agreement, 1,159,276 shares of Series C Convertible Preferred Stock (“Series C Preferred”) were issued to the Via Motors International Shareholders (the “Holders”). According to the Certificate of Designation of Series C Convertible Preferred Stock of Ideanomics, Inc., each share of Series C Preferred is eligible to convert into twenty (20) shares of Common Stock upon shareholder approval. On August 25, 2023, a 125:1 reverse split (the “Reverse Split”) became effective on Ideanomics Common Stock. As a result, the issued shares of Series C Preferred remain unchanged, but now eligible to convert into 0.16 shares of Common Stock upon shareholder approval. After the Reverse Split, these shares may be converted by Series C Preferred Holders into 185,484 common shares. On December 23, 2023 the shareholders voted and approved of the issuance of common shares as the underlying conversion of preferred Series C shares accordance with Nasdaq Rules Rule 5635(d); As of December 31, 2023, 1,159,210 shares of Preferred Stock Series C related to VIA acquisition were issued. The Preferred Stock Series C shareholders shall be entitled to one vote per common stock on an as-converted basis and are only entitled to receive dividends when and if declared by the Board. Common Stock Our Board has authorized 1,500.0 million shares of common stock, $0.001 par value. SEPA agreement with YA II PN, Ltd On September 1, 2022 the Company entered into SEPA with YA II PN and subsequently amended it on September 15, 2022. The Company will be able to sell up to 1.2 million shares of its common stock at the Company’s request any time during the 36 months following the date of the Amended SEPA’s entrance into force. The shares would be purchased at 95% of the market price and would be subject to certain limitations, including that YA could not purchase any shares that would result in it owning more than 4.99% of the Company’s common stock. Pursuant to the SEPA, the Company is required to register all shares which YA II PN may acquire. The Company is required to have a Registration Statement declared effective by the SEC before it can raise any funds using the SEPA. There are no other restrictions on future financing transactions. The SEPA does not contain any right of first refusal, participation rights, penalties or liquidated damages. The Company has paid YA Global II SPV, LLC, a subsidiary of YA II PN, a structuring fee in the amount of $10,000, and, on the Effective Date, the Company agreed to issue to YA II PN an aggregate of 12,000 Common Shares, as a commitment fee. Unless earlier terminated as provided under the SEPA, the SEPA shall terminate automatically on the earliest of (i) the first day of the month next following the 36 month anniversary of the Effective Date or (ii) the date on which the YA II PN shall have made payment of Advances pursuant to the SEPA for the Common Shares equal to the Commitment Amount. The Company issued 0.2 million shares of common stock, including 12,000 shares as a commitment fee during the year ended December 31, 2022. The Company issued 1.1 million shares of common stock during the year ended December 31, 2023. US Hybrid Escrow Shares On July 12, 2022, the Company received 0.1 million of common stock back from the escrow agent pursuant to the triggering of a legal condition that permitted the Company to reclaim 100% of the shares held in escrow. The Company has concluded that the return of these shares does not constitute a change in the purchase consideration of US Hybrid and accounts for this transaction as a Treasury Stock transaction in the third quarter of 2022. Redeemable Non-controlling Interest The Company and Qingdao Xingyang Investment formed an entity named New Energy. Qingdao Xingyang Investment entered into a project collaboration agreement for a total of RMB 200.0 million ($28.0 million), and made the first capital contribution of RMB 50.0 million ($7.0 million) in the three months ended March 31, 2020. The remaining RMB 150.0 million ($21.0 million) was payable in three installments of RMB 50.0 million ($7.0 million) upon New Energy attaining certain revenue or market value benchmarks. The project collaboration agreement stipulated that New Energy must pay Qingdao Xingyang Investment dividends at the rate of 6.0%. After one year, Qingdao Xingyang Investment may sell its investment to an institutional investor, and after three years may redeem its investment for the face amount plus 6.0% interest less dividends paid. The redemption feature was neither mandatory nor certain. Due to the redemption feature, the Company had classified the investment outside of permanent equity. Redeemable non-controlling interest is recorded as the greater of (i) the redemption amount or (ii) the cumulative amount that would result from applying the measurement guidance in ASC 810. In the year ended December 31, 2021, Qingdao Xingyang Investment officially requested redemption of the invested funds and interest, in the amount of RMB 56.0 million ($7.9 million) in total. The Company designated Qingdao Medici to pay the redemption price. After the payment, Qingdao Medici owns 100% of New Energy. Because Qingdao Medici cannot complete its foreign exchange settlement, New Energy made the payment on behalf of Qingdao Medici during the year ended December 31, 2022 The following table summarizes activity for the redeemable non-controlling interest for the years ended December 31, 2022 (in thousands): January 1, 2022 7,485 Accretion of dividend 464 Loss attributable to non-controlling interest (206) Adjustment to redemption value 206 Settlement (7,949) December 31, 2022 $ — |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions a. Transaction with Dr. Wu and his affiliates As of December 31, 2023 and 2022, the Company has receivables of $0.2 million, respectively, due from Dr. Wu, the former Chairman of the Company, and his affiliates and recorded in “Current assets of discontinued operations” in the consolidated balance sheets. As of December 31, 2023 and 2022, the Company has payables of $0.7 million, respectively, due to Dr. Wu, the former Chairman of the Company, and his affiliates and recorded in “Current liabilities of discontinued operations” in the consolidated balance sheets. b. Amounts due from and due to Glory As of December 31, 2023 and 2022, the Company has payables of $0.2 million, respectively, due to Glory as a result of the transactions incurred in 2020 and is recorded in “Current liabilities of discontinued operations”in the consolidated balance sheets. c. Receivable due from Tree Technology minority shareholders As of December 31, 2022, the Company has receivables of $0.3 million due from Tree Technology minority shareholders for the registered capital contribution of the entity.in “Current assets of discontinued operations” in the consolidated balance sheets. In the year ended December 31, 2023, the Company entered $10.5 million senior convertible note with Tree Technology and fully converted this note into Tree Technology equity, then the Company used $0.3 million to settle the previous receivable due from Tree Technology minority shareholders.. d. Transactions with Energica management and their affiliates Energica management stock options The Company loaned $1.8 million to Energica senior management to exercise their stock options. In the second quarter of 2022, the Company purchased 0.8 million shares from options exercised for an additional $1.3 million. The total of the disbursements, $3.1 million, is considered part of the purchase price of Energica. Materials and services from CRP Meccanica S.r.l., CRP Service S.r.l., CRP Technology S.r.l. and CRP USA LLC During the year ended December 31, 2023 and December 31, 2022, Energica has purchased $0.1 million and $0.6 million of material and services from four entities owned by one of its senior management team. The balance as of December 31, 2023 and December 31, 2022, with these four entities is $1.4 million and $1.3 million and recorded in “Amounts due to related parties” in the condensed consolidated Balance Sheets. Lease agreement with EMCH S.r.l. Energica entered a lease agreement with EMCH S.r.l., an entity owned by one of its senior management team. The lease period is from February 1, 2023 through January 31, 2029. This lease agreement is reflected in the consolidated balance sheets and statement of operations as follows (in thousands): December 31, 2023 Operating lease right of use assets 287 Current portion of operating lease liabilities 49 Operating lease liabilities - long term 238 Selling, general and administrative expenses 61 e. Promissory note with Tillou On December 13, 2022, the Company entered into a promissory note with Tilllou in the amount of $2.0 million. Tillou is an entity controlled by Vince McMahon, the father of our Executive Chairman, the principal and interest payable on demand any time after January 15, 2023. The note has the flat interest rate 20% per annum. The Company granted to the Noteholder a security interest in the secured collateral. The subordinate agreement among the Company, Tillou and YA PN II agreed to subordinate YA PN II’s security interest in the Inobat Note to Tillou’s security interest up to an aggregate of $2.4 million, subject to the other provisions. The Company repaid the principal and the accrued interest of less than $0.1 million on January 13, 2023. On March 19, 2023, the Company entered into a promissory note with Tilllou in the amount of $2.0 million. The principal and interest is payable on demand any time after April 20, 2023. The note bears interest at a rate of 20% per annum. If any amount payable under the Note is not paid when due, such overdue amount shall bear interest at the Interest Rate plus 2%. The Company granted to the Noteholder a security interest in a purchase obligation of YA II PN, Ltd as collateral. The Company recorded the note $2.3 million, including principal and interest, in “promissory note due to related party-short term” in the consolidated balance sheets as of December 31, 2023 . f. Promissory notes with Therese Lee Carabillo On April 6, 2023, the Company entered into a secured negotiable promissory note with Therese Lee Carabillo, a private individual who provides loan facilities to small cap companies, in the amount of $1.0 million. The maturity date is June 6 2023. The applicable interest rate is 20% . If any amount payable under the Note is not paid when due, such overdue amount shall bear interest at the applicable interest rate plus 2%. The Company repaid $0.2 million during the year ended December 31, 2023 . Our Executive Chairman provided the personal guarantee of the note. The Company recorded the note $1.1 million in “Promissory note due to third parties” in the consolidated balance sheets as of December 31, 2023 . g. Promissory notes with the CEO of one subsidiary On August 31, 2023, one of the Company's subsidiaries entered into a promissory note with its CE O in the amount of $50,000. the note bears interest at a rate of 7% per annum, compounded monthly. there is no maturity date on this note the Company recorded the note in “promissory note due to related party-short term” in the consolidated balance sheets as of December 31, 2023 . h. Promissory note with FNL On June 7, 2022, the Company entered into a secured negotiable promissory note of $1.0 million with FNL. The note bears an interest rate of 6% and expires on March 7, 2023, or with a change of control of FNL, or in the event of default. The Company transferred the note to a third party at the price of $0.4 million and recorded $0.6 million impairment of this note during the year ended December 31, 2022. i. CEO private placement On October 20, 2022, Alf Poor, our CEO purchased 0.4 million shares of the Company in the amount of 0.1 million j. Purchase of receivables from Orangegrid On December 28, 2022, Timios purchased $0.4 million of receivables from Orangegrid in the consideration of $0.4 million. The receivables represent the Employee Retention Tax Credit to be applied against the payroll taxes paid in Q4 2020 through Q3 2021 by Orangegrid. The transfer of receivables is without recourse for nonpayment. Orangegrid is responsible for collection of the receivables and will send to Timios upon receipt, net of 15% fee. As an incentive, Orangegrid agreed to issue $0.1 million worth of its convertible securities to Timios. In the event that Orangegrid returned the full consideration for the receivables on or before January 6, 2023, the receivables would revert back to Orangegrid, and the agreement would be voided. Orangegrid returned the full purchase price of the receivables on or before January 6, 2023. The receivables reverted back to Orangegrid, and the agreement was voided to include no issuance of convertible securities to Timios. k. Shandong notes receivable On Nov 9, 2022, Shandong provided a note receivable to its minority interest in amount of RMB 2.2 million ($0.3 million). The note matures on November 18, 2023. The interest rate is the RMB Benchmark loan interest rate for financial institution for one-to-three year loan published by the the People's Bank of China. Shandong was disposed on November 29, 2022. l. Disposal of Shangdong On November 29, 2022, the Company sold its 80% ownership on Shandong to the entity’s minority shareholder and its related party in amount of RMB 2.7 million($0.5 million), 70% to the entity’s minority shareholder in amount of RMB 2.4 million ($0.4 million) and 10% to a third party in amount of RMB 0.3 million ($0.1 million). The Company recognized a disposal loss of $0.1 million as a result of the deconsolidation and such loss was recorded in “Loss on disposal of subsidiaries, net” in the condensed consolidated statements of operations for the twelve months ended December 31, 2022. The Company is not involved in the operations of Shangdong after the disposal and is no longer considered a related party. m. Disposal of Seven Stars Energy Pte. Ltd. On February 9, 2022, the Company transferred its 51.0% interest in Seven Stars Energy Pte. Ltd. to Fan Yurong, a current shareholder of SSE, for a nominal amount. The Company recognized a disposal loss of $0.2 million as a result of the deconsolidation of SSE and such loss was recorded in “ Loss on disposal of subsidiaries, net |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation As of December 31, 2023, the Company had 0.2 million options outstanding. The Company awards common stock and stock options to employees, consultants, and directors as compensation for their services, and accounts for its stock option awards to employees, consultants, and directors pursuant to the provisions of ASC 718. For the options with market conditions, the fair value of each award is estimated on the date of grant using a Monte-Carlo valuation model and the fair value of each option recognized as compensation expense over the derived service period. For the options with performance conditions, the fair value of each award is estimated on the date of grant using the Black-Scholes Merton valuation model and the fair value of each option recognized as compensation expense over the implicit service period. For restricted stock and option awards only with service conditions, the fair value of each option award is estimated on the date of grant using the Black-Scholes Merton valuation model. The Company recognizes the fair value of each option as compensation expense ratably using the straight-line attribution method over the service period, which is generally the vesting period. Effective as of December 3, 2010 and amended on August 3, 2018, the Company’s Board approved the 2010 Plan pursuant to which options or other similar securities may be granted. On December 22, 2023, the Company's shareholders approved the amendment and restatement of the 2010 Plan. The maximum aggregate number of shares of common stock that may be issued under the 2010 Plan increased from 1.0 million shares to 37.5 million shares. As of December 31, 2023, options available for issuance are 36.8 million shares. For the years ended December 31, 2023 and 2022, total share-based payments expense was $6.9 million and $10.6 million, respectively. (a) Stock Options The following table summarizes stock option activity for the years ended December 31, 2023 and 2022: Options Weighted Weighted Aggregated Outstanding at December 31, 2021 174,750 $ 217.50 8.06 $ 4,596,393 Granted 106,670 37.50 — — Exercised (579) 66.25 — — Expired (8,310) 260.00 — — Forfeited (4,208) 218.75 — — Outstanding at December 31, 2022 268,323 146.25 7.80 — Granted 2,800 4.75 — — Exercised — — — — Expired (47,211) 146.70 — — Forfeited (22,679) 105.49 — — Outstanding at December 31, 2023 201,233 148.68 6.97 — Vested as of December 31, 2023 178,266 155.04 6.77 — Expected to vest as of December 31, 2023 22,967 99.35 8.48 — As of December 31, 2023, $0.8 million of total unrecognized compensation expense related to non-vested share options is expected to be recognized over a weighted average period of 1.46 years. The total intrinsic value of shares exercised in the years ended December 31, 2023 and 2022, was $0.0 million and $0.0 million, respectively. This was due to none of the options being vested. The total fair value of shares vested in the years ended December 31, 2023 and 2022, was $4.3 million and $8.4 million, respectively. Cash received from options exercised in the years ended December 31, 2023 and 2022, was $0.0 million and $0.0 million, respectively. For the options with performance and service conditions, the assumptions used to estimate the fair values of the stock options granted in the year ended December 31, 2023 and 2022 are as follows: Year ended December 31, 2023 December 31, 2022 Expected term (in years) 5.38 0.5 - 5.55 Expected volatility 128% 96% - 127% Expected dividend yield — % — % Risk free interest rate 3.91% 1.69% - 4.58% (b) Warrants In connection with certain of the Company’s service and fund raising agreements, the Company issued warrants to service providers and investors to purchase the common stock of the Company. A summary of the warrants is as follows: 2023 2022 Warrants Outstanding Number of Number of Exercise Acuitas Capital, LLC — 80,000 $ 36.25 (c) Restricted Shares In the year ended December 2022, the Company granted 0.1 million restricted shares to certain employees and directors under the 2010 Plan which was approved by the Board. The restricted shares were vested either immediately or over 24 months. The aggregated grant date fair value of all those restricted shares was $1.9 million. In the year ended December 2023, the Company granted 0.2 million restricted shares to certain employees and directors under the 2010 Plan which was approved by the Board. The restricted shares were vested either immediately or over 24 months. The aggregated grant date fair value of all those restricted shares was $1.7 million. A summary of the unvested restricted shares is as follows: Shares Weighted-average fair value Non-vested restricted shares outstanding at December 31, 2021 — $ — Granted 70,400 27.50 Forfeited — — Vested (40,800) 31.25 Non-vested restricted shares outstanding at December 31, 2022 29,600 Granted 222,000 7.87 Forfeited (17,983) 26.51 Vested (232,200) 8.88 Non-vested restricted shares outstanding at December 31, 2023 1,417 $ 4.75 As of December 31, 2023, there was $6.7 thousand of unrecognized compensation cost related to unvested restricted shares. |
Loss Per Common Share
Loss Per Common Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Loss Per Common Share | Loss Per Common Share The following table summarizes the Company's earnings (loss) per share (USD in thousands, except per share amounts): December 31, 2023 December 31, 2022 Net loss from continuing operations $ (204,850) $ (213,633) Net loss from discontinued operations (29,276) (68,452) Preferred stock dividends (481) (56) Net loss attributable to Ideanomics, Inc. common stockholders $(234,607) $(282,141) Basic and diluted weighted average common shares outstanding 9,971,038 4,101,624 Net loss per share: Basic and diluted Continuing operations $ (20.59) $ (52.10) Discontinued operations (2.94) (16.69) Basic and diluted loss per share of Common Stock $ (23.53) $ (68.79) Basic loss per common share attributable to our shareholders is calculated by dividing the net loss attributable to our shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share is calculated by taking net loss, divided by the diluted weighted average common shares outstanding. Diluted net loss per share equals basic net loss per share because the effect of securities convertible into common shares is anti-dilutive. The following table includes the number of shares that may be dilutive potential common shares in the future. The holders of these shares do not have a contractual obligation to share in our losses and thus these shares were not included in the computation of diluted loss per share because the effect was antidilutive (in thousands.) December 31, December 31, Warrants — 80 Options and RSUs 203 336 Series A Preferred Stock 7 7 Series B Preferred Stock 1,058 500 Series C Preferred Stock 186 — Contingent shares — 12 Convertible promissory note and interest 3,972 243 Total 5,426 1,178 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes (a) CIT Ideanomics, Inc., and its US subsidiaries are subject to U.S. federal and state income tax. Taxes that are based on gross revenue, rather than net income, are not CIT. In the year ended December 31, 2023, the Company incurred $0.1 million of such taxes that are included in selling, general and administrative expense in the statement of operations. CB Cayman was incorporated in the Cayman Islands as an exempted company and is not subject to income tax under the current laws of the Cayman Islands. Mobile Energy Operation Group Limited, M.Y. Products Global Limited and M.Y. Products Global Holdings Limited were incorporated in the British Virgin Islands (BVI) and are not subject to income tax under the current laws of the British Virgin Islands. Medici Operation Limited and MEG Technology Services Group Limited were incorporated in Hong Kong. Their activities relate to support and ownership of businesses outside of Hong Kong, and consequently their expenses do not create operating loss carryovers. Tree Technologies is subject to Malaysian federal income tax. During the year ended December 31, 2022, Tree Technologies recorded a $4.2 million deferred tax benefit resulting almost entirely from the reduction of deferred tax liabilities that accompanied a total impairment of the land-use rights. At the acquisition of a controlling interest in Energica on March 14, 2022, the Company recognized approximately $6.4 million of deferred tax liabilities related to various intangible assets not recognized for CIT purposes. This was in combination with some smaller temporary differences, as well as net of deferred tax assets, principally related to net operating loss carryovers. During the period from its acquisition on March 14, 2022 and the end of 2022, Energica and its U.S. subsidiary recorded an income tax benefit of $3.5 million. This arose principally from the reduction of deferred tax liabilities as a result of amortization of the intangible assets as well as from net operating losses for the period, the deferred tax assets from which can be used, with limitations, to offset a portion of Energica’s deferred tax liabilities. During each of the years ended December 31, 2023 and December 31, 2022, Energica recorded a $1 million deferred tax benefit resulting almost entirely from the reduction of deferred tax liabilities that accompanied a total impairment of the intangible assets. At the acquisition of a controlling interest in VIA Motors on January 31, 2023, the Company recognized approximately $4.2 million of deferred tax liabilities related to various intangible assets not recognized for CIT purposes. This was in combination with some smaller temporary differences, as well as net of deferred tax assets, principally related to net operating loss carryovers. During the period from its acquisition on January 31, 2023 and the end of 2023, VIA Motors recorded an income tax benefit of $4.2 million. This arose principally from the reduction of deferred tax liabilities as a result of amortization of the intangible assets as well as from net operating losses for the period, the deferred tax assets from which can be used, with limitations, to offset a portion of VIA Motors deferred tax liabilities. With the exception of the two Hong Kong companies, the three BVI companies, SSE, incorporated in Singapore, and M.Y. Products LLC, all subsidiaries of Ideanomics China are PRC entities. The income tax provision of these entities is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in the PRC. In accordance with the CIT Law, effective beginning on January 1, 2008, enterprises established under the laws of foreign countries or regions and whose “place of effective management” is located within the PRC territory are considered PRC resident enterprises and subject to the PRC income tax at the rate of 25.0% on worldwide income. The definition of “place of effective management” refers to an establishment that exercises, in substance, and among other items, overall management and control over the production and business, personnel, accounting, and properties of an enterprise. If the Company’s non-PRC incorporated entities are deemed PRC tax residents, such entities would be subject to PRC tax under the CIT Law. Since our non-PRC entities have accumulated losses, the application of this tax rule will not result in any PRC tax liability, if our non-PRC incorporated entities are deemed PRC tax residents. The CIT Law imposes a 10.0% withholding income tax, subject to reduction based on tax treaty where applicable, for dividends distributed by a FIE to its immediate holding company outside China. Under the PRC-HK tax treaty, the withholding tax on dividends is 5.0% provided that a HK holding company qualifies as a HK tax resident as defined in the tax treaty. No provision was made for the withholding income tax liability as the Company’s foreign subsidiaries were in accumulated loss. Loss before tax (after impairment of an equity in loss of equity method investees) and the provision for income tax benefit consists of the following components (in thousands): 2023 2022 Loss before tax, after impairment of and equity in loss of equity method investees United States $ (190,246) $ (208,155) PRC/Italy/Hong Kong/Malaysia and other (46,140) (81,672) (236,386) (289,827) Deferred tax expense (benefit) of net operating loss United States - Federal — (261) United States - State — (197) PRC/Italy/Hong Kong/Malaysia and other — (2,143) — (2,601) Deferred tax (benefit) of a decrease in the beginning of the year Valuation allowance as a result of a change in circumstances — — United States - Federal — — United States - State — — PRC/Italy/Hong Kong/Malaysia and other — — — — Deferred tax expense (benefit) other than the above two categories United States - Federal (3,604) (116) United States - State — (218) PRC/Italy/Hong Kong/Malaysia and other (1,638) 1,060 (5,242) 726 Total deferred income tax (expense) benefit (5,242) (1,875) Current tax expense (benefit) other than benefit of net operating loss United States - Federal — — United States - State — 301 PRC/Hong Kong/Singapore/Malaysia — — Total current income tax (expense) benefit — 301 Total income tax expense (benefit) $ (5,242) $ (1,574) At the acquisition of each of Timios, WAVE, US Hybrid and Solectrac in 2021 and VIA Motors in 2023, the companies immediately became includable in the consolidated federal tax return of Ideanomics. WAVE will be included in the state tax returns of Ideanomics. In the case of each acquisition, intangible assets were recognized for financial reporting purposes that were not recognized for income tax purposes. This, in combination with some smaller temporary differences of the five acquired businesses, resulted in the recognition of $12.2 million deferred tax liabilities. The federal deferred tax liabilities, and the WAVE state deferred tax liabilities created, resulted in the valuation allowance on Ideanomics’ deferred tax assets being reduced. by a similar amount. Ideanomics’ net deferred tax assets that had previously been judged to be more likely that not to be unable to reduce the Company’s income tax liability. As a result, the net deferred tax assets were completely offset by a valuation allowance. Once the acquisitions of five acquired businesses occurred, a portion of Ideanomics’ deferred tax assets could be utilized in offsetting the newly acquired deferred tax liabilities, this resulted in income tax benefits of $4.2 million $10.1 million recorded in 2023 and 2022, respectively . The current CIT for 2021 all relates to Timios, which had taxable income since its acquisition in January 2021 resulting from the non-deductibility of amortization and impairment charges . The current CIT for 2022 also relates to Timios arising from adjustments of prior period estimated amounts. A reconciliation of the expected income tax derived by the application of the U.S. CIT rate to the Company’s loss before income tax benefit is as follows: 2023 2022 2021 U. S. statutory income tax rate 21.0 % 21.0 % 21.0 % Non-deductible expenses: Non-deductible stock awards — (0.8) (0.6) Non-deductible impairment or disposal of goodwill (4.3) (2.7) (10.5) Non-deductible acquisition costs (0.3) (0.1) (0.7) Non-deductible officers’ compensation (0.1) (0.1) (0.6) Non-deductible interest expenses (0.3) (0.1) (0.2) Additional tax cost basis on disposal of subsidiary — — 0.4 Expiration of and disposal of subsidiary NOL carryovers (0.5) — (0.5) Change in state tax rates due to change in state apportionment (0.2) (1.1) 1.1 Increase in valuation allowance (23.3) (19.8) (10.3) Tax rate differential(state and foreign) 3.1 3.7 5.0 Non-taxable gain on remeasurement of previously held equity interest Energica — 1.4 — Non-taxable gain Non-deductible (loss) on contingent consideration 6.6 — 0.9 Others 0.8 (0.6) (0.6) Effective income tax rate 2.5 % 0.8 % 4.4 % The Company’s acquisition of WAVE in 2022, which is included with Ideanomics in all state income tax filings, is expected to have a significant effect on the states to which Ideanomics’ income and loss is apportioned. This results in a higher income tax rate at which many of Ideanomics deductible temporary differences are expected to reverse. The increase in the expected rate consequently resulted in a significant increase in the related deferred tax assets in 2022, which were then offset with a valuation allowance. The Company's acquisition of VIA Motors in 2023 will impact the income apportioned to each state. The change in the expected tax rate was used to determine the value of the deferred tax assets in 2023, offset by a corresponding valuation allowance. Deferred income taxes are recognized for future tax consequences attributable to temporary differences between the carrying amounts of assets and liabilities for financial statement purposes and income tax purposes using enacted rates expected to be in effect when such amounts are realized or settled. Significant components of the Company’s deferred tax assets and liabilities at December 31, 2023 and 2022 are as follows (in thousands): December 31, December 31, U.S. NOL $ 107,626 $ 73,209 Foreign NOL 18,920 14,340 U.S. capital loss carryover 6,620 841 U. S. Section 1231 carryover 2,209 2,274 Accrued payroll and expense 1,141 963 Nonqualified options 4,595 3,661 Intangible assets 15,051 3,247 Inventory reserve 1,817 884 Bad debt allowance 654 346 Impaired assets 10,056 28,497 Urealized losses 314 345 Other 714 218 Property and equipment 1,533 — Equity investment loss and others 4,794 5,505 Total deferred tax assets 176,044 134,330 Less: valuation allowance (170,841) (123,310) Property and equipment — (292) Intangible assets (6,211) (12,707) Outside basis in domestic subsidiary and other (937) (1,021) Total deferred tax liabilities (7,148) (14,020) Net deferred tax assets (liabilities) $ (1,945) $ (3,000) As of December 31, 2023, 2022 and 2021, the Company had U.S. domestic cumulative tax loss carryforwards of $444.5 million, $303.7 million and $191.4 million, respectively, and foreign cumulative tax loss carryforwards of $78.7 million, $59.0 million and $26.9 million, respectively, which may be available to reduce future income tax liabilities in certain jurisdictions. $28.2 million of the U.S. carryforwards expire in the years 2027 through 2037. The remaining U.S. tax loss is not subject to expiration. PRC tax loss carryforwards of $26.9 million will expire beginning year 2024 to year 2028. Italian tax loss carryforwards of $42.8 million, do not expire. Malaysian tax loss carryforwards of $5.9 million will expire in the years 2030 to 2032. At December 31, 2023, the Company also has U.S. capital loss and section 1231 loss carryovers of $27.3 million and $9.1 million respectively. The capital loss carryover expires in 2028, while the 1231 loss carryover does not expire. Utilization of NOLs may be subject to an annual limitation due to ownership change limitations provided in the Internal Revenue Code and similar state and foreign provisions. This annual limitation may result in the expiration of NOLs before utilization. Management has however, excluded from the carryforward totals amounts shown on the tax returns but for which management has assessed cannot be used before expiration because of the annual limitations. The Company has conducted an analysis of potential limitations of the use of its loss US loss carryovers under Internal Revenue Code section 382, and has concluded that as of December 31, 2022, any such limitations would not have a significant impact on the ability to utilize the loss carryovers and other deferred tax assets discussed above. Subsequent to December 31, 2022, the Company believes that the VIA transaction (see Note 25 ), in combination with previous issuances of Company stock, triggered the imposition of limits on the future use of losses that previously did not have any material limitations to approximately $4.8 million per year. This limit would not only apply to loss carryovers, but also to approximately $10.1 million of future amortization deductions. The limit would also apply to any realization in the next five years of the losses that give rise to the $34.3 million of deferred tax assets above that relate to impaired assets and equity method losses. Any portion of the annual limit not used on one year can be carried forward and used in later years. The triggering of the 382 limitations has an immaterial effect on the net deferred tax assets due to the current valuation allowance. Under the limitations, it would still be at least theoretically possible to eventually utilize all of the Company’s deferred tax assets. Realization of the Company’s net deferred tax assets is largely dependent upon the Company’s ability to generate future taxable income in the respective tax jurisdictions to obtain benefit from the reversal of temporary differences and NOL carryforwards. It is, however, possible that the Company could record an income tax benefit in 2024 or later years from the reduction of the valuation allowance resulting from acquisitions in which deferred tax liabilities are recorded. In such a case, as occurred in 2022, deferred tax assets could be utilized to offset the acquired deferred tax liabilities. The valuation allowance increased by $47.5 million, $48.3 million and $28.2 million in the years ended December 31, 2023, 2022 and 2021, respectively. The following table reflects the changes in the valuation allowance (in thousands): Valuation allowance - January 1, 2021 $ 46,732 Increase - year ended December 31, 2021 28,240 Valuation allowance - December 31, 2021 74,972 Increase - year ended December 31, 2022 48,338 Valuation allowance - December 31, 2022 123,310 Increase - year ended December 31, 2023 47,531 Valuation allowance - December 31, 2023 $ 170,841 (b) Uncertain Tax Positions Accounting guidance for recognizing and measuring uncertain tax positions prescribes a threshold condition that a tax position must meet for any of the benefit of uncertain tax position to be recognized in the financial statements. The deferred tax assets listed above as of December 31, 2023 and 2022, do not include $0.3 million of potential deferred tax assets, arising in the current year, not recognized because they do not meet the threshold for recognition. If these assets were to be recognized they would be fully offset by a valuation allowance. There were no other identified uncertain tax positions December 31, 2023, 2022 and 2021. The following table reflects changes in the gross unrecognized tax positions (in thousands): Unrecognized tax benefits at beginning of year - January 1, 2021 $ 256 Gross changes - year ended December 31, 2021 — Unrecognized tax benefits at end of year - December 31, 2021 256 Gross changes - year ended December 31, 2022 — Unrecognized tax benefits at end of year - December 31, 2022 256 Gross increases - current year tax positions — Unrecognized tax benefits at end of year - December 31, 2023 $ 256 As of December 31, 2023, 2022 and 2021, the Company did not accrue any material interest and penalties. The Company’s United States federal and state income tax returns are generally subject to examination for potential assessment for 2018 and later years. The use of U.S. net operating loss carryovers from earlier years are subject to challenge in any future year utilized. Due to the uncertainty regarding the filing of tax returns for years before 2007, it is possible that the Company is subject to examination by the IRS for earlier years. All of the PRC tax returns for the PRC operating companies are subject to examination by the PRC tax authorities for all periods from the companies’ inceptions in 2009 through 2023 as applicable. All of Tree Technologies’ tax returns since inception in 2020 are subject to examination by the Malaysian tax authorities. Energica’s tax returns are subject to examination by Italian tax authorities for 2017 and later years. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lawsuits and Legal Proceedings From time to time, the Company may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm the business. SEC Investigation As previously reported, the Company is subject to an investigation by the Division of Enforcement of the United States Securities and Exchange Commission. the Company is cooperating with the investigation and has responded to requests for documents, testimony and information regarding various transactions and disclosures going back to 2017. At this point, we are unable to predict what the timing or the outcome of the SEC investigation may be or what, if any, consequences the SEC investigation may have with respect to the Company. However, the SEC investigation could result in additional legal expenses and divert management’s attention from other business concerns and harm our business. If the SEC were to determine that legal violations occurred, we could be required to pay civil penalties or other amounts, and remedies or conditions could be imposed as part of any resolution. McCarthy v. Ideanomics On December 14, 2022, Conor McCarthy, Ideanomics’ former CFO, filed an arbitration in front of the American Arbitration Association alleging breach of his separation agreement by Ideanomics and claiming as damages the entirety of his separation payment (approximately $0.7 million), double damages, statutory interest, and costs. The parties have negotiated a settlement and payment schedule (current remaining amount is approx. $0.45 million, which recorded in the "Accrued salaries" account on the Consolidated Balance Sheets). Final resolution is anticipated upon full payment of remaining settlement amount. Cantor Fitzgerald, LLC v. Ideanomics On January 10, 2023, Cantor sued Ideanomics in the Supreme Court of the State of New York, New York County for breach of contract to pay $0.2 million in fees associated with a Letter Agreement entered into on October 22, 2021. The parties are negotiated a resolution and payment, but the case is still pending in the interim until full payment is made. Acuitas Capital, LLC v. Ideanomics On March 14, 2023, Acuitas Capital, LLC filed suit against Ideanomics in the Southern District of New York, alleging breach of the SPA executed between the parties on November 14, 2022 and seeking an injunction for specific performance of the SPA as well as a declaratory judgment that the SPA is valid and enforceable. On August 7, 2023, Ideanomics and Acuitas entered into a Settlement Agreement pursuant to which the parties will file with the court a stipulation of discontinuance with prejudice of the action. No admission of liability will be made by either party. 3i LP v. Ideanomics On March 21, 2023, Ideanomics was served with a notice of lawsuit filed in the Supreme Court of New York, New York County. The summons alleges breach of contract regarding an exclusive term sheet and damages in excess of $10,000,000. No complaint was attached, but the Company believes any damages associated with a term sheet (e.g. the failure to conclude a definitive agreement) should be less than the amount claimed by a wide margin. The parties are attempting to negotiate a resolution, but the case is still pending in the interim. Osirius Group v. Ideanomics On April 22, 2023, Osirius Group, LLC (“Osirius”) filed suit against Ideanomics in the U.S. District for the Eastern District Court of Michigan, alleging breach of contract between the parties. On August 22, 2023, a default judgment was entered by the Court in the amount of approximate $2.8 million dollars. The Company has since made payments in aggregate of $1.3 million, and the balance of $1.5 million, which recorded in "Accrued expense" on the Consolidated Balance Sheets, remaining to be paid. |
Concentration, Credit and Other
Concentration, Credit and Other Risks | 12 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
Concentration, Credit and Other Risks | Concentration, Credit and Other Risks a. Major Customers For the year ended December 31, 2023, no customer individually accounted for more than 10.0% of the Company’s revenue. seven customer individually accounted for more than 10.0% of the Company’s net accounts receivable as of December 31, 2023. For the year ended December 31, 2022, no customer individually accounted for more than 10.0% of the Company’s revenue. No customers individually accounted for more than 10.0% of the Company’s net accounts receivable as of December 31, 2022 . Major Suppliers For the year ended December 31, 2023, no suppliers individually accounted for more than 10.0% of the Company’s cost of revenues. One suppliers individually accounted for more than 10.0% of the Company’s accounts payable as of December 31, 2023. For the year ended December 31, 2022, one s uppliers individually accounted for more than 10.0% of the Company’s cost of revenues. No suppliers individually accounted for more than 10.0% of the Company’s accounts payable as of December 31, 2022. Concentration of Credit Risks Financial instruments that potentially subject the Company to significant concentration of credit risk primarily consist of cash, cash equivalents, and accounts receivable. As of December 31, 2023 and 2022, the Company’s cash and cash equivalents were held by financial institutions (located in the PRC, Hong Kong, Malaysia, Italy, and the U.S.) that management believes have acceptable credit. Accounts receivable are typically unsecured. The risk with respect to accounts receivable is mitigated by regular credit evaluations that the Company performs on its distribution partners and its ongoing monitoring of outstanding balances. b. Foreign Currency Risks, Currency Concentrations, and Capital Requirements A portion of the Company’s operating transactions are denominated in RMB. RMB is not freely convertible into foreign currencies. The value of the RMB is subject to changes in the central government policies and to international economic and political developments. In the PRC, certain foreign exchange transactions are required by laws to be transacted only by authorized financial institutions at exchange rates set by the PBOC. Remittances in currencies other than RMB by the Company in China must be processed through PBOC or other China foreign exchange regulatory bodies which require certain supporting documentation in order to complete the remittance. As of December 31, 2023, the Company had cash and cash equivalents of $1.2 million . Approximately $1.2 million was held in Italy . As of December 31, 2023 and 2022, deposits of $0.4 million and $1.1 million were insured, respectively. To limit exposure to credit risk relating to bank deposits, the Company primarily places bank deposits only with large financial institutions in Italy and U.S. with acceptable credit ratings. |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Defined Contribution Plan | Defined Contribution Plans For U.S. employees, the Company sponsors a 401(k) plan that provides for a 100.0% employer matching contribution of th e first 3.0% and 50.0% of the next 2.0% of eligible pay that the employee contributes to the plan. Employees contributions are 100.0% vested immediately. The Company’s matching contribution to the 401(k) plan is evenly vested over five years. The Company paid total matching 401(k) contributions of $0.9 million and $0.7 million in the year ended December 31, 2023 and December 31, 2022 , respectively. Employees in Italy are entitled to TFR, commonly referred to as an employee leaving indemnity, which represents deferred compensation for employees in the private sector. Under Italian law, an entity is obligated to accrue for TFR on an individual employee basis payable to each individual upon termination of employment (including both voluntary and involuntary dismissal). The annual accrual is approximately 7.0% of total pay, with no ceiling, and is revalued each year by applying a pre- established rate of return of 1.5%, plus 75.0% of the Consumer Price Index, and is recorded by a book reserve. TFR is an unfunded plan. The costs of the retirement benefit obligation are accounted for under the provisions of ASC 715. The amount of the obligation was $0.5 million and $0.5 million at December 31, 2023 and December 31, 2022, respectively. |
Geographic Areas
Geographic Areas | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Geographic Areas | Geographic Areas The following table summarizes geographic information for long-lived assets (in thousands): December 31, 2023 December 31, 2022 United States $ 6,000 $ 4,476 Europe 2,991 2,532 Total $ 8,991 $ 7,008 |
Contingent Consideration
Contingent Consideration | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Contingent Consideration | Contingent Consideration The following table summarizes information about the Company’s contingent consideration arrangements measured at fair value on a recurring basis, grouped into Level 1 to 3 based on the degree to which the input to fair value is observable (in thousands): December 31, 2023 Level 1 Level 2 Level 3 Total DBOT - Contingent Consideration a $ — $ — $ 649 $ 649 Tree Technology - Contingent Consideration b — — 78 78 Solectrac - Contingent Consideration c — — — — VIA - Contingent consideration d $ — $ — $ — $ — Total $ — $ — $ 727 $ 727 December 31, 2022 Level 1 Level 2 Level 3 Total DBOT - Contingent Consideration a $ — $ — $ 649 $ 649 Tree Technology - Contingent Consideration b — — 118 118 Solectrac - Contingent Consideration c — — 100 100 Total $ — $ — $ 867 $ 867 (a) DBOT Contingent Consideration This represents the liability incurred in connection with the acquisition of DBOT shares during the three months ended September 30, 2019 and as remeasured as of April 17, 2020. The contractual period which required periodic remeasurement has expired at that time, and therefore the Company will not remeasure this liability after that. (b) Tree Technologies Contingent Consideration This represents the liability incurred in connection with the acquisition of Tree Technologies during the three months ended December 31, 2019 and as subsequently remeasured as of June 30 2023 and December 31, 2022 . The contractual period which required periodic remeasurement expired at that time, and therefore the Company did not remeasure this liability after that. The fair value of the Tree Technologies contingent consideration as of December 31, 2022 was valued using a probability-weighted discounted cash flow approach which incorporates various estimates, including projected gross revenue for the periods, probability estimates, discount rates and other factors. Significant increases or decreases in any of those inputs in isolation would result in a significantly different fair value measurement. The following table summarizes the significant inputs and assumptions used in the probability-weighted discounted cash flow approach: December 31, 2022 Weighted-average cost of capital 15.0% Probability 5%-20% (c) Solectrac Contingent Consideration This represents the liability incurred in connection with the acquisition of Solectrac. The liability represents the fair value of the three contingent considerations that were entered into at closing. The fair value was determined using Monte-Carlo simulations as of December 31, 2022. The fair value was reduced to zero as of December 31, 2023 due to the change of projection. The fair value of the Solectrac contingent consideration as of December 31, 2022, was valued using a Monte-Carlo simulation model. The significant unobservable inputs include volatility, discount rate and the risk free rate. Significant increases or decreases in any of those inputs in isolation would result in a significantly different fair value measurement. The following table summarizes the significant inputs and assumptions used in the model: December 31, 2022 Risk-free interest rate 3.4 % Expected volatility 25.0 % Expected discount rate 13.1 % (d) VIA Contingent Consideration This represents the liability incurred in connection with the acquisition of VIA. The liability represents the fair value of the three contingent considerations that were entered into at closing. The fair value was $73.6 million determined using Monte-Carlo simulations. The fair value was reduced to zero as of December 31, 2023 due to the change of projection. The fair value of the VIA contingent consideration $73.6 million was valued using a Monte-Carlo simulation model. The significant unobservable inputs include volatility, discount rate and the risk free rate, Significant increases or decreases in any of those inputs in isolation would result in a significantly different fair value measurement. The following table summarizes the significant inputs and assumptions used in the model: January 31 2023 Risk-free interest rate 3.7 % Expected volatility 65.0 % Expected discount rate 13.9 % The following table summarizes the reconciliation of contingent consideration measured using Level 3 inputs (in thousands): Contingent December 31 2021 999 Remeasurement loss/(gain) recognized in the income statement (132) December 31 2022 $ 867 Addition 73,628 Remeasurement loss/(gain) recognized in the income statement (73,768) December 31 2023 727 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events US Hybrid JPL Holdings, LLC sent a signed Term Sheet for the purchase of US Hybrid on October 25, 2023. Ideanomics accepted and signed the offer to begin due diligence in efforts to complete the sale by the end of 2023. On December 28, 2023 JPL Holdings, LLC and Ideanomics signed the Share Purchase Agreement in selling US Hybrid for the amount of $5.0M. Where $1.2M of funds were previously wired towards the purchase, the remaining amount due was $3.9M. This amount was fully paid on January 12, 2024 to complete JPL’s purchase of US Hybrid. US Hybrid was reported as Discontinued Operations for the quarter ending September 30, 2023. Tree Technologies The team at Tree has documented a plan to exit the production facilities and lay off all operational personnel with deadlines targeted during the third quarter. Tree has completed the exit plan and no operation as of September 30 2023. In Q3, Tree also received LOI from a potential buyer to buy Ideanomics stakes in Tree. Consequently, Tree reached status as a discontinued operation as of September 30, 2023. On January 5, 2024 TIZA GLOBAL SDN BHD executed an agreement for the full purchase of Ideanomics’ shares in Tree Technologies in the amount of $4.0M. The purchase was complete over three payments with the final payment being made on February 8, 2024. Yorkville Standby Equity Purchase Agreement On January 10, 2024, Ideanomics entered into a standby equity purchase agreement (SEPA) with YA II PN, LTD. Pursuant to the SEPA, subject to certain conditions, the Company shall have the option, but not the obligation, to sell to YA II, and YA II shall purchase, an aggregate amount of up to 2,500,000 shares of the Company’s common stock, par value $0.001 per share, at the Company’s request any time during the commitment period commencing on the Effective Date and expiring upon the earlier of (i) the first day of the month next following the 24-month anniversary of the Effective Date or (ii) the date on which YA II shall have made payment of Advances (as defined below) for Common Stock equal to 2,500,000 shares. Each advance the Company requests shall not exceed an amount equal to 100% of the daily trading volume of the five trading days immediately preceding an Advance Notice, unless, subject to certain other limitations, both the Company and YA II mutually agree to an increased amount. The shares will be purchased at a purchase price equal to the lowest of the daily VWAPs of the Common Stock during the three consecutive trading days commencing on the date of the Advance Notice, multiplied by 94%. On April 15, 2024 the standby equity purchase agreement was amended so that the Company shall have the option, but not the obligation, to sell to YA II, and YA II shall purchase, and aggregate amount of up to 10,000,000 shares of the Company's common stock at the Company's request any time during the commitment period as described above. Yorkville Secured Convertible Debenture Purchase Agreement During first quarter of 2024, the Company consummated the sale to YA II PN, Ltd. of multiple new Secured Convertible Debentures in a private placement pursuant to that certain Secured Debenture Purchase Agreement (as amended, restated, supplemented or otherwise modified from time to time), dated as of October 25, 2022, as amended by the First Amendment to Secured Debenture Purchase Agreement of March 30, 2023, as further amended by the Second Amendment to Secured Debenture Purchase Agreement of April 17, 2023, as further amended by the Third Amendment to Secured Debenture Purchase Agreement of May 1, 2023, and as further amended by the previously reported Fourth Amendment to Secured Debenture Purchase Agreement of July 13, 2023. The Conversion Price may be adjusted from time to time pursuant to the other terms and conditions of the Debentures. The new Secured Convertible Debentures contain a standard “buy-in” provision in the event that the Company fails to convert shares within three trading days after receipt of a notice of conversion, and a standard “blocker” provision that limits the right to convert any portion of this new Debenture to the extent that after giving effect to such conversion the holder together with its affiliates would beneficially own more than 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to such conversion. On January 24, 2024, the Company completed the sale of a new Secured Convertible Debenture for a purchase price of $750,000. Upon the terms and subject to the conditions contained in the Fourth Amended SDPA and this new Secured Convertible Debenture, the Company promises to pay to the Buyer $900,000 on May 27, 2024, (a) subject to earlier redemption at the Company’s option and (b) subject to acceleration at the holder’s option upon an event of default described in the Debenture. Interest shall accrue on the outstanding Principal Amount hereof at an annual rate equal to 8%; provided that such Interest Rate shall be increased to 18% upon an Event of Default. Upon an event of default, the holder of this new Secured Convertible Debenture is entitled to convert any portion of the outstanding principle and accrued interest into shares of the Company’s common stock, at a conversion price per share equal to the lower of (i) $1.23 per share (the “Fixed Price”) or (ii) 90% of the lowest daily VWAP during the ten (10) consecutive Trading Days immediately preceding the Conversion Date (the “Variable Price”) or other date of determination (the “Variable Measurement Period”), which solely in the case of the Variable Price shall not be lower than the Floor Price of $0.224. The proceeds of this new Secured Convertible Debenture were used to pay costs and fees related to the operation of Wireless Advanced Vehicle Electrification LLC, a wholly owned subsidiary of the Company. On January 30, 2024, the Company completed the sale of a new Secured Convertible Debenture for a purchase price of $1,500,000. Upon the terms and subject to the conditions contained in the Fourth Amended SDPA and this new Secured Convertible Debenture, the Company promises to pay to the Buyer $1,800,000 on February 29, 2024, (a) subject to earlier redemption at the Company’s option and (b) subject to acceleration at the holder’s option upon an event of default described in the Debenture. Interest shall accrue on the outstanding Principal Amount hereof at an annual rate equal to 8%; provided that such Interest Rate shall be increased to 18% upon an Event of Default. Upon an event of default, the holder of this new Secured Convertible Debenture is entitled to convert any portion of the outstanding principle and accrued interest into shares of the Company’s common stock, at a conversion price per share equal to the lower of (i) $1.16 per share (the “Fixed Price”) or (ii) 90% of the lowest daily VWAP during the ten (10) consecutive Trading Days immediately preceding the Conversion Date (the “Variable Price”) or other date of determination (the “Variable Measurement Period”), which solely in the case of the Variable Price shall not be lower than the Floor Price of $0.21. The proceeds of this new Secured Convertible Debenture were used to support the operations of Wireless Advanced Vehicle Electrification LLC, a wholly owned subsidiary of the Company. On February 29, 2024, the Company consummated the sale of a new Secured Convertible Debenture for a purchase price of $1,500,000. Upon the terms and subject to the conditions contained in the Fourth Amended SDPA and this new Secured Convertible Debenture, the Company promises to pay to the Buyer $1,900,000 on September 30, 2024, (a) subject to earlier redemption at the Company’s option and (b) subject to acceleration at the holder’s option upon an event of default described in the Debenture. Interest shall accrue on the outstanding Principal Amount hereof at an annual rate equal to 8%; provided that such Interest Rate shall be increased to 18% upon an Event of Default. Upon an event of default, the holder of this new Secured Convertible Debenture is entitled to convert any portion of the outstanding principle and accrued interest into shares of the Company’s common stock, at a conversion price per share equal to the lower of (i) $1.12 per share (the “Fixed Price”) or (ii) 90% of the lowest daily VWAP during the ten (10) consecutive Trading Days immediately preceding the Conversion Date (the “Variable Price”) or other date of determination (the “Variable Measurement Period”), which solely in the case of the Variable Price shall not be lower than the Floor Price of $0.204. The proceeds of this new Secured Convertible Debenture shall be used to support overall operational needs and costs related to Wireless Advanced Vehicle Electrification LLC, a wholly owned subsidiary of the Company; as well as to support the initial costs associated with the Purchase Order from Confidential customer as disclosed previously in the Company's January 18, 2024 Form 8K filing. Executive Compensation Effective February 16, 2024, Ideanomics, Inc. (the "Company") agreed (i) to reduce the base salary for Mr. Alfred Poor, the Company’s Chief Executive Officer to $325,000 and to (ii) reduce the base salary for Mr. Scott Morrison, the Company’s Chief Financial Officer, to $275,000. The employment agreement for Mr. Poor is further amended to have a reduced severance and change in controls provisions of six months, and the severance provisions for Mr. Morrison's employment agreement is removed and the change in control provision amended to six months. The employment agreements for each of Mr. Poor and Mr. Morrison otherwise remain in their current form, respectively. Mr. Poor and Mr. Morrison are granted $175,000 and $125,000 in shares of common stock respectively. Effective February 16, 2024, the Company agreed to (i) to reduce the annual compensation for Mr. Shane McMahon as Executive Chairman of the Company to $150,000 in cash and $350,000 in shares of common stock and (ii) to set each of the Independent Director annual cash compensation at $100,000 with $25,000 in shares of common stock vesting on a quarterly basis. Each Independent Director is also entitled to an additional $10,000 cash compensation for each committee served as Lead Director with an accompanying $10,000 in shares of common stock. Effective February 16, 2024, as part of its continuing restructuring and cost reduction efforts, the Company has also reduced its management staff annual compensation by an average of 21%-23% and removed of all applicable severance provisions and amended applicable change in control provisions to six months. On March 5, 2024, the Company received the resignation of the Company’s Chief Financial Officer, Scott Morrison, effective as of that date. Mr. Morrison is resigning for personal reasons. Mr. Morrison shall stay on as a consultant to ensure the timely completion of the Company’s annual filings and other regulatory requirements. On March 8, 2024, the board of directors appointed Mr. Ryan M. Jenkins as Chief Financial Officer of the Company. Mr. Jenkins brings extensive years of advancing responsibilities across multiple business units of major companies, including Walmart and the FedEx Corporation. He has served as the Corporate Treasurer and Head of FP&A for Ideanomics since March 2022, and served as Associate Director of Finance & Treasury and Investor Relations for Walmart from 2020 to 2022. Since 2019 he has been an Adjunct Professor of Finance at the University of Memphis. Mr. Jenkins was the Corporate Financial & Treasury Advisor for the FedEx Corporation from 2005 to 2017. He has significant experience in capital planning, funding and analysis in his prior roles. He obtained his CPA license in 2012, CFA Charter in 2016, and CTP Certification in 2023. Effective March 8, 2024, Mr. Jenkins’s base salary is $275,000 with a change of control provision for six months. Mr. Jenkins is also granted $125,000 in shares of common stock that shall vest upon completion of certain Company and personal milestones. Tillou Promissory Note April 25, 2024 Amended and Restated Promissory Note As previously disclosed on the Company’s December 19, 2022 Form 8-K, on December 13, 2022, the Company promised to pay to the order of Tillou Management and Consulting LLC, a New Jersey Limited Liability Company (the “Noteholder” or “Tillou”), an entity controlled by Vince McMahon, the father of our Executive Chairman, the principal amount of $2,000,000, together with all accrued interest thereon as provided in the promissory note entered into between the Company and the Noteholder dated December 13, 2022 (the “Prior Note”). On April 25, 2024, the Company executed an Amended and Restated Promissory Note and promised to pay to the order of Tillou the principal amount of $4,137,095 (the “Loan”), together with all accrued interest thereon, as provided in the promissory note entered into between the Company and the Noteholder dated as of April 25, 2024. The Noteholder agreed to make an additional advance to the Company on April 25, 2024 in the principal amount of $1,397,095. The Company further agreed to pay the aggregate unpaid principal amount of the December 13, 2022 Note as well as accrued and unpaid interest, fees, and expenses relating to the Prior Note which were $740,000. The Company agreed to repay the principal balance of the Loan in weekly installments, commencing on the Initial Payment Date and continuing on the first Business Day of each calendar week thereafter. Each weekly installment shall be in an amount equal to the greater of (x) $250,000 and (y) 100% of the net proceeds received by the Borrower pursuant to the SEPA during the immediately preceding calendar week. For purposes of this Note, (A) the "Initial Payment Date" means the earlier of (I) the first Business Day of the first calendar week immediately following the first date on which the Borrower receives net proceeds under the SEPA (whether in connection with the sale of Shares (as defined in the SEPA) or otherwise) and (II) July 1, 2024, and (B) "SEPA" means the Standby Equity Purchase Agreement dated January 5, 2024 (as amended, restated, supplemented or otherwise modified from time to time) between the Borrower, as company, and YA II PN, LTD., as investor. The principal amount outstanding under this Amended and Restated Promissory Note has an interest rate at a flat rate equal to 16% per annum (the “Interest Rate”). If any amount payable under the Note is not paid when due, such overdue amount shall bear interest at the Interest Rate plus 2%. The Company may prepay the Loan in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment. The principal amount of the Note shall become due and payable in the event of a default pursuant to the Note. May 29, 2024 Amended and Restated Promissory Note Effective on May 29, 2024, the Company executed an Amended and Restated Promissory Note and promised to pay to the order of Tillou the principal amount of $7,217,095 which includes an additional advance to the Company in the principal amount of $3,000,000. It further includes $4,137,095 (the “Prior Existing Principal Balance”) and $80,000 of accrued unpaid fees and expenses. The Company agreed to repay the principal balance of the Loan in weekly installments, commencing on the Initial Payment Date and continuing on the first Business Day of each calendar week thereafter. Each weekly installment shall be in an amount equal to the greater of (x) $250,000 and (y) 100% of the net proceeds received by the Borrower pursuant to the SEPA during the immediately preceding calendar week. For purposes of this Note, (A) the "Initial Payment Date" means the earlier of (I) the first Business Day of the first calendar week immediately following the first date on which the Borrower receives net proceeds under the SEPA (whether in connection with the sale of Shares (as defined in the SEPA) or otherwise) and (II) July 1, 2024, and (B) "SEPA" means the Standby Equity Purchase Agreement dated January 5, 2024 (as amended, restated, supplemented or otherwise modified from time to time) between the Borrower, as company, and YA II PN, LTD., as investor. The principal amount outstanding under this Amended and Restated Promissory Note has an interest rate at a flat rate equal to 16% per annum (the “Interest Rate”). If any amount payable under the Note s not paid when due, such overdue amount shall bear interest at the Interest Rate plus 2%. The Company may prepay the Loan in whole or in part at any time or from time to time without penalty or premium by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment. The principal amount of the Note shall become due and payable in the event of a default pursuant to the Note. In relation to the Tillou Promissory Notes, the Company has agreed Mr. Shane McMahon, the Executive Chairman of the Company, is entitled to a grant up to 7,217,095 shares of Common Stock. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ (223,829) | $ (260,660) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Discontinued Operations, Assets Held for Sale | During the year ended December 31, 2023, our business components Timios, US Hybrid, Tree Technologies, Justly and China met the criteria for classification as discontinued operations and are no longer presented as continuing operations. Assets and liabilities associated with these components are presented in our consolidated balance sheets as Discontinued Operations. The results of operations related to these components are included in the consolidated statements of operations as "Loss from discontinued operations, net of tax." The cash flows of these components are also presented separately in our consolidated statements of cash flows. All corresponding prior year periods presented in our financial statements and related information in the accompanying notes have been reclassified to reflect the Discontinued Operations presentation. Please refer to Note 4 to our Consolidated Financial Statements of this Annual Report for additional information regarding these specific matters. |
Basis of Presentation | The consolidated financial statements of Ideanomics, its subsidiaries were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenues and expenses of the subsidiaries over which the Company exercises control and, when applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. Intercompany transactions and balances are eliminated in consolidation. |
Use of Estimates | The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, as well as the related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the credit losses, collectability of notes receivable, sales returns, fair values of financial instruments, equity investments, stock-based compensation, intangible assets, and goodwill, useful lives of intangible assets and property and equipment, asset retirement obligations, income taxes, and contingent liabilities, among others. The Company bases its estimates on assumptions, both historical and forward looking, that are believed to be reasonable, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities. |
Cash and Cash Equivalents | Cash consists of cash on hand, demand deposits, time deposits, and other highly liquid instruments with an original maturity of three months or less when purchased. Investments in money market or similar funds are evaluated in order to determine if the fund meets the definition of cash equivalents. The factors evaluated include the weighted-average maturity date of the fund's underlying securities, the fund's redemption policies, and if the fund's investment attributes are consistent with the investment attributes of an SEC-registered money market fund. |
Accounts Receivable, net | Accounts receivable are recognized at invoiced amounts and do not bear interest. The Company maintains an allowance for for estimated credit losses resulting from the inability of its customers to make required payments. The Company reviews its allowance for credit loss an ongoing basis. In establishing the required allowance, management considers any historical losses, the customer’s financial condition, the accounts receivable aging, and the customer’s payment patterns. After all attempts to collect a receivable have failed and the potential for recovery is remote, the receivable is written off against the allowance. During the year ended 2023, the Company reviewed accounts receivable aging and noticed the extended payment period from the customer. Accordingly the Company increased the loss rate from 5% yo 50%, and the allowance for expected credit loss at December 31 2023 is $1.6 million. |
Notes receivable, net | The Company had elected the fair value option for notes receivable. The convertible notes receivable were recorded at fair value at the reporting period and any changes to fair value and foreign currency were recorded in earnings. Refer to Note 6 for additional information. Similar to accounts receivable, each reporting period the Company evaluates the collectability of outstanding notes receivable balances and records an allowance for credit losses if the Company determines if the risk of non-payment of the loan is probable and estimable. |
Property and Equipment, net | Property and equipment are stated at cost less accumulated depreciation. Expenditures for major renewals and improvements, which extend the original estimated economic useful lives of applicable assets, are capitalized. Expenditures for normal repairs and maintenance are charged to expense as incurred. The costs and related accumulated depreciation of assets sold or retired are removed from the accounts and any gain or loss thereon is recognized in the consolidated statement of operations. Depreciation is provided for on a straight-line basis over the estimated useful lives of the respective assets. The estimated useful life is 3 to 10 years for furniture and electronic equipment, 3 to 5 years for vehicles, 5 years for shop equipment and the lesser of lease terms or 10 years for leasehold improvements. |
Business Combinations | The Company includes the results of operations of the businesses that are acquired as of the acquisition date. The Company allocates the purchase price of the acquisitions to the assets acquired and liabilities assumed based on their estimated fair values. The excess of the purchase price over the fair values of identifiable assets and liabilities is recorded as goodwill. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred. Contingent consideration in a business combination is included as part of the acquisition cost and is recognized at fair value as of the acquisition date. Fair value is generally estimated by using a probability-weighted discounted cash flow approach, Monte-Carlo simulation model, or scenario-based method. Any liability resulting from contingent consideration is remeasured to fair value at each reporting date until the contingency is resolved, and any changes in fair value are recognized in earnings. |
Intangible Assets and Goodwill | The Company accounts for intangible assets and goodwill in accordance with ASC 350. ASC 350 requires that goodwill and intangible assets with indefinite useful lives no longer be amortized, but instead be evaluated for impairment at least annually. In accordance with ASC 350, goodwill is allocated to reporting units, which are either the operating segment or one reporting level below the operating segment. On an annual basis and more frequently based on triggering events, as of October 1 of each year, management reviews goodwill for impairment by first assessing qualitative factors to determine whether the existence of events or circumstances makes it more-likely-than-not that the fair value of a reporting unit is less than its carrying amount. If it is determined that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount, goodwill is further tested for impairment by comparing the carrying amount to the estimated fair value of its reporting units, determined using externally quoted prices (if available) or a discounted cash flow model and, when deemed necessary, a market approach. Goodwill impairment, if any, is measured as the amount by which a reporting unit’s carrying amount exceeds its fair value. Application of goodwill impairment tests requires significant management judgment, including the identification of reporting units, assigning assets, liabilities, and goodwill to reporting units and determination of fair value of each reporting unit. Judgment applied when performing the qualitative analysis includes consideration of macroeconomic, industry and market conditions, overall financial performance of the reporting unit, composition, personnel or strategy changes affecting the reporting unit and recoverability of asset groups within a reporting unit. Judgments applied when performing the quantitative analysis includes estimating future cash flows, determining appropriate discount rates, and making other assumptions. Changes in these judgments, estimates and assumptions could materially affect the determination of fair value for each reporting unit. Intangible assets, excluding goodwill, consist primarily of patents, trademarks, brands, and land use rights, which are generally recorded in connection with acquisitions at their fair value. Intangible assets with estimable lives are amortized, generally on a straight-line basis, over their respective estimated useful lives to their estimated residual values and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. |
Inventory | Inventories, which include the costs of material, labor and overhead, are stated at the lower of cost or net realizable value, with cost generally computed on a first-in, first-out basis excluding electronic motorcycles. Electronic motorcycle inventories are stated on a specific identification method. Estimated losses from obsolete and slow-moving inventories are recorded to reduce inventory values to their estimated net realizable value and are charged to costs of revenue. At the point of loss recognition, a new cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in a recovery in carrying value. |
Long-term Investments | The Company accounts for equity investments through which management exercises significant influence but does not have control over the investee under the equity method. Under the equity method, the investment is initially recorded at cost and adjusted for the Company’s share of undistributed earnings or losses of the investee. The Company’s share of losses is not recognized when the investment is reduced to zero unless the Company guarantees the investees’ obligations or has committed to providing additional funding. The equity investments which are not consolidated or accounted for under the equity method are either carried at fair value or under the measurement alternative upon the adoption of the ASU No. 2016-1. The Company utilizes the measurement alternative for equity investments that do not have readily determinable fair values and measures these investments at cost less impairment plus or minus observable price changes in orderly transactions for an identical or similar investment of the same issuer. The Company classifies its long-term investments as non-current assets on the consolidated balance sheets. Impairment of Investments |
Leases | The Company leases certain facilities, vehicles and equipment from third-parties. Leases with an initial term of 12 months or less are not recorded on the balance sheet and lease expense is recognized on a straight-line basis over the lease term. For leases beginning in 2019 and later, at the inception of a contract management assesses whether the contract is, or contains, a lease. The assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether the right to substantially all the economic benefit from the use of the asset throughout the period is obtained, and (3) whether the Company has the right to direct the use of the asset. At the inception of a lease, management allocates the consideration in the contract to each lease component based on its relative stand-alone price to determine the lease payments. The Company accounts for lease components (e.g., fixed payments including rent, real estate taxes and insurance costs) separately from the non-lease components (e.g., common-area maintenance costs). Leases may include one or more options to renew, with renewal terms that can extend the lease term from one year or more. Renewal periods are included in the lease term only when renewal is reasonably certain, which is a high threshold and requires management to apply judgment to determine the appropriate lease term. The Company’s leases do not include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term. Certain lease agreements include rental payments adjusted periodically for inflation. The majority of the Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The majority of the Company’s leases are classified as operating leases. The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a term of 12 months or less. The effect of short-term leases and initial direct costs on our right-of-use asset and lease liability was not material. ASC 842 requires the Company to make certain assumptions and judgments in applying the guidance, including determining whether an arrangement includes a lease, determining the term of a lease when the contract has renewal or cancellation provisions, and determining the discount rate. As the rate implicit in the lease is not usually available, the Company used an incremental borrowing rate based on the information available at the adoption date of ASC 842 in determining the present value of lease payments for existing leases. The Company uses information available at the lease commencement date, or in the event of leases assumed in a business combination, the acquisition date, to determine the discount rate for any new leases. |
Product Warranties | Certain of the Company’s products are sold subject to standard product warranty terms, which generally include post-sales support and repairs or replacement of a product at no additional charge for a specified period of time. Accruals for estimated expenses related to product warranties are made at the time revenue is recognized and are recorded as a component of costs of revenue. The Company estimates the liability for warranty claims based on standard warranties, the historical frequency of claims and the cost to replace or repair products under warranty. Factors that influence the warranty liability include the number of units sold, the length of warranty term, historical and anticipated rates of warranty claims and the cost per claim. |
Convertible Promissory Notes | The Company accounts for its convertible notes at issuance by allocating the proceeds received among freestanding instruments according to ASC 470, based upon their relative fair values. The fair value of debt and common stock is determined based on the closing price of the common stock on the date of the transaction, and the fair value of warrants, if any, is determined using the Black-Scholes Merton option-pricing model. Convertible notes are subsequently carried at amortized cost. The fair value of warrants is recorded as additional paid-in capital, with a corresponding debt discount from the face amount of the convertible note. The discounts on the convertible notes, consisting of amounts ascribed to warrants are amortized to interest expense, using the effective interest method, over the terms of the related convertible notes. Each convertible note is also analyzed for the existence of embedded derivatives, which may require bifurcation from the convertible note and separate accounting treatment. The Company also analyzes the features of its convertible notes which, when triggered, mandate a downward adjustment to the instrument’s strike price (or conversion price) if equity shares are issued at a lower price (or equity-linked financial instruments are issued at a lower strike price) than the instrument’s then-current strike price. The purpose of the feature is typically to protect the instrument’s counterparty from future issuances of equity shares at a more favorable price. |
Preferred Stock | Preferred Shares are classified within permanent equity on the Company’s consolidated balance sheet as they do not meet the criteria that would require presentation outside of permanent equity under ASC 480 Distinguishing Liabilities from Equity. |
Fair Value Measurements | Our financial instruments that are not re-measured at fair value include cash and cash equivalents, accounts receivable, net, notes receivable, net, accounts payable and other current liabilities. The carrying values of theses financials instruments approximate their fair values with the exception of contingent consideration. Refer to Note 24 for additional information. |
Assets and Liabilities Held for Sale | The Company classifies assets and liabilities (disposal group) to be sold as held for sale in the period in which all of the following criteria are met: (1) management, having the authority to approve the action, commits to a plan to sell the disposal groups; (2) the disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such disposal group; (3) an active program to locate a buyer and other actions required to complete the plan to sell the disposal group have been initiated; (4) the sale of the disposal group is probable, and (5) transfer of the disposal group is expected to qualify as a completed sale within one year, except if events or circumstances beyond the Company’s control extend the period of time required to sell the disposal group beyond one year; (6) the disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (7) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The Company initially measures a disposal group that is classified as held for sale at the lower of its carrying amount or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Gains are not recognized on the sale of a disposal group until the date of sale. The Company assesses the fair value of a disposal group, less any costs to sell, each reporting period it remains classified as held for sale and reports any subsequent losses as an adjustment to the carrying amount of the disposal group. As part of this assessment, the Company also evaluates the criteria for reporting the disposal group as a discontinued operation. Factors which the Company considers includes, but is not limited to, the level of continuing involvement, if any, whether the disposal constitutes a strategic shift, and the relative magnitude of revenue, net income or loss, and total assets. |
Foreign Currency Translation | The Company uses the United States dollar as its reporting currency. The Company’s worldwide operations utilize the local currency or USD as the functional currency, where applicable. For certain foreign subsidiaries, USD is used as the functional currency. This occurs when the subsidiary is considered an extension of the parent. The functional currency of subsidiaries located worldwide are either in RMB, HKD or the EURO. In the consolidated financial statements, the financial information of the entities which use RMB and HKD as their functional currency has been translated into USD: assets and liabilities are translated at the exchange rates on the balance sheet date, equity amounts are translated at the historical exchange rates, and revenues, expenses, gains and losses are translated using the average rate for the period. Translation adjustments arising from these are reported as foreign currency translation adjustments and are shown as a component of “Accumulated other comprehensive loss” in the equity section of the consolidated balance sheets. |
Escrow and Trust Deposits | In providing escrow services, the Company holds funds for others in a fiduciary capacity, pending completion of real estate transactions. A separate, self-balancing set of accounting records is maintained to record escrow transactions. Escrow trust funds held for others are not the Company’s and, therefore, are excluded from the consolidated balance sheet, however, the Company remains contingently liable for the disposition of these deposits. It is a common industry practice for financial institutions where escrow funds are deposited to either reimburse or to directly provide for certain costs related to the delivery of escrow services. The Company follows the practice of non-recognition of costs borne by the financial institution where escrow funds are deposited. |
Revenue Recognition | The Company recognizes revenue when its customer obtains control of promised goods or services in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. For most of the Company’s customer arrangements, control transfers to customers at a point in time, as that is generally when legal title, physical possession and risk and rewards of goods/services transfer to the customer. In certain arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits as the Company completes the performance obligations. Our contracts with customers may include multiple performance obligations. For such arrangements, revenue is allocated to each performance obligation based on its relative standalone selling price. Standalone selling prices are based on the observable prices charged to customers or adjusted market assessment or using expected cost-plus margin when one is available. Adjusted market assessment price is determined based on overall pricing objectives taking into consideration market conditions and entity specific factors. The Company has a floor plan loan agreement for new inventory which involves three parties: Solectrac, the supplier of the goods, the dealer, and Mitsubishi, the loan facilitator. Floor plan is a method of financing inventory purchases, where a lender pays for assets that have been ordered by a retailer and is paid back from the proceeds from the sale of these items. The dealer purchases inventory from Solectrac through Mitsubishi’s guarantee of payments to Solectrac. The loan agreement facilitates the arrangement, resulting in all assets acquired through the floor planning arrangement being documented on Solectrac's balance sheet, along with the corresponding floor plan liability. Revenue is recognized when the dealer sells the inventory, and the loan agreement is satisfied. The Company performs an analysis of the relevant terms of its sales contracts, including whether or not it controls the product prior to sale, whether or not it incurs inventory risk, and other factors in order to determine if revenue should be recorded as a principal or agent. Revenues recognized in a Principal capacity are reported gross, while revenues recognized as an Agent are reported net. Certain customers may receive discounts or rebates, which are accounted for as variable consideration. Variable consideration is estimated based on the expected amount to be provided to customers, and initially reduces revenues recognized. The Company records deferred revenues when cash payments are received or due before performance, including refundable amounts. The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. The Company expenses as incurred any commissions or other fees which, if capitalizable, would have an amortization period of less than one year. Title, Closing and Appraisal Revenue Premiums from title insurance policies written by independent agencies are recognized net of commission costs when the policies are reported to the Company upon the closing of a transaction and not before the effective date of the policy. Regulation of title insurance rates varies by state. Premiums are charged to customers based on rates predetermined in coordination with each states’ respective Department of Insurance. A closing or escrow is a transaction pursuant to an agreement of a buyer, seller, borrower, or lender wherein an impartial third-party, such as the Company, acts in a fiduciary capacity on behalf of the parties in accordance with the terms of such agreement in order to accomplish the directions stated therein. Services provided include, among others, acting as escrow or other fiduciary agent, obtaining releases, and conducting the actual closing or settlement. Closing and escrow fees are recognized upon closing of the escrow, which is generally at the same time of the closing of the related real estate transaction. Revenue from appraisal services are primarily related to establishing the ownership, legal status and valuation of the property in a real estate transaction. In these cases, the Company does not issue a title insurance policy or perform duties of an escrow agent. Revenues from these services are recognized upon delivery of the service to the customer. EV and Related Revenue For product sales, the Company considers practical and contractual limitations in determining whether there is an alternative use for the product. For example, long-term design and build contracts are typically highly customized to a customer’s specifications. For contracts with no alternative use and an enforceable right to payment for work performed to date, including a reasonable profit if the contract were terminated at the customer’s convenience for reason other than nonperformance, the Company recognizes revenue over time. All other product sales are recognized at a point in time. For contracts recognized over time, revenue is determined each quarter, on the basis of accumulated project expenses in relation to estimated accumulated project expenses upon completion. For contracts recognized at a point in time, the Company recognizes revenue when control passes to the customer, which is generally based on shipping terms that address when title and risk and rewards pass to the customer. However, the Company also considers certain customer acceptance provisions as certain contracts with customers include installation, testing, certification or other acceptance provisions. In instances where contractual terms include a provision for customer acceptance, the Company considers whether it has previously demonstrated that the product meets objective criteria specified by either the seller or customer in assessing whether control has passed to the customer. In instances where there is a contingent liability associated with sales, the Company defers recognition of revenue until product is delivered to a retail customer. For service contracts, the Company recognizes revenue as the services are rendered if the customer is benefiting from the service as it is performed, or otherwise upon completion of the service. Separately priced extended warranties are recognized as a separate performance obligation over the warranty period. The transaction price in the contracts consists of fixed consideration and the impact of variable consideration including returns, rebates and allowances, and penalties. Variable consideration is generally estimated using a probability-weighted approach based on historical experience, known trends, and current factors including market conditions and status of negotiations. For design and build contracts, the Company may at times collect progress payments from the customer throughout the term of the contract, resulting in contract assets or liabilities depending on the timing of the payments. Contract assets consist of unbilled amounts when revenue recognized exceeds customer billings. Contract liabilities consist of advance payments and billings in excess of revenue recognized. Costs to obtain a contract (e.g., commissions) for contracts greater than one year are deferred and amortized in a manner consistent with revenue recognition of the related contract. The Company enters into contracts with governmental agencies for services and products. These contracts are analyzed in order to determine if they should be accounted for under a revenue recognition model pursuant to ASC 606 or a grant model pursuant to ASC 958. If accounted for pursuant to a grant model, the Company must determine if the grant is conditional or unconditional, and if conditional any barriers exist which must be overcome. If unconditional, the grant is recognized as revenue immediately, and if conditional, the grant is recognized as revenue as and when the barriers are overcome. The significant barrier to the current conditional grants are that the expenses incurred must meet the qualifications as established by the respective governmental agencies, so that the grant revenue is recognized as the qualified expenses are incurred. Revenue recorded pursuant to a grant model are recorded as “Other revenue.” |
Advertising and Marketing Costs | Advertising and marketing costs are expensed as incurred. |
Research and Development Costs | The Company expenses research and development costs, which may be incurred for the design, development, experimentation and testing of products related to the automotive industry. |
Share-Based Compensation | The Company awards share options and other equity-based instruments to its employees, directors and consultants (collectively “share-based payments.”) Compensation cost related to such awards is measured based on the fair value of the instrument on the grant date. The Company recognizes the compensation cost over the period the individual is required to provide service in exchange for the award, which generally is the vesting period. The amount of cost recognized is adjusted to reflect the effect of forfeiture as they occur. When no future services are required to be performed by the individual in exchange for an award of equity instruments, and if such award does not contain a performance or market condition, the cost of the award is expensed on the grant date. The Company recognizes compensation cost for an award with only service conditions that has a graded vesting schedule on a straight-line basis over the requisite service period for the entire award, provided that the cumulative amount of compensation cost recognized at any date at least equals the portion of the grant-date value of such award that is vested at that date. For options with market conditions, the fair value of each award is estimated on the date of grant using a Monte-Carlo valuation model and the fair value of each option recognized as compensation expense over the derived service period. For options with performance conditions, the fair value of each award is estimated on the date of grant using the Black-Scholes Merton valuation model and the fair value of each option recognized as compensation expense over the implicit service period. When using the Black-Scholes model to determine the fair value of the awards granted, management noted it could not rely on its historical exercise data to develop an accurate expected term as the Company has made significant structural changes in its business via multiple acquisitions and divestitures over the last few years. Thus, the Management deemed the Company’s use of the “simplified” method to develop the estimate of the expected term for the stock options to be appropriate. The simplified method uses the mid-point between the vesting period and the contractual term for each grant as the expected term. |
Income Taxes | The Company accounts for income taxes in accordance with the asset and liability method. Deferred taxes are recognized for the future tax consequences attributable to temporary differences between the carrying amounts of assets and liabilities for financial statement purposes and income tax purposes using enacted rates expected to be in effect when such amounts are realized or settled. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is established, as needed, to reduce the amount of deferred tax assets if it is considered more-likely-than-not that some portion or all of the deferred tax assets will not be realized. The Company recognizes the effect of uncertain income tax positions only if those positions are more-likely-than-not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50.0% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company’s policy is to record interest and penalties related to income taxes as a component of income tax expense. There were no material interest or penalties for the years ended December 31, 2023, 2022 and 2021, respectively. On December 22, 2017, the TCJA was signed into law, which among other effects, reduces the U.S. federal CIT rate to 21.0% from 35.0% (or 21.0% in certain cases) beginning in 2018, and requires companies to pay a one-time transition tax on certain unrepatriated earnings from non-U.S. subsidiaries that is payable over eight years. No tax was due under this provision. The TCJA also makes the receipt of future non-U.S. sourced income of non-U.S. subsidiaries tax-free to U.S. companies and creates a new minimum tax on the earnings of non-U.S. subsidiaries relating to the parent’s deductions for payments to the subsidiaries. |
Net Loss Per Share Attributable to Ideanomics Shareholders | Net loss per share attributable to our shareholders is computed in accordance with ASC 260. The two-class method is used for computing earnings per share. Under the two-class method, net income is allocated between common shares and participating securities based on dividends declared (or accumulated) and participating rights in undistributed earnings as if all the earnings for the reporting period had been distributed. The Company’s convertible redeemable preferred shares are participating securities because the holders are entitled to receive dividends or distributions on an as converted basis. For the years presented herein, the computation of basic loss per share using the two-class method is not applicable as the Company is in a net loss position and net loss is not allocated to other participating securities, since these securities are not obligated to share the losses in accordance with the contractual terms. Basic net loss per share is computed by dividing net loss attributable to Ideanomics common shareholders by the weighted average number of common shares outstanding during the period. Options and warrants are not considered outstanding in computation of basic earnings per share. Diluted net loss per share is computed by dividing net loss attributable to Ideanomics common shareholders by the weighted-average number of common shares and potential common shares outstanding during the period under the treasury stock method. Potential common shares include options and warrants to purchase common shares, preferred shares and convertible promissory notes, unless they were anti-dilutive. The computation of diluted net loss per share does not assume conversion, exercise, or contingent issuance of securities that would have an anti-dilutive effect (i.e. an increase in earnings per share amounts or a decrease in loss per share amounts) on net loss per share. |
VIE Structures and Arrangements | In the year ended December 31, 2022, the Company consolidated its VIE located in Italy in which it holds variable interests and was the primary beneficiary through contractual agreements. The Company is the primary beneficiary because it holds the power to direct activities that most significantly affected their economic performance and has the obligation to absorb or right to receive the majority of their losses or benefits. The results of operations and financial position of this VIE are included in the consolidated financial statements for the year ended December 31, 2022. Additionally, VIA was identified as a VIE in consideration of the aggregate funding provided since August 2021 through the acquisition date of January 31, 2023. Prior to entering into the Merger Agreement, on June 7, 2021, the Company and VIA entered into a SAFE for an amount of $7.5 million which is recorded in Long-term investments as a cost method investment. VIA is not consolidated for year ending December 31, 2022 as the Company did not participate in the design of VIA, did not have significant influence over VIA to make management decisions, did not have any representation on the VIA’s board and did not provide more than half of the total equity. As a result of the acquisition, the Company consolidated VIA, which results of operations and financial position are included in the financial statements for the year ended December 31, 2023. |
Recently Adopted Accounting Pronouncements | In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments, to require financial assets carried at amortized cost to be presented at the net amount expected to be collected based on historical experience, current conditions and forecasts. Subsequently, the FASB issued ASU No. 2018-19, Codification Improvements to Topic 326, to clarify that receivables arising from operating leases are within the scope of lease accounting standards. Further, the FASB issued ASU No. 2019-04, ASU No. 2019-05, ASU 2019-10, ASU 2019-11, ASU 2020-02 and ASU 2020-03 to provide additional guidance on the credit losses standard. ASU 2019-10 deferred the effective date of ASU 2016-13 to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, for public entities which meet the definition of a smaller reporting company on the date the ASU was issued. Adoption of the ASUs is on a modified retrospective basis. We adopted the ASUs on January 1, 2023. The Company recorded $0.3 million impact to the retained earnings. This ASU applies to all financial assets including loans, trade receivables and any other financial assets not excluded from the scope that have the contractual right to receive cash. In October 2021, the FASB issued ASU No. 2021-08, which will require companies to apply the definition of a performance obligation under ASC Topic 606 to recognize and measure contract assets and contract liabilities (i.e., deferred revenue).relating to contracts with customers that are acquired in a business combination. Under current U.S. GAAP, an acquirer generally recognizes assets acquired and liabilities assumed in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers at fair value on the acquisition date. The ASU is effective for annual periods beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this ASU prospectively on January 1, 2023. This ASU did not have a material impact on our consolidated financial statements.. |
Immaterial Corrections of Pri_2
Immaterial Corrections of Prior Period Financial Statements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The following table reflects the impact of the immaterial corrections discussed above on the Company’s previously reported consolidated balance sheet as of December 31, 2022 (in thousands): Previously Reported Adjustments As Revised Assets Accounts receivable, net $ 4,242 $ (2,135) $ 2,107 Inventory 23,192 6,117 29,309 Liabilities Deferred revenue 1,999 187 2,186 Promissory note due to third parties-short term 5,814 3,764 9,578 Stockholders’ Equity Accumulated deficit $ (866,450) $ 32 $ (866,418) The following table reflects the impact of the immaterial corrections discussed above on the Company’s previously reported consolidated statement of operations for the year ended December 31, 2022 (in thousands, except per share amounts): Previously Reported Adjustments As Revised Revenue from sales of products $ 20,839 $ (6,085) $ 14,754 Total revenue 25,100 (6,085) 19,015 Cost of revenue from sales of products 26,374 (6,117) 20,257 Total cost of revenue 28,490 (6,117) 22,373 Gross profit (3,390) 32 (3,358) Loss from operations (212,666) 32 (212,634) Net loss $ (282,117) $ 32 $ (282,085) The following table reflects the impact of the immaterial corrections discussed above on the Company’s previously reported consolidated statement of comprehensive loss for the year ended December 31, 2022 (in thousands, except per share amounts): Previously Reported Adjustments As Revised Net loss $ (282,117) $ 32 $ (282,085) Comprehensive loss (289,708) 32 (289,676) Comprehensive loss attributable to Ideanomics, Inc. shareholders $ (267,019) $ 32 $ (266,987) The following table reflects the impact of the immaterial corrections discussed above on the Company’s previously reported consolidated statement of cash flows for the year ended December 31, 2022 (in thousands): Previously Reported Adjustments As Revised Net loss $ (282,117) $ 32 $ (282,085) Net loss from continuing operations (213,665) 32 (213,633) Accounts receivable (2,182) 2,135 (47) Inventory (9,832) (6,117) (15,949) Accrued expenses, salary and other current liabilities $ (5,113) $ 3,764 $ (1,349) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Inventory | The composition of inventory is as follows (in thousands): December 31, December 31, Raw materials $ 6,807 $ 4,147 Work in progress 9,429 10,775 Finished goods 11,937 17,454 Inventory Reserve (8,335) (3,067) Total $ 19,838 $ 29,309 |
Schedule of Inventory Reserve | The following table summarizes the movement in the inventory reserve (in thousands): December 31, December 31, Balance at the beginning of the year $ (3,067) $ (476) Increases (5,268) (2,591) Decreases — — Balance at the end of the year $ (8,335) $ (3,067) |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | The following table summarizes the operating results of the discontinued operations for the periods indicated: Years ended December 31, 2023 December 31, 2022 Total revenue $ 16,412 $ 75,835 Cost of revenue 15,418 73,261 Gross profit 994 2,574 Selling and administrative expenses 20,219 35,105 Depreciation and amortization 455 2,409 Asset impairments 10,519 43,694 Other operating costs 31 1,233 Operating loss (30,230) (79,867) Non-operating income (expense) 814 5,278 Income tax benefit 140 6,137 Loss from discontinued operations, net of tax $ (29,276) $ (68,452) The following table summarizes the assets and liabilities of the Discontinued Operations included in the consolidated balance sheets for the periods indicated: December 31, 2023 December 31, 2022 Cash and cash equivalents $ 1,180 $ 19,015 Accounts Receivables, net 382 1,614 Inventory, net 2,667 5,054 Prepaid expenses and other current assets 807 8,020 Current assets of discontinued operations $ 5,036 $ 33,703 Property and equipment, net 177 1,227 Intangible assets, net 6 9,147 Operating lease right of use assets 2,232 5,446 Other noncurrent assets 428 3,392 Noncurrent assets of discontinued operations $ 2,843 $ 19,212 Accounts payable and accrued expenses $ 2,947 $ 8,970 Current portion of operating lease liabilities 941 469 Other current liabilities 3,834 4,805 Current liabilities of discontinued operations $ 7,722 $ 14,244 Operating lease liabilities – long term 1,317 — Deferred tax liabilities 355 454 Other noncurrent liabilities — 4,758 Noncurrent liabilities of discontinued operations $ 1,672 $ 5,212 The following table summarizes the operating results of the held for sale businesses for the periods indicated: Years ended December 31, 2023 December 31, 2022 Total revenue $ 11,732 $ 16,341 Cost of revenue 15,284 19,128 Gross profit (3,552) (2,787) Selling and administrative expenses 21,738 21,199 Depreciation and amortization 4,954 4,173 Asset impairments 20,001 22,673 Other operating costs 2,270 3,449 Operating loss $ (52,515) $ (54,281) The following table summarizes the assets and liabilities of the held for sale businesses included in the consolidated balance sheets for the periods indicated: December 31, 2023 December 31, 2022 Cash and cash equivalents $ 1,221 $ 2,168 Accounts Receivables, net 408 1,741 Inventory, net 17,349 25,000 Prepaid expenses and other current assets 2,288 7,482 Current assets of businesses held for sale $ 21,266 $ 36,391 Property and equipment, net 5,616 5,671 Intangible assets, net 23,512 43,471 Goodwill 35,894 37,775 Operating lease right of use assets 6,095 6,533 Other noncurrent assets 2,262 1,818 Noncurrent assets of businesses held for sale $ 73,379 $ 95,268 Accounts payable and accrued expenses 14,703 16,339 Current portion of operating lease liabilities 808 768 Other current liabilities 22,096 18,335 Current liabilities of businesses held for sale $ 37,607 $ 35,442 Operating lease liabilities – long term 5,415 5,846 Deferred tax liabilities 1,007 2,648 Other noncurrent liabilities 4,786 2,773 Noncurrent liabilities of businesses held for sale $ 11,208 $ 11,267 |
Schedule of Balance Sheet Excluding Held for Sale Businesses | The following table presents a balance sheet as of December 31, 2023 as if the sale of Energica, Wave Technologies, and Solectrac were complete and such businesses were presented as discontinued operations. In this event, the balance sheet below would reflect the assets and liabilities of the parent company Ideanomics, Inc. and VIA Motors as the sole remaining continuing operations in that hypothetical situation. However, the balance sheet below presents historical financial information and does not include cash or other assets we would receive from the sale of the businesses held for sale, nor does it show any liabilities that may be reduced or discharged with cash received. Additionally, as described above, we may decide not to sell one or more of the businesses held for sale. December 31, 2023 December 31, 2022 Cash and cash equivalents $ 28 $ 746 Accounts Receivables, net 629 366 Inventory, net 2,489 4,309 Prepaid expenses and other current assets 3,148 42,505 Current assets of discontinued operation and businesses held for sale 26,302 70,095 Total current assets 32,596 118,021 Property and equipment, net 7,288 2,174 Intangible assets, net 155 151 Goodwill — — Operating lease right of use assets 22 4,000 Other noncurrent assets 601 8,098 Noncurrent assets of discontinued operation and businesses held for sale 76,222 114,481 Total assets $ 116,884 $ 246,925 Accounts payable and accrued expenses $ 49,634 $ 18,405 Current portion of operating lease liabilities 2,415 1,264 Other current liabilities 20,256 11,457 Current liabilities of discontinued operation and businesses held for sale 45,329 49,687 Total current liabilities 117,634 80,813 Operating lease liabilities – long term 5,474 2,720 Deferred tax liabilities 938 — Non current contingent Liabilities — — Other noncurrent liabilities 229 321 Noncurrent liabilities of discontinued operation and businesses held for sale 12,880 16,476 Total liabilities 137,155 100,330 Series A 1,262 1,262 Series B 1,863 8,850 Series C 4,825 — Equity: Common stock 1,499 597 Additional paid-in capital 1,071,520 1,004,082 Accumulated deficit (1,090,579) (866,418) Accumulated other comprehensive loss (4,553) (6,104) Total Ideanomics, Inc. shareholder’s equity (22,113) 132,157 Non-controlling interest (6,108) 4,326 Total equity (28,221) 136,483 Total liabilities, convertible redeemable preferred stock and equity $ 116,884 $ 246,925 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table summarizes the Company's revenues disaggregated by revenue source, geography (based on the Company's business locations), and timing of revenue recognition (in thousands): Year Ended December 31, December 31, Geographic Markets North America $ 9,574 $ 7,497 Europe 5,885 11,518 Total $ 15,459 $ 19,015 Product or Service Electric vehicle products $ 3,328 $ 4,830 Electric vehicle services 72 — Electric motorcycle products and services 7,590 10,435 Electric motorcycle sponsorship services 743 1,075 Charging, battery and powertrain products 2,932 849 Charging, battery and powertrain services 30 1,482 Other 764 344 Total $ 15,459 $ 19,015 |
Schedule of Contract Liabilities and Assets | The following table provides information about client receivables, contract liabilities and contract assets from contracts with customers: Year ended Balances from contracts with customers: December 31, 2023 December 31, 2022 December 31, 2021 Accounts receivable, net $ 1,037 $ 2,107 $ 895 Deferred revenue 2,537 2,186 1,241 Contract assets 34 3,579 2,172 |
Schedule of Deferred Revenue | The following table reflects the Company’s deferred revenue balance as of December 31, 2023 and 2022 (in thousands): Year ended Deferred revenue from contracts with customers: December 31, 2023 December 31, 2022 Beginning balance $ 2,186 $ 1,241 Revenue recognized, included in beginning balance (1,600) (996) Additions, net of revenue recognized during period, and other 1,951 1,941 Ending Balance $ 2,537 $ 2,186 |
Notes Receivable from Third P_2
Notes Receivable from Third Parties (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Receivables [Abstract] | |
Schedule of Information Related to Notes Receivable | The following table provides certain information related to n otes receivable consists of the following (in thousands): As of December 31, 2023 Cost Repayment Unrealized Gains Unrealized Losses Impairment Estimated Fair Value Green Power Motor Company (d) 45 (3) — — — 42 Total notes receivable $ 45 $ (3) $ — $ — $ — $ 42 As of December 31, 2022 Cost Interest Unrealized Gains Unrealized Losses Impairment Estimated Fair Value VIA Note (a) $ 63,218 $ 2,603 $ — $ — $ (34,213) $ 31,608 VIA Note 2 (a) 14,468 233 — — (14,701) — Inobat Note (b) 11,819 863 — (1,083) (11,599) — Green Power Motor Company (d) 45 — — — — 45 Total notes receivable $ 89,550 $ 3,699 $ — $ (1,083) $ (60,513) $ 31,653 (a) VIA Secured Promissory Notes On August 30, 2021, the Company invested $42.5 million in VIA, in the form of a convertible promissory note. With a few amendments, the principal amount of the convertible promissory note was $63.2 million as of December 31, 2022. The note was secured by the certain assets and rights of VIA, bore interest at an annual rate of 4.0% and the scheduled maturity date was the earlier of the closing date of the acquisition or one year after the agreement is terminated according to its terms. The convertible promissory note contained certain customary events of default and other rights and obligations of the parties. The Company expects to convert this promissory note in conjunction with the closing of the acquisition of VIA. Management assessed the probability of closing the acquisition in determining the recoverability of the promissory note. The Company entered into a secured promissory note (VIA Note-2) of $2.2 million with VIA on May 20, 2022. With a few amendments, the principal amount of the convertible promissory note was 14.5 million as of December 31, 2022, including the Company issuing 0.1 millions shares to settle the debt owed by VIA Motors and recording as notes receivable due from VIA. The Company entered into an amendment of the secured promissory note during the second quarter of 2022 to provide a note that was secured by the certain assets and rights of VIA, bore interest at an annual rate of 4.0%. The principal and interest is due and payable in the event of the termination of the merger agreement. The following table summarizes the activity related to the notes receivable reserve (in thousands): Balance at December 31, 2021 $ — Addition 60,513 Balance at December 31, 2022 60,513 Write-offs (60,857) Effect of change in foreign currency exchange rates 344 Balance at December 31 2023 $ — During year ended December 31, 2022, the Company experienced significant delays in the closing of the acquisition of VIA and in the fourth quarter of 2022 withdrew the S-4 resulting in an inability to close the acquisition in the manner originally contemplated. Consequently, the outstanding balances were re-evaluated as to recovery and the balances adjusted to estimated recovery values inclusive of the risks associated with the consummation of the acquisition and the credit risks in the event of an unsuccessful closing. During the year ended December 31, 2023, the Company completed the VIA acquisition as of January 31, 2023 and the notes value extended to VIA Motors prior to the closing of the acquisition were written off against the notes receivable reserve at the time of the acquisition to reflect the value attributable to the credits included in the closing statement, VIA notes including additional funding of $0.8 million on January 17, 2023, were settled and included in the consideration transferred at fair value. An additional impairment of $27.4 million was recorded in "Asset impairments" in the consolidated statement of operations for the three months ended March 31, 2023 upon settlement. (b) Inobat Convertible Promissory Note On December 24, 2021, the Company invested €10.0 million ($11.4 million) in Inobat via a convertible promissory note, was due December 24, 2022. Inobat specializes in the research, development, manufacture, and provision of innovative electric batteries custom-designed to meet the specific requirements of global mainstream and specialist OEMs within the automotive, commercial vehicle, motorsport, and aerospace sectors. Inobat is a European based battery manufacturer, that has a battery research and development facility and pilot line under development in Slovakia. The principal amount of the convertible promissory note is €10.0 million ($11.4 million) is unsecured, bears interest at an annual rate of 8.0%, and the scheduled maturity date was December 28, 2022. The convertible promissory note contains certain customary events of default and other rights and obligations of the parties. The loan due from Inobat matured in December 2022 without any receipt of payment, in March 2023, the Company extended the maturity date of the loan to May 2023 the Company determined that the Inobat note was fully impaired and recorded an impairment loss of $11.6 million recorded in "Asset impairments" in the year ended December 31, 2022. The Company entered into a settlement with Inobat in the year ended December 31, 2023 and received $5.3 million and wrote off the note against notes receivable reserve. (c) Green Power Motor Company On July 29, 2022, the Company loaned $45.0 thousand to Green Power Motor Company. Interest will accrue on the outstanding principal at a rate of fixed interest rate per annum equal to 7.50%. Borrower will make 80 consecutive monthly payments commencing on September 1, 2022. The following table summarizes the Company’s accounts receivable (in thousands): December 31, December 31, Accounts receivable, gross $ 2,587 $ 2,128 Less: allowance for doubtful accounts (1,550) (21) Accounts receivable, net $ 1,037 $ 2,107 |
Schedule of Allowance for Credit Losses | The following table summarizes the movement of the allowance for credit losses (in thousands): December 31, December 31, Balance at the beginning of the year $ (21) $ — Increase in the allowance for credit losses (1,529) (21) Write offs of accounts receivable — — Effect of change in foreign currency exchange rates — — Balance at the end of the year $ (1,550) $ (21) |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date. The recorded amounts for assets acquired and liabilities assumed are provisional and subject to change during the measurement period for certain items including the valuation of separately identified intangibles (Dollars in thousands) December 31, 2023 Fair value of consideration transferred: Common shares $ 28,617 Preferred shares 4,825 SAFE note 581 Secured convertible note 5,165 Contingent consideration 73,627 Purchase price $ 112,815 Allocated to: Current assets 1,757 Property and equipment, net 2,315 Operating lease right of use assets 5,064 Intangible assets – development technology 104,200 Intangible assets – trademark and tradename 11,410 Goodwill 13,020 Other assets — Current liabilities (16,940) Deferred tax liability (4,227) Other liabilities (3,784) Fair value of assets acquired, less liabilities assumed $ 112,815 (Dollars in thousands) Cash paid at closing $ 58,140 Fair value of previously held interest 22,183 Fair value of non-controlling interest 24,778 Purchase price $ 105,101 Allocated to: Current assets $ 19,708 Property and equipment, net 1,927 Intangible assets –Customer relationships 14,226 Intangible assets – Development technology 18,603 Intangible assets – Trademark and trade name 14,496 Goodwill 60,394 Other assets 1,024 Current liabilities (16,894) Other liabilities (8,383) Fair value of assets acquired, less liabilities assumed $ 105,101 |
Schedule of Useful Lives of the Intangible Assets Acquired | The useful lives of the intangible assets acquired is as follows: December 31, 2023 Intangible assets – development technology 20 Intangible assets – trademark and tradename 20 Weighted average 20 The useful lives of the intangible assets acquired is as follows: Energica Intangible assets – customer relationships 13.0 Intangible assets – development technology 8.0 Intangible assets – trademark and tradename 25.0 Weighted average 14.7 |
Schedule of Unaudited Pro Forma Financial Information | The unaudited pro forma financial information below is not necessarily indicative of either future results of operations or results that might have been achieved had the acquisitions occurred on January 1, 2022. Years Ended December 31, 2023 December 31, 2022 (Amounts in thousands, except per share and share data) Total revenue $ 14,502 $ 19,278 Net loss attributable to Ideanomics, Inc. common shareholders $ (199,767) $ (257,130) |
Schedule of Amortization Expense | The estimated amortization expense related to these intangible assets for each of the years subsequent to December 31, 2023, is as follows (amounts in thousands): 2024 4,180 2025 4,180 2026 4,050 2027 4,034 2028 and beyond 24,066 Total 40,510 The following table summarizes future expected amortization expense (in thousands): Years ending December 31, Amortization to be 2024 $ 3,059 2025 3,050 2026 2,908 2027 2,876 2028 2,864 2029 and thereafter 8,885 Total $ 23,642 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | The following table provides certain information related to n otes receivable consists of the following (in thousands): As of December 31, 2023 Cost Repayment Unrealized Gains Unrealized Losses Impairment Estimated Fair Value Green Power Motor Company (d) 45 (3) — — — 42 Total notes receivable $ 45 $ (3) $ — $ — $ — $ 42 As of December 31, 2022 Cost Interest Unrealized Gains Unrealized Losses Impairment Estimated Fair Value VIA Note (a) $ 63,218 $ 2,603 $ — $ — $ (34,213) $ 31,608 VIA Note 2 (a) 14,468 233 — — (14,701) — Inobat Note (b) 11,819 863 — (1,083) (11,599) — Green Power Motor Company (d) 45 — — — — 45 Total notes receivable $ 89,550 $ 3,699 $ — $ (1,083) $ (60,513) $ 31,653 (a) VIA Secured Promissory Notes On August 30, 2021, the Company invested $42.5 million in VIA, in the form of a convertible promissory note. With a few amendments, the principal amount of the convertible promissory note was $63.2 million as of December 31, 2022. The note was secured by the certain assets and rights of VIA, bore interest at an annual rate of 4.0% and the scheduled maturity date was the earlier of the closing date of the acquisition or one year after the agreement is terminated according to its terms. The convertible promissory note contained certain customary events of default and other rights and obligations of the parties. The Company expects to convert this promissory note in conjunction with the closing of the acquisition of VIA. Management assessed the probability of closing the acquisition in determining the recoverability of the promissory note. The Company entered into a secured promissory note (VIA Note-2) of $2.2 million with VIA on May 20, 2022. With a few amendments, the principal amount of the convertible promissory note was 14.5 million as of December 31, 2022, including the Company issuing 0.1 millions shares to settle the debt owed by VIA Motors and recording as notes receivable due from VIA. The Company entered into an amendment of the secured promissory note during the second quarter of 2022 to provide a note that was secured by the certain assets and rights of VIA, bore interest at an annual rate of 4.0%. The principal and interest is due and payable in the event of the termination of the merger agreement. The following table summarizes the activity related to the notes receivable reserve (in thousands): Balance at December 31, 2021 $ — Addition 60,513 Balance at December 31, 2022 60,513 Write-offs (60,857) Effect of change in foreign currency exchange rates 344 Balance at December 31 2023 $ — During year ended December 31, 2022, the Company experienced significant delays in the closing of the acquisition of VIA and in the fourth quarter of 2022 withdrew the S-4 resulting in an inability to close the acquisition in the manner originally contemplated. Consequently, the outstanding balances were re-evaluated as to recovery and the balances adjusted to estimated recovery values inclusive of the risks associated with the consummation of the acquisition and the credit risks in the event of an unsuccessful closing. During the year ended December 31, 2023, the Company completed the VIA acquisition as of January 31, 2023 and the notes value extended to VIA Motors prior to the closing of the acquisition were written off against the notes receivable reserve at the time of the acquisition to reflect the value attributable to the credits included in the closing statement, VIA notes including additional funding of $0.8 million on January 17, 2023, were settled and included in the consideration transferred at fair value. An additional impairment of $27.4 million was recorded in "Asset impairments" in the consolidated statement of operations for the three months ended March 31, 2023 upon settlement. (b) Inobat Convertible Promissory Note On December 24, 2021, the Company invested €10.0 million ($11.4 million) in Inobat via a convertible promissory note, was due December 24, 2022. Inobat specializes in the research, development, manufacture, and provision of innovative electric batteries custom-designed to meet the specific requirements of global mainstream and specialist OEMs within the automotive, commercial vehicle, motorsport, and aerospace sectors. Inobat is a European based battery manufacturer, that has a battery research and development facility and pilot line under development in Slovakia. The principal amount of the convertible promissory note is €10.0 million ($11.4 million) is unsecured, bears interest at an annual rate of 8.0%, and the scheduled maturity date was December 28, 2022. The convertible promissory note contains certain customary events of default and other rights and obligations of the parties. The loan due from Inobat matured in December 2022 without any receipt of payment, in March 2023, the Company extended the maturity date of the loan to May 2023 the Company determined that the Inobat note was fully impaired and recorded an impairment loss of $11.6 million recorded in "Asset impairments" in the year ended December 31, 2022. The Company entered into a settlement with Inobat in the year ended December 31, 2023 and received $5.3 million and wrote off the note against notes receivable reserve. (c) Green Power Motor Company On July 29, 2022, the Company loaned $45.0 thousand to Green Power Motor Company. Interest will accrue on the outstanding principal at a rate of fixed interest rate per annum equal to 7.50%. Borrower will make 80 consecutive monthly payments commencing on September 1, 2022. The following table summarizes the Company’s accounts receivable (in thousands): December 31, December 31, Accounts receivable, gross $ 2,587 $ 2,128 Less: allowance for doubtful accounts (1,550) (21) Accounts receivable, net $ 1,037 $ 2,107 |
Schedule of Allowance for Credit Losses | The following table summarizes the movement of the allowance for credit losses (in thousands): December 31, December 31, Balance at the beginning of the year $ (21) $ — Increase in the allowance for credit losses (1,529) (21) Write offs of accounts receivable — — Effect of change in foreign currency exchange rates — — Balance at the end of the year $ (1,550) $ (21) |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Charges | The following table summarizes the charges in connection with its employee termination cost (in thousands): Years ended December 31, 2023 December 31, 2022 Balance at the beginning of the period 1,056 — Increase/(decrease) 608 1,056 Payment (1,268) — Balance at the end of the period 396 1,056 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | The following table summarizes the Company’s property and equipment (in thousands): December 31, December 31, Furniture and office equipment $ 1,433 $ 1,605 Vehicles 832 1,028 Leasehold improvements 3,440 3,784 Shop equipment 4,614 3,129 Construction in progress 6,420 — Total property and equipment 16,739 9,546 Less: accumulated depreciation (3,835) (1,701) Property and equipment, net $ 12,904 $ 7,845 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | The following table summarizes changes in the carrying amount of goodwill for the years ended December 31, 2023 and 2022 (in thousands): Balance as of January 1, 2022 $ — Measurement period adjustments 1,234 Impairment (a) (22,662) Acquisitions 60,395 Effect of change in foreign currency exchange rates (1,192) Balance as of January 1, 2023 37,775 Measurement period adjustments (2,307) Impairment (b) (13,712) Acquisitions 13,020 Effect of change in foreign currency exchange rates 1,118 Balance as of December 31, 2023 $ 35,894 (a) While Energica significantly expanded the global dealer network and introduced product into the US market, the business did not meet its performance targets in 2022 and is expected to continue to miss business development targets in 2023. Consequently, updated projections reflecting the longer time period required for market development and sales expansion reflect a related decrease in the enterprise value. Based on the results of the annual quantitative impairment test, the fair value of the Energica reporting unit was below the carrying value of its net assets. The fair value of the Energica reporting unit was based on the income approach. Under the income approach, the Company estimated the fair value of the reporting unit based on the present value of estimated future cash flows which are Level 3 unobservable inputs in the fair value hierarchy. The Company prepared cash flow projections based on management's estimates of revenue growth rates and operating margins, taking into consideration the historical performance and the current macroeconomic industry and market conditions. The Company based the discount rate on the weighted-average cost of capital adjusted for the relevant risk associated with business-specific characteristics and the uncertainty related to the Energica’s ability to execute on the projected cash flows. The fair value of Energica’s reporting unit is based on management’s best estimates, and should actual results differ from those estimates, future impairment charges may be required in future periods. The quantitative analysis indicated that the carrying amount of the Energica reporting unit exceeded its fair value. As a result, the Company recorded a goodwill impairment charge of €21.1 million ($22.7 million) in the years ended December 31, 2022. (b) The goodwill from the VIA acquisition represents future economic benefits that we expect to achieve as a result of the VIA acquisition. Goodwill is calculated as the excess of the consideration transferred over the net assets acquired and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The goodwill is not expected to be deductible for tax purposes. Goodwill will not be amortized but instead will be tested for impairment at least annually and more frequently if certain indicators of impairment are present. Management has concluded that VIA will not achieve its previous production and sales goals as the business's engineering and operations functions have been temporarily paused due to a lack of capital to investment in the next phases of development and manufacturing. As a result, the Company fully impaired the goodwill to zero in the year ended December 31, 2023. The quantitative analysis indicated that the carrying amount of the Energica reporting unit exceeded its fair value. As a result, the Company recorded a goodwill impairment charge of €2.7 million ($3.0 million) in the years ended December 31, 2023. |
Schedule of Amortizing and Indefinite Lived Intangible Assets | The following table summarizes information regarding amortizing and indefinite lived intangible assets (in thousands): December 31, 2023 December 31, 2022 Weighted Gross Accumulated Impairment Loss Net Gross Accumulated Impairment Loss Net Amortizing Intangible Assets Patents, trademarks and brands 20.9 $ 26,621 $ (1,870) $ (19,530) $ 5,221 $ 14,734 $ (660) $ — $ 14,074 Customer relationships 12.7 14,349 (2,024) (8,501) 3,824 13,937 (824) — 13,113 Licenses 3.4 105 (33) — 72 141 (16) — 125 Software 2.3 132 (76) — 56 2,981 (667) (2,300) 14 Technology 6.2 122,969 (15,144) (93,356) 14,469 18,225 (1,954) — 16,271 164,176 (19,147) (121,387) 23,642 50,018 (4,121) (2,300) 43,597 Indefinite lived intangible assets Website name 25 — — 25 25 — — 25 Total $ 164,201 $ (19,147) $ (121,387) $ 23,667 $ 50,043 $ (4,121) $ (2,300) $ 43,622 *excludes intangible assets fully amortized or written off in prior period |
Schedule of Amortization Expense | The estimated amortization expense related to these intangible assets for each of the years subsequent to December 31, 2023, is as follows (amounts in thousands): 2024 4,180 2025 4,180 2026 4,050 2027 4,034 2028 and beyond 24,066 Total 40,510 The following table summarizes future expected amortization expense (in thousands): Years ending December 31, Amortization to be 2024 $ 3,059 2025 3,050 2026 2,908 2027 2,876 2028 2,864 2029 and thereafter 8,885 Total $ 23,642 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense and Supplemental Cash Flow Information | The following tables provide the components of lease expense included within the Consolidated Statement of Comprehensive Income (Loss) for the years ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 December 31, 2022 Operating lease cost $ 3,015 $ 2,418 Short-term lease cost 700 357 Finance lease cost: Amortization of right-of-use assets 320 163 Interest on lease liabilities 42 16 Sublease income — — Total $ 4,077 $ 2,954 The following table provides the weighted average remaining lease term and the weighted average discount rate for the Company's leases as of December 31, 2023 and 2022: Year Ended December 31, 2023 December 31, 2022 Operating and Finance lease weighted average remaining lease term (in years): Operating leases 7.3 4.1 Finance leases 3.0 3.6 Year Ended December 31, 2023 December 31, 2022 Operating and Finance lease weighted average discount rate: Operating leases 11.9 % 5.4 % Finance leases 2.5 % 2.4 % The following table provides supplemental cash flow information related to leases for the ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 December 31, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,078 $ — Operating cash flows from finance leases 42 242 Right-of-use assets obtained in exchange for new operating lease liabilities — 6,773 Right-of-use assets obtained in exchange for new finance lease liabilities $ 422 $ 1,134 |
Schedule of Maturity of Operating Lease Liability | As of December 31, 2023, the Company’s future maturities of operating and finance lease liabilities were as follows: Years ending December 31 Operating Leases Finance Leases 2024 $ 3,025 $ 364 2025 2,706 364 2026 2,561 279 2027 1,714 91 2028 1,549 — 2029 and thereafter 9,847 — Total undiscounted lease liabilities 21,402 1,098 Less: imputed interest (7,290) (81) Net lease liabilities $ 14,112 $ 1,017 |
Schedule of Maturity of Finance Lease Liability | As of December 31, 2023, the Company’s future maturities of operating and finance lease liabilities were as follows: Years ending December 31 Operating Leases Finance Leases 2024 $ 3,025 $ 364 2025 2,706 364 2026 2,561 279 2027 1,714 91 2028 1,549 — 2029 and thereafter 9,847 — Total undiscounted lease liabilities 21,402 1,098 Less: imputed interest (7,290) (81) Net lease liabilities $ 14,112 $ 1,017 |
Promissory Notes (Tables)
Promissory Notes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Payable, Current [Abstract] | |
Schedule of of Outstanding Promissory Notes | The following is the summary of outstanding promissory notes as of December 31, 2023 and 2022 (in thousands): December 31, December 31, Interest rate Principal Amount Carrying Amount* Principal Amount Carrying Amount* Convertible Debenture (a,b) 4.0% $ 7,218 $ 7,524 $ 4,442 $ 3,928 Small Business Association Paycheck Protection Program (c) 1.0% 133 133 219 219 Tillou Promissory note (d) 22% 2,000 2,348 2,000 2,021 Therese Promissory note (e) 22% 775 1,081 — — Commercial Insurance Premium Finance (f) 8.0% 352 352 992 992 Other lending agreements (g) 0.1% - 20.0% 8,445 16,992 10,325 10,325 Total $ 18,923 28,430 $ 17,978 17,485 Less: Current portion (24,487) (15,527) Long-term Note, less current portion $ 3,943 $ 1,958 *Carrying amount includes the accrued interest and approximates the fair value because of the short-term nature of these instruments. |
Stockholders_ Equity and Conv_2
Stockholders’ Equity and Convertible Redeemable Preferred Stock (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Activity for the Redeemable Non-controlling Interest | The following table summarizes activity for the redeemable non-controlling interest for the years ended December 31, 2022 (in thousands): January 1, 2022 7,485 Accretion of dividend 464 Loss attributable to non-controlling interest (206) Adjustment to redemption value 206 Settlement (7,949) December 31, 2022 $ — |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Lease Agreement | This lease agreement is reflected in the consolidated balance sheets and statement of operations as follows (in thousands): December 31, 2023 Operating lease right of use assets 287 Current portion of operating lease liabilities 49 Operating lease liabilities - long term 238 Selling, general and administrative expenses 61 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity | The following table summarizes stock option activity for the years ended December 31, 2023 and 2022: Options Weighted Weighted Aggregated Outstanding at December 31, 2021 174,750 $ 217.50 8.06 $ 4,596,393 Granted 106,670 37.50 — — Exercised (579) 66.25 — — Expired (8,310) 260.00 — — Forfeited (4,208) 218.75 — — Outstanding at December 31, 2022 268,323 146.25 7.80 — Granted 2,800 4.75 — — Exercised — — — — Expired (47,211) 146.70 — — Forfeited (22,679) 105.49 — — Outstanding at December 31, 2023 201,233 148.68 6.97 — Vested as of December 31, 2023 178,266 155.04 6.77 — Expected to vest as of December 31, 2023 22,967 99.35 8.48 — |
Schedule of Assumptions Used to Estimate the Fair Values of the Share Options | For the options with performance and service conditions, the assumptions used to estimate the fair values of the stock options granted in the year ended December 31, 2023 and 2022 are as follows: Year ended December 31, 2023 December 31, 2022 Expected term (in years) 5.38 0.5 - 5.55 Expected volatility 128% 96% - 127% Expected dividend yield — % — % Risk free interest rate 3.91% 1.69% - 4.58% |
Schedule of Warrants Outstanding and Exercisable | A summary of the warrants is as follows: 2023 2022 Warrants Outstanding Number of Number of Exercise Acuitas Capital, LLC — 80,000 $ 36.25 |
Schedule of Unvested Restricted Shares | A summary of the unvested restricted shares is as follows: Shares Weighted-average fair value Non-vested restricted shares outstanding at December 31, 2021 — $ — Granted 70,400 27.50 Forfeited — — Vested (40,800) 31.25 Non-vested restricted shares outstanding at December 31, 2022 29,600 Granted 222,000 7.87 Forfeited (17,983) 26.51 Vested (232,200) 8.88 Non-vested restricted shares outstanding at December 31, 2023 1,417 $ 4.75 |
Loss Per Common Share (Tables)
Loss Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings (Loss) Per Common Share | The following table summarizes the Company's earnings (loss) per share (USD in thousands, except per share amounts): December 31, 2023 December 31, 2022 Net loss from continuing operations $ (204,850) $ (213,633) Net loss from discontinued operations (29,276) (68,452) Preferred stock dividends (481) (56) Net loss attributable to Ideanomics, Inc. common stockholders $(234,607) $(282,141) Basic and diluted weighted average common shares outstanding 9,971,038 4,101,624 Net loss per share: Basic and diluted Continuing operations $ (20.59) $ (52.10) Discontinued operations (2.94) (16.69) Basic and diluted loss per share of Common Stock $ (23.53) $ (68.79) |
Schedule of Computation of Diluted Loss Per Share | The following table includes the number of shares that may be dilutive potential common shares in the future. The holders of these shares do not have a contractual obligation to share in our losses and thus these shares were not included in the computation of diluted loss per share because the effect was antidilutive (in thousands.) December 31, December 31, Warrants — 80 Options and RSUs 203 336 Series A Preferred Stock 7 7 Series B Preferred Stock 1,058 500 Series C Preferred Stock 186 — Contingent shares — 12 Convertible promissory note and interest 3,972 243 Total 5,426 1,178 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Loss Before Tax and Provision for Income Tax Benefit | Loss before tax (after impairment of an equity in loss of equity method investees) and the provision for income tax benefit consists of the following components (in thousands): 2023 2022 Loss before tax, after impairment of and equity in loss of equity method investees United States $ (190,246) $ (208,155) PRC/Italy/Hong Kong/Malaysia and other (46,140) (81,672) (236,386) (289,827) Deferred tax expense (benefit) of net operating loss United States - Federal — (261) United States - State — (197) PRC/Italy/Hong Kong/Malaysia and other — (2,143) — (2,601) Deferred tax (benefit) of a decrease in the beginning of the year Valuation allowance as a result of a change in circumstances — — United States - Federal — — United States - State — — PRC/Italy/Hong Kong/Malaysia and other — — — — Deferred tax expense (benefit) other than the above two categories United States - Federal (3,604) (116) United States - State — (218) PRC/Italy/Hong Kong/Malaysia and other (1,638) 1,060 (5,242) 726 Total deferred income tax (expense) benefit (5,242) (1,875) Current tax expense (benefit) other than benefit of net operating loss United States - Federal — — United States - State — 301 PRC/Hong Kong/Singapore/Malaysia — — Total current income tax (expense) benefit — 301 Total income tax expense (benefit) $ (5,242) $ (1,574) |
Schedule of Reconciliation of Expected Income Tax | A reconciliation of the expected income tax derived by the application of the U.S. CIT rate to the Company’s loss before income tax benefit is as follows: 2023 2022 2021 U. S. statutory income tax rate 21.0 % 21.0 % 21.0 % Non-deductible expenses: Non-deductible stock awards — (0.8) (0.6) Non-deductible impairment or disposal of goodwill (4.3) (2.7) (10.5) Non-deductible acquisition costs (0.3) (0.1) (0.7) Non-deductible officers’ compensation (0.1) (0.1) (0.6) Non-deductible interest expenses (0.3) (0.1) (0.2) Additional tax cost basis on disposal of subsidiary — — 0.4 Expiration of and disposal of subsidiary NOL carryovers (0.5) — (0.5) Change in state tax rates due to change in state apportionment (0.2) (1.1) 1.1 Increase in valuation allowance (23.3) (19.8) (10.3) Tax rate differential(state and foreign) 3.1 3.7 5.0 Non-taxable gain on remeasurement of previously held equity interest Energica — 1.4 — Non-taxable gain Non-deductible (loss) on contingent consideration 6.6 — 0.9 Others 0.8 (0.6) (0.6) Effective income tax rate 2.5 % 0.8 % 4.4 % |
Schedule of Components of Deferred Tax Assets and Liabilities | Deferred income taxes are recognized for future tax consequences attributable to temporary differences between the carrying amounts of assets and liabilities for financial statement purposes and income tax purposes using enacted rates expected to be in effect when such amounts are realized or settled. Significant components of the Company’s deferred tax assets and liabilities at December 31, 2023 and 2022 are as follows (in thousands): December 31, December 31, U.S. NOL $ 107,626 $ 73,209 Foreign NOL 18,920 14,340 U.S. capital loss carryover 6,620 841 U. S. Section 1231 carryover 2,209 2,274 Accrued payroll and expense 1,141 963 Nonqualified options 4,595 3,661 Intangible assets 15,051 3,247 Inventory reserve 1,817 884 Bad debt allowance 654 346 Impaired assets 10,056 28,497 Urealized losses 314 345 Other 714 218 Property and equipment 1,533 — Equity investment loss and others 4,794 5,505 Total deferred tax assets 176,044 134,330 Less: valuation allowance (170,841) (123,310) Property and equipment — (292) Intangible assets (6,211) (12,707) Outside basis in domestic subsidiary and other (937) (1,021) Total deferred tax liabilities (7,148) (14,020) Net deferred tax assets (liabilities) $ (1,945) $ (3,000) |
Schedule of Changes in the Valuation Allowance | The following table reflects the changes in the valuation allowance (in thousands): Valuation allowance - January 1, 2021 $ 46,732 Increase - year ended December 31, 2021 28,240 Valuation allowance - December 31, 2021 74,972 Increase - year ended December 31, 2022 48,338 Valuation allowance - December 31, 2022 123,310 Increase - year ended December 31, 2023 47,531 Valuation allowance - December 31, 2023 $ 170,841 |
Schedule of Changes in the Gross Unrecognized Tax Positions | The following table reflects changes in the gross unrecognized tax positions (in thousands): Unrecognized tax benefits at beginning of year - January 1, 2021 $ 256 Gross changes - year ended December 31, 2021 — Unrecognized tax benefits at end of year - December 31, 2021 256 Gross changes - year ended December 31, 2022 — Unrecognized tax benefits at end of year - December 31, 2022 256 Gross increases - current year tax positions — Unrecognized tax benefits at end of year - December 31, 2023 $ 256 |
Geographic Areas (Tables)
Geographic Areas (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Geographic Information | The following table summarizes geographic information for long-lived assets (in thousands): December 31, 2023 December 31, 2022 United States $ 6,000 $ 4,476 Europe 2,991 2,532 Total $ 8,991 $ 7,008 |
Contingent Consideration (Table
Contingent Consideration (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value on a Recurring Basis | The following table summarizes information about the Company’s contingent consideration arrangements measured at fair value on a recurring basis, grouped into Level 1 to 3 based on the degree to which the input to fair value is observable (in thousands): December 31, 2023 Level 1 Level 2 Level 3 Total DBOT - Contingent Consideration a $ — $ — $ 649 $ 649 Tree Technology - Contingent Consideration b — — 78 78 Solectrac - Contingent Consideration c — — — — VIA - Contingent consideration d $ — $ — $ — $ — Total $ — $ — $ 727 $ 727 December 31, 2022 Level 1 Level 2 Level 3 Total DBOT - Contingent Consideration a $ — $ — $ 649 $ 649 Tree Technology - Contingent Consideration b — — 118 118 Solectrac - Contingent Consideration c — — 100 100 Total $ — $ — $ 867 $ 867 |
Schedule of Significant Inputs and Assumptions | The following table summarizes the significant inputs and assumptions used in the probability-weighted discounted cash flow approach: December 31, 2022 Weighted-average cost of capital 15.0% Probability 5%-20% December 31, 2022 Risk-free interest rate 3.4 % Expected volatility 25.0 % Expected discount rate 13.1 % January 31 2023 Risk-free interest rate 3.7 % Expected volatility 65.0 % Expected discount rate 13.9 % |
Schedule of Reconciliation of Level 3 Fair Value Measurements | The following table summarizes the reconciliation of contingent consideration measured using Level 3 inputs (in thousands): Contingent December 31 2021 999 Remeasurement loss/(gain) recognized in the income statement (132) December 31 2022 $ 867 Addition 73,628 Remeasurement loss/(gain) recognized in the income statement (73,768) December 31 2023 727 |
Organization and Principal Ac_2
Organization and Principal Activities - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) segment businessUnit | Dec. 31, 2022 USD ($) | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Number of operating segments | segment | 1 | ||
Number of business units | businessUnit | 2 | ||
Cash and cash equivalents | $ 1,249 | $ 2,914 | |
Accounts payable and accrued expenses | 64,300 | ||
Current contingent consideration | 727 | 867 | |
Current portion of operating lease liabilities | 3,222 | 2,031 | |
Payments of short-term and long-term debt | 24,500 | ||
Net loss | 204,850 | 213,633 | |
Accumulated deficit | (1,090,579) | (866,418) | |
Italy | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Cash and cash equivalents | 1,200 | ||
Nonrelated Party | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Other current liabilities | $ 13,181 | $ 9,287 | |
Standby Equity Purchase Agreement | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Proceeds from sale of preferred shares, issuance of a convertible note and sale of financial assets | $ 30,000 |
Immaterial Corrections of Pri_3
Immaterial Corrections of Prior Period Financial Statements - Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Assets | |||
Accounts receivable, net | $ 1,037 | $ 2,107 | $ 895 |
Inventory | 19,838 | 29,309 | |
Liabilities | |||
Deferred revenue | 2,537 | 2,186 | $ 1,241 |
Stockholders’ Equity | |||
Accumulated deficit | (1,090,579) | (866,418) | |
Nonrelated Party | |||
Liabilities | |||
Deferred revenue | 2,186 | ||
Promissory note due | $ 14,615 | 9,578 | |
Previously Reported | |||
Assets | |||
Accounts receivable, net | 4,242 | ||
Inventory | 23,192 | ||
Stockholders’ Equity | |||
Accumulated deficit | (866,450) | ||
Previously Reported | Nonrelated Party | |||
Liabilities | |||
Deferred revenue | 1,999 | ||
Promissory note due | 5,814 | ||
Adjustments | |||
Assets | |||
Accounts receivable, net | (2,135) | ||
Inventory | 6,117 | ||
Stockholders’ Equity | |||
Accumulated deficit | 32 | ||
Adjustments | Nonrelated Party | |||
Liabilities | |||
Deferred revenue | 187 | ||
Promissory note due | $ 3,764 |
Immaterial Corrections of Pri_4
Immaterial Corrections of Prior Period Financial Statements - Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Total revenue | $ 15,459 | $ 19,015 |
Total cost of revenue | 18,173 | 22,373 |
Gross profit | (2,714) | (3,358) |
Loss from operations | (217,454) | (212,634) |
Net loss | (234,126) | (282,085) |
Product | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Total revenue | 13,710 | 14,754 |
Total cost of revenue | $ 17,765 | 20,257 |
Previously Reported | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Total revenue | 25,100 | |
Total cost of revenue | 28,490 | |
Gross profit | (3,390) | |
Loss from operations | (212,666) | |
Net loss | (282,117) | |
Previously Reported | Product | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Total revenue | 20,839 | |
Total cost of revenue | 26,374 | |
Adjustments | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Total revenue | (6,085) | |
Total cost of revenue | (6,117) | |
Gross profit | 32 | |
Loss from operations | 32 | |
Net loss | 32 | |
Adjustments | Product | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Total revenue | (6,085) | |
Total cost of revenue | $ (6,117) |
Immaterial Corrections of Pri_5
Immaterial Corrections of Prior Period Financial Statements - Stmt of Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Net loss | $ (234,126) | $ (282,085) |
Comprehensive loss | (232,449) | (289,676) |
Comprehensive loss attributable to Ideanomics, Inc. shareholders | $ (222,278) | (266,987) |
Previously Reported | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Net loss | (282,117) | |
Comprehensive loss | (289,708) | |
Comprehensive loss attributable to Ideanomics, Inc. shareholders | (267,019) | |
Adjustments | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||
Net loss | 32 | |
Comprehensive loss | 32 | |
Comprehensive loss attributable to Ideanomics, Inc. shareholders | $ 32 |
Immaterial Corrections of Pri_6
Immaterial Corrections of Prior Period Financial Statements - Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (234,126) | $ (282,085) |
Net loss from continuing operations | (204,850) | (213,633) |
Accounts receivable | (606) | (47) |
Inventory | 9,301 | (15,949) |
Accrued expenses, salary and other current liabilities | $ 2,931 | (1,349) |
Previously Reported | ||
Cash flows from operating activities: | ||
Net loss | (282,117) | |
Net loss from continuing operations | (213,665) | |
Accounts receivable | (2,182) | |
Inventory | (9,832) | |
Accrued expenses, salary and other current liabilities | (5,113) | |
Adjustments | ||
Cash flows from operating activities: | ||
Net loss | 32 | |
Net loss from continuing operations | 32 | |
Accounts receivable | 2,135 | |
Inventory | (6,117) | |
Accrued expenses, salary and other current liabilities | $ 3,764 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 07, 2021 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Provision for depreciation | $ 3,835,000 | $ 1,701,000 | ||
Inventories serving as collateral for short-term borrowing | 1,800,000 | 2,000,000 | ||
Impairment of equity method investments | 6,900,000 | 11,800,000 | ||
Warranty liability | 400,000 | 600,000 | ||
Foreign currency translation adjustments | 0 | (4,100,000) | ||
Escrow trust balances | 0 | 9,300,000 | ||
Advertising and marketing costs | 2,300,000 | 6,100,000 | ||
Research and development expense | 10,191,000 | 3,792,000 | ||
Interest or penalties of uncertain tax positions | 0 | 0 | $ 0 | |
Long-term investment, cost method | $ 7,500,000 | |||
Maximum exposure for VIE | 39,100,000 | |||
Total equity | 28,221,000 | (136,483,000) | (365,368,000) | |
Accumulated Deficit | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total equity | 1,090,579,000 | 866,418,000 | $ 605,758,000 | |
Cumulative Effect, Period of Adoption, Adjustment | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total equity | 332,000 | |||
Cumulative Effect, Period of Adoption, Adjustment | Accumulated Deficit | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Total equity | $ 300,000 | $ 332,000 | ||
Electronic equipment | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Estimated useful life (in years) | 5 years | |||
Leasehold improvements | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Estimated useful life (in years) | 10 years | |||
Construction in progress | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Provision for depreciation | $ 0 | |||
Minimum | Furniture and office equipment | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Estimated useful life (in years) | 3 years | |||
Minimum | Vehicles | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Estimated useful life (in years) | 3 years | |||
Maximum | Furniture and office equipment | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Estimated useful life (in years) | 10 years | |||
Maximum | Vehicles | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Estimated useful life (in years) | 5 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | |||
Raw materials | $ 6,807 | $ 4,147 | |
Work in progress | 9,429 | 10,775 | |
Finished goods | 11,937 | 17,454 | |
Inventory Reserve | (8,335) | (3,067) | $ (476) |
Total | $ 19,838 | $ 29,309 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Inventory Reserve (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Inventory Valuation Reserves [Roll Forward] | ||
Balance at the beginning of the year | $ (3,067) | $ (476) |
Increases | (5,268) | (2,591) |
Decreases | 0 | 0 |
Balance at the end of the year | $ (8,335) | $ (3,067) |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Millions | 2 Months Ended | ||
Nov. 07, 2023 | Jul. 25, 2023 | Dec. 28, 2023 | |
US Hybrid | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from disposal | $ 0.5 | ||
Discontinued Operations, Disposed of by Sale | Timios Holdings Corp | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from disposal | $ 0.5 | ||
Transaction cost | 0.2 | ||
Extinguishment of outstanding payables | $ 2.4 | ||
Discontinued Operations, Disposed of by Sale | US Hybrid | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from disposal | $ 1.2 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Operating Results of Discontinued Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss from discontinued operations, net of tax | $ (29,276) | $ (68,452) |
Discontinued Operations, Disposed of by Sale | Timios Holdings Corp | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total revenue | 16,412 | 75,835 |
Cost of revenue | 15,418 | 73,261 |
Gross profit | 994 | 2,574 |
Selling and administrative expenses | 20,219 | 35,105 |
Depreciation and amortization | 455 | 2,409 |
Asset impairments | 10,519 | 43,694 |
Other operating costs | 31 | 1,233 |
Operating loss | (30,230) | (79,867) |
Non-operating income (expense) | 814 | 5,278 |
Income tax benefit | 140 | 6,137 |
Loss from discontinued operations, net of tax | (29,276) | (68,452) |
Discontinued Operations, Held-for-sale | Energica, Solectrac, Wave Technologies and US Hybrid | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total revenue | 11,732 | 16,341 |
Cost of revenue | 15,284 | 19,128 |
Gross profit | (3,552) | (2,787) |
Selling and administrative expenses | 21,738 | 21,199 |
Depreciation and amortization | 4,954 | 4,173 |
Asset impairments | 20,001 | 22,673 |
Other operating costs | 2,270 | 3,449 |
Operating loss | $ (52,515) | $ (54,281) |
Discontinued Operations - Sch_2
Discontinued Operations - Schedule of Assets and Liabilities of Discontinued Operations (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current assets of discontinued operations | $ 5,036 | $ 33,703 |
Noncurrent assets of discontinued operations | 2,842 | 19,212 |
Current liabilities of discontinued operations | 7,721 | 14,244 |
Noncurrent liabilities of discontinued operations | 1,672 | 5,212 |
Discontinued Operations, Disposed of by Sale | Timios Holdings Corp | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash and cash equivalents | 1,180 | 19,015 |
Accounts Receivables, net | 382 | 1,614 |
Inventory, net | 2,667 | 5,054 |
Prepaid expenses and other current assets | 807 | 8,020 |
Current assets of discontinued operations | 5,036 | 33,703 |
Property and equipment, net | 177 | 1,227 |
Intangible assets, net | 6 | 9,147 |
Operating lease right of use assets | 2,232 | 5,446 |
Other noncurrent assets | 428 | 3,392 |
Noncurrent assets of discontinued operations | 2,843 | 19,212 |
Accounts payable and accrued expenses | 2,947 | 8,970 |
Current portion of operating lease liabilities | 941 | 469 |
Other current liabilities | 3,834 | 4,805 |
Current liabilities of discontinued operations | 7,722 | 14,244 |
Operating lease liabilities – long term | 1,317 | 0 |
Deferred tax liabilities | 355 | 454 |
Other noncurrent liabilities | 0 | 4,758 |
Noncurrent liabilities of discontinued operations | 1,672 | 5,212 |
Discontinued Operations, Held-for-sale | Energica, Solectrac, Wave Technologies and US Hybrid | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash and cash equivalents | 1,221 | 2,168 |
Accounts Receivables, net | 408 | 1,741 |
Inventory, net | 17,349 | 25,000 |
Prepaid expenses and other current assets | 2,288 | 7,482 |
Current assets of discontinued operations | 21,266 | 36,391 |
Property and equipment, net | 5,616 | 5,671 |
Intangible assets, net | 23,512 | 43,471 |
Goodwill | 35,894 | 37,775 |
Operating lease right of use assets | 6,095 | 6,533 |
Other noncurrent assets | 2,262 | 1,818 |
Noncurrent assets of discontinued operations | 73,379 | 95,268 |
Accounts payable and accrued expenses | 14,703 | 16,339 |
Current portion of operating lease liabilities | 808 | 768 |
Other current liabilities | 22,096 | 18,335 |
Current liabilities of discontinued operations | 37,607 | 35,442 |
Operating lease liabilities – long term | 5,415 | 5,846 |
Deferred tax liabilities | 1,007 | 2,648 |
Other noncurrent liabilities | 4,786 | 2,773 |
Noncurrent liabilities of discontinued operations | $ 11,208 | $ 11,267 |
Discontinued Operations - Sch_3
Discontinued Operations - Schedule of Balance Sheet Excluding Held for Sale Businesses (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash and cash equivalents | $ 1,249 | $ 2,914 | |
Accounts receivable, net | 1,037 | 2,107 | $ 895 |
Inventory | 19,838 | 29,309 | |
Current assets of discontinued operation and businesses held for sale | 5,036 | 33,703 | |
Total current assets | 32,599 | 118,020 | |
Property and equipment, net | 12,904 | 7,845 | |
Intangible assets, net | 23,667 | 43,622 | |
Goodwill | 35,894 | 37,775 | 0 |
Operating lease right of use assets | 6,117 | 10,533 | |
Other non-current assets | 2,861 | 2,276 | |
Non-current assets of discontinued operations | 2,842 | 19,212 | |
Total assets | 116,884 | 246,783 | |
Accounts payable and accrued expenses | 64,300 | ||
Current portion of operating lease liabilities | 3,222 | 2,031 | |
Current liabilities of discontinued operations | 7,721 | 14,244 | |
Total current liabilities | 117,633 | 80,813 | |
Operating lease liabilities – long term | 10,890 | 8,566 | |
Other noncurrent liabilities | 1,071 | 1,131 | |
Non-current liabilities of discontinued operations | 1,672 | 5,212 | |
Total liabilities | 137,155 | 100,188 | |
Equity | |||
Common stock | 1,499 | 597 | |
Additional paid-in capital | 1,071,520 | 1,004,082 | |
Accumulated deficit | (1,090,579) | (866,418) | |
Accumulated other comprehensive (income) loss | (4,553) | (6,104) | |
Total Ideanomics, Inc. shareholder's equity | (22,113) | 132,157 | |
Non-controlling interest | (6,108) | 4,326 | |
Total equity | (28,221) | 136,483 | $ 365,368 |
Total liabilities, convertible redeemable preferred stock and equity | 116,884 | 246,783 | |
Series A Preferred Stock | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Convertible redeemable preferred stock | 1,262 | 1,262 | |
Series B Preferred Stock | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Convertible redeemable preferred stock | 1,863 | 8,850 | |
Series C Preferred Stock | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Convertible redeemable preferred stock | 4,825 | 0 | |
Pro Forma | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash and cash equivalents | 28 | 746 | |
Accounts receivable, net | 629 | 366 | |
Inventory | 2,489 | 4,309 | |
Prepaid expenses and other current assets | 3,148 | 42,505 | |
Current assets of discontinued operation and businesses held for sale | 26,302 | 70,095 | |
Total current assets | 32,596 | 118,021 | |
Property and equipment, net | 7,288 | 2,174 | |
Intangible assets, net | 155 | 151 | |
Goodwill | 0 | 0 | |
Operating lease right of use assets | 22 | 4,000 | |
Other non-current assets | 601 | 8,098 | |
Non-current assets of discontinued operations | 76,222 | 114,481 | |
Total assets | 116,884 | 246,925 | |
Accounts payable and accrued expenses | 49,634 | 18,405 | |
Current portion of operating lease liabilities | 2,415 | 1,264 | |
Other current liabilities | 20,256 | 11,457 | |
Current liabilities of discontinued operations | 45,329 | 49,687 | |
Total current liabilities | 117,634 | 80,813 | |
Operating lease liabilities – long term | 5,474 | 2,720 | |
Deferred tax liabilities | 938 | 0 | |
Non-current contingent liabilities | 0 | 0 | |
Other noncurrent liabilities | 229 | 321 | |
Non-current liabilities of discontinued operations | 12,880 | 16,476 | |
Total liabilities | 137,155 | 100,330 | |
Equity | |||
Common stock | 1,499 | 597 | |
Additional paid-in capital | 1,071,520 | 1,004,082 | |
Accumulated deficit | (1,090,579) | (866,418) | |
Accumulated other comprehensive (income) loss | (4,553) | (6,104) | |
Total Ideanomics, Inc. shareholder's equity | (22,113) | 132,157 | |
Non-controlling interest | (6,108) | 4,326 | |
Total equity | (28,221) | 136,483 | |
Total liabilities, convertible redeemable preferred stock and equity | 116,884 | 246,925 | |
Pro Forma | Series A Preferred Stock | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Convertible redeemable preferred stock | 1,262 | 1,262 | |
Pro Forma | Series B Preferred Stock | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Convertible redeemable preferred stock | 1,863 | 8,850 | |
Pro Forma | Series C Preferred Stock | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Convertible redeemable preferred stock | $ 4,825 | $ 0 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 15,459 | $ 19,015 |
Electric vehicle products | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 3,328 | 4,830 |
Electric vehicle services | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 72 | 0 |
Electric motorcycle products and services | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 7,590 | 10,435 |
Electric motorcycle sponsorship services | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 743 | 1,075 |
Charging, battery and powertrain products | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 2,932 | 849 |
Charging, battery and powertrain services | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 30 | 1,482 |
Other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 764 | 344 |
North America | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 9,574 | 7,497 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 5,885 | $ 11,518 |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Liabilities and Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | |||
Accounts receivable, net | $ 1,037 | $ 2,107 | $ 895 |
Deferred revenue | 2,537 | 2,186 | 1,241 |
Contract assets | $ 34 | $ 3,579 | $ 2,172 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 15,459 | $ 19,015 |
Accounts receivable, net | 0 | 3,600 |
Recognized revenue | 1,600 | 996 |
Grant | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 1,000 | $ 300 |
Revenue - Schedule of Deferred
Revenue - Schedule of Deferred Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Contract With Customer, Liability [Roll Forward] | ||
Beginning balance | $ 2,186 | $ 1,241 |
Revenue recognized, included in beginning balance | (1,600) | (996) |
Additions, net of revenue recognized during period, and other | 1,951 | 1,941 |
Ending Balance | $ 2,537 | $ 2,186 |
Notes Receivable from Third P_3
Notes Receivable from Third Parties - Information Related to Notes Receivable (Details) € in Millions, shares in Millions | 3 Months Ended | 12 Months Ended | ||||||||
Jan. 17, 2023 USD ($) | Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) shares | Jan. 30, 2023 USD ($) | Jul. 29, 2022 USD ($) payment | May 20, 2022 EUR (€) | Dec. 24, 2021 USD ($) | Dec. 24, 2021 EUR (€) | Aug. 30, 2021 USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Notes receivable from third parties, net | $ 42,000 | $ 31,653,000 | ||||||||
Principal amount | 18,923,000 | 17,978,000 | ||||||||
Asset impairments | 177,696,000 | 86,509,000 | ||||||||
VIA Motors International, Inc. | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Notes receivable from third parties, net | $ 31,600,000 | $ 32,600,000 | ||||||||
Business combination, additional funding amount | $ 800,000 | |||||||||
Asset impairments | $ 27,400,000 | |||||||||
Via Motor Note | Convertible Debenture | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Interest rate (as percent) | 4% | 4% | ||||||||
Inobat Note | Convertible Debenture | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Interest rate (as percent) | 8% | 8% | ||||||||
Convertible promissory note and interest | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Cost | 45,000 | $ 89,550,000 | ||||||||
Repayment | (3,000) | |||||||||
Interest | 3,699,000 | |||||||||
Unrealized Gains | 0 | 0 | ||||||||
Unrealized Losses | 0 | (1,083,000) | ||||||||
Impairment | 0 | (60,513,000) | ||||||||
Notes receivable from third parties, net | 42,000 | 31,653,000 | ||||||||
VIA Motors International, Inc. | Convertible promissory note and interest | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Cost | 63,218,000 | $ 42,500,000 | ||||||||
Interest | 2,603,000 | |||||||||
Unrealized Gains | 0 | |||||||||
Unrealized Losses | 0 | |||||||||
Impairment | (34,213,000) | |||||||||
Notes receivable from third parties, net | 31,608,000 | |||||||||
Via Motor Note Two | Via Motor Note | Convertible Debenture | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Principal amount | € | € 2.2 | |||||||||
Via Motor Note Two | Convertible promissory note and interest | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Cost | 14,468,000 | |||||||||
Interest | 233,000 | |||||||||
Unrealized Gains | 0 | |||||||||
Unrealized Losses | 0 | |||||||||
Impairment | (14,701,000) | |||||||||
Notes receivable from third parties, net | $ 0 | |||||||||
Common stock issuance (in shares) | shares | 0.1 | |||||||||
Inobat Note | Convertible promissory note and interest | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Cost | $ 11,819,000 | $ 11,400,000 | € 10 | |||||||
Interest | 863,000 | |||||||||
Unrealized Gains | 0 | |||||||||
Unrealized Losses | (1,083,000) | |||||||||
Impairment | (11,599,000) | |||||||||
Notes receivable from third parties, net | 0 | |||||||||
Asset impairments | 11,600,000 | |||||||||
Write-offs | 5,300,000 | |||||||||
Green Power Motor Company | Convertible promissory note and interest | ||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||||
Cost | 45,000 | 45,000 | ||||||||
Repayment | (3,000) | |||||||||
Interest | 0 | |||||||||
Unrealized Gains | 0 | 0 | ||||||||
Unrealized Losses | 0 | 0 | ||||||||
Impairment | 0 | 0 | ||||||||
Notes receivable from third parties, net | $ 42,000 | $ 45,000 | ||||||||
Notes receivable, face amount | $ 45,000 | |||||||||
Fixed interest rate (as percent) | 7.50% | |||||||||
Number of consecutive monthly payments | payment | 80 |
Notes Receivable from Third P_4
Notes Receivable from Third Parties - Activity Related to the Notes Receivable Reserve (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at the beginning of the period | $ 60,513 | $ 0 |
Addition | 60,513 | |
Write-offs | (60,857) | |
Effect of change in foreign currency exchange rates | 344 | |
Balance at the end of the period | $ 0 | $ 60,513 |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Narrative (Details) ¥ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Jul. 25, 2023 USD ($) | Jan. 31, 2023 USD ($) shares | Nov. 29, 2022 USD ($) | Nov. 29, 2022 CNY (¥) | Sep. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) shares | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Jan. 30, 2023 USD ($) | Feb. 09, 2022 | |
Business Acquisition [Line Items] | ||||||||||
Impairment loss | $ 13,712,000 | $ 22,662,000 | ||||||||
Notes receivable from third parties, net | 42,000 | 31,653,000 | ||||||||
Write-offs | 60,857,000 | |||||||||
Amortization expense related to intangible assets | 15,400,000 | 4,100,000 | ||||||||
Intangible assets, net | 23,667,000 | 43,622,000 | ||||||||
Shandong | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Ownership interest disposed (as percent) | 80% | 80% | ||||||||
Proceeds from disposal | $ 500,000 | ¥ 2.7 | ||||||||
Shandong | Minority Shareholder | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Ownership interest disposed (as percent) | 70% | 70% | ||||||||
Proceeds from disposal | $ 400,000 | ¥ 2.4 | ||||||||
Shandong | Third Party | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Loss on disposal | 100,000 | |||||||||
Ownership interest disposed (as percent) | 10% | 10% | ||||||||
Proceeds from disposal | $ 100,000 | ¥ 0.3 | ||||||||
Seven Stars Energy Ptd. Ltd. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Percentage of ownership interest | 51% | |||||||||
Loss on disposal | 200,000 | |||||||||
Fiducia Stock Purchase Agreement | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Proceeds from issuance of stock | $ 450,000 | |||||||||
Purchase price on common stock | 150,000 | |||||||||
Extinguishment of debt | $ 2,400,000 | |||||||||
Gain on extinguishment of debt | 1,700,000 | |||||||||
VIA Motors International, Inc. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Conversion ratio | 0.16 | |||||||||
Impairment loss | $ 2,300,000 | |||||||||
Notes receivable from third parties, net | 31,600,000 | $ 32,600,000 | ||||||||
Write-offs | $ 27,400,000 | |||||||||
Fair value of consideration transferred | $ 5,200,000 | |||||||||
Amortization expense related to intangible assets | 11,200,000 | |||||||||
Intangible assets, net | 0 | |||||||||
Expected tax deductible amount of goodwill | 0 | |||||||||
Goodwill | 0 | |||||||||
Revenue | 100,000 | |||||||||
Net loss | (139,100,000) | |||||||||
Transaction costs | 11,700,000 | |||||||||
VIA Motors International, Inc. | Common Stock | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of common stock issued (in shares) | shares | 1,100,000 | 1,000,000 | ||||||||
Value of common stock issued | $ 5,700,000 | $ 1,500,000 | $ 1,500,000 | |||||||
Fair value of consideration transferred | 28,617,000 | |||||||||
VIA Motors International, Inc. | Convertible preferred stock | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of common stock issued (in shares) | shares | 1,200,000 | 1,200,000 | ||||||||
Energica | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Amortization expense related to intangible assets | 4,200,000 | 3,200,000 | ||||||||
Expected tax deductible amount of goodwill | 0 | |||||||||
Revenue | 8,300,000 | 11,500,000 | ||||||||
Net loss | $ 15,400,000 | 35,100,000 | ||||||||
Transaction costs | $ 600,000 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Energica Acquisition (Details) $ in Thousands, € in Millions | 12 Months Ended | |||||||
Mar. 14, 2022 USD ($) | Feb. 09, 2022 USD ($) | Feb. 09, 2022 EUR (€) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Mar. 07, 2022 | Sep. 15, 2021 | Mar. 03, 2021 | |
Business Acquisition [Line Items] | ||||||||
Remeasurement gain of investment | $ 0 | $ 10,965 | ||||||
Amortization expense related to intangible assets | 15,400 | 4,100 | ||||||
Energica | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash paid at closing | $ 58,140 | |||||||
Cash portion of acquisition | $ 2,000 | |||||||
Remeasurement gain of investment | 11,000 | |||||||
Amortization expense related to intangible assets | 4,200 | 3,200 | ||||||
Expected tax deductible amount of goodwill | 0 | |||||||
Revenue | 8,300 | 11,500 | ||||||
Net loss | $ 15,400 | $ 35,100 | ||||||
Energica Motor Company, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Ownership percentage, equity method | 72.40% | 20% | ||||||
Energica Motor Company, Inc. | Energica Founders | ||||||||
Business Acquisition [Line Items] | ||||||||
Ownership percentage, equity method | 27.60% | |||||||
Energica | ||||||||
Business Acquisition [Line Items] | ||||||||
Ownership percentage, equity method | 27.60% | 20% | ||||||
Tender offer cost | $ 60,300 | € 52.5 | ||||||
Ownership percentage threshold | 90% | |||||||
Fair value of non controlling interest | $ 24,800 |
Acquisitions and Divestitures_3
Acquisitions and Divestitures - Provisional Estimates of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jan. 31, 2023 | Mar. 14, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Assets acquired | |||||
Goodwill | $ 35,894 | $ 37,775 | $ 0 | ||
VIA Motors International, Inc. | |||||
Acquisitions and Divestitures | |||||
Fair value of consideration transferred | $ 5,200 | ||||
Contingent consideration | 73,627 | ||||
Purchase Price | |||||
Purchase price | 112,815 | ||||
Assets acquired | |||||
Current assets | 1,757 | ||||
Property and equipment, net | 2,315 | ||||
Operating lease right of use assets | 5,064 | ||||
Goodwill | 13,020 | ||||
Other assets | 0 | ||||
Current liabilities | (16,940) | ||||
Deferred tax liability | (4,227) | ||||
Other liabilities | (3,784) | ||||
Fair value of assets acquired, less liabilities assumed | $ 112,815 | ||||
Weighted average useful life (in years) | 20 years | ||||
VIA Motors International, Inc. | SAFE Note | |||||
Acquisitions and Divestitures | |||||
Fair value of consideration transferred | $ 581 | ||||
VIA Motors International, Inc. | Secured Debt | |||||
Acquisitions and Divestitures | |||||
Fair value of consideration transferred | 5,165 | ||||
VIA Motors International, Inc. | Common Stock | |||||
Acquisitions and Divestitures | |||||
Fair value of consideration transferred | 28,617 | ||||
VIA Motors International, Inc. | Preferred Stock | |||||
Acquisitions and Divestitures | |||||
Fair value of consideration transferred | 4,825 | ||||
VIA Motors International, Inc. | Technology | |||||
Assets acquired | |||||
Intangible assets | $ 104,200 | ||||
Weighted average useful life (in years) | 20 years | ||||
VIA Motors International, Inc. | Trademarks and Trade Names | |||||
Assets acquired | |||||
Intangible assets | $ 11,410 | ||||
Weighted average useful life (in years) | 20 years | ||||
Energica | |||||
Purchase Price | |||||
Cash paid at closing | $ 58,140 | ||||
Fair value of previously held interest | 22,183 | ||||
Fair value of non-controlling interest | 24,778 | ||||
Purchase price | 105,101 | ||||
Assets acquired | |||||
Current assets | 19,708 | ||||
Property and equipment, net | 1,927 | ||||
Goodwill | 60,394 | ||||
Other assets | 1,024 | ||||
Current liabilities | (16,894) | ||||
Other liabilities | (8,383) | ||||
Fair value of assets acquired, less liabilities assumed | $ 105,101 | ||||
Weighted average useful life (in years) | 14 years 8 months 12 days | ||||
Energica | Customer relationships | |||||
Assets acquired | |||||
Intangible assets | $ 14,226 | ||||
Weighted average useful life (in years) | 13 years | ||||
Energica | Technology | |||||
Assets acquired | |||||
Intangible assets | $ 18,603 | ||||
Weighted average useful life (in years) | 8 years | ||||
Energica | Trademarks and Trade Names | |||||
Assets acquired | |||||
Intangible assets | $ 14,496 | ||||
Weighted average useful life (in years) | 25 years |
Acquisitions and Divestitures_4
Acquisitions and Divestitures - Pro Forma Financial Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | ||
Total revenue | $ 14,502 | $ 19,278 |
Net loss attributable to Ideanomics, Inc. common shareholders | $ (199,767) | $ (257,130) |
Acquisitions and Divestitures_5
Acquisitions and Divestitures - Estimated Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | ||
2024 | $ 3,059 | |
2025 | 3,050 | |
2026 | 2,908 | |
2027 | 2,876 | |
Total | 23,642 | $ 43,597 |
Energica | ||
Business Acquisition [Line Items] | ||
2024 | 4,180 | |
2025 | 4,180 | |
2026 | 4,050 | |
2027 | 4,034 | |
2028 and beyond | 24,066 | |
Total | $ 40,510 |
Accounts Receivable - Accounts
Accounts Receivable - Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Receivables [Abstract] | |||
Accounts receivable, gross | $ 2,587 | $ 2,128 | |
Less: allowance for doubtful accounts | (1,550) | (21) | |
Accounts receivable, net | $ 1,037 | $ 2,107 | $ 895 |
Accounts Receivable - Allowance
Accounts Receivable - Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at the beginning of the year | $ (21) | $ 0 |
Increase in the allowance for credit losses | (1,529) | (21) |
Write offs of accounts receivable | 0 | 0 |
Effect of change in foreign currency exchange rates | 0 | 0 |
Balance at the end of the year | $ (1,550) | $ (21) |
Restructuring (Details)
Restructuring (Details) - Employee Severance - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Reserve [Roll Forward] | ||
Balance at the beginning of the period | $ 1,056 | $ 0 |
Increase/(decrease) | 608 | 1,056 |
Payment | (1,268) | 0 |
Balance at the end of the period | $ 396 | $ 1,056 |
Property and Equipment, net - S
Property and Equipment, net - Schedule of Property and Equipment (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Property and Equipment net | ||
Total property and equipment | $ 16,739,000 | $ 9,546,000 |
Less: accumulated depreciation | (3,835,000) | (1,701,000) |
Property and equipment, net | 12,904,000 | 7,845,000 |
Furniture and office equipment | ||
Property and Equipment net | ||
Total property and equipment | 1,433,000 | 1,605,000 |
Vehicles | ||
Property and Equipment net | ||
Total property and equipment | 832,000 | 1,028,000 |
Leasehold improvements | ||
Property and Equipment net | ||
Total property and equipment | 3,440,000 | 3,784,000 |
Shop equipment | ||
Property and Equipment net | ||
Total property and equipment | 4,614,000 | 3,129,000 |
Construction in progress | ||
Property and Equipment net | ||
Total property and equipment | 6,420,000 | $ 0 |
Less: accumulated depreciation | $ 0 |
Property and Equipment net - Na
Property and Equipment net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 2.4 | $ 1.2 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narrative (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) businessUnit segment | Dec. 31, 2022 USD ($) | |
Goodwill [Line Items] | ||
Number of operating segments | segment | 1 | |
Number of reporting units | businessUnit | 7 | |
Impairment, intangible asset, finite-lived, statement of income or comprehensive income | Impairment of intangible assets (excluding goodwill) | |
Impairment loss recognized from intangible assets | $ 104,400 | |
Impairment of intangible assets (excluding goodwill) | 163,984 | $ 63,847 |
Asset impairment | 121,400 | 2,300 |
Amortization expense relating to intangible assets | 15,400 | $ 4,100 |
Energica | ||
Goodwill [Line Items] | ||
Impairment of intangible assets (excluding goodwill) | $ 17,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Goodwill Roll Forward (Details) $ in Thousands, € in Millions | 12 Months Ended | |||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 EUR (€) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 EUR (€) | |
Goodwill [Roll Forward] | ||||
Beginning balance | $ 37,775 | $ 0 | ||
Measurement period adjustments | (2,307) | 1,234 | ||
Impairment | (13,712) | (22,662) | ||
Acquisitions | 13,020 | 60,395 | ||
Effect of change in foreign currency exchange rates | 1,118 | (1,192) | ||
Ending balance | 35,894 | 37,775 | ||
Energica | ||||
Goodwill [Roll Forward] | ||||
Impairment | $ (3,000) | € (2.7) | $ (22,700) | € (21.1) |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Amortizing and Indefinite-lived Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Amortizing Intangible Assets | ||
Gross Carrying Amount | $ 164,176 | $ 50,018 |
Accumulated Amortization | (19,147) | (4,121) |
Impairment Loss | (121,387) | (2,300) |
Total | 23,642 | 43,597 |
Total intangible assets | ||
Gross Carrying Amount | 164,201 | 50,043 |
Impairment Loss | (121,387) | (2,300) |
Net Balance | 23,667 | 43,622 |
Website name | ||
Indefinite lived intangible assets | ||
Gross Carrying Amount | 25 | 25 |
Net Balance | $ 25 | 25 |
Patents, trademarks and brands | ||
Amortizing Intangible Assets | ||
Weighted Average Remaining Useful Life (in years) | 20 years 10 months 24 days | |
Gross Carrying Amount | $ 26,621 | 14,734 |
Accumulated Amortization | (1,870) | (660) |
Impairment Loss | (19,530) | 0 |
Total | $ 5,221 | 14,074 |
Customer relationships | ||
Amortizing Intangible Assets | ||
Weighted Average Remaining Useful Life (in years) | 12 years 8 months 12 days | |
Gross Carrying Amount | $ 14,349 | 13,937 |
Accumulated Amortization | (2,024) | (824) |
Impairment Loss | (8,501) | 0 |
Total | $ 3,824 | 13,113 |
Licenses | ||
Amortizing Intangible Assets | ||
Weighted Average Remaining Useful Life (in years) | 3 years 4 months 24 days | |
Gross Carrying Amount | $ 105 | 141 |
Accumulated Amortization | (33) | (16) |
Impairment Loss | 0 | 0 |
Total | $ 72 | 125 |
Software | ||
Amortizing Intangible Assets | ||
Weighted Average Remaining Useful Life (in years) | 2 years 3 months 18 days | |
Gross Carrying Amount | $ 132 | 2,981 |
Accumulated Amortization | (76) | (667) |
Impairment Loss | 0 | (2,300) |
Total | $ 56 | 14 |
Technology | ||
Amortizing Intangible Assets | ||
Weighted Average Remaining Useful Life (in years) | 6 years 2 months 12 days | |
Gross Carrying Amount | $ 122,969 | 18,225 |
Accumulated Amortization | (15,144) | (1,954) |
Impairment Loss | (93,356) | 0 |
Total | $ 14,469 | $ 16,271 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Expected Amortization Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2024 | $ 3,059 | |
2025 | 3,050 | |
2026 | 2,908 | |
2027 | 2,876 | |
2028 | 2,864 | |
2029 | 8,885 | |
Total | $ 23,642 | $ 43,597 |
Leases - Lease Expense and Supp
Leases - Lease Expense and Supplemental Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Lease cost | ||
Operating lease cost | $ 3,015 | $ 2,418 |
Short-term lease cost | 700 | 357 |
Amortization of right-of-use assets | 320 | 163 |
Interest on lease liabilities | 42 | 16 |
Sublease income | 0 | 0 |
Total | $ 4,077 | $ 2,954 |
Operating and Finance lease weighted average remaining lease term (in years): | ||
Operating leases | 7 years 3 months 18 days | 4 years 1 month 6 days |
Finance leases | 3 years | 3 years 7 months 6 days |
Operating and Finance lease weighted average discount rate: | ||
Operating leases | 11.90% | 5.40% |
Finance leases | 2.50% | 2.40% |
Leases - Maturity of Operating
Leases - Maturity of Operating Lease and Finance Lease Liabilities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Operating Leases | |
2024 | $ 3,025 |
2025 | 2,706 |
2026 | 2,561 |
2027 | 1,714 |
2028 | 1,549 |
2029 and thereafter | 9,847 |
Total undiscounted lease liabilities | 21,402 |
Less: imputed interest | (7,290) |
Net lease liabilities | 14,112 |
Finance Leases | |
2024 | 364 |
2025 | 364 |
2026 | 279 |
2027 | 91 |
2028 | 0 |
2029 and thereafter | 0 |
Total undiscounted lease liabilities | 1,098 |
Less: imputed interest | (81) |
Net lease liabilities | $ 1,017 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 3,078 | $ 0 |
Operating cash flows from finance leases | 42 | 242 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 0 | 6,773 |
Right-of-use assets obtained in exchange for new finance lease liabilities | $ 422 | $ 1,134 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating Leased Assets [Line Items] | ||
Impairment loss | $ 7.6 | $ 0 |
Finance lease, liability, statement of financial position | Other current liabilities, Other long-term liabilities | |
New Jersey | ||
Operating Leased Assets [Line Items] | ||
Impairment loss | $ 3 | |
Michigan | ||
Operating Leased Assets [Line Items] | ||
Impairment loss | $ 4.4 |
Supplementary Information (Deta
Supplementary Information (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Related Party Transaction [Line Items] | ||
Other current assets | $ 1,882 | $ 5,096 |
Value added tax credit | 3,300 | |
Nonrelated Party | ||
Related Party Transaction [Line Items] | ||
Other current liabilities | 13,181 | 9,287 |
Other payables | $ 8,500 | $ 5,600 |
Promissory Notes - Outstanding
Promissory Notes - Outstanding Promissory Notes (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Short-term Debt [Line Items] | ||
Principal Amount | $ 18,923 | $ 17,978 |
Carrying Amount | 28,430 | 17,485 |
Less: Current portion | (24,487) | (15,527) |
Long-term Note, less current portion | $ 3,943 | 1,958 |
Convertible Debenture Due In June 2021 - YA II PN | ||
Short-term Debt [Line Items] | ||
Interest rate | 4% | |
Principal Amount | $ 7,218 | 4,442 |
Carrying Amount | $ 7,524 | 3,928 |
Small Business Association Paycheck Protection Program | ||
Short-term Debt [Line Items] | ||
Interest rate | 1% | |
Principal Amount | $ 133 | 219 |
Carrying Amount | $ 133 | 219 |
Promissory Note | ||
Short-term Debt [Line Items] | ||
Interest rate | 22% | |
Principal Amount | $ 2,000 | 2,000 |
Carrying Amount | $ 2,348 | 2,021 |
Therese Promissory Note | ||
Short-term Debt [Line Items] | ||
Interest rate | 22% | |
Principal Amount | $ 775 | 0 |
Carrying Amount | $ 1,081 | 0 |
Commercial Insurance Premium Finance | ||
Short-term Debt [Line Items] | ||
Interest rate | 8% | |
Principal Amount | $ 352 | 992 |
Carrying Amount | 352 | 992 |
Other Lending Agreements | ||
Short-term Debt [Line Items] | ||
Principal Amount | 8,445 | 10,325 |
Carrying Amount | 16,992 | $ 10,325 |
Less: Current portion | $ (12,900) | |
Other Lending Agreements | Minimum | ||
Short-term Debt [Line Items] | ||
Interest rate | 0.10% | |
Other Lending Agreements | Maximum | ||
Short-term Debt [Line Items] | ||
Interest rate | 20% |
Promissory Notes - Narrative (D
Promissory Notes - Narrative (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||
Oct. 27, 2023 USD ($) $ / shares | Sep. 07, 2023 USD ($) $ / shares | Jul. 25, 2023 USD ($) | Jul. 14, 2023 USD ($) $ / shares | Oct. 25, 2022 USD ($) day $ / shares | Aug. 29, 2022 USD ($) day $ / shares | Oct. 25, 2021 USD ($) $ / shares | Nov. 10, 2020 USD ($) installment | May 13, 2020 USD ($) installment | Apr. 10, 2020 USD ($) | Dec. 31, 2022 USD ($) installment | Jun. 30, 2020 USD ($) | Dec. 31, 2023 USD ($) covenant | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) shares | May 01, 2023 USD ($) | Apr. 17, 2023 USD ($) | Mar. 30, 2023 USD ($) | |
Long-term Investments | ||||||||||||||||||
Weighted average interest rate (as percent) | 8.10% | 10.90% | 8.10% | |||||||||||||||
Number of covenants breached | covenant | 2 | |||||||||||||||||
Principal amount | $ 17,978,000 | $ 18,923,000 | $ 17,978,000 | |||||||||||||||
Proceeds from issuance of convertible notes | 7,650,000 | 4,875,000 | ||||||||||||||||
Repayments of convertible notes | 0 | 40,833,000 | ||||||||||||||||
Debt, current | 15,527,000 | 24,487,000 | 15,527,000 | |||||||||||||||
Long-term Note, less current portion | 1,958,000 | 3,943,000 | 1,958,000 | |||||||||||||||
Unused borrowing capacity | 11,500,000 | |||||||||||||||||
Net lease liabilities | 14,112,000 | |||||||||||||||||
Fiducia Stock Purchase Agreement | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Extinguishment of debt | $ 2,400,000 | |||||||||||||||||
Unsecured Debt | Small Business Association Paycheck Protection Program | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Interest rate (as percent) | 1% | |||||||||||||||||
Proceeds from issuance of convertible notes | $ 300,000 | |||||||||||||||||
Number of installments | installment | 18 | |||||||||||||||||
Installment payable | $ 18,993 | |||||||||||||||||
Convertible Debenture | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal and accrued and unpaid interest | $ 17,600,000 | |||||||||||||||||
Shares issued upon conversion of debt (in shares) | shares | 9.4 | |||||||||||||||||
Interest expense | $ 600,000 | |||||||||||||||||
Convertible Debenture Due October 2022 - YA II PN | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal and accrued and unpaid interest | $ 16,800,000 | |||||||||||||||||
Shares issued upon conversion of debt (in shares) | shares | 67.1 | |||||||||||||||||
Repayments of principal and accrued unpaid interest | $ 42,200,000 | |||||||||||||||||
Interest expense | 1,200,000 | |||||||||||||||||
Convertible Debenture YA II PN First Amendment | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 1,400,000 | |||||||||||||||||
Option to purchase percentage of issued and outstanding common stock | 0.70 | |||||||||||||||||
Option aggregate purchase price | $ 2,500,000 | |||||||||||||||||
Convertible Debenture YA II PN Second Amendment | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 800,000 | |||||||||||||||||
Option to purchase percentage of issued and outstanding common stock | 1 | |||||||||||||||||
Option aggregate purchase price | $ 3,500,000 | |||||||||||||||||
Convertible Debenture YA II PN Third Amendment | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 4,100,000 | |||||||||||||||||
Option aggregate purchase price | $ 3,500,000 | |||||||||||||||||
Convertible Debenture YA II PN Fourth Amendment | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 1,500,000 | $ 500,000 | $ 1,850,000 | |||||||||||||||
Interest rate (as percent) | 0% | |||||||||||||||||
Option aggregate purchase price | $ 1,300,000 | $ 450,000 | $ 1,550,000 | |||||||||||||||
Volume weighted average price, maximum threshold (in dollars per share) | $ / shares | $ 1.25 | |||||||||||||||||
Volume weighted average price threshold period | 5 days | |||||||||||||||||
Volume weighted average price period | 7 days | |||||||||||||||||
Redemption payment period | 10 days | |||||||||||||||||
Redemption percentage | 20% | |||||||||||||||||
Debt default, volume weighted average price (in dollars per share) | $ / shares | $ 2.30 | $ 2.46 | $ 8.75 | |||||||||||||||
Debt default, volume weighted average price percentage | 90% | 90% | 90% | |||||||||||||||
Debt default, volume weighted average price period | 10 days | 10 days | 10 days | |||||||||||||||
Debt default, volume weighted average price, minimum (in dollars per share) | $ / shares | $ 0.46 | $ 0.492 | $ 1.25 | |||||||||||||||
Notes purchased at discount (as percent) | 90% | |||||||||||||||||
Debt default interest rate | 18% | 18% | ||||||||||||||||
Convertible Debenture YA II PN Fourth Amendment | Debt Instrument, Payment Tranche One | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Repayments of convertible notes | $ 900,000 | |||||||||||||||||
Convertible Debenture YA II PN Fourth Amendment | Debt Instrument, Payment, Tranche Two | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Repayments of convertible notes | $ 400,000 | |||||||||||||||||
Convertible Debenture YA II PN Fourth Amendment | Debt Covenant, Period One | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 1,400,000 | |||||||||||||||||
Convertible Debenture YA II PN Fourth Amendment | Debt Covenant, Period Two | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | 800,000 | |||||||||||||||||
Convertible Debenture YA II PN Fourth Amendment | Debt Covenant, Period Three | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 1,700,000 | |||||||||||||||||
Convertible Debenture due February 24, 2023 – YA II PN | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Repayments of principal and accrued unpaid interest | 4,200,000 | 2,200,000 | ||||||||||||||||
Interest expense | 2,000,000 | 1,200,000 | ||||||||||||||||
Debt discount amortization | 1,600,000 | 1,100,000 | ||||||||||||||||
Extinguishment of debt | 300,000 | |||||||||||||||||
Commercial Insurance Premium Finance | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 992,000 | 352,000 | $ 992,000 | |||||||||||||||
Note amount prior to change in insurance coverage | 500,000 | |||||||||||||||||
Commercial Insurance Premium Finance Two | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Interest rate (as percent) | 6.16% | 6.16% | ||||||||||||||||
Number of installments | installment | 9 | |||||||||||||||||
Installment payable | $ 100,000 | $ 100,000 | ||||||||||||||||
Other Lending Agreements | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 10,325,000 | $ 8,445,000 | $ 10,325,000 | |||||||||||||||
Weighted average interest rate (as percent) | 9.90% | |||||||||||||||||
Debt, current | $ 12,900,000 | |||||||||||||||||
Other Lending Agreements | Minimum | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Interest rate (as percent) | 0.10% | |||||||||||||||||
Other Lending Agreements | Maximum | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Interest rate (as percent) | 20% | |||||||||||||||||
Vendor Notes Payable | Delaware Board Of Trade Holdings Inc | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Interest rate (as percent) | 0.25% | 4% | ||||||||||||||||
Interest expense | $ 100,000 | |||||||||||||||||
Number of installments | installment | 2 | |||||||||||||||||
Installment payable | $ 30,000 | |||||||||||||||||
Initial amount paid | 30,000 | |||||||||||||||||
Unsecured promissory note | $ 60,000 | |||||||||||||||||
Net lease liabilities | $ 900,000 | |||||||||||||||||
YA II PN, Ltd | Convertible Debenture | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 1.50 | |||||||||||||||||
Principal amount | $ 16,700,000 | |||||||||||||||||
Percentage of stock price trigger | 85% | |||||||||||||||||
Consecutive trading days | day | 7 | |||||||||||||||||
Conversion price of common stock (in dollars per share) | $ / shares | $ 0.20 | |||||||||||||||||
YA II PN, Ltd | Convertible Debenture | Convertible Debenture | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 6,500,000 | |||||||||||||||||
Interest rate (as percent) | 8% | |||||||||||||||||
Interest rate in the event of default | 18% | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.05 | |||||||||||||||||
Percentage of stock price trigger | 95% | |||||||||||||||||
Consecutive trading days | day | 5 | |||||||||||||||||
Proceeds from issuance of convertible notes | $ 4,900,000 | |||||||||||||||||
YA II PN, Ltd | Convertible Debenture | Convertible Debenture | ||||||||||||||||||
Long-term Investments | ||||||||||||||||||
Principal amount | $ 75,000,000 | |||||||||||||||||
Total purchase price in asset acquisition | $ 75,000,000 | |||||||||||||||||
Interest rate (as percent) | 4% | |||||||||||||||||
Interest rate in the event of default | 18% | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 1.88 | |||||||||||||||||
Redemption of unpaid principal per month | $ 8,300,000 |
Stockholders_ Equity and Conv_3
Stockholders’ Equity and Convertible Redeemable Preferred Stock - Narrative (Details) $ / shares in Units, $ in Thousands, ¥ in Millions | 2 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||
Aug. 25, 2023 shares | Aug. 07, 2023 shares | Feb. 02, 2023 USD ($) shares | Dec. 27, 2022 USD ($) shares | Nov. 14, 2022 USD ($) $ / shares shares | Sep. 15, 2022 USD ($) shares | Jul. 12, 2022 shares | May 02, 2023 number_of_notice shares | Mar. 31, 2020 USD ($) | Mar. 31, 2020 CNY (¥) | Sep. 30, 2023 USD ($) shares | Dec. 31, 2023 USD ($) installment vote $ / shares shares | Dec. 31, 2023 CNY (¥) installment shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) | Dec. 31, 2021 CNY (¥) | Dec. 31, 2023 CNY (¥) vote shares | Feb. 01, 2023 | Jan. 24, 2023 shares | |
Stockholders Equity [Line Items] | |||||||||||||||||||
Common stock issuance | $ | $ 2,886 | ||||||||||||||||||
Conversion ratio, reverse split | 0.008 | ||||||||||||||||||
Common stock, shares authorized (in shares) | 1,500,000,000 | 1,500,000,000 | 1,500,000,000 | ||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||||||||||
New Energy | Qingdao Xingyang City Investment | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Ownership interest (as percent) | 100% | 100% | |||||||||||||||||
Qingdao Xingyang City Investment | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Aggregate potential investment | $ 28,000 | ¥ 200 | |||||||||||||||||
Installments of capital contribution | $ 7,000 | ¥ 50 | ¥ 50 | ||||||||||||||||
Remaining capital contribution | $ 21,000 | ¥ 150 | |||||||||||||||||
Number of installments | installment | 3 | 3 | |||||||||||||||||
Dividend rate (as percent) | 6% | 6% | |||||||||||||||||
Threshold period for selling (in years) | 1 year | 1 year | |||||||||||||||||
Threshold period to redeem investment (in years) | 3 years | 3 years | |||||||||||||||||
U.S. Hybrid | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Number of common stock issued (in shares) | 100,000 | ||||||||||||||||||
Equity interest percentage | 100% | ||||||||||||||||||
Qingdao Xingyang City Investment | Qingdao Xingyang City Investment | New Energy | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Total purchase price paid | $ 7,900 | ¥ 56 | |||||||||||||||||
Common Stock | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Common stock issuance (in shares) | 138,400 | ||||||||||||||||||
Common stock issuance | $ | $ 17 | ||||||||||||||||||
Shares converted (in shares) | 1,400,000 | 1,400,000 | |||||||||||||||||
Securities Purchase Agreement | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Shares issued (in shares) | 20,000,000 | ||||||||||||||||||
Weighted average exercise price of warrants (in dollars per share) | $ / shares | $ 0.2867 | ||||||||||||||||||
Warrant term (in years) | 5 years | ||||||||||||||||||
Ownership limitation percentage | 9.99% | ||||||||||||||||||
Common stock issuance | $ | $ 10,000 | $ 5,000 | $ 5,000 | ||||||||||||||||
Number of cashless exercise notices | number_of_notice | 10 | ||||||||||||||||||
Unissued warrants (in shares) | 20,000,000 | ||||||||||||||||||
Warrant liability | $ | $ 18,600 | ||||||||||||||||||
Preferred stock, dividend per annum (as percent) | 8% | ||||||||||||||||||
Securities Purchase Agreement | Preferred Stock | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Common stock issuance (in shares) | 10,000,000 | 5,000,000 | 5,000,000 | ||||||||||||||||
Securities Purchase Agreement | Warrants | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Common stock issuance (in shares) | 10,000,000 | 5,000,000 | 5,000,000 | ||||||||||||||||
Fair value of warrants | $ | $ 1,200 | ||||||||||||||||||
Number of warrants (in shares) | 96,700,000 | ||||||||||||||||||
Remaining warrant liabilities | $ | $ 1,000 | ||||||||||||||||||
Securities Purchase Agreement | Common Stock | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Number of warrants (in shares) | 3,200,000 | 3,200,000 | |||||||||||||||||
Standby Equity Purchase Agreement | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Shares issued (in shares) | 1,200,000 | 1,100,000 | 1,100,000 | 200,000 | |||||||||||||||
Ownership limitation percentage | 4.99% | ||||||||||||||||||
Common stock issuance as a commitment fee (in shares) | 12,000 | 12,000 | |||||||||||||||||
Transaction period (in months) | 36 months | ||||||||||||||||||
Purchase price equal to percentage of market price | 95% | ||||||||||||||||||
Structuring fee | $ | $ 10 | ||||||||||||||||||
Convertible preferred stock | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Preferred stock, shares authorized (in shares) | 60,000,000 | 60,000,000 | |||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||||||||||||||||
Series A Preferred Stock | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Preferred stock, shares outstanding (in shares) | 7,000,000 | 7,000,000 | 7,000,000 | ||||||||||||||||
Preferred stock, shares issued (in shares) | 7,000,000 | 7,000,000 | 7,000,000 | ||||||||||||||||
Number of votes entitled | vote | 1 | 1 | |||||||||||||||||
Converted shares issued (in shares) | 10 | 10 | |||||||||||||||||
Distribution amount per share (in dollars per share) | $ / shares | $ 0.50 | ||||||||||||||||||
Convertible redeemable preferred stock, issued (in shares) | 7,000,000 | 7,000,000 | 7,000,000 | ||||||||||||||||
Series B Preferred Stock | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Shares converted (in shares) | 17,900,000 | 17,900,000 | |||||||||||||||||
Convertible redeemable preferred stock, shares authorized (in shares) | 60,000,000 | 60,000,000 | 60,000,000 | ||||||||||||||||
Convertible redeemable preferred stock, issued (in shares) | 20,000,000 | 10,000,000 | 20,000,000 | ||||||||||||||||
Series B Preferred Stock | YA II PN, Ltd | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Shares issued (in shares) | 6,000,000 | ||||||||||||||||||
Series C Preferred Stock | |||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||
Converted shares issued (in shares) | 0.16 | 0.16 | |||||||||||||||||
Distribution amount per share (in dollars per share) | $ / shares | $ 0.1804 | ||||||||||||||||||
Convertible redeemable preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 | 2,000,000 | ||||||||||||||||
Convertible redeemable preferred stock, issued (in shares) | 1,159,210 | 0 | 1,159,210 | 1,159,276 | |||||||||||||||
Conversion ratio | 0.16 | 20 | |||||||||||||||||
Shares converted (in shares) | 185,484 | ||||||||||||||||||
Number of votes | vote | 1 | 1 |
Stockholders_ Equity and Conv_4
Stockholders’ Equity and Convertible Redeemable Preferred Stock - Schedule of Activity for the Redeemable Non-controlling Interest (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Loss attributable to non-controlling interest | $ (10,297) | $ (21,425) |
Qingdao Xingyang City Investment | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance at the beginning | $ 0 | 7,485 |
Accretion of dividend | 464 | |
Loss attributable to non-controlling interest | (206) | |
Common stock issuance | 206 | |
Settlement | (7,949) | |
Balance at the end | $ 0 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) ¥ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||||||
Jan. 13, 2023 USD ($) | Dec. 28, 2022 CNY (¥) | Nov. 29, 2022 USD ($) | Nov. 29, 2022 CNY (¥) | Oct. 20, 2022 USD ($) shares | Jun. 30, 2022 USD ($) shares | Dec. 31, 2023 USD ($) entity shares | Dec. 31, 2022 USD ($) shares | Aug. 31, 2023 USD ($) | Apr. 06, 2023 USD ($) | Mar. 19, 2023 USD ($) | Dec. 13, 2022 USD ($) | Nov. 09, 2022 USD ($) | Nov. 09, 2022 CNY (¥) | Jun. 07, 2022 USD ($) | Mar. 31, 2022 USD ($) | Feb. 09, 2022 | |
Related Party Transaction [Line Items] | |||||||||||||||||
Amount due from related parties | $ 0 | $ 90,000 | |||||||||||||||
Principal amount | $ 18,923,000 | $ 17,978,000 | |||||||||||||||
Option exercise (in shares) | shares | 0 | 579 | |||||||||||||||
Repayments to third parties | $ 1,439,000 | $ 128,000 | |||||||||||||||
Common stock issuance | $ 2,886,000 | ||||||||||||||||
Disposal group, not discontinued operation, gain (loss) on disposal, statement of income or comprehensive income | Loss on disposal of subsidiaries, net | ||||||||||||||||
Seven Stars Energy Ptd. Ltd. | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Loss on disposal | $ 200,000 | ||||||||||||||||
Percentage of ownership interest | 51% | ||||||||||||||||
Shandong | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Ownership interest disposed (as percent) | 80% | 80% | |||||||||||||||
Proceeds from disposal | $ 500,000 | ¥ 2.7 | |||||||||||||||
Orangegrid Note Receivable | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Notes receivable provided | ¥ | ¥ 0.4 | ||||||||||||||||
Percent fee | 15% | ||||||||||||||||
Orangegrid Note Receivable | Timios Holdings Corp | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Proceeds from convertible debt | ¥ | ¥ 0.1 | ||||||||||||||||
CRP Meccanica S.r.l., CRP Service S.r.l., CRP Technology S.r.l. | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Number of related party entities | entity | 4 | ||||||||||||||||
CRP Meccanica S.r.l., CRP Service S.r.l., CRP Technology S.r.l. | Energica | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Cost of revenue from related party | $ 100,000 | 600,000 | |||||||||||||||
Related Party | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Other current liabilities | 1,419,000 | 1,927,000 | |||||||||||||||
Promissory note due | 2,348,000 | 2,021,000 | |||||||||||||||
Related Party | Third Party Promissory Note | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Principal amount | $ 1,000,000 | ||||||||||||||||
Interest rate (as percent) | 6% | ||||||||||||||||
Transfer price | 400,000 | ||||||||||||||||
Impairment of promissory note | 600,000 | ||||||||||||||||
Related Party | Glory Connection | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Other current liabilities | 200,000 | 200,000 | |||||||||||||||
Related Party | Tree Technologies | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Amount due from related parties | 300,000 | ||||||||||||||||
Related Party | Tree Technologies | Senior Convertible Note | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Principal amount | 10,500,000 | ||||||||||||||||
Related Party | Shandong | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Promissory note due | $ 300,000 | ¥ 2.2 | |||||||||||||||
Management | Energica | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Amount due from related parties | $ 1,800,000 | ||||||||||||||||
Option exercise (in shares) | shares | 800,000 | ||||||||||||||||
Options exercise | $ 1,300,000 | ||||||||||||||||
Fair value of consideration transferred | $ 3,100,000 | ||||||||||||||||
Management | CRP Meccanica S.r.l., CRP Service S.r.l., CRP Technology S.r.l. | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Other current liabilities | 1,400,000 | 1,300,000 | |||||||||||||||
Immediate Family Member of Management or Principal Owner | March 2023 Promissory Note | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Principal amount | $ 2,000,000 | ||||||||||||||||
Interest rate (as percent) | 20% | ||||||||||||||||
Variable interest rate (as percent) | 2% | ||||||||||||||||
Promissory note due | 2,300,000 | ||||||||||||||||
Immediate Family Member of Management or Principal Owner | December 2022 Promissory Note | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Principal amount | $ 2,000,000 | ||||||||||||||||
Interest rate (as percent) | 20% | ||||||||||||||||
Secured collateral | $ 2,400,000 | ||||||||||||||||
Repayment of notes receivable from related party | $ 100,000 | ||||||||||||||||
Nonrelated Party | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Other current liabilities | 13,181,000 | 9,287,000 | |||||||||||||||
Promissory note due | 14,615,000 | 9,578,000 | |||||||||||||||
Nonrelated Party | Third Party Promissory Note | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Principal amount | $ 1,000,000 | ||||||||||||||||
Interest rate (as percent) | 20% | ||||||||||||||||
Variable interest rate (as percent) | 2% | ||||||||||||||||
Promissory note due | 1,100,000 | ||||||||||||||||
Repayments to third parties | 200,000 | ||||||||||||||||
Chief Executive Officer | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Common stock issuance (in shares) | shares | 400,000 | ||||||||||||||||
Common stock issuance | $ 100,000 | ||||||||||||||||
Chief Executive Officer | August 2023 Promissory Note | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Principal amount | $ 50,000 | ||||||||||||||||
Interest rate (as percent) | 7% | ||||||||||||||||
Minority Shareholder | Shandong | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Ownership interest disposed (as percent) | 70% | 70% | |||||||||||||||
Proceeds from disposal | $ 400,000 | ¥ 2.4 | |||||||||||||||
Third Party | Shandong | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Ownership interest disposed (as percent) | 10% | 10% | |||||||||||||||
Proceeds from disposal | $ 100,000 | ¥ 0.3 | |||||||||||||||
Loss on disposal | 100,000 | ||||||||||||||||
Borrowing from Dr. Wu. and his affiliates | Former Board Of Directors Chairman | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Amount due from related parties | 200,000 | 200,000 | |||||||||||||||
Other current liabilities | $ 700,000 | $ 700,000 |
Related Party Transactions - Le
Related Party Transactions - Lease Agreement (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | ||
Operating lease right of use assets | $ 6,117 | $ 10,533 |
Current portion of operating lease liabilities | 3,222 | 2,031 |
Operating lease liabilities – long term | 10,890 | 8,566 |
Selling, general and administrative expenses | 83,780 | $ 113,573 |
Related Party | EMCH | ||
Related Party Transaction [Line Items] | ||
Operating lease right of use assets | 287 | |
Current portion of operating lease liabilities | 49 | |
Operating lease liabilities – long term | 238 | |
Selling, general and administrative expenses | $ 61 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 22, 2023 | Dec. 31, 2021 | Aug. 03, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options outstanding to purchase shares of common stock (in shares) | 268,323 | 201,233 | 268,323 | 174,750 | ||
Share-based payments expense | $ 6,900,000 | $ 10,600,000 | ||||
Unrecognized compensation expense related to non-vested share options | 800,000 | |||||
Exercised | 0 | 0 | ||||
Total fair value of vested shares | $ 4,300,000 | 8,400,000 | ||||
2010 Stock Incentive Plan ("the Plan") | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares authorized for issuance (in shares) | 37,500,000 | 1,000,000 | ||||
Number of options available for issuance (in shares) | 36,800,000 | |||||
Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average period for recognition related to non-vested stock options (in years) | 1 year 5 months 15 days | |||||
Cash received from options exercised | $ 0 | $ 0 | ||||
Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares granted (in shares) | 222,000 | 70,400 | ||||
Unrecognized compensation cost related to unvested restricted shares | $ 6,700 | |||||
Restricted Stock | 2010 Stock Incentive Plan ("the Plan") | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period (in months) | 24 months | 24 months | ||||
Amount of grant date fair value of the restricted shares | $ 1,700,000 | $ 1,900,000 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Options Outstanding | |||
Beginning balance (in shares) | 268,323 | 174,750 | |
Granted (in shares) | 2,800 | 106,670 | |
Exercised (in shares) | 0 | (579) | |
Expired (in shares) | (47,211) | (8,310) | |
Forfeited (in shares) | (22,679) | (4,208) | |
Ending balance (in shares) | 201,233 | 268,323 | 174,750 |
Vested at end of period (in shares) | 178,266 | ||
Expected to vest at end of period (in shares) | 22,967 | ||
Weighted Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 146.25 | $ 217.50 | |
Granted (in dollars per share) | 4.75 | 37.50 | |
Exercised (in dollars per share) | 0 | 66.25 | |
Expired (in dollars per share) | 146.70 | 260 | |
Forfeited (in dollars per share) | 105.49 | 218.75 | |
Ending balance (in dollars per share) | 148.68 | $ 146.25 | $ 217.50 |
Vested at end of period (in dollars per share) | 155.04 | ||
Expected to vest at end of period (in dollars per share) | $ 99.35 | ||
Weighted Average Remaining Contractual Life (Years) | |||
Outstanding | 6 years 11 months 19 days | 7 years 9 months 18 days | 8 years 21 days |
Vested at end of period (in years) | 6 years 9 months 7 days | ||
Expected to vest at end of period (in years) | 8 years 5 months 23 days | ||
Aggregated Intrinsic Value | |||
Outstanding at beginning period | $ 0 | $ 4,596,393 | |
Exercised | 0 | 0 | |
Outstanding at end of period | 0 | $ 0 | $ 4,596,393 |
Vested at end of period | 0 | ||
Expected to vest at end of period | $ 0 |
Share-Based Compensation - Assu
Share-Based Compensation - Assumptions Used to Estimate the Fair Values (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Risk free interest rate, minimum | 1.69% | |
Risk free interest rate, maximum | 4.58% | |
Share-Based Payment Arrangement, Option, Performance And Service Conditions | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Expected term (in years) | 5 years 4 months 17 days | |
Expected volatility | 128% | |
Expected volatility, minimum | 96% | |
Expected volatility, maximum | 127% | |
Expected dividend yield | 0% | 0% |
Risk free interest rate | 3.91% | |
Minimum | Share-Based Payment Arrangement, Option, Performance And Service Conditions | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Expected term (in years) | 6 months | |
Maximum | Share-Based Payment Arrangement, Option, Performance And Service Conditions | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Expected term (in years) | 5 years 6 months 18 days |
Share-Based Compensation - Warr
Share-Based Compensation - Warrants (Details) - Acuitas Capital, LLC - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Class of Warrant or Right [Line Items] | ||
Number of Warrants Outstanding and Exercisable (in shares) | 0 | 80,000 |
Exercise Price (in dollars per share) | $ 36.25 |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Shares (Details) - Restricted Stock - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Shares | ||
Outstanding, beginning balance (in shares) | 29,600 | 0 |
Granted (in shares) | 222,000 | 70,400 |
Forfeited (in shares) | (17,983) | 0 |
Vested (in shares) | (232,200) | (40,800) |
Outstanding, ending balance (in shares) | 1,417 | 29,600 |
Weighted-average fair value | ||
Outstanding, beginning balance (in dollars per share) | $ 0 | |
Granted (in dollars per share) | 7.87 | 27.50 |
Forfeited (in dollars per share) | 26.51 | 0 |
Vested (in dollars per share) | 8.88 | 31.25 |
Outstanding, ending balance (in dollars per share) | $ 4.75 |
Loss Per Common Share - Schedul
Loss Per Common Share - Schedule of Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Earnings Per Share [Abstract] | ||
Net loss from continuing operations | $ (204,850) | $ (213,633) |
Net loss from discontinued operations | (29,276) | (68,452) |
Preferred stock dividends | (481) | (56) |
Net loss attributable to Ideanomics, Inc. common stockholders | $ (234,607) | $ (282,141) |
Basic weighted average common shares outstanding (in shares) | 9,971,038 | 4,101,624 |
Diluted weighted average common shares outstanding (in shares) | 9,971,038 | 4,101,624 |
Basic and diluted | ||
Basic loss per share from continuing operations (in dollars per share) | $ (20.59) | $ (52.10) |
Diluted loss per share from continuing operations (in dollars per share) | (20.59) | (52.10) |
Basic loss per share from discontinued operations (in dollars per share) | (2.94) | (16.69) |
Diluted loss per share from discontinued operations (in dollars per share) | (2.94) | (16.69) |
Basic loss per share (in dollars per share) | (23.53) | (68.79) |
Diluted loss per share (in dollars per share) | $ (23.53) | $ (68.79) |
Loss Per Common Share - Computa
Loss Per Common Share - Computation of Diluted Earnings Loss Per Share (Details) - shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 5,426 | 1,178 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 0 | 80 |
Options and RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 203 | 336 |
Series A Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 7 | 7 |
Series B Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 1,058 | 500 |
Series C Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 186 | 0 |
Contingent shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 0 | 12 |
Convertible promissory note and interest | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 3,972 | 243 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) | 10 Months Ended | 11 Months Ended | 12 Months Ended | ||||
Dec. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) business | Dec. 31, 2021 USD ($) | Jan. 31, 2023 USD ($) | Mar. 14, 2022 USD ($) | |
Operating Loss Carryforwards [Line Items] | |||||||
Taxes based on gross revenue | $ 100,000 | ||||||
Deferred tax benefit | 0 | $ 2,601,000 | |||||
Intangible assets | $ 12,707,000 | $ 6,211,000 | 6,211,000 | 12,707,000 | |||
Income tax benefit | $ 5,242,000 | $ 1,574,000 | |||||
Foreign income tax rate (as percent) | 3.10% | 3.70% | 5% | ||||
Number of businesses acquired | business | 5 | ||||||
Deferred tax liabilities | $ 12,200,000 | ||||||
Cumulative tax loss carryforwards | 28,200,000 | $ 28,200,000 | |||||
Annual limitation amount on future use of losses | 4,800,000 | ||||||
Annual limitation amount on future amortization deductions | 10,100,000 | ||||||
Deferred tax assets related to impaired assets and equity method losses | 34,300,000 | 34,300,000 | |||||
Increase of valuation allowance | 47,531,000 | 48,338,000 | $ 28,240,000 | ||||
Potential deferred tax assets | 300,000 | 300,000 | 300,000 | 300,000 | |||
Other uncertain tax positions | 0 | 0 | 0 | 0 | 0 | ||
Uncertain tax positions, accrued interest and penalties | 0 | 0 | 0 | 0 | 0 | ||
Acquisitions In 2021 | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Income tax benefit | 4,200,000 | 10,100,000 | |||||
United States - Federal | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Deferred tax benefit | 0 | 261,000 | |||||
Cumulative tax loss carryforwards | 303,700,000 | 444,500,000 | 444,500,000 | 303,700,000 | 191,400,000 | ||
PRC/Italy/Hong Kong/Malaysia and other | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Deferred tax benefit | 0 | 2,143,000 | |||||
Cumulative tax loss carryforwards | 59,000,000 | 78,700,000 | 78,700,000 | 59,000,000 | $ 26,900,000 | ||
Energica | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Deferred tax benefit | 1,000,000 | 1,000,000 | |||||
Intangible assets | $ 6,400,000 | ||||||
Income tax benefit | $ 3,500,000 | ||||||
VIA Motors International, Inc. | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Intangible assets | $ 4,200,000 | ||||||
Income tax benefit | 4,200,000 | ||||||
Inland Revenue Malaysia | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Tax loss carryforwards, subject to expiration | 9,100,000 | 9,100,000 | |||||
Inland Revenue Malaysia | United States - Federal | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Tax loss carryforwards, subject to expiration | 27,300,000 | 27,300,000 | |||||
Inland Revenue Malaysia | PRC/Italy/Hong Kong/Malaysia and other | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Tax loss carryforwards, subject to expiration | 5,900,000 | $ 5,900,000 | |||||
Inland Revenue Malaysia | Tree Technologies | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Deferred tax benefit | $ 4,200,000 | ||||||
State Administration of Taxation, China | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Foreign income tax rate (as percent) | 25% | ||||||
State Administration of Taxation, China | PRC/Italy/Hong Kong/Malaysia and other | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Tax loss carryforwards, subject to expiration | 26,900,000 | $ 26,900,000 | |||||
Ministry of Economic Affairs and Finance, Italy | PRC/Italy/Hong Kong/Malaysia and other | |||||||
Operating Loss Carryforwards [Line Items] | |||||||
Tax loss carryforwards, not subject to expiration | $ 42,800,000 | $ 42,800,000 |
Income Taxes - Loss Before Tax
Income Taxes - Loss Before Tax and Provision For Income Tax Benefit (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating Loss Carryforwards [Line Items] | ||
Loss before tax, after impairment of and equity in loss of equity method investees | $ (236,386) | $ (289,827) |
Deferred tax expense (benefit) of net operating loss | 0 | (2,601) |
Valuation allowance as a result of a change in circumstances | 0 | 0 |
Deferred tax expense (benefit) other than the above two categories | (5,242) | 726 |
Total deferred income tax (expense) benefit | (5,242) | (1,875) |
Current tax expense (benefit) other than benefit of net operating loss | 0 | 301 |
Total income tax expense (benefit) | (5,242) | (1,574) |
Change In Circumstance | ||
Operating Loss Carryforwards [Line Items] | ||
Valuation allowance as a result of a change in circumstances | 0 | 0 |
United States - Federal | ||
Operating Loss Carryforwards [Line Items] | ||
Loss before tax, after impairment of and equity in loss of equity method investees | (190,246) | (208,155) |
Deferred tax expense (benefit) of net operating loss | 0 | (261) |
Valuation allowance as a result of a change in circumstances | 0 | 0 |
Deferred tax expense (benefit) other than the above two categories | (3,604) | (116) |
Current tax expense (benefit) other than benefit of net operating loss | 0 | 0 |
United States - State | ||
Operating Loss Carryforwards [Line Items] | ||
Deferred tax expense (benefit) of net operating loss | 0 | (197) |
Valuation allowance as a result of a change in circumstances | 0 | 0 |
Deferred tax expense (benefit) other than the above two categories | 0 | (218) |
Current tax expense (benefit) other than benefit of net operating loss | 0 | 301 |
PRC/Italy/Hong Kong/Malaysia and other | ||
Operating Loss Carryforwards [Line Items] | ||
Loss before tax, after impairment of and equity in loss of equity method investees | (46,140) | (81,672) |
Deferred tax expense (benefit) of net operating loss | 0 | (2,143) |
Valuation allowance as a result of a change in circumstances | 0 | 0 |
Deferred tax expense (benefit) other than the above two categories | (1,638) | 1,060 |
Current tax expense (benefit) other than benefit of net operating loss | $ 0 | $ 0 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of the Expected Income Tax (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
U. S. statutory income tax rate | 21% | 21% | 21% |
Non-deductible expenses: | |||
Non-deductible stock awards | 0% | (0.80%) | (0.60%) |
Non-deductible impairment or disposal of goodwill | (4.30%) | (2.70%) | (10.50%) |
Non-deductible acquisition costs | (0.30%) | (0.10%) | (0.70%) |
Non-deductible officers’ compensation | (0.10%) | (0.10%) | (0.60%) |
Non-deductible interest expenses | (0.30%) | (0.10%) | (0.20%) |
Additional tax cost basis on disposal of subsidiary | 0% | 0% | 0.40% |
Expiration of and disposal of subsidiary NOL carryovers | (0.50%) | 0% | (0.50%) |
Change in state tax rates due to change in state apportionment | (0.20%) | (1.10%) | 1.10% |
Increase in valuation allowance | (23.30%) | (19.80%) | (10.30%) |
Tax rate differential(state and foreign) | 3.10% | 3.70% | 5% |
Non-taxable gain on remeasurement of previously held equity interest Energica | 0% | 1.40% | 0% |
Non-taxable gain Non-deductible (loss) on contingent consideration | 6.60% | 0% | 0.90% |
Others | 0.80% | (0.60%) | (0.60%) |
Effective income tax rate | 2.50% | 0.80% | 4.40% |
Income Taxes - Components of th
Income Taxes - Components of the Company's Deferred Tax (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | ||||
U.S. NOL | $ 107,626 | $ 73,209 | ||
Foreign NOL | 18,920 | 14,340 | ||
U.S. capital loss carryover | 6,620 | 841 | ||
U. S. Section 1231 carryover | 2,209 | 2,274 | ||
Accrued payroll and expense | 1,141 | 963 | ||
Nonqualified options | 4,595 | 3,661 | ||
Intangible assets | 15,051 | 3,247 | ||
Inventory reserve | 1,817 | 884 | ||
Bad debt allowance | 654 | 346 | ||
Impaired assets | 10,056 | 28,497 | ||
Urealized losses | 314 | 345 | ||
Other | 714 | 218 | ||
Property and equipment | 1,533 | 0 | ||
Equity investment loss and others | 4,794 | 5,505 | ||
Total deferred tax assets | 176,044 | 134,330 | ||
Less: valuation allowance | (170,841) | (123,310) | $ (74,972) | $ (46,732) |
Property and equipment | 0 | (292) | ||
Intangible assets | (6,211) | (12,707) | ||
Outside basis in domestic subsidiary and other | (937) | (1,021) | ||
Total deferred tax liabilities | (7,148) | (14,020) | ||
Net deferred tax assets (liabilities) | $ (1,945) | $ (3,000) |
Income Taxes - Changes in Valua
Income Taxes - Changes in Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Tax Assets, Valuation Allowance [Roll Forward] | |||
Valuation allowance beginning balance | $ 123,310 | $ 74,972 | $ 46,732 |
Increase of valuation allowance | 47,531 | 48,338 | 28,240 |
Valuation allowance ending balance | $ 170,841 | $ 123,310 | $ 74,972 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Positions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits at beginning of year | $ 256 | $ 256 | $ 256 |
Gross changes | 0 | 0 | |
Gross increases - current year tax positions | 0 | ||
Unrecognized tax benefits at end of year | $ 256 | $ 256 | $ 256 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) - USD ($) | Aug. 22, 2023 | Mar. 21, 2023 | Jan. 10, 2023 | Dec. 14, 2022 |
Cantor Fitzgerald, LLC v. Ideanomics | ||||
Loss Contingencies [Line Items] | ||||
Value of damages | $ 200,000 | |||
3i LP v. Ideanomics | ||||
Loss Contingencies [Line Items] | ||||
Value of damages | $ 10,000,000 | |||
Osirius Group, LLC v. Ideanomics, Inc | ||||
Loss Contingencies [Line Items] | ||||
Judgment amount | $ 2,800,000 | |||
Loss contingency paid | 1,300,000 | |||
Remaining payment | $ 1,500,000 | |||
Chief Financial Officer | ||||
Loss Contingencies [Line Items] | ||||
Value of damages | $ 700,000 | |||
Remaining payment | $ 450,000 |
Concentration, Credit and Oth_2
Concentration, Credit and Other Risks - Major Customers and Suppliers (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts payable | Major Suppliers | One Supplier | ||
Revenue, Major Customer [Line Items] | ||
Percentage of concentration risk | 10% | 10% |
Seven Customers | Accounts receivables | Major Customers | ||
Revenue, Major Customer [Line Items] | ||
Percentage of concentration risk | 10% |
Concentration, Credit and Oth_3
Concentration, Credit and Other Risks - Foreign Currency Risks (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Revenue, Major Customer [Line Items] | ||
Cash and cash equivalents | $ 1,249 | $ 2,914 |
Insured deposit | 400 | $ 1,100 |
Italy | ||
Revenue, Major Customer [Line Items] | ||
Cash and cash equivalents | $ 1,200 |
Defined Contribution Plan (Deta
Defined Contribution Plan (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Defined Contribution Plan | ||
Employer matching contribution, percent | 100% | |
Employer matching contribution pay, percent | 3% | |
Employer matching contribution, percent | 50% | |
Employer matching contribution pay, percent | 2% | |
Percentage of vesting contribution | 100% | |
Vesting period (in years) | 5 years | |
UNITED STATES | ||
Defined Contribution Plan | ||
Employer matching contribution, amount | $ 0.9 | $ 0.7 |
Italy | Employee Severance | ||
Defined Contribution Plan | ||
Annual accrual percentage | 7% | |
Established rate of return percentage | 1.50% | |
Consumer price index | 75% | |
Obligation amount | $ 0.5 | $ 0.5 |
Geographic Areas (Details)
Geographic Areas (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 8,991 | $ 7,008 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 6,000 | 4,476 |
Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 2,991 | $ 2,532 |
Contingent Consideration - Fina
Contingent Consideration - Financial Instruments Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value Measurements | ||
Contingent consideration | $ 727 | $ 867 |
DBOT | ||
Fair Value Measurements | ||
Contingent consideration | 649 | 649 |
Tree Technologies | ||
Fair Value Measurements | ||
Contingent consideration | 78 | 118 |
Solectrac | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 100 |
VIA Motors International, Inc. | ||
Fair Value Measurements | ||
Contingent consideration | 0 | |
Level 1 | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 0 |
Level 1 | DBOT | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 0 |
Level 1 | Tree Technologies | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 0 |
Level 1 | Solectrac | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 0 |
Level 1 | VIA Motors International, Inc. | ||
Fair Value Measurements | ||
Contingent consideration | 0 | |
Level 2 | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 0 |
Level 2 | DBOT | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 0 |
Level 2 | Tree Technologies | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 0 |
Level 2 | Solectrac | ||
Fair Value Measurements | ||
Contingent consideration | 0 | 0 |
Level 2 | VIA Motors International, Inc. | ||
Fair Value Measurements | ||
Contingent consideration | 0 | |
Level 3 | ||
Fair Value Measurements | ||
Contingent consideration | 727 | 867 |
Level 3 | DBOT | ||
Fair Value Measurements | ||
Contingent consideration | 649 | 649 |
Level 3 | Tree Technologies | ||
Fair Value Measurements | ||
Contingent consideration | 78 | 118 |
Level 3 | Solectrac | ||
Fair Value Measurements | ||
Contingent consideration | 0 | $ 100 |
Level 3 | VIA Motors International, Inc. | ||
Fair Value Measurements | ||
Contingent consideration | $ 0 |
Contingent Consideration - Sign
Contingent Consideration - Significant Inputs and Assumptions (Details) | Jan. 31, 2023 | Dec. 31, 2022 |
Weighted-average cost of capital | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.150 | |
Probability | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.05 | |
Probability | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.20 | |
Risk-free interest rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.034 | |
Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.250 | |
Expected discount rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.131 | |
VIA Motors International, Inc. | Risk-free interest rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.037 | |
VIA Motors International, Inc. | Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.650 | |
VIA Motors International, Inc. | Expected discount rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration liability, measurement input | 0.139 |
Contingent Consideration - Narr
Contingent Consideration - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) contingentConsideration | Dec. 31, 2022 USD ($) contingentConsideration | |
Fair Value Measurements | |||
Fair value of contingent consideration | $ 73,768 | $ 131 | |
Contingent Consideration | |||
Fair Value Measurements | |||
Fair value of contingent consideration | 73,768 | $ 132 | |
VIA Motors International, Inc. | Contingent Consideration | |||
Fair Value Measurements | |||
Fair value of contingent consideration | $ 73,600 | $ 0 | |
Number of contingent considerations | contingentConsideration | 3 | ||
Solectrac | |||
Fair Value Measurements | |||
Number of contingent considerations | contingentConsideration | 3 |
Contingent Consideration - Reco
Contingent Consideration - Reconciliation of Level 3 Fair Value Measurements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Remeasurement loss/(gain) recognized in the income statement | $ (73,768) | $ (131) |
Contingent Consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 867 | 999 |
Remeasurement loss/(gain) recognized in the income statement | (73,768) | (132) |
Addition | 73,628 | |
Ending balance | $ 727 | $ 867 |
Subsequent Events (Details)
Subsequent Events (Details) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||
May 29, 2024 USD ($) shares | Apr. 25, 2024 USD ($) | Mar. 08, 2024 USD ($) | Feb. 29, 2024 USD ($) $ / shares | Feb. 16, 2024 USD ($) | Jan. 30, 2024 USD ($) $ / shares | Jan. 24, 2024 USD ($) $ / shares | Jan. 12, 2024 USD ($) | Jan. 10, 2024 day $ / shares shares | Jan. 05, 2024 installment | Nov. 07, 2023 USD ($) | Feb. 08, 2024 USD ($) | Dec. 28, 2023 USD ($) | Dec. 31, 2023 USD ($) day $ / shares | Dec. 31, 2021 USD ($) | Apr. 15, 2024 shares | Dec. 31, 2022 USD ($) $ / shares | Dec. 13, 2022 USD ($) | Oct. 25, 2022 USD ($) | |
Subsequent Event [Line Items] | |||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||||||||||
Principal amount | $ 18,923,000 | $ 17,978,000 | |||||||||||||||||
US Hybrid | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Proceeds from disposal | $ 500,000 | ||||||||||||||||||
US Hybrid | Discontinued Operations, Disposed of by Sale | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Sale of discontinued operation | $ 5,000,000 | ||||||||||||||||||
Proceeds from disposal | $ 1,200,000 | ||||||||||||||||||
Convertible Debenture | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Interest expense | $ 600,000 | ||||||||||||||||||
Convertible Debenture | YA II PN, Ltd | Convertible Debenture | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Consecutive trading days for conversion | day | 3 | ||||||||||||||||||
Beneficially owned percentage | 4.99% | ||||||||||||||||||
Principal amount | $ 6,500,000 | ||||||||||||||||||
Interest rate (as percent) | 8% | ||||||||||||||||||
December 2022 Promissory Note | Immediate Family Member of Management or Principal Owner | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Principal amount | $ 2,000,000 | ||||||||||||||||||
Subsequent Event | Minimum | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Reduction in management staff compensation percentage | 21% | ||||||||||||||||||
Subsequent Event | Maximum | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Reduction in management staff compensation percentage | 23% | ||||||||||||||||||
Subsequent Event | Chief Executive Officer | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Annual compensation amount | $ 325,000 | ||||||||||||||||||
Severance period | 6 months | ||||||||||||||||||
Fair value of common stock shares issued | $ 175,000 | ||||||||||||||||||
Common stock issued (in shares) | shares | 7,217,095 | ||||||||||||||||||
Subsequent Event | Chief Financial Officer | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Annual compensation amount | $ 275,000 | $ 275,000 | |||||||||||||||||
Severance period | 6 months | ||||||||||||||||||
Fair value of common stock shares issued | $ 125,000 | $ 125,000 | |||||||||||||||||
Subsequent Event | Board of Directors Chairman | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Fair value of common stock shares issued | 350,000 | ||||||||||||||||||
Cash compensation | 150,000 | ||||||||||||||||||
Subsequent Event | Director | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Fair value of common stock shares issued | 25,000 | ||||||||||||||||||
Cash compensation | 100,000 | ||||||||||||||||||
Additional cash compensation | 10,000 | ||||||||||||||||||
Fair value of additional shares issued | $ 10,000 | ||||||||||||||||||
Subsequent Event | Yorkville Standby Equity Purchase Agreement | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Shares to be issued (in shares) | shares | 2,500,000 | 10,000,000 | |||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||||||||||||||||
Expiration period | 24 months | ||||||||||||||||||
Daily trading volume percentage, percentage | 100% | ||||||||||||||||||
Threshold trading days for advances | day | 5 | ||||||||||||||||||
Consecutive trading days to determine purchase price | day | 3 | ||||||||||||||||||
Price multiplier, percentage | 94% | ||||||||||||||||||
Subsequent Event | US Hybrid | Discontinued Operations, Disposed of by Sale | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Proceeds from disposal | $ 3,900,000 | ||||||||||||||||||
Subsequent Event | Tree Technologies | Discontinued Operations, Disposed of by Sale | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Proceeds from disposal | $ 4,000,000 | ||||||||||||||||||
Number of proceed installments | installment | 3 | ||||||||||||||||||
Subsequent Event | Convertible Debenture | YA II PN, Ltd | Convertible Debenture | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Principal amount | $ 1,500,000 | $ 1,500,000 | $ 750,000 | ||||||||||||||||
Option aggregate purchase price | $ 1,900,000 | $ 1,800,000 | $ 900,000 | ||||||||||||||||
Interest rate (as percent) | 8% | 8% | 8% | ||||||||||||||||
Debt default interest rate | 18% | 18% | 18% | ||||||||||||||||
Debt default, volume weighted average price (in dollars per share) | $ / shares | $ 1.12 | $ 1.16 | $ 1.23 | ||||||||||||||||
Debt default, volume weighted average price percentage | 90% | 90% | 90% | ||||||||||||||||
Redemption payment period | 10 days | ||||||||||||||||||
Debt default, volume weighted average price, minimum (in dollars per share) | $ / shares | $ 0.204 | $ 0.21 | $ 0.224 | ||||||||||||||||
Debt default, volume weighted average price period | 10 days | 10 days | |||||||||||||||||
Subsequent Event | December 2022 Promissory Note | Immediate Family Member of Management or Principal Owner | |||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||
Principal amount | $ 7,217,095 | $ 4,137,095 | |||||||||||||||||
Interest rate (as percent) | 16% | 16% | |||||||||||||||||
Additional advance payment | $ 3,000,000 | $ 1,397,095 | |||||||||||||||||
Interest expense | 80,000 | 740,000 | |||||||||||||||||
Periodic payment of principal | $ 250,000 | $ 250,000 | |||||||||||||||||
Percent of proceeds | 100% | 100% | |||||||||||||||||
Overdue interest rate | 2% | 2% |