0001807707-22-000092 | 10-Q | XBRL Viewer

Print Document View Excel Document

Cover - shares	6 Months Ended
Cover - shares	Jun. 30, 2022	Jul. 29, 2022
Document 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	001-39288
Entity Registrant Name	AppHarvest, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-5042965
Entity Address, Address Line One	500 Appalachian Way
Entity Address, City or Town	Morehead
Entity Address, State or Province	KY
Entity Address, Postal Zip Code	40351
City Area Code	606
Local Phone Number	653-6100
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		105,888,360
Entity Central Index Key	0001807707
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Common stock, $0.0001 par value per share
Document Information [Line Items]
Title of 12(b) Security	Common stock, $0.0001 par value per share
Trading Symbol	APPH
Security Exchange Name	NASDAQ
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share
Trading Symbol	APPHW
Security Exchange Name	NASDAQ

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Current Assets
Cash and cash equivalents	$ 50,943	$ 150,755
Restricted cash	48,354	25,556
Accounts receivable, net	1,289	1,575
Inventories, net	2,936	4,998
Prepaid expenses and other current assets	3,565	5,613
Total current assets	107,087	188,497
Operating lease right-of-use assets, net	4,261	5,010
Property and equipment, net	429,340	343,913
Other assets, net	23,066	16,644
Total non-current assets	456,667	365,567
Total assets	563,754	554,064
Current Liabilities
Accounts payable	10,671	8,553
Accrued expenses	18,189	15,794
Current portion of lease liabilities	777	751
Current portion of long-term debt	49,717	28,020
Other current liabilities	59	119
Total current liabilities	79,413	53,237
Long-term debt, net of current portion	121,409	102,637
Lease liabilities, net of current portion	4,388	4,938
Deferred income tax liabilities	2,149	2,418
Private Warrant liabilities	541	1,385
Other liabilities	123	1,809
Total non-current liabilities	128,610	113,187
Total liabilities	208,023	166,424
Commitments and contingencies (Note 11)
Stockholders’ equity
Preferred stock, par value $0.0001, 10,000 shares authorized, 0 issued and outstanding, as of June 30, 2022 and December 31, 2021	0	0
Common stock, par value $0.0001, 750,000 shares authorized, 105,737 and 101,136 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively	11	10
Additional paid-in capital	597,205	576,895
Accumulated deficit	(246,654)	(187,314)
Accumulated other comprehensive income (loss)	5,169	(1,951)
Total stockholders’ equity	355,731	387,640
Total liabilities and stockholders’ equity	$ 563,754	$ 554,064

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	750,000,000	750,000,000
Common stock, shares issued (in shares)	105,737,000	101,136,000
Common stock, shares outstanding (in shares)	105,737,000	101,136,000

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Statement [Abstract]
Net sales	$ 4,358	$ 3,138	$ 9,522	$ 5,437
Cost of goods sold	14,121	15,683	27,675	22,519
Gross profit (loss)	(9,763)	(12,545)	(18,153)	(17,082)
Operating expenses:
Selling, general and administrative expenses	20,225	27,467	41,264	58,956
Total operating expenses	20,225	27,467	41,264	58,956
Loss from operations	(29,988)	(40,012)	(59,417)	(76,038)
Other income (expense):
Interest expense from related parties	0	0	0	(658)
Interest expense	0	(88)	0	(88)
Change in fair value of Private Warrants	1,069	6,488	(260)	16,314
Other	55	105	69	461
Loss before income taxes	(28,864)	(33,507)	(59,608)	(60,009)
Income tax benefit (expense)	159	1,491	268	(522)
Net loss	(28,705)	(32,016)	(59,340)	(60,531)
Other comprehensive income (loss):
Net unrealized gains (losses) on derivatives contracts, net of tax	2,760	(1,843)	7,120	(2,512)
Comprehensive loss	$ (25,945)	$ (33,859)	$ (52,220)	$ (63,043)
Net loss per common share:
Net loss per common share, basic (in dollars per share)	$ (0.28)	$ (0.32)	$ (0.58)	$ (0.67)
Net loss per common share, diluted (in dollars per share)	$ (0.28)	$ (0.32)	$ (0.58)	$ (0.67)
Weighted average common shares outstanding:
Weighted-average common shares outstanding, basic (in shares)	103,098	100,084	102,215	90,460
Weighted-average common shares outstanding, diluted (in shares)	103,098	100,084	102,215	90,460

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Previously reported	Previously reported Common Stock	Previously reported Additional Paid-in Capital	Previously reported Accumulated Deficit	Previously reported Accumulated Other Comprehensive Income (Loss)	Retroactive application of recapitalization	Retroactive application of recapitalization Common Stock	Retroactive application of recapitalization Additional Paid-in Capital
Beginning balance (in shares) at Dec. 31, 2020		44,461					9,750					34,711
Beginning balance at Dec. 31, 2020	$ 24,766	$ 4	$ 45,890	$ (21,128)	$ 0	$ (20,441)	$ 1	$ 686	$ (21,128)	$ 0	$ 45,207	$ 3	$ 45,204
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Business Combination and PIPE Shares, net (in shares)		53,361
Business Combination and PIPE shares, net	433,527	$ 6	433,521
Conversion of Private Warrants	5,819		5,819
Stock option exercise (in shares)		103
Stock option exercise	35		35
Stock-based compensation	6,287		6,287
Net loss	(28,515)			(28,515)
Other comprehensive income (loss)	(669)				(669)
Ending balance (in shares) at Mar. 31, 2021		97,925
Ending balance at Mar. 31, 2021	441,250	$ 10	491,552	(49,643)	(669)
Beginning balance (in shares) at Dec. 31, 2020		44,461					9,750					34,711
Beginning balance at Dec. 31, 2020	24,766	$ 4	45,890	(21,128)	0	$ (20,441)	$ 1	$ 686	$ (21,128)	$ 0	$ 45,207	$ 3	$ 45,204
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(60,531)
Other comprehensive income (loss)	(2,512)				(2,512)
Ending balance (in shares) at Jun. 30, 2021		100,275
Ending balance at Jun. 30, 2021	473,139	$ 10	557,300	(81,659)	(2,512)
Beginning balance (in shares) at Mar. 31, 2021		97,925
Beginning balance at Mar. 31, 2021	441,250	$ 10	491,552	(49,643)	(669)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of Private Warrants	3,114		3,114
Issuance of common stock for acquisition of Root AI (in shares)		2,329
Issuance of common stock for acquisition of Root AI	48,991		48,991
Issuance of stock options for business combination	361		361
Vesting of restricted stock units (in shares)		21
Vesting of restricted stock units	(108)		(108)
Stock-based compensation	13,390		13,390
Net loss	(32,016)			(32,016)
Other comprehensive income (loss)	(1,843)				(1,843)
Ending balance (in shares) at Jun. 30, 2021		100,275
Ending balance at Jun. 30, 2021	473,139	$ 10	557,300	(81,659)	(2,512)
Beginning balance (in shares) at Dec. 31, 2021		101,136
Beginning balance at Dec. 31, 2021	387,640	$ 10	576,895	(187,314)	(1,951)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of Private Warrants	1,104		1,104
Stock option exercise	36		36
Vesting of restricted stock units (in shares)		414
Vesting of restricted stock units	(953)		(953)
Stock-based compensation	6,035		6,035
Net loss	(30,635)			(30,635)
Other comprehensive income (loss)	4,360				4,360
Ending balance (in shares) at Mar. 31, 2022		101,550
Ending balance at Mar. 31, 2022	367,587	$ 10	583,117	(217,949)	2,409
Beginning balance (in shares) at Dec. 31, 2021		101,136
Beginning balance at Dec. 31, 2021	387,640	$ 10	576,895	(187,314)	(1,951)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(59,340)
Other comprehensive income (loss)	7,120				7,120
Ending balance (in shares) at Jun. 30, 2022		105,737
Ending balance at Jun. 30, 2022	355,731	$ 11	597,205	(246,654)	5,169
Beginning balance (in shares) at Mar. 31, 2022		101,550
Beginning balance at Mar. 31, 2022	367,587	$ 10	583,117	(217,949)	2,409
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock option exercise (in shares)		762
Stock option exercise	22		21
Issuance of common stock under the Purchase Agreement (in shares)		3,150
Issuance of common stock under the Purchase Agreement	8,232		8,232
Issuance of common stock for Employee Stock Purchase Plan (in shares)		78
Issuance of common stock for Employee Stock Purchase Plan	211		211
Vesting of restricted stock units (in shares)		197
Vesting of restricted stock units	(369)		(369)
Stock-based compensation	5,993		5,993
Net loss	(28,705)			(28,705)
Other comprehensive income (loss)	2,760				2,760
Ending balance (in shares) at Jun. 30, 2022		105,737
Ending balance at Jun. 30, 2022	$ 355,731	$ 11	$ 597,205	$ (246,654)	$ 5,169

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Operating Activities
Net loss	$ (59,340)	$ (60,531)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in fair value of Private Warrants	260	(16,314)
Deferred income tax (benefit) expense	(268)	522
Depreciation and amortization	6,176	4,602
Fixed asset impairment	1,070	0
Stock-based compensation expense	12,028	19,677
Rent expense in excess of payments	52	6
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable	286	(725)
Inventories, net	2,062	2,045
Prepaid expenses and other current assets	2,048	(3,744)
Other assets, net	(569)	(12,444)
Accounts payable	708	998
Accrued expenses	(2,121)	1,983
Other current liabilities	3	(24)
Other non-current liabilities	(29)	469
Net cash used in operating activities	(37,634)	(63,480)
Investing Activities
Purchases of property and equipment	(87,585)	(73,373)
Purchases of property and equipment from a related party	0	(122,911)
Cost of acquisition, net of cash acquired	0	(9,756)
Net cash used in investing activities	(87,585)	(206,040)
Financing Activities
Proceeds from Business Combination and PIPE shares, net	0	448,500
Proceeds from debt	42,315	75,000
Payments on long-term debt	(1,875)	0
Debt issuance costs	0	(656)
Payments on financing obligation to a related party	0	(2,089)
Proceeds from stock options exercised	57	35
Proceeds from Employee Stock Purchase Plan	211	0
Payments of withholding taxes on restricted stock unit conversions	(1,322)	(108)
Proceeds from issuance of common stock	8,819	0
Net cash provided by financing activities	48,205	520,682
Change in cash and cash equivalents	(77,014)	251,162
Cash, cash equivalents and restricted cash at the beginning of period	176,311	21,909
Cash, cash equivalents and restricted cash at the end of period	99,297	273,071
Less restricted cash at the end of the period	48,354	0
Cash and cash equivalents at the end of the period	50,943	273,071
Non-cash Activities:
Fixed assets purchases in accounts payable	1,410	2,058
Fixed assets purchases in accrued liabilities	4,516	8,201
Operating lease right-of-use assets and liabilities	$ 237	$ 1,055

Description of Business	6 Months Ended
Description of Business	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business AppHarvest, Inc. (the “Company”, or “AppHarvest”) was founded on January 19, 2018. Together with its subsidiaries, AppHarvest is a sustainable food company in Appalachia developing and operating some of the world’s largest high-tech indoor farms with robotics and artificial intelligence to build a reliable, climate-resilient food system. AppHarvest’s farms are designed to grow produce using sunshine, rainwater and up to 90% less water than open-field growing, all while producing yields up to 30 times that of traditional agriculture and preventing pollution from agricultural runoff. AppHarvest combines conventional agricultural techniques with cutting-edge technology, including artificial intelligence and robotics, to improve access to nutritious food, farming more sustainably, building a domestic food supply, and increasing investment in Appalachia. Prior to October 2020, AppHarvest’s operations were limited to the start-up concerns of organizing and staffing, business planning, raising capital, and acquiring and developing properties for Controlled Environment Agriculture (“CEA”). In October 2020, AppHarvest partially opened its first CEA facility in Morehead, Kentucky (the “Morehead CEA facility”). AppHarvest harvested its first crop of beefsteak tomatoes and tomatoes on the vine in January 2021 and March 2021, respectively. In May 2021, AppHarvest opened production of the full 60 acres at the Morehead CEA facility. AppHarvest has started construction on four more CEA facilities. Two of the facilities under construction are located in Berea, Kentucky (the “Berea salad greens facility”) and Richmond, Kentucky (the “Richmond tomato facility”). Groundbreakings for two more CEA facilities occurred in June 2021 in Somerset, Kentucky (the “Somerset facility”) and Morehead, Kentucky (the “Morehead salad greens facility”). The Somerset facility is intended to grow berries and the Morehead salad greens facility, which is adjacent to the Morehead CEA facility, is intended to grow salad greens. During 2021, the Company temporarily paused the development of the 10-acre Morehead salad greens facility, with resumption of construction contingent upon financing. AppHarvest is organized as a single operating segment. Substantially all of the assets and operations of AppHarvest are located in the United States (“U.S.”). Nature of Operations The high-tech greenhouse agriculture business is extremely capital-intensive and the Company expects to expend significant resources to complete the build-out of facilities under construction, continue harvesting existing crops and plant and harvest new crops in the existing and future CEA facilities. These expenditures are expected to include working capital, costs of acquiring and building out new facilities, costs associated with planting and harvesting, such as the purchase of seeds and growing supplies, and the cost of attracting, developing and retaining a skilled labor force, including local labor. In addition, other unanticipated costs may arise due to the unique nature of these CEA facilities and increased production in the Company’s single operating facility at full capacity. The Company also expects to expend significant resources as it invests in CEA technologies and pursues other strategic investments in the CEA industry. The Company has incurred losses from operations and generated negative cash flows from operating activities since inception. The Company expects that its existing cash and cash equivalents and credit available under its loan agreements will be sufficient to fund its current payroll and working capital requirements for at least 12 months from the date of this Quarterly Report, as well as our debt service requirements and currently planned capital expenditure requirements as it continues to build out the Berea salad greens facility, Richmond tomato facility and Somerset facility this year. However, the Company’s operating plan may change because of factors currently unknown, and the Company may need to seek additional funds sooner than planned, through public or private equity or debt financings or other sources, such as strategic collaborations. There can be no assurance that financing will be available to the Company on favorable terms, or at all. The inability to obtain financing when needed may make it more difficult for the Company to operate the business or implement its growth plans. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reporting and Securities and Exchange Commission (“SEC”) regulations. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation have been included. Results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year ending December 31, 2022. These unaudited condensed consolidated financial statement should be used in conjunction with the Company’s audited consolidated financial statements, as of and for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 1, 2022. The unaudited condensed consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All significant intercompany accounts and transactions have been eliminated. All dollar and share amounts are in thousands, except per share amounts, unless otherwise noted.

Summary of Significant Accounting Policies	6 Months Ended
Summary of Significant Accounting Policies	Jun. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Use of Estimates in Condensed Consolidated Financial Statements In preparing the condensed consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Although these estimates are based on the Company’s knowledge of current events and actions the Company may undertake in the future, actual results could differ from those estimates and assumptions. Significant items subject to such estimates and assumptions include the valuation of inventory, stock-based compensation, and private warrants. The Company’s results can also be affected by economic, political, legislative, regulatory, legal actions, and the global volatility and general market disruption resulting from the global COVID-19 pandemic and geopolitical tensions, such as Russia’s incursion into Ukraine. Economic conditions, such as recessionary trends, inflation, supply chain disruptions, interest and monetary exchange rates, and government fiscal policies, can have a significant effect on operations. While the Company maintains reserves for anticipated liabilities and carries various levels of insurance, the Company could be affected by civil, criminal, environmental, regulatory or administrative actions, claims, or proceedings. Warrants At June 30, 2022, there were 13,242 warrants to purchase Common Stock outstanding, consisting of 11,920 public warrants (“Public Warrants”) and 1,322 private warrants (“Private Warrants” and together with Public Warrants, “Warrants”). The Private Warrants are held by the initial stockholders of the special purpose acquisition company. Each warrant entitles the registered holder to purchase one share of Common Stock at a price of $11.50 per share. The warrants expire on January 29, 2026, or earlier upon redemption or liquidation. The fair value of the Private Warrants is estimated at each measurement date using a Black-Scholes option pricing model. See Note 5 - Fair Value Measurements for inputs used in calculating the estimated fair value. Accounts Receivable The Company’s trade accounts receivable are non-interest bearing and are recorded at the net realizable value. The allowance for doubtful accounts represents the Company’s best estimate of the amount of expected credit losses in existing accounts receivable. As of June 30, 2022 and December 31, 2021, the Company had no allowance for doubtful accounts. Capitalization of Interest During the three and six months ended June 30, 2022, $2,112 and $3,761 of interest expense has been capitalized, respectively. No interest was capitalized during the three and six months ended June 30, 2021. New Accounting Pronouncements No new accounting pronouncement recently issued or newly effective had or is expected to have a material impact on the condensed consolidated financial statements.

Restructuring	6 Months Ended
Restructuring	Jun. 30, 2022
Restructuring and Related Activities [Abstract]
Restructuring	Restructuring During the three and six months ended June 30, 2022, the Company initiated and completed a restructuring plan to reduce operating costs, prioritize core farm operations and align technical resources to support farm production and quality improvements. The Company anticipates the cost savings from the restructuring plan will support growth-related initiatives and help meet the long-term goals and liquidity needs. During the three and six months ended June 30, 2022, the Company incurred costs of $1,231 and $3,221, respectively, related to the restructuring initiative, of which $904 and $2,089, respectively, was for severance and other benefits, and $327 and $1,132, respectively, was for legal and other costs. In addition to the restructuring actions noted above, the Company recognized a $1,070 impairment charge during the three and six months ended June 30, 2022, for certain technology property and equipment that will no longer be utilized following the Company’s alignment of its technology initiatives with core farm operations. All of the costs as disclosed above are included in sales, general and administrative (“SG&A”) in the unaudited condensed consolidated statements of operations and comprehensive loss.

Revenue Recognition	6 Months Ended
Revenue Recognition	Jun. 30, 2022
Revenue from Contract with Customer [Abstract]
Revenue Recognition	Revenue RecognitionSubstantially all of the Company’s revenues are generated from the sale of tomatoes under an agreement with one customer, Mastronardi Produce Limited (“Mastronardi”). The Company recognizes revenue at a point in time and at the amount it expects to be entitled to be paid when its performance obligation is complete, which is generally when control of the products is transferred to its customers upon pick-up by the customer or the customer’s agent from the Company’s facilities. Prices for the Company’s products are based on agreed upon rates with customers and do not include financing components or noncash consideration. Revenue is recorded net of variable consideration, such as commissions and other shipping, handling and marketing costs incurred as defined in the customer agreements. Revenue is also recorded net of rejections for products that do not meet quality specifications and net of sales and other taxes collected on behalf of governmental authorities. Payment terms are generally 30 days.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Fair Value Measurements

6 Months Ended

Jun. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The company categorizes its assets and liabilities into one of three levels based on the assumptions (inputs) used in determining their values, as defined below:

•Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.

•Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•Level 3: Unobservable inputs reflecting management’s assumptions about the inputs used in pricing the asset or liability.

The table below presents the Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for each measurement:


		Fair Value as of:
		June 30, 2022								December 31, 2021
	Balance Sheet Account	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Interest rate swap	Other assets, net	$	—	$	5,293	$	—	$	5,293	$	—	$	—	$	—	$	—
Foreign currency contracts	Other assets, net	—		10		—		10		—		14		—		14
Total assets		$	—	$	5,303	$	—	$	5,303	$	—	$	14	$	—	$	14
Liabilities:
Foreign currency contracts	Other current liabilities	$	—	$	—	$	—	$	—	$	—	$	63	$	—	$	63
Interest rate swap	Other liabilities	—		—		—		—		—		1,657		—		1,657
Private Warrants	Private Warrant liabilities	—		541		—		541		—		1,385		—		1,385
Total liabilities		$	—	$	541	$	—	$	541	$	—	$	3,105	$	—	$	3,105

The Company’s derivative contracts, including foreign currency forward and option contracts and an interest rate swap, are measured at fair value using valuations based upon quoted prices for similar assets and liabilities in active markets (Level 2) and are valued by reference to similar financial instruments, adjusted for terms specific to the contracts. As of June 30, 2022, the carrying value of the Company’s debt approximated fair value due to the short term nature of the debt or that such borrowings bear variable interest rates that correspond to current market rates. See Note 12 - Derivative Financial Instruments and Note 10 - Debt for more information on the Company’s use of financial instruments.

The Private Warrant liabilities are determined using a Black-Scholes option pricing model, a Level 2 valuation. The significant inputs to the Private Warrant valuation are as follows:


	June 30, 2022			December 31, 2021
Exercise price	$	11.50		$	11.50
Stock price	$	3.49		$	3.89
Volatility	53.0		%	54.0		%
Remaining term in years	3.58			4.08
Risk-free rate	3.00		%	1.12		%
Dividend yield	—			—

The following table summarizes the private warrant activity for the three and six months ended June 30, 2022:




Fair value of Private Warrants on December 31, 2021	$	1,385
Fair value of Private Warrants converted to Public Warrants	(1,104)
Change in fair value of Private Warrants	1,329
Fair value of Private Warrants outstanding as of March 31, 2022	$	1,610
Fair value of Private Warrants converted to Public Warrants	—
Change in fair value of Private Warrants	(1,069)
Fair value of Private Warrants outstanding as of June 30, 2022	$	541

The Warrants are deemed equity instruments for income tax purposes, and accordingly, there is no tax impact relating to changes in the fair value of the Private Warrants. The changes in the fair value of the Private Warrants may be material to our future operating results.

Carrying values of cash and cash equivalents, restricted cash, accounts receivable, inventories, prepaid expenses and other current assets, accounts payable, accrued expenses, and other current liabilities approximate fair values because of their short-term nature.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Inventories

6 Months Ended

Jun. 30, 2022

Inventory Disclosure [Abstract]

Inventories

Inventories are valued at the lower of cost (first-in, first-out) or net realizable value. Finished goods inventories represent costs associated with boxed produce not yet sold. Growing crop inventories primarily represent the costs associated with growing produce within the Company’s CEA facilities. Materials and supplies primarily represent growing and packaging supplies. Inventory costs are comprised of the purchase and transportation cost plus production labor and overhead.



	June 30, 2022		December 31, 2021
Raw materials	$	2,486	$	1,314
Growing crops	237		3,684
Finished goods	213		—
Total inventories, net	$	2,936	$	4,998

Property and Equipment

6 Months Ended

Jun. 30, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment



	June 30, 2022		December 31, 2021
Land	$	32,250	$	32,395
Buildings	80,927		79,450
Machinery and equipment	51,201		49,418
Construction in progress	275,041		186,848
Leasehold improvements	4,688		4,740
Less: accumulated depreciation	(14,767)		(8,938)
Total property and equipment, net	$	429,340	$	343,913

Depreciation expense was $3,014 and $6,056 for the three and six months ended June 30, 2022, compared to $2,363 and $4,135 for the three and six months ended June 30, 2021.

Other Assets

6 Months Ended

Jun. 30, 2022

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Other Assets


	June 30, 2022		December 31, 2021
Utility deposits	$	7,923	$	7,479
Investment in unconsolidated entity	5,000		5,000
Prepayments for fixed assets	4,120		2,888

Interest rate swap	5,293		—
Other assets	730		1,277
Total other assets	$	23,066	$	16,644

Accrued Expenses

6 Months Ended

Jun. 30, 2022

Payables and Accruals [Abstract]

Accrued Expenses


	June 30, 2022		December 31, 2021
Construction costs	$	12,983	$	8,467
Payroll and related	2,911		2,768
Professional service fees	564		1,944
Other accrued liabilities	1,440		1,154
Utilities	291		1,461

Total accrued expenses	$	18,189	$	15,794

Debt

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Debt


	June 30, 2022		December 31, 2021
Rabo Loan	$	73,125	$	75,000
Construction Loan	52,559		31,944
JPM Loan	46,032		24,335
Unamortized debt issuance costs	(590)		(622)
Debt, net of issuance costs	171,126		130,657
Less current portion	(49,717)		(28,020)
Long term, net	$	121,409	$	102,637

On January 10, 2022, the Company entered into an amended and restated promissory note (the “Amended Note” or “JPM Loan”) with JPMorgan Chase Bank, N.A. This amendment increased the existing line of credit from $25,000 to $50,000 and implemented the secured overnight financing rate (“SOFR”) as the replacement of LIBOR as a benchmark interest rate for U.S. dollar borrowings. Restricted cash on the condensed consolidated balance sheet represents collateral for a promissory note with the JPM Loan which requires 105% of the aggregate borrowings to be held as collateral.

On June 15, 2021, the Company entered into a master credit agreement with Rabo AgriFinance LLC (the “Lender”) for a real estate term loan in the original principal amount of $75,000 (the “Rabo Loan”). The Rabo Loan matures on April 1, 2031, with quarterly interest payments commencing on July 1, 2021 and quarterly principal payments, commencing on January 1, 2022, with the remaining balance of principal and interest due upon maturity. Payments are based on one month LIBOR plus 2.500% per annum. The Rabo Loan is collateralized by the business assets of the first Morehead CEA facility and requires compliance with financial covenants. The financial covenants generally begin to be measured on December 31, 2022, except for the working capital ratio. On July 29, 2022, the Company obtained a waiver from the Lender whereby the Company is no longer required to measure or report the current ratio for the June 30, 2022, reporting period but will begin to report the current ratio covenant compliance for the December 31, 2022 reporting period. The change aligns all measurements of material financial covenants to begin with the December 31, 2022 measurement date. In exchange, the Company agreed to fund an additional $2,000 to a reserve account. At June 30, 2022, the Company would not have met the current ratio requirement for the Morehead CEA subsidiary. The Company’s liability under the Rabo Loan was $73,125 at June 30, 2022.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Commitment and Contingencies

6 Months Ended

Jun. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

(a)Leases

For the three and six months ended June 30, 2022 the Company recognized $257 and $496, respectively, of operating lease expense in SG&A within the unaudited condensed consolidated statement of operations and comprehensive loss compared to $118 and $215, for the three and six months ended June 30, 2021, respectively.

The future minimum rental payments required under the leases for each year of the next five years and in the aggregate thereafter are as follows:


	Operating leases
Remainder of 2022	$	564
2023	1,085
2024	1,027
2025	1,030
2026	1,048
2026 and thereafter	1,612
Total minimum payments required	6,366
Less: imputed interest costs(1)	(1,201)
Present value of net minimum lease payments(2)	$	5,165
Weighted-average imputed interest rate	7.24		%
Weighted-average remaining lease term (in years)	5.9

____________________________

(1)Represents the amount necessary to reduce net minimum lease payments to present value using actual rate in the lease agreement or the Company’s incremental borrowing rate at lease inception.

(2)Included in the unaudited condensed consolidated balance sheet as of June 30, 2022 as current and non-current lease liability of $777 and $4,388, respectively.

Supplemental cash flow information related to leases is as follows:


	Period Ended June 30,
	2022		2021
Cash paid for amounts included in the measurement of operating lease liabilities	$	489	$	205
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities	$	—	$	1,055
Operating lease right-of-use assets surrendered with the early termination of lease liabilities	$	(237)	$	—

(b) Litigation

The Company is involved in various lawsuits, claims and other legal matters from time to time that arise in the ordinary course of business. The Company records a liability when a particular contingency is probable and estimable.

On September 24, 2021, the first of two federal securities class action lawsuits (captioned Ragan v. AppHarvest, Inc.) was filed by a purported stockholder of the Company in the United States District Court for the Southern District of New York on behalf of a proposed class consisting of those who acquired the Company’s securities between May 17, 2021 and August 10, 2021. On December 13, 2021, the court consolidated the two cases, and appointed a lead plaintiff. An amended complaint was filed on March 2, 2022. The amended complaint was brought as a purported class action on behalf of purchasers of the Common Stock between February 1, 2021 to August 10, 2021. The amended complaint names the Company and certain of its current officers as defendants, and alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, by making materially false and misleading statements regarding the Company’s operations at the Morehead CEA Facility in the first half of 2021. In particular, plaintiffs allege that defendants’ public statements during the class period were false and misleading because defendants failed to disclose issues related to the Company’s tomato harvest and employee training and retention. The amended complaint seeks unspecified monetary damages on behalf of the putative class

and an award of costs and expenses, including reasonable attorneys’ fees. On May 2, 2022, defendants filed a motion to dismiss the amended complaint. On July 25, 2022, the lead plantiff filed a second amended complaint.

Additionally, on March 11, 2022, a derivative complaint (captioned Michael Ross v. Kiran Bhatraju, et al.) was filed in the U.S. District Court for the Southern District of New York against certain of AppHarvest’s officers and directors. The derivative complaint restyles the federal securities class action allegations as a purported derivative claim on behalf of the Company against its officers and Board members for their alleged breaches of fiduciary duties in allowing the purported disclosure violations to occur. The derivative complaint seeks unspecified monetary restitution and disgorgement of profits, benefits, or compensation obtained by the defendants, an award of costs and expenses, including reasonable attorneys’ fees, and that the Court direct the Company to reform its corporate governance procedures. On June 15, 2022, another derivative complaint (captioned Zach Wester v. Kiran Bhatraju, et al.) was filed in the U.S. District Court for the Southern District of New York against certain of AppHarvest’s officers and directors. The Wester derivative complaint is substantially similar to the Ross derivative complaint. On July 22, 2022, the Ross and Wester derivative cases were consolidated, and are stayed until (1) the securities class action is dismissed with prejudice and all appeals related thereto are exhausted; (2) defendants file an answer in the securities class action; or (3) any party in the derivative cases no longer consents to the stay.

The Company does not believe the claims have merit, intend to defend against them vigorously, and have not recorded a liability related to these lawsuits because, at this time, the Company is unable to estimate reasonably possible losses or determine whether unfavorable outcomes are probable.

There were no material changes to the Company’s purchase commitments, outside the ordinary course of business, from those disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Derivative Financial Instruments

6 Months Ended

Jun. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

The Company has entered into foreign currency forward and option contracts to hedge certain cash flows related to anticipated expenditures related to the construction of its Berea, Kentucky and Richmond, Kentucky CEA facilities. These contracts, which have maturities ranging through December 2022, qualify as cash flow hedges and are used to hedge the Company’s foreign currency risk associated with the Euro denominated payments due upon the completion of established project milestones under the applicable CEA facility construction contracts. As of June 30, 2022, the total notional amount outstanding of foreign currency contracts designated as cash flow hedging instruments was €8,230 compared to €19,149 at December 31, 2021. As of June 30, 2022 and December 31, 2021, the Company maintained collateral of $193 and $3,710, respectively, for the hedge program which is included in prepaid expenses and other current assets in the respective unaudited condensed consolidated balance sheet.

The Company has elected to measure hedge effectiveness using the “spot method” under which the hedging relationship is considered perfectly effective and changes in the fair value of the forward and options contracts attributable to changes in the spot rate are recorded as a component of accumulated other comprehensive income (“AOCI”). As the hedged items are ultimately capitalized as part of the CEA facility fixed assets, the AOCI amounts will be reclassified into earnings over the same periods as the future depreciation expense related to those assets. Consistent with the allocation of CEA facility fixed asset depreciation, the AOCI reclassification will also be allocated between cost of goods sold (“COGS”) and SG&A within the unaudited condensed consolidated statement of operations and comprehensive loss.

Under the “spot method”, changes in the fair value of forward contracts attributable to changes in the difference between the forward rate and the spot rate (forward points) and the fair value of option contracts attributable to time and volatility values (up-front premium) will be excluded from the measure of hedge effectiveness and amortized as COGS and SG&A on a straight-line basis over the terms of the underlying contracts. During the three and six months ended June 30, 2022 and June 30, 2021 the Company recognized amortization expense of $50 and $120, and $226 and $256, respectively, related to its foreign currency hedge contracts within its unaudited condensed consolidated statement of operations and comprehensive loss.

As of June 30, 2022 and December 31, 2021, the Company had a net asset of $10 and a net liability of $49 in foreign currency contracts designated as cash flow hedging instruments, respectively, which is included in other current assets and other current liabilities in the unaudited balance sheets.

The following table summarizes the before and after tax amounts for the various components of other comprehensive income(loss) for the periods presented:


	Three Months Ended June 30, 2022						Three Months Ended June 30, 2021
	Before Tax		Tax (Expense) Benefit		After Tax		Before Tax		Tax Benefit		After Tax
Foreign currency	$	44	$	—	$	44	$	822	$	(244)	$	578
Interest rate swap	2,716		—		2,716		(2,421)		—		(2,421)
Total Accumulated comprehensive income/(loss)	$	2,760	$	—	$	2,760	$	(1,599)	$	(244)	$	(1,843)


	Six Months Ended June 30, 2022						Six Months Ended June 30, 2021
	Before Tax		Tax (Expense) Benefit		After Tax		Before Tax		Tax Benefit		After Tax
Foreign currency	$	169	$	—	$	169	$	(91)	$	—	$	(91)
Interest rate swap	6,951		—		6,951		(2,421)		—		(2,421)
Total Accumulated comprehensive income/(loss)	$	7,120	$	—	$	7,120	$	(2,512)	$	—	$	(2,512)

During the three and six months ended June 30, 2022 an income tax (expense) benefit of $(738) and $(1,903) was recognized within other comprehensive income (loss), respectively, compared to $428 and $672 for the three and six months ended June 30, 2021, respectively.

The income tax (expense) benefit of $(1,381) and $521 related to the $5,169 and $(1,951) balance in AOCI at June 30, 2022 and December 31, 2021, respectively, is fully offset by a valuation allowance. The Company will release the AOCI amounts, net of any tax impact, from the foreign currency contracts and the interest rate swap in the periods that the underlying transactions impact earnings as described above.

Stock-based Compensation	6 Months Ended
Stock-based Compensation	Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	Stock-based CompensationTotal stock-based compensation expense was $5,993 and $12,028 for the three and six months ended June 30, 2022, of which $5,780 and $11,674, respectively, were included in SG&A and $213 and $354 were included in COGS for the three and six months ended June 30, 2022. This is compared to $13,390 and $19,677 for the three and six months ended June 30, 2021, of which $12,345 and $18,372 were included in SG&A and $1,045 and $1,305 were included in COGS for the three and six months ended June 30, 2021, respectively.

Income Taxes	6 Months Ended
Income Taxes	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income TaxesThe Company’s effective income tax rate was 0.6% and 0.4% for the three and six months ended June 30, 2022, respectively. The variance from the U.S. federal statutory rate of 21% for the three and six months ended June 30, 2022 and June 30, 2021, was primarily attributable to increases in the Company’s valuation allowance largely driven by increases in the Company’s net operating loss carryforwards.The Company’s income tax provision is impacted by a valuation allowance on the Company’s net deferred tax assets, net of reversing taxable temporary differences and considering future annual limitations on net operating loss carryforward utilization enacted by U.S. tax reform legislation. The Company maintains a valuation allowance on its net deferred tax assets for all periods presented as the Company cannot be certain that future taxable income will be sufficient to realize its deferred tax assets. Valuation allowances are provided against deferred tax assets when, based on all available evidence, it is considered more likely than not that some portion or all the recorded deferred tax assets will not be realized in future periods.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Shareholders' Equity

6 Months Ended

Jun. 30, 2022

Equity [Abstract]

Shareholders' Equity

Net Loss per Common Share

Diluted net loss per common share is the same as basic net loss per common share for all periods presented because the effects of potentially dilutive items were anti-dilutive given the Company’s net loss. The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive:


Anti-dilutive common share equivalents	June 30, 2022	June 30, 2021
Stock options	2,186	2,889
Restricted stock units	5,360	8,429

Warrants	13,242	13,250
Total anti-dilutive common share equivalents	20,788	24,568


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Numerator:
Net loss	$	(28,705)	$	(32,016)	$	(59,340)	$	(60,531)
Denominator:
Weighted-average common shares outstanding, basic and diluted	103,098		100,084		102,215		90,460
Net loss per common share, basic and diluted	$	(0.28)	$	(0.32)	$	(0.58)	$	(0.67)

Common Stock Purchase Agreement

On December 15, 2021, the Company entered into a common stock purchase agreement (the “Purchase Agreement”) with B. Riley Principal Capital, LLC (“B. Riley Principal Capital”). Pursuant to the Purchase Agreement, the Company has the right to sell to B. Riley Principal Capital up to the lesser of (i) $100,000 of newly issued shares of the Company’s common stock and (ii) the Exchange Cap, which is 20,143 of the Company’s common stock (subject to certain limitations and conditions), from time to time during the 24-month term of the Purchase Agreement. Sales of common stock pursuant to the Purchase Agreement, and the timing of any sales, are solely at the option of the Company, and the Company is under no obligation to sell any securities to B. Riley Principal Capital under the Purchase Agreement.

During the three and six months ended June 30, 2022, the Company has sold an aggregate 3,150 shares of its Common Stock pursuant to the Purchase Agreement for aggregate proceeds, net of fees incurred of $400, of $8,819. As a result, deferred equity issuance costs of $587 were amortized into equity during the three and six months ended June 30, 2022. As of June 30, 2022, there were 16,796 shares reserved for the Purchase Agreement.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 16
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 50
-Paragraph 6
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsOn July 29, 2022, the Company entered into a Loan Agreement dated July 29, 2022, (the “GNCU Loan Agreement”) with Greater Nevada Credit Union (the “GNCU Lender”) for a loan in the original principal amount of $50,000 (the “GNCU Loan”) to be used, in part, for the development of a commercial scale greenhouse facility upon thirty acres of our real property in Pulaski County, Kentucky (the “Project”). The GNCU Loan is guaranteed in favor of the GNCU Lender by the U.S. Department of Agriculture through the USDA’s Business and Industry Loan Guarantee and Rural Energy for America Programs. The proceeds of the GNCU Loan will be used at closing to, in part, pay off the JPM Loan and any accrued interest, of approximately $45,700, and to pay the closing costs, loan fees, and other costs of entering into the GNCU Loan. All remaining proceeds of the GNCU Loan after payment of such costs and the JPM Loan shall be advanced through a customary construction loan draw process to pay for construction costs of the Project, which includes construction of the Company’s 30-acre Somerset facility.

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Jun. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reporting and Securities and Exchange Commission (“SEC”) regulations. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation have been included.
Consolidation	The unaudited condensed consolidated financial statements include the accounts of the Company and its controlled subsidiaries. All significant intercompany accounts and transactions have been eliminated.
Use of Estimates in Condensed Consolidated Financial Statements	In preparing the condensed consolidated financial statements in conformity with U.S. GAAP, management makes estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Although these estimates are based on the Company’s knowledge of current events and actions the Company may undertake in the future, actual results could differ from those estimates and assumptions. Significant items subject to such estimates and assumptions include the valuation of inventory, stock-based compensation, and private warrants. The Company’s results can also be affected by economic, political, legislative, regulatory, legal actions, and the global volatility and general market disruption resulting from the global COVID-19 pandemic and geopolitical tensions, such as Russia’s incursion into Ukraine. Economic conditions, such as recessionary trends, inflation, supply chain disruptions, interest and monetary exchange rates, and government fiscal policies, can have a significant effect on operations. While the Company maintains reserves for anticipated liabilities and carries various levels of insurance, the Company could be affected by civil, criminal, environmental, regulatory or administrative actions, claims, or proceedings.
Warrants	The fair value of the Private Warrants is estimated at each measurement date using a Black-Scholes option pricing model.
Accounts Receivable	The Company’s trade accounts receivable are non-interest bearing and are recorded at the net realizable value. The allowance for doubtful accounts represents the Company’s best estimate of the amount of expected credit losses in existing accounts receivable.
New Accounting Pronouncements	No new accounting pronouncement recently issued or newly effective had or is expected to have a material impact on the condensed consolidated financial statements.
Fair Value Measurements	The company categorizes its assets and liabilities into one of three levels based on the assumptions (inputs) used in determining their values, as defined below: •Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities. •Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. •Level 3: Unobservable inputs reflecting management’s assumptions about the inputs used in pricing the asset or liability.

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2022

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and Liabilities Subject to Fair Value Measurements on a Recurring Basis

The table below presents the Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for each measurement:


		Fair Value as of:
		June 30, 2022								December 31, 2021
	Balance Sheet Account	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Interest rate swap	Other assets, net	$	—	$	5,293	$	—	$	5,293	$	—	$	—	$	—	$	—
Foreign currency contracts	Other assets, net	—		10		—		10		—		14		—		14
Total assets		$	—	$	5,303	$	—	$	5,303	$	—	$	14	$	—	$	14
Liabilities:
Foreign currency contracts	Other current liabilities	$	—	$	—	$	—	$	—	$	—	$	63	$	—	$	63
Interest rate swap	Other liabilities	—		—		—		—		—		1,657		—		1,657
Private Warrants	Private Warrant liabilities	—		541		—		541		—		1,385		—		1,385
Total liabilities		$	—	$	541	$	—	$	541	$	—	$	3,105	$	—	$	3,105

Schedule of Fair Value Measurement Inputs and Valuation Techniques

The Private Warrant liabilities are determined using a Black-Scholes option pricing model, a Level 2 valuation. The significant inputs to the Private Warrant valuation are as follows:


	June 30, 2022			December 31, 2021
Exercise price	$	11.50		$	11.50
Stock price	$	3.49		$	3.89
Volatility	53.0		%	54.0		%
Remaining term in years	3.58			4.08
Risk-free rate	3.00		%	1.12		%
Dividend yield	—			—

Schedule of Private Warrant Activity

The following table summarizes the private warrant activity for the three and six months ended June 30, 2022:




Fair value of Private Warrants on December 31, 2021	$	1,385
Fair value of Private Warrants converted to Public Warrants	(1,104)
Change in fair value of Private Warrants	1,329
Fair value of Private Warrants outstanding as of March 31, 2022	$	1,610
Fair value of Private Warrants converted to Public Warrants	—
Change in fair value of Private Warrants	(1,069)
Fair value of Private Warrants outstanding as of June 30, 2022	$	541

Inventories (Tables)

6 Months Ended

Jun. 30, 2022

Inventory Disclosure [Abstract]

Schedule of Inventory, Net



	June 30, 2022		December 31, 2021
Raw materials	$	2,486	$	1,314
Growing crops	237		3,684
Finished goods	213		—
Total inventories, net	$	2,936	$	4,998

Property and Equipment (Tables)

6 Months Ended

Jun. 30, 2022

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment



	June 30, 2022		December 31, 2021
Land	$	32,250	$	32,395
Buildings	80,927		79,450
Machinery and equipment	51,201		49,418
Construction in progress	275,041		186,848
Leasehold improvements	4,688		4,740
Less: accumulated depreciation	(14,767)		(8,938)
Total property and equipment, net	$	429,340	$	343,913

Other Assets (Tables)

6 Months Ended

Jun. 30, 2022

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of Other Assets


	June 30, 2022		December 31, 2021
Utility deposits	$	7,923	$	7,479
Investment in unconsolidated entity	5,000		5,000
Prepayments for fixed assets	4,120		2,888

Interest rate swap	5,293		—
Other assets	730		1,277
Total other assets	$	23,066	$	16,644

Accrued Expenses (Tables)

6 Months Ended

Jun. 30, 2022

Payables and Accruals [Abstract]

Schedule of Accrued Expenses


	June 30, 2022		December 31, 2021
Construction costs	$	12,983	$	8,467
Payroll and related	2,911		2,768
Professional service fees	564		1,944
Other accrued liabilities	1,440		1,154
Utilities	291		1,461

Total accrued expenses	$	18,189	$	15,794

Debt (Tables)

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Schedule of Debt


	June 30, 2022		December 31, 2021
Rabo Loan	$	73,125	$	75,000
Construction Loan	52,559		31,944
JPM Loan	46,032		24,335
Unamortized debt issuance costs	(590)		(622)
Debt, net of issuance costs	171,126		130,657
Less current portion	(49,717)		(28,020)
Long term, net	$	121,409	$	102,637

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21506-112644

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69B
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69E
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495743-112612

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21521-112644

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21538-112644

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644

+ Details

Commitment and Contingencies (Tables)

6 Months Ended

Jun. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Schedule of Operating Lease Liability by Maturity

The future minimum rental payments required under the leases for each year of the next five years and in the aggregate thereafter are as follows:


	Operating leases
Remainder of 2022	$	564
2023	1,085
2024	1,027
2025	1,030
2026	1,048
2026 and thereafter	1,612
Total minimum payments required	6,366
Less: imputed interest costs(1)	(1,201)
Present value of net minimum lease payments(2)	$	5,165
Weighted-average imputed interest rate	7.24		%
Weighted-average remaining lease term (in years)	5.9

____________________________

(1)Represents the amount necessary to reduce net minimum lease payments to present value using actual rate in the lease agreement or the Company’s incremental borrowing rate at lease inception.

(2)Included in the unaudited condensed consolidated balance sheet as of June 30, 2022 as current and non-current lease liability of $777 and $4,388, respectively.

Schedule of Lease Cost

Supplemental cash flow information related to leases is as follows:


	Period Ended June 30,
	2022		2021
Cash paid for amounts included in the measurement of operating lease liabilities	$	489	$	205
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities	$	—	$	1,055
Operating lease right-of-use assets surrendered with the early termination of lease liabilities	$	(237)	$	—

Derivative Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Before and After Tax Amounts for the Various Components of Other Comprehensive Income (Loss)

The following table summarizes the before and after tax amounts for the various components of other comprehensive income(loss) for the periods presented:


	Three Months Ended June 30, 2022						Three Months Ended June 30, 2021
	Before Tax		Tax (Expense) Benefit		After Tax		Before Tax		Tax Benefit		After Tax
Foreign currency	$	44	$	—	$	44	$	822	$	(244)	$	578
Interest rate swap	2,716		—		2,716		(2,421)		—		(2,421)
Total Accumulated comprehensive income/(loss)	$	2,760	$	—	$	2,760	$	(1,599)	$	(244)	$	(1,843)


	Six Months Ended June 30, 2022						Six Months Ended June 30, 2021
	Before Tax		Tax (Expense) Benefit		After Tax		Before Tax		Tax Benefit		After Tax
Foreign currency	$	169	$	—	$	169	$	(91)	$	—	$	(91)
Interest rate swap	6,951		—		6,951		(2,421)		—		(2,421)
Total Accumulated comprehensive income/(loss)