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Notes Payable (Tables)
3 Months Ended
Mar. 31, 2025
Debt Disclosure [Abstract]  
Schedule of Notes Payable
The Company has entered into notes payable agreements with third parties. The tables below summarize these agreements as of March 31, 2025 and December 31, 2024, providing details on contractual maturity dates, contractual interest rates, unpaid principal balances, fair value adjustments, original issue discounts, including proceeds allocated to warrants, and net carrying values.
March 31, 2025
(in thousands)Contractual
Maturity Date
Contractual
Interest
Rates
Unpaid Principal
Balance
Fair Value
Measurement
Adjustments
Original Issue Discount and Proceeds Allocated to WarrantsNet
Carrying
Value
Secured SPA NotesVarious10 %-15%$2,500 $139 $(250)$2,389 
Junior Secured SPA NotesSeptember 202910%13,431 55 (7,426)6,060 
2024 Unsecured SPA NotesVarious through January 203010%30,015 12,279 (30,964)11,330 
2025 March Unsecured SPA NotesApril 203010%2,000 (44)(1,193)763 
Notes payable – China other
Due on Demand—%4,132 — — 4,132 
$52,078 $12,429 $(39,833)$24,674 
Notes payable, current portion$4,132 
Notes payable, long-term portion$20,542 
December 31, 2024
(in thousands)Contractual
Maturity Date
Contractual
Interest
Rates
Unpaid Principal
Balance
Fair Value
Measurement
Adjustments
Original Issue Discount and Proceeds Allocated to WarrantsNet
Carrying
Value
Secured SPA NotesVarious10 %-15%$3,118 $2,651 $(312)$5,457 
2023 Unsecured SPA NotesVarious dates in 202910 %-15%4,380 2,844 (508)6,716 
Junior Secured SPA NotesSeptember 202910%28,840 13,163 (15,944)26,059 
2024 Unsecured SPA NotesDecember 202910%10,015 8,741 (11,724)7,032 
Notes payable – China other
Due on Demand—%4,173 — — 4,173 
Auto loansOctober 20267%51 — — 51 
$50,577 $27,399 $(28,488)$49,488 
Notes payable, current portion$4,224 
Notes payable, long-term portion$45,264 
The future scheduled principal maturities of Related party notes payable as of March 31, 2025, are as follows:
(in thousands)
Years Ending December 31,
Amount
Due on demand$488 
2025 (9 months remaining)4,813 
20261,983 
2027745 
2028— 
2029— 
2030376 
Thereafter— 
$8,405 
Schedule of Notes Payable Rollforward
The following table presents a roll forward of the Company’s Notes payable balances from December 31, 2024 to March 31, 2025 with third parties. The table summarizes beginning and ending balances by debt category and details changes during the period, including repayments, conversions, reclassifications, fair value adjustments, and other significant transactions.
Categories of Debt
(in thousands)Secured
SPA Notes
2023
Unsecured
SPA Notes
Junior
Secured
SPA Notes
2024
Unsecured
SPA Notes
2025 March Unsecured SPA NotesNotes 
payable 

China other
Auto
loans
Total
Balance as of December 31, 2024 (a)$5,457 $6,716 $26,059 $7,032 $— $4,173 $51 $49,488 
New Issuances (b)— — — 11,096 807 — 11,903 
Repayment of Debt (c)— — — — — — (6)(6)
Conversion of Debt to Equity (d)(589)(4,692)(9,564)— — — — (14,845)
Fair Value Adjustments of Debt (e)(2,479)(2,024)(10,435)(6,798)(44)— — (21,780)
Other Adjustments (f)— — — — — (41)(45)(86)
Balance as of March 31, 2025 (g)$2,389 $— $6,060 $11,330 $763 $4,132 $— $24,674 
(a) The carrying value for each note category, fair value or amortized cost depending on the election, as of December 31, 2024.
(b) Debt instruments issued during the period, recorded at fair value upon issuance if the fair value option is elected, or at principal balance net of discounts. For those measured at fair value, the aggregate fair value adjustment at issuance represented a reduction of $10,097 thousand to the principal amount of the notes issued during the period, presented as a component of Change in fair value of notes payable, warrant liabilities, and derivative call options in the Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss.
(c) Cash repayments of principal amounts during the period.
(d) Fair value of debt converted into equity during the period.
(f) Adjustments to debt fair value due to the fair value option election, embedded derivatives, or anti-dilution provisions. These adjustments are presented as a component of Change in fair value of notes payable, warrant liabilities, and derivative call options in the Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss. Line item Change in fair value of notes payable, warrant liabilities, and derivative call options also includes debt issuance costs of $429 thousand, which are separately identifiable from the fair value adjustments noted above.
(f) Miscellaneous changes not captured in other columns, such as currency adjustments and reclassification to accrued expenses.
(g) The carrying value for each note category, fair value or amortized cost depending on the election, as of March 31, 2025.
The following table presents a roll forward of the Company’s Notes payable balances from December 31, 2023 to December 31, 2024 with third parties. The table summarizes beginning and ending balances by debt category and details changes during the period, including repayments, conversions, reclassifications, fair value adjustments, and other significant transactions.
Categories of Debt
(in thousands)Secured
SPA Notes
2023
Unsecured
SPA Notes
Unsecured
Convertible
Notes
Notes 
payable 

China other
Auto
Loans
Total
Balance as of December 31, 2023 (a)$74,232 $11,938 $— $4,898 $82 $91,150 
New Issuances (b)1,457 — 7,577 — — 9,034 
Repayment of Debt, including periodic interest on debt carried at fair value (c)— — — — (10)(10)
Conversion of Debt to Equity (d)(8,683)— — — — (8,683)
Fair Value Adjustments of Debt (e)(25,118)(2,888)285 — — (27,721)
Other Adjustments (f)— (1)— (1)
Balance as of March 31, 2024 (g)$41,888 $9,050 $7,862 $4,897 $72 $63,769 
(a) The carrying value for each note category, fair value or amortized cost depending on the election, as of December 31, 2023.
(b) Debt instruments issued during the period, recorded at fair value upon issuance if the fair value option is elected, or at principal balance net of discounts. For those measured at fair value, the aggregate fair value adjustment at issuance represented a reduction of $166 thousand to the principal amount of the notes issued during the period, presented as a component of Change in fair value of notes payable, warrant liabilities, and derivative call options in the Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss.
(c) Cash repayments of principal amount and periodic interest, where fair value option is elected, during the period.
(d) Fair value of debt converted into equity during the period.
(e) Adjustments to debt fair value due to the fair value option election, embedded derivatives, or anti-dilution provisions. These adjustments are presented as a component of Change in fair value of notes payable, warrant liabilities, and derivative call options in the Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss. Line item Change in fair value of notes payable, warrant liabilities, and derivative call options also includes debt issuance costs of $25 thousand, which are separately identifiable from the fair value adjustments noted above.
(f) Miscellaneous changes not captured in other columns, such as currency adjustments.
(g) The carrying value for each note category, fair value or amortized cost depending on the election, as of March 31, 2024.
Schedule of Maturities of Long-term Debt
The future scheduled principal maturities of Notes payable as of March 31, 2025, are as follows:
(in thousands)
Due on demand$4,132 
2025— 
2026— 
2027— 
20282,500 
202925,946 
203019,500 
Thereafter— 
$52,078