Convertible Notes and Warrant Liability (Tables)
|
9 Months Ended |
12 Months Ended |
Sep. 30, 2024 |
Dec. 31, 2023 |
| Convertible Debt And Warrant Liability Abstract |
|
|
| Schedule of Convertible Notes |
Estimated activity related to Nxu’s Convertible Notes during the six-month period ended September 30, 2024 were as follows (in thousands):
|
|
|
Nine Months Ended September 30, 2024
|
|
Balance at December 31, 2023
|
|
$
|
10 |
|
Convertible Notes issued during the period
|
|
|
—
|
|
Conversions
|
|
|
—
|
|
Payments
|
|
|
—
|
|
Change in fair value measurement
|
|
|
—
|
|
Convertible Notes liability at September 30, 2024
|
|
$
|
10 |
|
Activity related to the Company’s Convertible Notes during the years ended December 31, 2023 and 2022 were as follows (in thousands):
|
|
|
Years ended December 31,
|
| |
|
2023
|
|
2022
|
|
Balance at the beginning of the year
|
|
$
|
10,911 |
|
|
$
|
—
|
|
Convertible Debt issued during the period
|
|
|
7,330 |
|
|
|
7,034 |
|
Conversions
|
|
|
(17,623 |
)
|
|
|
—
|
|
Payments
|
|
|
(2,367 |
)
|
|
|
—
|
|
Change in fair value measurement
|
|
|
1,759 |
|
|
|
3,877 |
|
Convertible Notes Liability at the end of the year
|
|
$
|
10 |
|
|
$
|
10,911 |
|
| Schedule of Warrants Outstanding |
The following tables summarizes Nxu’s warrants outstanding as of September 30, 2024 and December 31, 2023:
|
|
|
First Tranche
|
|
Purchase Agreement Amendment
|
|
Second Tranche
|
|
Series B
|
|
August 2023
|
|
GEM Warrants
|
|
December 31, 2023
|
|
1,543 |
|
3,587 |
|
6,281 |
|
33,605 |
|
62,223 |
|
2,270 |
|
Issued
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
Exercised
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
September 30, 2024
|
|
1,543 |
|
3,587 |
|
6,281 |
|
33,605 |
|
62,223 |
|
2,270 |
|
The following tables summarize the Company’s warrants outstanding as of December 31, 2023 and 2022:
|
|
|
First Tranche
|
|
Purchase Agreement Amendment
|
|
Second Tranche
|
|
Series A
|
|
Series B
|
|
August 2023
|
|
GEM Warrants
|
|
December 31, 2021
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Issued
|
|
1,543
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Exercised
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
December 31, 2022
|
|
1,543
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Issued
|
|
—
|
|
3,587 |
|
6,281
|
|
36,114 |
|
|
41,670
|
|
|
222,223 |
|
|
2,270
|
|
Exercised
|
|
—
|
|
—
|
|
—
|
|
(36,114 |
)
|
|
(8,065
|
)
|
|
—
|
|
|
—
|
|
Modified(1)
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
(160,000 |
)
|
|
—
|
|
December 31, 2023
|
|
1,543
|
|
3,587 |
|
6,281
|
|
—
|
|
|
33,605
|
|
|
62,223 |
|
|
2,270
|
|
| Schedule of Warrant Activity |
| Common Stock Warrants | | Issue Date | | Reset Date | | Exercise Price at Issuance | | Reset Exercise Price | | First Tranche | | 11/3/2022 | | 5/3/2023 | | $ | 2,250 | | | $ | 88.65 | | Purchase Agreement Amendment | | 1/5/2023 | | 6/5/2023 | | $ | 2,250 | | | $ | 87.38 | | Second Tranche | | 1/27/2023 | | 7/30/2023 | | $ | 2,250 | | | $ | 103.68 | | Series A | | 2/21/2023 | | No Reset | | $ | — | | | | N/A | | Series B | | 2/21/2023 | | No Reset | | $ | 234 | (1) | | | N/A | | August 2023 | | 8/11/2023 | | No Reset | | $ | 45 | (2) | | | N/A | | GEM Warrants | | 10/2/2023 | | No Reset | | $ | 26.54 | | | | N/A |
|
As a result, these modified warrants were measured at fair value and reclassified to equity. | Common Stock Warrants | | Issue Date | | Reset Date | | Exercise Price at Issuance | | Reset Exercise Price | | First Tranche | | 11/3/2022 | | 5/3/2023 | | $ | 2,250 | | | $ | 88.65 | | Purchase Agreement Amendment | | 1/5/2023 | | 6/5/2023 | | $ | 2,250 | | | $ | 87.38 | | Second Tranche | | 1/27/2023 | | 7/30/2023 | | $ | 2,250 | | | $ | 103.68 | | Series A | | 2/21/2023 | | No Reset | | $ | 0 | | | | N/A | | Series B | | 2/21/2023 | | No Reset | | $ | 234 | (1) | | | N/A | | August 2023 | | 8/11/2023 | | No Reset | | $ | 45 | (2) | | | N/A | | GEM Warrants | | 10/2/2023 | | No Reset | | $ | 26.54 | | | | N/A |
|
| Schedule of Warrant Liability |
Estimated activity related to Nxu’s warrants during the six-month period ended September 30, 2024 were as follows (in thousands):
|
|
|
September 30, 2024
|
|
Balance at December 31, 2023
|
|
$
|
55 |
|
|
Warrants issued during the period
|
|
|
—
|
|
|
Warrants exercised during the period
|
|
|
—
|
|
|
Change in fair value measurement
|
|
|
(49 |
)
|
|
Warrant liability at September 30, 2024
|
|
$
|
6 |
|
|
Activity related to the Company’s warrants during the years ended December 31, 2023 and 2022 were as follows (in thousands):
|
|
|
Years Ended December 31,
|
| |
|
2023
|
|
2022
|
|
Balance at the beginning of the year
|
|
$
|
374 |
|
|
$
|
—
|
|
|
Liability Warrants issued during the period
|
|
|
13,446 |
|
|
|
1,966 |
|
|
Liability Warrants exercised during the period
|
|
|
(3,519 |
)
|
|
|
—
|
|
|
Liability Warrants modified to Equity Warrants
|
|
|
(222 |
)
|
|
|
—
|
|
|
Change in fair value measurement
|
|
|
(10,024 |
)
|
|
|
(1,592 |
)
|
|
Warrant Liability at the end of the year
|
|
$
|
55 |
|
|
$
|
374 |
|
|