Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 05, 2022 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-39668 | |
Entity Registrant Name | Archer Aviation Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-2730902 | |
Entity Address, Address Line One | 190 West Tasman Drive | |
Entity Address, City or Town | San Jose | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95134 | |
City Area Code | 650 | |
Local Phone Number | 272-3233 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001824502 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Common Class A | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Class A common stock, par value $0.0001 per share | |
Trading Symbol | ACHR | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 174,387,280 | |
Warrants | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share | |
Trading Symbol | ACHR WS | |
Security Exchange Name | NYSE | |
Common Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 67,154,783 |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 654.8 | $ 746.6 |
Restricted cash | 2.9 | 0.3 |
Prepaid expenses | 10.1 | 7.6 |
Other current assets | 1.4 | 0.3 |
Total current assets | 669.2 | 754.8 |
Property and equipment, net | 8.3 | 5.9 |
Intangible assets, net | 0.4 | 0.5 |
Right-of-use assets | 12.1 | 4.5 |
Other long-term assets | 1.2 | 2.7 |
Total assets | 691.2 | 768.4 |
Current liabilities | ||
Accounts payable | 2 | 3.4 |
Current portion of lease liabilities | 4.3 | 3.1 |
Current portion of notes payable | 9.4 | 9.5 |
Accrued expenses and other current liabilities | 28 | 12.3 |
Total current liabilities | 43.7 | 28.3 |
Notes payable, net of current portion | 4.7 | 9.3 |
Lease liabilities, net of current portion | 8.2 | 1.2 |
Warrant liabilities | 15.4 | 30.3 |
Other long-term liabilities | 1 | 0.4 |
Total liabilities | 73 | 69.5 |
Commitments and contingencies | ||
Stockholders’ equity | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding as of June 30, 2022 and December 31, 2021 | 0 | 0 |
Additional paid-in capital | 1,122.7 | 1,072.5 |
Accumulated deficit | (504.5) | (373.6) |
Total stockholders’ equity | 618.2 | 698.9 |
Total liabilities and stockholders’ equity | 691.2 | 768.4 |
Common Class A | ||
Stockholders’ equity | ||
Common stock, value, issued | 0 | 0 |
Common Class B | ||
Stockholders’ equity | ||
Common stock, value, issued | $ 0 | $ 0 |
Consolidated Condensed Balanc_2
Consolidated Condensed Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common Class A | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, issued (in shares) | 170,725,779 | 162,789,591 |
Common stock, outstanding (in shares) | 170,725,779 | 162,789,591 |
Common Class B | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, issued (in shares) | 65,729,445 | 74,937,945 |
Common stock, outstanding (in shares) | 65,729,445 | 74,937,945 |
Consolidated Condensed Statemen
Consolidated Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Operating expenses | ||||
Research and development | $ 37.8 | $ 11.4 | $ 65.3 | $ 21.5 |
General and administrative | 42.4 | 22.4 | 80.2 | 29 |
Other warrant expense | 0 | 0 | 0 | 78.2 |
Total operating expenses | 80.2 | 33.8 | 145.5 | 128.7 |
Loss from operations | (80.2) | (33.8) | (145.5) | (128.7) |
Gain on forgiveness of PPP loan | 0 | 0.9 | 0 | 0.9 |
Other income, net | 8 | 0 | 14.5 | 0 |
Interest income, net | 0.5 | 0 | 0.1 | 0 |
Loss before income taxes | (71.7) | (32.9) | (130.9) | (127.8) |
Net loss | (71.7) | (32.9) | (130.9) | (127.8) |
Comprehensive loss | $ (71.7) | $ (32.9) | $ (130.9) | $ (127.8) |
Net loss per share, basic (in dollars per share) | $ (0.30) | $ (0.56) | $ (0.55) | $ (2.24) |
Net loss per share, diluted (in dollars per share) | $ (0.30) | $ (0.56) | $ (0.55) | $ (2.24) |
Weighted-average shares outstanding, basic (in shares) | 238,062,232 | 58,482,421 | 238,927,711 | 57,147,078 |
Weighted-average shares outstanding, diluted (in shares) | 238,062,232 | 58,482,421 | 238,927,711 | 57,147,078 |
Consolidated Condensed Statem_2
Consolidated Condensed Statements of Stockholders’ Equity - USD ($) $ in Millions | Total | Additional Paid-in Capital | Accumulated Deficit | Common Class A Common Stock | Common Class B Common Stock |
Beginning balance (in shares) at Dec. 31, 2020 | 49,828,517 | 66,714,287 | |||
Beginning balance at Dec. 31, 2020 | $ 35.9 | $ 61.7 | $ (25.8) | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 147,319 | 525,044 | |||
Exercise of stock options | 0 | ||||
Issuance of warrants and warrant expense | 78.2 | 78.2 | |||
Stock-based compensation | 0.9 | 0.9 | |||
Net loss | (94.9) | (94.9) | |||
Ending balance (in shares) at Mar. 31, 2021 | 49,975,836 | 67,239,331 | |||
Ending balance at Mar. 31, 2021 | 20.1 | 140.8 | (120.7) | $ 0 | $ 0 |
Beginning balance (in shares) at Dec. 31, 2020 | 49,828,517 | 66,714,287 | |||
Beginning balance at Dec. 31, 2020 | 35.9 | 61.7 | (25.8) | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (127.8) | ||||
Ending balance (in shares) at Jun. 30, 2021 | 50,123,154 | 67,333,336 | |||
Ending balance at Jun. 30, 2021 | (11.8) | 141.8 | (153.6) | $ 0 | $ 0 |
Beginning balance (in shares) at Mar. 31, 2021 | 49,975,836 | 67,239,331 | |||
Beginning balance at Mar. 31, 2021 | 20.1 | 140.8 | (120.7) | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 147,318 | 94,005 | |||
Exercise of stock options | 0 | ||||
Stock-based compensation | 1 | 1 | |||
Net loss | (32.9) | (32.9) | |||
Ending balance (in shares) at Jun. 30, 2021 | 50,123,154 | 67,333,336 | |||
Ending balance at Jun. 30, 2021 | (11.8) | 141.8 | (153.6) | $ 0 | $ 0 |
Beginning balance (in shares) at Dec. 31, 2021 | 162,789,591 | 74,937,945 | |||
Beginning balance at Dec. 31, 2021 | 698.9 | 1,072.5 | (373.6) | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Conversion of Class B common stock to Class A common stock (in shares) | 1,757,980 | (1,757,980) | |||
Conversion of Class B common stock to Class A common stock | 0 | ||||
Issuance of restricted stock and restricted stock expense (in shares) | 300,014 | ||||
Issuance of restricted stock and restricted stock expense | 16 | 16 | |||
Exercise of stock options (in shares) | 353,640 | 399,621 | |||
Exercise of stock options | 0.1 | 0.1 | |||
Issuance of warrants and warrant expense | 1.2 | 1.2 | |||
Stock-based compensation | 6.7 | 6.7 | |||
Net loss | (59.2) | (59.2) | |||
Ending balance (in shares) at Mar. 31, 2022 | 165,201,225 | 73,579,586 | |||
Ending balance at Mar. 31, 2022 | 663.7 | 1,096.5 | (432.8) | $ 0 | $ 0 |
Beginning balance (in shares) at Dec. 31, 2021 | 162,789,591 | 74,937,945 | |||
Beginning balance at Dec. 31, 2021 | $ 698.9 | 1,072.5 | (373.6) | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 2,437,974 | ||||
Net loss | $ (130.9) | ||||
Ending balance (in shares) at Jun. 30, 2022 | 170,725,779 | 65,729,445 | |||
Ending balance at Jun. 30, 2022 | 618.2 | 1,122.7 | (504.5) | $ 0 | $ 0 |
Beginning balance (in shares) at Mar. 31, 2022 | 165,201,225 | 73,579,586 | |||
Beginning balance at Mar. 31, 2022 | 663.7 | 1,096.5 | (432.8) | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Conversion of Class B common stock to Class A common stock (in shares) | 4,190,561 | (4,190,561) | |||
Conversion of Class B common stock to Class A common stock | |||||
Issuance of restricted stock and restricted stock expense (in shares) | 992,006 | ||||
Issuance of restricted stock and restricted stock expense | 17.9 | 17.9 | |||
Exercise of stock options (in shares) | 341,987 | 1,342,726 | |||
Exercise of stock options | 0.2 | 0.2 | |||
Issuance of warrants and warrant expense | 1.6 | 1.6 | |||
Cancellation of Class B common stock (in shares) | (5,002,306) | ||||
Stock-based compensation | 6.5 | 6.5 | |||
Net loss | (71.7) | (71.7) | |||
Ending balance (in shares) at Jun. 30, 2022 | 170,725,779 | 65,729,445 | |||
Ending balance at Jun. 30, 2022 | $ 618.2 | $ 1,122.7 | $ (504.5) | $ 0 | $ 0 |
Consolidated Condensed Statem_3
Consolidated Condensed Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities | ||
Net loss | $ (130.9) | $ (127.8) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1.3 | 0.4 |
Debt discount and issuance cost amortization | 0.3 | 0 |
Stock-based compensation | 50.1 | 1.9 |
Change in fair value of warrant liabilities and other warrant costs | (14.5) | 0 |
Non-cash lease expense | 2.1 | 0.6 |
Research and development warrant expense | 2.4 | 0 |
Other warrant expense | 0 | 78.2 |
Gain on forgiveness of PPP loan | 0 | (0.9) |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (2.5) | 0.2 |
Other current assets | (1.1) | (0.1) |
Other long-term assets | 1.5 | (0.2) |
Accounts payable | (1.6) | 19.2 |
Accrued expenses and other current liabilities | 11.5 | 0.3 |
Operating lease right-of-use assets and lease liabilities, net | (1.5) | (0.6) |
Other long-term liabilities | 0.5 | 0 |
Net cash used in operating activities | (82.4) | (28.8) |
Cash flows from investing activities | ||
Purchase of property and equipment | (2.1) | (1.9) |
Net cash used in investing activities | (2.1) | (1.9) |
Cash flows from financing activities | ||
Repayment of long-term debt | (5) | 0 |
Proceeds from exercise of stock options | 0.3 | 0 |
Net cash used in financing activities | (4.7) | 0 |
Net decrease in cash, cash equivalents, and restricted cash | (89.2) | (30.7) |
Cash, cash equivalents, and restricted cash, beginning of period | 746.9 | 36.6 |
Cash, cash equivalents, and restricted cash, end of period | 657.7 | 5.9 |
Supplemental Cash Flow Information: | ||
Cash paid for interest | 0.8 | 0 |
Non-cash investing and financing activities: | ||
Purchases of property and equipment included in accounts payable and accrued expenses | $ 1.6 | $ 0.4 |
Organization and Nature of Busi
Organization and Nature of Business | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Business | Organization and Nature of Business Organization and Nature of Business Archer Aviation Inc. (the “Company,” “we,” “us” or “our”), a Delaware corporation, with its headquarters located in San Jose, California, is an aerospace company. The Company’s mission is to advance the benefits of sustainable air mobility. The Company’s goal is to move people throughout the world’s cities in a quick, safe, sustainable, and cost-effective manner. To accomplish this goal, the Company is designing and developing an electric vertical takeoff and landing (“eVTOL”) aircraft for use in future urban air mobility (“UAM”) networks. The Company’s Planned Lines of Business Upon receipt of all necessary Federal Aviation Administration (“FAA”) certifications and any other government approvals necessary for the Company to manufacture and operate its aircraft, the Company intends to operate two complementary lines of business. The Company’s core focus is direct-to-consumer (“Archer UAM”) with its secondary focus being business-to-business (“Archer Direct”). Archer UAM The Company plans to operate its own UAM ecosystem initially in select major U.S. cities, such as Los Angeles and Miami. The Company’s UAM ecosystem will operate using its eVTOL aircraft, which is currently in development. Archer Direct The Company also plans to selectively sell a certain amount of its eVTOL aircraft to third parties. Business Combination On September 16, 2021 (the “Closing Date”), Archer Aviation Inc., a Delaware corporation (prior to the closing of the Business Combination (as defined below), “Legacy Archer”), Atlas Crest Investment Corp., a Delaware corporation (“Atlas”), and Artemis Acquisition Sub Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Atlas (“Merger Sub”), consummated the closing of the transactions contemplated by the Business Combination Agreement, dated February 10, 2021, as amended and restated on July 29, 2021, by and among Atlas, Legacy Archer and Merger Sub (the “Business Combination Agreement”), following approval at a special meeting of the stockholders of Atlas held on September 14, 2021. Unless otherwise specified or unless the context otherwise requires, references in these notes to Legacy Archer refer to Archer prior to the Business Combination and references in these notes to “New Archer” refer to Archer following the Business Combination. Pursuant to the terms of the Business Combination Agreement, a business combination of Legacy Archer and Atlas was effected by the merger of Merger Sub with and into Legacy Archer, with Legacy Archer surviving the merger (the “Surviving Entity”) as a wholly-owned subsidiary of Atlas (the “Merger,” and, collectively with the other transactions described in the Business Combination Agreement, the “Business Combination”). Following the consummation of the Merger on the Closing Date, the Surviving Entity changed its name from Archer Aviation Inc. to Archer Aviation Operating Corp., and Atlas changed its name from Atlas Crest Investment Corp. to Archer Aviation Inc. and it became the successor registrant with the U.S. Securities and Exchange Commission (the “SEC”). Prior to the closing of the Business Combination, the Class A common stock and public warrants of Atlas were listed on the New York Stock Exchange (“NYSE”) under the symbols “ACIC” and “ACIC WS,” respectively. New Archer Class A common stock and public warrants are currently listed on the NYSE under the symbols “ACHR” and “ACHR WS,” respectively. The financial statements included in this Quarterly Report on Form 10-Q reflect (i) the historical operating results of Legacy Archer prior to the Business Combination; (ii) the combined results of Atlas and Legacy Archer following the closing of the Business Combination; (iii) the assets and liabilities of Legacy Archer at their historical cost; and (iv) the Company’s equity structure for all periods presented. |
Liquidity and Going Concern
Liquidity and Going Concern | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity and Going Concern | Liquidity and Going Concern Since the Company’s formation, the Company has devoted substantial effort and capital resources to the design and development of its planned eVTOL aircraft and UAM network. Funding of these activities has primarily been through the net proceeds received from the issuance of related and third-party debt (Note 6), and the sale of preferred and common stock to related and third parties (Note 8). Through June 30, 2022, the Company has incurred cumulative losses from operations, negative cash flows from operating activities, and has an accumulated deficit of $504.5 million. Following the closing of the Business Combination on the Closing Date, the Company received net cash proceeds of $801.8 million. Additionally, the Company had cash and cash equivalents of $654.8 million as of June 30, 2022, which management believes will be sufficient to fund the Company’s current operating plan for at least the next 12 months from the date these consolidated condensed financial statements were issued. There can be no assurance that the Company will be successful in achieving its business plans, that the Company’s current capital will be sufficient to support its ongoing business plans, or that any additional financing will be available in a timely manner or on acceptable terms, if at all. If the Company’s business plans require it to raise additional capital, but the Company is unable to do so, it may be required to alter, or scale back its aircraft design, development and certification programs, as well as its manufacturing capabilities, or be unable to fund capital expenditures. Any such events would have a material adverse effect on the Company’s financial position, results of operations, cash flows, and ability to achieve the Company’s intended business plans. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated condensed financial statements have been prepared pursuant to the rules and regulations of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of financial position, results of operations, and cash flows for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. The unaudited consolidated condensed financial statements should be read in conjunction with the Company’s audited consolidated financial statements as of and for the fiscal year ended December 31, 2021 set forth in the Company’s Annual Report on Form 10-K. The December 31, 2021 consolidated condensed balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The Company has provided a discussion of significant accounting policies, estimates, and judgments in the Company’s audited consolidated financial statements. There have been no changes to the Company’s significant accounting policies since December 31, 2021 which are expected to have a material impact on the Company’s financial position, results of operations, or cash flows. Retroactive Application of Reverse Recapitalization The Business Combination was accounted for as a reverse recapitalization of equity structure. Pursuant to U.S. GAAP, the Company retrospectively recast its weighted-average outstanding shares within the Company’s consolidated condensed statement of operations and comprehensive loss for the three and six months ended June 30, 2021. As part of the closing, all of Legacy Archer’s issued Series Seed redeemable convertible preferred stock and Series A redeemable convertible preferred stock were converted into Legacy Archer common stock, which were converted again, along with all other issued and outstanding common stock of Legacy Archer, into New Archer Class A common stock and New Archer Class B common stock. The basic and diluted weighted-average Legacy Archer common stock were retroactively converted to New Archer Class A common stock and New Archer Class B common stock to conform to the recast in the consolidated condensed statements of stockholders’ equity. Cash, Cash Equivalents, and Restricted Cash Cash consists of cash on deposit with financial institutions. Cash equivalents consist of short-term, highly liquid financial instruments that are readily convertible to cash and have maturities of three months or less from the date of purchase. The Company’s cash and cash equivalents include money market funds of zero and $0.3 million as of June 30, 2022 and December 31, 2021, respectively. Money market funds, which are considered cash equivalents, are recorded at fair value and classified as Level 1 within the fair value hierarchy. Restricted cash consists of cash held as security for the Company’s standby letters of credit to support three of the Company’s leased properties. Refer to Note 7 - Commitments and Contingencies for further details. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the balance sheets that sum to amounts reported on the statements of cash flows: June 30, December 31, Cash and cash equivalents $ 654.8 $ 746.6 Restricted cash 2.9 0.3 Total cash, cash equivalents, and restricted cash $ 657.7 $ 746.9 Fair Value Measurements The Company applies the provisions of Accounting Standards Codification (“ASC”) 820, Fair Value Measurement, which defines a single authoritative definition of fair value, sets out a framework for measuring fair value and expands on required disclosures about fair value measurements. The provisions of ASC 820 relate to financial assets and liabilities as well as other assets and liabilities carried at fair value on a recurring and nonrecurring basis. The standard clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the standard establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. The carrying amounts of the Company’s cash, accounts payable, accrued compensation, and accrued liabilities approximate fair value due to the short-term nature of these instruments. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2022 and December 31, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level June 30, December 31, (In millions) Assets: Money Market Funds 1 $ — $ 0.3 Liabilities: Warrant Liability – Public Warrants 1 $ 9.9 $ 20.2 Warrant Liability – Private Placement Warrants 3 $ 5.5 $ 10.1 Public Warrants The measurement of the public warrants as of June 30, 2022 is classified as Level 1 due to the use of an observable market quote in an active market under the ticker “ACHR WS.” The quoted price of the public warrants was $0.57 per warrant as of June 30, 2022. Private Placement Warrants The Company utilizes a Monte Carlo simulation model for the private placement warrants at each reporting period, with changes in fair value recognized in the statement of operations and comprehensive loss. The estimated fair value of the private placement warrant liability is determined using Level 3 inputs. Inherent in a binomial options pricing model and Monte Carlo simulation model are assumptions related to expected share-price volatility, expected life, risk-free interest rate, and dividend yield. The key inputs into the Monte Carlo simulation model for the private placement warrants are as follows: Input June 30, December 31, Stock price $ 3.08 $ 6.04 Strike price $ 11.50 $ 11.50 Dividend yield 0.00 % 0.00 % Term (in years) 4.21 4.71 Volatility 66.2 % 45.3 % Risk-free rate 3.00 % 1.22 % The following table presents the change in fair value of the Company’s Level 3 private placement warrants during the six months ended June 30, 2022 (in millions): Balance as of December 31, 2021 $ 10.1 Change in fair value (4.6) Balance as of June 30, 2022 $ 5.5 The Company recognized a gain in connection with changes in the fair value of warrant liabilities of $8.3 million and $14.9 million within other income, net in the consolidated condensed statement of operations and comprehensive loss during the three and six months ended June 30, 2022, respectively. Refer to Note 12 - Liability Classified Warrants for additional information about the public and private placement warrants. Financial Instruments Not Recorded at Fair Value on a Recurring Basis Certain financial instruments, including debt, are not measured at fair value on a recurring basis in the balance sheets. The fair value of debt as of June 30, 2022 approximates its carrying value. Assets and Liabilities Recorded at Fair Value on a Non-Recurring Basis Certain assets and liabilities are subject to measurement at fair value on a non-recurring basis if there are indicators of impairment or if they are deemed to be impaired as a result of an impairment review. Intangible Assets, Net Intangible assets consist solely of domain names and are recorded at cost, net of accumulated amortization, and if applicable, impairment charges. Amortization of domain names is provided over a 15-year estimated useful life on a straight-line basis or based on the pattern in which economic benefits are consumed, if reliably determinable. The Company reviews intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company has analyzed a variety of factors in light of the known impact to date of the ongoing COVID-19 pandemic on the Company’s business to determine if any circumstance could trigger an impairment loss, and, at this time and based on the information presently known, do not believe that it is more likely than not that an impairment loss has been incurred. As of June 30, 2022 and December 31, 2021, the net carrying amounts for domain names were $0.4 million and $0.5 million recorded in the Company’s consolidated condensed balance sheets, respectively. Net Loss Per Share Basic net loss per share is calculated by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding. For all periods presented, the calculation of basic net loss per share excludes shares issued upon the early exercise of stock options where the vesting conditions have not been satisfied. Because the Company reported net losses for all periods presented, diluted loss per share is the same as basic loss per share. Contingently issuable shares, including equity awards with performance conditions, are considered outstanding common shares and included in basic net loss per share as of the date that all necessary conditions to earn the awards have been satisfied. Prior to the end of the contingency period, the number of contingently issuable shares included in diluted net loss per share is based on the number of shares, if any, that would be issuable under the terms of the arrangement at the end of the reporting period. Because the Company reported net losses for all periods presented, all potentially dilutive common stock equivalents are antidilutive and have been excluded from the calculation of net loss per share. The diluted net loss per common share was the same for Class A and Class B common shares because they are entitled to the same liquidation and dividend rights. The following table presents the number of antidilutive shares excluded from the calculation of diluted net loss per share: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Options to purchase common stock 6,736,534 13,001,032 6,736,534 13,001,032 Unvested restricted stock units 40,679,383 — 40,679,383 — Warrants 32,168,405 10,282,292 32,168,405 10,282,292 Series Seed redeemable convertible preferred stock — 18,193,515 — 18,193,515 Series A redeemable convertible preferred stock — 46,267,422 — 46,267,422 Total 79,584,322 87,744,261 79,584,322 87,744,261 Comprehensive Loss There were no differences between net loss and comprehensive loss presented in the consolidated condensed statements of operations and comprehensive loss for the three and six months ended June 30, 2022 and 2021. Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the Financial Accounting Standards Board issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . The ASU simplifies the accounting for convertible instruments by removing certain separation models in ASC 470-20, Debt—Debt with Conversion and Other Options , for convertible instruments. The ASU updates the guidance on certain embedded conversion features that are not required to be accounted for as derivatives under Topic 815, Derivatives and Hedging , or that do not result in substantial premiums accounted for as paid-in capital, such that those features are no longer required to be separated from the host contract. The convertible debt instruments will be accounted for as a single liability measured at amortized cost. Further, the ASU made amendments to the EPS guidance in Topic 260, Earnings Per Share , for convertible instruments, the most significant impact of which is requiring the use of the if-converted method for diluted EPS calculation, and no longer allowing the net share settlement method. The ASU also made revisions to Topic 815-40, which provides guidance on how an entity must determine whether a contract qualifies for a scope exception from derivative accounting. The amendments to Topic 815-40 change the scope of contracts that are recognized as assets or liabilities. The ASU is effective for public business entities, excluding smaller reporting companies, for interim and annual periods beginning after December 15, 2021, with early adoption permitted. For all other entities, the amendments are effective for interim and annual periods beginning after December 15, 2023. Adoption of the ASU can either be on a modified retrospective or full retrospective basis. The Company is currently evaluating the impact the adoption of this standard will have on its financial statements and related disclosures. No other recently issued accounting pronouncements had or are expected to have a material impact on the Company’s financial statements. |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net, consisted of the following (in millions): June 30, December 31, Furniture, fixtures, and equipment $ 1.6 $ 2.8 Computer hardware 4.8 2.5 Computer software 0.5 0.5 Website design 0.5 0.5 Leasehold improvements 2.5 1.0 Construction in progress 1.1 — Total property and equipment 11.0 7.3 Less: Accumulated depreciation (2.7) (1.4) Total property and equipment, net $ 8.3 $ 5.9 The following table presents depreciation expense included in each respective expense category in the consolidated condensed statements of operations and comprehensive loss (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Research and development $ 0.5 $ 0.1 $ 0.9 $ 0.2 General and administrative 0.2 0.2 0.4 0.2 Total depreciation expense $ 0.7 $ 0.3 $ 1.3 $ 0.4 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in millions): June 30, December 31, Accrued professional fees $ 20.1 $ 6.9 Accrued employee costs 5.3 2.6 Accrued parts and materials 0.1 0.9 Taxes payable 0.3 0.6 Accrued capital expenditures 1.4 0.4 Accrued marketing fees — 0.3 Other current liabilities 0.8 0.6 Total $ 28.0 $ 12.3 |
Notes Payable
Notes Payable | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable Long-term notes payable consisted of the following (in millions): June 30, December 31, Silicon Valley Bank (“SVB”) Term Loans $ 15.0 $ 20.0 Term Loans unamortized discount and loan issuance costs (0.9) (1.2) Total debt, net of discount and loan issuance costs 14.1 18.8 Less current portion, net of discount and loan issuance costs (9.4) (9.5) Total long-term notes payable, net of discount and loan issuance costs $ 4.7 $ 9.3 SVB Loan On July 9, 2021, the Company, as the borrower, entered into a Loan and Security Agreement (the “Loan and Security Agreement”) with SVB and SVB Innovation Credit Fund VIII, L.P. (“SVB Innovation”) as the lenders, and SVB as the collateral agent. The total principal amount of the loans is $20 million (the “Term Loans”), and all obligations due under the Term Loans are collateralized by all of the Company’s right, title, and interest in and to its specified personal property in favor of the collateral agent. The Term Loans include events of default and covenant provisions, whereby accelerated repayment may result if the Company were to default. On January 1, 2022, the Company began repaying the Term Loans, which are payable in 24 equal monthly installments, including principal and interest. The interest rate on the loans is a floating rate per annum equal to the greater of (i) 8.5% and (ii) the Prime Rate plus the Prime Rate Margin (each as defined in the Loan and Security Agreement), which increases by 2% per annum upon the occurrence of an event of default. For the three and six months ended June 30, 2022, the Company recognized interest expense of $0.4 million and $0.8 million, respectively. Additionally, in conjunction with the issuance of the Term Loans, the Company issued 366,140 warrants to SVB and 366,140 warrants to SVB Innovation, totaling 732,280 warrants. The Company issued the warrants to the lenders as consideration for entering into the Term Loans, representing a loan issuance fee. Each warrant provides SVB and SVB Innovation with the right to purchase one share of the Company’s Class A common stock. The Company recorded the warrants as liabilities at their fair value and adjust the warrants to fair value at each reporting period. This liability is subject to remeasurement at each balance sheet date until exercised, and any change in fair value is recognized as a gain or loss in the Company’s consolidated condensed statements of operations and comprehensive loss. The initial offsetting entry to the warrant liability was a debt discount recorded to reflect the loan issuance fee. See Note 12 - Liability Classified Warrants for further details. Upon the closing of the Business Combination, the SVB warrants became public warrants. The subsequent measurement of the SVB warrants as of June 30, 2022 is classified as Level 1 due to the use of an observable market quote in an active market under the ticker “ACHR WS.” The quoted price of the public warrants was $0.57 as of June 30, 2022. During the three and six months ended June 30, 2022, the Company recognized interest expense of $0.1 million and $0.3 million related to the amortization of the discount and issuance costs, respectively. The unamortized balance of the discount and issuance costs was $0.9 million as of June 30, 2022. The future scheduled principal maturities of notes payable as of June 30, 2022 are as follows (in millions): Remaining 2022 $ 5.0 2023 10.0 $ 15.0 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases The Company leases office, lab, hangar, and storage facilities under various operating lease agreements with lease periods exp iring between 2022 and 2026 and g enerally containing periodic rent increases and various renewal and termination options. On January 14, 2022, the Company entered into a sublease agreement with Forescout Technologies, Inc. The sublease is for approximately 96,000 rentable square feet of building space in the building located at 190 West Tasman Drive, San Jose, California, which serves as the Company’s corporate headquarters. The term of the sublease commenced on February 26, 2022 and will expire on October 31, 2026, with no right to extend. The Company is also responsible for certain other costs under the sublease, such as certain build-out expenses, operating expenses, taxes, assessments, insurance, and utilities. On March 9, 2022, the Company entered into a lease agreement with SIR Properties Trust. The lease is for approximately 68,000 rentable square feet of building space in the building located at 77 Rio Robles, San Jose, California. The Company intends that the premises will be used for lab space and a low rate initial production facility. The term of the lease commences 210 days after the landlord delivers possession of the premises to the Company, subject to certain demolition work being completed, and will expire 90 months thereafter, with an option for the Company to extend the term for one additional five-year period. Base rent payments due under the lease are expected to be approximately $15.0 million in the aggregate over the term of the lease. The Company is also responsible for certain other costs under the lease, such as certain build-out expenses, operating expenses, taxes, assessments, insurance, and utilities. However, the lease requires that the landlord shall provide the Company with an allowance that may be applied against certain of the Company’s build-out and moving expenses. As of June 30, 2022, the lease has not commenced. The Company’s lease costs were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Operating lease cost $ 1.5 $ 0.4 $ 2.6 $ 0.7 The Company’s weighted-average remaining lease term and discount rate as of June 30, 2022 and June 30, 2021 were as follows: 2022 2021 Weighted-average remaining lease term (in months) 42 23 Weighted-average discount rate 11.46 % 11.29 % The minimum aggregate future obligations under the Company’s non-cancelable operating leases as of June 30, 2022 were as follows (in millions): Remaining 2022 $ 2.6 2023 4.4 2024 2.8 2025 2.9 2026 2.5 Total future lease payments 15.2 Less: imputed interest (2.7) Present value of future lease payments $ 12.5 Supplemental cash flow information and non-cash activities related to right-of-use assets and lease liabilities were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Operating cash outflows from operating leases $ 0.9 $ 0.4 $ 1.8 $ 0.7 Operating lease assets obtained in exchange for new lease liabilities $ 0.6 $ 0.2 $ 9.6 $ 1.0 Letters of Credit On February 23, 2022, in conjunction with the sublease the Company entered into for its new corporate headquarters, the Company entered into a standby letter of credit in the amount of $1.5 million in favor of the lessor, to satisfy the security deposit or other obligations of the leased property. The standby letter of credit will be automatically reduced and renewed annually through February 1, 2026. On March 31, 2022, in conjunction with the lease the Company entered into for its new lab space and low rate initial production facility, the Company entered into a standby letter of credit in the amount of $1.2 million in favor of the lessor, to satisfy the security deposit of the leased property. The standby letter of credit automatically renews annually through September 28, 2030. As of June 30, 2022, the Company had standby letters of credit in the aggregate outstanding amount of $2.9 million, secured with restricted cash, to support three of the Company’s leased properties. Litigation During the ordinary course of the business, the Company may be subject to legal proceedings, various claims, and litigation. Such proceedings can be costly, time consuming, and unpredictable, and therefore, no assurance can be given that the final outcome of such proceedings will not materially impact financial condition or results of operations. Wisk Litigation and Government Investigation On April 6, 2021, Wisk Aero LLC (“Wisk”) brought a lawsuit against the Company in the United States District Court for the Northern District of California (the “District Court”) alleging misappropriation of trade secrets and patent infringement. The Company has filed certain counterclaims for defamation, tortious interference and unfair competition. On May 19, 2021, Wisk filed a motion for preliminary injunction and expedited discovery. On June 23, 2021, the Company filed an opposition to the motion for preliminary injunction. On July 22, 2021, the District Court denied Wisk’s motion for preliminary injunction. On August 20, 2021, Wisk filed a notice of appeal of the District Court’s denial of the motion for preliminary injunction. On September 30, 2021, Wisk withdrew its notice of appeal of the District Court’s denial of the motion for preliminary injunction. On January 19, 2022, the Company filed a motion for judgment on the pleadings to dismiss two of Wisk’s asserted patents as invalid, which the District Court granted on April 19, 2022. The District Court separately ordered Wisk to narrow its trade secret case to 10 of the 52 alleged trade secrets and its patent case to eight claims across all patents. The deadline for Wisk to do so pursuant to a modified case schedule entered by the District Court is November 15, 2022. A trial on Wisk’s claims and the Company’s counterclaims is currently scheduled to begin on August 14, 2023. On April 6, 2022, the Company brought a lawsuit against The Boeing Company (“Boeing”) in the Superior Court of California, County of Santa Clara (the “Superior Court”), asserting substantially the same claims set forth in the Company’s counterclaims against Wisk. On April 11, 2022, the Superior Court issued an order staying discovery and the responsive pleading deadline until after the case management conference set for August 2022. The Company continues to strongly believe Wisk’s lawsuit is without merit. The Company will continue to vigorously defend itself against Wisk’s claims and pursue the Company’s counterclaims against Wisk and its claims against Boeing. Because these proceedings are still in the early stages, the Company cannot predict their outcome or impact on the Company and its business. As such, and in consideration of the above, the Company has concluded that a potential loss amount or a potential range of loss is not probable or reasonably estimable under ASC 450, Contingencies , and therefore has not accrued any amounts related to the award of damages or settlement of this matter with Wisk. Therefore, a negative result in these proceedings could have a material adverse effect on the Company’s financial position, liquidity, operations, and cash flows. Prior to Wisk bringing the lawsuit against the Company, on March 30, 2021, one of the Company’s employees, who is a former employee of Wisk, had a search warrant executed at his home in connection with a federal investigation. The Company placed this former Wisk employee on paid administrative leave in connection with this government investigation. In relation to the same investigation, the Company and three of its employees, who are also former Wisk employees, received grand jury subpoenas from the United States Attorney’s Office for the Northern District of California. On January 28, 2022, the U.S. Attorney’s Office informed the Company that, based on its review, it decided not to bring charges against this employee and does not intend to continue its investigation. |
Preferred and Common Stock
Preferred and Common Stock | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Preferred and Common Stock | Preferred and Common Stock Preferred Stock As of June 30, 2022, no shares of preferred stock were outstanding, and the Company has no present plans to issue any shares of preferred stock. Class A and Class B Common Stock Except for voting rights and conversion rights, or as otherwise required by applicable law, the shares of the Company’s Class A common stock and Class B common stock have the same powers, preferences, and rights and rank equally, share ratable and are identical in all respects as to all matters. The rights, privileges, and preferences are as follows: Voting Holders of the Company’s Class A common stock are entitled to one vote per share on all matters to be voted upon by the stockholders, and holders of Class B common stock are entitled to ten votes per share on all matters to be voted upon by the stockholders. The holders of Class A common stock and Class B common stock will generally vote together as a single class on all matters submitted to a vote of the stockholders, unless otherwise required by Delaware law or the Company’s amended and restated certificate of incorporation. Dividends Holders of Class A common stock and Class B common stock are entitled to receive such dividends, if any, as may be declared from time to time by the Company’s board of directors in its discretion out of funds legally available therefor. No dividends on common stock have been declared by the Company’s board of directors through June 30, 2022, and the Company does not expect to pay dividends in the foreseeable future. Preemptive Rights Stockholders have no preemptive or other subscription rights and there are no sinking fund or redemption provisions applicable to Class A common stock and Class B common stock. Conversion Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. In addition, each share of Class B common stock will automatically convert into one share of Class A common stock upon transfer to a non-authorized holder. In addition, Class B common stock is subject to “sunset” provisions, under which all shares of Class B common stock will automatically convert into an equal number of shares of Class A common stock upon the earliest to occur of (i) the ten-year anniversary of the closing of the Business Combination, (ii) the date specified by the holders of two-thirds of the then outstanding Class B common stock, voting as a separate class, and (iii) when the number of Class B common stock represents less than 10% of the aggregate number of Class A common stock and Class B common stock then outstanding. In addition, each share of Class B common stock will automatically convert into an equal number of Class A common stock upon the earliest to occur of (a) in the case of a founder of the Company, the date that is nine months following the death or incapacity of such founder, and, in the case of any other holder, the date of the death or incapacity of such holder, (b) in the case of a founder of the Company, the date that is 12 months following the date that such founder ceases to provide services to the Company and its subsidiaries as an executive officer, employee or director of the Company, and, in the case of any other holder, immediately at the occurrence of any such event, and (c) in the case of a founder of the Company or any other holder, at least 80% (subject to customary capitalization adjustments) of the Class B common stock held by such founder or holder (on a fully as converted/as exercised basis) as of immediately following the closing of the Business Combination having been transferred (subject to exceptions for certain permitted transfers). During the three and six months ended June 30, 2022, 4,190,561 and 5,948,541 shares of Class B common stock were converted into Class A common stock, respectively. Liquidation In the event of the Company’s voluntary or involuntary liquidation, dissolution, distribution of assets or winding-up, subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of the Company’s common stock will be entitled to receive an equal amount per share of all of the Company’s assets of whatever kind available for distribution to stockholders, after the rights of the holders of any preferred stock have been satisfied. |
Stock-Based Compensation_
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Amended and Restated 2021 Plan In August 2021, the Company adopted the 2021 Equity Incentive Plan (the “2021 Plan”), which was approved by the stockholders of the Company in September 2021 and became effective immediately upon the closing of the Business Combination. In April 2022, the Company amended and restated the 2021 Plan (the “Amended and Restated 2021 Plan”), which was approved by the stockholders of the Company in June 2022. The aggregate number of shares of Class A common stock that may be issued under the plan increased to 34,175,708. In addition, the number of shares of Class A common stock reserved for issuance under the Amended and Restated 2021 Plan will automatically increase on January 1st of each year following this amendment, starting on January 1, 2023 and ending on (and including) January 1, 2031, in an amount equal to the lesser of (1) 5.0% of the total number of shares of Class A common stock outstanding on December 31 of the preceding year, or (2) a lesser number of Class A common stock determined by the board of directors prior to the date of the increase. The Amended and Restated 2021 Plan provides for the grant of incentive and non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards, and other awards to employees, directors, and non-employees. In connection with the adoption of the 2021 Plan, the Company ceased issuing awards under its 2019 Equity Incentive Plan (the “2019 Plan”). Following the closing of the Business Combination, the Company assumed the outstanding stock options under the 2019 Plan and converted such stock options into options to purchase the Company’s common stock. Such stock options will continue to be governed by the terms of the 2019 Plan and the stock option agreements thereunder, until such outstanding options are exercised or until they terminate or expire. Employee Stock Purchase Plan In August 2021, the Company adopted the 2021 Employee Stock Purchase Plan (the “ESPP”), which became effective immediately upon the closing of the Business Combination. The ESPP permits eligible employees to purchase shares of Class A common stock at a price equal to 85% of the lower of the fair market value of Class A common stock on the first day of an offering or on the date of purchase. The maximum number of shares of Class A common stock that may be issued under the ESPP will not exceed 4,969,059 shares. Additionally, the number of shares of Class A common stock reserved for issuance under the ESPP will automatically increase on January 1st of each year, beginning on January 1, 2022 and continuing through and including January 1, 2031, by the lesser of (i) 1.0% of the total number of shares of Class A common stock outstanding on December 31st of the preceding calendar year; (ii) 9,938,118 shares of Class A common stock; or (iii) such lesser number of shares of the Company as determined by the board of directors. In accordance therewith, the number of shares of Class A common stock reserved for issuance under the ESPP increased by 1,627,895 on January 1, 2022. As of June 30, 2022, there have been no purchases under the ESPP, and therefore, no shares have been issued. Quarterly Equity Awards Subject to the achievement of certain performance goals established by the Company from time to time, the Company’s employees are eligible to receive an annual incentive bonus that will entitle them to a quarterly grant of a number of restricted stock units (“RSUs”) determined by dividing 25% of the annual bonus target amount by the closing price of the Company’s Class A common stock on the date of grant. The RSUs will be fully vested on the date of grant. Furthermore, all the quarterly equity awards are contingent and issued only upon approval by the Company’s board of directors. During the three and six months ended June 30, 2022, the Company recognized stock-based compensation expense of $2.2 million and $4.0 million related to these quarterly equity awards, respectively. Stock Options A summary of the Company’s stock option activity is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (In millions) Outstanding as of January 1, 2022 9,444,221 $ 0.12 8.66 $ 55.9 Exercised (2,437,974) $ 0.13 $ 9.4 Expired/forfeited (269,713) $ 0.11 Outstanding as of June 30, 2022 6,736,534 $ 0.12 8.14 $ 20.0 Exercisable as of June 30, 2022 1,049,123 $ 0.12 8.15 $ 3.1 Vested and expected to vest as of June 30, 2022 6,736,534 $ 0.12 8.14 $ 20.0 The Company recognized stock-based compensation expense of $1.1 million and $2.1 million for stock options for the three and six months ended June 30, 2022, respectively. The Company recognized stock-based compensation expense of $1.0 million and $1.9 million for stock options for the three and six months ended June 30, 2021, respectively. As of June 30, 2022, the total remaining stock-based compensation expense for unvested stock options was $10.7 million, which is expected to be recognized over a weighted-average period of 1.3 years. Restricted Stock Units A summary of the Company’s RSU activity is as follows: Number of Shares Weighted Average Grant Price Outstanding as of January 1, 2022 36,249,396 $ 6.53 Granted 5,109,461 $ 3.75 Vested (1,292,020) $ 4.66 Forfeited (1,262,454) $ 7.17 Outstanding as of June 30, 2022 38,804,383 $ 6.21 In May 2022, the Company granted 437,708 RSUs under the Amended and Restated 2021 Plan, representing the quarterly equity awards for the Company’s first fiscal quarter of 2022. The RSUs were fully vested on the date of grant and settled in Class A common stock on a one-for-one basis. In April 2022, the Company granted 2,798,312 RSUs under the 2021 Plan. The RSUs generally vest over a three In February 2022, the Company granted 1,462,209 RSUs under the 2021 Plan. The RSUs generally vest over a three Immediately prior to closing of the Business Combination, each of the Company’s founders was granted 20,009,224 RSUs under the 2019 Plan pursuant to the terms and conditions of the Business Combination Agreement (the “Founder Grants”). Considering each of the founder’s existing equity ownership and assuming the Founder Grants fully vest, it would result in each of the founders owning approximately 18% of all outstanding shares of the Total Outstanding Capitalization of the Company (as defined in the Business Combination Agreement). One-quarter of each Founder Grant vests upon the achievement of the earlier to occur of (i) a price-based milestone or (ii) a performance-based milestone, with a different set of such price and performance-based milestones applying to each quarter of each Founder Grant and so long as the achievement occurs within seven years following the closing of the Business Combination. The Company accounts for the Founder Grants as four separate tranches, with each tranche consisting of two award grants, a performance award grant and market award grant. Each tranche vests when either the market condition or performance condition is satisfied (only one condition is satisfied). The Company determined the fair value of the performance award by utilizing the trading price on the Closing Date. When the applicable performance milestone is deemed probable of being achieved, the Company will recognize compensation expense for the portion earned to date over the requisite period. For the market award, the Company determined both the fair value and derived service period using a Monte Carlo simulation model on the Closing Date. The Company will recognize compensation expense for the market award on a straight-line basis over the derived service period. If the applicable performance condition is not probable of being achieved, compensation cost for the value of the award incorporating the market condition is recognized, so long as the requisite service is provided. If the performance milestone becomes probable of being achieved, the full fair value of the award will be recognized, and any remaining expense for the market award will be canceled. One-quarter of each Founder Grant, totaling 5,002,306 shares each of Class B common stock, vested immediately prior to the Closing Date pursuant to the terms and conditions of the Business Combination Agreement. On April 14, 2022, the vested 5,002,306 shares of Class B common stock of Brett Adcock, the Company’s co-founder and former co-CEO, were cancelled. Following the separation of Mr. Adcock from the Company on April 13, 2022 (the “Separation Date”), Mr. Adcock’s unvested 15,006,918 shares of Class B common stock for the remaining three tranches remain outstanding and eligible for vesting upon the achievement of the milestones as described above for 15 months from the Separation Date pursuant to the original terms of the Founder Grants. During the three and six months ended June 30, 2022, the Company recorded $16.2 million and $32.2 million of expense, respectively, for the amortized portion of the market award for the remaining three tranches in general and administrative expenses in the consolidated condensed statements of operations and comprehensive loss. For the three and six months ended June 30, 2022, the Company recorded $5.4 million and $11.1 million of stock-based compensation expense, respectively, related to RSUs (excluding the Founder Grants). For each of the three and six months ended June 30, 2021, the Company recorded less than $0.1 million of stock-based compensation expense related to RSUs. As of June 30, 2022, the total remaining stock-based compensation expense for unvested RSUs (including the Founder Grants) was $287.0 million, which is expected to be recognized over a weighted-average period of 2.1 years. The Company records stock-based compensation expense for stock-based compensation awards based on the fair value on the date of grant. The stock-based compensation expense is recognized ratably over the course of the requisite service period. The Company has elected to account for forfeitures as they occur and will record stock-based compensation expense assuming all stockholders will complete the requisite service period. If an employee forfeits an award because they fail to complete the requisite service period, the Company will reverse stock-based compensation expense previously recognized in the period the award is forfeited. The following table presents stock-based compensation expense included in each respective expense category in the consolidated condensed statements of operations and comprehensive loss (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Research and development $ 6.9 $ 0.7 $ 12.3 $ 1.4 General and administrative 18.7 0.3 37.8 0.5 Total stock-based compensation expense $ 25.6 $ 1.0 $ 50.1 $ 1.9 Warrants A summary of the Company’s warrant activity is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (In millions) Outstanding as of January 1, 2022 8,644,932 $ 0.01 8.87 $ 52.1 Issued 91,667 $ 0.01 Exercised — $ — $ — Outstanding as of June 30, 2022 8,736,599 $ 0.01 8.34 $ 26.8 Vested and exercisable as of June 30, 2022 1,967,141 $ 0.01 3.62 $ 6.0 United Airlines On January 29, 2021, the Company entered into a Purchase Agreement (the “United Purchase Agreement”), Collaboration Agreement (the “United Collaboration Agreement”), and Warrant to Purchase Shares Agreement (the “United Warrant Agreement”) with United Airlines, Inc. (“United”). Under the terms of the United Purchase Agreement, United has a conditional purchase order for up to 200 of the Company’s aircraft, with an option to purchase an additional 100 aircraft. Those purchases are conditioned upon the Company meeting certain conditions that include, but are not limited to, the certification of the Company’s aircraft by the FAA and further negotiation and reaching of mutual agreement on certain material terms related to the purchases. The Company issued 14,741,764 warrants to United to purchase shares of the Company’s Class A common stock. Each warrant provides United with the right to purchase one share of the Company’s Class A common stock at an exercise price of $0.01 per share. The warrants vest in four installments in accordance with the following milestones: the execution of the United Purchase Agreement and the United Collaboration Agreement, the completion of the Business Combination, the certification of the aircraft by the FAA, and the initial sale of aircraft to United. The Company accounts for the United Purchase Agreement and the United Collaboration Agreement under ASC 606, Revenue from Contracts with Customers . The Company identified the sale of each aircraft ordered by United as a separate performance obligation in the contract. As the performance obligations have not been satisfied, the Company has not recognized any revenue as of June 30, 2022. With respect to the four warrant vesting milestones outlined above, the Company accounts for them as consideration payable to a customer under ASC 606 related to the future purchase of aircraft by United. Pursuant to ASC 718, Compensation — Stock Compensation, the Company measured the grant date fair value of the warrants to be recognized upon the achievement of each of the four milestones and the vesting of the related warrants. The Company determined that the warrants will be classified as equity awards based on the criteria of ASC 480, Distinguishing Liabilities from Equity and ASC 718. For the first milestone, issuance of the warrants in conjunction with the execution of the United Purchase Agreement and the United Collaboration Agreement, the Company recorded the grant date fair value of the respective warrant tranche at the vesting date upon satisfaction of the milestone, and the related costs were recorded in other warrant expense due to the absence of historical or probable future revenue. For the second milestone, the completion of the Business Combination transaction, the related costs were also recorded in other warrant expense due to the absence of historical or probable future revenue. For the third milestone, the certification of the aircraft by the FAA, the Company will assess whether it is probable that the award will vest at the end of every reporting period. If and when the award is deemed probable of vesting, the Company will begin capitalizing the grant date fair value of the associated warrants as an asset through the vesting date and subsequently amortize the asset as a reduction to revenue as it sells the new aircraft to United. For the fourth milestone, the sale of aircraft to United, the Company will record the cost associated with the vesting of each portion of warrants within this milestone as a reduction of the transaction price as revenue is recognized for each sale of the aircraft. During the first fiscal quarter of 2021, the Company recorded $78.2 million in other warrant expense in the consolidated condensed statements of operations and comprehensive loss related to the achievement of the first milestone. A total of 8,845,058 warrants vested from achievement of the first two milestones and were exercised during the fiscal year ended December 31, 2021. FCA US LLC On November 6, 2020, the Company entered into a Collaboration Agreement with FCA US LLC (“FCA”) (the “FCA Collaboration Agreement”), in which both parties agreed to work together to complete a series of fixed duration collaboration projects related to the Company’s ongoing efforts to design, develop, and bring up production capabilities for its aircraft. The Company issued a warrant to FCA on November 6, 2020, in which FCA has the right to purchase up to 1,671,202 shares of the Company’s Class A common stock at an exercise price of $0.01 per share (subject to appropriate adjustment in the event of a stock dividend, stock split, combination, or other similar recapitalization). Shares under the warrant vest based on the completion of specific aircraft development milestones identified under the FCA Collaboration Agreement, which are expected to be achieved on a rolling basis through December 2022. As the Company is currently in pre-revenue stage and is not generating any revenue from the FCA Collaboration Agreement, all costs incurred with third parties are recorded based on the nature of the cost incurred. The Company accounts for the warrant in accordance with the provisions of ASC 718. The Company will assess whether it is probable that the award will vest for each of the seven milestones at the end of every reporting period. If and when the award is deemed probable of vesting, the Company will recognize compensation expense for the portion of the grant determined probable of vesting on a straight-line basis over the duration of each milestone. If services had been provided by FCA prior to management determining the milestone is probable of being achieved, a cumulative catch-up adjustment will be recorded for services performed in prior periods. Costs incurred under the FCA Collaboration Agreement and warrant are associated with the design, development, and bring up of production for the Company’s aircraft. During each of the three and six months ended June 30, 2022 and 2021, the Company recorded less than $0.1 million of R&D expense in each period in the consolidated condensed statements of operations and comprehensive loss related to the completion of certain milestones. As of June 30, 2022, a total of six milestones have been completed, amounting to 1,336,962 shares that have vested. FCA Italy S.p.A. On July 19, 2021, the Company entered into a Manufacturing Consulting Agreement with an affiliate of FCA, FCA Italy S.p.A. (“FCA Italy”) (the “Manufacturing Consulting Agreement”), in which both parties agreed to work together to complete a series of fixed duration projects to develop manufacturing and production processes in connection with the Company’s ongoing efforts to bring up production capabilities for its aircraft. In conjunction with the Manufacturing Consulting Agreement, the Company issued a warrant to FCA Italy, in which FCA Italy has the right to purchase up to 1,077,024 shares of the Company’s Class A common stock at an exercise price of $0.01 per share. The shares underlying the warrant vest in two equal installments in accordance with two time-based milestones. The Company accounts for the warrant in accordance with ASC 718. The Company recognized compensation cost for half of the shares that were fully vested upon execution of the Manufacturing Consulting Agreement. The Company will recognize compensation cost for the remaining half of the warrant as the related services are received from FCA Italy on a straight-line basis over the service period of 12 months. During the three and six months ended June 30, 2022, the Company recorded $1.2 million and $2.4 million of R&D expense, respectively, in the consolidated condensed statements of operations and comprehensive loss related to services received during the period for the second milestone. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company recognized zero income tax expense for each of the three and six months ended June 30, 2022, and zero and less than $0.1 million of income tax expense for the three and six months ended June 30, 2021, respectively, resulting in an effective tax rate of 0%. The effective tax rate is different from the federal statutory tax rate primarily due to a full valuation allowance against deferred tax assets. In assessing the realizability of deferred tax assets, management considers whether it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which those temporary differences become deductible. Based upon the analysis of federal and state deferred tax balances, future tax projections, and the Company’s lack of taxable income in the carryback period, the Company recorded a full valuation allowance against the federal and state deferred tax assets as of June 30, 2022 and 2021. |
401(k) Savings Plan_
401(k) Savings Plan | 6 Months Ended |
Jun. 30, 2022 | |
Retirement Benefits [Abstract] | |
401(k) Savings Plan | 401(k) Savings PlanThe Company maintains a 401(k) savings plan for the benefit of its employees. The Company makes matching contributions equal to 50% of each employee contribution, subject to the maximum amount established by the Internal Revenue Service. All current employees are eligible to participate in the 401(k) savings plan. The Company’s matching contributions were approximately $0.5 million and $1.0 million for the three and six months ended June 30, 2022, respectively, and $0.1 million and $0.3 million for the three and six months ended June 30, 2021, respectively. |
Liability Classified Warrants
Liability Classified Warrants | 6 Months Ended |
Jun. 30, 2022 | |
Warrants and Rights Note Disclosure [Abstract] | |
Liability Classified Warrants | Liability Classified Warrants As of June 30, 2022, there were 17,398,947 public w arrants outstanding. Public warrants may only be exercised for a whole number of shares. No fractional shares are issued upon exercise of the public warrants. The public warrants became exercisable on October 30, 2021, 12 months after the closing of the initial public offering of Atlas. The public warrants will expire five years from the consummation of the Business Combination or earlier upon redemption or liquidation. Once the public warrants become exercisable, the Company may redeem the public warrants for redemption: • in whole and not in part; • at a price of $0.01 per public warrant; • upon not less than 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the closing price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period commencing after the warrants become exercisable and ending three business days before the Company sends the notice of redemption to the warrant holders. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if the Company is unable to register or qualify the underlying securities for sale under all applicable state securities laws. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn August 9, 2022, the Company entered into Amendment No. 1 to the Warrant to Purchase Shares (the “Warrant Amendment”), by and between the Company and United, pursuant to which the parties amended the fourth milestone’s vesting conditions outlined in Exhibit B to the United Warrant Agreement. The Warrant Amendment provides that 4,422,529 shares of the Company’s Class A common stock will become vested and exercisable by United upon the occurrence of certain alternate vesting conditions as described in the Warrant Amendment. The foregoing description of the Warrant Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the complete text of the Warrant Amendment, a copy of which the Company expects to file with its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated condensed financial statements have been prepared pursuant to the rules and regulations of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of financial position, results of operations, and cash flows for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. The unaudited consolidated condensed financial statements should be read in conjunction with the Company’s audited consolidated financial statements as of and for the fiscal year ended December 31, 2021 set forth in the Company’s Annual Report on Form 10-K. The December 31, 2021 consolidated condensed balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted CashCash consists of cash on deposit with financial institutions. Cash equivalents consist of short-term, highly liquid financial instruments that are readily convertible to cash and have maturities of three months or less from the date of purchase. |
Fair Value Measurements | Fair Value Measurements The Company applies the provisions of Accounting Standards Codification (“ASC”) 820, Fair Value Measurement, which defines a single authoritative definition of fair value, sets out a framework for measuring fair value and expands on required disclosures about fair value measurements. The provisions of ASC 820 relate to financial assets and liabilities as well as other assets and liabilities carried at fair value on a recurring and nonrecurring basis. The standard clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the standard establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Private Placement Warrants The Company utilizes a Monte Carlo simulation model for the private placement warrants at each reporting period, with changes in fair value recognized in the statement of operations and comprehensive loss. The estimated fair value of the private placement warrant liability is determined using Level 3 inputs. Inherent in a binomial options pricing model and Monte Carlo simulation model are assumptions related to expected share-price volatility, expected life, risk-free interest rate, and dividend yield. Financial Instruments Not Recorded at Fair Value on a Recurring Basis Certain financial instruments, including debt, are not measured at fair value on a recurring basis in the balance sheets. The fair value of debt as of June 30, 2022 approximates its carrying value. Assets and Liabilities Recorded at Fair Value on a Non-Recurring Basis Certain assets and liabilities are subject to measurement at fair value on a non-recurring basis if there are indicators of impairment or if they are deemed to be impaired as a result of an impairment review. |
Intangible Assets, Net | Intangible Assets, Net Intangible assets consist solely of domain names and are recorded at cost, net of accumulated amortization, and if applicable, impairment charges. Amortization of domain names is provided over a 15-year estimated useful life on a straight-line basis or based on the pattern in which economic benefits are consumed, if reliably determinable. The Company reviews intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company has analyzed a variety of factors in light of the known impact to date of the ongoing COVID-19 pandemic on the Company’s business to determine if any circumstance could trigger an impairment loss, and, at this time and based on the information presently known, do not believe that it is more likely than not that an impairment loss has been incurred. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding. For all periods presented, the calculation of basic net loss per share excludes shares issued upon the early exercise of stock options where the vesting conditions have not been satisfied. Because the Company reported net losses for all periods presented, diluted loss per share is the same as basic loss per share. Contingently issuable shares, including equity awards with performance conditions, are considered outstanding common shares and included in basic net loss per share as of the date that all necessary conditions to earn the awards have been satisfied. Prior to the end of the contingency period, the number of contingently issuable shares included in diluted net loss per share is based on the number of shares, if any, that would be issuable under the terms of the arrangement at the end of the reporting period. Because the Company reported net losses for all periods presented, all potentially dilutive common stock equivalents are antidilutive and have been excluded from the calculation of net loss per share. The diluted net loss per common share was the same for Class A and Class B common shares because they are entitled to the same liquidation and dividend rights. |
Comprehensive Loss | Comprehensive Loss There were no differences between net loss and comprehensive loss presented in the consolidated condensed statements of operations and comprehensive loss for the three and six months ended June 30, 2022 and 2021. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the Financial Accounting Standards Board issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . The ASU simplifies the accounting for convertible instruments by removing certain separation models in ASC 470-20, Debt—Debt with Conversion and Other Options , for convertible instruments. The ASU updates the guidance on certain embedded conversion features that are not required to be accounted for as derivatives under Topic 815, Derivatives and Hedging , or that do not result in substantial premiums accounted for as paid-in capital, such that those features are no longer required to be separated from the host contract. The convertible debt instruments will be accounted for as a single liability measured at amortized cost. Further, the ASU made amendments to the EPS guidance in Topic 260, Earnings Per Share , for convertible instruments, the most significant impact of which is requiring the use of the if-converted method for diluted EPS calculation, and no longer allowing the net share settlement method. The ASU also made revisions to Topic 815-40, which provides guidance on how an entity must determine whether a contract qualifies for a scope exception from derivative accounting. The amendments to Topic 815-40 change the scope of contracts that are recognized as assets or liabilities. The ASU is effective for public business entities, excluding smaller reporting companies, for interim and annual periods beginning after December 15, 2021, with early adoption permitted. For all other entities, the amendments are effective for interim and annual periods beginning after December 15, 2023. Adoption of the ASU can either be on a modified retrospective or full retrospective basis. The Company is currently evaluating the impact the adoption of this standard will have on its financial statements and related disclosures. No other recently issued accounting pronouncements had or are expected to have a material impact on the Company’s financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the balance sheets that sum to amounts reported on the statements of cash flows: June 30, December 31, Cash and cash equivalents $ 654.8 $ 746.6 Restricted cash 2.9 0.3 Total cash, cash equivalents, and restricted cash $ 657.7 $ 746.9 |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2022 and December 31, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level June 30, December 31, (In millions) Assets: Money Market Funds 1 $ — $ 0.3 Liabilities: Warrant Liability – Public Warrants 1 $ 9.9 $ 20.2 Warrant Liability – Private Placement Warrants 3 $ 5.5 $ 10.1 |
Fair Value Measurement Inputs and Valuation Techniques | The key inputs into the Monte Carlo simulation model for the private placement warrants are as follows: Input June 30, December 31, Stock price $ 3.08 $ 6.04 Strike price $ 11.50 $ 11.50 Dividend yield 0.00 % 0.00 % Term (in years) 4.21 4.71 Volatility 66.2 % 45.3 % Risk-free rate 3.00 % 1.22 % |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents the change in fair value of the Company’s Level 3 private placement warrants during the six months ended June 30, 2022 (in millions): Balance as of December 31, 2021 $ 10.1 Change in fair value (4.6) Balance as of June 30, 2022 $ 5.5 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents the number of antidilutive shares excluded from the calculation of diluted net loss per share: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Options to purchase common stock 6,736,534 13,001,032 6,736,534 13,001,032 Unvested restricted stock units 40,679,383 — 40,679,383 — Warrants 32,168,405 10,282,292 32,168,405 10,282,292 Series Seed redeemable convertible preferred stock — 18,193,515 — 18,193,515 Series A redeemable convertible preferred stock — 46,267,422 — 46,267,422 Total 79,584,322 87,744,261 79,584,322 87,744,261 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment Net | Property and equipment, net, consisted of the following (in millions): June 30, December 31, Furniture, fixtures, and equipment $ 1.6 $ 2.8 Computer hardware 4.8 2.5 Computer software 0.5 0.5 Website design 0.5 0.5 Leasehold improvements 2.5 1.0 Construction in progress 1.1 — Total property and equipment 11.0 7.3 Less: Accumulated depreciation (2.7) (1.4) Total property and equipment, net $ 8.3 $ 5.9 The following table presents depreciation expense included in each respective expense category in the consolidated condensed statements of operations and comprehensive loss (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Research and development $ 0.5 $ 0.1 $ 0.9 $ 0.2 General and administrative 0.2 0.2 0.4 0.2 Total depreciation expense $ 0.7 $ 0.3 $ 1.3 $ 0.4 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in millions): June 30, December 31, Accrued professional fees $ 20.1 $ 6.9 Accrued employee costs 5.3 2.6 Accrued parts and materials 0.1 0.9 Taxes payable 0.3 0.6 Accrued capital expenditures 1.4 0.4 Accrued marketing fees — 0.3 Other current liabilities 0.8 0.6 Total $ 28.0 $ 12.3 |
Notes Payable (Tables)
Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term notes payable consisted of the following (in millions): June 30, December 31, Silicon Valley Bank (“SVB”) Term Loans $ 15.0 $ 20.0 Term Loans unamortized discount and loan issuance costs (0.9) (1.2) Total debt, net of discount and loan issuance costs 14.1 18.8 Less current portion, net of discount and loan issuance costs (9.4) (9.5) Total long-term notes payable, net of discount and loan issuance costs $ 4.7 $ 9.3 |
Schedule of Maturities of Long-term Debt | The future scheduled principal maturities of notes payable as of June 30, 2022 are as follows (in millions): Remaining 2022 $ 5.0 2023 10.0 $ 15.0 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Lease Costs | The Company’s lease costs were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Operating lease cost $ 1.5 $ 0.4 $ 2.6 $ 0.7 The Company’s weighted-average remaining lease term and discount rate as of June 30, 2022 and June 30, 2021 were as follows: 2022 2021 Weighted-average remaining lease term (in months) 42 23 Weighted-average discount rate 11.46 % 11.29 % Supplemental cash flow information and non-cash activities related to right-of-use assets and lease liabilities were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Operating cash outflows from operating leases $ 0.9 $ 0.4 $ 1.8 $ 0.7 Operating lease assets obtained in exchange for new lease liabilities $ 0.6 $ 0.2 $ 9.6 $ 1.0 |
Summary of Operating Lease Maturities | The minimum aggregate future obligations under the Company’s non-cancelable operating leases as of June 30, 2022 were as follows (in millions): Remaining 2022 $ 2.6 2023 4.4 2024 2.8 2025 2.9 2026 2.5 Total future lease payments 15.2 Less: imputed interest (2.7) Present value of future lease payments $ 12.5 |
Stock-Based Compensation_ (Tabl
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement, Option, Activity | A summary of the Company’s stock option activity is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (In millions) Outstanding as of January 1, 2022 9,444,221 $ 0.12 8.66 $ 55.9 Exercised (2,437,974) $ 0.13 $ 9.4 Expired/forfeited (269,713) $ 0.11 Outstanding as of June 30, 2022 6,736,534 $ 0.12 8.14 $ 20.0 Exercisable as of June 30, 2022 1,049,123 $ 0.12 8.15 $ 3.1 Vested and expected to vest as of June 30, 2022 6,736,534 $ 0.12 8.14 $ 20.0 |
Share-based Payment Arrangement, Restricted Stock Unit, Activity | A summary of the Company’s RSU activity is as follows: Number of Shares Weighted Average Grant Price Outstanding as of January 1, 2022 36,249,396 $ 6.53 Granted 5,109,461 $ 3.75 Vested (1,292,020) $ 4.66 Forfeited (1,262,454) $ 7.17 Outstanding as of June 30, 2022 38,804,383 $ 6.21 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | The following table presents stock-based compensation expense included in each respective expense category in the consolidated condensed statements of operations and comprehensive loss (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Research and development $ 6.9 $ 0.7 $ 12.3 $ 1.4 General and administrative 18.7 0.3 37.8 0.5 Total stock-based compensation expense $ 25.6 $ 1.0 $ 50.1 $ 1.9 |
Share-based Payment Arrangement, Warrant Activity | A summary of the Company’s warrant activity is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (In millions) Outstanding as of January 1, 2022 8,644,932 $ 0.01 8.87 $ 52.1 Issued 91,667 $ 0.01 Exercised — $ — $ — Outstanding as of June 30, 2022 8,736,599 $ 0.01 8.34 $ 26.8 Vested and exercisable as of June 30, 2022 1,967,141 $ 0.01 3.62 $ 6.0 |
Organization and Nature of Bu_2
Organization and Nature of Business (Details) | 6 Months Ended |
Jun. 30, 2022 lineOfBusiness | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of lines of business | 2 |
Liquidity and Going Concern (De
Liquidity and Going Concern (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ 504.5 | $ 373.6 |
Reverse recapitalization net proceeds received | 801.8 | |
Cash and cash equivalents | $ 654.8 | $ 746.6 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2022 USD ($) $ / shares | Jun. 30, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) $ / shares | |
Cash and Cash Equivalents [Line Items] | |||
Cash and cash equivalents | $ 654.8 | $ 654.8 | $ 746.6 |
Change in fair value of warrant liabilities and other warrant costs | 8.3 | $ 14.9 | |
Finite-lived intangible asset, useful life | 15 years | ||
Intangible assets, net | $ 0.4 | $ 0.4 | $ 0.5 |
Stock price | |||
Cash and Cash Equivalents [Line Items] | |||
Warrant liability, measurement input (in dollars per share) | $ / shares | 3.08 | 3.08 | 6.04 |
Public Warrants | Stock price | |||
Cash and Cash Equivalents [Line Items] | |||
Warrant liability, measurement input (in dollars per share) | $ / shares | 0.57 | 0.57 | |
Money Market Funds | |||
Cash and Cash Equivalents [Line Items] | |||
Cash and cash equivalents | $ 0 | $ 0 | $ 0.3 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Cash and cash equivalents | $ 654.8 | $ 746.6 |
Restricted cash | 2.9 | 0.3 |
Total cash, cash equivalents, and restricted cash | $ 657.7 | $ 746.9 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Fair Value Recurring Basis (Details) - Recurring - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Level 1 | Money Market Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value | $ 0 | $ 0.3 |
Level 1 | Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability, fair value disclosure | 9.9 | 20.2 |
Level 3 | Private Placement Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability, fair value disclosure | $ 5.5 | $ 10.1 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Measurement Input (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 $ / shares | Dec. 31, 2021 $ / shares | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants outstanding, term | 4 years 2 months 15 days | 4 years 8 months 15 days |
Stock price | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability, measurement input (in dollars per share) | 3.08 | 6.04 |
Strike price | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability, measurement input (in dollars per share) | 11.50 | 11.50 |
Dividend yield | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability, measurement input (in dollars per share) | 0 | 0 |
Volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability, measurement input (in dollars per share) | 0.662 | 0.453 |
Risk-free rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability, measurement input (in dollars per share) | 0.0300 | 0.0122 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Private Placement Warrants (Details) - Private Placement Warrants $ in Millions | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 10.1 |
Change in fair value | (4.6) |
Ending balance | $ 5.5 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Schedule of Antidilutive Securities (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation (in shares) | 79,584,322 | 87,744,261 | 79,584,322 | 87,744,261 |
Options to purchase common stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation (in shares) | 6,736,534 | 13,001,032 | 6,736,534 | 13,001,032 |
Unvested restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation (in shares) | 40,679,383 | 0 | 40,679,383 | 0 |
Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation (in shares) | 32,168,405 | 10,282,292 | 32,168,405 | 10,282,292 |
Series Seed redeemable convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation (in shares) | 0 | 18,193,515 | 0 | 18,193,515 |
Series A redeemable convertible preferred stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation (in shares) | 0 | 46,267,422 | 0 | 46,267,422 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 11 | $ 7.3 |
Less: Accumulated depreciation | (2.7) | (1.4) |
Total property and equipment, net | 8.3 | 5.9 |
Furniture, fixtures, and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 1.6 | 2.8 |
Computer hardware | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 4.8 | 2.5 |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 0.5 | 0.5 |
Website design | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 0.5 | 0.5 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2.5 | 1 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1.1 | $ 0 |
Property and Equipment, Net - D
Property and Equipment, Net - Depreciation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Depreciation | ||||
Total depreciation expense | $ 0.7 | $ 0.3 | $ 1.3 | $ 0.4 |
Research and development | ||||
Depreciation | ||||
Total depreciation expense | 0.5 | 0.1 | 0.9 | 0.2 |
General and administrative | ||||
Depreciation | ||||
Total depreciation expense | $ 0.2 | $ 0.2 | $ 0.4 | $ 0.2 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Other Liabilities Disclosure [Abstract] | ||
Accrued professional fees | $ 20.1 | $ 6.9 |
Accrued employee costs | 5.3 | 2.6 |
Accrued parts and materials | 0.1 | 0.9 |
Taxes payable | 0.3 | 0.6 |
Accrued capital expenditures | 1.4 | 0.4 |
Accrued marketing fees | 0 | 0.3 |
Other current liabilities | 0.8 | 0.6 |
Total | $ 28 | $ 12.3 |
Notes Payable - Schedule of Lon
Notes Payable - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 15 | |
Term Loans unamortized discount and loan issuance costs | (0.9) | $ (1.2) |
Total debt, net of discount and loan issuance costs | 14.1 | 18.8 |
Less current portion, net of discount and loan issuance costs | (9.4) | (9.5) |
Total long-term notes payable, net of discount and loan issuance costs | 4.7 | 9.3 |
SVB Term Loans | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 15 | $ 20 |
Term Loans unamortized discount and loan issuance costs | $ (0.9) |
Notes Payable - Narrative (Deta
Notes Payable - Narrative (Details) | 3 Months Ended | 6 Months Ended | |||||
Jul. 09, 2021 USD ($) shares | Jun. 30, 2022 USD ($) $ / shares | Jun. 30, 2022 USD ($) $ / shares | Jun. 30, 2021 USD ($) | Jan. 01, 2022 installment | Dec. 31, 2021 USD ($) $ / shares | Sep. 16, 2021 shares | |
Debt Instrument [Line Items] | |||||||
Debt discount and issuance cost amortization | $ 300,000 | $ 0 | |||||
Term Loans unamortized discount and loan issuance costs | $ 900,000 | $ 900,000 | $ 1,200,000 | ||||
Stock price | |||||||
Debt Instrument [Line Items] | |||||||
Warrant liability, measurement input (in dollars per share) | $ / shares | 3.08 | 3.08 | 6.04 | ||||
Warrants For Consideration Of Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Warrants, issued or issuable (in shares) | shares | 732,280 | ||||||
Number of securities called by each warrant or right (in shares) | shares | 1 | ||||||
Public Warrants | |||||||
Debt Instrument [Line Items] | |||||||
Number of securities called by each warrant or right (in shares) | shares | 1 | ||||||
Public Warrants | Stock price | |||||||
Debt Instrument [Line Items] | |||||||
Warrant liability, measurement input (in dollars per share) | $ / shares | 0.57 | 0.57 | |||||
Silicon Valley Bank (“SVB”) | Warrants For Consideration Of Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Warrants, issued or issuable (in shares) | shares | 366,140 | ||||||
SVB Innovation Credit Fund VIII, L.P. (“SVB Innovation”) | Warrants For Consideration Of Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Warrants, issued or issuable (in shares) | shares | 366,140 | ||||||
Secured Debt | SVB Term Loans | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 20,000,000 | ||||||
Number of monthly installments | installment | 24 | ||||||
Effective rate | 8.50% | ||||||
Increase in annual interest rate upon event of default | 2% | ||||||
Interest expense, debt | $ 400,000 | $ 800,000 | |||||
Debt discount and issuance cost amortization | 100,000 | 300,000 | |||||
Term Loans unamortized discount and loan issuance costs | $ 900,000 | $ 900,000 |
Notes Payable - Maturity Schedu
Notes Payable - Maturity Schedule (Details) $ in Millions | Jun. 30, 2022 USD ($) |
Debt Disclosure [Abstract] | |
Remaining 2022 | $ 5 |
2023 | 10 |
Long-term debt | $ 15 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) ft² in Thousands | 6 Months Ended | |||||
Mar. 09, 2022 USD ($) ft² optionToExtend | Jun. 30, 2022 USD ($) property | Apr. 19, 2022 patent claim | Mar. 31, 2022 USD ($) | Feb. 23, 2022 USD ($) | Jan. 14, 2022 ft² optionToExtend | |
Debt Instrument [Line Items] | ||||||
Area of sublease | ft² | 68 | 96 | ||||
Number of options to extend the term | optionToExtend | 1 | 0 | ||||
Commencement term | 210 days | |||||
Expiration term | 90 months | |||||
Option to extend, term | 5 years | |||||
Operating lease, liability, to be paid | $ 15,000,000 | $ 15,200,000 | ||||
Number of leased properties supported by lines of credit | property | 3 | |||||
Number of patents requested for dismissal | patent | 2 | |||||
Number of original alleged trade secret violations | claim | 52 | |||||
Standby Letters of Credit | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit, borrowing capacity | $ 2,900,000 | $ 1,500,000 | ||||
Standby Letters of Credit | Line of Credit | Security Deposit | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit, borrowing capacity | $ 1,200,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Lease Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating lease cost | $ 1.5 | $ 0.4 | $ 2.6 | $ 0.7 |
Weighted-average remaining lease term (in months) | 42 months | 23 months | 42 months | 23 months |
Weighted-average discount rate | 11.46% | 11.29% | 11.46% | 11.29% |
Commitments and Contingencies_3
Commitments and Contingencies - Operating Lease Schedule of Maturity (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Mar. 09, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remaining 2022 | $ 2.6 | |
2023 | 4.4 | |
2024 | 2.8 | |
2025 | 2.9 | |
2026 | 2.5 | |
Total future lease payments | 15.2 | $ 15 |
Less: imputed interest | (2.7) | |
Present value of future lease payments | $ 12.5 |
Commitments and Contingencies_4
Commitments and Contingencies - Noncash Lease Activities (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating cash outflows from operating leases | $ 0.9 | $ 0.4 | $ 1.8 | $ 0.7 |
Operating lease assets obtained in exchange for new lease liabilities | $ 0.6 | $ 0.2 | $ 9.6 | $ 1 |
Preferred and Common Stock (Det
Preferred and Common Stock (Details) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2022 vote shares | Jun. 30, 2022 vote shares | Dec. 31, 2021 shares | |
Class of Stock [Line Items] | |||
Preferred stock, outstanding (in shares) | 0 | 0 | 0 |
Conversion of stock (in shares) | 1 | ||
Period following that a founder ceases services to the company | 12 months | ||
Common Class A | |||
Class of Stock [Line Items] | |||
Voting rights, votes per share | vote | 1 | 1 | |
Conversion of stock (in shares) | 4,190,561 | 5,948,541 | |
Common Class B | |||
Class of Stock [Line Items] | |||
Voting rights, votes per share | vote | 10 | 10 | |
Conversion period | 10 years | ||
Common stock, conversion terms, percent of shareholders needed | 66.67% | ||
Percentage of Class B represents the aggregate of Class A | 0.10 | 0.10 | |
Percentage of founder shares held | 0.80 | 0.80 |
Stock-Based Compensation_ - Nar
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||||||
Apr. 14, 2022 shares | Apr. 13, 2022 tranche shares | Sep. 15, 2021 shares | Jul. 19, 2021 installment $ / shares shares | Jan. 29, 2021 aircraft installment milestone $ / shares shares | Jun. 30, 2022 USD ($) milestone shares | May 31, 2022 shares | Apr. 30, 2022 shares | Feb. 28, 2022 shares | Aug. 31, 2021 shares | Jun. 30, 2022 USD ($) milestone shares | Jun. 30, 2021 USD ($) | Mar. 31, 2021 USD ($) | Jun. 30, 2022 USD ($) milestone shares | Jun. 30, 2021 USD ($) | Dec. 31, 2021 shares | Sep. 16, 2021 tranche | Nov. 06, 2020 milestone $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Total stock-based compensation expense | $ | $ 25.6 | $ 1 | $ 50.1 | $ 1.9 | ||||||||||||||
Founder grants, vesting percentage upon achievements | 25% | |||||||||||||||||
Number of conditional purchased aircraft | aircraft | 200 | |||||||||||||||||
Option to purchase of additional aircraft | aircraft | 100 | |||||||||||||||||
Other warrant expense | $ | 0 | 0 | $ 78.2 | 0 | 78.2 | |||||||||||||
Research and development | $ | $ 37.8 | 11.4 | 65.3 | 21.5 | ||||||||||||||
Research and development warrant expense | $ | $ 2.4 | 0 | ||||||||||||||||
FCA Italy S.p.A. | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Number of vesting installments | installment | 2 | |||||||||||||||||
Warrants For Collaboration Agreement With United Airlines Inc. | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Class of warrant or right, vested during the period (in shares) | 8,845,058 | |||||||||||||||||
Warrants For Collaboration Agreement With United Airlines Inc. | United Airlines Inc. | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Warrants, issued or issuable (in shares) | 14,741,764 | |||||||||||||||||
Warrants price per share (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||
Number of vesting installments | installment | 4 | |||||||||||||||||
Number of vesting milestones | milestone | 4 | |||||||||||||||||
Warrants For Collaboration Agreement With FCA US LLC | FCA US LLC | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Warrants price per share (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||
Number of vesting milestones | milestone | 6 | 6 | 6 | 7 | ||||||||||||||
Class of warrant or right, vested during the period (in shares) | 1,336,962 | |||||||||||||||||
Number of securities called by warrants or rights (in shares) | 1,671,202 | |||||||||||||||||
Research and development | $ | $ 0.1 | 0.1 | $ 0.1 | 0.1 | ||||||||||||||
Warrants For Collaboration Agreement With FCA Italy S.p.A | FCA Italy S.p.A. | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Warrants price per share (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||
Number of securities called by warrants or rights (in shares) | 1,077,024 | |||||||||||||||||
Related service period | 12 months | |||||||||||||||||
General and administrative | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Total stock-based compensation expense | $ | 18.7 | 0.3 | 37.8 | 0.5 | ||||||||||||||
Research and development | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Total stock-based compensation expense | $ | 6.9 | 0.7 | 12.3 | 1.4 | ||||||||||||||
Research and development | Warrants For Collaboration Agreement With FCA Italy S.p.A | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Research and development warrant expense | $ | $ 1.2 | $ 2.4 | ||||||||||||||||
Employee Stock | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Percentage of outstanding stock maximum | 1% | |||||||||||||||||
Purchase price of common stock, percent | 85% | |||||||||||||||||
Number of shares authorized (in shares) | 4,969,059 | |||||||||||||||||
Number of additional shares authorized (in shares) | 9,938,118 | |||||||||||||||||
Unvested restricted stock units | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Percentage of annual bonus target amount | 25% | 25% | 25% | |||||||||||||||
Total stock-based compensation expense | $ | $ 5.4 | 0.1 | $ 11.1 | 0.1 | ||||||||||||||
Weighted-average period | 2 years 1 month 6 days | |||||||||||||||||
Granted (in shares) | 20,009,224 | 5,109,461 | ||||||||||||||||
Holders ownership once grants are fully vested | 18% | |||||||||||||||||
Milestone achievement period | 7 years | |||||||||||||||||
Founder grants, number of tranches | tranche | 4 | |||||||||||||||||
Vested (in shares) | 1,292,020 | |||||||||||||||||
Forfeited (in shares) | 1,262,454 | |||||||||||||||||
Number of outstanding (in shares) | 38,804,383 | 38,804,383 | 38,804,383 | 36,249,396 | ||||||||||||||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ | $ 287 | $ 287 | $ 287 | |||||||||||||||
Unvested restricted stock units | General and administrative | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Total stock-based compensation expense | $ | 16.2 | 32.2 | ||||||||||||||||
Options to purchase common stock | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Total stock-based compensation expense | $ | 1.1 | $ 1 | 2.1 | $ 1.9 | ||||||||||||||
Unvested stock options | $ | $ 10.7 | 10.7 | $ 10.7 | |||||||||||||||
Weighted-average period | 1 year 3 months 18 days | |||||||||||||||||
Amended and Restated 2021 Plan | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Conversion ratio | 1 | |||||||||||||||||
Amended and Restated 2021 Plan | Unvested restricted stock units | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Granted (in shares) | 437,708 | |||||||||||||||||
Quarterly Equity Awards | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Total stock-based compensation expense | $ | $ 2.2 | $ 4 | ||||||||||||||||
2021 Stock Plan | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Conversion ratio | 1 | 1 | ||||||||||||||||
2021 Stock Plan | Cliff Vesting | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Award vesting period (in years) | 1 year | 1 year | ||||||||||||||||
2021 Stock Plan | Unvested restricted stock units | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Granted (in shares) | 2,798,312 | 1,462,209 | ||||||||||||||||
2021 Stock Plan | Unvested restricted stock units | Minimum | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Award vesting period (in years) | 3 years | 3 years | ||||||||||||||||
Award vesting rights, percentage | 25% | 25% | ||||||||||||||||
2021 Stock Plan | Unvested restricted stock units | Maximum | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Award vesting period (in years) | 4 years | 4 years | ||||||||||||||||
Award vesting rights, percentage | 33% | 33% | ||||||||||||||||
Common Class A | Warrants For Collaboration Agreement With United Airlines Inc. | United Airlines Inc. | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Number of securities called by each warrant or right (in shares) | 1 | |||||||||||||||||
Common Class A | Amended and Restated 2021 Plan | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Capital shares reserved for future issuance (in shares) | 34,175,708 | |||||||||||||||||
Percentage of outstanding stock maximum | 5% | |||||||||||||||||
Common Class A | 2021 Employee Stock Purchase Plan | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Number of additional shares authorized (in shares) | 1,627,895 | |||||||||||||||||
Common Class B | Unvested restricted stock units | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Award vesting period (in years) | 15 months | |||||||||||||||||
Vested (in shares) | 5,002,306 | |||||||||||||||||
Forfeited (in shares) | 5,002,306 | |||||||||||||||||
Number of outstanding (in shares) | 15,006,918 | |||||||||||||||||
Remaining number of tranches | tranche | 3 |
Stock-Based Compensation_ - Sha
Stock-Based Compensation - Share-based Payment Arrangement, Option, Activity (Details) $ / shares in Units, $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | |
Number of Shares | ||
Outstanding period start (in shares) | shares | 9,444,221 | |
Exercised (in shares) | shares | (2,437,974) | |
Expired/forfeited (in shares) | shares | (269,713) | |
Outstanding period end (in shares) | shares | 6,736,534 | 9,444,221 |
Exercisable, Number of options (in shares) | shares | 1,049,123 | |
Vested and expected to vest (in shares) | shares | 6,736,534 | |
Weighted Average Exercise Price | ||
Beginning balance (in dollars per share) | $ / shares | $ 0.12 | |
Exercise (in dollars per share) | $ / shares | 0.13 | |
Expired/forfeited (in dollars per share) | $ / shares | 0.11 | |
Ending balance (in dollars per share) | $ / shares | 0.12 | $ 0.12 |
Exercisable, Weighted average exercise price per share (in dollars per share) | $ / shares | 0.12 | |
Vested and expected to vest (in dollars per share) | $ / shares | $ 0.12 | |
Weighted Average Remaining Contractual Life (Years) | ||
Weighted average remaining contractual life (in years) | 8 years 1 month 20 days | 8 years 7 months 28 days |
Exercisable, weighted average remaining contractual term (in years) | 8 years 1 month 24 days | |
Vested and expected, weighted average remaining contractual term (in years) | 8 years 1 month 20 days | |
Aggregate Intrinsic Value (In millions) | ||
Beginning balance | $ | $ 55.9 | |
Exercised, aggregate intrinsic value | $ | 9.4 | |
Ending balance | $ | 20 | $ 55.9 |
Exercisable, aggregate intrinsic value | $ | 3.1 | |
Vested and expected, aggregate intrinsic value | $ | $ 20 |
Stock-Based Compensation_ - Res
Stock-Based Compensation - Restricted stock activity (Details) - Unvested restricted stock units - $ / shares | 6 Months Ended | |
Sep. 15, 2021 | Jun. 30, 2022 | |
Number of Shares [Abstract] | ||
Beginning balance (in shares) | 36,249,396 | |
Granted (in shares) | 20,009,224 | 5,109,461 |
Vested (in shares) | (1,292,020) | |
Forfeited (in shares) | (1,262,454) | |
Ending balance (in shares) | 38,804,383 | |
Weighted Average Grant Price [Abstract] | ||
Beginning balance (in dollars per share) | $ 6.53 | |
Granted (in dollars per share) | 3.75 | |
Vested (in dollars per share) | 4.66 | |
Forfeited (in dollars per share) | 7.17 | |
Ending balance (in dollars per share) | $ 6.21 |
Stock-Based Compensation_ - Sto
Stock-Based Compensation - Stock-based compensation expense included in respective expense category (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 25.6 | $ 1 | $ 50.1 | $ 1.9 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 6.9 | 0.7 | 12.3 | 1.4 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 18.7 | $ 0.3 | $ 37.8 | $ 0.5 |
Stock-Based Compensation_ - Sch
Stock-Based Compensation - Schedule of Share-based Compensation, Warrant Activity (Details) - Warrants - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Number of Shares | ||
Beginning balance (in shares) | 8,644,932 | |
Issued (in shares) | 91,667 | |
Exercised (in shares) | 0 | |
Ending balance (in shares) | 8,736,599 | 8,644,932 |
Vested and exercisable (in shares) | 1,967,141 | |
Weighted Average Exercise Price | ||
Beginning balance (in dollars per share) | $ 0.01 | |
Issued (in dollars per share) | 0.01 | |
Exercised (in dollars per share) | 0 | |
Ending balance (in dollars per share) | 0.01 | $ 0.01 |
Vested and exercisable (in dollars per share) | $ 0.01 | |
Weighted Average Remaining Contractual Life (Years) | ||
Outstanding (in years) | 8 years 4 months 2 days | 8 years 10 months 13 days |
Vested and exercisable (in years) | 3 years 7 months 13 days | |
Aggregate Intrinsic Value (In millions) | ||
Outstanding at period start | $ 52.1 | |
Exercised | 0 | |
Outstanding at period end | 26.8 | $ 52.1 |
Vested and exercisable | $ 6 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 0 | $ 0 | $ 0 | $ 100 |
Effective income tax rate percent | 0% | 0% | 0% | 0% |
401(k) Savings Plan_ (Details)
401(k) Savings Plan (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Retirement Benefits [Abstract] | ||||
Employer matching contribution, percent of match | 50% | |||
Defined contribution plan, cost | $ 0.5 | $ 0.1 | $ 1 | $ 0.3 |
Liability Classified Warrants (
Liability Classified Warrants (Details) | 6 Months Ended | |
Jun. 30, 2022 d $ / shares shares | Sep. 16, 2021 $ / shares shares | |
Public Warrants | ||
Class of Warrant or Right [Line Items] | ||
Warrant outstanding (in shares) | shares | 17,398,947 | |
Exercisable term from closing of initial public offering | 12 months | |
Warrants outstanding, term | 5 years | |
Redemption price of warrants (in dollars per share) | $ / shares | $ 0.01 | $ 11.50 |
Redemption period | 30 days | |
Warrant redemption condition minimum share price (in dollars per share) | $ / shares | $ 18 | |
Threshold trading days | d | 20 | |
Threshold consecutive trading days | d | 30 | |
Threshold number of business days before sending notice of redemption to warrant holders | d | 3 | |
Number of securities called by each warrant or right (in shares) | shares | 1 | |
Private Placement Warrants | ||
Class of Warrant or Right [Line Items] | ||
Warrant outstanding (in shares) | shares | 8,000,000 | |
Exercisable term after business combination | 30 days |
Subsequent Events (Details)
Subsequent Events (Details) | Aug. 10, 2022 shares |
Subsequent Event | Common Class A | |
Subsequent Event [Line Items] | |
Shares vested and exercisable upon vesting conditions (in shares) | 4,422,529 |