BHILW Benson Hill Inc (PK)

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Benson Hill is a seed innovation company that unlocks nature’s genetic diversity in soy quality traits through a combination of its proprietary genetics, its AI-driven CropOS® technology platform, and its Crop Accelerator. Benson Hill collaborates with strategic partners to create value throughout the agribusiness supply chain to meet the demand for better feed, food, and fuel. We are headquartered in St. Louis, Missouri, where most of our research and development activities are managed. In February 2024, as part of our acceleration to an asset-light business model, we divested our soy crushing and food-grade white flake and soy flour manufacturing operation in Creston, Iowa, which followed the October 2023 divestiture of our soy crushing facility in Seymour, Indiana. We continue to process dry peas in North Dakota through our Dakota Ingredients facility, and we sell our products throughout North America, in Europe and in several countries globally.

Moving to an asset-light business model enables Benson Hill to focus on our research and development competitive advantage. We plan to participate across the value chain with partnerships that are more efficient to scale acreage, require less operating expense and are more capital efficient. This model will continue to enable us to solve end user challenges with seed innovation. As we analyze the asset-light business model across the value chain, there are three opportunities to monetize Benson Hill’s technology. First, licensing our germplasm to seed companies. Second, direct seed sales to farmers. And third, through technology access fees and value-based royalties from seed companies, processors and end users.

Our commitment to environmental and social issues impacting our planet and our purpose-driven culture are fundamental to our ability to achieve our mission. Environmental, Social and Governance principles help guide our thinking and approach throughout the development and commercialization of our products, and our innovative culture is rooted in our Core Values of Be Bold, Be Inspired, and Be Real. We believe our technology platform, asset-light model, and purpose-driven culture will help bridge the divide between evolving preferences and quality traits already present within the genetic diversity of plants. We see nature as our partner; technology as our enabler; and innovators like us, like-minded stakeholders, stockholders and partners as the catalysts to activate the change needed.

Liquidity and Going Concern

The accompanying consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) for financial reporting and Securities and Exchange Commission (“SEC”) regulations.

For the three and six months ended June 30, 2024, the Company incurred a net loss from continuing operations, net of income taxes of $17,983 and $44,297, respectively, and for the six months ended June 30, 2024, the Company had negative cash flows from operating activities of $26,461 and capital expenditures were minimal. As of June 30, 2024, we had cash and marketable securities of $29,519. Furthermore, as of June 30, 2024, the Company had an accumulated deficit of $564,769 and term debt and notes payable of $16,136, which are subject to repayment terms and covenants further described in Note 8, Debt in this report. These factors, coupled with working capital needs and expected capital expenditures indicated that, without further action, our forecasted cash flows would not be sufficient for us to meet our contractual commitments and obligations as they came due in the ordinary course of business for 12 months after the date the consolidated financial statements are issued. Therefore, there is substantial doubt about our ability to continue as a going concern within one year after the date the financial statements are issued. The accompanying financial statements have been prepared on a basis that assumes that the Company will continue as a going concern, and do not include any adjustments that may result from the outcome of this uncertainty. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of the Company’s liabilities and commitments in the normal course of business and does not include any adjustments to reflect the possible future effects of the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

On February 13, 2024, we completed the sale of our soy crushing facility in Creston, Iowa, and used the proceeds to fully retire the Convertible Notes Payable. We paid an aggregate amount of $58,964, in full payment of our outstanding obligations under the Convertible Notes Payable. Refer to Note 8, Debt in this report for further details. Since our inception, we have incurred significant losses primarily to fund investment into technology and costs associated with early-stage commercialization of our products. In order to generate sufficient cash to offset the costs of funding continued investment in technology and to fund operations more broadly, we will be required to raise additional capital and identify additional sources of revenue, including from collaborative arrangements or joint operating activities, partnerships and licensing opportunities.

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We have taken steps to mitigate the substantial doubt noted above. As mentioned above, during the first quarter of 2024, we sold our soybean processing facilities located in Creston, Iowa and utilized proceeds from the sales, in combination with restricted cash, to fully retire our obligations under the Convertible Notes Payable. We are decreasing cash required for our operations by reducing operating costs and reducing staff levels. We incurred severance costs of $104 and $1,755, respectively, for the three and six months ended June 30, 2024, included within selling, general and administrative expenses and net income from discontinued operations, net of income taxes, on our consolidated statements of operations. On May 7, 2024, the Company’s indirect wholly-owned subsidiary Dakota Dry Bean Inc. (“DDB”) amended and restated its credit facility, including to increase its term loan to $15.8 million and to extend the maturity date to April 2029. Refer to Note 8, Debt in this report for further details. In addition, we are working to manage our current liabilities while we continue to make changes in operations to improve our cash flow and liquidity position. Our liquidity plans and operating budget include further actions aimed at improving operating efficiencies by reducing certain operating costs, restructuring certain parts of our organization, exploring strategic alternatives, divesting our assets, supplementing cash needs by selling additional shares of our common stock or securities convertible into common stock to the public through our shelf registration statement, or otherwise, or obtaining alternative forms of financing which may or may not be dilutive. There are no guarantees that we will achieve any of these plans, which involve risks and uncertainties, or that our achievement of any of these plans will sufficiently address our substantial doubt about our ability to continue as a going concern.

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial reporting and SEC regulations. The unaudited condensed consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. As further discussed in the Reverse Stock Split section below, all per share amounts and common shares amounts have been adjusted on a retroactive basis to reflect the Reverse Stock Split (as defined below). Results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year ended December 31, 2024. A description of our significant accounting policies is included in the notes to our audited consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2023. These unaudited condensed consolidated financial statements should be read in conjunction with the December 31, 2023 audited consolidated financial statements and the notes thereto.

Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and an Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”).

Certain prior period balances have been reclassified to conform to the current period presentation in the unaudited condensed consolidated financial statements and the accompanying notes. All dollar amounts, share units and commodity quantities are in thousands, except per share amounts, unless otherwise noted. This includes reporting financial results for former Fresh Segment and Seymour, Indiana and Creston, Iowa processing facilities as discontinued operations (See Note 3, Discontinued Operations) for all periods presented.

Reverse Stock Split

On July 18, 2024, following approval by the Company’s stockholders, the Company effected a 1-for-35 reverse stock split of the issued and outstanding shares of the Company’s common stock (the “Reverse Stock Split”). The common stock began trading on the New York Stock Exchange on a post-split basis on July 19, 2024. Following the Reverse Stock Split, the number of authorized shares of common stock remained at 440,000 and the number of authorized shares of preferred stock remained at 1,000. On a retroactive basis, the Reverse Stock Split reduced the total number of issued and outstanding shares of common stock from 212,966 to 6,085 as of June 30, 2024. On a retroactive basis, the Reverse Stock Split reduced the total number of issued and outstanding shares of common stock from 208,395 to 5,954 as of December 31, 2023. The par value per share of common stock remained at $0.0001.

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The Company’s stockholders’ equity, in the aggregate, remained unchanged following the Reverse Stock Split. Per share net loss increased because there were fewer shares of common stock outstanding. There were no other accounting consequences, including changes to the amount of stock-based compensation expense to be recognized in any period, that arose as a result of the Reverse Stock Split. No fractional shares were issued in connection with the Reverse Stock Split. Instead, holders of the common stock holding fractional shares were entitled to receive, in lieu of such fractional shares, a cash payment in an amount determined based on the closing price of the Company’s common stock on the effective date of the Reverse Stock Split. The cash payments were immaterial to the Company’s consolidated financial statements. The Reverse Stock Split impacted all stockholders uniformly and did not affect any stockholder’s percentage of ownership or proportionate voting power other than very minor impacts from the treatment of fractional shares.

Emerging Growth Company Status

We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act and have elected to take advantage of the benefits of the extended transition period for new or revised financial accounting standards. We expect to remain an emerging growth company at least through December 31, 2024 and expect to continue to take advantage of the benefits of the extended transition period, although we may decide to early adopt such new or revised accounting standards to the extent permitted by such standards. We expect to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and non-public companies until the earlier of the date we (i) are no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”). This may make it difficult or impossible to compare our financial results with the financial results of another public company that is either not an emerging growth company or is an emerging growth company that has chosen not to take advantage of the extended transition period exemptions because of the potential differences in accounting standards used.

In addition, we intend to rely on the other exemptions and reduced reporting requirements provided by the JOBS Act. Subject to certain conditions set forth in the JOBS Act, if, as an emerging growth company, we intend to rely on such exemptions, we are not required to, among other things: (a) provide an auditor’s attestation report on our system of internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act; (b) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank Wall Street Reform and Consumer Protection Act; (c) comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements (auditor discussion and analysis); and (d) disclose certain executive compensation-related items such as the correlation between executive compensation and performance and comparisons of the Chief Executive Officer’s compensation to median employee compensation.

We will remain an emerging growth company under the JOBS Act until the earliest of (a) December 31, 2026, (b) the last date of our fiscal year in which we have total annual gross revenue of at least $1.235 billion, (c) the date on which we are deemed to be a “large accelerated filer” under the SEC rules with at least $700.0 million of outstanding securities held by non-affiliates or (d) the date on which we have issued more than $1.0 billion in non-convertible debt securities during the previous three years.

Use of Estimates

The preparation of our condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Significant management estimates include those with respect to allowance for doubtful accounts, reserves for inventory obsolescence, the recoverability of long-lived assets, intangibles and goodwill and the estimated value of our warrant liabilities and conversion option liabilities.

Cash, Cash Equivalents and Restricted Cash

We consider all short-term, highly liquid investments with maturities of 90 days or less at the acquisition date to be cash equivalents. Restricted cash primarily represents cash proceeds from the sale of certain assets pursuant to the covenants with a lender. Restricted cash is classified as non-current if we expect that the cash will remain restricted for a period greater than one year.

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The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets, inclusive of $— and $8,483 of cash and cash equivalents reported within current assets of discontinued operations as of June 30, 2024 and June 30, 2023 to the amounts shown in the condensed consolidated statements of cash flows.

			June 30, 2024						June 30, 2023
Cash and cash equivalents			$	9,272					$	9,051
Restricted cash, current			—						19,840
Cash and cash equivalents reported in current assets of discontinued operations			—						8,483
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows			$	9,272					$	37,374

Goodwill and Intangible Assets

Goodwill, arising from a business combination as the excess of purchase price and related costs over the fair value of identifiable assets acquired and liabilities assumed is not amortized and is subject to an annual impairment test as of December 1, unless events indicate an interim test is required. In performing this impairment test, management will first qualitatively assess indicators of a reporting unit’s fair value. If, after completing the qualitative assessment, management believes it is likely that a reporting unit is impaired, a discounted cash flow analysis is prepared to estimate the fair value of the reporting unit.

Critical estimates in the determination of the fair value of each reporting unit include, but are not limited to, future expected cash flows based on estimates of future sales volumes, sales prices, production costs, and discount rates. These estimates generally constitute unobservable Level 3 inputs under the fair value hierarchy. An adjustment to goodwill will be recorded for any goodwill that is determined to be impaired.

Impairment of goodwill is measured as the excess of the carrying amount of goodwill over the fair value of the reporting unit. During the second quarter of 2023, we identified an indicator of impairment and determined it was no longer more likely than not that the fair value of our sole reporting unit was in excess of the carrying value. We performed an impairment analysis for the Ingredients reporting unit as of June 30, 2023, using a discounted cash flow model (a form of the income approach), utilizing Level 3 unobservable inputs. Our estimates in this analysis included, but were not limited to, future cash flow projections, the weighted average cost of capital, the terminal growth rate, and the tax rate. The impairment charge reflects an ongoing assessment of current market conditions and potential strategic investments to continue commercializing our proprietary products and pursue other strategic investments in the industry. As a result, a quantitative goodwill and separately identifiable intangible asset impairment assessment was performed as of June 30, 2023, and we recorded an impairment of the carrying value of goodwill of $9,260 in continuing operations and $9,966 in discontinued operations, which represented the entire goodwill balance prior to the impairment charge. The goodwill impairment charge had an immaterial impact on the provision for income taxes.

Intangible assets consist primarily of customer relationships, trade names, employment agreements, technology licenses, and developed or acquired technology. Intangible assets are valued based on the income approach, which utilizes discounted cash flows, or cost buildup. These estimates generally constitute Level 3 inputs under the fair value hierarchy.

In conjunction with business acquisitions, we obtain trade names and permits, enter into employment agreements, and gain access to the developed technology, distribution channels and customer relationships of the acquired companies. Trade names and permits are amortized over their estimated useful life, which is generally 10 years. The developed and acquired technology is amortized over its estimated useful life of 13 years. Customer relationships are expected to provide economic benefits to the Company over the amortization period of 15 years and are amortized on a straight-line basis. The amortization period of customer relationships represents management’s best estimate of the expected usage or consumption of the economic benefits of the acquired assets, which is based on our historical experience of customer attrition rates.

Definite lived intangible assets are reviewed for impairment, at the asset group level, whenever, in management’s judgment, impairment indicators are present. At a minimum, we assess all definite lived intangible assets annually for indicators of impairment. When indicators of impairment are present, such an assessment involves estimating undiscounted cash flows over the remaining useful life of the intangible. If the review indicates that undiscounted cash flows are less than the carrying value

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of the intangible asset, the asset group is written down to fair value, and any impairment is assigned to the assets in the asset group in accordance with the applicable guidance, and a corresponding impairment is recognized in our consolidated statements of operations and comprehensive loss.

For the quarter ended June 30, 2024, we determined there was no impairment of our intangible assets. However, we are currently exploring a broad strategic review of our business which could result in us being unable to recover all or a portion of the carrying value of our intangible assets. The amount and timing of any impairment charge would depend on a number of factors including the structure, timing, and scope of any assets disposed in any future transactions.

Impairment of Long-lived Assets

We review long-lived assets, including lease right-of-use assets, for impairment whenever events or changes in circumstances indicate that an asset group’s carrying amount may not be recoverable. We conduct our long-lived asset impairment analysis in accordance with ASC 360-10, Impairment or Disposal of Long-Lived Assets, which requires us to group assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluate the asset group against the sum of the undiscounted future cash flows. If the undiscounted cash flows do not indicate the carrying amount of the asset group is recoverable, an impairment charge is measured as the amount by which the carrying amount of the asset group exceeds its fair value. We conducted a review of our long-lived assets as of June 30, 2024 and determined that the carrying value of our assets is recoverable and no impairment charge was necessary. We are currently executing a transition of our business model which could further result in us being unable to recover all or a portion of the remaining carrying value of our long-lived assets.

Stock Award Modifications

In June 2023, the Company announced that the former Chief Executive Officer (CEO) agreed to resign from the Company effective June 15, 2023, and entered into a consulting agreement to provide transition support through June 15, 2024. In connection with the separation, the Company modified the terms of its former CEO’s outstanding stock awards to (1) continue vesting over the consulting period through June 15, 2024 if continuous service is achieved with the Company; (2) extend the period during which the vested stock options may be exercised for a period of 90 days following the termination of consultancy, if continuous service is achieved with the Company; and (3) extend the period in which performance-based vesting conditions for restricted stock units may be achieved through June 15, 2024, if continuous service is achieved with the Company. As a result of the stock award modifications, the Company recorded a $6.2 million decrease to stock-based compensation expense for the three and six months ended June 30, 2023.

Recently Issued Accounting Guidance Not Yet Effective

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”). The standard requires all entities to disclose specific categories in the rate reconciliation, income taxes paid, and other income tax information. For public business entities, the amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024. Early adoption is permitted. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 requires public entities, including those entities with a single reportable segment, to provide disclosures of significant segment expenses and other segment items. The public entities are permitted to disclose multiple measures of a segment’s profit or loss used by the chief operating decision-maker to allocate resources and assess performance, as long as at least one measure that is most consistent with our consolidated financial statements is included. The guidance is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. The guidance is applied retrospectively to all periods presented in financial statements, unless it is impracticable. Early adoption is permitted. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements.

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Sale of Seymour, Indiana and Creston, Iowa Facilities

On October 31, 2023, the Company sold our soybean processing facility located in Seymour, Indiana, together with certain related assets, for approximately $35,397 of total gross proceeds, subject to certain adjustments, including an adjustment for inventory and other working capital (the “Seymour Sale”). Upon closing the Seymour Sale, we recorded a gain on the sale of $18,970 for the year ended December 31, 2023.

On February 13, 2024, we sold all of our interests in a wholly-owned subsidiary, Benson Hill Ingredients, LLC (“Ingredients”), which owns and operates a soybean processing facility in Creston, Iowa, to White River Creston, LLC (the “Purchaser”) for $52,500, plus a working capital adjustment estimated to be $19,671 (the “Purchase Price”), subject to certain deferred payments, holdbacks and other adjustments as defined in the Membership Interest Purchase Agreement (the “MIPA”) (the “Creston Sale”). Upon closing the Creston Sale, we recorded a gain on the sale of $2,844 for the three and six months ended June 30, 2024.

Upon closing the Creston Sale, $3,413 of the Purchase Price (the “Holdback”) and $4,950 of the Purchase Price (the “Carryback”) was held back by the Purchaser. The Holdback may be used by the Purchaser to satisfy certain Adverse Consequences (as defined in the MIPA) subject to the indemnification provisions, and for the Purchaser’s recovery with respect to certain Facility KPIs (as defined in the MIPA). The Holdback, less any amounts due to the Purchaser under the MIPA terms, shall be paid to the Seller within five days following the twelve-month anniversary of the closing. The Carryback will be paid by the Purchaser to the Seller pursuant to the terms of a promissory note executed by the Purchaser, and guaranteed by Ingredients, on February 13, 2024 (the “Promissory Note”). Under the Promissory Note, and subject to its terms and conditions, the Carryback will be paid in four equal installments on November 24, 2024, February 25, 2025, May 25, 2025, and August 25, 2025, together with all unpaid accrued interest on the outstanding principal amount on each such date. Subject to the terms and conditions of the Promissory Note, interest will accrue on the outstanding and unpaid principal amount thereunder at a fixed rate equal to 8.00% per annum. The Promissory Note may be partially or fully prepaid at any time without penalty.

The Company entered into a Transition Services Agreement (“TSA”) with the Purchaser, which is designed to ensure and facilitate an orderly transfer of operations. The TSA terms are four to six months with the option to extend for additional months. TSA income is recognized as services are performed.

The Creston Sale and the Seymour Sale (collectively, the “Transactions”) were separately marketed, negotiated, executed, and closed, and neither of the Transactions was conditioned upon the other. The Transactions were executed to leverage the Company’s core competencies as a technology-enabled seed innovation company as the Company transitions from a vertically integrated business model to an asset-light business model with an expanded focus on animal feed markets. Exiting the soybean processing business is intended to strengthen the Company’s balance sheet as the Company seeks to continue to commercialize our core business and intellectual property assets through partnerships and licensing arrangements to scale the Company’s product innovations. In accordance with ASC 205-20, Discontinued Operations, the Creston Sale was a strategic shift as the Company exited the ownership and operation of soybean processing assets. Therefore, the Transactions collectively met the criteria for transactions required to be accounted for as discontinued operations.

Divestiture of J&J Produce, Inc. (“J&J”)

On December 29, 2022, we entered into a Stock Purchase Agreement (the “Stock Sale”) to sell J&J and all of the outstanding equity securities of J&J’s subsidiaries for aggregate cash consideration of $3,000, subject to certain adjustments. In connection with the Stock Purchase Agreement, on December 29, 2022, J&J entered into a Purchase and Sale Agreement, pursuant to which J&J sold certain real and personal property comprising an agricultural production and processing facility located in Vero Beach, Florida, for an aggregate purchase price of $18,000, subject to certain adjustments. Certain property was leased back to J&J pursuant to a separate agricultural and facility lease for a short period of time. On June 30, 2023, we closed the Stock Sale. As of June 30, 2024, the carrying value of assets and liabilities in discontinued operations approximated their fair value due to their short maturities. J&J was the main component of our former Fresh segment. In accordance with ASC 205-20, Discontinued Operations, our strategic shift to exit the former Fresh segment met the criteria to be classified as businesses held for sale and presented as a discontinued operation. J&J had assets of $375 and $601 and liabilities of $664 and $559 as of June 30, 2024 and December 31, 2023, respectively. J&J had net income of $149 and net loss of $264 with no revenues for the

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three and six months ended June 30, 2024. J&J had revenues of $9,902, cost of sales of $15,398, operating expenses of $1,883 and net loss of $7,726 for the three months ended June 30, 2023. J&J had revenues of $32,237, cost of sales of $34,131, operating expenses of $3,337 and net loss of $5,935 for the six months ended June 30, 2023.

We reclassified the combined results of discontinued operations in our condensed consolidated statements of operations for all periods presented. The carrying amounts of the assets and liabilities of the discontinued operations were as follows:

			June 30, 2024						December 31, 2023
Assets
Current assets:
Cash and cash equivalents			$	—					$	7,147
Accounts receivable, net			4,985						26,412
Inventories, net			—						10,640
Prepaid expenses and other assets			924						6,468
Property and equipment, net			—						52,510
Total assets from discontinued operations			$	5,909					$	103,177
Liabilities
Current liabilities:
Accounts payable			$	79					$	12,741
Operating lease liabilities			—						2,851
Accrued expenses and other liabilities			1,042						3,210
Total liabilities from discontinued operations			$	1,121					$	18,802

The operating results of the discontinued operations, net of tax, were as follows:

			Three Months Ended June 30,												Six Months Ended June 30,
			2024						2023						2024						2023
Revenues			$	170					$	95,456					$	31,060					$	203,767
Cost of sales			171						99,254						27,278						199,083
Research and development			—						—						17						—
Selling, general and administrative expenses			1,775						6,225						3,414						10,619
(Gain) loss on divestiture of discontinued operations			—						172						(2,844)						172
Impairment of goodwill			—						9,966						—						9,966
Interest (income) expense, net			(59)						7						(86)						14
Other expense (income), net			—						168						(33)						518
Net (loss) income from discontinued operations, before income taxes			(1,717)						(20,336)						3,314						(16,605)
Income tax expense			—						—						—						—
Net (loss) income from discontinued operations, net of income taxes			$	(1,717)					$	(20,336)					$	3,314					$	(16,605)

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Depreciation, amortization and significant operating and investing items in the condensed consolidated statements of cash flows for the discontinued operations are as follows:

			Six Months Ended June 30,
			2024						2023
Operating activities
Depreciation and amortization			$	387					$	3,593
Bad debt expense			1,075						(137)
Impairment			—						9,966
Net gain on divestiture of discontinued operations			(2,844)						172
Investing activities
Payments for acquisitions of property and equipment			(130)						(643)
Net proceeds from divestiture			57,713						1,928

Assets and liabilities recorded at fair value on a recurring basis on the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows:

Level 1 — Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

Level 2 — Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Our financial instruments consist of cash and cash equivalents, marketable securities, accounts receivable, commodity derivatives, commodity contracts, accounts payable, accrued liabilities, warrant liabilities, conversion option liabilities, and notes payable. As of June 30, 2024 and December 31, 2023, we had cash and cash equivalents of $9,272 and $8,934, respectively, which include money market funds with maturities of less than three months. At June 30, 2024 and December 31, 2023, the carrying values of cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximated fair value due to their short maturities.

The following tables provide the financial instruments measured at fair value on a recurring basis based on the fair value hierarchy:

			June 30, 2024
			Level 1						Level 2						Level 3						Total
Assets
U.S. treasury securities			$	4,655					$	—					$	—					$	4,655
Corporate bonds			$	—					$	12,519					$	—					$	12,519
Preferred stock			—						3,073						—						3,073
Marketable securities			$	4,655					$	15,592					$	—					$	20,247
Liabilities
Warrant liabilities			$	176					$	11					$	719					$	906
Total liabilities			$	176					$	11					$	719					$	906

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			December 31, 2023
			Level 1						Level 2						Level 3						Total
Assets
U.S. treasury securities			$	67					$	—					$	—					$	67
Corporate bonds			—						25,378						—						25,378
Preferred stock			—						7,407						—						7,407
Marketable securities			$	67					$	32,785					$	—					$	32,852
Liabilities
Warrant liabilities			$	201					$	30					$	955					$	1,186
Conversion option liabilities			—						—						5						5
Total liabilities			$	201					$	30					$	960					$	1,191

Public Warrant liabilities of $30 were transferred from Level 1 to Level 2 in 2023. Our Public Warrants were traded on the NYSE under the symbol “BHIL WS.” and considered Level 1 liabilities through December 18, 2023. On December 18, 2023, we received notice from the NYSE that it had determined to commence proceedings to delist the Company’s Public Warrants. On December 19, 2023, the NYSE suspended trading in the warrants. As of December 31, 2023, Public Warrants are available for trading over-the-counter under the symbol “BHILW” and are considered Level 2 liabilities. There were no other transfers of financial assets or liabilities into or out of Level 1, Level 2, or Level 3 for 2024 or 2023.

All of our derivative contracts are centrally cleared and therefore are cash-settled on a daily basis. This results in the derivative contracts having a fair value that approximates zero on a daily basis. Therefore, there are no derivative assets or liabilities included in the table above. Refer to Note 6, Derivatives in this report for further discussion.

The warrant liabilities consist of PIPE Investment Warrants, Convertible Notes Payable Warrants, Notes Payable Warrants, Private Placement Warrants, and Public Warrants. History, fair value hierarchy, valuation techniques and inputs of those warrants are more fully described in Note 5, Fair Value Measurements and Note 15, Warrant Liabilities, to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2023. Pursuant to the Fourth Amendment to the Convertible Loan and Security Agreement entered into with the lender in October 2023, Convertible Notes Payable Warrants must be repriced based on the trailing 5-day VWAP immediately prior to the date of the Fourth Amendment. These warrant liabilities are valued based on Black-Scholes option pricing model.

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The significant inputs to the valuation of Level 3 warrant and conversion option liabilities, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, as of June 30, 2024 were as follows:

			PIPE Investment Warrants						Private Placement Warrants						Convertible Notes Payable Warrants
Exercise Price			$	136.50					$	402.50					$	6.65
Stock Price			$	5.25					$	5.25					$	5.25
Volatility			116.7		%				119.0		%				115.0		%
Remaining term in years			2.74						2.25						2.50
Risk-free rate			4.6		%				4.1		%				4.62%
Dividend yield			—		%				—		%				—		%

The significant inputs to the valuation of Level 3 warrant and conversion option liabilities, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, as of December 31, 2023 were as follows:

			PIPE Investment Warrants						Private Placement Warrants						Convertible Notes Payable Warrants						Conversion Option Liabilities
Exercise Price			$	136.50					$	402.50					$	6.65					$	86.45
Stock Price			$	5.95					$	5.95					$	5.95					$	5.95
Volatility			113.0		%				119.0		%				112.5		%				97.6		%
Remaining term in years			3.24						2.75						3.00						1.00
Risk-free rate			4.0		%				4.1		%				4.0		%				4.8		%
Dividend yield			—		%				—		%				—		%				—		%

The following table summarizes the change in the warrant and conversion option liabilities categorized as Level 3 for the three and six months ended June 30, 2024 and 2023:

			Three Months Ended June 30, 2024						Six Months Ended June 30, 2024
Balance, beginning of period			$	1,152					$	960
Changes in estimated fair value			(433)						(241)
Ending balance, June 30, 2024			$	719					$	719

			Three Months Ended June 30, 2023						Six Months Ended June 30, 2023
Balance, beginning of period			$	8,471					$	26,907
Changes in estimated fair value			1,835						(16,601)
Ending balance, June 30, 2023			$	10,306					$	10,306

Fair Value of Long-Term Debt

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We have invested in marketable debt securities, primarily investment-grade corporate bonds, preferred stock, and highly liquid U.S Treasury securities, which are held in the custody of a major financial institution. These securities are classified as available-for-sale and, accordingly, the unrealized gains and losses are recorded through other comprehensive income and loss. Marketable securities classified as available-for-sale securities are summarized below:

			June 30, 2024
			Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses						Fair Value
U.S. treasury securities			$	4,823					$	—					$	(1)					$	4,822
Corporate bonds			12,583						1						(213)						12,371
Preferred stock			3,142						—						(88)						3,054
Total Investments			$	20,548					$	1					$	(302)					$	20,247

			December 31, 2023
			Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses						Fair Value
U.S. treasury securities			$	458					$	—					$	—					$	458
Corporate bonds			26,040						8						(1,015)						25,033
Preferred stock			7,839						—						(478)						7,361
Total Investments			$	34,337					$	8					$	(1,493)					$	32,852

The aggregate fair value of investments with unrealized losses that had been owned for less than a year was $14,050 and $6,887 as of June 30, 2024 and December 31, 2023, respectively. The aggregate fair value of investments with unrealized losses that had been owned for more than one year was $6,092 and $21,543 as of June 30, 2024 and December 31, 2023, respectively.

Available-for-sale investments outstanding as of June 30, 2024, classified as marketable securities in our condensed consolidated balance sheets, have maturity dates ranging from the third quarter of 2024 through the fourth quarter of 2026. The fair value of marketable securities as of June 30, 2024 with maturities within one year and one to five years is $13,956 and $6,291, respectively. We classify available-for-sale investments as current based on the nature of the investments and their availability to provide cash for use in current operations, if needed.

Corporate Risk Management Activities

We use exchange-traded futures to manage price risk of fluctuating Chicago Board of Trade prices related to forecasted purchases and sales of soybeans and soybean related products in the normal course of business. These risk management activities are actively monitored for compliance with our risk management policies.

As of June 30, 2024, the Company held financial futures related to a portion of our forecasted purchases of soybeans for an aggregate notional volume of 865 bushels of soybeans; 755 bushels of the aggregate notional volume will settle in 2024 with the remaining 110 bushels settling in 2025. As of June 30, 2024, the Company held financial futures related to a portion of our forecasted sales of soybean oil for an aggregate notional volume of 16 pounds of soybean oil; all of which will settle in 2024.

Tabular Derivatives Disclosures

We have master netting agreements with our counterparties, which allow for the settlement of contracts in an asset position with contracts in a liability position in the event of default or termination. Such netting arrangements reduce our credit exposure related to these counterparties. As all of our derivative contracts are centrally cleared and therefore are cash-settled on a daily basis, the fair value approximates zero. Our derivative contracts were as follows:

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			June 30, 2024												December 31, 2023
			Asset Derivative						Liability Derivative						Asset Derivative						Liability Derivative
Soybeans			$	429					$	—					$	539					$	—
Soybean oil			—						34						—						180
Soybean meal			—						—						—						588
Effect of daily cash settlement			(429)						(34)						(539)						(768)
Net derivatives as classified in the balance sheet			$	—					$	—					$	—					$	—

We had a current asset representing excess cash collateral posted to a margin account of $451 and $992 as of June 30, 2024 and December 31, 2023, respectively. These amounts are not included with the derivatives presented in the table above, but are included in prepaid expenses and other current assets in the condensed consolidated balance sheets.

Currently, we do not seek cash flow hedge accounting treatment for derivative financial instruments and thus changes in fair value are reflected in current earnings.

The tables below show the amounts of pre-tax gains and losses recognized in our condensed consolidated statements of operations related to the derivatives:

			Three Months Ended June 30, 2024																		Three Months Ended June 30, 2023
			Gain (loss) realized on derivatives						Unrealized gain (loss) on derivatives						Total gain (loss) recognized in income						Gain (loss) realized on derivatives						Unrealized gain (loss) on derivatives						Total gain (loss) recognized in income
Soybeans			$	344					$	472					$	816					$	(1,410)					$	479					$	(931)
Soybean oil			(195)						(31)						(226)						2,093						(1,674)						419
Soybean meal			—						—						—						3,259						18						3,277
Total			$	149					$	441					$	590					$	3,942					$	(1,177)					$	2,765

			Six Months Ended June 30, 2024																		Six Months Ended June 30, 2023
			Gain (loss) realized on derivatives						Unrealized gain (loss) on derivatives						Total gain (loss) recognized in income						Gain (loss) realized on derivatives						Unrealized gain (loss) on derivatives						Total gain (loss) recognized in income
Soybeans			$	3,611					$	(109)					$	3,502					$	(1,247)					$	(348)					$	(1,595)
Soybean oil			(374)						146						(228)						2,500						(1,675)						825
Soybean meal			(1,860)						588						(1,272)						(74)						3,444						3,370
Total			$	1,377					$	625					$	2,002					$	1,179					$	1,421					$	2,600

Table disclosures above include the results from both continuing operations and discontinued operations. Our soybean positions are designed to hedge risk related to inventory purchases, therefore the gains and losses on soybean instruments from our operations are recorded in cost of sales in our condensed consolidated statements of operations. Our soybean oil and soybean meal positions are designed to hedge risk related to sales transactions therefore the gains and losses on soybean oil and soybean meal instruments from our operations are recorded in revenues in our condensed consolidated statements of operations.

We classify the cash effects of our derivatives within the “Cash Flows from Operating Activities” section of our condensed consolidated statements of cash flows.

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Inventories, net consist of the following:

			June 30, 2024						December 31, 2023
Raw materials and supplies			$	3,755					$	7,137
Work-in-process			4,671						3,938
Finished goods			8,400						3,785
Total inventories			$	16,826					$	14,860

Work-in-process inventory consists of seed provided to contracted seed producers and growers with which we hold a purchase option for, or are required to purchase the future harvested seeds or grains. It also includes crops under production which represent the direct costs of land preparation, seed, planting, growing, and maintenance.

			June 30, 2024						December 31, 2023
DDB Term Loan, due April 2029			$	15,800					$	6,256
DDB Equipment Loan, due July 2024			—						525
Convertible Notes Payable, due March 2024			—						59,310
Equipment Financing, due March 2025			293						488
Notes Payable, varying maturities through June 2026			43						64
Less: unamortized debt discount and debt issuance costs			—						(6,192)
			16,136						60,451
Less: current maturities of long-term debt			(1,900)						(55,201)
Long-term debt			$	14,236					$	5,250

Term Loan, Equipment Loan and Revolver

In April 2019, DDB entered into a credit agreement (the “2019 Credit Agreement”) comprised of a $14,000 aggregate principal amount of floating rate, five-year term loan (the “2019 DDB Term Loan”), a $3,500 floating rate, five-year loan to be used for facility expansion (the “2019 DDB Equipment Loan”), and a $6,000 floating rate revolving credit facility (the “2019 DDB Revolver”), which is renewed annually. In March 2024, the DDB Term Loan maturity date was extended to April 2026. On May 7, 2024, the 2019 Credit Agreement was amended and restated (the “2024 Credit Agreement”), providing for: (i) a revolving credit facility in the maximum aggregate amount of $6,000 bearing interest at a floating rate equal to the prime rate plus 1/4%, with accrued interest payable monthly, and with a maturity date of December 1, 2024 (the “2024 DDB Revolver”), and (ii) a term loan facility in the amount of $15,800, bearing interest at a floating rate equal to the prime rate plus 1%, with quarterly principal payments in the amount of $395 each, with accrued interest payable quarterly, and maturing on April 1, 2029 (the “2024 DDB Term Loan”).

DDB’s obligations under the 2024 Credit Agreement are secured by a limited guaranty from the Company’s direct wholly-owned subsidiary, Benson Hill Holdings, Inc. (the “Guarantor”), limited to $8,000 in guaranteed obligations. DDB’s obligations under the 2024 Credit Agreement are also secured by a first lien security interest in all of DDB’s right, title and interest in all DDB personal property assets and any proceeds of such assets, and by first priority mortgages of all of DDB’s right, title and interest in all DDB owned real property assets and improvements thereon.

The 2024 Credit Agreement contains affirmative and negative covenants, including financial covenants. The DDB financial covenants include minimum working capital, minimum tangible net worth, maximum cash flow leverage ratio, maximum fixed charge coverage ratio, maximum unfunded capital expenditures, and permitted distributions covenants. Under the permitted distributions covenant, DDB may make loans to the Guarantor not in excess of $10,000 in the aggregate at any one time outstanding. The 2024 Credit Agreement requires the Guarantor to maintain a minimum cash balance, initially $7,000 through December 31, 2025 and 50% of the term loan balance thereafter.

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DDB repaid and terminated the 2019 DDB Term Loan and the 2019 DDB Equipment Loan from the proceeds received from the 2024 Credit Agreement in May 2024. During the second quarter of 2024, we were in compliance with the financial covenants under the 2024 Credit Agreement.

Convertible Notes Payable

In December 2021, we entered into a financing agreement with an investment firm (the “Convertible Loan and Security Agreement”), which included a commitment by the lender to make term loans available to us in an amount of up to $100,000 with $80,000 available immediately.

We executed term notes with the lender in December 2021 in the aggregate amount of $80,000 with an initial term of 36 months payable in interest only, at the greater of (a) the prime rate of interest as published in the Wall Street Journal or (b) 3.25% per annum, plus 5.75% per annum for the first 12 months and principal and interest payments for the remaining 24 months. The term notes were secured by substantially all of our assets.

In June 2022, we amended the Convertible Loan and Security Agreement (“First Amendment”), which changed the definition of gross margin, and modified the Conversion Price and the Exercise Price. The change to the definition of gross margin removed the impact of derivative hedging gains or losses related to future periods and resulted in our achievement of the milestones required to draw on the second tranche. We drew on the full $20,000 available under the second tranche upon entering into this amendment.

In November 2022, we entered into a second amendment to the Convertible Loan and Security Agreement (“Second Amendment”), which, among other things, changed the definition of Outstanding Shares based on the updated definition of Market Cap Threshold I. Additionally, the required minimum liquidity covenant requirement was reduced from six months to four months. The amendment also increased the designated interest rate by 25 basis points.

In March 2023, we entered into a third amendment to the Convertible Loan and Security Agreement (“Third Amendment”), which, among other things, allowed the restricted cash to be counted towards the required minimum liquidity covenant calculation. In addition, the Third Amendment increased the final balloon payment by 200 basis points and reset the prime rate to be the greater of (a) the prime rate of interest as published in the Wall Street Journal or (b) 7.75% per annum.

In October 2023, we entered into a fourth amendment to the Convertible Loan and Security Agreement (the “Fourth Amendment”), which, among other things: changed the maturity date to March 1, 2024; changed the prepayment fee to be equal to 1% of any prepayment of Loans (as defined in the Convertible Loan and Security Agreement) for any prepayments made prior to January 14, 2024; increased the “final payment” from 12.70% to 17.70% of the original Commitment amount of $100,000; within one business day after closing of certain sales of our equity securities, we must pay as a prepayment the lesser of (i) 100% of the net closing proceeds or (ii) the outstanding principal of the Obligations (as defined in the Convertible Loan and Security Agreement); within one business day of the closing of certain asset sales, we must pay as a prepayment the net closing proceeds from such asset sales; within one business day of either November 15, 2023 or the closing of certain asset sales, we must pay as a prepayment the lesser of (i) all cash in the Blocked Account (as defined in the Convertible Loan and Security Agreement) or (ii) the outstanding principal and pro rata portion of fees due, the financial covenant to maintain at all times a minimum liquidity equal to or greater than four or six months will be removed effective upon the lender’s receipt of net closing proceeds from certain asset sales and all cash in the Blocked Account and following such removal, we will instead be required to maintain $20,000 of unrestricted cash at all times, and the Warrants (as defined in the Convertible Loan and Security Agreement) must be repriced based on the trailing 5-day VWAP immediately prior to the date of the Fourth Amendment.

At any time after six months and before 42 months from the closing date of the initial term loans, up to $20,000 of the principal amount of the term loans then outstanding may be converted (at the lender’s option) into shares of the Company’s common stock at a price per share (“Conversion Price”) equal to the lower of (a) $2.47; (b) in the case of any “equity purchase commitments” and/or “at-the-market” or similar transactions, which result in the realization by the Company of gross proceeds of $20,000 or more over any period of 14 consecutive trading days prior to September 30, 2022, the VWAP of the common stock on the last trading day of such 14 day period; or (c) the effective price per share of any bona fide equity offering, which closes after June 30, 2022 and prior to September 30, 2022. The conversion option is subject to: (a) the closing sales price of our common stock for each of the seven consecutive trading days immediately preceding the conversion, being greater than or

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equal to the conversion price; (b) the shares of our common stock issued in connection with any such conversion not exceeding 20% of the total trading volume of our common stock for the 22 consecutive trading days immediately prior to and including the effective date of the conversion; and (c) all lenders’ pro forma shares of our common stock resulting from the conversion option, when added to all lenders’ pro forma shares of our common stock resulting from the exercise of the warrants, not exceeding 2.5% of the number of shares of our common stock outstanding at the time of the conversion.

In November 2023, using the proceeds obtained from the sale of our soy processing facility in Seymour, Indiana, and other asset sales, we repaid approximately half of the outstanding obligations under the Convertible Notes Payable for an aggregate amount of $58,391.

On February 13, 2024, we repaid in full all outstanding obligations under the Convertible Loan and Security Agreement with Avenue Capital Management II, L.P. (the “Agent”), as administrative agent and collateral agent for several funds managed by the Agent (the “Lenders”) (as amended, restated, or supplemented from time to time, the “Loan Agreement”) (the “Avenue Capital Payoff”). In connection with the Avenue Capital Payoff, we paid an aggregate amount of approximately $59,000 in full payment of our outstanding obligations under the Loan Agreement and the promissory notes evidencing the obligations thereunder, including the applicable Final Payment (as such term is defined in the Loan Agreement) and expense reimbursements payable to the Agent. The Company accelerated the recognition of the unamortized debt discount and debt issuance costs of $1,638 as of the payoff date and such costs are included within Interest expense, net in the Condensed Consolidated Statement of Operations as of June 30, 2024.

Upon the Avenue Capital Payoff, the Lenders’ commitments to extend further credit to the Borrowers terminated, the Agent released and terminated all liens or security interests granted to secure the obligations under the Loan Agreement, and the parties to the Loan Agreement were released from their respective guaranties and obligations under the Loan Agreement (except for inchoate indemnity obligations). Upon the Avenue Capital Payoff, the Conversion Option (as such term is defined in the Loan Agreement) to the Convertible Notes Payable has expired. The Convertible Notes Payable Warrants remain outstanding.

Equipment Financing

In March 2022, the Company entered into a sale-leaseback transaction relating to certain of the Company’s equipment. The Company evaluated whether the transaction qualified as a sale under ASC 606 and ultimately determined that since the leases are classified as financing leases under ASC 842, the transaction did not qualify as a sale and therefore control of the equipment was not transferred. Therefore, the sale proceeds of $1,160 were recorded as a financing liability. We will make monthly payments of $33 under the financing arrangement for a term of 36 months.

Accrued expenses and other current liabilities consist of the following:

			June 30, 2024						December 31, 2023
Payroll and employee benefits			$	4,329					$	6,148
Insurance premiums			107						58
Professional services			1,456						3,960
Research and development			177						258
Inventory			—						514
Interest			229						161
Contract liability			6,654						8,340
Other			162						1,913
			$	13,114					$	21,352

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Our effective federal income tax rate was 0% for the three and six months ended June 30, 2024 and 2023. Our 2024 and 2023 effective federal income tax rates differed from the statutory rate of 21% primarily due to the fact that we recorded no income tax benefit on our pretax losses as we recorded a full valuation allowance globally. The tax expense recorded relates to state and foreign taxes.

Our other comprehensive income (loss) (“OCI”) consists of unrealized gains and losses on marketable debt securities classified as available for sale and foreign currency translation adjustments from our subsidiaries in Brazil and Canada.

The following table shows changes in accumulated other comprehensive income (“AOCI”) by component for the three and six months ended June 30, 2024 and 2023:

			Cumulative Foreign Currency Translation						Unrealized Gains/(Losses) on Marketable Securities						Total
Balance as of March 31, 2024			$	(398)					$	(173)					$	(571)
Other comprehensive income before reclassifications			1						64						65
Amounts reclassified from AOCI			—						9						9
Other comprehensive income			1						73						74
Balance at June 30, 2024			$	(397)					$	(100)					$	(497)
Balance at December 31, 2023			$	(385)					$	(1,284)					$	(1,669)
Other comprehensive income before reclassifications			(12)						20						8
Amounts reclassified from AOCI			—						1,164						1,164
Other comprehensive income			(12)						1,184						1,172
Balance at June 30, 2024			$	(397)					$	(100)					$	(497)
Balance as of March 31, 2023			$	(385)					$	(5,854)					$	(6,239)
Other comprehensive income (loss) before reclassifications			—						674						674
Amounts reclassified from AOCI			—						1,994						1,994
Other comprehensive income (loss)			—						2,668						2,668
Balance at June 30, 2023			$	(385)					$	(3,186)					$	(3,571)
Balance at December 31, 2022			$	(385)					$	(6,710)					$	(7,095)
Other comprehensive loss before reclassifications			—						480						480
Amounts reclassified from AOCI			—						3,044						3,044
Other comprehensive loss			—						3,524						3,524
Balance at June 30, 2023			$	(385)					$	(3,186)					$	(3,571)

Amounts reclassified from AOCI were reported within “Other (income) expense, net” on our condensed consolidated statements of operations. The Company’s accounting policy is to release the income tax effects (if applicable) from AOCI when the individual units of account are sold.

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We compute basic net income (loss) per common share using the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed using the weighted average number of common shares and the effect of potentially dilutive securities outstanding during the period. Potentially dilutive securities may consist of warrants, stock options and restricted stock units. The dilutive effect of outstanding warrants, stock options and restricted stock units are reflected in diluted earnings per share by application of the treasury stock method. The weighted average share impact of warrants, stock options and restricted stock units, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, that were excluded from the calculation of diluted shares outstanding due to us incurring a net loss for the three and six months ended June 30, 2024 and 2023 were as follows:

			Three Months Ended June 30,												Six Months Ended June 30,
			2024						2023						2024						2023
Anti-dilutive common share equivalents:
Warrants			—						—						2						—
Stock options			—						19						1						33
Restricted stock units			256						257						226						228
Total anti-dilutive common share equivalents			256						276						229						261

The following table provides the reconciliation of net loss from continuing operations attributable to common stockholders and basic and diluted loss per common share, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, by outlining the numerators and denominators of the computations:

			Three Months Ended June 30,												Six Months Ended June 30,
			2024						2023						2024						2023
Numerator:
Net loss from continuing operations			$	(17,983)					$	(36,505)					$	(44,297)					$	(43,290)
Denominator:
Weighted average common shares outstanding, basic and diluted			5,496						5,364						5,477						5,355
Net loss from continuing operations per common share, basic and diluted			$	(3.27)					$	(6.81)					$	(8.09)					$	(8.08)

Contingencies

We accrue for costs related to contingencies when a loss is probable, and the amount is reasonably determinable. Disclosure of contingencies is included in the condensed consolidated financial statements when it is at least reasonably possible that a material loss or an additional material loss in excess of amounts already accrued may be incurred. For all contingent dispute-related matters, the accruals were $670 as of June 30, 2024 and immaterial as of December 31, 2023.

Commitments

As of June 30, 2024, we have committed to purchase from seed producers and growers at dates throughout 2024 and 2025 at fixed prices aggregating to $35,838 based on commodity futures or market prices, other payments to growers, and estimated yields per acre, of which $31,360 are due within one year. In addition to the obligations for which the price is fixed or determinable, we have committed to purchase from seed producers and growers 1,768 bushels throughout 2025 for which the pricing is currently variable. These amounts are not recorded in the condensed consolidated financial statements because we have not taken delivery of the grain or seed as of June 30, 2024 and due to the fact that the grain or seed is subject to specified quality standards prior to delivery.

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In December 2022, we divested our former Fresh segment and reclassified the related financial information to discontinued operations for all periods presented. In June 2023, we closed the sale of our former Fresh segment. In February 2024, we divested our soy processing assets and re-evaluated our operating and reportable segments. We concluded that we operate under one operating segment and one reportable segment, Seeds Technology, as our chief operating decision maker (“CODM”) reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources and evaluating financial performance. We are now rapidly evolving to an asset-light business model designed to serve broadacre animal feed markets. Revenues and operating results for the three and six months ended June 30, 2024 and 2023 are as follows:

			Three Months Ended June 30,												Six Months Ended June 30,
			2024						2023						2024						2023
Revenues
Domestic			$	33,773					$	23,484					$	54,906					$	49,060
International			—						—						—						23,091
Total Revenues			$	33,773					$	23,484					$	54,906					$	72,151
Point in time			$	29,492					$	23,189					$	47,284					$	69,314
Over time			4,281						295						7,622						2,837
Total Revenues			$	33,773					$	23,484					$	54,906					$	72,151

The CODM uses Adjusted EBITDA to review and assess our operating performance. We define Adjusted EBITDA as net loss from continuing operations excluding income taxes, interest, depreciation, amortization, stock-based compensation, changes in fair value of warrants and conversion options, realized (gains) losses on marketable securities, goodwill and long-lived asset impairment, restructuring-related costs (including severance costs) and the impact of significant non-recurring items. Adjustments to reconcile net loss from continuing operations to Adjusted EBITDA for the three and six months ended June 30, 2024 and 2023 were as follows:

			Three Months Ended June 30,												Six Months Ended June 30,
			2024						2023						2024						2023
Net loss from continuing operations, net of income taxes			$	(17,983)					$	(36,505)					$	(44,297)					$	(43,290)
Interest expense, net			1,708						6,874						10,304						13,246
Income tax expense (benefit)			6						(138)						6						(123)
Depreciation and amortization			3,846						3,529						7,673						7,003
Stock-based compensation			1,138						(4,073)						2,414						(1,259)
Changes in fair value of warrants and conversion option			(513)						3,036						(286)						(18,660)
Impairment of goodwill			—						9,260						—						9,260
Exit costs related to divestiture of Creston facility			(7)						—						2,881						—
Business transformation			408						—						732						—
Severance			402						1,126						1,476						1,238
Proceeds from a corporate-owned life insurance policy			(2,173)						—						(2,173)						—
Other			755						1,642						1,773						2,874
Total Adjusted EBITDA			$	(12,413)					$	(15,249)					$	(19,497)					$	(29,711)

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v3.24.2.u1

Cover - shares	6 Months Ended
	Jun. 30, 2024	Aug. 06, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	001-39835
Entity Registrant Name	Benson Hill, Inc.
Entity Incorporation, State Code	DE
Entity Tax Identification Number	85-3374823
Entity Address, Address Line One	1001 North Warson Rd, Ste 300
Entity Address, City or Town	St. Louis,
Entity Address, State or Province	MO
Entity Address, Postal Zip Code	63132
City Area Code	(314)
Local Phone Number	222-8218
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	BHIL
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		6,119,590
Entity Central Index Key	0001830210
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Amendment Flag	false

v3.24.2.u1

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands		Jun. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents		$ 9,272	$ 8,934
Marketable securities		20,247	32,852
Accounts receivable, net		9,640	6,810
Inventories, net		16,826	14,860
Prepaid expenses and other current assets		15,270	8,121
Current assets of discontinued operations		5,909	103,177
Total current assets		77,164	174,754
Property and equipment, net		22,643	26,533
Finance lease right-of-use assets, net		55,465	59,245
Operating lease right-of-use assets		2,800	2,934
Intangible assets, net		4,947	5,226
Other assets		8,289	6,072
Total assets		171,308	274,764
Current liabilities:
Accounts payable		11,151	4,397
Finance lease liabilities, current portion		4,263	3,705
Operating lease liabilities, current portion		872	842
Long-term debt, current portion		1,900	55,201
Accrued expenses and other current liabilities		13,114	21,352
Current liabilities of discontinued operations		1,121	18,802
Total current liabilities		32,421	104,299
Long-term debt, less current portion		14,236	5,250
Finance lease liabilities, less current portion		71,013	73,682
Operating lease liabilities, less current portion		3,949	4,299
Warrant liabilities		906	1,186
Conversion option liabilities		0	5
Other non-current liabilities		30	0
Total liabilities		122,555	188,721
Stockholders’ equity:
Common stock, $0.0001 par value, 440,000 and 440,000 shares authorized, 6,085 and 5,954 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively (1)	[1]	1	1
Additional paid-in capital		614,018	611,497
Accumulated deficit		(564,769)	(523,786)
Accumulated other comprehensive loss		(497)	(1,669)
Total stockholders’ equity		48,753	86,043
Total liabilities and stockholders’ equity		$ 171,308	$ 274,764
[1] Amounts have been adjusted to reflect the 1-for-35 reverse stock split that became effective on July 18, 2024. See Note 2, Summary of Significant Accounting Policies for additional details.

v3.24.2.u1

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical)		Jul. 18, 2024 $ / shares shares	Jun. 30, 2024 $ / shares shares		Jun. 29, 2024 shares	Dec. 31, 2023 $ / shares shares		Dec. 30, 2023 shares
Common stock, par value (in usd per share) | $ / shares	[1]		$ 0.0001			$ 0.0001
Common stock, shares authorized (in shares)	[1]		440,000,000			440,000,000
Common stock, shares, issued (in shares)			6,085,000	[1]	212,966,000	5,954,000	[1]	208,395,000
Common stock, shares outstanding (in shares)			6,085,000	[1]	212,966,000	5,954,000	[1]	208,395,000
Subsequent Event
Common stock, par value (in usd per share) | $ / shares		$ 0.0001
Common stock, shares authorized (in shares)		440,000,000
Stock split ratio		0.02857
[1] Amounts have been adjusted to reflect the 1-for-35 reverse stock split that became effective on July 18, 2024. See Note 2, Summary of Significant Accounting Policies for additional details.

v3.24.2.u1

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement [Abstract]
Revenues		$ 33,773	$ 23,484	$ 54,906	$ 72,151
Operating Expenses [Abstract]
Cost of sales		34,597	22,214	50,492	66,238
Research and development		7,456	10,312	14,397	22,954
Selling, general and administrative expenses		10,155	6,510	24,983	19,737
Impairment of goodwill		0	9,260	0	9,260
Interest expense, net		1,708	6,874	10,304	13,246
Changes in fair value of warrants and conversion option		(513)	3,036	(286)	(18,660)
Other (income) expense, net		(1,653)	1,921	(693)	2,789
Net loss from continuing operations before income taxes		(17,977)	(36,643)	(44,291)	(43,413)
Income tax expense (benefit)		6	(138)	6	(123)
Net loss from continuing operations, net of income taxes		(17,983)	(36,505)	(44,297)	(43,290)
Net (loss) income from discontinued operations, net of income taxes (refer to Note 3, Discontinued Operations)		(1,717)	(20,336)	3,314	(16,605)
Net loss attributable to common stockholders		$ (19,700)	$ (56,841)	$ (40,983)	$ (59,895)
Net loss per common share:
Basic net loss per common share from continuing operations (in usd per share)	[1]	$ (3.27)	$ (6.81)	$ (8.09)	$ (8.08)
Diluted net loss per common share from continuing operations (in usd per share)	[1]	(3.27)	(6.81)	(8.09)	(8.08)
Basic net income per common share from discontinued operations (in usd per share)	[1]	(0.31)	(3.79)	0.61	(3.10)
Diluted net income per common share from discontinued operations (in usd per share)	[1]	(0.31)	(3.79)	0.61	(3.10)
Basic total net loss per common share (in usd per share)	[1]	(3.58)	(10.60)	(7.48)	(11.18)
Diluted total net loss per common share (in usd per share)	[1]	$ (3.58)	$ (10.60)	$ (7.48)	$ (11.18)
Weighted average shares outstanding:
Weighted average common shares outstanding, basic (in shares)	[1]	5,496	5,364	5,477	5,355
Weighted average common shares outstanding, diluted (in shares)	[1]	5,496	5,364	5,477	5,355
[1] Amounts have been adjusted to reflect the 1-for-35 reverse stock split that became effective on July 18, 2024. See Note 2, Summary of Significant Accounting Policies for additional details.

v3.24.2.u1

Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical)	Jul. 18, 2024
Subsequent Event
Stock split ratio	0.02857

v3.24.2.u1

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statement of Comprehensive Income [Abstract]
Net loss attributable to common stockholders	$ (19,700)	$ (56,841)	$ (40,983)	$ (59,895)
Other comprehensive income (loss):
Foreign currency translation adjustment	1	0	(12)	0
Change in fair value of available-for-sale marketable securities, net of deferred taxes	73	2,668	1,184	3,524
Total other comprehensive income	74	2,668	1,172	3,524
Total comprehensive loss	$ (19,626)	$ (54,173)	$ (39,811)	$ (56,371)

v3.24.2.u1

Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands		Total		Common Stock		Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2022	[1]			5,905
Beginning balance at Dec. 31, 2022		$ 193,902		$ 1		$ 609,470	$ (408,474)	$ (7,095)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock option exercises, net (in shares)	[1]			23
Stock option exercises, net		121				121
Stock-based compensation expense		2,814				2,814
Comprehensive income (loss)		(2,198)					(3,054)	856
Ending balance (in shares) at Mar. 31, 2023	[1]			5,927
Ending balance at Mar. 31, 2023		194,639		$ 1		612,405	(411,528)	(6,239)
Beginning balance (in shares) at Dec. 31, 2022	[1]			5,905
Beginning balance at Dec. 31, 2022		193,902		$ 1		609,470	(408,474)	(7,095)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income (loss)		(56,371)
Ending balance (in shares) at Jun. 30, 2023	[1]			5,928
Ending balance at Jun. 30, 2023		136,603		$ 1		608,542	(468,369)	(3,571)
Beginning balance (in shares) at Mar. 31, 2023	[1]			5,927
Beginning balance at Mar. 31, 2023		194,639		$ 1		612,405	(411,528)	(6,239)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock option exercises, net		19				19
Stock-based compensation expense		(3,882)				(3,882)
Comprehensive income (loss)		(54,173)					(56,841)	2,668
Ending balance (in shares) at Jun. 30, 2023	[1]			5,928
Ending balance at Jun. 30, 2023		$ 136,603		$ 1		608,542	(468,369)	(3,571)
Beginning balance (in shares) at Dec. 31, 2023		5,954	[2]	5,954	[1]
Beginning balance at Dec. 31, 2023		$ 86,043		$ 1		611,497	(523,786)	(1,669)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock option exercises, net (in shares)	[1]			98
Stock option exercises, net		95				95
Stock-based compensation expense		1,293				1,293
Comprehensive income (loss)		(20,185)					(21,283)	1,098
Ending balance (in shares) at Mar. 31, 2024	[1]			6,052
Ending balance at Mar. 31, 2024		$ 67,246		$ 1		612,885	(545,069)	(571)
Beginning balance (in shares) at Dec. 31, 2023		5,954	[2]	5,954	[1]
Beginning balance at Dec. 31, 2023		$ 86,043		$ 1		611,497	(523,786)	(1,669)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income (loss)		$ (39,811)
Ending balance (in shares) at Jun. 30, 2024		6,085	[2]	6,085	[1]
Ending balance at Jun. 30, 2024		$ 48,753		$ 1		614,018	(564,769)	(497)
Beginning balance (in shares) at Mar. 31, 2024	[1]			6,052
Beginning balance at Mar. 31, 2024		67,246		$ 1		612,885	(545,069)	(571)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock option exercises, net (in shares)	[1]			33
Stock option exercises, net		(36)				(36)
Stock-based compensation expense		1,169				1,169
Comprehensive income (loss)		$ (19,626)					(19,700)	74
Ending balance (in shares) at Jun. 30, 2024		6,085	[2]	6,085	[1]
Ending balance at Jun. 30, 2024		$ 48,753		$ 1		$ 614,018	$ (564,769)	$ (497)
[1] Amounts have been adjusted to reflect the 1-for-35 reverse stock split that became effective on July 18, 2024. See Note 2, Summary of Significant Accounting Policies for additional details. [2] Amounts have been adjusted to reflect the 1-for-35 reverse stock split that became effective on July 18, 2024. See Note 2, Summary of Significant Accounting Policies for additional details.

v3.24.2.u1

Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) (Parenthetical)	Jul. 18, 2024
Subsequent Event
Stock split ratio	0.02857

v3.24.2.u1

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Operating activities
Net loss	$ (40,983)	$ (59,895)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	8,061	10,596
Stock-based compensation expense	2,414	(1,214)
Bad debt expense	1,077	(197)
Changes in fair value of warrants and conversion option	(286)	(18,660)
Accretion and amortization related to financing activities	6,191	4,318
Realized losses on sale of marketable securities	1,164	3,044
Impairment of goodwill	0	19,226
Other	(4,043)	2,593
Changes in operating assets and liabilities:
Accounts receivable	1,302	(1,614)
Inventories	5,962	31,072
Other assets and other liabilities	2,710	909
Accounts payable	(1,008)	(23,708)
Accrued expenses	(9,022)	(10,751)
Net cash used in operating activities	(26,461)	(44,281)
Investing activities
Purchases of marketable securities	(36,560)	(75,050)
Proceeds from maturities of marketable securities	22,933	41,759
Proceeds from sales of marketable securities	26,287	84,385
Purchase of property and equipment	(458)	(6,956)
Proceeds from divestiture of discontinued operations	57,713	1,928
Proceeds from a corporate-owned life insurance policy	2,173	0
Other	27	36
Net cash provided by investing activities	72,115	46,102
Financing activities
Repayments of long-term debt	(66,307)	(4,313)
Proceeds from issuance of long-term debt	15,800	0
Payments of debt issuance costs	0	(2,000)
Borrowing under revolving line of credit	3,562	0
Repayments under revolving line of credit	(3,562)	0
Payments of finance lease obligations	(2,003)	(1,595)
Proceeds from exercise of stock awards, net of withholding taxes	59	140
Net cash used in financing activities	(52,451)	(7,768)
Effect of exchange rate changes on cash	(12)	0
Net decrease in cash and cash equivalents	(6,809)	(5,947)
Cash, cash equivalents and restricted cash, beginning of period	16,081	43,321
Cash, cash equivalents and restricted cash, end of period	9,272	37,374
Supplemental disclosure of cash flow information
Cash paid for taxes	0	2
Cash paid for interest	4,674	9,555
Supplemental disclosure of non-cash activities
Purchases of property and equipment included in liabilities	$ 30	$ 333

v3.24.2.u1

Description of Business	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business Benson Hill is a seed innovation company that unlocks nature’s genetic diversity in soy quality traits through a combination of its proprietary genetics, its AI-driven CropOS® technology platform, and its Crop Accelerator. Benson Hill collaborates with strategic partners to create value throughout the agribusiness supply chain to meet the demand for better feed, food, and fuel. We are headquartered in St. Louis, Missouri, where most of our research and development activities are managed. In February 2024, as part of our acceleration to an asset-light business model, we divested our soy crushing and food-grade white flake and soy flour manufacturing operation in Creston, Iowa, which followed the October 2023 divestiture of our soy crushing facility in Seymour, Indiana. We continue to process dry peas in North Dakota through our Dakota Ingredients facility, and we sell our products throughout North America, in Europe and in several countries globally. Moving to an asset-light business model enables Benson Hill to focus on our research and development competitive advantage. We plan to participate across the value chain with partnerships that are more efficient to scale acreage, require less operating expense and are more capital efficient. This model will continue to enable us to solve end user challenges with seed innovation. As we analyze the asset-light business model across the value chain, there are three opportunities to monetize Benson Hill’s technology. First, licensing our germplasm to seed companies. Second, direct seed sales to farmers. And third, through technology access fees and value-based royalties from seed companies, processors and end users. Our commitment to environmental and social issues impacting our planet and our purpose-driven culture are fundamental to our ability to achieve our mission. Environmental, Social and Governance principles help guide our thinking and approach throughout the development and commercialization of our products, and our innovative culture is rooted in our Core Values of Be Bold, Be Inspired, and Be Real. We believe our technology platform, asset-light model, and purpose-driven culture will help bridge the divide between evolving preferences and quality traits already present within the genetic diversity of plants. We see nature as our partner; technology as our enabler; and innovators like us, like-minded stakeholders, stockholders and partners as the catalysts to activate the change needed. Liquidity and Going Concern The accompanying consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) for financial reporting and Securities and Exchange Commission (“SEC”) regulations. For the three and six months ended June 30, 2024, the Company incurred a net loss from continuing operations, net of income taxes of $17,983 and $44,297, respectively, and for the six months ended June 30, 2024, the Company had negative cash flows from operating activities of $26,461 and capital expenditures were minimal. As of June 30, 2024, we had cash and marketable securities of $29,519. Furthermore, as of June 30, 2024, the Company had an accumulated deficit of $564,769 and term debt and notes payable of $16,136, which are subject to repayment terms and covenants further described in Note 8, Debt in this report. These factors, coupled with working capital needs and expected capital expenditures indicated that, without further action, our forecasted cash flows would not be sufficient for us to meet our contractual commitments and obligations as they came due in the ordinary course of business for 12 months after the date the consolidated financial statements are issued. Therefore, there is substantial doubt about our ability to continue as a going concern within one year after the date the financial statements are issued. The accompanying financial statements have been prepared on a basis that assumes that the Company will continue as a going concern, and do not include any adjustments that may result from the outcome of this uncertainty. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of the Company’s liabilities and commitments in the normal course of business and does not include any adjustments to reflect the possible future effects of the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. On February 13, 2024, we completed the sale of our soy crushing facility in Creston, Iowa, and used the proceeds to fully retire the Convertible Notes Payable. We paid an aggregate amount of $58,964, in full payment of our outstanding obligations under the Convertible Notes Payable. Refer to Note 8, Debt in this report for further details. Since our inception, we have incurred significant losses primarily to fund investment into technology and costs associated with early-stage commercialization of our products. In order to generate sufficient cash to offset the costs of funding continued investment in technology and to fund operations more broadly, we will be required to raise additional capital and identify additional sources of revenue, including from collaborative arrangements or joint operating activities, partnerships and licensing opportunities. We have taken steps to mitigate the substantial doubt noted above. As mentioned above, during the first quarter of 2024, we sold our soybean processing facilities located in Creston, Iowa and utilized proceeds from the sales, in combination with restricted cash, to fully retire our obligations under the Convertible Notes Payable. We are decreasing cash required for our operations by reducing operating costs and reducing staff levels. We incurred severance costs of $104 and $1,755, respectively, for the three and six months ended June 30, 2024, included within selling, general and administrative expenses and net income from discontinued operations, net of income taxes, on our consolidated statements of operations. On May 7, 2024, the Company’s indirect wholly-owned subsidiary Dakota Dry Bean Inc. (“DDB”) amended and restated its credit facility, including to increase its term loan to $15.8 million and to extend the maturity date to April 2029. Refer to Note 8, Debt in this report for further details. In addition, we are working to manage our current liabilities while we continue to make changes in operations to improve our cash flow and liquidity position. Our liquidity plans and operating budget include further actions aimed at improving operating efficiencies by reducing certain operating costs, restructuring certain parts of our organization, exploring strategic alternatives, divesting our assets, supplementing cash needs by selling additional shares of our common stock or securities convertible into common stock to the public through our shelf registration statement, or otherwise, or obtaining alternative forms of financing which may or may not be dilutive. There are no guarantees that we will achieve any of these plans, which involve risks and uncertainties, or that our achievement of any of these plans will sufficiently address our substantial doubt about our ability to continue as a going concern.

v3.24.2.u1

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial reporting and SEC regulations. The unaudited condensed consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. As further discussed in the Reverse Stock Split section below, all per share amounts and common shares amounts have been adjusted on a retroactive basis to reflect the Reverse Stock Split (as defined below). Results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year ended December 31, 2024. A description of our significant accounting policies is included in the notes to our audited consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2023. These unaudited condensed consolidated financial statements should be read in conjunction with the December 31, 2023 audited consolidated financial statements and the notes thereto. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and an Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). Certain prior period balances have been reclassified to conform to the current period presentation in the unaudited condensed consolidated financial statements and the accompanying notes. All dollar amounts, share units and commodity quantities are in thousands, except per share amounts, unless otherwise noted. This includes reporting financial results for former Fresh Segment and Seymour, Indiana and Creston, Iowa processing facilities as discontinued operations (See Note 3, Discontinued Operations) for all periods presented. Reverse Stock Split On July 18, 2024, following approval by the Company’s stockholders, the Company effected a 1-for-35 reverse stock split of the issued and outstanding shares of the Company’s common stock (the “Reverse Stock Split”). The common stock began trading on the New York Stock Exchange on a post-split basis on July 19, 2024. Following the Reverse Stock Split, the number of authorized shares of common stock remained at 440,000 and the number of authorized shares of preferred stock remained at 1,000. On a retroactive basis, the Reverse Stock Split reduced the total number of issued and outstanding shares of common stock from 212,966 to 6,085 as of June 30, 2024. On a retroactive basis, the Reverse Stock Split reduced the total number of issued and outstanding shares of common stock from 208,395 to 5,954 as of December 31, 2023. The par value per share of common stock remained at $0.0001. The Company’s stockholders’ equity, in the aggregate, remained unchanged following the Reverse Stock Split. Per share net loss increased because there were fewer shares of common stock outstanding. There were no other accounting consequences, including changes to the amount of stock-based compensation expense to be recognized in any period, that arose as a result of the Reverse Stock Split. No fractional shares were issued in connection with the Reverse Stock Split. Instead, holders of the common stock holding fractional shares were entitled to receive, in lieu of such fractional shares, a cash payment in an amount determined based on the closing price of the Company’s common stock on the effective date of the Reverse Stock Split. The cash payments were immaterial to the Company’s consolidated financial statements. The Reverse Stock Split impacted all stockholders uniformly and did not affect any stockholder’s percentage of ownership or proportionate voting power other than very minor impacts from the treatment of fractional shares. Emerging Growth Company Status We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act and have elected to take advantage of the benefits of the extended transition period for new or revised financial accounting standards. We expect to remain an emerging growth company at least through December 31, 2024 and expect to continue to take advantage of the benefits of the extended transition period, although we may decide to early adopt such new or revised accounting standards to the extent permitted by such standards. We expect to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and non-public companies until the earlier of the date we (i) are no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”). This may make it difficult or impossible to compare our financial results with the financial results of another public company that is either not an emerging growth company or is an emerging growth company that has chosen not to take advantage of the extended transition period exemptions because of the potential differences in accounting standards used. In addition, we intend to rely on the other exemptions and reduced reporting requirements provided by the JOBS Act. Subject to certain conditions set forth in the JOBS Act, if, as an emerging growth company, we intend to rely on such exemptions, we are not required to, among other things: (a) provide an auditor’s attestation report on our system of internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act; (b) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank Wall Street Reform and Consumer Protection Act; (c) comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements (auditor discussion and analysis); and (d) disclose certain executive compensation-related items such as the correlation between executive compensation and performance and comparisons of the Chief Executive Officer’s compensation to median employee compensation. We will remain an emerging growth company under the JOBS Act until the earliest of (a) December 31, 2026, (b) the last date of our fiscal year in which we have total annual gross revenue of at least $1.235 billion, (c) the date on which we are deemed to be a “large accelerated filer” under the SEC rules with at least $700.0 million of outstanding securities held by non-affiliates or (d) the date on which we have issued more than $1.0 billion in non-convertible debt securities during the previous three years. Use of Estimates The preparation of our condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Significant management estimates include those with respect to allowance for doubtful accounts, reserves for inventory obsolescence, the recoverability of long-lived assets, intangibles and goodwill and the estimated value of our warrant liabilities and conversion option liabilities. Cash, Cash Equivalents and Restricted Cash We consider all short-term, highly liquid investments with maturities of 90 days or less at the acquisition date to be cash equivalents. Restricted cash primarily represents cash proceeds from the sale of certain assets pursuant to the covenants with a lender. Restricted cash is classified as non-current if we expect that the cash will remain restricted for a period greater than one year. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets, inclusive of $— and $8,483 of cash and cash equivalents reported within current assets of discontinued operations as of June 30, 2024 and June 30, 2023 to the amounts shown in the condensed consolidated statements of cash flows. June 30, 2024 June 30, 2023 Cash and cash equivalents $ 9,272  $ 9,051  Restricted cash, current —  19,840  Cash and cash equivalents reported in current assets of discontinued operations —  8,483  Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows $ 9,272  $ 37,374  Goodwill and Intangible Assets Goodwill, arising from a business combination as the excess of purchase price and related costs over the fair value of identifiable assets acquired and liabilities assumed is not amortized and is subject to an annual impairment test as of December 1, unless events indicate an interim test is required. In performing this impairment test, management will first qualitatively assess indicators of a reporting unit’s fair value. If, after completing the qualitative assessment, management believes it is likely that a reporting unit is impaired, a discounted cash flow analysis is prepared to estimate the fair value of the reporting unit. Critical estimates in the determination of the fair value of each reporting unit include, but are not limited to, future expected cash flows based on estimates of future sales volumes, sales prices, production costs, and discount rates. These estimates generally constitute unobservable Level 3 inputs under the fair value hierarchy. An adjustment to goodwill will be recorded for any goodwill that is determined to be impaired. Impairment of goodwill is measured as the excess of the carrying amount of goodwill over the fair value of the reporting unit. During the second quarter of 2023, we identified an indicator of impairment and determined it was no longer more likely than not that the fair value of our sole reporting unit was in excess of the carrying value. We performed an impairment analysis for the Ingredients reporting unit as of June 30, 2023, using a discounted cash flow model (a form of the income approach), utilizing Level 3 unobservable inputs. Our estimates in this analysis included, but were not limited to, future cash flow projections, the weighted average cost of capital, the terminal growth rate, and the tax rate. The impairment charge reflects an ongoing assessment of current market conditions and potential strategic investments to continue commercializing our proprietary products and pursue other strategic investments in the industry. As a result, a quantitative goodwill and separately identifiable intangible asset impairment assessment was performed as of June 30, 2023, and we recorded an impairment of the carrying value of goodwill of $9,260 in continuing operations and $9,966 in discontinued operations, which represented the entire goodwill balance prior to the impairment charge. The goodwill impairment charge had an immaterial impact on the provision for income taxes. Intangible assets consist primarily of customer relationships, trade names, employment agreements, technology licenses, and developed or acquired technology. Intangible assets are valued based on the income approach, which utilizes discounted cash flows, or cost buildup. These estimates generally constitute Level 3 inputs under the fair value hierarchy. In conjunction with business acquisitions, we obtain trade names and permits, enter into employment agreements, and gain access to the developed technology, distribution channels and customer relationships of the acquired companies. Trade names and permits are amortized over their estimated useful life, which is generally 10 years. The developed and acquired technology is amortized over its estimated useful life of 13 years. Customer relationships are expected to provide economic benefits to the Company over the amortization period of 15 years and are amortized on a straight-line basis. The amortization period of customer relationships represents management’s best estimate of the expected usage or consumption of the economic benefits of the acquired assets, which is based on our historical experience of customer attrition rates. Definite lived intangible assets are reviewed for impairment, at the asset group level, whenever, in management’s judgment, impairment indicators are present. At a minimum, we assess all definite lived intangible assets annually for indicators of impairment. When indicators of impairment are present, such an assessment involves estimating undiscounted cash flows over the remaining useful life of the intangible. If the review indicates that undiscounted cash flows are less than the carrying value of the intangible asset, the asset group is written down to fair value, and any impairment is assigned to the assets in the asset group in accordance with the applicable guidance, and a corresponding impairment is recognized in our consolidated statements of operations and comprehensive loss. For the quarter ended June 30, 2024, we determined there was no impairment of our intangible assets. However, we are currently exploring a broad strategic review of our business which could result in us being unable to recover all or a portion of the carrying value of our intangible assets. The amount and timing of any impairment charge would depend on a number of factors including the structure, timing, and scope of any assets disposed in any future transactions. Impairment of Long-lived Assets We review long-lived assets, including lease right-of-use assets, for impairment whenever events or changes in circumstances indicate that an asset group’s carrying amount may not be recoverable. We conduct our long-lived asset impairment analysis in accordance with ASC 360-10, Impairment or Disposal of Long-Lived Assets, which requires us to group assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluate the asset group against the sum of the undiscounted future cash flows. If the undiscounted cash flows do not indicate the carrying amount of the asset group is recoverable, an impairment charge is measured as the amount by which the carrying amount of the asset group exceeds its fair value. We conducted a review of our long-lived assets as of June 30, 2024 and determined that the carrying value of our assets is recoverable and no impairment charge was necessary. We are currently executing a transition of our business model which could further result in us being unable to recover all or a portion of the remaining carrying value of our long-lived assets. Stock Award Modifications In June 2023, the Company announced that the former Chief Executive Officer (CEO) agreed to resign from the Company effective June 15, 2023, and entered into a consulting agreement to provide transition support through June 15, 2024. In connection with the separation, the Company modified the terms of its former CEO’s outstanding stock awards to (1) continue vesting over the consulting period through June 15, 2024 if continuous service is achieved with the Company; (2) extend the period during which the vested stock options may be exercised for a period of 90 days following the termination of consultancy, if continuous service is achieved with the Company; and (3) extend the period in which performance-based vesting conditions for restricted stock units may be achieved through June 15, 2024, if continuous service is achieved with the Company. As a result of the stock award modifications, the Company recorded a $6.2 million decrease to stock-based compensation expense for the three and six months ended June 30, 2023. Recently Issued Accounting Guidance Not Yet Effective In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”). The standard requires all entities to disclose specific categories in the rate reconciliation, income taxes paid, and other income tax information. For public business entities, the amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024. Early adoption is permitted. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 requires public entities, including those entities with a single reportable segment, to provide disclosures of significant segment expenses and other segment items. The public entities are permitted to disclose multiple measures of a segment’s profit or loss used by the chief operating decision-maker to allocate resources and assess performance, as long as at least one measure that is most consistent with our consolidated financial statements is included. The guidance is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. The guidance is applied retrospectively to all periods presented in financial statements, unless it is impracticable. Early adoption is permitted. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements.

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Discontinued Operations	6 Months Ended
	Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	Discontinued Operations Sale of Seymour, Indiana and Creston, Iowa Facilities On October 31, 2023, the Company sold our soybean processing facility located in Seymour, Indiana, together with certain related assets, for approximately $35,397 of total gross proceeds, subject to certain adjustments, including an adjustment for inventory and other working capital (the “Seymour Sale”). Upon closing the Seymour Sale, we recorded a gain on the sale of $18,970 for the year ended December 31, 2023. On February 13, 2024, we sold all of our interests in a wholly-owned subsidiary, Benson Hill Ingredients, LLC (“Ingredients”), which owns and operates a soybean processing facility in Creston, Iowa, to White River Creston, LLC (the “Purchaser”) for $52,500, plus a working capital adjustment estimated to be $19,671 (the “Purchase Price”), subject to certain deferred payments, holdbacks and other adjustments as defined in the Membership Interest Purchase Agreement (the “MIPA”) (the “Creston Sale”). Upon closing the Creston Sale, we recorded a gain on the sale of $2,844 for the three and six months ended June 30, 2024. Upon closing the Creston Sale, $3,413 of the Purchase Price (the “Holdback”) and $4,950 of the Purchase Price (the “Carryback”) was held back by the Purchaser. The Holdback may be used by the Purchaser to satisfy certain Adverse Consequences (as defined in the MIPA) subject to the indemnification provisions, and for the Purchaser’s recovery with respect to certain Facility KPIs (as defined in the MIPA). The Holdback, less any amounts due to the Purchaser under the MIPA terms, shall be paid to the Seller within five days following the twelve-month anniversary of the closing. The Carryback will be paid by the Purchaser to the Seller pursuant to the terms of a promissory note executed by the Purchaser, and guaranteed by Ingredients, on February 13, 2024 (the “Promissory Note”). Under the Promissory Note, and subject to its terms and conditions, the Carryback will be paid in four equal installments on November 24, 2024, February 25, 2025, May 25, 2025, and August 25, 2025, together with all unpaid accrued interest on the outstanding principal amount on each such date. Subject to the terms and conditions of the Promissory Note, interest will accrue on the outstanding and unpaid principal amount thereunder at a fixed rate equal to 8.00% per annum. The Promissory Note may be partially or fully prepaid at any time without penalty. The Company entered into a Transition Services Agreement (“TSA”) with the Purchaser, which is designed to ensure and facilitate an orderly transfer of operations. The TSA terms are four to six months with the option to extend for additional months. TSA income is recognized as services are performed. The Creston Sale and the Seymour Sale (collectively, the “Transactions”) were separately marketed, negotiated, executed, and closed, and neither of the Transactions was conditioned upon the other. The Transactions were executed to leverage the Company’s core competencies as a technology-enabled seed innovation company as the Company transitions from a vertically integrated business model to an asset-light business model with an expanded focus on animal feed markets. Exiting the soybean processing business is intended to strengthen the Company’s balance sheet as the Company seeks to continue to commercialize our core business and intellectual property assets through partnerships and licensing arrangements to scale the Company’s product innovations. In accordance with ASC 205-20, Discontinued Operations, the Creston Sale was a strategic shift as the Company exited the ownership and operation of soybean processing assets. Therefore, the Transactions collectively met the criteria for transactions required to be accounted for as discontinued operations. Divestiture of J&J Produce, Inc. (“J&J”) On December 29, 2022, we entered into a Stock Purchase Agreement (the “Stock Sale”) to sell J&J and all of the outstanding equity securities of J&J’s subsidiaries for aggregate cash consideration of $3,000, subject to certain adjustments. In connection with the Stock Purchase Agreement, on December 29, 2022, J&J entered into a Purchase and Sale Agreement, pursuant to which J&J sold certain real and personal property comprising an agricultural production and processing facility located in Vero Beach, Florida, for an aggregate purchase price of $18,000, subject to certain adjustments. Certain property was leased back to J&J pursuant to a separate agricultural and facility lease for a short period of time. On June 30, 2023, we closed the Stock Sale. As of June 30, 2024, the carrying value of assets and liabilities in discontinued operations approximated their fair value due to their short maturities. J&J was the main component of our former Fresh segment. In accordance with ASC 205-20, Discontinued Operations, our strategic shift to exit the former Fresh segment met the criteria to be classified as businesses held for sale and presented as a discontinued operation. J&J had assets of $375 and $601 and liabilities of $664 and $559 as of June 30, 2024 and December 31, 2023, respectively. J&J had net income of $149 and net loss of $264 with no revenues for the three and six months ended June 30, 2024. J&J had revenues of $9,902, cost of sales of $15,398, operating expenses of $1,883 and net loss of $7,726 for the three months ended June 30, 2023. J&J had revenues of $32,237, cost of sales of $34,131, operating expenses of $3,337 and net loss of $5,935 for the six months ended June 30, 2023. We reclassified the combined results of discontinued operations in our condensed consolidated statements of operations for all periods presented. The carrying amounts of the assets and liabilities of the discontinued operations were as follows: June 30, 2024 December 31, 2023 Assets Current assets: Cash and cash equivalents $ —  $ 7,147  Accounts receivable, net 4,985  26,412  Inventories, net —  10,640  Prepaid expenses and other assets 924  6,468  Property and equipment, net —  52,510  Total assets from discontinued operations $ 5,909  $ 103,177  Liabilities Current liabilities: Accounts payable $ 79  $ 12,741  Operating lease liabilities —  2,851  Accrued expenses and other liabilities 1,042  3,210  Total liabilities from discontinued operations $ 1,121  $ 18,802  The operating results of the discontinued operations, net of tax, were as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Revenues $ 170  $ 95,456  $ 31,060  $ 203,767  Cost of sales 171  99,254  27,278  199,083  Research and development —  —  17  —  Selling, general and administrative expenses 1,775  6,225  3,414  10,619  (Gain) loss on divestiture of discontinued operations —  172  (2,844) 172  Impairment of goodwill —  9,966  —  9,966  Interest (income) expense, net (59) 7  (86) 14  Other expense (income), net —  168  (33) 518  Net (loss) income from discontinued operations, before income taxes (1,717) (20,336) 3,314  (16,605) Income tax expense —  —  —  —  Net (loss) income from discontinued operations, net of income taxes $ (1,717) $ (20,336) $ 3,314  $ (16,605) Depreciation, amortization and significant operating and investing items in the condensed consolidated statements of cash flows for the discontinued operations are as follows: Six Months Ended June 30, 2024 2023 Operating activities Depreciation and amortization $ 387  $ 3,593  Bad debt expense 1,075  (137) Impairment —  9,966  Net gain on divestiture of discontinued operations (2,844) 172  Investing activities Payments for acquisitions of property and equipment (130) (643) Net proceeds from divestiture 57,713  1,928

v3.24.2.u1

Fair Value Measurements	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis on the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1 — Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2 — Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Our financial instruments consist of cash and cash equivalents, marketable securities, accounts receivable, commodity derivatives, commodity contracts, accounts payable, accrued liabilities, warrant liabilities, conversion option liabilities, and notes payable. As of June 30, 2024 and December 31, 2023, we had cash and cash equivalents of $9,272 and $8,934, respectively, which include money market funds with maturities of less than three months. At June 30, 2024 and December 31, 2023, the carrying values of cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximated fair value due to their short maturities. The following tables provide the financial instruments measured at fair value on a recurring basis based on the fair value hierarchy: June 30, 2024 Level 1 Level 2 Level 3 Total Assets U.S. treasury securities $ 4,655  $ —  $ —  $ 4,655  Corporate bonds $ —  $ 12,519  $ —  $ 12,519  Preferred stock —  3,073  —  3,073  Marketable securities $ 4,655  $ 15,592  $ —  $ 20,247  Liabilities Warrant liabilities $ 176  $ 11  $ 719  $ 906  Total liabilities $ 176  $ 11  $ 719  $ 906  December 31, 2023 Level 1 Level 2 Level 3 Total Assets U.S. treasury securities $ 67  $ —  $ —  $ 67  Corporate bonds —  25,378  —  25,378  Preferred stock —  7,407  —  7,407  Marketable securities $ 67  $ 32,785  $ —  $ 32,852  Liabilities Warrant liabilities $ 201  $ 30  $ 955  $ 1,186  Conversion option liabilities —  —  5  5  Total liabilities $ 201  $ 30  $ 960  $ 1,191  Public Warrant liabilities of $30 were transferred from Level 1 to Level 2 in 2023. Our Public Warrants were traded on the NYSE under the symbol “BHIL WS.” and considered Level 1 liabilities through December 18, 2023. On December 18, 2023, we received notice from the NYSE that it had determined to commence proceedings to delist the Company’s Public Warrants. On December 19, 2023, the NYSE suspended trading in the warrants. As of December 31, 2023, Public Warrants are available for trading over-the-counter under the symbol “BHILW” and are considered Level 2 liabilities. There were no other transfers of financial assets or liabilities into or out of Level 1, Level 2, or Level 3 for 2024 or 2023. All of our derivative contracts are centrally cleared and therefore are cash-settled on a daily basis. This results in the derivative contracts having a fair value that approximates zero on a daily basis. Therefore, there are no derivative assets or liabilities included in the table above. Refer to Note 6, Derivatives in this report for further discussion. The warrant liabilities consist of PIPE Investment Warrants, Convertible Notes Payable Warrants, Notes Payable Warrants, Private Placement Warrants, and Public Warrants. History, fair value hierarchy, valuation techniques and inputs of those warrants are more fully described in Note 5, Fair Value Measurements and Note 15, Warrant Liabilities, to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2023. Pursuant to the Fourth Amendment to the Convertible Loan and Security Agreement entered into with the lender in October 2023, Convertible Notes Payable Warrants must be repriced based on the trailing 5-day VWAP immediately prior to the date of the Fourth Amendment. These warrant liabilities are valued based on Black-Scholes option pricing model. The significant inputs to the valuation of Level 3 warrant and conversion option liabilities, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, as of June 30, 2024 were as follows: PIPE Investment Warrants Private Placement Warrants Convertible Notes Payable Warrants Exercise Price $ 136.50  $ 402.50  $ 6.65  Stock Price $ 5.25  $ 5.25  $ 5.25  Volatility 116.7  % 119.0  % 115.0  % Remaining term in years 2.74 2.25 2.50 Risk-free rate 4.6  % 4.1  % 4.62% Dividend yield —  % —  % —  % The significant inputs to the valuation of Level 3 warrant and conversion option liabilities, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, as of December 31, 2023 were as follows: PIPE Investment Warrants Private Placement Warrants Convertible Notes Payable Warrants Conversion Option Liabilities Exercise Price $ 136.50  $ 402.50  $ 6.65  $ 86.45  Stock Price $ 5.95  $ 5.95  $ 5.95  $ 5.95  Volatility 113.0  % 119.0  % 112.5  % 97.6  % Remaining term in years 3.24 2.75 3.00 1.00 Risk-free rate 4.0  % 4.1  % 4.0  % 4.8  % Dividend yield —  % —  % —  % —  % The following table summarizes the change in the warrant and conversion option liabilities categorized as Level 3 for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 Balance, beginning of period $ 1,152  $ 960  Changes in estimated fair value (433) (241) Ending balance, June 30, 2024 $ 719  $ 719  Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Balance, beginning of period $ 8,471  $ 26,907  Changes in estimated fair value 1,835  (16,601) Ending balance, June 30, 2023 $ 10,306  $ 10,306  Fair Value of Long-Term Debt As of June 30, 2024 and December 31, 2023, the fair value of our debt, including amounts classified as current, was $14,301 and $64,336, respectively. Fair values are based upon valuation models using market information, which fall into Level 3 in the fair value hierarchy.

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Investments in Available-for-Sale Securities	6 Months Ended
	Jun. 30, 2024
Investments, Debt and Equity Securities [Abstract]
Investments in Available-for-Sale Securities	Investments in Available-for-Sale Securities We have invested in marketable debt securities, primarily investment-grade corporate bonds, preferred stock, and highly liquid U.S Treasury securities, which are held in the custody of a major financial institution. These securities are classified as available-for-sale and, accordingly, the unrealized gains and losses are recorded through other comprehensive income and loss. Marketable securities classified as available-for-sale securities are summarized below: June 30, 2024 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. treasury securities $ 4,823  $ —  $ (1) $ 4,822  Corporate bonds 12,583  1  (213) 12,371  Preferred stock 3,142  —  (88) 3,054  Total Investments $ 20,548  $ 1  $ (302) $ 20,247  December 31, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. treasury securities $ 458  $ —  $ —  $ 458  Corporate bonds 26,040  8  (1,015) 25,033  Preferred stock 7,839  —  (478) 7,361  Total Investments $ 34,337  $ 8  $ (1,493) $ 32,852  The aggregate fair value of investments with unrealized losses that had been owned for less than a year was $14,050 and $6,887 as of June 30, 2024 and December 31, 2023, respectively. The aggregate fair value of investments with unrealized losses that had been owned for more than one year was $6,092 and $21,543 as of June 30, 2024 and December 31, 2023, respectively. Available-for-sale investments outstanding as of June 30, 2024, classified as marketable securities in our condensed consolidated balance sheets, have maturity dates ranging from the third quarter of 2024 through the fourth quarter of 2026. The fair value of marketable securities as of June 30, 2024 with maturities within one year and one to five years is $13,956 and $6,291, respectively. We classify available-for-sale investments as current based on the nature of the investments and their availability to provide cash for use in current operations, if needed.

v3.24.2.u1

Derivatives	6 Months Ended
	Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivatives	Derivatives Corporate Risk Management Activities We use exchange-traded futures to manage price risk of fluctuating Chicago Board of Trade prices related to forecasted purchases and sales of soybeans and soybean related products in the normal course of business. These risk management activities are actively monitored for compliance with our risk management policies. As of June 30, 2024, the Company held financial futures related to a portion of our forecasted purchases of soybeans for an aggregate notional volume of 865 bushels of soybeans; 755 bushels of the aggregate notional volume will settle in 2024 with the remaining 110 bushels settling in 2025. As of June 30, 2024, the Company held financial futures related to a portion of our forecasted sales of soybean oil for an aggregate notional volume of 16 pounds of soybean oil; all of which will settle in 2024. Tabular Derivatives Disclosures We have master netting agreements with our counterparties, which allow for the settlement of contracts in an asset position with contracts in a liability position in the event of default or termination. Such netting arrangements reduce our credit exposure related to these counterparties. As all of our derivative contracts are centrally cleared and therefore are cash-settled on a daily basis, the fair value approximates zero. Our derivative contracts were as follows: June 30, 2024 December 31, 2023 Asset Derivative Liability Derivative Asset Derivative Liability Derivative Soybeans $ 429  $ —  $ 539  $ —  Soybean oil —  34  —  180  Soybean meal —  —  —  588  Effect of daily cash settlement (429) (34) (539) (768) Net derivatives as classified in the balance sheet $ —  $ —  $ —  $ —  We had a current asset representing excess cash collateral posted to a margin account of $451 and $992 as of June 30, 2024 and December 31, 2023, respectively. These amounts are not included with the derivatives presented in the table above, but are included in prepaid expenses and other current assets in the condensed consolidated balance sheets. Currently, we do not seek cash flow hedge accounting treatment for derivative financial instruments and thus changes in fair value are reflected in current earnings. The tables below show the amounts of pre-tax gains and losses recognized in our condensed consolidated statements of operations related to the derivatives: Three Months Ended June 30, 2024 Three Months Ended June 30, 2023 Gain (loss) realized on derivatives Unrealized gain (loss) on derivatives Total gain (loss) recognized in income Gain (loss) realized on derivatives Unrealized gain (loss) on derivatives Total gain (loss) recognized in income Soybeans $ 344  $ 472  $ 816  $ (1,410) $ 479  $ (931) Soybean oil (195) (31) (226) 2,093  (1,674) 419  Soybean meal —  —  —  3,259  18  3,277  Total $ 149  $ 441  $ 590  $ 3,942  $ (1,177) $ 2,765  Six Months Ended June 30, 2024 Six Months Ended June 30, 2023 Gain (loss) realized on derivatives Unrealized gain (loss) on derivatives Total gain (loss) recognized in income Gain (loss) realized on derivatives Unrealized gain (loss) on derivatives Total gain (loss) recognized in income Soybeans $ 3,611  $ (109) $ 3,502  $ (1,247) $ (348) $ (1,595) Soybean oil (374) 146  (228) 2,500  (1,675) 825  Soybean meal (1,860) 588  (1,272) (74) 3,444  3,370  Total $ 1,377  $ 625  $ 2,002  $ 1,179  $ 1,421  $ 2,600  Table disclosures above include the results from both continuing operations and discontinued operations. Our soybean positions are designed to hedge risk related to inventory purchases, therefore the gains and losses on soybean instruments from our operations are recorded in cost of sales in our condensed consolidated statements of operations. Our soybean oil and soybean meal positions are designed to hedge risk related to sales transactions therefore the gains and losses on soybean oil and soybean meal instruments from our operations are recorded in revenues in our condensed consolidated statements of operations. We classify the cash effects of our derivatives within the “Cash Flows from Operating Activities” section of our condensed consolidated statements of cash flows.

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Inventories, Net	6 Months Ended
	Jun. 30, 2024
Inventory Disclosure [Abstract]
Inventories, Net	Inventories, Net Inventories, net consist of the following: June 30, 2024 December 31, 2023 Raw materials and supplies $ 3,755  $ 7,137  Work-in-process 4,671  3,938  Finished goods 8,400  3,785  Total inventories $ 16,826  $ 14,860  Work-in-process inventory consists of seed provided to contracted seed producers and growers with which we hold a purchase option for, or are required to purchase the future harvested seeds or grains. It also includes crops under production which represent the direct costs of land preparation, seed, planting, growing, and maintenance.

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Debt	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Debt	Debt June 30, 2024 December 31, 2023 DDB Term Loan, due April 2029 $ 15,800  $ 6,256  DDB Equipment Loan, due July 2024 —  525  Convertible Notes Payable, due March 2024 —  59,310  Equipment Financing, due March 2025 293  488  Notes Payable, varying maturities through June 2026 43  64  Less: unamortized debt discount and debt issuance costs —  (6,192) 16,136  60,451  Less: current maturities of long-term debt (1,900) (55,201) Long-term debt $ 14,236  $ 5,250  Term Loan, Equipment Loan and Revolver In April 2019, DDB entered into a credit agreement (the “2019 Credit Agreement”) comprised of a $14,000 aggregate principal amount of floating rate, five-year term loan (the “2019 DDB Term Loan”), a $3,500 floating rate, five-year loan to be used for facility expansion (the “2019 DDB Equipment Loan”), and a $6,000 floating rate revolving credit facility (the “2019 DDB Revolver”), which is renewed annually. In March 2024, the DDB Term Loan maturity date was extended to April 2026. On May 7, 2024, the 2019 Credit Agreement was amended and restated (the “2024 Credit Agreement”), providing for: (i) a revolving credit facility in the maximum aggregate amount of $6,000 bearing interest at a floating rate equal to the prime rate plus 1/4%, with accrued interest payable monthly, and with a maturity date of December 1, 2024 (the “2024 DDB Revolver”), and (ii) a term loan facility in the amount of $15,800, bearing interest at a floating rate equal to the prime rate plus 1%, with quarterly principal payments in the amount of $395 each, with accrued interest payable quarterly, and maturing on April 1, 2029 (the “2024 DDB Term Loan”). DDB’s obligations under the 2024 Credit Agreement are secured by a limited guaranty from the Company’s direct wholly-owned subsidiary, Benson Hill Holdings, Inc. (the “Guarantor”), limited to $8,000 in guaranteed obligations. DDB’s obligations under the 2024 Credit Agreement are also secured by a first lien security interest in all of DDB’s right, title and interest in all DDB personal property assets and any proceeds of such assets, and by first priority mortgages of all of DDB’s right, title and interest in all DDB owned real property assets and improvements thereon. The 2024 Credit Agreement contains affirmative and negative covenants, including financial covenants. The DDB financial covenants include minimum working capital, minimum tangible net worth, maximum cash flow leverage ratio, maximum fixed charge coverage ratio, maximum unfunded capital expenditures, and permitted distributions covenants. Under the permitted distributions covenant, DDB may make loans to the Guarantor not in excess of $10,000 in the aggregate at any one time outstanding. The 2024 Credit Agreement requires the Guarantor to maintain a minimum cash balance, initially $7,000 through December 31, 2025 and 50% of the term loan balance thereafter. DDB repaid and terminated the 2019 DDB Term Loan and the 2019 DDB Equipment Loan from the proceeds received from the 2024 Credit Agreement in May 2024. During the second quarter of 2024, we were in compliance with the financial covenants under the 2024 Credit Agreement. Convertible Notes Payable In December 2021, we entered into a financing agreement with an investment firm (the “Convertible Loan and Security Agreement”), which included a commitment by the lender to make term loans available to us in an amount of up to $100,000 with $80,000 available immediately. We executed term notes with the lender in December 2021 in the aggregate amount of $80,000 with an initial term of 36 months payable in interest only, at the greater of (a) the prime rate of interest as published in the Wall Street Journal or (b) 3.25% per annum, plus 5.75% per annum for the first 12 months and principal and interest payments for the remaining 24 months. The term notes were secured by substantially all of our assets. In June 2022, we amended the Convertible Loan and Security Agreement (“First Amendment”), which changed the definition of gross margin, and modified the Conversion Price and the Exercise Price. The change to the definition of gross margin removed the impact of derivative hedging gains or losses related to future periods and resulted in our achievement of the milestones required to draw on the second tranche. We drew on the full $20,000 available under the second tranche upon entering into this amendment. In November 2022, we entered into a second amendment to the Convertible Loan and Security Agreement (“Second Amendment”), which, among other things, changed the definition of Outstanding Shares based on the updated definition of Market Cap Threshold I. Additionally, the required minimum liquidity covenant requirement was reduced from six months to four months. The amendment also increased the designated interest rate by 25 basis points. In March 2023, we entered into a third amendment to the Convertible Loan and Security Agreement (“Third Amendment”), which, among other things, allowed the restricted cash to be counted towards the required minimum liquidity covenant calculation. In addition, the Third Amendment increased the final balloon payment by 200 basis points and reset the prime rate to be the greater of (a) the prime rate of interest as published in the Wall Street Journal or (b) 7.75% per annum. In October 2023, we entered into a fourth amendment to the Convertible Loan and Security Agreement (the “Fourth Amendment”), which, among other things: changed the maturity date to March 1, 2024; changed the prepayment fee to be equal to 1% of any prepayment of Loans (as defined in the Convertible Loan and Security Agreement) for any prepayments made prior to January 14, 2024; increased the “final payment” from 12.70% to 17.70% of the original Commitment amount of $100,000; within one business day after closing of certain sales of our equity securities, we must pay as a prepayment the lesser of (i) 100% of the net closing proceeds or (ii) the outstanding principal of the Obligations (as defined in the Convertible Loan and Security Agreement); within one business day of the closing of certain asset sales, we must pay as a prepayment the net closing proceeds from such asset sales; within one business day of either November 15, 2023 or the closing of certain asset sales, we must pay as a prepayment the lesser of (i) all cash in the Blocked Account (as defined in the Convertible Loan and Security Agreement) or (ii) the outstanding principal and pro rata portion of fees due, the financial covenant to maintain at all times a minimum liquidity equal to or greater than four or six months will be removed effective upon the lender’s receipt of net closing proceeds from certain asset sales and all cash in the Blocked Account and following such removal, we will instead be required to maintain $20,000 of unrestricted cash at all times, and the Warrants (as defined in the Convertible Loan and Security Agreement) must be repriced based on the trailing 5-day VWAP immediately prior to the date of the Fourth Amendment. At any time after six months and before 42 months from the closing date of the initial term loans, up to $20,000 of the principal amount of the term loans then outstanding may be converted (at the lender’s option) into shares of the Company’s common stock at a price per share (“Conversion Price”) equal to the lower of (a) $2.47; (b) in the case of any “equity purchase commitments” and/or “at-the-market” or similar transactions, which result in the realization by the Company of gross proceeds of $20,000 or more over any period of 14 consecutive trading days prior to September 30, 2022, the VWAP of the common stock on the last trading day of such 14 day period; or (c) the effective price per share of any bona fide equity offering, which closes after June 30, 2022 and prior to September 30, 2022. The conversion option is subject to: (a) the closing sales price of our common stock for each of the seven consecutive trading days immediately preceding the conversion, being greater than or equal to the conversion price; (b) the shares of our common stock issued in connection with any such conversion not exceeding 20% of the total trading volume of our common stock for the 22 consecutive trading days immediately prior to and including the effective date of the conversion; and (c) all lenders’ pro forma shares of our common stock resulting from the conversion option, when added to all lenders’ pro forma shares of our common stock resulting from the exercise of the warrants, not exceeding 2.5% of the number of shares of our common stock outstanding at the time of the conversion. In November 2023, using the proceeds obtained from the sale of our soy processing facility in Seymour, Indiana, and other asset sales, we repaid approximately half of the outstanding obligations under the Convertible Notes Payable for an aggregate amount of $58,391. On February 13, 2024, we repaid in full all outstanding obligations under the Convertible Loan and Security Agreement with Avenue Capital Management II, L.P. (the “Agent”), as administrative agent and collateral agent for several funds managed by the Agent (the “Lenders”) (as amended, restated, or supplemented from time to time, the “Loan Agreement”) (the “Avenue Capital Payoff”). In connection with the Avenue Capital Payoff, we paid an aggregate amount of approximately $59,000 in full payment of our outstanding obligations under the Loan Agreement and the promissory notes evidencing the obligations thereunder, including the applicable Final Payment (as such term is defined in the Loan Agreement) and expense reimbursements payable to the Agent. The Company accelerated the recognition of the unamortized debt discount and debt issuance costs of $1,638 as of the payoff date and such costs are included within Interest expense, net in the Condensed Consolidated Statement of Operations as of June 30, 2024. Upon the Avenue Capital Payoff, the Lenders’ commitments to extend further credit to the Borrowers terminated, the Agent released and terminated all liens or security interests granted to secure the obligations under the Loan Agreement, and the parties to the Loan Agreement were released from their respective guaranties and obligations under the Loan Agreement (except for inchoate indemnity obligations). Upon the Avenue Capital Payoff, the Conversion Option (as such term is defined in the Loan Agreement) to the Convertible Notes Payable has expired. The Convertible Notes Payable Warrants remain outstanding. Equipment Financing In March 2022, the Company entered into a sale-leaseback transaction relating to certain of the Company’s equipment. The Company evaluated whether the transaction qualified as a sale under ASC 606 and ultimately determined that since the leases are classified as financing leases under ASC 842, the transaction did not qualify as a sale and therefore control of the equipment was not transferred. Therefore, the sale proceeds of $1,160 were recorded as a financing liability. We will make monthly payments of $33 under the financing arrangement for a term of 36 months.

v3.24.2.u1

Accrued Expenses and Other Current Liabilities	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
Accrued Expenses and Other Current Liabilities	Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following: June 30, 2024 December 31, 2023 Payroll and employee benefits $ 4,329  $ 6,148  Insurance premiums 107  58  Professional services 1,456  3,960  Research and development 177  258  Inventory —  514  Interest 229  161  Contract liability 6,654  8,340  Other 162  1,913  $ 13,114  $ 21,352

v3.24.2.u1

Income Taxes	6 Months Ended
	Jun. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes Our effective federal income tax rate was 0% for the three and six months ended June 30, 2024 and 2023. Our 2024 and 2023 effective federal income tax rates differed from the statutory rate of 21% primarily due to the fact that we recorded no income tax benefit on our pretax losses as we recorded a full valuation allowance globally. The tax expense recorded relates to state and foreign taxes.

v3.24.2.u1

Comprehensive Income	6 Months Ended
	Jun. 30, 2024
Equity [Abstract]
Comprehensive Income	Comprehensive Income Our other comprehensive income (loss) (“OCI”) consists of unrealized gains and losses on marketable debt securities classified as available for sale and foreign currency translation adjustments from our subsidiaries in Brazil and Canada. The following table shows changes in accumulated other comprehensive income (“AOCI”) by component for the three and six months ended June 30, 2024 and 2023: Cumulative Foreign Currency Translation Unrealized Gains/(Losses) on Marketable Securities Total Balance as of March 31, 2024 $ (398) $ (173) $ (571) Other comprehensive income before reclassifications 1  64  65  Amounts reclassified from AOCI —  9  9  Other comprehensive income 1  73  74  Balance at June 30, 2024 $ (397) $ (100) $ (497) Balance at December 31, 2023 $ (385) $ (1,284) $ (1,669) Other comprehensive income before reclassifications (12) 20  8  Amounts reclassified from AOCI —  1,164  1,164  Other comprehensive income (12) 1,184  1,172  Balance at June 30, 2024 $ (397) $ (100) $ (497) Balance as of March 31, 2023 $ (385) $ (5,854) $ (6,239) Other comprehensive income (loss) before reclassifications —  674  674  Amounts reclassified from AOCI —  1,994  1,994  Other comprehensive income (loss) —  2,668  2,668  Balance at June 30, 2023 $ (385) $ (3,186) $ (3,571) Balance at December 31, 2022 $ (385) $ (6,710) $ (7,095) Other comprehensive loss before reclassifications —  480  480  Amounts reclassified from AOCI —  3,044  3,044  Other comprehensive loss —  3,524  3,524  Balance at June 30, 2023 $ (385) $ (3,186) $ (3,571) Amounts reclassified from AOCI were reported within “Other (income) expense, net” on our condensed consolidated statements of operations. The Company’s accounting policy is to release the income tax effects (if applicable) from AOCI when the individual units of account are sold.

v3.24.2.u1

Loss Per Common Share	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Loss Per Common Share	Loss Per Common Share We compute basic net income (loss) per common share using the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed using the weighted average number of common shares and the effect of potentially dilutive securities outstanding during the period. Potentially dilutive securities may consist of warrants, stock options and restricted stock units. The dilutive effect of outstanding warrants, stock options and restricted stock units are reflected in diluted earnings per share by application of the treasury stock method. The weighted average share impact of warrants, stock options and restricted stock units, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, that were excluded from the calculation of diluted shares outstanding due to us incurring a net loss for the three and six months ended June 30, 2024 and 2023 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Anti-dilutive common share equivalents: Warrants —  —  2  —  Stock options —  19  1  33  Restricted stock units 256  257  226  228  Total anti-dilutive common share equivalents 256  276  229  261  The following table provides the reconciliation of net loss from continuing operations attributable to common stockholders and basic and diluted loss per common share, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, by outlining the numerators and denominators of the computations: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Numerator: Net loss from continuing operations $ (17,983) $ (36,505) $ (44,297) $ (43,290) Denominator: Weighted average common shares outstanding, basic and diluted 5,496  5,364  5,477  5,355  Net loss from continuing operations per common share, basic and diluted $ (3.27) $ (6.81) $ (8.09) $ (8.08)

v3.24.2.u1

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Contingencies We accrue for costs related to contingencies when a loss is probable, and the amount is reasonably determinable. Disclosure of contingencies is included in the condensed consolidated financial statements when it is at least reasonably possible that a material loss or an additional material loss in excess of amounts already accrued may be incurred. For all contingent dispute-related matters, the accruals were $670 as of June 30, 2024 and immaterial as of December 31, 2023. Commitments As of June 30, 2024, we have committed to purchase from seed producers and growers at dates throughout 2024 and 2025 at fixed prices aggregating to $35,838 based on commodity futures or market prices, other payments to growers, and estimated yields per acre, of which $31,360 are due within one year. In addition to the obligations for which the price is fixed or determinable, we have committed to purchase from seed producers and growers 1,768 bushels throughout 2025 for which the pricing is currently variable. These amounts are not recorded in the condensed consolidated financial statements because we have not taken delivery of the grain or seed as of June 30, 2024 and due to the fact that the grain or seed is subject to specified quality standards prior to delivery.

v3.24.2.u1

Segment Information	6 Months Ended
	Jun. 30, 2024
Segment Reporting [Abstract]
Segment Information	Segment Information In December 2022, we divested our former Fresh segment and reclassified the related financial information to discontinued operations for all periods presented. In June 2023, we closed the sale of our former Fresh segment. In February 2024, we divested our soy processing assets and re-evaluated our operating and reportable segments. We concluded that we operate under one operating segment and one reportable segment, Seeds Technology, as our chief operating decision maker (“CODM”) reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources and evaluating financial performance. We are now rapidly evolving to an asset-light business model designed to serve broadacre animal feed markets. Revenues and operating results for the three and six months ended June 30, 2024 and 2023 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Revenues Domestic $ 33,773  $ 23,484  $ 54,906  $ 49,060  International —  —  —  23,091  Total Revenues $ 33,773  $ 23,484  $ 54,906  $ 72,151  Point in time $ 29,492  $ 23,189  $ 47,284  $ 69,314  Over time 4,281  295  7,622  2,837  Total Revenues $ 33,773  $ 23,484  $ 54,906  $ 72,151  The CODM uses Adjusted EBITDA to review and assess our operating performance. We define Adjusted EBITDA as net loss from continuing operations excluding income taxes, interest, depreciation, amortization, stock-based compensation, changes in fair value of warrants and conversion options, realized (gains) losses on marketable securities, goodwill and long-lived asset impairment, restructuring-related costs (including severance costs) and the impact of significant non-recurring items. Adjustments to reconcile net loss from continuing operations to Adjusted EBITDA for the three and six months ended June 30, 2024 and 2023 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Net loss from continuing operations, net of income taxes $ (17,983) $ (36,505) $ (44,297) $ (43,290) Interest expense, net 1,708  6,874  10,304  13,246  Income tax expense (benefit) 6  (138) 6  (123) Depreciation and amortization 3,846  3,529  7,673  7,003  Stock-based compensation 1,138  (4,073) 2,414  (1,259) Changes in fair value of warrants and conversion option (513) 3,036  (286) (18,660) Impairment of goodwill —  9,260  —  9,260  Exit costs related to divestiture of Creston facility (7) —  2,881  —  Business transformation 408  —  732  —  Severance 402  1,126  1,476  1,238  Proceeds from a corporate-owned life insurance policy (2,173) —  (2,173) —  Other 755  1,642  1,773  2,874  Total Adjusted EBITDA $ (12,413) $ (15,249) $ (19,497) $ (29,711)

v3.24.2.u1

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net loss attributable to common stockholders	$ (19,700)	$ (56,841)	$ (40,983)	$ (59,895)

v3.24.2.u1

Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

v3.24.2.u1

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial reporting and SEC regulations.
Principles of Consolidation	The unaudited condensed consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of our condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Significant management estimates include those with respect to allowance for doubtful accounts, reserves for inventory obsolescence, the recoverability of long-lived assets, intangibles and goodwill and the estimated value of our warrant liabilities and conversion option liabilities.
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents and Restricted Cash We consider all short-term, highly liquid investments with maturities of 90 days or less at the acquisition date to be cash equivalents. Restricted cash primarily represents cash proceeds from the sale of certain assets pursuant to the covenants with a lender. Restricted cash is classified as non-current if we expect that the cash will remain restricted for a period greater than one year.
Goodwill and Intangible Assets	Goodwill and Intangible Assets Goodwill, arising from a business combination as the excess of purchase price and related costs over the fair value of identifiable assets acquired and liabilities assumed is not amortized and is subject to an annual impairment test as of December 1, unless events indicate an interim test is required. In performing this impairment test, management will first qualitatively assess indicators of a reporting unit’s fair value. If, after completing the qualitative assessment, management believes it is likely that a reporting unit is impaired, a discounted cash flow analysis is prepared to estimate the fair value of the reporting unit. Critical estimates in the determination of the fair value of each reporting unit include, but are not limited to, future expected cash flows based on estimates of future sales volumes, sales prices, production costs, and discount rates. These estimates generally constitute unobservable Level 3 inputs under the fair value hierarchy. An adjustment to goodwill will be recorded for any goodwill that is determined to be impaired. Impairment of goodwill is measured as the excess of the carrying amount of goodwill over the fair value of the reporting unit. During the second quarter of 2023, we identified an indicator of impairment and determined it was no longer more likely than not that the fair value of our sole reporting unit was in excess of the carrying value. We performed an impairment analysis for the Ingredients reporting unit as of June 30, 2023, using a discounted cash flow model (a form of the income approach), utilizing Level 3 unobservable inputs. Our estimates in this analysis included, but were not limited to, future cash flow projections, the weighted average cost of capital, the terminal growth rate, and the tax rate. The impairment charge reflects an ongoing assessment of current market conditions and potential strategic investments to continue commercializing our proprietary products and pursue other strategic investments in the industry. As a result, a quantitative goodwill and separately identifiable intangible asset impairment assessment was performed as of June 30, 2023, and we recorded an impairment of the carrying value of goodwill of $9,260 in continuing operations and $9,966 in discontinued operations, which represented the entire goodwill balance prior to the impairment charge. The goodwill impairment charge had an immaterial impact on the provision for income taxes. Intangible assets consist primarily of customer relationships, trade names, employment agreements, technology licenses, and developed or acquired technology. Intangible assets are valued based on the income approach, which utilizes discounted cash flows, or cost buildup. These estimates generally constitute Level 3 inputs under the fair value hierarchy. In conjunction with business acquisitions, we obtain trade names and permits, enter into employment agreements, and gain access to the developed technology, distribution channels and customer relationships of the acquired companies. Trade names and permits are amortized over their estimated useful life, which is generally 10 years. The developed and acquired technology is amortized over its estimated useful life of 13 years. Customer relationships are expected to provide economic benefits to the Company over the amortization period of 15 years and are amortized on a straight-line basis. The amortization period of customer relationships represents management’s best estimate of the expected usage or consumption of the economic benefits of the acquired assets, which is based on our historical experience of customer attrition rates. Definite lived intangible assets are reviewed for impairment, at the asset group level, whenever, in management’s judgment, impairment indicators are present. At a minimum, we assess all definite lived intangible assets annually for indicators of impairment. When indicators of impairment are present, such an assessment involves estimating undiscounted cash flows over the remaining useful life of the intangible. If the review indicates that undiscounted cash flows are less than the carrying value of the intangible asset, the asset group is written down to fair value, and any impairment is assigned to the assets in the asset group in accordance with the applicable guidance, and a corresponding impairment is recognized in our consolidated statements of operations and comprehensive loss. For the quarter ended June 30, 2024, we determined there was no impairment of our intangible assets. However, we are currently exploring a broad strategic review of our business which could result in us being unable to recover all or a portion of the carrying value of our intangible assets. The amount and timing of any impairment charge would depend on a number of factors including the structure, timing, and scope of any assets disposed in any future transactions.
Impairment of Long-lived Assets	Impairment of Long-lived Assets We review long-lived assets, including lease right-of-use assets, for impairment whenever events or changes in circumstances indicate that an asset group’s carrying amount may not be recoverable. We conduct our long-lived asset impairment analysis in accordance with ASC 360-10, Impairment or Disposal of Long-Lived Assets, which requires us to group assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluate the asset group against the sum of the undiscounted future cash flows. If the undiscounted cash flows do not indicate the carrying amount of the asset group is recoverable, an impairment charge is measured as the amount by which the carrying amount of the asset group exceeds its fair value. We conducted a review of our long-lived assets as of June 30, 2024 and determined that the carrying value of our assets is recoverable and no impairment charge was necessary. We are currently executing a transition of our business model which could further result in us being unable to recover all or a portion of the remaining carrying value of our long-lived assets.
Recently Issued Accounting Guidance Not Yet Effective	Recently Issued Accounting Guidance Not Yet Effective In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”). The standard requires all entities to disclose specific categories in the rate reconciliation, income taxes paid, and other income tax information. For public business entities, the amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024. Early adoption is permitted. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 requires public entities, including those entities with a single reportable segment, to provide disclosures of significant segment expenses and other segment items. The public entities are permitted to disclose multiple measures of a segment’s profit or loss used by the chief operating decision-maker to allocate resources and assess performance, as long as at least one measure that is most consistent with our consolidated financial statements is included. The guidance is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. The guidance is applied retrospectively to all periods presented in financial statements, unless it is impracticable. Early adoption is permitted. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements.

v3.24.2.u1

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Schedule of Cash and Cash Equivalents	The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets, inclusive of $— and $8,483 of cash and cash equivalents reported within current assets of discontinued operations as of June 30, 2024 and June 30, 2023 to the amounts shown in the condensed consolidated statements of cash flows. June 30, 2024 June 30, 2023 Cash and cash equivalents $ 9,272  $ 9,051  Restricted cash, current —  19,840  Cash and cash equivalents reported in current assets of discontinued operations —  8,483  Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows $ 9,272  $ 37,374
Schedule of Restrictions on Cash and Cash Equivalents	The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets, inclusive of $— and $8,483 of cash and cash equivalents reported within current assets of discontinued operations as of June 30, 2024 and June 30, 2023 to the amounts shown in the condensed consolidated statements of cash flows. June 30, 2024 June 30, 2023 Cash and cash equivalents $ 9,272  $ 9,051  Restricted cash, current —  19,840  Cash and cash equivalents reported in current assets of discontinued operations —  8,483  Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows $ 9,272  $ 37,374

v3.24.2.u1

Discontinued Operations (Tables)	6 Months Ended
	Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Discontinued Operations	The carrying amounts of the assets and liabilities of the discontinued operations were as follows: June 30, 2024 December 31, 2023 Assets Current assets: Cash and cash equivalents $ —  $ 7,147  Accounts receivable, net 4,985  26,412  Inventories, net —  10,640  Prepaid expenses and other assets 924  6,468  Property and equipment, net —  52,510  Total assets from discontinued operations $ 5,909  $ 103,177  Liabilities Current liabilities: Accounts payable $ 79  $ 12,741  Operating lease liabilities —  2,851  Accrued expenses and other liabilities 1,042  3,210  Total liabilities from discontinued operations $ 1,121  $ 18,802  The operating results of the discontinued operations, net of tax, were as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Revenues $ 170  $ 95,456  $ 31,060  $ 203,767  Cost of sales 171  99,254  27,278  199,083  Research and development —  —  17  —  Selling, general and administrative expenses 1,775  6,225  3,414  10,619  (Gain) loss on divestiture of discontinued operations —  172  (2,844) 172  Impairment of goodwill —  9,966  —  9,966  Interest (income) expense, net (59) 7  (86) 14  Other expense (income), net —  168  (33) 518  Net (loss) income from discontinued operations, before income taxes (1,717) (20,336) 3,314  (16,605) Income tax expense —  —  —  —  Net (loss) income from discontinued operations, net of income taxes $ (1,717) $ (20,336) $ 3,314  $ (16,605) Depreciation, amortization and significant operating and investing items in the condensed consolidated statements of cash flows for the discontinued operations are as follows: Six Months Ended June 30, 2024 2023 Operating activities Depreciation and amortization $ 387  $ 3,593  Bad debt expense 1,075  (137) Impairment —  9,966  Net gain on divestiture of discontinued operations (2,844) 172  Investing activities Payments for acquisitions of property and equipment (130) (643) Net proceeds from divestiture 57,713  1,928

v3.24.2.u1

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Schedule of Financial Instruments Measured at Fair Value	The following tables provide the financial instruments measured at fair value on a recurring basis based on the fair value hierarchy: June 30, 2024 Level 1 Level 2 Level 3 Total Assets U.S. treasury securities $ 4,655  $ —  $ —  $ 4,655  Corporate bonds $ —  $ 12,519  $ —  $ 12,519  Preferred stock —  3,073  —  3,073  Marketable securities $ 4,655  $ 15,592  $ —  $ 20,247  Liabilities Warrant liabilities $ 176  $ 11  $ 719  $ 906  Total liabilities $ 176  $ 11  $ 719  $ 906  December 31, 2023 Level 1 Level 2 Level 3 Total Assets U.S. treasury securities $ 67  $ —  $ —  $ 67  Corporate bonds —  25,378  —  25,378  Preferred stock —  7,407  —  7,407  Marketable securities $ 67  $ 32,785  $ —  $ 32,852  Liabilities Warrant liabilities $ 201  $ 30  $ 955  $ 1,186  Conversion option liabilities —  —  5  5  Total liabilities $ 201  $ 30  $ 960  $ 1,191
Schedule of Significant Inputs to Valuation of Level 3 Warrant and Conversion Liabilities	The significant inputs to the valuation of Level 3 warrant and conversion option liabilities, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, as of June 30, 2024 were as follows: PIPE Investment Warrants Private Placement Warrants Convertible Notes Payable Warrants Exercise Price $ 136.50  $ 402.50  $ 6.65  Stock Price $ 5.25  $ 5.25  $ 5.25  Volatility 116.7  % 119.0  % 115.0  % Remaining term in years 2.74 2.25 2.50 Risk-free rate 4.6  % 4.1  % 4.62% Dividend yield —  % —  % —  % The significant inputs to the valuation of Level 3 warrant and conversion option liabilities, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, as of December 31, 2023 were as follows: PIPE Investment Warrants Private Placement Warrants Convertible Notes Payable Warrants Conversion Option Liabilities Exercise Price $ 136.50  $ 402.50  $ 6.65  $ 86.45  Stock Price $ 5.95  $ 5.95  $ 5.95  $ 5.95  Volatility 113.0  % 119.0  % 112.5  % 97.6  % Remaining term in years 3.24 2.75 3.00 1.00 Risk-free rate 4.0  % 4.1  % 4.0  % 4.8  % Dividend yield —  % —  % —  % —  %
Schedule of Changes in Warrant and Conversion Option Liabilities	The following table summarizes the change in the warrant and conversion option liabilities categorized as Level 3 for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 Balance, beginning of period $ 1,152  $ 960  Changes in estimated fair value (433) (241) Ending balance, June 30, 2024 $ 719  $ 719  Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Balance, beginning of period $ 8,471  $ 26,907  Changes in estimated fair value 1,835  (16,601) Ending balance, June 30, 2023 $ 10,306  $ 10,306

v3.24.2.u1

Investments in Available-for-Sale Securities (Tables)	6 Months Ended
	Jun. 30, 2024
Investments, Debt and Equity Securities [Abstract]
Schedule of Securities Classified as Available-for-Sale	Marketable securities classified as available-for-sale securities are summarized below: June 30, 2024 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. treasury securities $ 4,823  $ —  $ (1) $ 4,822  Corporate bonds 12,583  1  (213) 12,371  Preferred stock 3,142  —  (88) 3,054  Total Investments $ 20,548  $ 1  $ (302) $ 20,247  December 31, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. treasury securities $ 458  $ —  $ —  $ 458  Corporate bonds 26,040  8  (1,015) 25,033  Preferred stock 7,839  —  (478) 7,361  Total Investments $ 34,337  $ 8  $ (1,493) $ 32,852

v3.24.2.u1

Derivatives (Tables)	6 Months Ended
	Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Derivative Contracts	Our derivative contracts were as follows: June 30, 2024 December 31, 2023 Asset Derivative Liability Derivative Asset Derivative Liability Derivative Soybeans $ 429  $ —  $ 539  $ —  Soybean oil —  34  —  180  Soybean meal —  —  —  588  Effect of daily cash settlement (429) (34) (539) (768) Net derivatives as classified in the balance sheet $ —  $ —  $ —  $ —
Schedule of Pre-tax Gains and Losses	The tables below show the amounts of pre-tax gains and losses recognized in our condensed consolidated statements of operations related to the derivatives: Three Months Ended June 30, 2024 Three Months Ended June 30, 2023 Gain (loss) realized on derivatives Unrealized gain (loss) on derivatives Total gain (loss) recognized in income Gain (loss) realized on derivatives Unrealized gain (loss) on derivatives Total gain (loss) recognized in income Soybeans $ 344  $ 472  $ 816  $ (1,410) $ 479  $ (931) Soybean oil (195) (31) (226) 2,093  (1,674) 419  Soybean meal —  —  —  3,259  18  3,277  Total $ 149  $ 441  $ 590  $ 3,942  $ (1,177) $ 2,765  Six Months Ended June 30, 2024 Six Months Ended June 30, 2023 Gain (loss) realized on derivatives Unrealized gain (loss) on derivatives Total gain (loss) recognized in income Gain (loss) realized on derivatives Unrealized gain (loss) on derivatives Total gain (loss) recognized in income Soybeans $ 3,611  $ (109) $ 3,502  $ (1,247) $ (348) $ (1,595) Soybean oil (374) 146  (228) 2,500  (1,675) 825  Soybean meal (1,860) 588  (1,272) (74) 3,444  3,370  Total $ 1,377  $ 625  $ 2,002  $ 1,179  $ 1,421  $ 2,600

v3.24.2.u1

Inventories, Net (Tables)	6 Months Ended
	Jun. 30, 2024
Inventory Disclosure [Abstract]
Schedule of Inventories, Net	Inventories, net consist of the following: June 30, 2024 December 31, 2023 Raw materials and supplies $ 3,755  $ 7,137  Work-in-process 4,671  3,938  Finished goods 8,400  3,785  Total inventories $ 16,826  $ 14,860

v3.24.2.u1

Debt (Tables)	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Schedule of Long-term Debt	June 30, 2024 December 31, 2023 DDB Term Loan, due April 2029 $ 15,800  $ 6,256  DDB Equipment Loan, due July 2024 —  525  Convertible Notes Payable, due March 2024 —  59,310  Equipment Financing, due March 2025 293  488  Notes Payable, varying maturities through June 2026 43  64  Less: unamortized debt discount and debt issuance costs —  (6,192) 16,136  60,451  Less: current maturities of long-term debt (1,900) (55,201) Long-term debt $ 14,236  $ 5,250

v3.24.2.u1

Accrued Expenses and Other Current Liabilities (Tables)	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	Accrued expenses and other current liabilities consist of the following: June 30, 2024 December 31, 2023 Payroll and employee benefits $ 4,329  $ 6,148  Insurance premiums 107  58  Professional services 1,456  3,960  Research and development 177  258  Inventory —  514  Interest 229  161  Contract liability 6,654  8,340  Other 162  1,913  $ 13,114  $ 21,352

v3.24.2.u1

Comprehensive Income (Tables)	6 Months Ended
	Jun. 30, 2024
Equity [Abstract]
Schedule of Accumulated Other Comprehensive Income	The following table shows changes in accumulated other comprehensive income (“AOCI”) by component for the three and six months ended June 30, 2024 and 2023: Cumulative Foreign Currency Translation Unrealized Gains/(Losses) on Marketable Securities Total Balance as of March 31, 2024 $ (398) $ (173) $ (571) Other comprehensive income before reclassifications 1  64  65  Amounts reclassified from AOCI —  9  9  Other comprehensive income 1  73  74  Balance at June 30, 2024 $ (397) $ (100) $ (497) Balance at December 31, 2023 $ (385) $ (1,284) $ (1,669) Other comprehensive income before reclassifications (12) 20  8  Amounts reclassified from AOCI —  1,164  1,164  Other comprehensive income (12) 1,184  1,172  Balance at June 30, 2024 $ (397) $ (100) $ (497) Balance as of March 31, 2023 $ (385) $ (5,854) $ (6,239) Other comprehensive income (loss) before reclassifications —  674  674  Amounts reclassified from AOCI —  1,994  1,994  Other comprehensive income (loss) —  2,668  2,668  Balance at June 30, 2023 $ (385) $ (3,186) $ (3,571) Balance at December 31, 2022 $ (385) $ (6,710) $ (7,095) Other comprehensive loss before reclassifications —  480  480  Amounts reclassified from AOCI —  3,044  3,044  Other comprehensive loss —  3,524  3,524  Balance at June 30, 2023 $ (385) $ (3,186) $ (3,571)

v3.24.2.u1

Loss Per Common Share (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Schedule of Anti-dilutive Common Share Equivalents	The weighted average share impact of warrants, stock options and restricted stock units, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, that were excluded from the calculation of diluted shares outstanding due to us incurring a net loss for the three and six months ended June 30, 2024 and 2023 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Anti-dilutive common share equivalents: Warrants —  —  2  —  Stock options —  19  1  33  Restricted stock units 256  257  226  228  Total anti-dilutive common share equivalents 256  276  229  261
Schedule of Reconciliation of Basic and Diluted Loss per Common Share	The following table provides the reconciliation of net loss from continuing operations attributable to common stockholders and basic and diluted loss per common share, adjusted on a retroactive basis to reflect the Reverse Stock Split as discussed in Note 2, Summary of Significant Accounting Policies, by outlining the numerators and denominators of the computations: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Numerator: Net loss from continuing operations $ (17,983) $ (36,505) $ (44,297) $ (43,290) Denominator: Weighted average common shares outstanding, basic and diluted 5,496  5,364  5,477  5,355  Net loss from continuing operations per common share, basic and diluted $ (3.27) $ (6.81) $ (8.09) $ (8.08)

v3.24.2.u1

Segment Information (Tables)	6 Months Ended
	Jun. 30, 2024
Segment Reporting [Abstract]
Schedule of Segment Information	Revenues and operating results for the three and six months ended June 30, 2024 and 2023 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Revenues Domestic $ 33,773  $ 23,484  $ 54,906  $ 49,060  International —  —  —  23,091  Total Revenues $ 33,773  $ 23,484  $ 54,906  $ 72,151  Point in time $ 29,492  $ 23,189  $ 47,284  $ 69,314  Over time 4,281  295  7,622  2,837  Total Revenues $ 33,773  $ 23,484  $ 54,906  $ 72,151  The CODM uses Adjusted EBITDA to review and assess our operating performance. We define Adjusted EBITDA as net loss from continuing operations excluding income taxes, interest, depreciation, amortization, stock-based compensation, changes in fair value of warrants and conversion options, realized (gains) losses on marketable securities, goodwill and long-lived asset impairment, restructuring-related costs (including severance costs) and the impact of significant non-recurring items. Adjustments to reconcile net loss from continuing operations to Adjusted EBITDA for the three and six months ended June 30, 2024 and 2023 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Net loss from continuing operations, net of income taxes $ (17,983) $ (36,505) $ (44,297) $ (43,290) Interest expense, net 1,708  6,874  10,304  13,246  Income tax expense (benefit) 6  (138) 6  (123) Depreciation and amortization 3,846  3,529  7,673  7,003  Stock-based compensation 1,138  (4,073) 2,414  (1,259) Changes in fair value of warrants and conversion option (513) 3,036  (286) (18,660) Impairment of goodwill —  9,260  —  9,260  Exit costs related to divestiture of Creston facility (7) —  2,881  —  Business transformation 408  —  732  —  Severance 402  1,126  1,476  1,238  Proceeds from a corporate-owned life insurance policy (2,173) —  (2,173) —  Other 755  1,642  1,773  2,874  Total Adjusted EBITDA $ (12,413) $ (15,249) $ (19,497) $ (29,711)

v3.24.2.u1

Description of Business (Details)		1 Months Ended	3 Months Ended		6 Months Ended
	Feb. 13, 2024 USD ($)	Nov. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) opportunity	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) opportunity	Jun. 30, 2023 USD ($)	May 07, 2024 USD ($)	Dec. 31, 2023 USD ($)	Oct. 31, 2023 USD ($)	Jun. 30, 2022 USD ($)	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Number of opportunities to monetize technology | opportunity			3		3
Net loss from continuing operations			$ 17,983,000	$ 36,505,000	$ 44,297,000	$ 43,290,000
Net cash used in operating activities					26,461,000	$ 44,281,000
Cash and marketable securities			29,519,000		29,519,000
Accumulated deficit			564,769,000		564,769,000			$ 523,786,000
Term debt and notes payable			16,136,000		16,136,000			$ 60,451,000
Severance			104,000		1,755,000
Term Debt and Notes Payable
Debt Instrument [Line Items]
Term debt and notes payable			$ 16,136,000		$ 16,136,000
Convertible Notes Payable, due March 2024 | Convertible Notes Payable
Debt Instrument [Line Items]
Repayments of convertible note payable	$ 58,964,000	$ 58,391,000
Available borrowing									$ 100,000	$ 20,000,000	$ 100,000,000
DDB Term Loan, due April 2029 | Secured Debt | Credit Agreement
Debt Instrument [Line Items]
Available borrowing							$ 15,800,000

v3.24.2.u1

Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023
Accounting Policies [Abstract]
Cash and cash equivalents	$ 9,272	$ 9,051
Restricted cash, current	0	19,840
Cash and cash equivalents reported in current assets of discontinued operations	0	8,483
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows	$ 9,272	$ 37,374

v3.24.2.u1

Summary of Significant Accounting Policies- Narrative (Details)				3 Months Ended			6 Months Ended
		Jul. 18, 2024 $ / shares shares	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) $ / shares shares		Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) $ / shares shares		Jun. 30, 2023 USD ($)	Jun. 29, 2024 shares	Dec. 31, 2023 $ / shares shares		Dec. 30, 2023 shares
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Common stock, shares authorized (in shares) | shares	[1]			440,000,000			440,000,000				440,000,000
Common stock, shares outstanding (in shares) | shares				6,085,000	[1]		6,085,000	[1]		212,966,000	5,954,000	[1]	208,395,000
Common stock, shares, issued (in shares) | shares				6,085,000	[1]		6,085,000	[1]		212,966,000	5,954,000	[1]	208,395,000
Common stock, par value (in usd per share) | $ / shares	[1]			$ 0.0001			$ 0.0001				$ 0.0001
Impairment of goodwill				$ 0		$ 9,260,000	$ 0		$ 9,260,000
Impairment charge							$ 0
Decrease to stock-based compensation expense						6,200,000			6,200,000
Trade Names
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Preliminary estimated useful life				10 years			10 years
Developed Technology Rights
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Preliminary estimated useful life				13 years			13 years
Customer Relationships
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Preliminary estimated useful life				15 years			15 years
Continuing Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impairment of goodwill			$ 9,260,000
Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impairment of goodwill			9,966,000
Stock Sale | J&J
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash and cash equivalents			$ 8,483,000	$ 0		$ 8,483,000	$ 0		$ 8,483,000
Subsequent Event
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Stock split ratio		0.02857
Common stock, shares authorized (in shares) | shares		440,000,000
Preferred stock, shares authorized (in shares) | shares		1,000,000
Common stock, par value (in usd per share) | $ / shares		$ 0.0001
[1] Amounts have been adjusted to reflect the 1-for-35 reverse stock split that became effective on July 18, 2024. See Note 2, Summary of Significant Accounting Policies for additional details.

v3.24.2.u1

Discontinued Operations - Narrative (Details) $ in Thousands		3 Months Ended		6 Months Ended		12 Months Ended
	Feb. 13, 2024 USD ($) installment	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)	Oct. 31, 2023 USD ($)	Dec. 29, 2022 USD ($)
Promissory Note
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Fixed interest rate	8.00%
Stock Sale | Seymour, Indiana soybean crush facility
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash consideration							$ 35,397
(Gain) loss on divestiture of discontinued operations						$ 18,970
Stock Sale | BHI
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash consideration	$ 52,500
Estimated working capital adjustment	19,671
Amount of holdback held by purchaser	3,413
Amount of carryback held by purchaser	$ 4,950
Number of installments | installment	4
Stock Sale | BHI | Minimum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Term of TSA	4 months
Stock Sale | BHI | Maximum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Term of TSA	6 months
Stock Sale | Creston Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
(Gain) loss on divestiture of discontinued operations		$ 2,844		$ 2,844
Stock Sale | J&J
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash consideration								$ 3,000
Purchase price								$ 18,000
Total assets from discontinued operations		375		375		601
Total liabilities from discontinued operations		664		664		$ 559
Net (loss) income		$ (264)	$ (7,726)	$ 149	$ (5,935)
Revenues			9,902		32,237
Cost of sales			15,398		34,131
Operating expenses			$ 1,883		$ 3,337

v3.24.2.u1

Discontinued Operations - Schedule of Carrying Amounts of Assets and Liabilities of Discontinued Operations (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets:
Total assets from discontinued operations	$ 5,909	$ 103,177
Current liabilities:
Total liabilities from discontinued operations	1,121	18,802
Stock Sale | Combined results of discontinued operations
Current assets:
Cash and cash equivalents	0	7,147
Accounts receivable, net	4,985	26,412
Inventories, net	0	10,640
Prepaid expenses and other assets	924	6,468
Property and equipment, net	0	52,510
Total assets from discontinued operations	5,909	103,177
Current liabilities:
Accounts payable	79	12,741
Operating lease liabilities	0	2,851
Accrued expenses and other liabilities	1,042	3,210
Total liabilities from discontinued operations	$ 1,121	$ 18,802

v3.24.2.u1

Discontinued Operations - Operating Results Of The Discontinued Operations (Details) - Combined results of discontinued operations - Stock Sale - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues	$ 170	$ 95,456	$ 31,060	$ 203,767
Operating Expenses [Abstract]
Cost of sales	171	99,254	27,278	199,083
Research and development	0	0	17	0
Selling, general and administrative expenses	1,775	6,225	3,414	10,619
Net gain on divestiture of discontinued operations	0	172	(2,844)	172
Impairment of goodwill	0	9,966	0	9,966
Interest (income) expense, net	(59)	7	(86)	14
Other expense (income), net	0	168	(33)	518
Net (loss) income from discontinued operations, before income taxes	(1,717)	(20,336)	3,314	(16,605)
Income tax expense	0	0	0	0
Net (loss) income from discontinued operations, net of income taxes	$ (1,717)	$ (20,336)	$ 3,314	$ (16,605)

v3.24.2.u1

Discontinued Operations - Consolidated Statement of Cash Flows for the Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Investing activities
Net proceeds from divestiture			$ 57,713	$ 1,928
Stock Sale | Combined results of discontinued operations
Operating activities
Depreciation and amortization			387	3,593
Bad debt expense			1,075	(137)
(Gain) loss on divestiture of discontinued operations			0	9,966
Net gain on divestiture of discontinued operations	$ 0	$ 172	(2,844)	172
Investing activities
Payments for acquisitions of property and equipment			(130)	(643)
Net proceeds from divestiture			$ 57,713	$ 1,928

v3.24.2.u1

Fair Value Measurements - Narratives (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash and cash equivalents	$ 9,272	$ 8,934
Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value of long-term debt	$ 14,301	64,336
Public Warrant | Level 2
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Public warrant liabilities transferred from level 1 to level 2		$ 30

v3.24.2.u1

Fair Value Measurements - Schedule of Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Liabilities
Conversion option liabilities	$ 0	$ 5
Corporate bonds
Assets
Debt securities	12,371	25,033
Preferred stock
Assets
Preferred stock	3,054	7,361
Recurring
Assets
Marketable securities	20,247	32,852
Liabilities
Total liabilities	906	1,191
Recurring | U.S. treasury securities
Assets
Debt securities	4,655	67
Recurring | Corporate bonds
Assets
Debt securities	12,519	25,378
Recurring | Preferred stock
Assets
Preferred stock	3,073	7,407
Recurring | Warrant liabilities
Liabilities
Warrant liabilities	906	1,186
Recurring | Conversion option liabilities
Liabilities
Conversion option liabilities		5
Recurring | Level 1
Assets
Marketable securities	4,655	67
Liabilities
Total liabilities	176	201
Recurring | Level 1 | U.S. treasury securities
Assets
Debt securities	4,655	67
Recurring | Level 1 | Corporate bonds
Assets
Debt securities	0	0
Recurring | Level 1 | Preferred stock
Assets
Preferred stock	0	0
Recurring | Level 1 | Warrant liabilities
Liabilities
Warrant liabilities	176	201
Recurring | Level 1 | Conversion option liabilities
Liabilities
Conversion option liabilities		0
Recurring | Level 2
Assets
Marketable securities	15,592	32,785
Liabilities
Total liabilities	11	30
Recurring | Level 2 | U.S. treasury securities
Assets
Debt securities	0	0
Recurring | Level 2 | Corporate bonds
Assets
Debt securities	12,519	25,378
Recurring | Level 2 | Preferred stock
Assets
Preferred stock	3,073	7,407
Recurring | Level 2 | Warrant liabilities
Liabilities
Warrant liabilities	11	30
Recurring | Level 2 | Conversion option liabilities
Liabilities
Conversion option liabilities		0
Recurring | Level 3
Assets
Marketable securities	0	0
Liabilities
Total liabilities	719	960
Recurring | Level 3 | U.S. treasury securities
Assets
Debt securities	0	0
Recurring | Level 3 | Corporate bonds
Assets
Debt securities	0	0
Recurring | Level 3 | Preferred stock
Assets
Preferred stock	0	0
Recurring | Level 3 | Warrant liabilities
Liabilities
Warrant liabilities	$ 719	955
Recurring | Level 3 | Conversion option liabilities
Liabilities
Conversion option liabilities		$ 5

v3.24.2.u1

Fair Value Measurements - Schedule of Significant Inputs to Valuation of Level 3 Warrant and Conversion Liabilities (Details) - Level 3	Jun. 30, 2024 $ / shares	Dec. 31, 2023 $ / shares
Exercise Price | Convertible Notes Payable Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	6.65	6.65
Exercise Price | Conversion Option Liabilities
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Conversion liability measurement input		86.45
Exercise Price | PIPE Investment Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	136.50	136.50
Exercise Price | Private Placement Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	402.50	402.50
Stock Price | Convertible Notes Payable Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	5.25	5.95
Stock Price | Conversion Option Liabilities
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Conversion liability measurement input		5.95
Stock Price | PIPE Investment Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	5.25	5.95
Stock Price | Private Placement Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	5.25	5.95
Volatility | Convertible Notes Payable Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	1.150	1.125
Volatility | Conversion Option Liabilities
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Conversion liability measurement input		0.976
Volatility | PIPE Investment Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	1.167	1.130
Volatility | Private Placement Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	1.190	1.190
Remaining term in years | Convertible Notes Payable Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants term	2 years 6 months	3 years
Remaining term in years | Conversion Option Liabilities
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Conversion liability term		1 year
Remaining term in years | PIPE Investment Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants term	2 years 8 months 26 days	3 years 2 months 26 days
Remaining term in years | Private Placement Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants term	2 years 3 months	2 years 9 months
Risk-free rate | Convertible Notes Payable Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.0462	0.040
Risk-free rate | Conversion Option Liabilities
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Conversion liability measurement input		0.048
Risk-free rate | PIPE Investment Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.046	0.040
Risk-free rate | Private Placement Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.041	0.041
Dividend yield | Convertible Notes Payable Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0	0
Dividend yield | Conversion Option Liabilities
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Conversion liability measurement input		0
Dividend yield | PIPE Investment Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0	0
Dividend yield | Private Placement Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0	0

v3.24.2.u1

Fair Value Measurements - Schedule of Changes in Warrant and Conversion Option Liabilities (Details) - Warrant Liabilities - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance, beginning of period	$ 1,152	$ 8,471	$ 960	$ 26,907
Changes in estimated fair value	(433)	1,835	(241)	(16,601)
Ending balance	$ 719	$ 10,306	$ 719	$ 10,306

v3.24.2.u1

Investments in Available-for-Sale Securities - Schedule of Securities Classified as Available-for-Sale (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Preferred stock
Total Investments, Amortized Cost	$ 20,548	$ 34,337
Total Investments, Gross Unrealized Gains	1	8
Total Investments, Gross Unrealized Losses	(302)	(1,493)
Total Investments, Fair Value	20,247	32,852
U.S. treasury securities
Debt Securities
Amortized Cost	4,823	458
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(1)	0
Fair Value	4,822	458
Corporate bonds
Debt Securities
Amortized Cost	12,583	26,040
Gross Unrealized Gains	1	8
Gross Unrealized Losses	(213)	(1,015)
Fair Value	12,371	25,033
Preferred stock
Preferred stock
Amortized Cost	3,142	7,839
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(88)	(478)
Fair Value	$ 3,054	$ 7,361

v3.24.2.u1

Investments in Available-for-Sale Securities - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Investments, Debt and Equity Securities [Abstract]
Fair value of investments with unrealized losses, less than a year	$ 14,050	$ 6,887
Fair value of investments with unrealized losses, more than a year	6,092	$ 21,543
Marketable securities with maturity one year	13,956
Marketable securities maturity one to five years	$ 6,291

v3.24.2.u1

Derivatives - Narratives (Details) lb in Thousands, bu in Thousands	6 Months Ended
	Jun. 30, 2024 USD ($) lb bu	Dec. 31, 2023 USD ($)
Price Risk Derivatives [Line Items]
Fair value, cash-settled on a daily basis | $	$ 0
Current asset representing excess cash collateral posted to a margin account | $	$ 451,000	$ 992,000
Soybeans
Price Risk Derivatives [Line Items]
Financial futures	865
Aggregate notional amount | lb	16
Soybean contract, settling in current year
Price Risk Derivatives [Line Items]
Financial futures	755
Soybean contract, settling next year
Price Risk Derivatives [Line Items]
Financial futures	110

v3.24.2.u1

Derivatives - Derivative Contracts (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Asset Derivative
Effect of daily cash settlement	$ (429)	$ (539)
Net derivatives as classified in the balance sheet	0	0
Liability Derivative
Effect of daily cash settlement	(34)	(768)
Net derivatives as classified in the balance sheet	0	0
Soybeans
Asset Derivative
Soybeans	429	539
Liability Derivative
Soybeans	0	0
Soybean oil
Asset Derivative
Soybeans	0	0
Liability Derivative
Soybeans	34	180
Soybean meal
Asset Derivative
Soybeans	0	0
Liability Derivative
Soybeans	$ 0	$ 588

v3.24.2.u1

Derivatives - Pre-tax Gains and Losses (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Derivative [Line Items]
Gain (loss) realized on derivatives	$ 149	$ 3,942	$ 1,377	$ 1,179
Unrealized gain (loss) on derivatives	441	(1,177)	625	1,421
Total gain (loss) recognized in income	590	2,765	2,002	2,600
Soybeans
Derivative [Line Items]
Gain (loss) realized on derivatives	344	(1,410)	3,611	(1,247)
Unrealized gain (loss) on derivatives	472	479	(109)	(348)
Total gain (loss) recognized in income	816	(931)	3,502	(1,595)
Soybean oil
Derivative [Line Items]
Gain (loss) realized on derivatives	(195)	2,093	(374)	2,500
Unrealized gain (loss) on derivatives	(31)	(1,674)	146	(1,675)
Total gain (loss) recognized in income	(226)	419	(228)	825
Soybean meal
Derivative [Line Items]
Gain (loss) realized on derivatives	0	3,259	(1,860)	(74)
Unrealized gain (loss) on derivatives	0	18	588	3,444
Total gain (loss) recognized in income	$ 0	$ 3,277	$ (1,272)	$ 3,370

v3.24.2.u1

Inventories, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials and supplies	$ 3,755	$ 7,137
Work-in-process	4,671	3,938
Finished goods	8,400	3,785
Total inventories	$ 16,826	$ 14,860

v3.24.2.u1

Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Less: unamortized debt discount and debt issuance costs	$ 0	$ (6,192)
Long-term debt	16,136	60,451
Less: current maturities of long-term debt	(1,900)	(55,201)
Long-term debt	14,236	5,250
Long-Term Debt
Debt Instrument [Line Items]
Less: current maturities of long-term debt	(1,900)	(55,201)
Secured Debt | Equipment Financing, due March 2025
Debt Instrument [Line Items]
Long-term debt, less current portion	293	488
Convertible Notes Payable | Convertible Notes Payable, due March 2024
Debt Instrument [Line Items]
Long-term debt, less current portion	0	59,310
Notes Payable | Notes Payable, varying maturities through June 2026
Debt Instrument [Line Items]
Long-term debt, less current portion	43	64
Credit Agreement | Secured Debt | DDB Term Loan, due April 2029
Debt Instrument [Line Items]
Long-term debt, less current portion	15,800	6,256
Credit Agreement | Secured Debt | DDB Equipment Loan, due July 2024
Debt Instrument [Line Items]
Long-term debt, less current portion	$ 0	$ 525

v3.24.2.u1

Debt - Narratives (Details)						1 Months Ended						6 Months Ended
	May 07, 2024 USD ($)	Feb. 13, 2024 USD ($)	Sep. 30, 2023	Oct. 31, 2022	Apr. 30, 2019 USD ($)	Nov. 30, 2023 USD ($)	Oct. 31, 2023 USD ($)	Mar. 31, 2023	Nov. 30, 2022	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) day $ / shares	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Debt Instrument [Line Items]
Borrowing under revolving line of credit												$ 3,562,000	$ 0
Indirect Guarantee of Indebtedness | Benson Hill Holdings, Inc.
Debt Instrument [Line Items]
Guarantor limit	$ 8,000,000
Notes Payable
Debt Instrument [Line Items]
Equity financing liability amount										$ 1,160,000
Proceeds recorded as financing liability										$ 33,000
Financing arrangement term										36 months
Convertible Notes Payable, due March 2024 | Convertible Notes Payable
Debt Instrument [Line Items]
Available borrowing							$ 100,000				$ 100,000,000			$ 20,000,000
Variable rate								7.75%
Available borrowing											80,000,000
Borrowing under revolving line of credit											$ 80,000,000
Milestone achievement extension											36 months
Minimum liquidity covenant requirement				6 months					4 months
Designated interest rate									0.25%
Final balloon payment								2.00%
Prepayment fee							1.00%
Final payment			12.70%				17.70%
Payment period							1 day
Prepayment net closing proceeds percent							100.00%
Unrestricted cash							$ 20,000,000
Debt redemption maximum											$ 20,000,000
Consecutive trading days | day											7
Trading volume conversion maximum											20.00%
Consecutive trading days | day											22
Shares outstanding conversion maximum											2.50%
Repayments of convertible note payable		$ 58,964,000				$ 58,391,000
Write-off of unamortized debt discounts and debt issuance costs												$ 1,638,000
Convertible Notes Payable, due March 2024 | Convertible Notes Payable | Avenue Capital Management II, L.P
Debt Instrument [Line Items]
Repayments of convertible note payable		$ 59,000,000
Convertible Notes Payable, due March 2024 | Convertible Notes Payable | Minimum
Debt Instrument [Line Items]
Minimum liquidity covenant requirement							4 years
Conversion term											6 months
Convertible Notes Payable, due March 2024 | Convertible Notes Payable | Maximum
Debt Instrument [Line Items]
Minimum liquidity covenant requirement							6 months
Conversion term											42 months
Convertible Notes Payable, due March 2024 | Convertible Notes Payable | Second period
Debt Instrument [Line Items]
Variable rate											3.25%
Stated rate											5.75%
Interest only extension term											12 months
Gross proceeds											$ 20,000,000
Common stock trading day | day											14
Convertible Notes Payable, due March 2024 | Convertible Notes Payable | Third period
Debt Instrument [Line Items]
Interest only extension term											24 months
Convertible Notes Payable, due March 2024 | Convertible Notes Payable | First period
Debt Instrument [Line Items]
Conversion stock price (in usd per share) | $ / shares											$ 2.47
Credit Agreement | DDB Term Loan, due April 2029 | Secured Debt
Debt Instrument [Line Items]
Aggregate principal amount	15,800,000				$ 14,000,000
Debt term					5 years
Available borrowing	$ 15,800,000
Variable rate	1.00%
Line of credit facility, periodic payment	$ 395,000
Credit Agreement | DDB Equipment Loan, due July 2024 | Secured Debt
Debt Instrument [Line Items]
Aggregate principal amount					$ 3,500,000
Debt term					5 years
Credit Agreement | DDB Revolver | Revolver
Debt Instrument [Line Items]
Available borrowing	$ 6,000,000				$ 6,000,000
Variable rate	25.00%
Debt instrument covenant, maximum distributions	$ 10,000,000
Debt covenant	$ 7,000,000
Debt instrument covenant percent	0.50

v3.24.2.u1

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Payroll and employee benefits	$ 4,329	$ 6,148
Insurance premiums	107	58
Professional services	1,456	3,960
Research and development	177	258
Inventory	0	514
Interest	229	161
Contract liability	6,654	8,340
Other	162	1,913
Total	$ 13,114	$ 21,352

v3.24.2.u1

Income Taxes (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Effective income tax rate	0.00%	0.00%	0.00%	0.00%

v3.24.2.u1

Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 67,246	$ 194,639	$ 86,043	$ 193,902
Other comprehensive income (loss) before reclassifications	65	674	8	480
Amounts reclassified from AOCI	9	1,994	1,164	3,044
Total other comprehensive income	74	2,668	1,172	3,524
Ending balance	48,753	136,603	48,753	136,603
Cumulative Foreign Currency Translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(398)	(385)	(385)	(385)
Other comprehensive income (loss) before reclassifications	1	0	(12)	0
Amounts reclassified from AOCI	0	0	0	0
Total other comprehensive income	1	0	(12)	0
Ending balance	(397)	(385)	(397)	(385)
Unrealized Gains/(Losses) on Marketable Securities
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(173)	(5,854)	(1,284)	(6,710)
Other comprehensive income (loss) before reclassifications	64	674	20	480
Amounts reclassified from AOCI	9	1,994	1,164	3,044
Total other comprehensive income	73	2,668	1,184	3,524
Ending balance	(100)	(3,186)	(100)	(3,186)
AOCI Attributable to Parent
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(571)	(6,239)	(1,669)	(7,095)
Ending balance	$ (497)	$ (3,571)	$ (497)	$ (3,571)

v3.24.2.u1

Loss Per Common Share - Anti-dilutive Common Share Equivalents (Details) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	256	276	229	261
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	0	0	2	0
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	0	19	1	33
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common share equivalents (in shares)	256	257	226	228

v3.24.2.u1

Loss Per Common Share - Reconciliation of Basic and Diluted Loss per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Numerator:
Net loss from continuing operations		$ (17,983)	$ (36,505)	$ (44,297)	$ (43,290)
Denominator:
Weighted average common shares outstanding, basic (in shares)	[1]	5,496	5,364	5,477	5,355
Weighted average common shares outstanding, diluted (in shares)	[1]	5,496	5,364	5,477	5,355
Net loss from continuing operations per common share, basic (in usd per share)	[1]	$ (3.27)	$ (6.81)	$ (8.09)	$ (8.08)
Net loss from continuing operations per common share, diluted (in usd per share)	[1]	$ (3.27)	$ (6.81)	$ (8.09)	$ (8.08)
[1] Amounts have been adjusted to reflect the 1-for-35 reverse stock split that became effective on July 18, 2024. See Note 2, Summary of Significant Accounting Policies for additional details.

v3.24.2.u1

Commitments and Contingencies (Details) bu in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 USD ($) bu	Dec. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Litigation accrual	$ 670	$ 0
Inventory	35,838
Purchase obligation due within one year	$ 31,360
Purchase commitment (bushels) | bu	1,768

v3.24.2.u1

Segment Information - Narratives (Details)	6 Months Ended
	Jun. 30, 2024 segment
Segment Reporting [Abstract]
Operating segments	1
Reportable segments	1

v3.24.2.u1

Segment Information - Schedule of Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	$ 33,773	$ 23,484	$ 54,906	$ 72,151
Net loss from continuing operations, net of income taxes	(17,983)	(36,505)	(44,297)	(43,290)
Income tax expense (benefit)	6	(138)	6	(123)
Depreciation and amortization			8,061	10,596
Changes in fair value of warrants and conversion option	(513)	3,036	(286)	(18,660)
Impairment of goodwill	0	9,260	0	9,260
Severance	104		1,755
Proceeds from a corporate-owned life insurance policy			(2,173)	0
Total Adjusted EBITDA	(12,413)	(15,249)	(19,497)	(29,711)
Adjustments to reconcile
Segment Reporting, Revenue Reconciling Item [Line Items]
Interest expense, net	1,708	6,874	10,304	13,246
Income tax expense (benefit)	6	(138)	6	(123)
Depreciation and amortization	3,846	3,529	7,673	7,003
Stock-based compensation	1,138	(4,073)	2,414	(1,259)
Changes in fair value of warrants and conversion option	(513)	3,036	(286)	(18,660)
Impairment of goodwill	0	9,260	0	9,260
Exit costs related to divestiture of Creston facility	(7)	0	2,881	0
Business transformation	408	0	732	0
Severance	402	1,126	1,476	1,238
Proceeds from a corporate-owned life insurance policy	(2,173)	0	(2,173)	0
Other	755	1,642	1,773	2,874
Point in time
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	29,492	23,189	47,284	69,314
Over time
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	4,281	295	7,622	2,837
Domestic
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	33,773	23,484	54,906	49,060
International
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	$ 0	$ 0	$ 0	$ 23,091

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