The consolidated financial statements of the Company, including the consolidated balance sheet as of June 30, 2023, the consolidated statements of operations, the consolidated statements of comprehensive loss, the consolidated statements of equity, and the consolidated statements of cash flows for the three months ended June 30, 2023 and 2022, as well as other information disclosed in the accompanying notes, are unaudited. The consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated financial statements as of that date. The interim consolidated financial statements and the accompanying notes should be read in conjunction with the annual consolidated financial statements and the accompanying notes contained in our Annual Report on Form 10-K for the year ended December 31, 2022 filed on March 30 2023.

The interim consolidated financial statements and the accompanying notes have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented. The consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future years or interim periods.

During the second quarter of 2023, our business components Timios and China met the criteria for classification as discontinued operations and are no longer presented as continuing operations. Assets and liabilities associated with these components are presented in our consolidated balance sheets as Discontinued Operations. The results of operations related to these components are included in the consolidated statements of operations as "Loss from discontinued operations, net of tax." The cash flows of these components are also presented separately in our consolidated statements of cash flows. All corresponding prior year periods presented in our financial statements and related information in the accompanying notes have been reclassified to reflect the Discontinued Operations presentation.

On July 25, 2022, we completed the sale of the Timios Operations for cash proceeds of $450,000 (net of $150,000 in transactions costs paid for by the buyer) and the extinguishment of outstanding payables to YA PN II of $2.4 million. There was no material gain or loss on the sale of the Timios operations. As of June 30, 2023, the China business component completed all commercial vehicle resale activities and does not expect to generate material revenues prior to the wind up of the legal entities in China.


	Three months ended				Six months ended
	June 30, 2023		June 30, 2022		June 30, 2023		June 30, 2022
Total revenue	$	5,456	$	24,817	$	10,366	$	47,978
Cost of revenue	4,377		22,839		9,736		45,116
Gross profit	1,079		1,978		630		2,862
Selling and administrative expenses	3,900		4,967		8,035		11,028
Depreciation and amortization	2		509		274		1,019
Asset impairments	116		251		9,442		251
Other operating costs	10		42		10		42
Operating loss	(2,949)		(3,791)		(17,131)		(9,478)
Non-operating income (expense)	141		1,277		(1,158)		1,322
Income tax benefit	52		23		121		186
Loss from discontinued operations, net of tax	$	(2,756)	$	(2,491)	$	(18,168)	$	(7,970)


	June 30, 2023		December 31, 2022
Cash and cash equivalents	$	8,876	$	18,169
Accounts Receivables, net	152		72
Inventory, net	—		647
Prepaid expenses and other current assets	6,061		6,416
Current assets of discontinued operations	15,089		25,304
Property and equipment, net	—		423
Intangible assets, net	6		9,144

Operating lease right of use assets	1,046		1,594
Other noncurrent assets	58		2,843
Noncurrent assets of discontinued operations	$	1,110	$	14,004

Accounts payable and accrued expenses	$	5,099	$	5,523
Current portion of operating lease liabilities	491		893
Other current liabilities	5,296		2,348
Current liabilities of discontinued operations	10,886		8,764
Operating lease liabilities – long term	828		926
Deferred tax liabilities	—		489
Other noncurrent liabilities	—		513
Noncurrent liabilities of discontinued operations	$	828	$	1,928

During the second quarter of 2023, our business components Energica, Solectrac, Wave Technologies and US Hybrid (the “held for sale businesses”) met the criteria for classification as assets held for sale and discontinued operations. However, as the held for sale businesses comprise the substantial majority of assets, liabilities, revenues and operating costs of the company’s continuing operations and the period of time over which the disposal events are expected to occur, we have continued to present these operations as continuing operations. We believe this provides more relevant information in the primary financial statements. While these assets are classified as held for sale as we assess active third-party interest, we do not anticipate the sale of all of these businesses. For those that we do decide to sell, it is expected that the majority of the balances attributable to the held for sale businesses will not be divested until 2024.


	Three months ended				Six months ended
	June 30, 2023		June 30, 2022		June 30, 2023		June 30, 2022
Total revenue	$	8,138	$	9,345	$	13,664	$	11,559
Cost of revenue	7,469		9,845		13,212		12,926
Gross profit	669		(500)		452		(1,367)
Selling and administrative expenses	9,500		12,160		19,060		19,075
Depreciation and amortization	1,363		1,483		2,712		1,979
Asset impairments	148		321		148		333
Other operating costs	815		679		1,558		1,500
Operating loss	$	(11,157)	$	(15,143)	$	(23,026)	$	(24,254)


	June 30, 2023		December 31, 2022
Cash and cash equivalents	$	1,994	$	2,156
Accounts Receivables, net	6,540		5,753
Inventory, net	22,352		27,031
Prepaid expenses and other current assets	9,582		14,492
Current assets of businesses held for sale	40,468		49,432
Property and equipment, net	7,594		7,194
Intangible assets, net	41,990		43,599
Goodwill	38,217		37,775
Operating lease right of use assets	9,498		10,169
Other noncurrent assets	2,672		2,664
Noncurrent assets of businesses held for sale	$	99,971	$	101,401

Accounts payable and accrued expenses	$	21,162	$	21,748
Current portion of operating lease liabilities	2,092		2,134
Other current liabilities	18,931		17,784
Current liabilities of businesses held for sale	42,185		41,666
Operating lease liabilities – long term	7,689		8,162
Deferred tax liabilities	2,512		2,648
Other noncurrent liabilities	3,227		3,543
Noncurrent liabilities of businesses held for sale	$	13,428	$	14,353

While the sale of the businesses noted above is contingent on the ability to reach a mutually acceptable price with an unrelated arms-length buyer, in the event these business components are divested in the next twelve months, the company will experience a material change in the assets its owns and operates. The following table presents a balance sheet as of June 30, 2023 as if the sale of Energica, Wave Technologies, Solectrac and US Hybrid were complete and such businesses were presented as discontinued operations. In this event, the balance sheet below would reflect the assets and liabilities of the parent company Ideanomics, Inc. and VIA Motors as the sole remaining continuing operations in that hypothetical situation. However, the balance sheet below presents historical financial information and does not include cash or other assets we would receive from the sale of the businesses held for sale, nor does it show any liabilities that may be reduced or discharged with cash received. Additionally, as described above, we may decide not to sell one or more of the businesses held for sale.


	June 30, 2023		December 31, 2022
Cash and cash equivalents	$	901	$	1,603
Accounts Receivables, net	15		30
Inventory, net	573		569
Prepaid expenses and other current assets	3,712		37,099
Current assets of discontinued operation and businesses held for sale	55,559		74,737
Total current assets	60,760		114,038
Property and equipment, net	3,434		1,455
Intangible assets, net	108,662		25
Goodwill	13,020		—
Operating lease right of use assets	5,204		4,217
Other noncurrent assets	477		7,660
Noncurrent assets of discontinued operation and businesses held for sale	101,080		115,406
Total assets	$	292,637	$	242,801

Accounts payable and accrued expenses	$	49,619	$	16,445
Current portion of operating lease liabilities	1,291		1,055
Other current liabilities	15,538		8,931
Current liabilities of discontinued operation and businesses held for sale	53,071		50,430
Total current liabilities	119,519		76,861
Operating lease liabilities – long term	6,404		3,185
Deferred tax liabilities	1,164		(137)
Non current contingent Liabilities	60,721		—
Other noncurrent liabilities	50		53
Noncurrent liabilities of discontinued operation and businesses held for sale	14,256		16,276
Total liabilities	202,114		96,238

Series A	1,262		1,262
Series B	5,310		8,850
Series C	4,825		—
Equity:
Common stock	1,408		597
Additional paid-in capital	1,068,697		1,004,082
Accumulated deficit	(986,596)		(866,450)
Accumulated other comprehensive loss	(5,185)		(6,104)
Total Ideanomics, Inc. shareholder’s equity	78,324		132,125
Non-controlling interest	802		4,326
Total equity	79,126		136,451
Total liabilities, convertible redeemable preferred stock and equity	$	292,637	$	242,801

Inventories, which include the costs of material, labor and overhead, are stated at the lower of cost or net realizable value, with cost generally computed on a FIFO basis. Electronic motorcycle inventories are stated on a specific identification method. Estimated losses from obsolete and slow-moving inventories are recorded to reduce inventory values to their estimated net realizable value and are charged to costs of revenue. At the point of loss recognition, a new cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in a recovery in carrying value.

The Company recognizes revenue when its customer obtains control of promised goods or services in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. For most of the Company’s customer arrangements, control transfers to customers at a point in time, as that is generally when legal title, physical possession and risk and rewards of goods/services transfer to the customer. In certain arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits as the Company completes the performance obligations.

Our contracts with customers may include multiple performance obligations. For such arrangements, revenue is allocated to each performance obligation based on its relative standalone selling price. Standalone selling prices are based on the observable prices charged to customers or adjusted market assessment or using expected cost-plus margin when one is available. Adjusted market assessment price is determined based on overall pricing objectives taking into consideration market conditions and entity specific factors.

The Company performs an analysis of the relevant terms of its sales contracts, including whether or not it controls the product prior to sale, whether or not it incurs inventory risk, and other factors in order to determine if revenue should be recorded as a principal or agent. Revenues recognized in a principal capacity are reported gross, while revenues recognized as an agent are reported net.

Certain of the Company’s products are sold subject to standard product warranty terms, which generally include post-sales support and repairs or replacement of a product at no additional charge for a specified period of time. Accruals for estimated expenses related to product warranties are made at the time revenue is recognized and are recorded as a component of costs of revenue. The Company estimates the liability for warranty claims based on standard warranties, the historical frequency of claims and the cost to replace or repair products under warranty. Factors that influence the warranty liability include the number of units sold, the length of warranty term, historical and anticipated rates of warranty claims and the cost per claim. The warranty liability as of June 30, 2023 and December 31, 2022 is $1.0 million and $0.6 million, respectively, and is included in “Other long-term liabilities” within the consolidated balance sheets.

VIA was identified as a VIE in consideration of the aggregate funding provided since August 2021 through the acquisition date of January 31, 2023. Prior to entering into the Merger Agreement, on June 7, 2021, the Company and VIA entered into a SAFE for an amount of $7.5 million which is recorded in Long-term investments as a cost method investment for the period ended December 31, 2022. Prior to January 31, 2023, VIA is not consolidated as the Company did not participate in the design of VIA, does not have significant influence over VIA to make management decisions, did not have any representation on the VIA’s board and did not provide more than half of the total equity. Subsequent to the acquisition of VIA on January 31, 2023, the results of operations and financial position of this VIE are included in the consolidated financial statements for period ended June 30, 2023.Refer to Note 5.

The accompanying consolidated financial statements of the Company have been prepared assuming the Company will continue as a going concern and in accordance with U.S. GAAP. The going concern basis of presentation assumes that the Company will continue in operation one year after the date these financial statements are issued and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. Pursuant to the requirements of the ASC 205, management must evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year from the date these financial statements are issued.

This evaluation does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented or are not within control of the Company as of the date the financial statements are issued. When substantial doubt exists under this methodology, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. (3) The Company breached at least two covenants, including making timely SEC filings and a minimum stock purchase from the Company’s officers or directors, although Yorkville has not asserted either breach and has since extended additional loan amounts to the Company.

As of June 30, 2023, the Company had cash and cash equivalents of approximately $11.8 million, with $2.9 million reported in continuing operations and $8.9 million in discontinued operations. Cash held in China is $5.6 million and is subject to local foreign exchange regulations in that country. In addition, cash balances in discontinued operations included $3.3 million held by Timios, which balances were derecognised upon sale in July 2023 and cash balances were assumed by the buyer in this transaction. The company has initiated a formal process to repatriate cash funds located in China and in Q2 successfully repatriated $7.0 million. This process is not subject to local foreign exchange regulations rather is subject to the other administrative regulatory applications and approvals. The Company also had accounts payable and accrued expenses of $70.8 million, other current liabilities of $13.3 million, operating lease payments due within the next twelve months of $3.4 million, and payments of short-term and long-term debt due within the next twelve months of $15.3 million. The Company had a net loss of $119.8 million for the quarter ended June 30, 2023, and an accumulated deficit of $986.6 million.

The Company has no remaining available and committed equity funding vehicles. As our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 and June 30, 2023 were not filed timely, we will not be Form S-3 eligible until August 25, 2024, which could make fund raising more difficult or more expensive. Management continues to seek to raise additional funds through the issuance of equity, mezzanine or debt securities. As we seek additional sources of financing, there can be no assurance that such financing would be available to us on favorable terms or at all. Our ability to obtain additional financing in the debt and equity capital markets is subject to several factors, including market and economic conditions, our performance and investor sentiment with respect to us and our business and industry. These factors individually and collectively raise doubt about the Company’s ability to continue as a going concern. In addition, our independent auditors have included in their report on our financial statements for the year ended December 31, 2022, a paragraph related to the existence of substantial doubt about our ability to continue as a going concern.

The Company has continued to incur net losses and negative cash flows from operating and investing activities in the three and six months ended June 30, 2023, consistent with its business plan for ongoing activities. As of the date of the filing of this Form 10-Q, securing additional financing is in progress as management’s actions to preserve an adequate level of liquidity for a period extending twelve months from the date of the filing of this Form 10-Q continue to be insufficient on their own without additional financing to mitigate the conditions raising substantial doubt about the Company’s ability to continue as a going concern. We currently do not have adequate cash to meet our short or long-term needs. In the event additional capital is raised, it may have a dilutive effect on our existing stockholders.

The Company’s ability to raise capital is critical. The company has raised approximately $31.1 million, since the beginning of the first quarter 2023, including the sale of preferred shares, issuance of a convertible note, and the sale of shares under the SEPA. The company's primary actions to raise capital are currently focused on divestiture of a number of business components (please refer to Note 1, "Discontinued Operations" for further details). These divestitures, if successful, may take up to twelve months to close and fund.

Although management continues to raise additional capital through a combination of debt financing, other non-dilutive financing and/or equity financing to supplement the Company’s capitalization and liquidity, management cannot conclude as of the date of this filing that its plans are probable of being successfully implemented.