0001079973-23-001598 | 10-Q | XBRL Viewer

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Segment and geographic information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Total revenue	$ 1,554	$ 3,675	$ 8,968	$ 11,345
Total Cost of revenues	(3,254)	(8,346)	(26,843)	(29,952)
Impairment of Assets		(10,390)	(16,444)	(10,390)
General and administrative	(4,814)	(5,418)	(16,285)	(18,402)
Sales and marketing	(527)	(1,719)	(2,690)	(7,560)
Research and development	(480)	(650)	(2,089)	(2,033)
Loss from operations	(7,520)	(22,848)	(55,384)	(56,992)
Mobility [Member]
Total revenue	1,247	2,463	4,519	6,758
Total Cost of revenues	(2,657)	(5,223)	(14,484)	(14,879)
Media [Member]
Total revenue	241	1,083	3,849	4,225
Total Cost of revenues	(96)	(2,690)	(10,002)	(13,640)
All Other [Member]
Total revenue	65	129	600	362
Total Cost of revenues	$ (501)	$ (433)	$ (2,356)	$ (1,432)

Related Party Transactions	9 Months Ended
Sep. 30, 2023
Related Party Transactions [Abstract]
Related Party Transactions	15. Related Party Transactions *CEO conversion of deferred salaries* During the nine months ended September 30, 2023, our majority shareholder and CEO converted a portion of his deferred salaries, totaling $78, into 13,000 Class A Common Shares. *Board member conversion of deferred salaries* During the nine months ended September 30, 2023, board members converted a portion of their deferred salaries, totaling $69, into 159,324 Warrants to purchase Class A Common Shares with a strike price of $1.16 and 5-years from issuance as expiration date. During the nine months ended September 30, 2023, a board member who served as consultant before joining the Board converted portion of his previous invoices, totaling $90, into 59,524 Class A Common Shares, generating a gain for the Company amounted to $25. *CEO Purchase of Series B Preferred Stock* On March 13, 2023, the Company issued 3,000 Series B Preferred Stock to the Company’s CEO for an aggregate purchase price of $0.5. Series B had no voting rights, except that each share of Series B was entitled to 80,000 votes at a shareholder meeting on whether to enact a reverse stock split. Holder of the Company’s Series B was required to vote any proposal for a reverse stock split on a “mirrored” basis. This meant that the Series B holder was required to cast their votes “For” and “Against” each such proposal in the same proportions as the holders of Company’s Class A Common shares eligible and voting at the Special Meeting cast their votes, in the aggregate. On March 30, 2023, the Company’s Series B Preferred Stock have been redeemed following the stockholder meeting for $0.01 per share. As of March 31, 2023, there were 0 shares of Series B Preferred Stock issued and outstanding. *Conversion of Class B Common Shares* On August 12, 2023, the 284,518 shares of Class B common stock automatically converted into 284,518 shares of Class A common stock. On August 12, 2021, the Company issued the Class B Common Shares to the Company’s CEO, with the clause of an automatic conversion into Class A Common Shares on the second anniversary of the issuance (August 12, 2023). *Related party shipping* During the nine months ended September 30, 2023, the Company recorded as Cost of Revenues $56 for shipping services provided by a related party. The service provider is a Company whose CEO is a parent of the CEO of micromobility.com.

Related Party Transactions

9 Months Ended

Sep. 30, 2023

Related Party Transactions

15. Related Party Transactions

CEO conversion of deferred salaries

During the nine months ended September 30, 2023, our majority shareholder and CEO converted a portion of his deferred salaries, totaling $78, into 13,000 Class A Common Shares.

Board member conversion of deferred salaries

During the nine months ended September 30, 2023, board members converted a portion of their deferred salaries, totaling $69, into 159,324 Warrants to purchase Class A Common Shares with a strike price of $1.16 and 5-years from issuance as expiration date.

During the nine months ended September 30, 2023, a board member who served as consultant before joining the Board converted portion of his previous invoices, totaling $90, into 59,524 Class A Common Shares, generating a gain for the Company amounted to $25.

CEO Purchase of Series B Preferred Stock

On March 13, 2023, the Company issued 3,000 Series B Preferred Stock to the Company’s CEO for an aggregate purchase price of $0.5. Series B had no voting rights, except that each share of Series B was entitled to 80,000 votes at a shareholder meeting on whether to enact a reverse stock split. Holder of the Company’s Series B was required to vote any proposal for a reverse stock split on a “mirrored” basis. This meant that the Series B holder was required to cast their votes “For” and “Against” each such proposal in the same proportions as the holders of Company’s Class A Common shares eligible and voting at the Special Meeting cast their votes, in the aggregate. On March 30, 2023, the Company’s Series B Preferred Stock have been redeemed following the stockholder meeting for $0.01 per share. As of March 31, 2023, there were 0 shares of Series B Preferred Stock issued and outstanding.

Conversion of Class B Common Shares

On August 12, 2023, the 284,518 shares of Class B common stock automatically converted into 284,518 shares of Class A common stock. On August 12, 2021, the Company issued the Class B Common Shares to the Company’s CEO, with the clause of an automatic conversion into Class A Common Shares on the second anniversary of the issuance (August 12, 2023).

Related party shipping

During the nine months ended September 30, 2023, the Company recorded as Cost of Revenues $56 for shipping services provided by a related party. The service provider is a Company whose CEO is a parent of the CEO of micromobility.com.

- 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.

+ References

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+ Details

Share based compensation expenses (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expenses, net			$ 345	$ 2,705
Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Cost of revenue	$ (3)	$ 2	0	14
Research and development	7	35	31	133
Sales and marketing	6	110	31	281
SEPA financial expenses			186
General and administrative	(47)	610	348	2,277
Total Share based compensation expenses, net	(37)	757	596	2,705
Of which related to shares not issued for services rendered during the period, accrued as Account payables	$ 233	$ 34	$ 251	$ 34

- 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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+ Details

Subsequent Events (Details Narrative) - USD ($)	Nov. 13, 2023	Oct. 26, 2023	Oct. 01, 2023
Subsequent Event [Line Items]
Sale of Stock, Number of Shares Issued in Transaction			59,800,000
Sale of Stock, Consideration Received Per Transaction			$ 2,480
Gross proceeds for repaying amount			$ 1,240
Subsequent Event [Member]
Subsequent Event [Line Items]
Shareholder meeting description	the Company’s shareholders approved: (i) a 1:150 reverse split of the Company’s Common Stock, effective December 4, 2023 and (ii) an increase in the authorized shares of the Company’s Common Stock from 300,000,000 to 1,000,000,000, effective on that day
Principal amount	$ 4,000	$ 1,500
Issuance discount percentage	15.00%	15.00%
Maturity date	Mar. 31, 2024	Feb. 29, 2024
Annual interest rate	5.00%	5.00%
Annual default interest rate	15.00%	15.00%
Fixed conversion price	$ 0.25	$ 0.25

Accrued expenses and other current liabilities

9 Months Ended

Sep. 30, 2023

Payables and Accruals [Abstract]

Accrued expenses and other current liabilities

7. Accrued expenses and other current liabilities

Accrued expenses and other current liabilities consist of the following:


	September 30,		December 31,
	2023		2022
Legal contingencies – refer to Note 10 Commitments and Contingencies	$	1,994	$	2,710
Payroll liabilities		2,612		2,693
Accrued expenses		2,285		2,369
Sales tax payables		440		1,113
Total accrued expenses and other current liabilities	$	7,331	$	8,885

Payroll liabilities and Accrued expenses presented in the table above are related to the normal course of business, while Sales tax payables and Legal contingencies are mainly related to liabilities associated with the Wheels Labs, Inc (“Wheels”) acquisition.

Property, equipment and vehicle deposits, net (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	$ 18,716	$ 18,298
Less: accumulated depreciation	(15,833)	(12,136)
Total property and equipment, net	2,883	6,162
Vehicle deposits		3,075
Total property, equipment and vehicle deposits, net	2,883	9,237
Sharing Electric Vehicles [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	14,850	15,128
Sharing Electric Vehicles Under Finance Lease Agreements [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	2,424	3,260
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	1,571	1,411
Furniture And Fixtures Under Finance Lease Agreements [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	177	177
Computer Software [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	1,045	1,045
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	$ 1,250	$ 714

Segment and geographic information (Details 2) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Total non-current assets	$ 5,403	$ 29,909
ITALY
Total non-current assets	1,363	5,575
UNITED STATES
Total non-current assets	3,564	23,669
All Other Countries [Member]
Total non-current assets	$ 475	$ 665

- Definition

Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold or consumed after one year or beyond the normal operating cycle, if longer.

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-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 17: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 852
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481404/852-10-50-7

+ Details

Impairment of assets

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Impairment of assets

6. Impairment of assets

During the nine months ended September 30, 2023, the Company identified impairment indicators which indicate that the fair values of Mobility assets were below their carrying values. The decline in the Company’s market capitalization was the main impairment indicator. The Company completed a quantitative impairment test for the Mobility reporting unit, comparing the estimated fair value of the reporting unit to its carrying value, including goodwill and intangible assets. As a result, the Company impaired the net carrying value of Goodwill of $13,826 and Intangible assets of $2,619, which are included within Impairment of assets in the condensed consolidated statements of operations.

As part of the Company’s impairment analysis, the fair value of the reporting unit was determined using the income approach. The determination of the fair value of the Company’s reporting units requires management to make a number of estimates and assumptions, which include, but are not limited to: the projected future business and financial performance of the Company’s reporting unit; forecasts of revenue, operating income, depreciation, amortization, and capital expenditures; discount rates; terminal growth rates; and consideration of the impact of the current adverse macroeconomic environment. In detail, for the September 30, 2023 impairment testing, as compared to December 31, 2022 testing, the Company reduced the estimated future cash flows used in the impairment assessment, including revenues, margin, and capital expenditures to reflect the Company’s best estimates at this time. The updates to the estimated future cash flows each had a significant impact to the estimated fair value of the reporting unit. Although the Company believes its estimates of fair value are reasonable, actual financial results could differ from those estimates due to the inherent uncertainty involved in making such estimates.

The table below shows the Impairment of assets composition for the three and nine months ended September 30, 2023.

Schedule of impairment of assets
	Nine months ended September 30,
	2023
Goodwill	$	13,826
Intangible assets, net		2,618
Total Impairment of assets	$	16,444

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Operating activities
Net loss	$ (63,249)	$ (63,700)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Impairment losses	16,444	10,390
Depreciation and amortization	4,712	4,386
Loss on disposal of assets	3,065	189
Non-cash interest expenses and amortization of debt discount	1,592	3,977
Amortization of Right-of-use assets	1,177
Share-based compensation	345	2,705
(Gain) or Loss on extinguishment of debts	(431)	2,065
Change in fair value of warrant liabilities	(55)	(1,551)
Changes in operating assets and liabilities:
Accounts receivables	548	(972)
Prepaid and other assets	6,276	1,673
Security deposits	141	584
Accounts payables	1,266	2,255
Accrued expenses and other current liabilities	(2,795)	2,094
Other non-current liabilities	(225)	(17)
Net cash used in operating activities	(31,189)	(35,876)
Investing activities
Purchase of property, equipment, and vehicle deposits	(769)	(3,391)
Purchase of intangible assets	(235)	(221)
Deposit for Wheels Lab, Inc merger		(2,600)
Net cash used in investing activities	(1,004)	(6,212)
Financing activities
Proceeds from issuance of financial liabilities , net	6,213	27,145
Repayment of financial liabilities	(21,253)	(3,040)
Proceeds from issuance of financial liabilities, due to related party - Officer		380
Repayment of financial liabilities, to related party – Officer		(120)
Proceeds from sale of Class A common shares, net	46,164
Net cash provided by financing activities	31,124	24,365
Increase (decrease) in cash and cash equivalents, and restricted cash	(1,069)	(17,723)
Effect of exchange rate changes	1,585	95
Net increase (decrease) in cash and cash equivalents, and restricted cash	516	(17,628)
Cash and cash equivalents, and restricted cash, beginning of year	737	21,253
Cash and cash equivalents, and restricted cash, end of year	1,253	3,624
RECONCILIATION OF CASH, CASH EQUIVALENT AND RESTRICTED CASH TO THE CONSOLIDATED BALANCE SHEET
Cash and cash equivalents	962	3,334
Restricted cash, included in Current assets	156	151
Restricted cash, included in Other assets, non-current	135	140
Cash paid for:
Interest	2,919	995
Income taxes, net of refunds	48	16
Non-cash investing & financing activities
Issuance of common shares – for Conversion of Convertible Notes	1,296	29,030
Issuance of common shares – for conversion of Series A Preferred Shares	945
Issuance of common shares - for Settlement of Payroll Liabilities	182
Issuance of warrants - for Settlement of Account payables	69	767
Issuance of common shares – for purchasing Intangible Assets	50
Derecognition of Beneficial conversion features (BCF) - Adoption of ASU 2020-06		3,371
Purchase of vehicles with financing agreement		3,328
Issuance of common shares – Commitment shares and share based compensation for Convertible Notes issuance		850
Issuance of Warrants - in conjunction with Convertible Notes issuance		790
Issuance of common shares - for Settlement of CEO Promissory Note and CEO Deferred Salaries		$ 304

Commitments and Contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

10. Commitments and Contingencies

Litigation

The Company is from time to time involved in legal proceedings, claims, and regulatory matters, indirect tax examinations or government inquiries and investigations that may arise in the ordinary course of business. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages.

The Company records a liability when the Company believes that it is both probable that a loss has been incurred and the amount can be reasonably estimated. If the Company determines that a loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the possible loss in the consolidated financial statements. The Company reviews the developments in contingencies that could affect the amount of the provisions that have been previously recorded. The Company adjusts provisions and changes to disclosures accordingly to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and updated information. Significant judgment is required to determine both the probability and the estimated amount of any potential losses and many of the legal proceedings are early in the discovery stage and unresolved.

As of September 30, 2023 and December 31, 2022, the Company concluded that certain losses on litigations were probable and reasonably estimable; as a result, the Company recorded $1,994 and $2,710, respectively, as accruals for legal contingencies, included in Other Current liabilities.

Wheels has been named in various lawsuits related to the use of Wheels’s vehicles in US cities and in certain matters involving California Labor Code violations and the classification of individuals as independent contractors rather than employees. The range of loss for the Wheels legal contingencies accrued is between $548 to $3,100 which represents the range between the amount already settled with the counterparts and the amount claimed deducting insurance coverage.

The Company is also involved in certain claims where the losses are not considered to be reasonably estimable or possible; for these claims the range of potential loss is between 0 to $200.

Share based compensation expenses (Tables)

9 Months Ended

Sep. 30, 2023

Retirement Benefits [Abstract]

Schedule of stock-based compensation expenses


	Three Months Ended September 30,					Nine Months Ended September 30,
	2023			2022		2023		2022
Cost of revenue		(3	)		2		0		14
Research and development		7			35		31		133
Sales and marketing		6			110		31		281
SEPA financial expenses		—			—		186		—
General and administrative		(47	)		610		348		2,277
Total Share based compensation expenses, net		(37	)		757		596		2,705
*Of which related to shares not issued for services* *rendered during the period, accrued as Account payables*		233			34		251		34

Revenue Recognition

9 Months Ended

Sep. 30, 2023

Revenue Recognition

Revenue Recognition

4. Revenue Recognition

The table below shows the revenues breakdown for the three and nine months ended on September 30, 2023 and on September 30, 2022.

Schedule of revenue recognition
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Mobility Revenues (ASC 842)	$	1,247	$	2,463	$	4,519	$	6,758
Media Revenues (ASC 606)		241		1,083		3,849		4,225
Other Revenues (ASC 606)		66		129		600		362
Total Revenues	$	1,554	$	3,675	$	8,968	$	11,345

The table below shows the Deferred revenues roll-forward from January 1, 2023 to September 30, 2023.


Deferred Income	January 1, 2023		FX Rate adj		Additions		HY 2023 Revenue			June 30, 2023		FX Rate adj			Additions		Q3 2023 Revenue			September 30, 2023

Mobility	$	1,775		3		965		(1,051	)		1,692		(26	)		567		(691	)		1,542
Media		1,272		15		2,320		(3,607	)		—		—			—		—			—
Total	$	3,047	$	18	$	3,285	$	(4,658	)	$	1,692	$	(26	)	$	567	$	(691	)	$	1,542

Deferred revenues related to prepaid customer wallets will be recorded as Mobility Revenues when riders take a ride.

As of September 30, 2023, Media Deferred Income was zero as a result of the early termination of the agreements entered into with LNPB (Lega Nazionale Professionisti Serie B) for the commercialization of media rights. In detail, on June 15, 2023 and June 28, 2023, the Company received communications from the main live content provider, LNPB, notifying the early termination of the agreements related to the commercialization and broadcast of the Italian Serie B content.

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Deficit (Unaudited) - USD ($) $ in Thousands	Convertible Preferred Stock Series A [Member]	Class A Common Stock [Member]	Class B Common Stock [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Total
Balance as of January 1, 2022 (Retroactive application of the reverse split ratio 1:50) at Dec. 31, 2021		$ 101,454		$ (108,682)	$ (621)	$ (7,849)
Beginning balance, shares at Dec. 31, 2021		325,784	284,518
ASU No. 2020-06 - modified retrospective method		$ (4,187)		816		(3,371)
Issuance of common shares – for Conversion of 2021 Convertible Notes		$ 29,030				29,030
Issuance of common shares for Conversion of 2021 Convertible Notes, shares		618,799
Issuance of Warrants - in conjunction with Convertible Notes issuance		$ 790				790
Issuance of common shares – Commitment shares for Convertible Notes issuance		$ 399				399
Issuance of common shares Commitment shares for Convertible Notes issuance, shares		3,000
Issuance of common shares – to legal advisors for Convertible Note issuance		$ 451				451
Issuance of common shares to legal advisors for Convertible Note issuance, shares		9,000
Issuance of common shares - for Settlement of Account Payables		$ 768				768
Issuance of common shares - for Settlement of Account Payables, shares		25,158
Issuance of common shares - for Settlement of CEO Promissory Note and CEO Deferred Salaries		$ 304				304
Issuance of common shares - for Settlement of CEO Promissory Note and CEO Deferred Salaries, shares		8,136
Share based compensation		$ 2,671				2,670
Share based compensation, shares		9,288
Changes in currency translation adjustment					(1,083)	(1,083)
Net Loss				(63,700)		(63,700)
Ending balance, value at Sep. 30, 2022		$ 131,680		(171,567)	(1,704)	(41,590)
Ending balance, shares at Sep. 30, 2022		999,165	284,518
Balance as of January 1, 2022 (Retroactive application of the reverse split ratio 1:50) at Jun. 30, 2022		$ 114,888		(147,003)	(1,150)	(33,267)
Beginning balance, shares at Jun. 30, 2022		527,865	284,518
Issuance of common shares – for Conversion of 2021 Convertible Notes		$ 14,704				14,704
Issuance of common shares for Conversion of 2021 Convertible Notes, shares		425,807
Issuance of Warrants - in conjunction with Convertible Notes issuance		$ 188				188
Issuance of common shares – to legal advisors for Convertible Note issuance		$ 155				155
Issuance of common shares to legal advisors for Convertible Note issuance, shares		5,000
Issuance of common shares - for Settlement of Account Payables		$ 720				720
Issuance of common shares - for Settlement of Account Payables, shares		24,615
Issuance of common shares - for Settlement of CEO Promissory Note and CEO Deferred Salaries		$ 304				304
Issuance of common shares - for Settlement of CEO Promissory Note and CEO Deferred Salaries, shares		8,136
Share based compensation		$ 722				722
Share based compensation, shares		7,745
Changes in currency translation adjustment					(554)	(554)
Net Loss				(24,562)		(24,562)
Ending balance, value at Sep. 30, 2022		$ 131,680		(171,567)	(1,704)	(41,590)
Ending balance, shares at Sep. 30, 2022		999,165	284,518
Balance as of January 1, 2022 (Retroactive application of the reverse split ratio 1:50) at Dec. 31, 2022	$ 945	$ 152,996		(189,942)	(2,904)	(39,850)
Beginning balance, shares at Dec. 31, 2022		3,264,576	284,518
Issuance of common shares – for Advance Notices under SEPA		$ 46,164				46,164
Issuance of common shares - for Advance Notices under SEPA, shares		221,658,102
Issuance of common shares – for Conversion of Convertible Notes		$ 1,296				1,296
Issuance of common shares for Conversion of Convertible Notes , shares		103,689
Issuance of common stock – for Conversion of Series A Convertible Preferred Stocks	(945)	$ 945				945
Issuance of common stock - for Conversion of Series A Convertible Preferred Stocks, shares		135,645
Issuance of common shares – for purchasing Intangible Assets		$ 50				50
Issuance of common shares - for purchasing Intangible Assets, shares		6,869
Issuance of common shares – for settlement of Payroll liabilities		$ 182				182
Issuance of common shares - for settlement of Payroll liabilities, shares		55,515
Issuance of common shares - for Settlement of Account Payables		$ 151				151
Issuance of common shares - for Settlement of Account Payables, shares		101,000
Issuance of warrants - for Settlement of Account payables		$ 69				69
Class B Common Shares conversion into Class A Common Shares
Class B Common Shares conversion into Class A Common Shares, shares		284,518	(284,518)
Share based compensation		$ 345				345
Share based compensation, shares		116,213
Changes in currency translation adjustment					1,659	1,659
Net Loss				(63,249)		(63,249)
Ending balance, value at Sep. 30, 2023		$ 202,199		(253,192)	(1,245)	(52,238)
Ending balance, shares at Sep. 30, 2023		225,726,127
Balance as of January 1, 2022 (Retroactive application of the reverse split ratio 1:50) at Jun. 30, 2023		$ 188,038		(243,715)	(2,153)	(57,830)
Beginning balance, shares at Jun. 30, 2023		49,041,609	284,518
Issuance of common shares – for Advance Notices under SEPA		$ 14,432				14,432
Issuance of common shares - for Advance Notices under SEPA, shares		176,400,000
Class B Common Shares conversion into Class A Common Shares
Class B Common Shares conversion into Class A Common Shares, shares		284,518	(284,518)
Share based compensation		$ (271)				(271)
Changes in currency translation adjustment					908	908
Net Loss				(9,477)		(9,477)
Ending balance, value at Sep. 30, 2023		$ 202,199		$ (253,192)	$ (1,245)	$ (52,238)
Ending balance, shares at Sep. 30, 2023		225,726,127

Summary of Significant Accounting Policies and Use of Estimates (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Use of Estimates	*Use of Estimates* The preparation of financial statements in conformity with U.S. GAAP generally requires management to make estimates and assumptions that affect the reported amount of certain assets, liabilities, revenues, and expenses, and the related disclosure of contingent assets and liabilities. Specific accounts that require management estimates include determination of fair values of warrant and financial instruments. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
Recent Accounting Pronouncements Adopted	*Recent Accounting Pronouncements Adopted* In June 2016, the FASB issued ASU 2016-13—Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU requires an entity to use a current expected credit loss methodology to measure impairments of certain financial assets and to recognize an allowance for its estimate of lifetime expected credit losses. The main objective of this update is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Effective January 1, 2023, we adopted ASU 2016-13 on a prospective basis. The impact of adoption of this standard on our condensed consolidated financial statements was not material.

Leases (Details 1) - Finance Lease [Member] - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Cost of revenues	$ 219	$ 524	$ 1,195	$ 1,076
Research & Development	15	9	44	18
Total Operating expenses related to finance leases	$ 234	$ 533	$ 1,239	$ 1,094

Description of Business and Basis of Presentation

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Description of Business and Basis of Presentation

1. Description of Business and Basis of Presentation

Description of Business

micromobility.com, Inc. (formerly known as Helbiz, Inc., and, together with its subsidiaries, “micromobility.com” or the “Company”) was incorporated in the state of Delaware in October 2015 with its headquarters in New York, New York. The Company is an intra-urban transportation company that seeks to help urban areas reduce their dependency on individually owned cars by offering affordable, accessible, and sustainable forms of personal transportation, specifically addressing first and last mile transport.

Founded on proprietary technology platforms, the Company’s core business is the offering of electric vehicles in the sharing environment. Through its Mobility App, the Company offers an intra-urban transportation solution that allows users to instantly rent electric vehicles.

The Company currently has a strategic footprint with offices in New York, Los Angeles, Milan, and Belgrade, with additional operational teams around the world. The Company currently has electric vehicles operating in the United States and Europe.

Basis of Presentation

These accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated.

The Company uses the U.S. dollar as the functional currency. For foreign subsidiaries where the U.S. dollar is the functional currency, gains, and losses from remeasurement of foreign currency balances into U.S. dollars are included in the condensed consolidated statements of operations. For the foreign subsidiary where the local currency is the functional currency, translation adjustments of foreign currency financial statements into U.S. dollars are recorded to a separate component of accumulated other comprehensive loss.

The condensed consolidated balance sheet as of December 31, 2022, included herein was derived from the audited financial statements as of that date. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of, and for the year ended, December 31, 2022, included in our Annual Report on Form 10-K.

The accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations, comprehensive loss, stockholders’ equity, and cash flows, but are not necessarily indicative of the results of operations to be anticipated for any future annual or interim period.

Revenue Recognition (Details 1) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
Revenue Recognition (Details 1) - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023
Beginning Balance	$ 1,692	$ 3,047
Deferred revenue fx rate adjustment	(26)	18
Deferred revenue additions	567	3,285
Deferred revenue	(691)	(4,658)
Ending Balance	1,542	1,692
Mobility [Member]
Beginning Balance	1,692	1,775
Deferred revenue fx rate adjustment	(26)	3
Deferred revenue additions	567	965
Deferred revenue	(691)	(1,051)
Ending Balance	1,542	1,692
Media [Member]
Beginning Balance		1,272
Deferred revenue fx rate adjustment		15
Deferred revenue additions		2,320
Deferred revenue		(3,607)
Ending Balance

Impairment of assets (Details Narrative) $ in Thousands	Sep. 30, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Carrying value of goodwill	$ 13,826
Intangible assets	$ 2,619

Leases

9 Months Ended

Sep. 30, 2023

Leases [Abstract]

Leases

9. Leases

Operating leases

During the nine months ended September 30, 2023, the Company entered into a 5-years lease agreement for a store located at 500 Broome Street, New York, NY; the cumulative lease commitment for the 5-year term is $865. At inception, the Company recorded $674 as ROU assets (Right Of Use assets) and the operating lease liability, using an internal borrowing rate of 14%.

The table below presents the impact on the condensed consolidated statement of operations related to the operating leases for the three and nine months ended September 30, 2023, including expenses related to lease agreements with an initial term of 12 months or less. Amounts presented for the three and nine months ended September 30, 2022, have been recorded under ASC 840.

Schedule of operating lease expense
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Cost of revenues	$	287	$	432	$	1,068	$	1,241
General and administrative	$	231	$	271	$	787	$	867
Total Operating lease expenses	$	518	$	703	$	1,855	$	2,108

Finance leases

The table below presents the impact on the condensed consolidated statement of operations related to the finance leases for the three and nine months ended September 30, 2023, and 2022.

Schedule of finance lease expense
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Cost of revenues	$	219	$	524	$	1,195	$	1,076
Research & Development	$	15	$	9	$	44	$	18
Total Operating expenses related to finance leases	$	234	$	533	$	1,239	$	1,094

Share based compensation expenses (Details Narrative)	Sep. 30, 2023 shares
Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share reserves	1,200,000

- 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.

+ References

+ Details

Leases (Details) - Operating Leases [Member] - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Cost of revenues	$ 287	$ 432	$ 1,068	$ 1,241
General and administrative	231	271	787	867
Total Operating lease expenses	$ 518	$ 703	$ 1,855	$ 2,108

Accrued expenses and other current liabilities (Tables)

9 Months Ended

Sep. 30, 2023

Payables and Accruals [Abstract]

Schedule of accrued expenses and other current liabilities


	September 30,		December 31,
	2023		2022
Legal contingencies – refer to Note 10 Commitments and Contingencies	$	1,994	$	2,710
Payroll liabilities		2,612		2,693
Accrued expenses		2,285		2,369
Sales tax payables		440		1,113
Total accrued expenses and other current liabilities	$	7,331	$	8,885

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Parenthetical) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Net loss per share attributable to common stockholders, basic	$ (0.06)	$ (22.57)	$ (1.01)	$ (79.39)
Net loss per share attributable to common stockholders, diluted	$ (0.06)	$ (22.57)	$ (1.01)	$ (79.39)
Weighted-average number of shares outstanding used to compute net loss per share, basic	159,395,919	1,088,117	62,833,179	802,337
Weighted-average number of shares outstanding used to compute net loss per share, diluted	159,395,919	1,088,117	62,833,179	802,337

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
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+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

Reference 1: 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 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 4: 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 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
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-Topic 250
-SubTopic 10
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-Section 50
-Paragraph 11
-Subparagraph (b)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
-Paragraph 7
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Topic 260
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-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (d)
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
-Paragraph 4
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-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
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-Name Accounting Standards Codification
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 2
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-Publisher FASB
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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Reference 15: http://www.xbrl.org/2003/role/exampleRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-7

+ Details

Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Minimum [Member]
Loss Contingencies [Line Items]
Loss of legal contingencies accrued amount	$ 548
Potential loss	0
Maximum [Member]
Loss Contingencies [Line Items]
Loss of legal contingencies accrued amount	3,100
Potential loss	200
Other Current Liabilities [Member]
Loss Contingencies [Line Items]
Legal Fees	$ 1,994	$ 2,710

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 962	$ 429
Accounts receivables	797	1,345
VAT receivables	926	3,054
Prepaid and other current assets	1,343	6,417
Total current assets	4,028	11,245
Goodwill		13,826
Property, equipment and deposits, net	2,883	9,237
Right of use assets	1,726	2,872
Other assets	794	3,974
TOTAL ASSETS	9,432	41,154
Current liabilities:
Accounts payable	12,134	14,359
Accounts payable related to media rights	10,922	7,732
Accrued expenses and other current liabilities	7,331	8,885
Deferred revenues	1,542	3,047
Operating lease liabilities	965	1,463
Finance lease liabilities	245	2,002
Short term financial liabilities, net	21,938	33,244
Total current Liabilities	55,078	70,732
Other non-current liabilities	137	362
Operating lease liabilities	1,136	1,719
Finance lease liabilities	29	71
Non-current financial liabilities, net	5,290	7,174
TOTAL LIABILITIES	61,670	80,058
Commitments and contingencies	10
STOCKHOLDERS’ DEFICIT
Preferred stock, $0.00001 par value; 100,000,000 shares authorized; none issued and outstanding
Accumulated other comprehensive loss	(1,245)	(2,904)
Accumulated deficit	(253,192)	(189,942)
Total Stockholders’ deficit	(52,238)	(39,850)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	9,432	41,154
Convertible Preferred Stock Series A [Member]
CONVERTIBLE PREFERRED STOCK
Series A Convertible Preferred Stock, $0.0001 par value; 8,000,000 shares authorized at September 30, 2023; none issued and outstanding at September 30, 2023 and 6,751,823 issued and outstanding at December 31, 2022.		945
Common Class A [Member]
STOCKHOLDERS’ DEFICIT
Common stock, value	202,199	152,996
Common Class B [Member]
STOCKHOLDERS’ DEFICIT
Common stock, value

Segment and geographic information (Tables)

9 Months Ended

Sep. 30, 2023

Segment And Geographic Information

Schedule of segment revenue and cost of revenue


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Revenue
Mobility		1,247			2,463			4,519			6,758
Media		241			1,083			3,849			4,225
All Other		65			129			600			362
Total Revenue	$	1,554		$	3,675		$	8,968		$	11,345

Cost of revenue
Mobility		(2,657	)		(5,223	)		(14,484	)		(14,879	)
Media		(96	)		(2,690	)		(10,002	)		(13,640	)
All Other		(501	)		(433	)		(2,356	)		(1,432	)
Total Cost of revenue	$	(3,254	)	$	(8,346	)	$	(26,843	)	$	(29,952	)

Reconciling Items:
Impairment of assets		—			(10,390	)		(16,444	)		(10,390	)
General and administrative		(4,814	)		(5,418	)		(16,285	)		(18,402	)
Sales and marketing		(527	)		(1,719	)		(2,690	)		(7,560	)
Research and development		(480	)		(650	)		(2,089	)		(2,033	)
Loss from operations	$	(7,520	)	$	(22,848	)	$	(55,384	)	$	(56,992	)

Schedule of revenue by geographic area

Schedule of revenue by geographic area
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Revenue
Italy		1,169		3,023		7,066		9,683
United States		385		652		1,902		1,662
Total Revenue	$	1,554		3,675		8,968		11,345

Net Loss Per Share - Dilutive outstanding shares (Details) - shares

3 Months Ended

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Anti-dilutive shares

9,703,325

1,897,204

9,703,325

1,897,204

Equity Incentive Plan 2020 [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Anti-dilutive shares

141,740

147,097

141,740

147,097

Convertible Debt [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Anti-dilutive shares

^[1]

4,887,830

1,492,759

4,887,830

1,492,759

2020 CEO Performance Award – Common Stock Purchase Option [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Anti-dilutive shares

12,000

2021 Omnibus Plan – Common Stock Purchase Option [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Anti-dilutive shares

4,125

6,625

4,125

6,625

Common Stocks To Be Issued Outside Equity Incentive Plans [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Anti-dilutive shares

4,261,578

1,995

4,261,578

1,995

Common Stock Purchase Warrants [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Anti-dilutive shares

396,052

236,728

396,052

236,728

[1]	The number of Common Shares presented is based on the principal plus accumulated interests outstanding as of 9.30.2023 divided by the related Floor Prices.

- 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.

+ References

+ Details

Related Party Transactions (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands			9 Months Ended
	Aug. 12, 2023	Mar. 13, 2023	Sep. 30, 2023	Mar. 31, 2023	Mar. 30, 2023	Dec. 31, 2022
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Preferred Stock, Shares Outstanding			0			0
Cost of revenues related party			$ 56
Series B Preferred Stock [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Share Price					$ 0.01
Shares, Issued		3,000
Preferred Stock, Voting Rights		Series B had no voting rights, except that each share of Series B was entitled to 80,000 votes at a shareholder meeting on whether to enact a reverse stock split.
Preferred Stock, Shares Outstanding				0
Common Class B [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Conversion of shares	284,518
Common Class A [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Conversion of shares	284,518
Chief Executive Officer [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Deferred salaries			$ 78
Number of shares converted			13,000
Board [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Deferred salaries			$ 90
Number of shares converted			59,524
Board [Member] \| Warrants [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Deferred salaries			$ 69
Number of shares converted			159,324
Share Price			$ 1.16
Debt Instrument, Term			5 years

Leases (Details Narrative) $ in Thousands	Sep. 30, 2023 USD ($)
Leases [Abstract]
Operating lease term	5 years
Lease term	5 years
Lease commitment amount	$ 865
ROU assets	$ 674
Borrowing rate	14.00%

Going Concern and Management’s Plans

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going Concern and Management’s Plans

2. Going Concern and Management’s Plans

The Company has experienced recurring operating losses and negative cash flows from operating activities since its inception. To date, these operating losses have been funded primarily from outside sources of invested capital. The Company had, and expects to continue to have, an ongoing need to raise additional cash from outside sources to fund its expansion plan and related operations. Successful transition to attaining profitable operations depends upon achieving a level of revenues adequate to support the Company’s cost structure. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued.

The Company plans to continue to fund its operations and expansion plan through debt and equity financing. Debt or equity financing may not be available on a timely basis on terms acceptable to the Company, or at all.

The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business and, as such, the financial statements do not include any adjustments relating to the recoverability and classification of recorded amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

Standby Equity Purchase Agreements (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Standby Equity Purchase Agreements
SEPAs transaction costs			$ (1,611)
Other SEPA financial income (expenses), net	(1,137)		(2,229)
Total SEPA financial income (expenses), net	$ (1,137)		$ (3,840)

Property, equipment and vehicle deposits, net

9 Months Ended

Sep. 30, 2023

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

Property, equipment and vehicle deposits, net

5. Property, equipment and vehicle deposits, net

Property, equipment and vehicle deposits, net consist of the following:


	September 30,			December 31,
	2023			2022
Sharing electric vehicles	$	14,850		$	15,128
Of which under finance lease agreements		2,424			3,260
Furniture, fixtures, and equipment		1,571			1,411
Of which under finance lease agreements		177			177
Computers and software		1,045			1,045
Leasehold improvements		1,250			714
Total property and equipment, gross		18,716			18,298
Less: accumulated depreciation		(15,833	)		(12,136	)
Total property and equipment, net	$	2,883		$	6,162
Vehicle deposits		—			3,075
Total property, equipment and vehicle deposits , net	$	2,883		$	9,237

The following table summarizes the loss on disposal and depreciation expenses recorded in the condensed consolidated statement of operations for the three and nine months ended on September 30, 2023, and 2022.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Cost of revenues	$	974	$	1,354	$	6,673	$	3,293
Of which write-off		23		—		3,055		—
Research & Development		15		9		44	$	18
General & administrative		99	$	107		312	$	328
Total depreciation and loss on disposal expenses	$	1,088	$	1,470	$	7,029	$	3,639

Leases (Tables)

9 Months Ended

Sep. 30, 2023

Leases [Abstract]

Schedule of operating lease expense

Schedule of operating lease expense
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Cost of revenues	$	287	$	432	$	1,068	$	1,241
General and administrative	$	231	$	271	$	787	$	867
Total Operating lease expenses	$	518	$	703	$	1,855	$	2,108

Schedule of finance lease expense

Schedule of finance lease expense
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Cost of revenues	$	219	$	524	$	1,195	$	1,076
Research & Development	$	15	$	9	$	44	$	18
Total Operating expenses related to finance leases	$	234	$	533	$	1,239	$	1,094

Current and Non-current financial liabilities, net (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Total Financial Liabilities, net	$ 27,228	$ 40,418
Current financial liabilities net	21,938	33,244
Non current financial liabilities net	$ 5,290	7,174
Convertible Debt [Member]
Debt Instrument [Line Items]
Interest rate	15.00%
Maturity Date	2023/2024
Total Financial Liabilities, net	$ 1,911	14,372
Secured Loan Net [Member]
Debt Instrument [Line Items]
Interest rate	13.00%
Maturity Date	2023
Total Financial Liabilities, net	$ 14,894	14,224
Unsecured Loans Net [Member]
Debt Instrument [Line Items]
Interest rate	8.00%
Maturity Date	Various
Total Financial Liabilities, net	$ 9,768	10,935
Warrants Liabilities [Member]
Debt Instrument [Line Items]
Total Financial Liabilities, net	$ 31	84
Other Financial Liabilities [Member]
Debt Instrument [Line Items]
Maturity Date	Various
Total Financial Liabilities, net	$ 624	$ 802

Standby Equity Purchase Agreements

9 Months Ended

Sep. 30, 2023

Standby Equity Purchase Agreements

Standby Equity Purchase Agreements

11. Standby Equity Purchase Agreements

During the nine months ended September 30, 2023, the Company entered into two Standby Equity Purchase Agreements (“2023 SEPAs”) with an investor. The 2023 SEPAs terms and conditions represent: i) at inception - a purchased put option on the Company’s Class A common shares and, ii) upon delivery of an advance notice - a forward contract on the Company’s Class A common shares. Neither the purchased put option nor the forward contract qualify for equity classification.

As a result of the above classification of the 2023 SEPAs, at inception the Company expensed as SEPA’s transactions costs the legal and commitment fees that exceeded the fair value of the purchased put options. The settlement of forward contracts initiated by the Company were recorded as other SEPA financial income (expense), net.

The table below presents the impact on the condensed consolidated statement of operations related to the 2023 SEPAs for the three and nine months ended September 30, 2023, and 2022.


	Three Months Ended September 30,					Nine Months Ended September 30,
	2023			2022		2023			2022
SEPAs transaction costs	$	—		$	—	$	(1,611	)	$	—
Other SEPA financial income (expenses), net	$	(1,137	)	$	—	$	(2,229	)	$	—
Total SEPA financial income (expenses), net	$	(1,137	)	$	—	$	(3,840	)	$	—

January 2023 SEPA

On January 24, 2023, the Company entered into a Standby Equity Purchase Agreement (“SEPA”) with YA II PN, Ltd. Pursuant to the SEPA, the Company has the right, but not the obligation, to sell to Yorkville up to $20,000 of its shares of Class A Common Stock at any time during the 24 months. To request a purchase, the Company would submit an advance notice to YA II PN, Ltd. specifying the number of shares it intends to sell.

At inception the Company recorded as SEPA transaction costs $592 for Commitment fees and legal fees.

During the nine months ended September 30, 2023, the Company delivered multiple advance notices for the sale of 35,661,584 Class A Common Shares, resulting in cumulative gross proceeds of $19,628. As a result, on September 30, 2023, $372 remained available under the January 2023 SEPA.

March 2023 SEPA

On March 8, 2023, the Company entered into a Standby Equity Purchase Agreement (“SEPA”) with YA II PN, Ltd. Pursuant to the SEPA, the Company has the right, but not the obligation, to sell to Yorkville up to $50,000 of its shares of Class A Common Stock at any time during the 24 months. To request a purchase, the Company would submit an advance notice to YA II PN, Ltd. specifying the number of shares it intends to sell. The advance notice would state that the shares would be purchased at either:

(i)

95.0% of the Option 1 Market Price, which is the lowest VWAP (the daily volume weighted average price of Company’s Class A common stock for the applicable date) in each of the three consecutive trading days commencing on the trading day following the Company’s submission of an advance notice, or

(ii)

92.0% of the Option 2 Market Price, which is the VWAP of the pricing period set out in the advance notice and consented to by YA II PN, Ltd.

At inception the Company did not identify any day one impact for the SEPA agreement except for $750 as Commitment fees to be paid to YA II PN, Ltd and legal fees amounted to $269. The mentioned legal and Commitment fees have been recorded as SEPA transaction costs.

During the nine months ended September 30, 2023, the Company delivered multiple advance notices for the sale of 184,800,000 Class A Common Shares, resulting in cumulative gross proceeds of $14,200. As a result, on September 30, 2023, $35,800 remained available under the March 2023 SEPA.

Standby Equity Purchase Agreements (Tables)

9 Months Ended

Sep. 30, 2023

Standby Equity Purchase Agreements

Schedule of condensed consolidated statement of operations related to 2023 SEPAs


	Three Months Ended September 30,					Nine Months Ended September 30,
	2023			2022		2023			2022
SEPAs transaction costs	$	—		$	—	$	(1,611	)	$	—
Other SEPA financial income (expenses), net	$	(1,137	)	$	—	$	(2,229	)	$	—
Total SEPA financial income (expenses), net	$	(1,137	)	$	—	$	(3,840	)	$	—

Impairment of assets (Tables)

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of impairment of assets

Schedule of impairment of assets
	Nine months ended September 30,
	2023
Goodwill	$	13,826
Intangible assets, net		2,618
Total Impairment of assets	$	16,444

Net Loss Per Share - Dilutive outstanding shares (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Schedule of dilutive outstanding shares

Schedule of dilutive outstanding shares
	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
2020 Equity Incentive Plan		141,740		147,097		141,740		147,097
Convertible Notes *		4,887,830		1,492,759		4,887,830		1,492,759
2020 CEO Performance Award – Common Stock Purchase Option		12,000		12,000		12,000		12,000
2021 Omnibus Plan – Common Stock Purchase Option		4,125		6,625		4,125		6,625
Common Stocks to be issued outside equity incentive Plans		4,261,578		1,995		4,261,578		1,995
Common Stock Purchase Warrants		396,052		236,728		396,052		236,728
Total number of Common Shares not included in the EPS Basic and diluted		9,703,325		1,897,204		9,703,325		1,897,204

*	The number of Common Shares presented is based on the principal plus accumulated interests outstanding as of 9.30.2023 divided by the related Floor Prices.

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Convertible Preferred Stock Series A [Member]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	8,000,000	8,000,000
Preferred stock, shares issued	0	6,751,823
Preferred stock, shares outstanding	0	6,751,823
Common Class A [Member]
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	900,000,000	900,000,000
Common stock, shares issued	225,726,127	3,264,576
Common stock, shares outstanding	225,726,127	3,264,576
Common Class B [Member]
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	0	14,225,898
Common stock, shares issued		284,518
Common stock, shares outstanding	0	284,518

Revenue Recognition (Tables)

9 Months Ended

Sep. 30, 2023

Revenue Recognition

Schedule of revenue recognition

Schedule of revenue recognition
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Mobility Revenues (ASC 842)	$	1,247	$	2,463	$	4,519	$	6,758
Media Revenues (ASC 606)		241		1,083		3,849		4,225
Other Revenues (ASC 606)		66		129		600		362
Total Revenues	$	1,554	$	3,675	$	8,968	$	11,345

Schedule of deferred revenue roll-forward


Deferred Income	January 1, 2023		FX Rate adj		Additions		HY 2023 Revenue			June 30, 2023		FX Rate adj			Additions		Q3 2023 Revenue			September 30, 2023

Mobility	$	1,775		3		965		(1,051	)		1,692		(26	)		567		(691	)		1,542
Media		1,272		15		2,320		(3,607	)		—		—			—		—			—
Total	$	3,047	$	18	$	3,285	$	(4,658	)	$	1,692	$	(26	)	$	567	$	(691	)	$	1,542

Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Revenue Recognition (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Total Revenue	$ 1,554	$ 3,675	$ 8,968	$ 11,345
Mobility Revenues [Member]
Total Revenue	1,247	2,463	4,519	6,758
Media Revenues [Member]
Total Revenue	241	1,083	3,849	4,225
Other Revenues [Member]
Total Revenue	$ 66	$ 129	$ 600	$ 362

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ 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
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-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 S99
-Paragraph 2
-Subparagraph (SX 210.5-03(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
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-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
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-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
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-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
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-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
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-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
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-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
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-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
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-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479557/942-235-S99-1

+ Details

Segment and geographic information

9 Months Ended

Sep. 30, 2023

Segment And Geographic Information

Segment and geographic information

14. Segment and geographic information

The following table provides information about our segments and a reconciliation of the total segment revenue and cost of revenue to loss from operations.


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Revenue
Mobility		1,247			2,463			4,519			6,758
Media		241			1,083			3,849			4,225
All Other		65			129			600			362
Total Revenue	$	1,554		$	3,675		$	8,968		$	11,345

Cost of revenue
Mobility		(2,657	)		(5,223	)		(14,484	)		(14,879	)
Media		(96	)		(2,690	)		(10,002	)		(13,640	)
All Other		(501	)		(433	)		(2,356	)		(1,432	)
Total Cost of revenue	$	(3,254	)	$	(8,346	)	$	(26,843	)	$	(29,952	)

Reconciling Items:
Impairment of assets		—			(10,390	)		(16,444	)		(10,390	)
General and administrative		(4,814	)		(5,418	)		(16,285	)		(18,402	)
Sales and marketing		(527	)		(1,719	)		(2,690	)		(7,560	)
Research and development		(480	)		(650	)		(2,089	)		(2,033	)
Loss from operations	$	(7,520	)	$	(22,848	)	$	(55,384	)	$	(56,992	)

Revenue by geography is based on where a trip was completed, or media content occurred. The following table sets forth revenue by geographic area for the three and nine months ended September 30, 2023 and 2022.

Schedule of revenue by geographic area
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Revenue
Italy		1,169		3,023		7,066		9,683
United States		385		652		1,902		1,662
Total Revenue	$	1,554		3,675		8,968		11,345

Long-lived assets, net includes property and equipment, intangible assets, goodwill, and other assets. The following table sets forth long-lived assets, net by geographic area as of September 30, 2023 and December 31, 2022.


	September 30,		December 31,
Non-Current Assets	2023		2022
Italy	$	1,363	$	5,575
United States		3,564		23,669
All other countries		475		665
Total Non-Current Assets	$	5,403	$	29,909

Current and Non-current financial liabilities, net (Details 1) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Current And Non-current Financial Liabilities Net
Convertible debts	$ 383	$ 717	$ 2,359	$ 2,911
Secured loan	536	537	1,675	1,510
Unsecured loans	147	228	588	553
Other interest (income) expenses			11
Total Interest expenses, net	$ 1,067	$ 1,482	$ 4,633	$ 4,974

- Definition

Amount of the cost of borrowed funds accounted for as interest expense.

+ References + Details

Property, equipment and vehicle deposits, net (Tables)

9 Months Ended

Sep. 30, 2023

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

Schedule of property, equipment and vehicle deposits, net


	September 30,			December 31,
	2023			2022
Sharing electric vehicles	$	14,850		$	15,128
Of which under finance lease agreements		2,424			3,260
Furniture, fixtures, and equipment		1,571			1,411
Of which under finance lease agreements		177			177
Computers and software		1,045			1,045
Leasehold improvements		1,250			714
Total property and equipment, gross		18,716			18,298
Less: accumulated depreciation		(15,833	)		(12,136	)
Total property and equipment, net	$	2,883		$	6,162
Vehicle deposits		—			3,075
Total property, equipment and vehicle deposits , net	$	2,883		$	9,237

Schedule of consolidated statement of operations


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Cost of revenues	$	974	$	1,354	$	6,673	$	3,293
Of which write-off		23		—		3,055		—
Research & Development		15		9		44	$	18
General & administrative		99	$	107		312	$	328
Total depreciation and loss on disposal expenses	$	1,088	$	1,470	$	7,029	$	3,639

Current and Non-current financial liabilities, net

9 Months Ended

Sep. 30, 2023

Current And Non-current Financial Liabilities Net

Current and Non-current financial liabilities, net

8. Current and Non-current financial liabilities, net

The Company's Financial liabilities consisted of the following:

Schedule of financial liabilities
	Weighted Average Interest Rate			Maturity Date		September 30, 2023		December 31, 2022
Convertible debts, net		15	%		2023/2024		1,911		14,372
Secured loan, net		13	%		2023		14,894		14,224
Unsecured loans, net		8	%		Various		9,768		10,935
Warrants liabilities		N/A			—		31		84
Other financial liabilities		N/A			Various		624		802
Total Financial Liabilities, net							27,228		40,418
*Of which classified as Current Financial Liabilities, net*							*21,938*		*33,244*
*Of which classified as Non-Current Financial Liabilities, net*							*5,290*		*7,174*

The table below shows the amounts recorded as Interest expense, net on the statements of operations for the three and nine months ended on September 30, 2023 and September 30, 2022:

Schedule of interest expense
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Convertible debts	$	383	$	717	$	2,359	$	2,911
Secured loan		536		537		1,675		1,510
Unsecured loans		147		228		588		553
Other interest (income) expenses		—		—		11		—
Total Interest expenses, net	$	1,067	$	1,482	$	4,633	$	4,974

As of September 30, 2023, the Company categorized as convertible debts the following instruments issued to YA II, Ltd. (the “Note Holder”):

a) a convertible promissory note issued on March 8, 2023, under a Standby Equity Purchase Agreement (“January 2023 SEPA”) dated January 24, 2023 (“2023 SEPA March Convertible note”). At inception, the convertible promissory note fair value has been approximated with its principal amount, $4,500 due to the short term, and:

b) a convertible promissory note issued on August 25, 2023, under a Standby Equity Purchase Agreement (“March 2023 SEPA”) dated March 8, 2023 (“2023 SEPA August Convertible note”). At inception, the convertible promissory note fair value has been approximated with its principal amount, $1,200 due to the short term.

2023 SEPA March Convertible Note

The 2023 SEPA March Convertible Note had a principal amount of $4,500 with 10% issuance discount, a maturity date of October 31, 2023, a 5% annual interest rate and a 15% annual default interest rate. The 2023 SEPA March Convertible Note shall be convertible into shares of the Company’s Class A common shares at a fixed conversion price of $25.

The Company has the option to repay the 2023 SEPA March Convertible Note through the following or a combination of the two:

•

repay in cash on or before the maturity date,

•

repay by submitting one or a series of advance notices under the SEPA entered in January 2023, on or before the Maturity date. If any time during while the 2023 SEPA March Convertible Note is outstanding, the Company delivers an advance notice under the January 2023 SEPA, at least one half of the proceeds of any such advance notice shall be used as an advance repayment or for the repayment of other amounts due from the Company to the Holder, unless waived by the Note Holder.

During the nine months ended September 30, 2023, the Company partially repaid in cash the 2023 SEPA March Convertible Note for a cumulative payment of $3,865 (of which $3,681 was principal, and $184 was accumulated interest).

As a result of the above repayments, on September 30, 2023, the Company has $837 as outstanding principal and accumulated interest.

2023 SEPA August Convertible Note

The 2023 SEPA August Convertible Note had a principal amount of $1,200 with 10% issuance discount, a maturity date of January 24, 2024, a 5% annual interest rate and a 15% annual default interest rate. The 2023 SEPA August Convertible Note shall be convertible into shares of the Company’s Class A common shares at a Fixed Conversion Price of $0.25.

The Company has the option to repay the 2023 SEPA August Convertible Note through the same two options available for the 2023 SEPA March Convertible Note.

2022 Convertible debts

As a result of the below conversion and repayments, on September 30, 2023, the Company has no outstanding principal or accumulated interest under the 2022 Convertible Notes .

Repayments

During the nine months ended September 30, 2023, the Company repaid in cash the 2022 Convertible Notes for a cumulative payment of $10,563 (of which $9,250 was principal, $295 was accumulated interest, and $1,018 was redemption premium interest).

Conversion into Class A Common Shares

During the nine months ended September 30, 2023, the Company issued 103,689 Class A Common Shares in satisfaction of conversion requests of $1,296 in principal and interest.

2022 SEPA Convertible Note

During the nine months ended September 30, 2023, the Company completed the repayment of the 2022 SEPA Convertible Note by cash payments amounting to $4,210.

Net Loss Per Share - Dilutive outstanding shares

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Net Loss Per Share - Dilutive outstanding shares

13. Net Loss Per Share - Dilutive outstanding shares

The following potentially dilutive outstanding shares (considering a retroactive application of the conversion ratio) were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period.

Schedule of dilutive outstanding shares
	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
2020 Equity Incentive Plan		141,740		147,097		141,740		147,097
Convertible Notes *		4,887,830		1,492,759		4,887,830		1,492,759
2020 CEO Performance Award – Common Stock Purchase Option		12,000		12,000		12,000		12,000
2021 Omnibus Plan – Common Stock Purchase Option		4,125		6,625		4,125		6,625
Common Stocks to be issued outside equity incentive Plans		4,261,578		1,995		4,261,578		1,995
Common Stock Purchase Warrants		396,052		236,728		396,052		236,728
Total number of Common Shares not included in the EPS Basic and diluted		9,703,325		1,897,204		9,703,325		1,897,204

*	The number of Common Shares presented is based on the principal plus accumulated interests outstanding as of 9.30.2023 divided by the related Floor Prices.

Current and Non-current financial liabilities, net (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2023	Aug. 25, 2023	Mar. 08, 2023
Debt Instrument [Line Items]
Principal amount due to short term		$ 1,200	$ 4,500
Class A Common Shares [Member]
Debt Instrument [Line Items]
Number of shares issued for conversion	103,689
Number of value issued for conversion	$ 1,296
Convertible Debt [Member]
Debt Instrument [Line Items]
Principal amount	837
Convertible Note 2022 [Member]
Debt Instrument [Line Items]
Principal amount	9,250
Cumulative payment	10,563
Accumulated interests	295
Redemption premium interests	1,018
S E P A March Convertible Note [Member]
Debt Instrument [Line Items]
Principal amount	$ 4,500
Issuance discount	10.00%
Maturity date	Oct. 31, 2023
Annual interest rate	5.00%
Annual default interest rate	15.00%
Debt conversion price	$ 25
Cumulative payment	$ 3,865
Principal of convertible note amount	3,681
Accumulated interests	184
S E P A August Convertible Note [Member]
Debt Instrument [Line Items]
Principal amount	$ 1,200
Issuance discount	10.00%
Maturity date	Jan. 24, 2024
Annual interest rate	5.00%
Annual default interest rate	15.00%
Debt conversion price	$ 0.25
S E P A Convertible Note [Member]
Debt Instrument [Line Items]
Cash payments	$ 4,210

Summary of Significant Accounting Policies and Use of Estimates

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies and Use of Estimates

3. Summary of Significant Accounting Policies and Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP generally requires management to make estimates and assumptions that affect the reported amount of certain assets, liabilities, revenues, and expenses, and the related disclosure of contingent assets and liabilities. Specific accounts that require management estimates include determination of fair values of warrant and financial instruments.

Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Recent Accounting Pronouncements Adopted

In June 2016, the FASB issued ASU 2016-13—Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU requires an entity to use a current expected credit loss methodology to measure impairments of certain financial assets and to recognize an allowance for its estimate of lifetime expected credit losses. The main objective of this update is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Effective January 1, 2023, we adopted ASU 2016-13 on a prospective basis. The impact of adoption of this standard on our condensed consolidated financial statements was not material.

Property, equipment and vehicle deposits, net (Details 1) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Total depreciation and loss on disposal expenses	$ 1,088	$ 1,470	$ 7,029	$ 3,639
Cost of Sales [Member]
Total depreciation and loss on disposal expenses	974	1,354	6,673	3,293
Write Off [Member]
Total depreciation and loss on disposal expenses	23		3,055
Research and Development Expense [Member]
Total depreciation and loss on disposal expenses	15	9	44	18
General and Administrative Expense [Member]
Total depreciation and loss on disposal expenses	$ 99	$ 107	$ 312	$ 328

Segment and geographic information (Details 1) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Total revenue	$ 1,554	$ 3,675	$ 8,968	$ 11,345
ITALY
Total revenue	1,169	3,023	7,066	9,683
UNITED STATES
Total revenue	$ 385	$ 652	$ 1,902	$ 1,662

- Definition

+ References

+ Details

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2023	Nov. 14, 2023
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-39136
Entity Registrant Name	micromobility.com, Inc.
Entity Central Index Key	0001788841
Entity Tax Identification Number	84-3015108
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	500 Broome St.
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10013
City Area Code	(917)
Local Phone Number	675-7157
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		285,526,127
Class A Common Stock, $0.00001 par value [Member]
Title of 12(b) Security	Class A Common Stock, $0.00001 par value
Trading Symbol	MCOM
Security Exchange Name	NASDAQ
Redeemable warrants, each warrant exercisable for one share of Class A Common Stock [Member]
Title of 12(b) Security	Redeemable warrants, each warrant exercisable for one share of Class A Common Stock
Trading Symbol	MCOMW
Security Exchange Name	NASDAQ

Current and Non-current financial liabilities, net (Tables)

9 Months Ended

Sep. 30, 2023

Current And Non-current Financial Liabilities Net

Schedule of financial liabilities

Schedule of financial liabilities
	Weighted Average Interest Rate			Maturity Date		September 30, 2023		December 31, 2022
Convertible debts, net		15	%		2023/2024		1,911		14,372
Secured loan, net		13	%		2023		14,894		14,224
Unsecured loans, net		8	%		Various		9,768		10,935
Warrants liabilities		N/A			—		31		84
Other financial liabilities		N/A			Various		624		802
Total Financial Liabilities, net							27,228		40,418
*Of which classified as Current Financial Liabilities, net*							*21,938*		*33,244*
*Of which classified as Non-Current Financial Liabilities, net*							*5,290*		*7,174*

Schedule of interest expense

Schedule of interest expense
	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Convertible debts	$	383	$	717	$	2,359	$	2,911
Secured loan		536		537		1,675		1,510
Unsecured loans		147		228		588		553
Other interest (income) expenses		—		—		11		—
Total Interest expenses, net	$	1,067	$	1,482	$	4,633	$	4,974

Impairment of assets (Details) $ in Thousands	9 Months Ended
Impairment of assets (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 13,826
Intangible assets, net	2,618
Total Impairment of assets	$ 16,444

Share based compensation expenses

9 Months Ended

Sep. 30, 2023

Retirement Benefits [Abstract]

Share based compensation expenses

12. Share based compensation expenses

Stock-based compensation expense is allocated based on (i) the cost center to which the award holder belongs, for employees, and (ii) the service rendered to the Company, for third-party consultants. The following table summarizes total stock-based compensation expense by account for the three and nine months ended September 30, 2023 and 2022.


	Three Months Ended September 30,					Nine Months Ended September 30,
	2023			2022		2023		2022
Cost of revenue		(3	)		2		0		14
Research and development		7			35		31		133
Sales and marketing		6			110		31		281
SEPA financial expenses		—			—		186		—
General and administrative		(47	)		610		348		2,277
Total Share based compensation expenses, net		(37	)		757		596		2,705
*Of which related to shares not issued for services* *rendered during the period, accrued as Account payables*		233			34		251		34

2023 Omnibus Incentive Plan

The Company adopted the 2023 Omnibus Incentive Plan (the “2023 Plan”) under which the Company may issue equity incentives to selected employees, officers, and director of the Company. The 2023 Plan permits the grant of Incentive Stock Options, Non-statutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Rights, Performance Units and Performance Shares.

Under the 2023 Plan, stock options are to be granted at a price that is not less than 100% of the fair value of the underlying common stock at the date of grant. Awards for employee vest 25% on the first anniversary of the date of grant and ratably each month over the ensuing 36-month period. Awards for independent board members vest ratably each quarter over the ensuing 4-quarter period. The maximum term for stock options granted under the 2023 Plan might not exceed ten years from the date of grant.

Upon original approval, the Company reserved 1,200,000 shares of the Company’s Class A common stock for issuance under the 2023 Plan, no equity incentives have been issued as of September 30, 2023, under the 2023 Plan.

Subsequent Events

9 Months Ended

Sep. 30, 2023

Subsequent Events [Abstract]

Subsequent Events

16. Subsequent Events

Nasdaq delisting letters

On October 31, 2023, the Company received an additional written notice of determination of delisting (the “Notice”) from the Staff notifying the Company that, based on the market value of the Company’s class A common stock, par value $0.00001 per share (the “Common Stock”), the Company did not comply with the market value of listed securities requirement for continued listing on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(1) (the “Rule”). The Rule requires listed securities to maintain a market value of listed securities of not less than $35 million (the “Market Value of Listed Securities Requirement”), and Nasdaq Listing Rule 5810(c)(3)(C) provides that a failure to meet the Market Value of Listed Securities Requirement exists if the deficiency continues for a period of 30 consecutive trading days. The Notice stated that the Company’s failure to satisfy the Market Value of Listed Securities Requirement served as an additional basis for delisting the Company’s listed securities.

On November 6, 2023, the Company received an additional written notice of determination of delisting from the Staff notifying the Company that, based on the composition of its board of directors, the Company did not comply with the audit committee requirement for continued listing on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5605(c)(2) (the “Board Rule”). The Board Rule requires a listed company to maintain an audit committee of the board of directors that is comprised of at least three independent directors, as defined in Nasdaq Listing Rule 5605(a)(2) (together with the Board Rule, the "Board Independence Rule"). This notice stated that the Company’s failure to satisfy the Board Independence Rule serves as an additional basis for delisting the Company’s listed securities. The Company provided a response to Nasdaq on November 7, 2023.

On November 9, 2023, the Company received a determination from the Nasdaq Stock Market granting the Company’s request for the continued listing of its common stock on Nasdaq, subject to the Company evidencing compliance with all applicable criteria for initial listing on The Nasdaq Capital Market, and certain other interim conditions. The Company is diligently working to timely evidence compliance with the terms of the Panel’s decision, and to that effect on November 13, 2023, the Company received shareholder approval for the implementation of a reverse stock split (effective December 4, 2023) and satisfaction of Nasdaq continued listing rules including the bid price, and market value of listed securities rules by December 29, 2023. Additionally, the Company is working to satisfy audit committee rule by December 1, 2023, pursuant to the Panel’s decision. Further, the Panel also advised it reserves the right to reconsider the terms of the foregoing based on any event, condition or circumstance that exists or develops that would, in the opinion of the Panel, make continued listing of the Company’s securities on the Nasdaq Capital Market inadvisable or unwarranted.

Shareholder Meeting

On November 13, 2023, the Company’s shareholders approved: (i) a 1:150 reverse split of the Company’s Common Stock, effective December 4, 2023 and (ii) an increase in the authorized shares of the Company’s Common Stock from 300,000,000 to 1,000,000,000, effective on that day

2023 SEPA Convertible Notes repayment

From October 1, 2023, to date, the Company delivered Advance Notices under the March 2023 SEPA, for the sale of 59,800,000 Class A Common Shares, resulting in cumulative gross proceeds of $2,480 of which $1,240 was used for repaying 2023 SEPA Convertible Notes.

2023 SEPA October Convertible Note

On October 26, 2023, the Company issued a convertible promissory note, under the March 2023 SEPA. The Note had a principal amount of $1,500 with 15% issuance discount, a maturity date of February 29, 2024, a 5% annual interest rate and a 15% annual default interest rate. The Note shall be convertible into shares of the Company’s Class A common shares at a fixed conversion price of $0.25.

The Company has the option to repay convertible promissory note the through the same two options available for the 2023 SEPA March and August Convertible Notes.

2023 SEPA November Convertible Note

On November 13, 2023, the Company issued a convertible promissory note, under the March 2023 SEPA. The Note had a principal amount of $4,000 with 15% issuance discount, a maturity date of March 31, 2024, a 5% annual interest rate and a 15% annual default interest rate. The Note shall be convertible into shares of the Company’s Class A common shares at a fixed conversion price of $0.25.

The Company has the option to repay the convertible promissory note sthrough the same two options available for the 2023 SEPA March and August Convertible Notes.

Accrued expenses and other current liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Legal contingencies – refer to Note 10 Commitments and Contingencies	$ 1,994	$ 2,710
Payroll liabilities	2,612	2,693
Accrued expenses	2,285	2,369
Sales tax payables	440	1,113
Total accrued expenses and other current liabilities	$ 7,331	$ 8,885

Standby Equity Purchase Agreements (Details Narrative) - USD ($) $ in Thousands			9 Months Ended
	Mar. 08, 2023	Jan. 24, 2023	Sep. 30, 2023
Option One Market Price [Member]
Offsetting Assets [Line Items]
Weighted average price percentage	95.00%
Option Two Market Price [Member]
Offsetting Assets [Line Items]
Weighted average price percentage	92.00%
January 2023 SEPA [Member]
Offsetting Assets [Line Items]
Obligation amount		$ 20,000
Commitment fees			$ 592
Legal fees			$ 592
Sale of stock shares			35,661,584
Gross proceeds			$ 19,628
Cumulative remained amount			$ 372
March 2023 SEPA [Member]
Offsetting Assets [Line Items]
Obligation amount	$ 50,000
Commitment fees	750
Legal fees	$ 269
Sale of stock shares			184,800,000
Gross proceeds			$ 14,200
Cumulative remained amount			$ 35,800

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Revenue	$ 1,554	$ 3,675	$ 8,968	$ 11,345
Operating expenses:
Cost of revenue	3,254	8,346	26,843	29,952
General and administrative	4,814	5,418	16,285	18,402
Sales and marketing	527	1,719	2,690	7,560
Research and development	480	650	2,089	2,033
Impairment of assets		10,390	16,444	10,390
Total operating expenses	9,074	26,523	64,352	68,337
Loss from operations	(7,520)	(22,848)	(55,384)	(56,992)
Non-operating income (expenses), net
Interest expense, net	(1,067)	(1,482)	(4,633)	(4,974)
Gain (loss) on extinguishment of financial debts			431	(2,065)
Change in fair value of warrant liabilities	(4)	63	53	1,449
SEPA financial expenses, net	(1,137)		(3,840)
Other income (expenses), net	262	(289)	171	(1,100)
Total non-operating income (expenses), net	(1,946)	(1,708)	(7,818)	(6,690)
Income Taxes	(10)	(6)	(48)	(18)
Net loss	(9,477)	(24,562)	(63,249)	(63,700)
Other comprehensive (loss) income, net of tax:
Changes in foreign currency translation adjustments	908	(554)	1,659	(1,083)
Net loss and comprehensive income	$ (8,569)	$ (25,116)	$ (61,590)	$ (64,783)