RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

12 Months Ended

Dec. 31, 2024

Accounting Changes and Error Corrections [Abstract]

RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

Management, in concurrence with the Company’s Audit Committee and its Board of Directors, concluded that the Company’s previously issued financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 should no longer be relied upon because of an error related to the fair value of warrant liabilities. Our warrant liabilities are recorded at fair value at the end of each reporting period and transaction date with changes in fair value recorded in our consolidated statements of operations and comprehensive loss. Management identified an error in the calculation of the Company’s fourth quarter 2024 fair value of warrant liabilities, which error resulted in an overstatement of the Company’s previously reported warrant liabilities and loss on change in fair value of warrant liabilities of $16.3 million.

The tables below show the effects of the Restatement on the Company’s consolidated balance sheet, consolidated statement of operations and comprehensive income, consolidated statement of changes in stockholders’ equity, and consolidated statement of cash flows for the year ended December 31, 2024 (in thousands, except for per share data). The Company has also updated all accompanying footnotes and disclosures affected by the Restatement within Note 3 – Basis of Presentation and Critical Accounting Policies, Note 1 2 – Earnings (Loss) per Share, Note 1 6 – Income Taxes and Note 2 1 – Fair Value Measurements.


	As of December 31, 2024
Consolidated Balance Sheet	As Previously Reported		Restatement Adjustments		As Restated
Warrant liabilities	$	21,960	$	(16,251)	$	5,709
Total liabilities	602,481		(16,251)		586,230
Retained (deficit) earnings	(130,998)		16,251		(114,747)
Total stockholders’ equity	73,349		16,251		89,600
Total liabilities and stockholders’ equity	675,830		—		675,830


	Year Ended December 31, 2024
Consolidated Statement of Operations and Comprehensive Loss	As Previously Reported		Restatement Adjustments		As Restated
Change in fair value of warrant liabilities	$	(17,053)	$	16,251	$	(802)
Total other expense, net	(64,361)		16,251		(48,110)
Loss before income taxes	(163,311)		16,251		(147,060)
Net loss	(179,963)		16,251		(163,712)
Net loss and comprehensive loss attributable to common stock and participating securities	(187,217)		16,251		(170,966)
Loss per share:
Basic	$	(8.90)	$	0.78	$	(8.12)
Diluted	$	(8.90)	$	0.78	$	(8.12)


	Year Ended December 31, 2024
	Retained Deficit						Total Stockholders’ Equity
Consolidated Statement of Stockholders’ Equity	As Previously Reported		Restatement Adjustments		As Restated		As Previously Reported		Restatement Adjustments		As Restated
Net loss	$	(179,963)	$	16,251	$	(163,712)	$	(179,963)	$	16,251	$	(163,712)
Balance as of December 31, 2024	(130,998)		16,251		(114,747)		73,349		16,251		89,600


	Year Ended December 31, 2024
Consolidated Statement of Cash Flows	As Previously Reported		Restatement Adjustments		As Restated
Operating Activities:
Net loss	$	(179,963)	$	16,251	$	(163,712)
Change in fair value of warrant liabilities	17,053		(16,251)		802
Net cash provided by (used in) operating activities	94,354		—		94,354

REVISION OF CERTAIN QUARTERLY FINANCIAL INFORMATION

In accordance with FASB ASC Topic 606, Revenue from Contracts with Customers, we present consignment vehicle revenue net of costs applicable to revenue as we are deemed to be an agent in these sales. During the preparation of our December 31, 2024 financial statements, we identified that consignment vehicle revenue was presented on a gross basis for the three months ended March 31, 2024, three and six months ended June 30, 2024, and three and nine months ended September 30, 2024. A summary of the effects of the error correction on reported amounts for the applicable periods is presented below. As shown in the tables below, there was no impact to gross profit or net loss for the applicable periods.


(In thousands)	As Reported (Unaudited)		Adjustment (Unaudited)		Revised (Unaudited)
Three Months Ended March 31, 2024:
Total revenues	$	270,586	$	(466)	$	270,120
Total cost applicable to revenues	232,820		(466)		232,354
Gross profit	$	37,766	$	—	$	37,766

Three Months Ended June 30, 2024:
Total revenues	$	238,694	$	(3,092)	$	235,602
Total cost applicable to revenues	191,290		(3,092)		188,198
Gross profit	$	47,404	$	—	$	47,404

Three Months Ended September 30, 2024:
Total revenues	$	213,465	$	(7,504)	$	205,961
Total cost applicable to revenues	168,152		(7,504)		160,648
Gross profit	$	45,313	$	—	$	45,313

Six Months Ended June 30, 2024:
Total revenues	$	509,280	$	(3,558)	$	505,722
Total cost applicable to revenues	424,110		(3,558)		420,552
Gross profit	$	85,170	$	—	$	85,170

Nine Months Ended September 30, 2024:
Total revenues	$	722,745	$	(11,062)	$	711,683
Total cost applicable to revenues	592,262		(11,062)		581,200
Gross profit	$	130,483	$	—	$	130,483

The correction had no impact on the consolidated balance sheets, consolidated statements of changes in shareholders’ equity, consolidated statements of cash flows, or notes to the consolidated financial statements, for any previously presented interim period. The financial reporting periods affected by this error include the Company’s previously reported interim consolidated financial statements for the three months ended March 31, 2024, the three and six months ended June 30, 2024 and the three and nine months ended September 30, 2024. In addition, we expect to present the corrected interim 2024 amounts in our 2025 interim consolidated financial statements upon the filing of each of our Quarterly Reports on Form 10-Q as a correction to the applicable 2024 period.