0001828318-23-000168 | 10-Q | XBRL Viewer

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Fair Value Measurement - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Jul. 02, 2023	Jan. 01, 2023
Money Market Funds
Cash equivalents:
Cash Equivalents	$ 127,303	$ 319,946
U.S. Treasuries
Cash equivalents:
Cash Equivalents	33,222
Short-term investments
Short-term Investments	66,092
Private Placement Warrants
Liabilities:
Private Placement Warrants	76,260	49,080
Level 1 \| Money Market Funds
Cash equivalents:
Cash Equivalents	127,303	319,946
Level 1 \| U.S. Treasuries
Cash equivalents:
Cash Equivalents	0
Short-term investments
Short-term Investments	0
Level 1 \| Private Placement Warrants
Liabilities:
Private Placement Warrants	0	0
Level 2 \| Money Market Funds
Cash equivalents:
Cash Equivalents	0	0
Level 2 \| U.S. Treasuries
Cash equivalents:
Cash Equivalents	33,222
Short-term investments
Short-term Investments	66,092
Level 2 \| Private Placement Warrants
Liabilities:
Private Placement Warrants	0	0
Level 3 \| Money Market Funds
Cash equivalents:
Cash Equivalents	0	0
Level 3 \| U.S. Treasuries
Cash equivalents:
Cash Equivalents	0
Short-term investments
Short-term Investments	0
Level 3 \| Private Placement Warrants
Liabilities:
Private Placement Warrants	$ 76,260	$ 49,080

Leases

6 Months Ended

Jul. 02, 2023

Leases [Abstract]

Leases

The Company leases its headquarters, engineering and manufacturing space in Fremont, California under a single non-cancelable operating lease, right of use asset with an expiration date of August 31, 2030. In March 2021, the Company entered into a new agreement to lease office space in Fremont, California under a non-cancelable operating lease that expires in April 2026 with an option to extend for five years.

The components of lease costs were as follows (in thousands):


	Quarters Ended				Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022		July 2, 2023		July 3, 2022
Operating lease cost	$	539	$	419	$	950	$	839

Supplemental lease information:

As of

Operating leases

July 2, 2023

January 1, 2023

Weighted-average remaining lease term

7.2 years

7.7 years

Weighted-average discount rate

6.8%

Supplemental cash flow information related to leases are as follows (in thousands):


	Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	699	$	679

Maturities of Lease Liabilities

The following is a schedule of maturities of lease liabilities as of July 2, 2023 (in thousands).


	Operating lease
2023 (remaining six months)	$	706
2024	1,449
2025	1,492
2026	1,491
2027	1,513
Thereafter	4,262
Total	10,913
Less: imputed interest	(2,252)
Present value of lease liabilities	$	8,661

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022
Cash flows from operating activities:
Net income (loss)	$ (137,909)	$ 41,572
Adjustments to reconcile net income (loss) to net cash used in operating activities
Depreciation	6,978	1,531
Amortization of right-of-use assets	289	269
Accretion of discount on investments	(389)	0
Amortization of debt issuance costs	222	0
Stock-based compensation	44,199	13,418
Changes in fair value of common stock warrants	27,180	(94,200)
Impairment of equipment	4,411	0
Changes in operating assets and liabilities:
Accounts receivable	128	(102)
Inventory	(163)	(669)
Prepaid expenses and other assets	3,145	613
Deferred contract costs	0	3,214
Accounts payable	892	249
Accrued expenses and compensation	1,849	(1,191)
Deferred revenue	0	(5,000)
Other liabilities	5	(3)
Net cash used in operating activities	(49,163)	(40,299)
Cash flows from investing activities:
Purchase of property and equipment	(15,724)	(14,473)
Purchases of investments	(65,736)	0
Net cash used in investing activities	(81,460)	(14,473)
Cash flows from financing activities:
Proceeds from exercise of common stock warrants, net	0	52,828
Proceeds from issuance of Convertible Senior Notes	172,500	0
Payments of debt issuance costs	(5,228)	0
Purchase of Capped Calls	(17,250)	0
Payroll tax payments for shares withheld upon vesting of RSUs	(1,226)	0
Proceeds from the exercise of stock options	972	277
Proceeds from issuance of common stock under employee stock purchase plan	1,169	1,112
Repurchase of unvested restricted common stock	(13)	(8)
Net cash provided by financing activities	150,924	54,209
Change in cash, cash equivalents, and restricted cash	20,301	(563)
Cash and cash equivalents and restricted cash, beginning of period	322,976	385,418
Cash and cash equivalents, and restricted cash, end of period	343,277	384,855
Supplemental cash flow data (Non-cash):
Purchase of property and equipment included in liabilities	15,770	6,303
Accrued debt issuance costs	$ 689	$ 0

Related Party (Details) $ in Millions	3 Months Ended	6 Months Ended
Related Party (Details) $ in Millions	Jul. 02, 2023 USD ($)	Jul. 02, 2023 USD ($) family_member	Apr. 20, 2023 USD ($)
3.0 % Convertible Senior Notes \| Convertible Debt
Related Party Transaction [Line Items]
Principal balance			$ 172.5
Related Party
Related Party Transaction [Line Items]
Number of employed family members \| family_member		2
Related Party \| Affiliate Notes
Related Party Transaction [Line Items]
Interest expense	$ 0.1	$ 0.1
Related Party \| Affiliate Notes \| Convertible Debt
Related Party Transaction [Line Items]
Principal balance			$ 10.0

Leases - Supplemental Lease Information (Details)	Jul. 02, 2023	Jan. 01, 2023
Leases [Abstract]
Weighted-average remaining lease term	7 years 2 months 12 days	7 years 8 months 12 days
Weighted average discount rate	6.80%	6.80%

Fair Value Measurement - Cash Equivalents and Short-term Investments (Details) - USD ($) $ in Thousands	Jul. 02, 2023	Jan. 01, 2023
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Amortized Cost	$ 226,641
Unrealized Gain	9
Unrealized Loss	(33)
Estimated Fair Value	226,617
Cash Equivalents
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Estimated Fair Value	160,525
Short-Term Investments
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Estimated Fair Value	66,092
Money Market Funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Amortized Cost	127,303	$ 319,946
Unrealized Gain	0
Unrealized Loss	0
Estimated Fair Value	127,303	319,946
Money Market Funds \| Cash Equivalents
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Estimated Fair Value	127,303	319,946
Money Market Funds \| Short-Term Investments
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Estimated Fair Value	0	$ 0
U.S. Treasuries
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Amortized Cost	99,338
Unrealized Gain	9
Unrealized Loss	(33)
Estimated Fair Value	99,314
U.S. Treasuries \| Cash Equivalents
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Estimated Fair Value	33,222
U.S. Treasuries \| Short-Term Investments
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Estimated Fair Value	$ 66,092

Property and Equipment - Schedule of Depreciation Expenses (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022	Jul. 02, 2023	Jul. 03, 2022
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 3,523	$ 1,217	$ 6,978	$ 1,531

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Jul. 02, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Purchase Commitments As of July 2, 2023 and January 1, 2023, the Company’s commitments included approximately $68.0 million and $22.7 million, respectively, of the Company’s open purchase orders and contractual obligations that occurred in the ordinary course of business, including commitments with contract manufacturers and suppliers for which the Company has not received the goods or services, commitments for capital expenditures and construction-related activities for which the Company has not received the services. Although open purchase orders are considered enforceable and legally binding, the terms generally allow the Company the option to cancel, reschedule, and adjust its requirements based on its business needs prior to the delivery of goods or performance of services. For lease obligations, please refer to Note 6 “Leases” for more details. For the Convertible Senior Notes obligation, please refer to Note 7 ”Borrowings” for more details. Performance Obligations As of July 2, 2023, the Company had $3.8 million of performance obligations, which comprised of total deferred revenue and customer order deposits. The Company currently expects to recognize approximately 9% of deferred revenue as revenue within the next twelve months. Litigation From time to time, the Company is involved in a variety of claims, lawsuits, investigations, and proceedings relating to securities laws, product liability, intellectual property, commercial, insurance, contract disputes, employment, and other matters. Certain of these lawsuits and claims are described in further detail below. The Company intends to defend vigorously against all of the following allegations. A liability and related charge to earnings are recorded in the condensed consolidated financial statements for legal contingencies when the loss is considered probable and the amount can be reasonably estimated. The assessment is re-evaluated each accounting period and is based on all available information, including the impact of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to each case. The outcomes of outstanding legal matters are inherently unpredictable and subject to uncertainties. While there can be no assurance of favorable outcome of these legal matters, we currently believe that the outcome of these matters will not have a material adverse effect on the Company’s results of operations, liquidity or financial position. Sopheap Prak et al. v. Enovix Corporation et al., 22CV005846, Superior Court of California, Alameda County On January 21, 2022, two former machine operator employees filed a putative wage and hour class action lawsuit against Enovix and co-defendant Legendary Staffing, Inc. in the Superior Court of California, County of Alameda. The case is captioned Sopheak Prak & Ricardo Pimentel v Enovix Corporation and Legendary Staffing, Inc., 22CV005846. The Prak complaint alleges, among other things, on a putative class-wide basis, that the defendants failed to pay all overtime wages and committed meal period, rest period and wage statement violations under the California Labor Code and applicable Wage Orders. The plaintiffs are seeking unpaid wages, statutory penalties and interest and reasonable costs and attorney fees. In September 2022, the Company began the mediation process. Based on the current knowledge of the legal proceeding, an estimate of possible loss liability was recorded on the Condensed Consolidated Balance Sheet as of July 2, 2023. Kody Walker v. Enovix Corporation, 23CV028923. Superior Court of California, Alameda County On March 8, 2023, a former employee filed a putative class action lawsuit against Enovix in the Superior Court of California, County of Alameda (the “Walker Complaint”). The Walker Complaint alleges, among other things, on a putative class-wide basis, that the Company failed to pay minimum wages, overtime and sick time wages, failed to reimburse employees for required expenses, failed to provide meal and rest periods and issued inaccurate wage statement under the California Labor Code and applicable Wage Orders. The Walker Complaint asserts on an individual basis that Walker was constructively discharged. The plaintiff seeks unpaid wages, statutory penalties and interest and reasonable costs and attorney fees. Securities Class Action Compliant On January 6, 2023, a purported Company stockholder filed a securities class action complaint in the U.S. District Court for the Northern District of California against the Company and certain of its current and former officers and directors. The complaint alleges that defendants violated Sections 10(b) and 20(a) of the Exchange Act of 1934 and Rule 10b-5 promulgated thereunder by making material misstatements or omissions in public statements related to the Company’s manufacturing scaleups. Following court appointment of two purported Company stockholder lead plaintiffs, a consolidated complaint alleging substantially similar claims was filed on July 7, 2023. The consolidated complaint seeks unspecified damages, interest, fees and costs on behalf of all persons and entities who purchased and/or acquired shares of the Company or RSVAC’s common stock between June 24, 2021 and January 3, 2023. A substantially identical complaint was filed on January 25, 2023 by another purported Company stockholder. Based on currently available information, the Company is unable to make a reasonable estimate of loss or range of losses, if any, arising from this matter. Guarantees and Indemnifications In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future but have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations. The Company also has indemnification obligations to its officers and directors for specified events or occurrences, subject to some limits, while they are serving at the Company’s request in such capacities. The Company believes the fair value of these indemnification agreements is minimal. Accordingly, the Company has not recorded any liabilities relating to these obligations for the period presented.

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Jul. 02, 2023
Accounting Policies [Abstract]
Basis of presentation	The accompanying condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States (“GAAP”).The Condensed Consolidated Balance Sheet as of July 2, 2023, the Condensed Consolidated Statements of Operations, the Condensed Consolidated Statement of Comprehensive Income, the Condensed Consolidated Statements of Changes in Shareholders’ equity and the Condensed Consolidated Statements of Cash Flows for the quarters and fiscal years-to-date ended July 2, 2023 and July 3, 2022 are unaudited. These accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC for interim financial reporting. In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring items, considered necessary to present fairly the Company’s financial condition, results of operations, stockholders’ equity and cash flows for the periods presented above. The results of operations for the quarter and year-to-date ended July 2, 2023 are not necessarily indicative of the operating results for the full year, and therefore should not be relied upon as an indicator of future results. The Condensed Consolidated Balance Sheet as of January 1, 2023 included herein was derived from the audited consolidated financial statements as of that date and the accompanying consolidated financial statements and related notes are included in the Company’s Annual Report on Form 10-K.
Consolidation	The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the condensed consolidated financial statements and accompanying notes during the reporting periods. Estimates and assumptions include but are not limited to: depreciable lives for property and equipment, valuation for inventory, the valuation allowance on deferred tax assets, assumptions used in stock-based compensation, incremental borrowing rate for operating right-of-use assets and lease liabilities, and estimates to fair value common stock warrants. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that it believes to be reasonable under the circumstances. In the preparation of our condensed consolidated financial statements, the Company has considered potential impacts of the COVID-19 pandemic on its critical and significant accounting estimates. There was no significant impact to its condensed consolidated financial statements. The Company will continue to evaluate the nature and extent of the potential impacts to its business and its condensed consolidated financial statements.
Investments	Investments The Company’s investments consist of highly liquid fixed-income securities. The Company determines the appropriate classification of its investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, including prior to maturity. Investments with original maturities greater than 90 days and remaining maturities of less than one year are normally classified within current assets on the Condensed Consolidated Balance Sheets. In addition, investments with maturities beyond one year at the time of purchase that are highly liquid in nature and represent the investment of cash that is available for current operations are classified as current assets. Unrealized gains and losses on these investments are reported as a separate component of Accumulated other comprehensive loss until the security is sold, the security has matured, or the security has realized. Realized gains and losses on these investments are calculated based on the specific identification method and would be reclassified from Accumulated other comprehensive loss to Other income (expense), net in the Condensed Consolidated Statements of Operations. The Company has designated all investments as available-for-sale and, therefore, the investments are subject to periodic impairment under the available-for-sale debt security impairment model. Available-for-sale debt securities in an unrealized loss position are written down to fair value through a charge to Other income (expense), net in the Condensed Consolidated Statements of Operations if the Company intends to sell the security or it is more likely than not the Company will be required to sell the security before recovery of its amortized cost basis. The Company evaluates the remaining securities to determine what amount of the excess, if any, is caused by expected credit losses. A decline in fair value attributable to expected credit losses is recorded to Other income (expense), net, while any portion of the loss related to non-credit factors is recorded in accumulated other comprehensive income (loss). For securities sold prior to maturity, the cost of the securities sold is based on the specific identification method. Realized gains and losses on the sale of investments are recorded in Other income (expense), net in the Condensed Consolidated Statements of Operations.

- Definition

Disclosure of accounting policy for investment in financial asset.

+ References + Details

Fair Value Measurement

6 Months Ended

Jul. 02, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurement

Fair Value MeasurementThe fair value of the Company’s financial assets and liabilities are determined in accordance with the fair value hierarchy established in Accounting Standards Codification (“ASC”) 820, Fair Value Measurements, issued by the Financial Accounting Standards Board. The fair value hierarchy of ASC 820 requires an entity to maximize the use of observable inputs when measuring fair value and classifies those inputs into three levels:


Level 1:			Observable inputs, such as quoted prices (unadjusted) in active markets for identical assets or liabilities at the measurement date.
Level 2:			Observable inputs, other than Level 1 prices, such as quoted prices in active markets for similar assets and liabilities, quoted prices 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 that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The Company's financial instruments consist primarily of cash and cash equivalents, short-term investments, accounts receivable, accounts payable and warrant liabilities. Cash and cash equivalents are reported at their respective fair values on the Company's Condensed Consolidated Balance Sheets. The following table details the fair value measurements of assets and liabilities that were measured at fair value on a recurring basis based on the following three-tiered fair value hierarchy per ASC 820, Fair Value Measurement, as of July 2, 2023 and January 1, 2023 (in thousands).


	Fair Value Measurement using
	Level 1		Level 2		Level 3		Total Fair Value
As of July 2, 2023
Assets:
Cash equivalents:
Money Market Funds	$	127,303	$	—	$	—	$	127,303
U.S. Treasuries	—		33,222		—		33,222
Short-term investments:
U.S. Treasuries	—		66,092		—		66,092


Liabilities:
Private Placement Warrants	$	—	$	—	$	76,260	$	76,260

As of January 1, 2023
Assets:
Cash equivalents:
Money Market Funds	$	319,946	$	—	$	—	$	319,946
Liabilities:
Private Placement Warrants	$	—	$	—	$	49,080	$	49,080

Cash Equivalents and Short-term Investments:

The following is a summary of cash equivalents and short-term investments (in thousands).


									Reported as
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value		Cash Equivalents		Short-term Investments
As of July 2, 2023
Money Market Funds	$	127,303	$	—	$	—	$	127,303	$	127,303	$	—
U.S. Treasuries	99,338		9		(33)		99,314		33,222		66,092
Total	$	226,641	$	9	$	(33)	$	226,617	$	160,525	$	66,092

As of January 1, 2023
Money Market Funds	$	319,946	$	—	$	—	$	319,946	$	319,946	$	—

Private Placement Warrants

The Company’s liabilities are measured at fair value on a non-recurring basis, including 6,000,000 warrants that were held by Rodgers Capital, LLC (the “Sponsor”) and certain of its members (the “Private Placement Warrants”). The fair value of the Private Placement Warrants is considered a Level 3 valuation and is determined using the Black-Scholes valuation model. As of July 2, 2023, the fair value of the Private Placement Warrants was $12.71 per share with an exercise price of $11.50 per share. The following tables summarize the changes for Level 3 items measured at fair value on a recurring basis using significant unobservable inputs (in thousands).


	Private Placement Warrants
Fair value as of January 1, 2023	$	49,080


Change in fair value	27,180
Fair value as of July 2, 2023	$	76,260


	Private Placement Warrants
Fair value as of January 2, 2022	$	124,260


Change in fair value	(94,200)
Fair value as of July 3, 2022	$	30,060

The following table summarizes the key assumptions used for determining the fair value of the Private Placement warrants.


	Private Placement Warrants Outstanding as of July 2, 2023	Private Placement Warrants Outstanding as of January 1, 2023
Expected term (in years)	3.0	3.5
Expected volatility	95.0%	92.5%
Risk-free interest rate	4.5%	4.2%
Expected dividend rate	0.0%	0.0%

Convertible Senior Notes

The Company considers the fair value of the Convertible Senior Notes to be a Level 2 measurement as they are not actively traded in the market. As of July 2, 2023, the fair value of the Convertible Senior Notes was $214.1 million.

- 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

Net Income (Loss) per Share - Computation of Basic and Dilute Net EPS of Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022	Jul. 02, 2023	Jul. 03, 2022
Numerator:
Net income (loss) attributable to common stockholders - basic	$ (64,306)	$ (1,135)	$ (137,909)	$ 41,572
Decrease in fair value of Private Placement Warrants	0	(26,400)	0	(94,200)
Net loss attributable to common stockholders - diluted	$ (64,306)	$ (27,535)	$ (137,909)	$ (52,628)
Denominator:
Weighted-average shares outstanding used in computing net loss per share of common stock, basic (in shares)	157,151,386	152,521,389	156,397,145	152,082,655
Dilutive effect of Private Placement Warrants (in shares)	0	0	0	842,148
Weighted-average shares outstanding used in computing net loss per share of common stock, diluted (in shares)	157,151,386	152,521,389	156,397,145	152,924,803
Net income (loss) per share of common stock:
Basic (in dollars per share)	$ (0.41)	$ (0.01)	$ (0.88)	$ 0.27
Diluted (in dollars per share)	$ (0.41)	$ (0.18)	$ (0.88)	$ (0.34)

Borrowings - Additional Information (Details)		3 Months Ended		6 Months Ended
Borrowings - Additional Information (Details)	Apr. 20, 2023 USD ($) day $ / shares	Jul. 02, 2023 USD ($) $ / shares	Jul. 03, 2022 USD ($)	Jul. 02, 2023 USD ($) $ / shares	Jul. 03, 2022 USD ($)	Apr. 17, 2023 $ / shares
Debt Instrument [Line Items]
Proceeds from issuance of Convertible Senior Notes				$ 172,500,000	$ 0
Purchase of capped calls	$ 17,300,000			17,250,000	0
Interest expense		$ 1,270,000	$ 0	1,270,000	0
Amortization of debt issuance costs		$ 200,000		$ 222,000	$ 0
Share price (in dollars per share) \| $ / shares		$ 18.04		$ 18.04
Common Stock
Debt Instrument [Line Items]
Share price (in dollars per share) \| $ / shares						$ 13.57
Capped Call Transaction
Debt Instrument [Line Items]
Cap price (in dollars per share)	21.17
Capped Call Transaction \| Common Stock
Debt Instrument [Line Items]
Cap price premium percentage over share price	56.00%
3.0 % Convertible Senior Notes
Debt Instrument [Line Items]
Conversion price (in dollars per share) \| $ / shares	$ 15.61
3.0 % Convertible Senior Notes \| Convertible Debt
Debt Instrument [Line Items]
Principal balance	$ 172,500,000
Proceeds from issuance of Convertible Senior Notes	$ 166,600,000
Conversion ratio	0.06408
Redemption price, percentage of principal	100.00%
Minimum principal amount outstanding not subject to partial redemption	$ 100,000,000
Debt issuance costs		$ 5,900,000		$ 5,900,000
3.0 % Convertible Senior Notes \| Convertible Debt \| Debt Conversion Condition One
Debt Instrument [Line Items]
Threshold trading days \| day	20
Threshold consecutive trading days \| day	30
Threshold percentage of stock price trigger	130.00%
3.0 % Convertible Senior Notes \| Convertible Debt \| Debt Conversion Condition Two
Debt Instrument [Line Items]
Threshold trading days \| day	5
Threshold consecutive trading days \| day	10
Threshold percentage of stock price trigger	98.00%
Purchase Option \| Convertible Debt
Debt Instrument [Line Items]
Principal balance	$ 22,500,000
Convertible Senior Notes \| Convertible Debt
Debt Instrument [Line Items]
Interest rate		3.00%		3.00%

Summary of Significant Accounting Policies	6 Months Ended
Summary of Significant Accounting Policies	Jul. 02, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company did not have any income tax expenses for the periods presented. Liquidity and Capital Resources The Company has incurred operating losses and negative cash flows from operations since its inception through July 2, 2023 and expects to incur operating losses for the foreseeable future. As of July 2, 2023, the Company had a working capital of $376.4 million and an accumulated deficit of $522.7 million. In April 2023, we closed private offerings of $172.5 million aggregate principal amount of 3.0% convertible senior notes due 2028 (the “Convertible Senior Notes”). The net proceeds from the Convertible Senior Notes were approximately $166.6 million. The Company used approximately $17.3 million of the net proceeds from the offerings of the Convertible Senior Notes to pay the cost of the capped call transactions entered on April 20, 2023 in connection with such offerings. The remaining net proceeds will be used to build out a second battery cell manufacturing facility (“Fab2”) in Malaysia and fund the acquisition of production lines of the Company’s second-generation (“Gen2”) manufacturing equipment (“Gen2 Autolines”), and for working capital and other general corporate purposes. See Note 7 “Borrowings” for more information. Based on the anticipated spending, the Company currently expects that its cash will be sufficient to meet its funding requirements over the next twelve months. Going forward, the Company may require additional financing for its future operations and expansion. The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Unaudited Interim Condensed Consolidated Financial Statements The Condensed Consolidated Balance Sheet as of July 2, 2023, the Condensed Consolidated Statements of Operations, the Condensed Consolidated Statement of Comprehensive Income, the Condensed Consolidated Statements of Changes in Shareholders’ equity and the Condensed Consolidated Statements of Cash Flows for the quarters and fiscal years-to-date ended July 2, 2023 and July 3, 2022 are unaudited. These accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC for interim financial reporting. In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring items, considered necessary to present fairly the Company’s financial condition, results of operations, stockholders’ equity and cash flows for the periods presented above. The results of operations for the quarter and year-to-date ended July 2, 2023 are not necessarily indicative of the operating results for the full year, and therefore should not be relied upon as an indicator of future results. The Condensed Consolidated Balance Sheet as of January 1, 2023 included herein was derived from the audited consolidated financial statements as of that date and the accompanying consolidated financial statements and related notes are included in the Company’s Annual Report on Form 10-K. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the condensed consolidated financial statements and accompanying notes during the reporting periods. Estimates and assumptions include but are not limited to: depreciable lives for property and equipment, valuation for inventory, the valuation allowance on deferred tax assets, assumptions used in stock-based compensation, incremental borrowing rate for operating right-of-use assets and lease liabilities, and estimates to fair value common stock warrants. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that it believes to be reasonable under the circumstances. In the preparation of our condensed consolidated financial statements, the Company has considered potential impacts of the COVID-19 pandemic on its critical and significant accounting estimates. There was no significant impact to its condensed consolidated financial statements. The Company will continue to evaluate the nature and extent of the potential impacts to its business and its condensed consolidated financial statements. Summary of Significant Accounting Policies In May 2023, the Company invested in marketable securities, resulting in the following update to the significant accounting policies disclosed in Note 2 “Summary of Significant Accounting Policies,” of the notes to the consolidated financial statements for the fiscal year ended January 1, 2023, included in the Company’s Annual Report on Form 10-K. Investments The Company’s investments consist of highly liquid fixed-income securities. The Company determines the appropriate classification of its investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, including prior to maturity. Investments with original maturities greater than 90 days and remaining maturities of less than one year are normally classified within current assets on the Condensed Consolidated Balance Sheets. In addition, investments with maturities beyond one year at the time of purchase that are highly liquid in nature and represent the investment of cash that is available for current operations are classified as current assets. Unrealized gains and losses on these investments are reported as a separate component of Accumulated other comprehensive loss until the security is sold, the security has matured, or the security has realized. Realized gains and losses on these investments are calculated based on the specific identification method and would be reclassified from Accumulated other comprehensive loss to Other income (expense), net in the Condensed Consolidated Statements of Operations. The Company has designated all investments as available-for-sale and, therefore, the investments are subject to periodic impairment under the available-for-sale debt security impairment model. Available-for-sale debt securities in an unrealized loss position are written down to fair value through a charge to Other income (expense), net in the Condensed Consolidated Statements of Operations if the Company intends to sell the security or it is more likely than not the Company will be required to sell the security before recovery of its amortized cost basis. The Company evaluates the remaining securities to determine what amount of the excess, if any, is caused by expected credit losses. A decline in fair value attributable to expected credit losses is recorded to Other income (expense), net, while any portion of the loss related to non-credit factors is recorded in accumulated other comprehensive income (loss). For securities sold prior to maturity, the cost of the securities sold is based on the specific identification method. Realized gains and losses on the sale of investments are recorded in Other income (expense), net in the Condensed Consolidated Statements of Operations.

Stock-based Compensation - Additional Information (Details) - USD ($)	6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation capitalized	$ 700,000	$ 600,000
Unrecognized tax benefit	0	$ 0
Unrecognized stock-based compensation expenses related to nonvested equity awards	$ 158,800,000
Weighted average period of recognition for unrecognized stock-based compensation related to nonvested equity awards	3 years 10 months 24 days
Incremental stock based compensation expenses	$ 21,100,000
Equity Awards
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Accrued bonuses to be settled in equity awards	0
Employee stock purchase plan estimated shares
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized stock-based compensation expenses related to nonvested equity awards	$ 900,000
Weighted average period of recognition for unrecognized stock-based compensation related to nonvested equity awards	1 year 6 months
Stock options
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Shares remained subject to right of repurchase (in shares)	1,169,899

Stock-based Compensation (Tables)

6 Months Ended

Jul. 02, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Total Stock-based Compensation Expense

The following table summarizes the total stock-based compensation expense, by operating expense category, recognized in the Condensed Consolidated Statements of Operations for the periods presented below (in thousands).


	Quarters Ended				Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022		July 2, 2023		July 3, 2022
Cost of revenue	$	1,654	$	250	$	2,605	$	250
Research and development	5,456		3,821		17,123		6,333
Selling, general and administrative	7,932		4,109		24,471		6,835
Total stock-based compensation expense	$	15,042	$	8,180	$	44,199	$	13,418

Schedule of Stock Option Activity

The following table summarizes stock option activities for the fiscal year-to-date ended July 2, 2023 (in thousands, except share and per share amount).


	Number of Options Outstanding	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (1) (2)
Balances as of January 1, 2023	5,034,282	$	9.07

Exercised	(180,575)	5.38			$	1,570
Forfeited	(428,693)	9.69
Balances as of July 2, 2023	4,425,014	$	9.17	7.7	$	39,584


(1)			The intrinsic value of options exercised is based upon the value of the Company’s stock at exercise.
(2)			The aggregate intrinsic value of the stock options outstanding as of July 2, 2023 represents the value of the Company’s closing stock price at $18.04 on July 2, 2023 in excess of the exercise price multiplied by the number of options outstanding.

Schedule of RSUs and PRSUs Activity

The following table summarizes RSUs and PRSUs activities for the fiscal year-to-date ended July 2, 2023 (in thousands, except share and per share amount).


	RSUs			PRSUs
	Number of Shares Outstanding	Weighted Average Grant Date Fair Value		Number of Shares Outstanding	Weighted Average Grant Date Fair Value
Issued and unvested shares balances as of January 1, 2023	5,910,097	$	14.11	1,461,061	$	13.41
Granted	8,950,531	10.65		769,006	13.13
Vested	(1,289,924)	13.08		(166,716)	13.41
Forfeited	(548,343)	13.32		(1,187,540)	13.41
Issued and unvested shares outstanding as of July 2, 2023	13,022,361	$	11.86	875,811	$	13.17

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands	Jul. 02, 2023	Jul. 03, 2022
Statement of Cash Flows [Abstract]
Cash and cash equivalents	$ 343,152	$ 384,730
Restricted cash included in prepaid expenses and other current assets	125	125
Total cash, cash equivalents, and restricted cash	$ 343,277	$ 384,855

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit
Beginning balance (in shares) at Jan. 02, 2022		152,272,287
Beginning balance at Jan. 02, 2022	$ 326,117	$ 15	$ 659,254		$ (333,152)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		91,910
Issuance of common stock upon exercise of stock options	200		200
Issuance of common stock upon exercise of common stock warrants (in shares)		4,126,466
Issuance of common stock upon exercise of common stock warrants	47,452		47,452
Early exercised stock options vested	42		42
RSUs vested (in shares)		34,941
Repurchase of unvested restricted common stock (in shares)		(105,886)
Stock-based compensation	4,536		4,536
Net (loss) income	42,707				42,707
Ending balance (in shares) at Apr. 03, 2022		156,419,718
Ending balance at Apr. 03, 2022	421,054	$ 15	711,484		(290,445)
Beginning balance (in shares) at Jan. 02, 2022		152,272,287
Beginning balance at Jan. 02, 2022	326,117	$ 15	659,254		(333,152)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Change in net unrealized loss on available-for-sale securities, net of tax	0
Net (loss) income	41,572
Ending balance (in shares) at Jul. 03, 2022		156,678,690
Ending balance at Jul. 03, 2022	428,740	$ 15	720,305		(291,580)
Beginning balance (in shares) at Apr. 03, 2022		156,419,718
Beginning balance at Apr. 03, 2022	421,054	$ 15	711,484		(290,445)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		46,807
Issuance of common stock upon exercise of stock options	77		77
Issuance of common stock under employee stock purchase plan (in shares)		126,574
Issuance of common stock under employee stock purchase plan	1,113		1,113
Early exercised stock options vested	28		28
RSUs vested (in shares)		115,990
Repurchase of unvested restricted common stock (in shares)		(30,399)
Stock-based compensation	7,603		7,603
Change in net unrealized loss on available-for-sale securities, net of tax	0
Net (loss) income	(1,135)				(1,135)
Ending balance (in shares) at Jul. 03, 2022		156,678,690
Ending balance at Jul. 03, 2022	428,740	$ 15	720,305		(291,580)
Beginning balance (in shares) at Jan. 01, 2023		157,461,802
Beginning balance at Jan. 01, 2023	356,427	$ 15	741,186	$ 0	(384,774)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		86,654
Issuance of common stock upon exercise of stock options	328		328
Early exercised stock options vested	83	$ 1	82
RSUs vested, net of shares withheld for taxes (in shares)		679,606
RSUs vested, net of shares withheld for taxes	(777)		(777)
Repurchase of unvested restricted common stock (in shares)		(138,599)
Stock-based compensation	29,653		29,653
Net (loss) income	(73,603)				(73,603)
Ending balance (in shares) at Apr. 02, 2023		158,089,463
Ending balance at Apr. 02, 2023	312,111	$ 16	770,472	0	(458,377)
Beginning balance (in shares) at Jan. 01, 2023		157,461,802
Beginning balance at Jan. 01, 2023	$ 356,427	$ 15	741,186	0	(384,774)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)	180,575
Change in net unrealized loss on available-for-sale securities, net of tax	$ (24)
Net (loss) income	(137,909)
Ending balance (in shares) at Jul. 02, 2023		158,911,419
Ending balance at Jul. 02, 2023	247,284	$ 16	769,975	(24)	(522,683)
Beginning balance (in shares) at Apr. 02, 2023		158,089,463
Beginning balance at Apr. 02, 2023	312,111	$ 16	770,472	0	(458,377)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		93,921
Issuance of common stock upon exercise of stock options	643		643
Issuance of common stock under employee stock purchase plan (in shares)		146,278
Issuance of common stock under employee stock purchase plan	1,170		1,170
Early exercised stock options vested	14		14
RSUs vested, net of shares withheld for taxes (in shares)		650,202
RSUs vested, net of shares withheld for taxes	(448)		(448)
Repurchase of unvested restricted common stock (in shares)		(68,445)
Stock-based compensation	15,374		15,374
Purchase of Capped Calls	(17,250)		(17,250)
Change in net unrealized loss on available-for-sale securities, net of tax	(24)			(24)
Net (loss) income	(64,306)				(64,306)
Ending balance (in shares) at Jul. 02, 2023		158,911,419
Ending balance at Jul. 02, 2023	$ 247,284	$ 16	$ 769,975	$ (24)	$ (522,683)

Stock-based Compensation - Schedule of Total Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022	Jul. 02, 2023	Jul. 03, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 15,042	$ 8,180	$ 44,199	$ 13,418
Cost of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	1,654	250	2,605	250
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	5,456	3,821	17,123	6,333
Selling, general and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 7,932	$ 4,109	$ 24,471	$ 6,835

Net Income (Loss) per Share

6 Months Ended

Jul. 02, 2023

Earnings Per Share [Abstract]

Net Income (Loss) per Share

Net Income (Loss) per ShareThe following table sets forth the computation of the Company’s basic and diluted net EPS of common stock for the periods presented below (in thousands, except share and per share amount).


	Quarters Ended				Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022		July 2, 2023		July 3, 2022

Numerator:
Net income (loss) attributable to common stockholders - basic	$	(64,306)	$	(1,135)	$	(137,909)	$	41,572

Decrease in fair value of Private Placement Warrants	—		(26,400)		—		(94,200)
Net loss attributable to common stockholders - diluted	$	(64,306)	$	(27,535)	$	(137,909)	$	(52,628)

Denominator:
Weighted-average shares outstanding used in computing net loss per share of common stock, basic	157,151,386		152,521,389		156,397,145		152,082,655

Dilutive effect of Private Placement Warrants	—		—		—		842,148
Weighted-average shares outstanding used in computing net loss per share of common stock, diluted	157,151,386		152,521,389		156,397,145		152,924,803

Net income (loss) per share of common stock:
Basic	$	(0.41)	$	(0.01)	$	(0.88)	$	0.27
Diluted	$	(0.41)	$	(0.18)	$	(0.88)	$	(0.34)

The following table discloses shares of the securities that were not included in the diluted EPS calculation above because they are anti-dilutive for the periods presented above.


	Quarters Ended		Fiscal Years-to-Date Ended
	July 2, 2023	July 3, 2022	July 2, 2023	July 3, 2022
Stock options outstanding	4,425,014	5,359,658	4,425,014	5,359,658
Restricted stock units and performance restricted stock units outstanding	13,898,172	5,902,643	13,898,172	5,902,643
Assumed conversion of Convertible Senior Notes	8,988,804	—	4,494,402	—
Private Placement Warrants outstanding	6,000,000	6,000,000	6,000,000	6,000,000

Employee stock purchase plan estimated shares	562,399	380,847	562,399	380,847

Stock-based Compensation - RSUs and PRSUs Activity (Details)	6 Months Ended
	Jul. 02, 2023 $ / shares shares
RSUs
Number of Shares Outstanding
Issued and unvested shares beginning balances (in shares) \| shares	5,910,097
Granted (in shares) \| shares	8,950,531
Vested (in shares) \| shares	(1,289,924)
Forfeited (in shares) \| shares	(548,343)
Issued and unvested shares outstanding ending balance (in shares) \| shares	13,022,361
Weighted Average Grant Date Fair Value
Issued and unvested shares beginning balances (in dollars per share) \| $ / shares	$ 14.11
Granted (in dollars per share) \| $ / shares	10.65
Vested (in dollars per share) \| $ / shares	13.08
Forfeited (in dollars per share) \| $ / shares	13.32
Issued and unvested shares outstanding ending balance (in dollars per share) \| $ / shares	$ 11.86
PRSUs
Number of Shares Outstanding
Issued and unvested shares beginning balances (in shares) \| shares	1,461,061
Granted (in shares) \| shares	769,006
Vested (in shares) \| shares	(166,716)
Forfeited (in shares) \| shares	(1,187,540)
Issued and unvested shares outstanding ending balance (in shares) \| shares	875,811
Weighted Average Grant Date Fair Value
Issued and unvested shares beginning balances (in dollars per share) \| $ / shares	$ 13.41
Granted (in dollars per share) \| $ / shares	13.13
Vested (in dollars per share) \| $ / shares	13.41
Forfeited (in dollars per share) \| $ / shares	13.41
Issued and unvested shares outstanding ending balance (in dollars per share) \| $ / shares	$ 13.17

Leases - Additional Information (Details)	Mar. 31, 2021
Leases [Abstract]
Option to extend, term	5 years

Fair Value Measurement (Tables)

6 Months Ended

Jul. 02, 2023

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis

The following table details the fair value measurements of assets and liabilities that were measured at fair value on a recurring basis based on the following three-tiered fair value hierarchy per ASC 820, Fair Value Measurement, as of July 2, 2023 and January 1, 2023 (in thousands).


	Fair Value Measurement using
	Level 1		Level 2		Level 3		Total Fair Value
As of July 2, 2023
Assets:
Cash equivalents:
Money Market Funds	$	127,303	$	—	$	—	$	127,303
U.S. Treasuries	—		33,222		—		33,222
Short-term investments:
U.S. Treasuries	—		66,092		—		66,092


Liabilities:
Private Placement Warrants	$	—	$	—	$	76,260	$	76,260

As of January 1, 2023
Assets:
Cash equivalents:
Money Market Funds	$	319,946	$	—	$	—	$	319,946
Liabilities:
Private Placement Warrants	$	—	$	—	$	49,080	$	49,080

Schedule of Cash Equivalents and Short-term Investments

The following is a summary of cash equivalents and short-term investments (in thousands).


									Reported as
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value		Cash Equivalents		Short-term Investments
As of July 2, 2023
Money Market Funds	$	127,303	$	—	$	—	$	127,303	$	127,303	$	—
U.S. Treasuries	99,338		9		(33)		99,314		33,222		66,092
Total	$	226,641	$	9	$	(33)	$	226,617	$	160,525	$	66,092

As of January 1, 2023
Money Market Funds	$	319,946	$	—	$	—	$	319,946	$	319,946	$	—

Schedule of Changes in Fair Value for Level 3

The following tables summarize the changes for Level 3 items measured at fair value on a recurring basis using significant unobservable inputs (in thousands).


	Private Placement Warrants
Fair value as of January 1, 2023	$	49,080


Change in fair value	27,180
Fair value as of July 2, 2023	$	76,260


	Private Placement Warrants
Fair value as of January 2, 2022	$	124,260


Change in fair value	(94,200)
Fair value as of July 3, 2022	$	30,060

Schedule of Key Assumptions used for determining Fair Value of Private Placement Warrants

The following table summarizes the key assumptions used for determining the fair value of the Private Placement warrants.


	Private Placement Warrants Outstanding as of July 2, 2023	Private Placement Warrants Outstanding as of January 1, 2023
Expected term (in years)	3.0	3.5
Expected volatility	95.0%	92.5%
Risk-free interest rate	4.5%	4.2%
Expected dividend rate	0.0%	0.0%

Property and Equipment

6 Months Ended

Jul. 02, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets. Property and equipment as of July 2, 2023 and January 1, 2023, consisted of the following (in thousands).


	July 2, 2023		January 1, 2023
Machinery and equipment	$	60,558	$	55,694
Office equipment and software	1,785		1,586
Furniture and fixtures	829		771
Leasehold improvements	25,322		24,565
Construction in process	47,235		33,268
Total property and equipment	135,729		115,884
Less: accumulated depreciation	(17,472)		(12,016)
Property and equipment, net	$	118,257	$	103,868

The following table summarizes the depreciation and amortization expenses related to property and equipment, which are recorded within cost of revenue, research and development expense and selling, general and administrative expense in the Condensed Consolidated Statements of Operations (in thousands).


	Quarters Ended				Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022		July 2, 2023		July 3, 2022
Depreciation expense	$	3,523	$	1,217	$	6,978	$	1,531

Equipment Impairment

During the second quarter of 2023, the Company disposed a group of machinery and equipment and recorded an impairment charge of $4.4 million for the quarter and fiscal year-to-date ended July 2, 2023. As of July 2, 2023 and January 1, 2023, $0.6 million and $1.7 million of the impairment charges, respectively, were recorded as accrued expenses on the Condensed Consolidated Balance Sheet. These impaired assets were previously capitalized as “Machinery and equipment” category of property and equipment, net on the Condensed Consolidated Balance Sheets. No impairment of equipment was recorded for the corresponding periods in the prior year.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022	Jul. 02, 2023	Jul. 03, 2022
Income Statement [Abstract]
Revenue	$ 42	$ 5,101	$ 63	$ 5,101
Cost of revenue	14,235	5,739	26,483	6,254
Gross margin	(14,193)	(638)	(26,420)	(1,153)
Operating expenses:
Research and development	16,553	15,827	40,302	28,558
Selling, general and administrative	16,688	11,566	43,962	23,435
Impairment of equipment	4,411	0	4,411	0
Total operating expenses	37,652	27,393	88,675	51,993
Loss from operations	(51,845)	(28,031)	(115,095)	(53,146)
Other income (expense):
Change in fair value of common stock warrants	(14,340)	26,400	(27,180)	94,200
Interest income	3,150	629	5,616	653
Interest expense	(1,270)	0	(1,270)	0
Other income (expense), net	(1)	(133)	20	(135)
Total other income (expense), net	(12,461)	26,896	(22,814)	94,718
Net income (loss)	$ (64,306)	$ (1,135)	$ (137,909)	$ 41,572
Net income (loss) per share, basic (in dollars per share)	$ (0.41)	$ (0.01)	$ (0.88)	$ 0.27
Weighted average number of common shares outstanding, basic (in shares)	157,151,386	152,521,389	156,397,145	152,082,655
Net loss per share, diluted (in dollars per share)	$ (0.41)	$ (0.18)	$ (0.88)	$ (0.34)
Weighted average number of common shares outstanding, diluted (in shares)	157,151,386	152,521,389	156,397,145	152,924,803

Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022	Jul. 02, 2023	Jul. 03, 2022
Leases [Abstract]
Operating lease cost	$ 539	$ 419	$ 950	$ 839

Property and Equipment (Tables)

6 Months Ended

Jul. 02, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment and Depreciation Expense

Property and equipment as of July 2, 2023 and January 1, 2023, consisted of the following (in thousands).


	July 2, 2023		January 1, 2023
Machinery and equipment	$	60,558	$	55,694
Office equipment and software	1,785		1,586
Furniture and fixtures	829		771
Leasehold improvements	25,322		24,565
Construction in process	47,235		33,268
Total property and equipment	135,729		115,884
Less: accumulated depreciation	(17,472)		(12,016)
Property and equipment, net	$	118,257	$	103,868


	Quarters Ended				Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022		July 2, 2023		July 3, 2022
Depreciation expense	$	3,523	$	1,217	$	6,978	$	1,531

Commitments and Contingencies (Details) $ in Millions	Jan. 21, 2022 plaintiff	Jul. 02, 2023 USD ($)	Jan. 01, 2023 USD ($)
Loss Contingencies [Line Items]
Purchase commitments		$ 68.0	$ 22.7
Deferred revenue		$ 3.8
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-03
Loss Contingencies [Line Items]
Deferred revenue considered as revenue within next twelve months		9.00%
Expected timing of satisfaction, period		12 months
Sopheak Prak & Ricardo Pimentel v Enovix
Loss Contingencies [Line Items]
Number of plaintiffs \| plaintiff	2

Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022	Jul. 02, 2023	Jul. 03, 2022	Jan. 01, 2023
Property, Plant and Equipment [Abstract]
Impairment of equipment	$ 4,411	$ 0	$ 4,411	$ 0
Accrued impairment charges	$ 600		$ 600		$ 1,700

Inventory (Details) - USD ($) $ in Thousands	Jul. 02, 2023	Jan. 01, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 676	$ 481
Work-in-process	51	106
Finished goods	69	47
Total inventory	$ 796	$ 634

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands		6 Months Ended
	Apr. 20, 2023	Jul. 02, 2023	Jul. 03, 2022	Jan. 01, 2023
Debt Instrument [Line Items]
Working capital		$ 376,400
Accumulated deficit		(522,683)		$ (384,774)
Proceeds from issuance of Convertible Senior Notes		172,500	$ 0
Purchase of capped calls	$ 17,300	$ 17,250	$ 0
3.0 % Convertible Senior Notes \| Convertible Debt
Debt Instrument [Line Items]
Principal balance	172,500
Proceeds from issuance of Convertible Senior Notes	$ 166,600
Convertible Senior Notes \| Convertible Debt
Debt Instrument [Line Items]
Interest rate		3.00%

Borrowings (Tables)

6 Months Ended

Jul. 02, 2023

Debt Disclosure [Abstract]

Schedule of Components of Long-Term Debt, Net

The Company’s long-term debt, net consists of the following (in thousands).


	Annual Interest Rate		Maturity Date	As of July 2, 2023
Convertible Senior Notes	3.0	%	May 1, 2028	$	172,500
Less: unamortized debt issuance costs				(5,695)
Long-term debt, net				$	166,805

- 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.

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+ Details

Fair Value Measurement - Schedule of Changes in Fair Value for Level 3 (Details) - Private Placement Warrants - Level 3 - USD ($) $ in Thousands	6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value at beginning of period	$ 49,080	$ 124,260
Change in fair value	27,180	(94,200)
Fair value at end of period	$ 76,260	$ 30,060

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jul. 02, 2023	Jan. 01, 2023
Current assets:
Cash and cash equivalents	$ 343,152	$ 322,851
Short-term investments	66,092	0
Accounts receivable, net	42	170
Inventory	796	634
Deferred contract costs	800	800
Prepaid expenses and other current assets	2,932	5,193
Total current assets	413,814	329,648
Property and equipment, net	118,257	103,868
Operating lease, right-of-use assets	6,059	6,133
Other assets, non-current	825	937
Total assets	538,955	440,586
Current liabilities:
Accounts payable	13,341	7,077
Accrued expenses	12,634	7,089
Accrued compensation	10,116	8,097
Deferred revenue	350	50
Other liabilities	942	716
Total current liabilities	37,383	23,029
Long-term debt, net	166,805	0
Warrant liability	76,260	49,080
Operating lease liabilities, non-current	7,775	8,234
Deferred revenue, non-current	3,424	3,724
Other liabilities, non-current	24	92
Total liabilities	291,671	84,159
Commitments and Contingencies (Note 8)
Stockholders’ equity:
Common stock, $0.0001 par value; authorized shares of 1,000,000,000; issued and outstanding shares of 158,911,419 and 157,461,802 as of July 2, 2023 and January 1, 2023, respectively	16	15
Preferred stock, $0.0001 par value; authorized shares of 10,000,000; no shares issued or outstanding as of July 2, 2023 and January 1, 2023, respectively	0	0
Additional paid-in-capital	769,975	741,186
Accumulated other comprehensive loss	(24)	0
Accumulated deficit	(522,683)	(384,774)
Total stockholders’ equity	247,284	356,427
Total liabilities and stockholders’ equity	$ 538,955	$ 440,586

Inventory

6 Months Ended

Jul. 02, 2023

Inventory Disclosure [Abstract]

Inventory

Inventory is stated at the lower of cost or net realizable value on a first-in and first-out basis. Inventory consists of the following components (in thousands).


	July 2, 2023		January 1, 2023
Raw materials	$	676	$	481
Work-in-process	51		106
Finished goods	69		47
Total inventory	$	796	$	634

Net Income (Loss) per Share - Schedule of Potentially Dilutive Securities Excluded From Computation of Diluted Net Loss Per Share (Details) - shares	3 Months Ended		6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022	Jul. 02, 2023	Jul. 03, 2022
Stock options outstanding
Subsidiary Sale Of Stock [Line Items]
Anti-dilutive securities (in shares)	4,425,014	5,359,658	4,425,014	5,359,658
Restricted stock units and performance restricted stock units outstanding
Subsidiary Sale Of Stock [Line Items]
Anti-dilutive securities (in shares)	13,898,172	5,902,643	13,898,172	5,902,643
Assumed conversion of Convertible Senior Notes
Subsidiary Sale Of Stock [Line Items]
Anti-dilutive securities (in shares)	8,988,804	0	4,494,402	0
Private Placement Warrants outstanding
Subsidiary Sale Of Stock [Line Items]
Anti-dilutive securities (in shares)	6,000,000	6,000,000	6,000,000	6,000,000
Employee stock purchase plan estimated shares
Subsidiary Sale Of Stock [Line Items]
Anti-dilutive securities (in shares)	562,399	380,847	562,399	380,847

Subsequent Events (Details) - Collaborative Arrangement, Transaction with Party to Collaborative Arrangement - Subsequent Event $ in Millions	Jul. 26, 2023 USD ($)
Subsequent Event [Line Items]
Initial investment	$ 100.0
Percentage of initial investment to be paid by each party	30.00%
Finance receivable	$ 70.0
Term of agreement	10 years
Additional term of agreement	5 years
YBS International Berhad (YBS)
Subsequent Event [Line Items]
Percentage of initial investment to be paid by each party	70.00%
Maximum
Subsequent Event [Line Items]
Term of right reserved to purchase the equipment	7 years

Related Party	6 Months Ended
Related Party	Jul. 02, 2023
Related Party Transactions [Abstract]
Related Party	Related Party Employment Relationship The Company employs two family members of the Company’s former Chief Executive Officer, who perform engineering work in the Fremont facility. Affiliate Notes On April 20, 2023, the Company issued $172.5 million aggregate principal amount of Convertible Senior Notes, which included $10.0 million principal amount of the Affiliate Notes that were issued to an entity affiliated with Thurman John “T.J.” Rodgers, the Company’s Chairman, in a concurrent private placement. The Affiliate Notes were recorded in Long-term debt, net on the Company’s Condensed Consolidated Balance Sheets. For the quarter and fiscal year-to-date ended July 2, 2023, the Company recorded $0.1 million of interest expense related to the Affiliate Notes in the Company’s Condensed Consolidated Statements of Operations. See Note 7 “Borrowings” for more information.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

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+ Details

Borrowings - Components of Long-Term Debt, Net (Details) $ in Thousands	Jul. 02, 2023 USD ($)
Debt Instrument [Line Items]
Less: unamortized debt issuance costs	$ (5,695)
Long-term debt, net	$ 166,805
Convertible Senior Notes \| Convertible Debt
Debt Instrument [Line Items]
Annual Interest Rate	3.00%
Long-term debt, gross	$ 172,500

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Net Income (Loss) per Share (Tables)

6 Months Ended

Jul. 02, 2023

Earnings Per Share [Abstract]

Schedule of Computation of Basic and Dilute Net EPS of Common Stock

The following table sets forth the computation of the Company’s basic and diluted net EPS of common stock for the periods presented below (in thousands, except share and per share amount).


	Quarters Ended				Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022		July 2, 2023		July 3, 2022

Numerator:
Net income (loss) attributable to common stockholders - basic	$	(64,306)	$	(1,135)	$	(137,909)	$	41,572

Decrease in fair value of Private Placement Warrants	—		(26,400)		—		(94,200)
Net loss attributable to common stockholders - diluted	$	(64,306)	$	(27,535)	$	(137,909)	$	(52,628)

Denominator:
Weighted-average shares outstanding used in computing net loss per share of common stock, basic	157,151,386		152,521,389		156,397,145		152,082,655

Dilutive effect of Private Placement Warrants	—		—		—		842,148
Weighted-average shares outstanding used in computing net loss per share of common stock, diluted	157,151,386		152,521,389		156,397,145		152,924,803

Net income (loss) per share of common stock:
Basic	$	(0.41)	$	(0.01)	$	(0.88)	$	0.27
Diluted	$	(0.41)	$	(0.18)	$	(0.88)	$	(0.34)

Schedule of Potentially Dilutive Securities Excluded From Computation of Diluted Loss Per Share

The following table discloses shares of the securities that were not included in the diluted EPS calculation above because they are anti-dilutive for the periods presented above.


	Quarters Ended		Fiscal Years-to-Date Ended
	July 2, 2023	July 3, 2022	July 2, 2023	July 3, 2022
Stock options outstanding	4,425,014	5,359,658	4,425,014	5,359,658
Restricted stock units and performance restricted stock units outstanding	13,898,172	5,902,643	13,898,172	5,902,643
Assumed conversion of Convertible Senior Notes	8,988,804	—	4,494,402	—
Private Placement Warrants outstanding	6,000,000	6,000,000	6,000,000	6,000,000

Employee stock purchase plan estimated shares	562,399	380,847	562,399	380,847

Leases - Supplemental Cash Flow Information Related To Leases (Details) - USD ($) $ in Thousands	6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 699	$ 679

Borrowings

6 Months Ended

Jul. 02, 2023

Debt Disclosure [Abstract]

Borrowings

Note 7. Borrowings

The Company’s long-term debt, net consists of the following (in thousands).


	Annual Interest Rate		Maturity Date	As of July 2, 2023
Convertible Senior Notes	3.0	%	May 1, 2028	$	172,500
Less: unamortized debt issuance costs				(5,695)
Long-term debt, net				$	166,805

Convertible Senior Notes

On April 20, 2023, the Company issued $172.5 million aggregate principal amount of Convertible Senior Notes, pursuant to an indenture, dated as of April 20, 2023 (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). The offerings and sale of the Convertible Senior Notes were made by the Company to the initial purchasers in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), for resale by the initial purchasers to qualified institutional buyers (as defined in the Securities Act) pursuant to the exemption from registration provided by Rule 144A under the Securities Act. The issuance included the exercise in full by the initial purchasers of their option to purchase an additional $22.5 million aggregate principal amount of the Convertible Senior Notes. $10.0 million principal amount of the Convertible Senior Notes (the “Affiliate Notes”) were issued to an entity affiliated with Thurman John “T.J.” Rodgers, the Company’s Chairman in a concurrent private placement.

The Convertible Senior Notes are unsecured obligations of the Company and bear interest at a rate of 3.0% per year from April 20, 2023, and will be payable semiannually in arrears on May 1 and November 1 of each year, beginning on November 1, 2023. The Convertible Senior Notes will mature on May 1, 2028 unless earlier converted, redeemed or repurchased.

The net proceeds from the offerings were approximately $166.6 million. The Company used approximately $17.3 million of the net proceeds from the offerings to pay the cost of the capped call transactions entered on April 20, 2023 in connection with the offerings. The remaining net proceeds will be used to build out Fab 2 in Malaysia and fund the acquisition of Gen2 Autolines, and for working capital and other general corporate purposes.

The conversion rate for the Convertible Senior Notes will initially be 64.0800 shares of the Company’s common stock per $1,000 principal amount of the Convertible Senior Notes, which is equivalent to an initial conversion price of $15.61 per share of common stock, subject to adjustment under certain circumstances in accordance with the terms of the Indenture.

Holders of the Convertible Senior Notes may convert all or any portion of their notes, in integral multiples of $1,000 principal amount, at their option at any time prior to the close of business on the business day immediately preceding February 1, 2028 only under the following conditions:

•during any fiscal quarter commencing after the fiscal quarter ending on October 1, 2023 (and only during such fiscal quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

•during the five business day period after any ten consecutive trading day period (the “measurement period”) in which the “trading price” (as defined in the Indenture) per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day;

•if the Company calls the Convertible Senior Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the Convertible Senior Notes called (or deemed called) for redemption; or

•upon the occurrence of specified corporate events as set forth in the Indenture.

On or after February 1, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their notes, at any time, in integral multiples of $1,000 principal amount, at the option of the holder regardless of the foregoing conditions.

Upon conversion, the Company may satisfy its conversion obligation by paying or delivering, as the case may be, cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock, at the Company’s election, in the manner and subject to the terms and conditions provided in the Indenture.

The Company may not redeem the Convertible Senior Notes prior to May 6, 2026. The Company may redeem for cash all or any portion of the Convertible Senior Notes, at its option, on or after May 6, 2026, if the liquidity condition is satisfied and the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company redeem less than all the outstanding notes, at least $100.0 million aggregate principal amount of notes must be outstanding and not subject to redemption as of, and after giving effect to, delivery of the relevant redemption notice.

If the Company undergoes a “fundamental change,” as defined in the Indenture, fundamental change permits the holders of the Convertible Senior Notes to require the Company to repurchase the Convertible Senior Notes, subject to certain terms and conditions as defined in the Indenture. Holders may require the Company to repurchase for cash all or any portion of their notes in principal amounts of $1,000 or an integral multiple thereof. The fundamental change repurchase price will be equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date.

In accounting for the issuance of the Convertible Senior Notes, the Company accounted for the Convertible Senior Notes as liability instruments and considered it as single units of account pursuant to the Accounting Standards Update (“ASU”) No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40), (“ASU 2020-06’). Accrued interest for the Convertible Senior Notes was recorded as Accrued expenses on the Condensed Consolidated Balance Sheet. Costs incurred in connection with the issuance of debt are deferred and amortized as interest expense over the term of the related debt using the effective interest method. To the extent that the debt is outstanding, the debt issuance costs were recorded as a reduction to Long-term debt, net on the Condensed Consolidated Balance Sheet. For the quarter and fiscal year-to-date ended July 2, 2023, the Company incurred approximately $5.9 million of debt issuance costs relating to the issuance of the Convertible Senior Notes.

For the quarter and fiscal year-to-date ended July 2, 2023, the Company recorded $1.3 million of interest expense, including $0.2 million of amortization of debt issuance costs, related to the Convertible Senior Notes within Interest expense in the Condensed Consolidated Statements of Operations.

Capped Call Transactions

In connection with the issuance of the Convertible Senior Notes, the Company paid approximately $17.3 million to enter into capped call transactions with certain financial institutions (the “Capped Calls”). The Capped Calls are generally expected to reduce the potential dilution to the Company's common stock upon any conversion of the Convertible Senior Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the converted Convertible Senior Notes, as the case may be, with such reduction and/or offset subject to a cap based on a cap price initially equal to $21.17 per share (which represents a premium of 56.0% over the last reported sale price of the Company's common stock of $13.57 per share on The Nasdaq Global Select Market on April 17, 2023), and is subject to certain adjustments under the terms of the Capped Calls. The Company recorded the Capped Calls as a reduction of stockholders' equity, not as derivatives, as the Capped Calls met certain accounting criteria. No subsequent remeasurement is required.

- 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://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Leases - Schedule of Maturity of Lease Liabilities (Details) $ in Thousands	Jul. 02, 2023 USD ($)
Operating lease
2023 (remaining six months)	$ 706
2024	1,449
2025	1,492
2026	1,491
2027	1,513
Thereafter	4,262
Total	10,913
Less: imputed interest	(2,252)
Present value of lease liabilities	$ 8,661

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Jul. 02, 2023	Jan. 01, 2023
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 135,729	$ 115,884
Less: accumulated depreciation	(17,472)	(12,016)
Property and equipment, net	118,257	103,868
Machinery and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	60,558	55,694
Office equipment and software
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,785	1,586
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	829	771
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	25,322	24,565
Construction in process
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 47,235	$ 33,268

Organization and Basis of Presentation	6 Months Ended
Organization and Basis of Presentation	Jul. 02, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Basis of Presentation	Organization and Basis of Presentation Organization Enovix Corporation (“Enovix” or the “Company”) was incorporated in Delaware in 2006. The Company designs, develops, manufactures and commercializes next generation Lithium-ion, or Li-ion, battery cells that significantly increase the amount of energy density and storage capacity relative to conventional battery cells. Our batteries’ mechanical design, or “architecture,” allows us to use high performance chemistries while enabling safety and charge time advantages. The Company is headquartered in Fremont, California. Prior to the second quarter of 2022, the Company was focused on the development and commercialization of its silicon-anode lithium-ion batteries. Beginning in the second quarter of 2022, the Company commenced its planned principal operations of commercial manufacturing and began its production of silicon-anode lithium-ion batteries or battery pack products, as well as generating product revenue in addition to service revenue from its engineering service contracts for the development of silicon-anode lithium-ion battery technology.

Subsequent Events	6 Months Ended
Subsequent Events	Jul. 02, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events YBS Agreement On July 26, 2023, the Company entered into a manufacturing agreement (the “Agreement”) with YBS International Berhad (“YBS”), a Malaysia-based investment holding company with segments including electronic manufacturing and assembly, high-precision engineering, precision machining and stamping, among others. The Company and YBS have agreed to share an initial investment of $100.0 million for the Gen2 Autoline 1 equipment and facilitation costs, as set out in the Agreement. The Company will contribute 30% and YBS has the obligation to finance the remainder 70%. YBS will obtain $70.0 million in financing for manufacturing operations under the Agreement from OCBC Bank (Malaysia) Berhad (“OCBC”). The Company is in discussions with OCBC to provide collateral for YBS’ financing arrangement. Pricing under the Agreement is set on a cost-plus basis and is subject to a minimum commitment on behalf of Enovix. At any time during the first seven years of the Agreement’s term, the Company reserves the right to purchase the Gen2 Autoline 1 by repaying the YBS financed amount set out in the Agreement net of depreciation and the Company shall also bear the early repayment penalty fee imposed by the financier, if any. The term of the Agreement is for ten years and automatically extends for an additional five years.

Fair Value Measurement - Schedule of Key Assumptions used for Determining Fair Value of Private Placement Warrants (Details) - Private Placement Warrants outstanding	Jul. 02, 2023	Jan. 01, 2023
Expected term (in years)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Public placement warrants expiration term	3 years	3 years 6 months
Expected volatility
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Warrants, measurement input	0.950	0.925
Risk-free interest rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Warrants, measurement input	0.045	0.042
Expected dividend rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Warrants, measurement input	0.0	0.0

Stock-based Compensation

6 Months Ended

Jul. 02, 2023

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation

The Company issues equity awards to employees and non-employees in the form of stock options, restricted stock units (“RSUs”) and performance based RSUs (“PRSUs”). Additionally, the Company also offers an employee stock purchase plan (“ESPP”) to its eligible employees. The Company uses Black-Scholes option pricing model to value its stock options granted and the estimated shares to be purchased under the ESPP. For both RSUs and PRSUs, the Company uses its common stock price, which is the last reported sales price on the grant date to value those securities.

In general, the Company recognizes its stock-based compensation expense on a straight-line basis over the requisite service period and records forfeitures as they occur. For PRSUs, the Company uses the graded vesting method to calculate

the stock-based compensation expense. At each reporting period, the Company would recognize and adjust the stock-based compensation expense based on its probability assessment in meeting its PRSUs' performance conditions.

Stock-based Compensation Expense


	Quarters Ended				Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022		July 2, 2023		July 3, 2022
Cost of revenue	$	1,654	$	250	$	2,605	$	250
Research and development	5,456		3,821		17,123		6,333
Selling, general and administrative	7,932		4,109		24,471		6,835
Total stock-based compensation expense	$	15,042	$	8,180	$	44,199	$	13,418

For the fiscal years-to-date ended July 2, 2023 and July 3, 2022, the Company capitalized $0.7 million and $0.6 million, respectively, of stock-based compensation as property and equipment, net in the Condensed Consolidated Balance Sheet. There was no recognized tax benefit related to stock-based compensation for the periods presented. In addition, the Company accrued an immaterial amount of bonus to be settled in equity awards as accrued compensation on the Condensed Consolidated Balance Sheet as of July 2, 2023.

As of July 2, 2023, there was approximately $158.8 million of total unrecognized stock-based compensation expense related to unvested equity awards, which are expected to be recognized over a weighted-average period of 3.9 years. As of July 2, 2023, there was approximately $0.9 million of total unrecognized stock-based compensation related to the ESPP, which is expected to be recognized over a period of 1.5 years.

Equity Award Modification

For the first quarter of 2023, in connection with the retirement or resignation of several of the Company's management team members, including the Company's former Chief Executive Officer, the Company evaluated the change in employment status in accordance with ASC 718, Compensation - Stock Compensation. The Company concluded that the change in status impacted the vesting conditions as the term of equity award exercise period was extended and certain of the equity awards were accelerated and vested immediately. For the quarter ended July 2, 2023, there was no equity award modification. For the fiscal year-to-date ended July 2, 2023, the Company recognized $21.1 million of stock-based compensation expense related to the modifications. There is no equity modification occurred for the corresponding period last year.

Stock Option Activity

The following table summarizes stock option activities for the fiscal year-to-date ended July 2, 2023 (in thousands, except share and per share amount).


	Number of Options Outstanding	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (1) (2)
Balances as of January 1, 2023	5,034,282	$	9.07

Exercised	(180,575)	5.38			$	1,570
Forfeited	(428,693)	9.69
Balances as of July 2, 2023	4,425,014	$	9.17	7.7	$	39,584


(1)			The intrinsic value of options exercised is based upon the value of the Company’s stock at exercise.
(2)			The aggregate intrinsic value of the stock options outstanding as of July 2, 2023 represents the value of the Company’s closing stock price at $18.04 on July 2, 2023 in excess of the exercise price multiplied by the number of options outstanding.

Unvested early exercised stock options which are subject to repurchase by the Company are not considered participating securities as those shares do not have non-forfeitable rights to dividends or dividend equivalents. Unvested early exercised stock options are not considered outstanding for purposes of the weighted average outstanding share calculation until they vest.

As of July 2, 2023, 1,169,899 shares remained subject to the Company’s right of repurchase as a result of early exercised stock options. The remaining liability related to early exercised shares as of July 2, 2023 was immaterial and was recorded in other current and non-current liabilities in the Condensed Consolidated Balance Sheets.

Restricted Stock Unit and Performance Restricted Stock Unit Activities

The following table summarizes RSUs and PRSUs activities for the fiscal year-to-date ended July 2, 2023 (in thousands, except share and per share amount).


	RSUs			PRSUs
	Number of Shares Outstanding	Weighted Average Grant Date Fair Value		Number of Shares Outstanding	Weighted Average Grant Date Fair Value
Issued and unvested shares balances as of January 1, 2023	5,910,097	$	14.11	1,461,061	$	13.41
Granted	8,950,531	10.65		769,006	13.13
Vested	(1,289,924)	13.08		(166,716)	13.41
Forfeited	(548,343)	13.32		(1,187,540)	13.41
Issued and unvested shares outstanding as of July 2, 2023	13,022,361	$	11.86	875,811	$	13.17

Lease (Tables)

6 Months Ended

Jul. 02, 2023

Leases [Abstract]

Schedule of Lease Cost and Supplemental Lease and Cash Flow Information

The components of lease costs were as follows (in thousands):


	Quarters Ended				Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022		July 2, 2023		July 3, 2022
Operating lease cost	$	539	$	419	$	950	$	839

Supplemental lease information:

As of

Operating leases

July 2, 2023

January 1, 2023

Weighted-average remaining lease term

7.2 years

7.7 years

Weighted-average discount rate

6.8%

Supplemental cash flow information related to leases are as follows (in thousands):


	Fiscal Years-to-Date Ended
	July 2, 2023		July 3, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	699	$	679

Schedule of Maturity of Lease Liabilities

The following is a schedule of maturities of lease liabilities as of July 2, 2023 (in thousands).


	Operating lease
2023 (remaining six months)	$	706
2024	1,449
2025	1,492
2026	1,491
2027	1,513
Thereafter	4,262
Total	10,913
Less: imputed interest	(2,252)
Present value of lease liabilities	$	8,661

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2023	Jul. 03, 2022	Jul. 02, 2023	Jul. 03, 2022
Statement of Comprehensive Income [Abstract]
Net (loss) income	$ (64,306)	$ (1,135)	$ (137,909)	$ 41,572
Other comprehensive income (loss), net of tax
Net unrealized loss on available-for-sale securities	(24)	0	(24)	0
Other comprehensive loss, net of tax	(24)	0	(24)	0
Total comprehensive income (loss)	$ (64,330)	$ (1,135)	$ (137,933)	$ 41,572

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482765/220-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-8

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-9

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
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+ Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

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+ Details

Inventory (Tables)

6 Months Ended

Jul. 02, 2023

Inventory Disclosure [Abstract]

Schedule of Components of Inventory

Inventory consists of the following components (in thousands).


	July 2, 2023		January 1, 2023
Raw materials	$	676	$	481
Work-in-process	51		106
Finished goods	69		47
Total inventory	$	796	$	634

Cover - shares	6 Months Ended
Cover - shares	Jul. 02, 2023	Aug. 07, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jul. 02, 2023
Document Transition Report	false
Entity Registrant Name	Enovix Corporation
Entity Incorporation, State or Country Code	DE
Entity File Number	001-39753
Entity Tax Identification Number	85-3174357
Entity Address, Address Line One	3501 W Warren Avenue
Entity Address, City or Town	Fremont
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94538
City Area Code	510
Local Phone Number	695-2350
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	ENVX
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		160,126,939
Entity Central Index Key	0001828318
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jul. 02, 2023	Jan. 01, 2023
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	158,911,419	157,461,802
Common stock, shares outstanding	158,911,419	157,461,802
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Fair Value Measurement - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	Jul. 02, 2023	Jan. 01, 2023	Dec. 05, 2021	Jul. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Fair value of the convertible senior notes	$ 214.1
Private Placement Warrants
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Warrants outstanding (in shares)	6,000,000	6,000,000		6,000,000
Exercise price of warrants (in dollars per share)			$ 11.50
Level 3 \| Fair Value, Nonrecurring \| Private Placement Warrants
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Warrants outstanding (in shares)	6,000,000
Fair value of warrant per share (in dollars per share)	$ 12.71
Exercise price of warrants (in dollars per share)	$ 11.50

Warrants (Details) - $ / shares	Jul. 02, 2023	Jan. 01, 2023	Dec. 05, 2021	Jul. 31, 2021
Common Stock Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)				17,500,000
Public Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	0	0		11,500,000
Private Placement Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	6,000,000	6,000,000		6,000,000
Each whole private placement warrant became exercisable for Number of whole shares (in shares)			1
Exercise price of warrants (in dollars per share)			$ 11.50

Stock-based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended
	Jul. 02, 2023
Number of Options Outstanding
Beginning balance (in shares)	5,034,282
Exercised (in shares)	(180,575)
Forfeited (in shares)	(428,693)
Ending balance (in shares)	4,425,014
Weighted Average Exercise Price
Beginning balance (in dollars per share)	$ 9.07
Exercised (in dollars per share)	5.38
Forfeited (in dollars per share)	9.69
Ending balance (in dollars per share)	$ 9.17
Weighted Average Remaining Contractual Life (Years)
Outstanding balance	7 years 8 months 12 days
Aggregate Intrinsic Value
Exercised	$ 1,570
Outstanding, balance	$ 39,584
Share price (in dollars per share)	$ 18.04

Warrants	6 Months Ended
Warrants	Jul. 02, 2023
Other Liabilities Disclosure [Abstract]
Warrants	Warrants Common Stock Warrants On July 14, 2021, Enovix Corporation, a Delaware Corporation, Rodgers Silicon Valley Acquisition Corp. (“RSVAC”), and RSVAC Merger Sub Inc., a Delaware Corporation and wholly owned subsidiary of RSVAC, consummated the closing of the transactions contemplated by the Agreement and Plan of Merger, dated February 22, 2021 (the “Business Combination”). In connection with the Business Combination in July 2021, the Company assumed 17,500,000 common stock warrants outstanding, which consisted of 11,500,000 warrants held by third-party investors (the “Public Warrants”) and 6,000,000 Private Placement Warrants. The Public Warrants met the criteria for equity classification and the Private Placement Warrants are classified as liability. In the first quarter of fiscal year 2022, the Public Warrants were either exercised or redeemed. As of July 2, 2023 and January 1, 2023, there were no Public Warrants outstanding. Private Placement Warrants The 6,000,000 Private Placement Warrants were originally issued in a private placement to the initial stockholder of the Sponsor in connection with the initial public offering of RSVAC. Each whole Private Placement Warrant became exercisable for one whole share of the Company's common stock at a price of $11.50 per share on December 5, 2021. As of July 2, 2023 and January 1, 2023, the Company had 6,000,000 Private Placement Warrants outstanding. See Note 3 “Fair Value Measurement” for more information.